Just Energy Group TSXV:JE.H Stock Report

LVS III SPE XVIII LP, Tocu XVII LLC, HVS XVI LLC, Oc Ii Lvs Xiv LP, Oc III LFE I LP and CBHT Energy I LLC entered into a stalking horse transaction agreement to acquire Just Energy Group Inc. (TSXV:JE.H) for approximately CAD 250 million.

LVS III SPE XVIII LP, Tocu XVII LLC, HVS XVI LLC, Oc Ii Lvs Xiv LP, Oc III LFE I LP and CBHT Energy I LLC entered into a stalking horse transaction agreement to acquire Just Energy Group Inc. (TSXV:JE.H) for approximately CAD 250 million on August 4, 2022. The purchase price payable pursuant to the Stalking Horse Transaction is (i) cash in the amount of $184,857,692.31 (CAD 239,307,525.58), plus up to an additional CAD 10 million solely in the event that additional amounts are required to make applicable payments pursuant to the Stalking Horse Transaction Agreement; plus (ii) a credit bid of approximately $229,461,558.59 (CAD 297,049,460.67) and CAD 170,652.60 plus accrued interest of secured claims assigned to the Stalking Horse Purchaser; plus (iii) the assumption of Assumed Liabilities (as defined below), including up to CAD 10 million owing under the Company’s first lien credit facility (the “Credit Facility Remaining Debt”) to remain outstanding under an amended and restated credit agreement. If Stalking Horse Transaction Agreement is subsequently approved by the Court, the Stalking Horse Purchaser will own all of the outstanding equity of Just Energy (U.S.) Corp., which will be the new parent company of all of the Just Energy Entities, including Just Energy Group Inc., and the Just Energy Entities will continue their business and operations as a going concern. In case of termination, $14.66 million shall be payable to Purchasers. The consummation of the Stalking Horse Transaction is subject to satisfaction or waiver of a number of conditions precedent set forth in the Stalking Horse Transaction Agreement including, among other things, receipt of all required regulatory approvals, the aggregate amount of cash held by the Just Energy Entities immediately after giving effect to the payment of all amounts provided for in this Agreement and in the Vesting Order shall be equal to or greater than CAD 0, and the Court granting an Approval and Vesting Order by October 15, 2022 and the recognition of such Approval and Vesting Order by the U.S. Court under Chapter 15 by November 16, 2022. The outside date for completion of the Stalking Horse Transaction is November 30, 2022, subject to extension in certain circumstances described in the Stalking Horse Transaction Agreement. BMO Nesbitt Burns Inc. acted as financial advisor and Marc Wasserman, Michael De Lellis, Jeremy Dacks and Dave Rosenblat of Osler, Hoskin & Harcourt LLP and Brian Schartz, Neil Herman and Allyson B. Smith of Kirkland & Ellis LLP acted as legal advisors to Just Energy. David Botter, Sarah Link Schultz and Zachary Wittenberg of Akin Gump Strauss Hauer & Feld LLP and Ryan Jacobs, Jane Dietrich and Joseph Bellissimo of Cassels Brock & Blackwell LLP acted as legal advisor to Purchasers.

LVS III SPE XVIII LP, Tocu XVII LLC, HVS XVI LLC, Oc Ii Lvs Xiv LP, Oc III LFE I LP and CBHT Energy I LLC entered into a stalking horse transaction agreement to acquire Just Energy Group Inc. (TSXV:JE.H) for $460 million (approximately CAD 600 million).

LVS III SPE XVIII LP, Tocu XVII LLC, HVS XVI LLC, Oc Ii Lvs Xiv LP, Oc III LFE I LP and CBHT Energy I LLC entered into a stalking horse transaction agreement to acquire Just Energy Group Inc. (TSXV:JE.H) for $460 million (approximately CAD 600 million) on August 4, 2022. The purchase price payable pursuant to the Stalking Horse Transaction is (i) cash in the amount of $184,857,692.31 (CAD 239,307,525.58), plus up to an additional CAD 10 million solely in the event that additional amounts are required to make applicable payments pursuant to the Stalking Horse Transaction Agreement; plus (ii) a credit bid of approximately $229,461,558.59 (CAD 297,049,460.67) and CAD 170,652.60 plus accrued interest of secured claims assigned to the Stalking Horse Purchaser; plus (iii) the assumption of Assumed Liabilities (as defined below), including up to CAD 10 million owing under the Company’s first lien credit facility (the “Credit Facility Remaining Debt”) to remain outstanding under an amended and restated credit agreement. If Stalking Horse Transaction Agreement is subsequently approved by the Court, the Stalking Horse Purchaser will own all of the outstanding equity of Just Energy (U.S.) Corp., which will be the new parent company of all of the Just Energy Entities, including Just Energy Group Inc., and the Just Energy Entities will continue their business and operations as a going concern. In case of termination, $14.66 million shall be payable to Purchasers. The consummation of the Stalking Horse Transaction is subject to satisfaction or waiver of a number of conditions precedent set forth in the Stalking Horse Transaction Agreement including, among other things, receipt of all required regulatory approvals, the aggregate amount of cash held by the Just Energy Entities immediately after giving effect to the payment of all amounts provided for in this Agreement and in the Vesting Order shall be equal to or greater than CAD 0, and the Court granting an Approval and Vesting Order by October 15, 2022 and the recognition of such Approval and Vesting Order by the U.S. Court under Chapter 15 by November 16, 2022. The outside date for completion of the Stalking Horse Transaction is November 30, 2022, subject to extension in certain circumstances described in the Stalking Horse Transaction Agreement. BMO Nesbitt Burns Inc. acted as financial advisor and Marc Wasserman, Michael De Lellis, Jeremy Dacks and Dave Rosenblat of Osler, Hoskin & Harcourt LLP and Brian Schartz, Neil Herman and Allyson B. Smith of Kirkland & Ellis LLP acted as legal advisors to Just Energy. David Botter, Sarah Link Schultz and Zachary Wittenberg of Akin Gump Strauss Hauer & Feld LLP and Ryan Jacobs, Jane Dietrich and Joseph Bellissimo of Cassels Brock & Blackwell LLP acted as legal advisor to Purchasers.

Just Energy Group Inc. to Report Q4, 2022 Results on Jul 29, 2022