Status: Clearance
Acquirer: Public Sector Pension Investment Board (Canada); Vertuous Energy Canada Inc. (Canada)
Acquired: Panhandle Wind Holdings 2 LLC (US)
Value: Approximately US$58.6 million
Industry: Energy
UPDATE: On December 22, 2017, Pattern Energy Group Inc. “consummated the transactions contemplated by the Purchase and Sale Agreement” with Vertuous Energy LLC, whereby an affiliate of Pattern Energy Group Inc. sold to Vertuous Energy LLC “a 98% membership interest in a newly-formed limited liability company (“PAN2 B2 LLC”) that holds 50% of the Class B membership interests in Panhandle Wind Holdings 2 LLC (“PH2 Holdings”) (which holds 100% of the membership interests in Pattern Panhandle Wind 2 LLC (the “PH2 Project Company”)) for consideration of approximately $58.6 million (after certain adjustments).” (Pattern Energy Group Inc. Form 8-K, Dec. 28, 2017, SEC Filing.) CFIUS clearance was a condition to closing. (See Section 3.5, Schedule 3.5, Purchase and Sale Agreement, Pattern Energy Group Inc., Form 8-K, Ex-10.10, Aug. 14, 2017, SEC Filing.)
Posted on August 17, 2017
Status: Upcoming/New Filing (updated)
On June 16, 2017, Pattern Energy Group Inc., a renewable energy company with a portfolio of 20 wind power facilities in the United States, Canada, and Chile, entered into several Purchase and Sale Agreements with Vertuous Energy Canada Inc. and Vertuous Energy LLC, both wholly owned subsidiaries of The Public Sector Pension Investment Board, a Canadian pension investment manager overseeing public funds. (See Pattern Energy Group Inc., Form 8-K, Aug. 14, 2017, SEC Filing.) One such Purchase and Sale Agreement, executed with Vertuous Energy LLC, was for a 49% indirect interest in Panhandle Wind Holdings 2 LLC, a 181 MW nameplate capacity wind power project located in Carson County, Texas. (See Appendix C, Purchase and Sale Agreement, Pattern Energy Group Inc., Form 8-K, Ex-10.10, Aug. 14, 2017, SEC Filing.) CFIUS clearance of the acquisition is a condition to closing. (See id. at Section 2.5, Schedule 2.5.)
A transaction that involved The Public Sector Pension Investment Board was recently cleared by CFIUS. See the prior post here.