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ANNAPOLIS, Md.--(BUSINESS WIRE)--
HA Sustainable Infrastructure Capital, Inc. (“HASI,” “our,” “we,” or the “Company”) (NYSE: HASI), a leading investor in sustainable infrastructure assets, announced that yesterday, on November 9, 2026, it priced its registered public offering of $500 million in aggregate principal amount of 7.850% green junior subordinated notes due 2057 (the “Notes”). At issuance, the Notes will be guaranteed on a subordinated basis by Hannon Armstrong Sustainable Infrastructure, L.P., Hannon Armstrong Capital, LLC, HAT Holdings I LLC, HAT Holdings II LLC, HAC Holdings I LLC and HAC Holdings II LLC. The settlement of the Notes is expected to occur on November 24, 2026, subject to customary closing conditions.
We estimate that the net proceeds from the offering of the Notes will be approximately $493.3 million, after deducting the underwriting discounts and estimated offering expenses.We intend to utilize the net proceeds from the offering of the Notes (i) to temporarily repay a portion of the outstanding borrowings under our Standalone Commercial Paper Program and (ii) to potentially temporarily repay a portion of the outstanding borrowings under our Unsecured Credit Facility or our Credit-Enhanced Commercial Paper Program.We will use cash equal to the net proceeds from this offering to acquire, invest in or refinance, in whole or in part, new and/or existing eligible green projects. These eligible green projects may include projects with disbursements made during the twelve months preceding the issue date of this offering and projects with disbursements to be made within two years following the issue date. Prior to the full investment of an amount equal to such net proceeds in such eligible green projects, we intend to apply the net proceeds as set forth above and to invest any remaining net proceeds in interest-bearing accounts and short-term, interest-bearing securities.
Mizuho Securities USA LLC, BofA Securities, Inc., Goldman Sachs & Co. LLC, Truist Securities, Inc., Barclays Capital Inc., BMO Capital Markets Corp., Credit Agricole Securities (USA) Inc., ING Financial Markets LLC, KeyBanc Capital Markets Inc., M&T Securities, Inc., Natixis Securities Americas LLC, Rabo Securities USA, Inc., Scotia Capital (USA) Inc. and SMBC Nikko Securities America, Inc. are acting as Joint Book-Running Managers for the offering.
This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
The offering was made only by means of a prospectus and related prospectus supplement, which may be obtained by visiting the Securities and Exchange Commission’s website at www.sec.gov. Alternatively, you may request these documents by calling Mizuho Securities USA LLC at +1 (866) 271-7403; BofA Securities, Inc. at +1 (800) 294-1322 or by email at dg.prospectus_requests@bofa.com; Goldman Sachs & Co. LLC at +1 (866) 471-2526 or by email at prospectusny@ny.email.gs.com; and Truist Securities, Inc. at +1 (800) 685-4786.
About HASI
HASI is an investor in sustainable infrastructure assets advancing the energy transition. With more than $19 billion in managed assets, our investments are diversified across multiple asset classes, including utility-scale solar, onshore wind, and storage; distributed solar and storage; RNG; and energy efficiency. We combine deep expertise in energy markets and financial structuring with long-standing programmatic client partnerships to deliver superior risk-adjusted returns and measurable environmental benefits.
Forward-Looking Statements
Some of the information in this press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. When used in this press release, words such as “believe,” “expect,” “anticipate,” “estimate,” “plan,” “continue,” “intend,” “should,” “may,” “target,” or similar expressions are intended to identify such forward-looking statements. Forward-looking statements are subject to significant risks and uncertainties. Investors are cautioned against placing undue reliance on such statements. Actual results may differ materially from those set forth in the forward-looking statements. Factors that could cause actual results to differ materially from those described in the forward-looking statements include those discussed under the caption “Risk Factors” included in HASI’s Annual Report on Form 10-K (as supplemented by its Form 10-K/A) for HASI’s fiscal year ended December 31, 2025, which were filed with the U.S. Securities and Exchange Commission (“SEC”), as well as in other reports that HASI files with the SEC.
Forward-looking statements are based on beliefs, assumptions and expectations as of the date of this press release. The Company disclaims any obligation to publicly release the results of any revisions to these forward-looking statements reflecting new estimates, events or circumstances after the date of this press release.
Source: HA Sustainable Infrastructure Capital, Inc.
Key Terms
junior subordinated notesfinancial
Junior subordinated notes are a type of bond: a loan investors make to a company that ranks low in the repayment order if the company runs into trouble. Because they are paid after other creditors, they usually offer higher interest to compensate for greater risk; think of them as being near the back of the line at a crowded payout window. Investors care because these notes affect potential returns and downside exposure, and they influence a company’s overall borrowing risk and credit profile.
registered public offeringfinancial
A registered public offering is when a company files required documents with regulators to sell new shares or bonds to the general public, providing standardized financial and business information for transparency. For investors, it matters because it creates an opportunity to buy newly issued securities while often increasing market liquidity, but it can also dilute existing ownership and affect share price as supply and company funding needs change—think of a bakery baking extra loaves that can satisfy more customers but slightly reduces each owner's slice of the original batch.
underwriting discountsfinancial
The portion of a securities offering that underwriters keep as payment for arranging and selling the issue, often expressed as the gap between what the issuer receives and the price paid by public investors. It matters to investors because it reduces the net proceeds the company raises and signals how much institutional middlemen are charging — like a broker’s commission — which can affect a deal’s economics and the degree of dilution for existing shareholders.
prospectus supplementregulatory
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
