SPARK POWER GROUP INC. (NASDAQ:SKPGF) Spark Power Enters into Waiver and Amendment Agreement with Lender

Directive transparence : information réglementée

02/05/2022 13:30

OAKVILLE, ON / ACCESSWIRE / May 2, 2022 / Spark Power Group Inc. (TSX:SPG), parent company of Spark Power Corp. ("Spark Power" or the "Company"), is pleased to announce that effective April 29, 2022 the Company has entered into a waiver and amendment agreement (the "Agreement") with its senior lender (the "Lender").

As initially reported on February 25, 2022, effective December 31, 2021, the Company was in breach of its financial covenants (the "Financial Covenants") under its existing secured credit facility (the "Facility") with the Lender. Based on preliminary financial information currently available to the Company, it is further expected that, as of March 31, 2022, the Company will continue to be in breach of its Financial Covenants.

The Company has continued to operate under the terms of the Facility while working constructively with the Lender to obtain a waiver of these covenant breaches and to implement temporary amendments to the Financial Covenants.

Key terms of the Agreement include:

  • The Company having continued access to the full amount available under the operating portion of the Facility, being the lesser of the maximum facility limit of $35 million and its borrowing base, subject to the terms of the Facility.
  • The Lender providing a waiver of the requirement for the Company to comply with the Financial Covenants for the period of four fiscal quarters ending December 31, 2021, and March 31, 2022.
  • The temporary addition of certain enhanced reporting requirements and earnings, liquidity and cash flow covenants and testing.
  • A one percent (1%) increase in the cost of borrowing.

"We are very pleased with the arrangement we have reached with the bank which allows us to operate the business in the normal course and execute our 2022 strategic plan," said Richard Jackson, President & CEO, Spark Power. "We are grateful for their continued support," he added.

"We remain acutely focused on conservatively managing our liquidity and driving profitable revenue growth," said Richard Perri, EVP and CFO, Spark Power. "With this continued support from our bank and the capital recently invested by our committed shareholders, we are well positioned to complete the multi-year integration journey we are on, and ultimately realize the benefits from a stable and scalable operating platform," he added.

A copy of both the Facility and the Agreement are available under the Company's profile on SEDAR at www.sedar.com.

The Company has also announced that Lorie Waisberg has resigned as a director of the Company and will not stand for election at the Annual and Special Meeting of Shareholders of the Company to be held on May 25, 2022. Any proxies received voting by the Company or its agents in respect of the election of Mr. Waisberg will be disregarded by the Company.

Forward-Looking Statements
This news release contains statements which constitute "forward-looking information" within the meaning of applicable securities laws, including statements regarding the plans, intentions, beliefs and current expectations of the Company with respect to future business activities and operating performance. Forward-looking information is often identified by words such as "believe", "anticipate", "project", "expect", "intend", "plan", "will", "may", "estimate" and other similar expressions and includes statements of Messrs. Jackson and Perri, regarding operating in the normal course, executing on the 2022 strategic plan, and the sufficiency of capital to complete the integration and realizing on the benefits of the platform. Investors are cautioned that forward-looking information is not based on historical fact but instead reflects management's expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance, or achievements of the Company. Key factors that could cause actual results to differ materially from those projected in the forward-looking information include, but are not limited to, the risk factors set out in the Circular and the Company's AIF, filed with Canadian securities regulators and available on the Company's profile on SEDAR at www.sedar.com. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated, or expected. Although the Company has attempted to identify important risks, uncertainties and factors that could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. The Company does not intend, and does not assume any obligation, to update this forward-looking information except as otherwise required by applicable law.

About Spark Power
Spark Power is a leading independent provider of end-to-end electrical services, operations and maintenance services, and energy sustainability solutions to the industrial, commercial, utility, and renewable asset markets in North America. We work to earn the right to be our customers' Trusted Partner in Power™. Our highly skilled and dedicated people, located in the communities we serve, combined with our knowledge of the power industry, technology expertise, and commitment to safety, ensures we deliver the right solutions that keep our customers' operations up and running today and better equipped for tomorrow. Learn more at www.sparkpowercorp.com.

Investor and Regulatory Inquiries:
Richard Perri, Executive Vice President & Chief Financial Officer
+1 (905) 829-3336

Media Inquiries:
April Currey, Vice President, Sales & Marketing
+1 (905)-829-3336


SOURCE: Spark Power Group Inc.

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