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Just Energy Group - Reports

The following reports have been filed in the proceedings:

 Third Report of the Monitor September 8, 2021
The purpose of this Third Report is to provide information to the Court with respect to the following:
(a) the Monitor's activities since the date of the Monitor's Second Report to the Court dated May 21, 2021;
(b) certain contract disclaimers issued by the Just Energy Entities with the consent of the Monitor pursuant to the CCAA;
(c) certain energy-related legislative developments in the state of Texas and their potential impact on the Just Energy Entities;
(d) details regarding a lift of the Stay of Proceedings for a limited purpose with the consent of the Just Energy Entities and the Monitor in accordance with the Second A&R Initial Order;
(e) details regarding discussions with commodity suppliers and agreements executed;
(f) details regarding the status of the Intercreditor Dispute and the Resolution Process (both as defined below);
(g) the status of the Just Energy Entities' restructuring initiatives;
(h) the relief sought by the Applicants in their proposed Order (the "Claims Procedure Order"), including the following relief, among other things:
i. approving a claims process for the identification, quantification, and resolution of Claims (as defined below) as against the Just Energy Entities and their respective directors and officers (the "Claims Process");
ii. authorizing the Just Energy Entities, the Monitor, the Claims Agent and the Claims Officer (each as defined below) to perform their respective obligations under the Claims Procedure Order; and
iii. establishing the Claims Bar Date and the Restructuring Period Claims Bar Date (each as defined below);
(i) the relief sought by the Applicants in their proposed Order (the "Stay Extension and Other Relief Order"), including approval of the following, among other things:
i. modifying the KERP approved in the First A&R Initial Order to permit the Just Energy Entities, in consultation with the Monitor, to reallocate unpaid KERP funds originally allocated to Key Employees (as defined below) who have resigned, or will resign, from their employment with the Just Energy Entities, or have declined, or will decline to receive payment(s) under the KERP, to remaining Key Employees or other employees of the Just Energy Entities that the Just Energy Entities, in consultation with the Monitor, identify as critical to their ongoing business;
ii. authorizing the Just Energy Entities to enter into blocked account control agreements with respect to new bank accounts opened in the ordinary course of business as part of the Just Energy Entities' Cash Management System, provided that the blocked account control agreements and the exercise of any and all rights thereunder shall be subject to (a) the terms of the DIP Term Sheet and the rights of the DIP Agent and the DIP Lenders thereunder; and (b) the terms of the Second A&R Initial Order, including the priority of the security interests in the Property granted to holders of the various Charges pursuant to the Second A&R Initial Order; and
(j) extending the Stay Period to December 17, 2021;
(k) the Monitor's recommendations in respect of the foregoing, as applicable;
(l) the Just Energy Entities' actual cash receipts and disbursements for the 15-week period ending August 28, 2021 and a comparison to the cash flow forecast (the "Revised Cash Flow Forecast") attached as Appendix "A" to the Second Report, along with an updated cash flow forecast for the period ending December 31, 2021 (the "Updated Cash Flow Forecast");
(m) approving the fees and disbursements of the Monitor and its counsel incurred in the CCAA Proceedings for the period from March 9, 2021 to August 27, 2021; and
(n) approving the Third Report and the actions, conduct and activities of the Monitor described herein.

 
 Second Report of the Monitor May 21, 2021
The purpose of this Second Report is to provide information to the Court with respect to the following:
a) the Monitor's activities since the date of the Monitor's First Report to the Court dated March 18, 2021 (the "First Report");
b) certain developments in the CCAA Proceedings since the First Report;
c) certain developments relating to the dispute of resettlement invoices delivered by the Electric Reliability Council of Texas ("ERCOT") in relation to the February weather event in Texas;
d) certain contract disclaimers issued by the Just Energy Entities with the consent of the Monitor pursuant to the CCAA;
e) the Just Energy Entities' ongoing discussions with various commodity suppliers and agreements that they have executed with same since the First Report;
f) the status of the Intercreditor Dispute (as defined below);
g) the Just Energy Entities' business plan;
h) the Just Energy Entities' actual cash receipts and disbursements for the 9-week period ending May 15, 2021 and a comparison to the cash flow forecast (the "Cash Flow Forecast") attached as Appendix "A" to the Pre-Filing Report of the Monitor dated March 9, 2021 (the "Pre-Filing Report"), along with an updated cash flow forecast for the period ending October 2, 2021;
i) the relief sought by the Applicants in their proposed Order (the "May Stay Extension Order"), including, among other things:
(i) extending the Stay Period in favour of the Just Energy Entities up to and including September 30, 2021;
(ii) relieving Just Energy of any obligation to call and hold an annual meeting of its shareholders until further Order of the Court;
(iii) approving the Pre-Filing Report, the First Report and this Second Report and the Monitor's activities and conduct to the date of the May Stay Extension Order; and
(iv) authorizing, but not requiring, Just Energy (U.S.) Corp. ("Just Energy U.S.") to repatriate funds to the Just Energy Entities operating in Canada should it become necessary to do so to ensure sufficient working capital is held by such entities to fund their ongoing operations, which repatriation may be by way of repayment of certain intercompany indebtedness, including interest;
(j) the relief sought by the Applicants in their proposed Second Amended and Restated Initial Order (the "Second A&R Initial Order"), amending:
(i) the definition of "Qualified Commodity/ISO Supplier" in the Initial Order to include counterparties to a Commodity Agreement or ISO Agreement executed after the Filing Date;
(ii) the definition of "Commodity Agreement" to include contracts entered into by a Just Energy Entity for protection against fluctuations in U.S. dollar to Canadian dollar foreign currency exchanges; and
(iii) the requirements set out at paragraph 30 of the Initial Order to permit Qualified Commodity/ISO Suppliers to terminate a Commodity Agreement or Qualified Support Agreement entered into after May 26, 2021 without obtaining Court authorization in certain limited circumstances; and
k) the Monitor's recommendations in respect of the foregoing, as applicable.

 
 First Report of the Monitor March 18, 2021
The purpose of this First Report is to provide information to the Court with respect to the following:
a) the Monitor's activities since the Filing Date;
b) an update on certain developments in the CCAA Proceedings since the Filing Date, including in respect of the Chapter 15 Proceedings;
c) the Just Energy Entities' actual cash receipts and disbursements for the 6-day period ending March 14, 2021 in comparison to the Daily Forecast and Weekly Forecast (both as defined in the Pre-Filing Report, and collectively, the "Cash Flow Forecast") attached as Appendix "A" to the Pre-Filing Report;
d) the relief sought by the Applicants in their proposed Amended and Restated Initial Order, including, among other things:
(i) extending the Stay Period in favour of the Just Energy Entities up to and including June 4, 2021;
(ii) approving payment of the Q3 Bonuses by the Just Energy Entities;
(iii) approving the proposed KERP and KERP Charge;
(iv) increasing the amount of the Administration Charge, the FA Charge and the Directors' Charge;
(v) granting a charge on the Property (the "Cash Management Charge") in favour of those present and future banks (the "Cash Management Banks") that provide the Just Energy Entities with a central cash management system (the "Cash Management System") as security for all present and future indebtedness, liabilities and obligations to a Cash Management Bank in connection with the Cash Management, which may be limited to an aggregate amount to be determined;
(vi) confirming that any obligations secured by a valid, enforceable and perfected security interest shall continue to be secured by the Property including any Property acquired after the date of the applicable security agreement; and
(vii) authorizing the Just Energy Entities to post cash collateral; and
e) the Monitor's recommendations in respect of the foregoing, as applicable.

 
 Pre-Filing Report of the Proposed Monitor March 9, 2021
The purpose of this Pre-Filing Report is to inform the Court of:
a) background information with respect to the Applicants;
b) FTI's qualifications to act as Monitor, if appointed;
c) an overview of the Cash Flow Forecast (as defined herein) and the Proposed Monitor's comments regarding the reasonableness thereof;
d) the relief sought by the Applicants in the proposed Initial Order and the Proposed Monitor's recommendation in respect of same.

 

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