30 LEXPERT MAGAZINE
|
MARCH 2017
BIG DEALS
in-house team led by Valérie Martin. e
Stikeman Elliott legal team was comprised
of Érik Richer La Flèche, Sylvia Avedis, Fran-
çois Gilbert and Jeffrey Keey. e AZB &
Partners legal team included Gautam Saha
and Pallavi Meena.
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Consumer Staples
CRIUS ENERGY TRUST
ACQUIRES REMAINING STAKE
IN CRIUS ENERGY, LLC
CLOSING DATE: JUNE 23, 2016
Crius Energy Trust ("Crius Trust") (TSX:
KWH.UN) completed a tender offer to pur-
chase all of the remaining membership units
of Crius Energy, LLC not already owned, di-
rectly or indirectly, by Crius Trust for a total
implied transaction value of approximately
$189.4 million.
Under the tender offer, Crius Trust ac-
quired, directly or indirectly, each member-
ship unit of Crius Energy, LLC not already
held by Crius Trust for consideration com-
prising $2.93 in cash and 0.766 trust units
of Crius Trust, representing an implied value
of $9.74 per member unit of Crius Energy,
LLC. To fund the cash portion of the con-
sideration, Crius Trust completed a "bought
deal" prospectus offering of 8,581,300 sub-
scription receipts of Crius Trust at a price of
$8.45 per subscription receipt for gross pro-
ceeds of approximately $72.5 million.
Following the successful completion of the
tender offer, Crius Trust increased its owner-
ship interest in Crius Energy, LLC from ap-
proximately 43.1 per cent to 100 per cent.
Crius Energy, LLC is one of the largest
independent energy retailers operating in the
United States, with over 950,000 residential
customer equivalents.
e company sells electricity, natural gas
and solar products to residential and com-
mercial customers in the United States and
markets its products through a variety of
sales channels and brand names. e result is
a broad, well-differentiated platform.
Crius Energy, LLC currently sells energy
products in 19 states and the District of Co-
lumbia. e company plans to continue ex-
panding its geographic reach.
e offering was completed through a syn-
dicate of underwriters co-led by Desjardins
Securities Inc., Scotia Capital Inc. and RBC
Dominion Securities Inc., and including
Cormark Securities Inc., Canaccord Genuity
Corp. and Mackie Research Capital Corp.
Haynes and Boone, LLP acted as US
counsel for Crius Trust with a team that
included Bill Nelson, Kendall Hollrah and
Simin Sun (corporate/securities) and Sam
Lichtman and Don Shiman (tax).
Baker Botts LLP acted as US regulatory
counsel to Crius Trust with a team that in-
cluded Gregory Wagner and Elaine Walsh.
Bennett Jones LLP acted as Canadian
counsel for Crius Trust with a team that in-
cluded Christian Gauthier and Andrew Dis-
ipio (corporate/securities) and omas Bau-
er, Philip Ward and Andrew Sullivan (tax).
e underwriters were represented by
Baker & McKenzie LLP with a team that
included Kevin Rooney, Ora Wexler and
Konrad Pola (corporate/securities) and Peter
Clark and Patricia McDonald (tax).
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