Spark Power Group Takes Next Step in Going Private Transaction

Spark Power Group Inc. (TSX: SPG), parent company of Spark Power Corp., announced that Spark Power has entered into an arrangement agreement with Generator-Spark Canada Buyer Inc., an affiliate of American Pacific Group, LP (APG), pursuant to which the Purchaser will acquire all of the issued and outstanding common shares of Spark Power for a price of $0.825 per Share in an all-cash transaction valued at approximately $140 million (including assumed debt) (the “Transaction“).

The Consideration represents a 68% premium to the closing price of the Shares on the Toronto Stock Exchange (“TSX“) on October 13, 2023, being the last trading day prior to the announcement of the Transaction, and an 83% premium to the 30‐day volume weighted average trading price per Share on the TSX for the period ending October 12, 2023.

Spark Power has announced the mailing of its notice of meeting, management information circular, form of proxy and letter of transmittal to the shareholders of Spark Power in connection with the Special Meeting (as defined below).

The Meeting Materials were mailed to Shareholders of record as of October 30, 2023 in connection with the special meeting of Shareholders scheduled to be held on December 1, 2023 (the “Special Meeting“) to consider and, if deemed advisable, pass a special resolution (the “Arrangement Resolution“), approving the proposed plan of arrangement (the “Arrangement“) involving Generator-Spark Canada Buyer Inc. (the “Purchaser“), an affiliate of American Pacific Group, LP (“APG“), pursuant to which the Purchaser will acquire all of the issued and outstanding common shares of Spark Power (the “Shares” and each, a “Share“) for a price of $0.825 per Share (the “Consideration“). The Meeting Materials are also available on SEDAR+ (www.sedarplus.ca) under Spark Power’s issuer profile.

In order to be effective, the Arrangement Resolution requires the approval of at least two-thirds (66 ⅔%) of the votes cast by Shareholders, present in person or represented by proxy at the Special Meeting. Following the Special Meeting, Spark Power will announce the voting results of the Special Meeting.

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