ONEnergy Inc. announced that it has entered into a definitive agreement with Cricket Energy Holdings Inc. (“Cricket”) under which Cricket will acquire Sunwave Home Comfort Inc. (“Sunwave”) for consideration of $8.4 million (all $ Canadian) before customary post-closing adjustments (the “Purchase Price”) (the “Transaction”). ONEnergy will repay advances of $5.1 million provided by Cricket as part of the Transaction (the “Advances”).
A subsidiary of Cricket will acquire certain assets of Sunwave, following which Cricket will acquire all of the shares of Sunwave.
Cricket will satisfy the Purchase Price with $5.5 million in cash and $2.9 million in a promissory note to ONEnergy. ONEnergy will repay the Advances with $3.2 million in cash and $1.9 million in a promissory note to Cricket. Both promissory notes are non-interest bearing, mature on December 31, 2018 and have certain rights of set-off. During the period between the September 28, 2017 special meeting of the Company’s shareholders (“Shareholders”) and November 30, 2018, ONEnergy received $5.5 million in cash towards the Purchase Price and made payments to Cricket of $3.2 million towards the Advances.
As required under the policies of the TSX Venture Exchange (the “Exchange”), the Transaction is subject to the approval of the Shareholders and the Exchange. ONEnergy received Shareholder approval at a special meeting of Shareholders held on September 28, 2017 and received conditional approval from the Exchange on April 3, 2017. The Transaction closed on December 1, 2018.