Just Energy Announces Receipt of Interim Order for Recapitalization and Board Renewal
July 17 2020 - 5:00PM
Just Energy Group Inc. (“Just Energy” or the “Company”) (TSX:JE;
NYSE:JE), a retail energy provider specializing in electricity and
natural gas commodities and bringing energy efficient solutions and
renewable energy options to customers, today announced it has
obtained the interim order from the Ontario Superior Court of
Justice in connection with the plan of arrangement (the “Plan of
Arrangement”) announced on July 8, 2020. The order, among
other things, grants a limited stay of proceedings and establishes
the record date for voting of securityholders with respect to the
Plan of Arrangement as July 23, 2020.
The Plan of Arrangement provides a comprehensive
plan to strengthen and de-risk the business, positioning the
Company for sustainable growth as an independent industry leader.
Highlights include:
- Conversion of approximately C$420 million subordinated
convertible debentures and preferred shares into new equity
- New cash equity investment commitment of C$100 million
- Extension of C$335 million secured credit facilities by three
years to December 2023
- Extension of unsecured debt of US$205.9 million to March 2024
with interest to be paid-in-kind
- Initial reduction of annual cash interest expense by
approximately C$45 million
- Reconstitution of the Board of Directors with five new
directors (announced on July 16, 2020)
- Business as usual for employees, customers and suppliers
enhanced by the relationship with a financially stronger Just
Energy – they will not be affected by the Recapitalization
The implementation of the Recapitalization is
expected in September 2020, pending court and securityholder
approvals required under the Canada Business Corporations Act
(CBCA), as well as applicable approvals by the Toronto Stock
Exchange and New York Stock Exchange.
Please refer to the Company’s press release of
July 8, 2020 for information regarding the Plan of Arrangement.
The Company also intends to file an information
circular describing the transaction in detail next week, and
expects to seek approval for the proposed Plan of Arrangement at a
Special Meeting of Shareholders and meetings of applicable creditor
classes (collectively, the “Meetings”) scheduled for August 25,
2020.
Provided that the Plan of Arrangement is passed
by the creditor classes and shareholders at the respective
meetings, the Company’s Annual General Meeting will immediately
follow the Meetings on August 25, 2020.
As announced by the Company on July 16, 2020, a
slate of seven director candidates, of which five are new
directors, will be appointed to the board of directors (the
“Board”) upon completion of the Plan of Arrangement. The
seven candidates possess a wide spectrum of skills and expertise,
including deep knowledge of the energy industry. They
are:
- James Bell (new)
- Anthony Horton (new)
- Steven Murray (new)
- Stephen Schaefer (new)
- Marcie Zlotnik (new)
- R. Scott Gahn (incumbent)
- Dallas Ross (incumbent)
For more information on the Board candidates,
please refer to the Company’s press release of July 16, 2020.
About Just Energy Group Inc.
Just Energy is a consumer company focused on
essential needs, including electricity and natural gas health and
well-being, such as water quality and filtration devices; and
utility conservation, bringing energy efficient solutions and
renewable energy options to consumers. Currently operating in the
United States and Canada, Just Energy serves residential and
commercial customers. Just Energy is the parent company of Amigo
Energy, EdgePower Inc., Filter Group Inc., Hudson Energy,
Interactive Energy Group, Tara Energy, and TerraPass.
Visit https://investors.justenergy.com/ to learn more.
Also, find us on Facebook and follow us
on Twitter.
FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking
statements. These statements are based on current expectations that
involve a number of risks and uncertainties which could cause
actual results to differ from those anticipated. These statements
are based on current expectations that involve several risks and
uncertainties which could cause actual results to differ from those
anticipated. These risks include, but are not limited to, risks
with respect to raising new equity capital and the exchange of
debt; the proposed recapitalization transaction resulting in a
financially stronger Company; reducing the Company’s existing debt
and interest expense (including the amounts thereof); proceedings
under the CBCA; implementing a Plan of Arrangement; issuing new
equity; the allocation of any new equity; addressing certain
obligations as part of a proposed recapitalization transaction;
risks associated with the proposed recapitalization transaction,
including the inability to complete a proposed recapitalization
transaction or complete a proposed recapitalization transaction in
a timely or efficient manner; the inability to reduce the Company’s
debt and/or interest payments, proceedings under the CBCA; issuing
and allocating new equity including the dilution of the Company’s
outstanding common shares; the value of existing equity following
the completion of a recapitalization; the impact of the evolving
COVID-19 pandemic on the Company’s business, operations and sales;
reliance on suppliers; uncertainties relating to the ultimate
spread, severity and duration of COVID-19 and related adverse
effects on the economies and financial markets of countries in
which the Company operates; the ability of the Company to
successfully implement its business continuity plans with respect
to the COVID-19 pandemic; the Company’s ability to access
sufficient capital to provide liquidity to manage its cash flow
requirements; general economic, business and market conditions; the
ability of management to execute its business plan; levels of
customer natural gas and electricity consumption; extreme weather
conditions; rates of customer additions and renewals; customer
credit risk; rates of customer attrition; fluctuations in natural
gas and electricity prices; interest and exchange rates; actions
taken by governmental authorities including energy marketing
regulation; increases in taxes and changes in government
regulations and incentive programs; changes in regulatory regimes;
results of litigation and decisions by regulatory authorities;
competition; the performance of acquired companies and dependence
on certain suppliers. Additional information on these and other
factors that could affect Just Energy’s operations, financial
results or dividend levels are included in Just Energy’s annual
information form and other reports on file with Canadian securities
regulatory authorities which can be accessed through the SEDAR
website at www.sedar.com on the U.S. Securities and
Exchange Commission’s website at www.sec.gov or through
Just Energy’s website at www.justenergygroup.com.
Neither the Toronto Stock Exchange nor the New York Stock
Exchange has approved nor disapproved of the information contained
herein.
FOR FURTHER INFORMATION PLEASE CONTACT:
Jim Brown Chief Financial Officer Just Energy 713-544-8191
jbrown@justenergy.com
or
Investors Michael Cummings Alpha IR Phone:
(617) 982-0475JE@alpha-ir.com
Media Boyd Erman Longview Communications Phone:
416-523-5885 berman@longviewcomms.ca
Source: Just Energy Group Inc.
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