TORONTO – Crius Energy Trust (the “Trust” or “Crius Energy“) (TSX: KWH.UN) is pleased to provide the following updates.
Special Meeting of Unitholders to Approve Vistra Transaction
Crius Energy is pleased to announce that a special meeting of unitholders of the Trust has been scheduled for Thursday, March 28, 2019 at 8:30 a.m. (Toronto time) at the offices of Bennett Jones LLP located at One First Canadian Place, Suite 3400, Toronto, Ontario, M5X 1A5, Canada (the “Meeting“). At the Meeting, unitholders of the Trust will be asked to consider and approve a special resolution approving the transactions contemplated in the purchase agreement made as of February 7, 2019 among the Trust, Crius Energy Commercial Trust, Vistra Energy Corp. and Vienna Acquisition B.C. Ltd., a wholly-owned subsidiary of Vistra Energy Corp (the “Transaction“), including the winding-up of the Trust and such amendments to the trust indenture of the Trust as may be necessary or desirable to give effect to the Transaction. The Board has set the close of business (Toronto time) on February 25, 2019 as the record date for determining unitholders of the Trust entitled to receive notice of, and to vote at, the Meeting or any adjournment or postponement thereof.
Under the Transaction, unitholders of the Trust will be entitled to receive C$7.57 per trust unit of the Trust (the “Redemption Proceeds“) upon the redemption of their trust units by the Trust. Any Redemption Proceeds payable to a unitholder in connection with the Transaction will be in addition to the Declared Distribution payable by the Trust as described below.
Full details of the Transaction will be included in a management information circular of Crius Energy, which is expected to be mailed in early March 2019. A copy of the purchase agreement is also available on SEDAR (www.sedar.com) under Crius Energy’s issuer profile.
Payment of Declared Distribution for Q1 2019
Crius Energy is pleased to announce that, in light of the announcement of the Transaction, the distribution of C$0.209 per trust unit of the Trust for the first quarter of 2019 previously declared on January 16, 2019 (the “Declared Distribution“) is expected to be paid earlier than previously-announced. The Declared Distribution has been amended such that (a) the distribution record date will be March 26, 2019, and (b) the distribution payment date will be the earlier of June 17, 2019 and the closing date of the Transaction.
The payment of the Declared Distribution is not conditional on the results of the Meeting or the closing of the Transaction.
About Crius Energy Trust
With more than one million residential customer equivalents, Crius Energy provides competitive electricity and natural gas products to residential and commercial customers in 19 states and the District of Columbia in the United States. Crius Energy sells energy products through a family of brands strategy utilizing a multi-channel sales approach including exclusive partnerships, direct-to-consumer channels, and broker marketing channels. Crius Energy offers consumers a broad suite of energy products and services including fixed and variable contracts, renewable energy, and bundled products to support their energy needs beyond what is offered by their local utility.
The Trust intends to continue to qualify as a “mutual fund trust” under the Income Tax Act (Canada) (the “Tax Act”). The Trust will not be a “SIFT trust” (as defined in the Tax Act), provided that the Trust complies at all times with its investment restriction which precludes the Trust from holding any “non-portfolio property” (as defined in the Tax Act). Material information pertaining to Crius may be found on SEDAR (www.sedar.com) under Crius Energy’s issuer profile or on Crius Energy’s website at www.criusenergytrust.ca.
Source: Crius Energy Trust
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