Just Energy Group Inc. Announces Results of Its Invitation to Holders to Offer to Sell 2019 Convertible Bonds
September 19 2018 - 5:00PM
Just Energy Group Inc. Announces Results of Its Invitation to
Holders to Offer to Sell 2019 Convertible Bonds
Just Energy Group Inc. (TSX:JE; NYSE:JE), a leading consumer
company specializing in electricity and natural gas commodities,
energy efficiency solutions, and renewable energy options,
announces the results of its invitation to holders to offer to sell
the outstanding US$150,000,000 6.50 per cent. convertible bonds due
2019 (the “
Bonds”).
Just Energy Group Inc. (“Just
Energy” or the “Purchaser”) had invited
holders of the Bonds to sell to Just Energy for cash any and all of
their Bonds (the “Invitation”). The purchase price
per US$200,000 principal amount of the Bonds validly offered for
sale has been set at US$202,000 (the “Purchase
Price”). In addition, the Purchaser will pay an amount in
cash (rounded down to the nearest US$0.01) equal to the interest
accrued and unpaid to (but excluding) the Settlement Date on those
Bonds accepted for purchase.
The Invitation expired at 4:00pm (London time)
on 19 September 2018 (the “Expiration Deadline”).
As of the Expiration Deadline, US$45,600,000 in aggregate principal
amount of the Bonds had been validly tendered pursuant to the
Invitation. Just Energy has accepted for purchase all such validly
tendered Bonds in accordance with the invitation term sheet dated
12 September 2018 (the “Invitation Term
Sheet”).
Settlement of the Invitation is expected to
occur on or around 24 September 2018. All Bonds repurchased
pursuant to the Invitation will be cancelled.
In connection with the remaining outstanding
Bonds, the Purchaser has committed funds to the maturity date
pursuant to the financing announced by the Purchaser on September
12, 2018. The Purchaser does not pay any interest or fees on the
committed funds until they are drawn.
HSBC Bank plc acted as lead dealer manager (the
“Lead Dealer Manager”) and Lucid
Issuer Services Limited acted as tender agent (the “Tender
Agent”) in respect of the Invitation. National Bank
Financial Inc. acted as co-dealer manager (together with the Lead
Dealer Manager, the “Dealer Managers”).
Resident Canadian Holders
Holders located in or resident in Canada were
required to provide a completed, dated and signed confirmation and
consent in the form appended to the Invitation Term Sheet. If a
Canadian holder of Bonds did not provide a completed, dated and
signed confirmation and consent in the form appended to the
Invitation Term Sheet prior to the Expiration Deadline, such
Canadian Holder was not able to participate in the Invitation and
the Purchaser did not purchase the Bonds of such Canadian Holder
offered for purchase pursuant to the Invitation.
Inside Information
This announcement relates to the disclosure of
information that qualified, or may have qualified, as inside
information within the meaning of Article 7(1) of the EU Market
Abuse Regulation.
Any enquiries relating to the Purchaser
regarding this announcement should be directed to:
Jim BrownChief Financial OfficerJust
Energy713-544-8191jbrown@justenergy.com
Michael CummingsInvestor RelationsAlpha
IR617-982-0475michael.cummings@alpha-ir.com
THE DEALER MANAGERS AND THE TENDER AGENT ARE
ACTING ON BEHALF OF THE PURCHASER AND NO ONE ELSE IN CONNECTION
WITH THE INVITATION AND WILL NOT BE RESPONSIBLE TO ANY OTHER PERSON
FOR PROVIDING THE PROTECTIONS AFFORDED TO CLIENTS OF THE DEALER
MANAGERS OR THE TENDER AGENT, OR FOR PROVIDING ADVICE IN RELATION
TO THE INVITATION. NEITHER THE DEALER MANAGERS NOR THE TENDER AGENT
OWE ANY DUTY TO ANY HOLDER OF THE BONDS. NONE OF THE DEALER
MANAGERS, THE TENDER AGENT OR ANY OF THEIR RESPECTIVE DIRECTORS,
OFFICERS, EMPLOYEES, ADVISERS OR AGENTS ACCEPTS ANY RESPONSIBILITY
OR LIABILITY WHATSOEVER FOR OR MAKES ANY REPRESENTATION OR
WARRANTY, EXPRESS OR IMPLIED, AS TO THE TRUTH, ACCURACY OR
COMPLETENESS OF THE INFORMATION IN THIS ANNOUNCEMENT (OR
WHETHER ANY INFORMATION HAS BEEN OMITTED
FROM THIS ANNOUNCEMENT) OR ANY OTHER INFORMATION RELATING
TO THE PURCHASER, ITS SUBSIDIARIES OR ASSOCIATED COMPANIES, OR FOR
ANY LOSS HOWSOEVER ARISING FROM ANY USE OF THIS ANNOUNCEMENT
OR ITS CONTENTS OR OTHERWISE ARISING IN CONNECTION THEREWITH.
THIS ANNOUNCEMENT DOES
NOT CONSTITUTE AN INVITATION TO PARTICIPATE IN THE
INVITATION IN ANY JURISDICTION IN WHICH, OR TO OR FROM ANY PERSON
TO OR FROM WHOM, IT IS UNLAWFUL TO MAKE SUCH INVITATION UNDER
APPLICABLE SECURITIES LAWS. THE DISTRIBUTION OF THIS ANNOUNCEMENT
IN CERTAIN JURISDICTIONS MAY BE RESTRICTED BY LAW. PERSONS INTO
WHOSE POSSESSION THIS ANNOUNCEMENT COMES ARE REQUIRED BY EACH OF
JUST ENERGY, THE TENDER AGENT AND THE DEALER MANAGERS TO INFORM
THEMSELVES ABOUT, AND TO OBSERVE, ANY SUCH RESTRICTIONS.
About Just Energy Group Inc.Established in 1997,
Just Energy (NYSE:JE, TSX:JE) is a leading retail energy provider
specializing in electricity and natural gas commodities, energy
efficiency solutions, and renewable energy options. With
offices located across the United States, Canada, the United
Kingdom, Germany, and Ireland, Just Energy serves approximately 1.5
million residential and commercial customers providing homes and
businesses with a broad range of energy solutions that deliver
comfort, convenience and control. Just Energy Group Inc. is the
parent company of Amigo Energy, Green Star Energy, Hudson Energy,
Just Energy Solar, Tara Energy and TerraPass.
FORWARD-LOOKING STATEMENTSJust Energy's press
releases may contain forward-looking statements and forward-looking
information (collectively, “forward-looking statements”) including
statements and information pertaining to: the completion of the
Invitation and the timing thereof; and the redemption of the Bonds
if 10% or fewer of the aggregate principal amount of the Bonds
originally issued remain outstanding after the Settlement Date.
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 risks include but are not
limited to: levels of customer natural gas and electricity
consumption; rates of customer additions and renewals; rates of
customer attrition; fluctuations in natural gas and electricity
prices and interest and exchange rates; changes in regulatory
regimes and decisions by regulatory authorities, including actions
taken by governmental authorities; energy marketing regulation;
increases in taxes and changes in government regulations and
incentive programs; competition; dependence on certain suppliers;
the ability of management to execute Just Energy’s business plan;
extreme weather conditions; risks inherent in marketing operations,
including credit risk; potential delays or changes in plans with
respect to capital expenditures and the availability of capital on
acceptable terms; inability to obtain required consents, permits or
approvals; incorrect assessments of the value of acquisitions;
competition for, among other things, customers, supply, capital and
skilled personnel; the results of litigation; volatility in the
stock markets and in market valuations; and general economic and
business conditions in North America and globally. These risks are
not necessarily all of the risks that could cause actual results to
differ materially from those expressed in any of our
forward-looking statements. Other unknown or unpredictable factors
could also have a material adverse effect on future results. We
undertake no obligation to update publicly any forward-looking
statement whether as a result of new information or future
events.