Parties
Company
Spark Power Group Inc.
Company
Generator-Spark Canada Buyer Inc.
Company
American Pacific Group, LP
On October 14, 2023, Spark Power Group Inc. (TSX) announced that its subsidiary, Spark Power Corp., entered into an arrangement agreement with Generator-Spark Canada Buyer Inc., an affiliate of American Pacific Group, LP (APG), to be acquired in an all-cash transaction valued at approximately $140 million, including assumed debt. The purchase price of $0.825 per share represents a 68% premium to the closing price on October 13, 2023. The deal, structured as a statutory plan of arrangement, is subject to customary conditions, including court and shareholder approval. The transaction is expected to close in December 2023.
The board, following a unanimous recommendation from a special committee of independent directors, endorsed the transaction, deeming it fair and in the best interests of shareholders. MPA Morrison Park Advisors Inc. provided a fairness opinion. Key legal advisors involved include Bennett Jones LLP for the Special Committee, Stikeman Elliott LLP, and Jones Day for the Purchaser.
Spark Power's co-founders and key executives, holding approximately 43.2% of shares, agreed to vote in favor of the transaction. The deal includes customary non-solicitation clauses and a $2.7 million termination fee if Spark Power accepts a superior proposal. Post-closing, Spark Power's shares will be delisted from the TSX, and the company will cease to be a reporting issuer under Canadian securities laws.
Deal Type
Merger & AcquisitionIndustry
EnergyTransaction
$ 140,000,000Deal Status
ClosedClosing Date
05 December 2023