Jade Power Announces First Escrow Release and CVR Distribution and Filing of Q1 2023 Interim Financial Statements
07 6월 2023 - 6:05AM
Jade Power Trust (“
Jade Power” or the
“
Trust”) (TSXV: JPWR.H) is pleased to announce
that the initial amount of €1,000,000 held in escrow pursuant to
the closing of the Trust’s sale of all of its renewable energy
operating assets (the “
Sale Transaction”) to Enery
Power Holding GmbH (“
Enery”) and an affiliate
thereof (the “
Purchaser”) on November 22, 2022 has
been released to the Trust.
As a result of such release, the Trust announces
that it will be paying an aggregate cash distribution of
approximately $1,454,000 to holders of the Trust’s contingent value
rights (each, a “CVR”), amounting to approximately
$0.0653 per CVR, on or about June 12, 2023 in accordance with the
terms of its CVR indenture dated December 12, 2022 entered into
between the Trust and TSX Trust Company (“TSXT”).
The CVRs were issued by the Trust on December 12, 2022 in
connection with the closing of the Sale Transaction. Prior to such
distribution, the escrow amount was converted into Canadian Dollars
by the escrow agent at a rate of CAD/EUR $1.454:€1. As of the date
of this press release, there are 22,252,912 CVRs issued and
outstanding.
Pursuant to the terms of the Sale Transaction, a
total of €4,000,000 was placed into escrow pursuant to the terms of
the escrow agreement dated November 22, 2022 (the “Escrow
Agreement”) among the Trust, TSXT, Enery, the Purchaser,
certain subsidiaries of the Trust and Banca Comerciala Romana S.A.
Subject to any claim(s) made by the Purchaser in accordance with
the terms of the Escrow Agreement, the remaining €3,000,000 is
scheduled to be released from escrow on or about November 22, 2023
and while the Trust intends to distribute the maximum amount of
such escrow funds to CVR holders following release from escrow,
there can be no certainty as to the quantum or timing of any future
distributions to CVR holders.
The terms of the CVRs are set out in the
indenture entered into between the Trust and TSX Trust Company
dated December 12, 2022, which is available on Jade Power’s SEDAR
profile at www.sedar.com.
Q1 2023 Interim Financial Statements and
MD&A
The Trust also announces the filing of its Q1
2023 interim financial statements and related management discussion
and analysis for the three month period ended March 31, 2023 which
are available on Jade Power's SEDAR profile at www.sedar.com.
For further information, please
contact:
David Barclay Chief Executive Officer+1
954-895-7217david.barclay@bellsouth.net |
About Jade Power
The Trust, through its direct and indirect
subsidiaries in Canada, the Netherlands and Romania, was formed to
acquire interests in renewable energy assets in Romania, other
countries in Europe and abroad that can provide stable cash flow to
the Trust and a suitable risk-adjusted return on investment. All
material information about the Trust may be found under Jade
Power's issuer profile at www.sedar.com.
Forward-Looking Statements
Statements in this press release contain
forward-looking information. Such forward-looking information may
be identified by words such as “anticipates”, “plans”, “proposes”,
“estimates”, “intends”, “expects”, “believes”, “may” and “will”.
Forward-looking statements necessarily involve known and unknown
risks and uncertainties, many of which are beyond the Trust’s
control. Such risks and uncertainties include but are not limited
to: risks that the Sale Transaction and transfer of the trust units
(“Units”) in the capital of the Trust to NEX Board
of the TSX Venture Exchange (the “TSXV”) may have
negative impacts on the market price and liquidity of the Units;
risks related to the diversion of management’s attention from the
Trust’s ongoing business operations; risks related to the Trust’s
strategy going forward; foreign exchange risk; risks related to the
potential loss of the Trust’s status as a “mutual fund trust”
following the payment of transfer of the Units to the NEX Board
from the TSXV; and risks relating to the Trust’s ongoing overhead
costs and the quantum of any future cash distributions to CVR
holders. When relying on forward-looking statements to make
decisions, investors and others should carefully consider the
foregoing factors and other uncertainties and potential events.
Readers are cautioned that the foregoing list of factors is not
exhaustive.
Details of additional risk factors relating to
the Trust and its business, generally, are discussed under the
heading “Business Risks and Uncertainties” in the Trust's annual
Management's Discussion & Analysis for the year ended December
31, 2022, a copy of which is available on Jade Power's SEDAR
profile at www.sedar.com. These statements speak only as of
the date of this press release. Except as otherwise required by
applicable securities statutes or regulation, Jade Power expressly
disclaims any intent or obligation to update publicly
forward-looking information, whether as a result of new
information, future events or otherwise.
Neither the TSXV nor its regulation
services provider (as that term is defined in the policies of the
TSXV) accepts responsibility for the adequacy or accuracy of this
release.
Jade Power (TSXV:JPWR.H)
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