MISSISSAUGA, ON, Nov. 28, 2019 /CNW/ - Following the passing of Ronald V. Joyce, a significant shareholder of Just Energy Group Inc. ("Just Energy"), for Estate administration purposes the entirety of the holdings in Just Energy controlled by Mr. Joyce have been transferred to The Joyce Family Foundation (the "Foundation") effective November 27, 2019 through inter-account transfers.
Mr. Joyce was the settlor of the Foundation and very committed to its philanthropic work during his lifetime. The Foundation is dedicated to supporting the social, economic and emotional well-being of children and youth by empowering them to develop into healthy, confident and independent contributors to Canadian society. Steven Joyce, CEO of Jetport Inc. and son of Ronald V. Joyce, explains that his father always intended to fund his Foundation so that it could carry on its legacy of charitable giving.
Mr. Joyce's interests in Just Energy were held through Jetport Inc., an entity controlled by Mr. Joyce prior to his passing, and following an inter-account transfer to the Ronald V. Joyce Alter Ego Trust #3: (i) an aggregate of 17,756,051 common shares (the "Common Shares") (being 11.73% of the issued and outstanding Common Shares reported outstanding by the Toronto Stock Exchange (the "TSX")) were transferred to the Foundation at a price of $3.71 per Common Share; (ii) 40,000 8.50% Series A Fixed-to-Floating Cumulative Redeemable Preferred Shares (the "Preferred Shares") (being 0.86% of the issued and outstanding Preferred Shares reported outstanding by the TSX) were transferred to the Foundation at a price of $22.41 per Preferred Share; and (iii) $2,000,000 aggregate amount of 6.750% Convertible Unsecured Senior Subordinated Debentures due March 31, 2023 (the "Debentures") (being 2.00% of the total aggregate amount of such Debentures reported outstanding by the TSX) were transferred to the Foundation at a value of $0.82 per Debenture. Prior to the transfers, the Foundation was the holder of 742,200 Common Shares (being 0.49% of the issued and outstanding Common Shares reported outstanding TSX) such that, following the transfer of Common Shares, in addition to the 40,000 Preferred Shares and $2,000,000 aggregate amount of Debentures, the Foundation now holds an aggregate of 18,498,251 Common Shares (being 12.22% of the issued and outstanding Common Shares reported outstanding TSX). Following the transfers, neither Jetport Inc. nor the Ronald V. Joyce Alter Ego Trust #3 holds any Common Shares, Preferred Shares or Debentures.
The transfer of the Common Shares, Preferred Shares and Debentures to the Foundation has been undertaken for Estate administration purposes and, as such, no consideration from the Foundation has been or will be paid in respect of the transfers. The Foundation currently intends to hold the Just Energy securities received for investment purposes; however the Foundation may in the future take such actions in respect of its holdings as it deems appropriate in light of the circumstances then existing, including without limitation the acquisition of additional Just Energy securities or the sale of all or a portion of its holdings to one or more purchasers.
The head office of Just Energy is located at 6345 Dixie Road, Suite 200, Mississauga, Ontario, L5T 2E6.
The head office of the Foundation is located at 4050 Appleby Line, Burlington, Ontario, L7M 0Y7.
A report pursuant to the early warning requirements of applicable securities laws will be filed in due course. Information respecting the aforementioned transactions and the report and a copy of the report may be obtained through contacting George Milukow, CFO of Jetport Inc. at 1-905-336-6993.
SOURCE Just Energy Group Inc.