お知らせ • Dec 06
American Pacific Group, L.P. completed the acquisition of Spark Power Group Inc. (TSX:SPG) from Red Jar Capital Corp. and Others. American Pacific Group, L.P. entered into an arrangement agreement to acquire Spark Power Group Inc. (TSX:SPG) from Red Jar Capital Corp. and Others for CAD 79.5 million on October 13, 2023. Under the terms of the transaction, American Pacific Group, L.P. will pay CAD 0.825 per share in an all-cash transaction valued at approximately CAD 140 million (including assumed debt). Upon closing of the Transaction, it is expected that the Shares of Spark Power will be delisted from the TSX and that it will cease to be a reporting issuer under applicable Canadian securities laws. The transaction also involves a termination fee of CAD 2.7 million payable by Spark Power if the Company accepts a superior proposal. In connection with the Arrangement, the Purchaser and certain affiliates of American Pacific Group, LP (the "Equity Funding Parties") have entered into an equity commitment letter, pursuant to which such Equity Funding Parties have committed to, among other things, provide the Purchaser with the funds necessary to allow the Purchaser to pay the aggregate Consideration and have guaranteed certain other payments required to be made by the Purchaser pursuant to the Arrangement Agreement in certain circumstances.
The transaction is subject to approval by Spark Power shareholders, court approval and is unanimously approved by board of directors of Spark Power, having received unanimous recommendation from a special committee comprised solely of independent directors of Spark Power. As per the filling on November 10, 2023, Spark Power Group announced the special meeting of Shareholders scheduled to be held on December 1, 2023. As of December 1, 2023, shareholders of Spark Power approved the proposed plan of arrangement. The transaction is expected to close in December 2023. The Arrangement is expected to become effective on or about December 5, 2023, subject to, among other things, Spark Power obtaining a final order from the Ontario Superior Court of Justice and the satisfaction or waiver of certain other customary closing conditions.
MPA Morrison Park Advisors Inc. is acting as financial advisor as well as fairness opinion provider to the Special Committee. Kris Hanc of Bennett Jones LLP is acting as legal advisor to the Special Committee. John Lee, Khalfan Khalfan, Justin Parappally, Natasha vandenHoven, Ramandeep K. Grewal, Alethea Au and Jeilah Chan of Stikeman Elliott LLP and Joseph D.Hatina of Jones Day are acting as legal advisors to American Pacific Group. Grant McGlaughlin and Justine Connors of Fasken Martineau DuMoulin LLP acted as legal advisor to Red Jar Capital Corp.
American Pacific Group, L.P. completed the acquisition of Spark Power Group Inc. (TSX:SPG) from Red Jar Capital Corp. and Others on December 5, 2023. Spark Power obtained a final order from the Ontario Superior Court of Justice (Commercial List) approving the Arrangement on December 4, 2023. お知らせ • Nov 09
Spark Power Group Inc. to Report Q3, 2023 Results on Nov 13, 2023 Spark Power Group Inc. announced that they will report Q3, 2023 results After-Market on Nov 13, 2023 お知らせ • Oct 17
Spark Power, American Pacific Enter Go-Private Deal Spark Power Group Inc. has entered into an arrangement agreement with Generator-Spark Canada Buyer Inc., an affiliate of American Pacific Group LP, pursuant to which the purchaser will acquire all of the issued and outstanding common shares of Spark Power for a price of 82.5 cents per share in an all-cash transaction valued at approximately $140-million (including assumed debt). Subject to the satisfaction of all conditions to closing set out in the Arrangement Agreement, it is anticipated that the Transaction will be completed in December 2023. Upon closing of the Transaction, it is expected that the Shares will be delisted from the TSX and that the Company will cease to be a reporting issuer under applicable Canadian securities laws. Reported Earnings • Aug 15
Second quarter 2023 earnings released: CA$0.02 loss per share (vs CA$0.02 loss in 2Q 2022) Second quarter 2023 results: CA$0.02 loss per share (in line with 2Q 2022). Revenue: CA$66.2m (down 6.3% from 2Q 2022). Net loss: CA$1.82m (loss widened 34% from 2Q 2022). Over the last 3 years on average, earnings per share has fallen by 42% per year but the company’s share price has only fallen by 29% per year, which means it has not declined as severely as earnings. お知らせ • Aug 03
Spark Power Group Inc. to Report Q2, 2023 Results on Aug 10, 2023 Spark Power Group Inc. announced that they will report Q2, 2023 results After-Market on Aug 10, 2023 Board Change • May 30
Less than half of directors are independent Following the recent departure of a director, there are only 2 independent directors on the board. The company's board is composed of: 2 independent directors. 3 non-independent directors. Independent Director Joe Quarin was the last independent director to join the board, commencing their role in 2018. The company's minority of independent directors is a risk according to the Simply Wall St Risk Model. 
