Northland Power Income Fund Announces Amendment to Merger Transaction With Northland Power Inc.

TORONTO, ONTARIO, Jun 16 (MARKET WIRE) --
Northland Power Income Fund (the "Fund") (TSX: NPI.UN) today announced an
amendment (the "Amendment") to the terms of its proposed merger with
Northland Power Inc. ("NPI"). The Amendment provides for a reduction of
up to 18% in the consideration paid in units by the Fund under defined
circumstances should NPI's development activities not achieve specified
measures of success.

The Amendment effectively transfers most of the risk relating to NPI's
development activities from the Fund to NPHI Holdings Inc. and senior
management of NPI (collectively the "Sellers"). It provides for a
reduction in the consideration paid by the Fund to the Sellers of up to
7.5 million Class A Exchangeable Units and Replacement Rights should it
be determined within two years after closing that the "Development
Profit" attributed to NPI's project development pipeline is less than $75
million. The potential reduction represents up to 18% of the total number
of Class A Exchangeable Units and Replacement Rights that could otherwise
be converted to Fund units on or after July 6, 2011 (the "Conversion
Date").

"The Amendment responds to concerns about the value of NPI's development
activities that have been raised by certain institutional investors,"
said John Brace, Chief Executive Officer of NPI and of the Fund's
manager. "It transfers the majority of the development risk to the
Sellers. The Sellers are willing to assume that risk because they are
confident that the NPI development pipeline will demonstrate its worth in
the next two years and will provide significant accretion to Fund
unitholders. But if the expected development success is not attained, the
Amendment will enhance downside protection to unitholders. In such an
event the 18% reduction in Fund units will result in accretion of up to
8% compared to 3% accretion under the original transaction terms."

The Independent Trustees of the Fund have agreed to the Amendment and
consider that it provides additional support for the price agreed to be
paid by the Fund for NPI and thus additional protection for unitholders.

Mr. Brace notes that, even before this Amendment, the RiskMetrics Group
recommended that NPIF Unitholders vote in favour of the merger.

"We believe that this Amendment makes a good deal even better and we
encourage unitholders to support the merger," Mr. Brace said. "We look
forward to completing this transaction which we believe helps to secure
the Fund's future by providing significant growth potential."

Further details of the Amendment will be filed at www.sedar.com and will
be available at the Fund's website www.npifund.com. In summary: the
Amendment provides that if, by the Conversion Date, NPI's development
activities have not demonstrated that they have provided any "Development
Profit" to the Fund then all 7.5 million units will be cancelled without
any compensation to the Sellers. If NPI falls short in demonstrating that
$75 million of "Development Profit" has been achieved for the Fund, then
a portion of the 7.5 million Class A Exchangeable Units and Replacement
Rights proportionate to the shortfall will be cancelled. The Development
Profit will be determined at the Conversion Date by management, the
Independent Trustees and their independent advisors with reference to
projects for which Power Purchase Agreements (PPAs) have been signed
before the Conversion Date.

All other provisions of the transactions, as described in the Notice of
Meeting and Management Information Circular dated May 1, 2009, remain
unchanged with the exception of the previously announced amendments to
the Fund's proposed LTIP. The merger through acquisition of NPI by the
Fund and related transactions must be approved by unitholders of
Northland Power Income Fund at the Annual and Special Meeting which
remains scheduled for June 22, 2009 at 11:00 a.m. (Toronto time) to be
held at the TSX Conference Centre, Exchange Tower, 130 King Street West,
Toronto, Ontario.

Fund unitholders are reminded that the deadline to vote proxies to be
used at the Annual and Special Meeting is no later than 11:00 a.m.
(Toronto time) on Thursday June 18, 2009.

Unitholders can obtain more information about the transactions, the Fund,
and NPI by reviewing the Management Information Circular or visiting
www.npifund.com. For information about voting, Unitholders are invited to
contact the Fund's proxy solitication agent, Georgeson, at the number
provided below.

About the Fund

Northland Power Income Fund is a Canadian income trust that indirectly
owns equity interests in six power projects, which efficiently and
cleanly produce electricity and steam for sale under long-term contracts.
The Fund's natural-gas-fired power plants and wind farms are located in
Canada, the United States and Germany.

The Fund's Units and convertible debentures trade on the Toronto Stock
Exchange under the symbols NPI.UN and NPI.DB respectively.

About NPI

NPI is a privately owned, Canadian developer, operator and owner of power
plants. NPI has 459 megawatts of generating projects in operation or
under construction and more than 3,600 megawatts in development. Of the
projects in development, NPI has pre-qualified to bid 1,230 megawatts
being procured by the Ontario Power Authority and SaskPower through
competitive processes, and has over 550 megawatts of projects under
development which are not expected to be subject to competitive bidding
processes, including over 400 megawatts of hydro-based generation
opportunities.

FORWARD LOOKING STATEMENTS

The disclosure above contains certain forward-looking statements.
Although these forward-looking statements are based upon Northland Power
Income Fund's Manager's current reasonable expectations and assumptions,
they are subject to numerous risks and uncertainties including those set
out in the management's discussion and analysis section of the Fund's
2008 annual report, the Fund's Annual Information Form dated March 13,
2009, and the Management Information Circular dated May 1, 2009, certain
of which are beyond the Manager's control. For this purpose, any
statements that are contained herein that are not statements of
historical fact may be forward-looking statements. The Fund's actual
results could differ materially from those expressed in, or implied by,
these forward-looking statements and, accordingly, no assurances can be
given that any of the events anticipated by the forward-looking
statements will transpire or occur, or what benefits, including the
amount of distributions, the Fund and Unitholders will derive therefrom.
In particular the statements concerning expected accretion are
forward-looking statements. The material factors used to develop these
statements include projections of selling prices for electricity and
natural gas, operating performance of the plants which affects
electricity production, the wind resource for the wind farms, the cost of
natural gas, plant maintenance and operating costs, and the financing
strategy and financing-related costs including interest rates. The
purpose of these statements is to enable Unitholders to determine the
merits of the proposed transactions. They may not be appropriate for
other purposes.

Contacts:
Northland Power Income Fund
A.F. (Tony) Anderson
Chief Financial Officer
(416) 962-6262 x 120

Northland Power Income Fund
Boris Balan
Director, Communications & Business Development
(416) 962-6262 x 116

Georgeson
1-888-605-8376
(North American Toll-Free)

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