Status Update: Clearance
Acquirer: Algonquin Power & Utilities Corp. (Canada)
Acquired: Empire District Electric Company (Missouri, U.S.)
Value: Approx. US$2.4 billion
Industry: Energy; Regulated Utilities
UPDATE: In a recent securities filing by Algonquin Power & Utilities Corp. (Canada), it was reported that, in relation to its acquisition of Missouri based Empire District Electric Company, the parties “were notified by the U.S. Department of the Treasury on August 8, 2016, that CFIUS had determined no unresolved national security concerns existed with respect to the Merger and their actions were concluded with no request for additional information.” (Algonquin Power & Utilities Corp. Form 6-K, Mar. 10, 2017, SEC Filing.) The joint notification was submitted by the parties to CFIUS on June 29, 2016. (See id.) The transaction closed on January 1, 2017. (See id.)
Posted December 13, 2016
Empire District Electric Co., an energy company based in Missouri, confirmed in a quarterly report that it and Algonquin Power & Utilities Corp. filed a joint voluntary notice with the Committee on Foreign Investment in the United States (CFIUS) on June 29, 2016. (See Empire District Form 10-Q, Nov. 7, 2016, SEC Filing.) In June, U.S. based Empire District Electric Company voted to merge with a subsidiary of Algonquin Power & Utilities Corp., a Canadian based power company.
Posted October 4, 2016
Status: Upcoming/New Filing
On June 16, 2016, shareholders of U.S. based Empire District Electric Company voted to approve a merger whereby Empire District Electric would become a subsidiary of Liberty Utilities (Central) Co. (“Liberty Central”) (an indirect subsidiary of Algonquin Power & Utilities Corp. (“Algonquin”), a Canadian based power company). (See Algonquin’s Q2 report here; and the full merger agreement, dated February 9, 2016, available in Empire’s Schedule 14A here.) In February, Empire estimated the total deal value at approximately $2.4 billion, representing a 21% premium to the February 8, 2016 closing share price.
The merger agreement conditioned the transaction on CFIUS approval. According to Empire District Electric Company’s Form 10-Q (filed on Aug. 5, 2016, and available here), the parties submitted a joint notice to CFIUS on June 29, 2016.
The Empire District Electric Company is a Missouri based regulated utility providing electricity, natural gas and water service to customers in Missouri, Kansas, Oklahoma, and Arkansas. Algonquin is a North American diversified generation, transmission and distribution utility company providing water, electricity and natural gas services to over 560,000 customers in the United States. (See Algonquin Press Release here.)