Via Renewables, Inc. (NASDAQ:VIA) has inked a deal for a majority of its Class A common shares to be purchased by Retailco, LLC, a Texas-based LLC, for $11.00 per share.
This offer is notably higher than the recent market value, showcasing a 17.0% increase over the closing price on December 29, 2023, and represents a 19.7% premium to the 30 trading-day volume-weighted average price as of December 29, 2023, and a 36.5% premium to the 60 trading-day volume-weighted average price as of December 29, 2023.
Retailco, controlled by TxEx Energy Investments and wholly owned by William Keith Maxwell III, CEO and Chairman of Via Renewables, who owns about 65.7% of Via Renewables' stock, proposed the acquisition of remaining Via Renewables' Class A shares.
The merger process will be executed through NuRetailco LLC, a Delaware LLC and a subsidiary of Retailco, merging into Via Renewables. Post-merger, Via Renewables will emerge as the surviving entity.
The transaction will see most of the Class A common shares, barring a few exceptions, being converted into a right for cash payout. Following this, the Class A shares, listed as VIA, will be delisted from NASDAQ. However, Via Renewables' Series A Preferred Stock, trading under VIASP, is expected to remain on NASDAQ.
The deal includes a 30-day "go-shop" period, allowing the Committee to explore and potentially secure a more advantageous deal. Maxwell retains his board rights during this period.
The transaction is expected to close in the second quarter of 2024.
Price Action: VIA shares are trading higher by 13.3% at $10.65 on Tuesday.
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