UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________
FORM 6-K
_______________________
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
Date: February 18, 2020
Commission File Number: 001-37946
_______________________
 
Algonquin Power & Utilities Corp.
(Translation of registrant’s name into English)
_______________________
354 Davis Road
Oakville, Ontario, L6J 2X1, Canada
(Address of principal executive offices)
_______________________
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F     Form 40-F x
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):








EXHIBIT INDEX

This Report on Form 6-K is hereby incorporated by reference into Algonquin Power & Utilities Corp.’s Registration Statement on Form F-10 (File No. 333-227245).

The following exhibits are filed as part of this Form 6-K:
Exhibit
Description
99.1
Material Change Report - Form 51-102F3
99.2
Press Release dated February 5, 2020


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
 
 
ALGONQUIN POWER & UTILITIES CORP.
 
(registrant)
 
 
 
 
Date: February 18, 2020
By:  (signed) "David Bronicheski"
 
Name: David Bronicheski
 
Title:   Chief Financial Officer





MATERIAL CHANGE REPORT
FORM 51-102F3


Item 1.
Name and Address of Company

 
Algonquin Power & Utilities Corp. (“Algonquin”)
354 Davis Road
Oakville, Ontario
L6J 2X1

Item 2.
Date of Material Change

 
February 5, 2020

Item 3.
News Release
 

Algonquin issued a news release through Canada Newswire on February 5, 2020, a copy of which is attached hereto as Schedule A. The news release was also filed on Algonquin’s SEDAR profile at www.sedar.com.

Item 4.
Summary of Material Change
 

On February 5, 2020, Algonquin announced the appointment of Arun Banskota to the newly-created position of President. Mr. Banskota will work closely with Chief Executive Officer Ian Robertson and other members of the Executive Team to transition into the role of Chief Executive Officer in 2020. Following this transition, Mr. Robertson is expected to continue to contribute to Algonquin through a collaborative investment platform focused on identifying and partnering with Algonquin on growth and development opportunities.

Concurrently with the above, Algonquin also announced that David Bronicheski, Chief Financial Officer of Algonquin, is retiring in the fall of 2020 and that Arthur Kacprzak, Vice President, Treasury and Treasurer, has been promoted to Senior Vice President and Deputy Chief Financial Officer of Algonquin.

Item 5.
Full Description of Material Change
 

Reference is made to the press release attached as Schedule A hereto.

Item 6.
Reliance on subsection 7.1(2) of National Instrument 51-102
 

This report is not being filed on a confidential basis.

Item 7.
Omitted Information
 

Not applicable.

Item 8.
Executive Officer
 

For further information please contact David Bronicheski, Chief Financial Officer of Algonquin, at (905) 465-4500.

Item 9.
Date of Report
 

February 18, 2020



SCHEDULE A

(See attached)



LAPUCRGBDIGITALB26.JPG
Algonquin Power & Utilities Corp. Advances Leadership
Succession Plan
Arun Banskota is Appointed President
This news release constitutes a “designated news release” for the purposes of the Company’s prospectus supplement dated February 28, 2019 to its short form base shelf prospectus dated September 18, 2018.
OAKVILLE, ON, February 5, 2020 – Algonquin Power & Utilities Corp. (“APUC” or “the Company”) (TSX/NYSE: AQN) announced today the appointment of Arun Banskota to the newly-created position of President. Mr. Banskota will work closely with Chief Executive Officer Ian Robertson and other members of the Executive Team to transition into the role of Chief Executive Officer in 2020.
The APUC Board of Directors and Mr. Robertson recognize the importance of succession planning and view the appointment of Arun Banskota as a natural progression for the Company’s continued success and growth.
“Arun brings to APUC a unique combination of experience in renewable energy development, construction, financing, energy marketing and operations, with proven P&L responsibility and a results-driven leadership style,” said APUC Chairman Ken Moore. “This experience, together with his hands-on knowledge of the role of disruptive technology innovation in the marketplace, puts APUC in a very strong position to build on the outstanding growth and financial performance achieved over the past three decades.”
Mr. Banskota was previously Managing Director, Global Power, El Paso Corporation, where he had P&L responsibility for a 6,500 MW global portfolio of 32 power plants, project development and approximately 10,000 employees. He was also on the leadership team for a large-scale solar power company and has successfully managed project development and financing for solar, wind, and natural gas projects.  Mr. Banskota served as President and CEO of EVGo, a high growth start-up division of NRG created to build scale and presence in the emerging electrical vehicle sector. Most recently, as Vice President, Data Center Global Services and Energy Team at Amazon.com, he was responsible for the planning, engineering, and delivery of datacenter capacity for Amazon Web Services, an extremely high growth global market-leader of cloud services.
“I look forward to working with Arun to ensure a seamless management transition,” said CEO Ian Robertson. “I am extremely proud of what APUC has achieved over the last 30 years and our five-year, $9.2 billion capital plan positions APUC for continued success and growth in the years ahead.”
Following the transition, Mr. Robertson is expected to continue to contribute to the Company through a collaborative investment platform focused on identifying and partnering with APUC on growth and development opportunities. and partnering with APUC on growth and development



Pending Chief Financial Officer Retirement
APUC also announced today that David Bronicheski, Chief Financial Officer, is retiring in the fall of 2020, and that Arthur Kacprzak, Vice President, Treasury and Treasurer, has been promoted to Senior Vice President and Deputy Chief Financial Officer.
“After 12 years as CFO for one of North America’s fastest growing utilities, I have chosen to retire later this year to spend more time with family,” stated David Bronicheski. “I am proud of our finance and treasury team which I believe is one of the finest in the industry and which will continue the strong financial policies that have contributed to Algonquin’s success.”
About Algonquin Power & Utilities Corp.
APUC is a diversified international generation, transmission and distribution utility with approximately US$11 billion of total assets. Through its two business groups, APUC is committed to providing safe, reliable and cost effective rate-regulated natural gas, water, and electricity generation, transmission and distribution utility services to approximately 801,000 connections in the United States and Canada, and is a global leader in renewable energy through its portfolio of long-term contracted wind, solar and hydroelectric generating facilities representing over 2.5 GW of net installed capacity and more than 500 MW of incremental renewable energy capacity under construction.
APUC delivers continuing growth through an expanding global pipeline of renewable energy, electric transmission, and water infrastructure development projects, organic growth within its rate‐regulated generation, distribution and transmission businesses, and the pursuit of accretive acquisitions. APUC’s common shares, Series A preferred shares, and Series D preferred shares are listed on the Toronto Stock Exchange under the symbols AQN, AQN.PR.A, and AQN.PR.D. APUC's common shares, Series 2018‐A subordinated notes and Series 2019‐A  subordinated notes are listed on the New York Stock Exchange under the symbols AQN, AQNA and AQNB.  Visit APUC at www.algonquinpowerandutilities.com and follow us on Twitter @AQN_Utilities.
Caution Regarding Forward-Looking Information
Certain statements included in this news release constitute “forward-looking information” within the meaning of applicable securities laws in each of the provinces of Canada and the respective policies, regulations and rules under such laws and “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 (collectively, “forward-looking statements”). The words “will”, “expects”, “intends” and similar expressions are often intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Specific forward-looking statements contained in this news release include, but are not limited to, statements regarding succession planning, including the expectation that Mr. Banskota will transition into the role of Chief Executive Officer in 2020, and statements regarding the establishment of a collaborative investment platform involving Mr. Robertson. These statements are based on factors or assumptions that were applied in drawing a conclusion or making a forecast or projection, including assumptions based on historical trends, current conditions and expected future developments. Since forward-looking statements relate to future events and conditions, by their very nature they require making assumptions and involve inherent risks and uncertainties. APUC cautions that although it is believed that the assumptions are reasonable in the circumstances, these risks and uncertainties give rise to the possibility that actual results may differ materially from the expectations set out in the forward-looking statements. Material risk factors include those set out in APUC’s most recent annual and interim management’s discussion and analysis and most



recent annual information form. Given these risks, undue reliance should not be placed on these forward-looking statements, which apply only as of their dates. Other than as specifically required by law, APUC undertakes no obligation to update any forward-looking statements to reflect new information, subsequent or otherwise.
For Further Information:
Amelia Tsang
Vice President, Investor Relations
Algonquin Power & Utilities Corp.
E-mail: InvestorRelations@APUCorp.com
Telephone: (905) 465-4500