JUST ENERGY GROUP INC.
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(unaudited in thousands of Canadian dollars)
|
| As at |
| As at |
| ||||
December 31, 2021 | March 31, 2021 |
| |||||||
| Notes |
| (Unaudited) |
| (Audited) |
| |||
ASSETS |
|
|
|
|
|
| |||
Current assets |
|
|
|
|
|
| |||
Cash and cash equivalents |
| $ | | $ | | ||||
Restricted cash |
|
|
| |
| | |||
Trade and other receivables, net |
| 4(a) |
| |
| | |||
Gas in storage |
|
|
| |
| | |||
Fair value of derivative financial assets |
| 6 |
| |
| | |||
Income taxes recoverable |
|
|
| |
| | |||
Other current assets |
| 5(a) |
| |
| | |||
| |
| | ||||||
Non-current assets |
|
|
|
|
| ||||
Investments |
| 7 |
| – |
| | |||
Property and equipment, net |
|
|
| |
| | |||
Intangible assets, net |
|
|
| |
| | |||
Goodwill |
|
|
| |
| | |||
Fair value of derivative financial assets |
| 6 |
| |
| | |||
Deferred income tax assets |
|
|
| |
| | |||
Other non-current assets |
| 5(b) |
| |
| | |||
| |
| | ||||||
TOTAL ASSETS |
|
| $ | | $ | | |||
LIABILITIES |
|
|
|
|
|
| |||
Current liabilities |
|
|
|
|
|
| |||
Trade and other payables |
| 8 | $ | | $ | | |||
Deferred revenue |
|
|
| |
| | |||
Income taxes payable |
|
|
| |
| | |||
Fair value of derivative financial liabilities |
| 6 |
| |
| | |||
Provisions |
|
| |
| | ||||
Current portion of long-term debt |
| 9 |
| |
| | |||
| | ||||||||
Non-current liabilities |
|
|
|
|
| ||||
Long-term debt |
| 9 |
| |
| | |||
Fair value of derivative financial liabilities |
| 6 |
| |
| | |||
Deferred income tax liabilities |
|
|
| |
| | |||
Other non-current liabilities |
|
|
| |
| | |||
| |
| | ||||||
TOTAL LIABILITIES |
|
| $ | | $ | | |||
SHAREHOLDERS’ DEFICIT |
|
|
|
|
| ||||
Shareholders’ capital |
| 12 | $ | | $ | | |||
Contributed deficit |
|
|
| ( |
| ( | |||
Accumulated deficit |
|
|
| ( |
| ( | |||
Accumulated other comprehensive income |
|
|
| |
| | |||
Non-controlling interest |
|
|
| ( |
| ( | |||
TOTAL SHAREHOLDERS’ DEFICIT |
|
|
| ( |
| ( | |||
TOTAL LIABILITIES AND SHAREHOLDERS’ DEFICIT |
|
| $ | | $ | |
Basis of presentation (Note 3)
Commitments and contingencies (Note 16)
See accompanying notes to the Interim Condensed Consolidated Financial Statements
1
JUST ENERGY GROUP INC.
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
| Three months ended December 31, | Nine months ended December 31, | |||||||||||||
Notes |
| 2021 |
| 2020 |
| 2021 |
| 2020 | |||||||
CONTINUING OPERATIONS |
|
|
|
|
|
|
|
|
|
| |||||
Sales |
| 10 | $ | | $ | | $ | | $ | | |||||
Cost of goods sold |
|
| |
| |
| |
| | ||||||
GROSS MARGIN |
|
|
| |
| |
| |
| | |||||
INCOMES (EXPENSES) |
|
|
|
|
|
| |||||||||
Administrative |
|
|
| ( |
| ( |
| ( |
| ( | |||||
Selling and marketing |
|
|
| ( |
| ( |
| ( |
| ( | |||||
Other operating expenses |
| 13(a) |
| ( |
| ( |
| ( |
| ( | |||||
Finance costs |
| 9 |
| ( |
| ( |
| ( |
| ( | |||||
Reorganization costs |
| 14 |
| ( |
| – |
| ( |
| – | |||||
Restructuring costs | – | – | – | ( | |||||||||||
Gain on September 2020 Recapitalization transaction, net | – | | – | | |||||||||||
Unrealized gain (loss) on derivative instruments and other |
| 6 |
| ( |
| ( |
| |
| ( | |||||
Realized gain (loss) on derivative instruments |
|
| |
| ( |
| |
| ( | ||||||
Gain (loss) on investment | 7 | ( | – | | – | ||||||||||
Other income (expenses), net |
|
|
| |
| ( |
| ( |
| ( | |||||
Profit (loss) from continuing operations before income taxes |
|
|
| ( |
| ( |
| |
| ( | |||||
Provision for (recovery of) income taxes |
| 11 |
| ( |
| |
| ( |
| | |||||
PROFIT (LOSS) FROM CONTINUING OPERATIONS |
|
| $ | ( | $ | ( | $ | | $ | ( | |||||
DISCONTINUED OPERATIONS |
|
|
|
|
|
| |||||||||
Profit after tax from discontinued operations |
|
| – |
| |
| – |
| | ||||||
PROFIT (LOSS) FOR THE PERIOD |
|
| $ | ( | $ | ( | $ | | $ | ( | |||||
Attributable to: |
|
|
|
|
|
| |||||||||
Shareholders of Just Energy |
|
| $ | ( | $ | ( | $ | | $ | ( | |||||
Discontinued operations | – | | – | | |||||||||||
Non-controlling interest |
|
|
| ( |
| ( |
| ( |
| ( | |||||
PROFIT (LOSS) FOR THE PERIOD |
|
| $ | ( | $ | ( | $ | | $ | ( | |||||
Earnings (loss) per share from continuing operations |
| 15 |
|
|
|
| |||||||||
Basic |
|
| $ | ( | $ | ( | $ | | $ | ( | |||||
Diluted |
|
| $ | ( | $ | ( | $ | | $ | ( | |||||
Earnings per share from discontinued operations |
|
|
|
|
| ||||||||||
Basic |
|
| $ | – | $ | | $ | – | $ | | |||||
Diluted |
|
| $ | – | $ | | $ | – | $ | | |||||
Earnings (loss) per share available to shareholders |
| 15 |
|
|
|
| |||||||||
Basic |
|
| $ | ( | $ | ( | $ | | $ | ( | |||||
Diluted |
|
| $ | ( | $ | ( | $ | | $ | ( |
See accompanying notes to the Interim Condensed Consolidated Financial Statements
2
JUST ENERGY GROUP INC.
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(unaudited in thousands of Canadian dollars)
| Three months ended December 31, | Nine months ended December 31, | |||||||||||||
2021 |
| 2020 |
| 2021 |
| 2020 | |||||||||
PROFIT (LOSS) FOR THE PERIOD |
|
| $ | ( | $ | ( | $ | | $ | ( | |||||
Other comprehensive profit (loss) to be reclassified to profit or loss in subsequent periods: | |||||||||||||||
Unrealized gain (loss) on translation of foreign operations |
|
|
| ( |
| |
| |
| | |||||
Unrealized loss on translation of foreign operations from discontinued operations |
|
|
| – |
| ( |
| – |
| ( | |||||
Loss on translation of foreign operations disposed and reclassified to Interim Condensed Consolidated Statements of Income (Loss) |
|
| – |
| ( |
| – |
| ( | ||||||
| ( |
| |
| |
| | ||||||||
TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD, NET OF TAX |
|
| $ | ( | $ | ( | $ | | $ | ( | |||||
Total comprehensive income (loss) attributable to: |
|
|
|
|
|
| |||||||||
Shareholders of Just Energy |
|
| $ | ( | $ | ( | $ | | $ | ( | |||||
Non-controlling interest |
|
|
| ( |
| ( |
| ( |
| ( | |||||
TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD, NET OF TAX |
|
| $ | ( | $ | ( | $ | | $ | ( |
See accompanying notes to the Interim Condensed Consolidated Financial Statements
3
JUST ENERGY GROUP INC.
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES
IN SHAREHOLDERS’ DEFICIT
(unaudited in thousands of Canadian dollars)
| Nine months ended December 31, | |||||||
2021 |
| 2020 | ||||||
ATTRIBUTABLE TO THE SHAREHOLDERS |
|
|
|
|
|
| ||
Accumulated earnings | ||||||||
Accumulated earnings (loss), beginning of period |
|
| $ | ( | $ | | ||
Profit (loss) for the period as reported, attributable to shareholders |
|
|
| |
| ( | ||
Accumulated earnings, end of period |
|
| $ | | $ | | ||
DIVIDENDS AND DISTRIBUTIONS |
|
|
|
| ||||
Dividends and distributions, beginning of period |
|
|
| ( |
| ( | ||
Dividends and distributions declared and paid |
|
| – |
| ( | |||
Dividends and distributions, end of period |
|
| $ | ( | $ | ( | ||
ACCUMULATED DEFICIT |
|
| $ | ( | $ | ( | ||
ACCUMULATED OTHER COMPREHENSIVE INCOME |
|
|
|
| ||||
Accumulated other comprehensive income, beginning of period |
|
| $ | | $ | | ||
Other comprehensive income |
|
|
| |
| | ||
Accumulated other comprehensive income, end of period |
|
| $ | | $ | | ||
SHAREHOLDERS’ CAPITAL |
|
|
| |||||
Common shares |
|
|
|
| ||||
Common shares, beginning of period |
| 12 | $ | | $ | | ||
Issuance of shares-September 2020 Recapitalization | – | | ||||||
Issuance cost associated with September 2020 Recapitalization | – | ( | ||||||
Share-based units exercised |
|
| – |
| | |||
Common shares, end of period |
|
| $ | | $ | | ||
Preferred shares |
|
|
| |||||
Preferred shares, beginning of period |
| 12 | $ | – | $ | | ||
Settled with common shares | – | ( | ||||||
Preferred shares, end of period |
|
| $ | – | $ | – | ||
SHAREHOLDERS’ CAPITAL |
|
| $ | | $ | | ||
EQUITY COMPONENT OF CONVERTIBLE DEBENTURES |
|
|
|
| ||||
Balance, beginning of period |
|
| $ | – | $ | | ||
Settled with common shares | – | ( | ||||||
Balance, end of period |
|
| $ | – | $ | – | ||
CONTRIBUTED DEFICIT |
|
|
|
| ||||
Balance, beginning of period |
|
| $ | ( | $ | ( | ||
Add: Share-based compensation expense |
| 13(a) |
| |
| | ||
Transferred from equity component | – | | ||||||
Less: Share-based units exercised | – | ( | ||||||
Share-based compensation adjustment | – | ( | ||||||
Non-cash deferred share grants |
|
|
| – |
| | ||
Balance, end of period |
|
| $ | ( | $ | ( | ||
NON-CONTROLLING INTEREST |
|
|
|
| ||||
Balance, beginning of period |
|
| $ | ( | $ | ( | ||
Foreign exchange impact on non-controlling interest |
|
|
| |
| | ||
Loss attributable to non-controlling interest |
|
|
| ( |
| ( | ||
Balance, end of period |
|
| $ | ( | $ | ( | ||
TOTAL SHAREHOLDERS’ DEFICIT |
|
| $ | ( | $ | ( |
See accompanying notes to the Interim Condensed Consolidated Financial Statements
4
JUST ENERGY GROUP INC.
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited in thousands of Canadian dollars)
| Nine months ended December 31, | |||||||
Notes | 2021 |
| 2020 | |||||
Net inflow (outflow) of cash related to the following activities | ||||||||
OPERATING |
|
|
|
|
|
| ||
Profit (loss) from continuing operations before income taxes |
|
| $ | | $ | ( | ||
Loss from discontinued operations before income taxes |
|
|
| – |
| | ||
Profit (loss) before income taxes |
|
|
| |
| ( | ||
Items not affecting cash |
|
|
|
| ||||
Amortization and depreciation |
| 13(a) |
| |
| | ||
Share-based compensation expense |
| 13(a) |
| |
| | ||
Financing charges, non-cash portion |
|
|
| |
| | ||
Loss on sale of subsidiaries, net | – | | ||||||
Unrealized (gain) loss in fair value on derivative instruments and other |
| 6 |
| ( |
| | ||
Gain on investment | 7 | ( | – | |||||
Gain from September 2020 Recapitalization transaction | – | ( | ||||||
Net change in working capital balances |
|
|
| ( |
| ( | ||
Liabilities subject to compromise | | – | ||||||
Adjustment for discontinued operations, net |
|
|
| – |
| ( | ||
Income taxes paid |
|
|
| ( |
| ( | ||
Cash outflow from operating activities |
|
|
| ( |
| ( | ||
INVESTING |
|
|
|
| ||||
Purchase of property and equipment |
|
|
| ( |
| ( | ||
Purchase of intangible assets |
|
|
| ( |
| ( | ||
Proceeds from sale of investments | 7 | | – | |||||
Proceeds from disposition of subsidiaries | – | | ||||||
Cash inflow (outflow) from investing activities |
|
|
| |
| ( | ||
FINANCING |
|
|
|
| ||||
Proceeds from DIP Facility |
| 9 |
| |
| – | ||
Repayment of long-term debt |
| 9 |
| ( |
| ( | ||
Leased asset payments |
|
| ( |
| ( | |||
Debt issuance costs | – | ( | ||||||
Share swap payout | – | ( | ||||||
Credit facilities payments |
| 9 |
| ( |
| ( | ||
Proceeds from issuance of common stock, net | – | | ||||||
Cash inflow (outflow) from financing activities |
|
|
| ( |
| | ||
Effect of foreign currency translation on cash balances |
|
|
| |
| ( | ||
Net cash inflow (outflow) |
|
|
| ( |
| | ||
Cash and cash equivalents, beginning of period |
|
|
| |
| | ||
Cash and cash equivalents, end of period |
|
| $ | | $ | | ||
Supplemental cash flow information: |
|
|
|
| ||||
Interest paid |
|
| $ | | $ | |
See accompanying notes to the Interim Condensed Consolidated Financial Statements
5
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
1. ORGANIZATION
Just Energy Group Inc. (“Just Energy” or the “Company”) is a corporation established under the laws of Canada to hold securities of its directly or indirectly owned operating subsidiaries and affiliates. The registered office of Just Energy is First Canadian Place, 100 King Street West, Toronto, Ontario, Canada. The Interim Condensed Consolidated Financial Statements consist of Just Energy and its subsidiaries and affiliates. The Interim Condensed Consolidated Financial Statements were approved by the Board of Directors on February 16, 2022.
In February 2021, the State of Texas experienced extremely cold weather (the “Weather Event”). The Weather Event led to increased electricity demand and sustained high prices from February 13, 2021 through February 20, 2021. As a result of the losses sustained and without sufficient liquidity to pay the corresponding invoices from the Electric Reliability Council of Texas, Inc. (“ERCOT”) when due, on March 9, 2021, Just Energy applied for and received creditor protection under the Companies’ Creditors Arrangement Act (Canada) (“CCAA”) from the Ontario Superior Court of Justice (Commercial List) (the “Ontario Court”) and under Chapter 15 (“Chapter 15”) of the Bankruptcy Code in the United States from the Bankruptcy Court of the Southern District of Texas, Houston Division (the “Court Orders” or “CCAA Proceedings”). Protection under the Court Orders allows Just Energy to operate while it restructures its capital structure.
As part of the CCAA filing, the Company entered into a USD $
On February 9, 2022, the stay period under the CCAA Proceedings was extended by the Ontario Court to March 4, 2022.
In connection with the CCAA Proceedings, the Company has identified the following obligations that are subject to compromise:
| Amounts in 000's | ||
Trade and other payables | $ | | |
Current portion of long-term debt |
| | |
Total liabilities subject to compromise | $ | |
On September 15, 2021, the Ontario Court approved the Company’s request to establish a claims process to identify and determine claims against the Company and its subsidiaries that are subject to the ongoing CCAA Proceedings (the “Claims Procedure Order”). As part of the CCAA Proceedings and in accordance with the Claims Procedure Order, Just Energy continues to review and determine which claims will be allowed, modified or disallowed, which may result in additional liabilities subject to compromise that are not currently reflected in the Interim Condensed Consolidated Financial Statements. Please see Note 16(b) for further information.
The common shares of the Company are listed on the TSX Venture Exchange, under the symbol “JE” and on the OTC Pink Market under the symbol “JENGQ”.
6
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
On June 16, 2021, Texas House Bill 4492 (“HB 4492”) became law in Texas. HB 4492 provides a mechanism for recovery of (i)
On October 13, 2021, the Public Utility Commission of Texas (“PUCT”) approved the financing order (“Final Order”) authorizing the securitization of these costs by ERCOT. On December 7, 2021, ERCOT filed its calculation with the PUCT in accordance with the PUCT final order implementing HB 4492. The Company is expecting to receive reimbursement of Costs in the amount of approximately USD $147.5 million (the “Cost Recovery”). The Cost Recovery is expected to be received in the Spring of 2022. Management determined that the Company has reasonable assurance as defined under IAS 20, Accounting for government grants and assistance to receive the Cost Recovery. The Company has recorded the Cost Recovery in the three months ended December 31, 2021, as a receivable and a corresponding decrease to cost of goods sold.
2. OPERATIONS
Just Energy is a retail energy provider specializing in electricity and natural gas commodities and bringing energy efficient solutions, carbon offsets and renewable energy options to customers. Operating in the U.S. and Canada, Just Energy serves both residential and commercial customers, providing homes and businesses with a broad range of energy solutions that deliver comfort, convenience and control. Just Energy is the parent company of Amigo Energy, Filter Group Inc. (“Filter Group”), Hudson Energy, Interactive Energy Group, Tara Energy and Terrapass.
Just Energy’s current commodity product offerings include fixed, variable, index and flat rate options. By fixing the price of electricity or natural gas under its fixed-price or price-protected program contracts for a period of up to
Just Energy offers green products through Terrapass and its JustGreen program. Green products offered through Terrapass allow customers to offset their carbon footprint without buying energy commodity products and can be offered in all states and provinces without being dependent on energy deregulation. The JustGreen electricity product offers customers the option of having all or a portion of their electricity sourced from renewable green sources such as wind, solar, hydropower or biomass, via power purchase agreements and renewable energy certificates. The JustGreen gas product offers carbon offset credits that allow customers to reduce or eliminate the carbon footprint of their homes or businesses.
Through Filter Group, Just Energy provides subscription-based home water filtration systems to residential customers, including under-counter and whole-home water filtration solutions.
Just Energy markets its product offerings through multiple sales channels including digital, retail, door-to-door, brokers and affinity relationships.
7
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
3. FINANCIAL STATEMENT PRESENTATION
(a) Compliance with IFRS
These Interim Condensed Consolidated Financial Statements have been prepared in accordance with International Accounting Standard (“IAS”) 34, Interim Financial Reporting, as issued by the International Accounting Standards Board (“IASB”), utilizing the accounting policies Just Energy outlined in its March 31, 2021, annual audited consolidated financial statements, except the adoption of new International Financial Reporting Standards (“IFRS”). Accordingly, certain information and footnote disclosures normally included in the March 31, 2021, annual audited consolidated financial statements prepared in accordance with IFRS, as issued by the IASB, have been omitted or condensed.
(b) Basis of presentation and interim reporting
These Interim Condensed Consolidated Financial Statements should be read in conjunction with and follow the same accounting policies and methods of application as those used in the March 31, 2021 annual audited consolidated financial statements.
The comparative Interim Condensed Consolidated Financial Statements have been corrected from the interim statements previously presented to conform to the presentation of the current Interim Condensed Consolidated Financial Statements.
The Interim Condensed Consolidated Financial Statements are presented in Canadian dollars, the functional currency of Just Energy, and all values are rounded to the nearest thousands, except where otherwise indicated. The Interim Condensed Consolidated Financial Statements are prepared on a going concern basis under the historical cost convention, except for certain financial assets and liabilities that are stated at fair value.
The interim operating results are not necessarily indicative of the results that may be expected for the full fiscal year ending March 31, 2022, due to seasonal variations resulting in fluctuations in quarterly results. Gas consumption by customers is typically highest in October through March and lowest in April through September. Electricity consumption is typically highest in January through March and July through September and lowest in October through December and April through June.
Principles of consolidation
The Interim Condensed Consolidated Financial Statements include the accounts of Just Energy and its directly or indirectly owned subsidiaries and affiliates as at December 31, 2021. Subsidiaries and affiliates are consolidated from the date of acquisition and control and continue to be consolidated until the date that such control ceases. The financial statements of the subsidiaries and affiliates are prepared for the same reporting period as Just Energy using consistent accounting policies. All intercompany balances, sales, expenses and unrealized gains and losses resulting from intercompany transactions are eliminated on consolidation.
Going Concern
Due to the Weather Event and associated CCAA filing, the Company’s ability to continue as a going concern for the next 12 months is dependent on the Company emerging from CCAA protection, maintaining liquidity, complying with DIP Facility covenants and extending the DIP Facility maturity if required before emergence from CCAA. The material uncertainties arising from the CCAA filings cast substantial doubt upon the
8
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
Company's ability to continue as a going concern and, accordingly the ultimate appropriateness of the use of accounting principles applicable to a going concern.
These Interim Condensed Consolidated Financial Statements do not reflect the adjustments to carrying values of assets and liabilities and the reported expenses and Interim Condensed Consolidated Statements of Financial Position classifications that would be necessary if the going concern assumption was deemed inappropriate. These adjustments could be material. There can be no assurance that the Company will be successful in emerging from CCAA as a going concern.
(c) Significant accounting judgments, estimates, and assumptions
The preparation of the Interim Condensed Consolidated Financial Statements requires the use of estimates and assumptions to be made in applying the accounting policies that affect the reported amount of assets, liabilities, income and expenses. The estimates and related assumptions based on previous experience and other factors are considered reasonable under the circumstances, the results of which form the basis for making the assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. There have been no material changes from the disclosures from the March 31, 2021 annual audited consolidated financial statements and notes to the March 31, 2021 annual audited consolidated financial statements with respect to significant accounting judgments, estimates and assumptions.
4. TRADE AND OTHER RECEIVABLES, NET
(a) Trade and other receivables, net
As at | As at | |||||
| December 31, 2021 |
| March 31, 2021 | |||
Trade account receivables, net | $ | | $ | | ||
Unbilled revenue, net |
| |
| | ||
Receivable from ERCOT against HB 4492 | | – | ||||
Accrued gas receivable |
| – |
| | ||
Other |
| |
| | ||
$ | | $ | |
(b) Aging of accounts receivable
Customer credit risk
The lifetime expected credit loss (“ECL”) reflects Just Energy’s best estimate of losses on the accounts receivable and unbilled revenue balances. Just Energy determines the ECL by using historical loss rates and forward-looking factors, if applicable. Just Energy is exposed to customer credit risk on its continuing operations in Alberta, Texas, Illinois (gas), California (gas) and Ohio (electricity) and for certain Commercial customers in dual-billing markets including Illinois (power), Pennsylvania (power), Massachusetts (power), New York and New Jersey. Credit review processes have been implemented to perform credit evaluations of customers and manage customer default. If a significant number of customers were to default on their payments, it could have a material adverse effect on the operations and cash flows of Just Energy. Management factors default from credit risk in its margin expectations for all of the above markets.
In the remaining markets, the LDCs provide collection services and assume the risk of any bad debts owing from Just Energy’s customers for a fee that is recorded in cost of goods sold. Although there is no assurance that the LDCs providing these services will continue to do so in the future, management believes that the risk of the LDCs failing to deliver payment to Just Energy is minimal.
9
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
The aging of the trade accounts receivable from the markets where the Company bears customer credit risk was as follows:
As at | As at | |||||
| December 31, 2021 |
| March 31, 2021 | |||
Current | $ | | $ | | ||
1–30 days |
| |
| | ||
31–60 days |
| |
| | ||
61–90 days |
| |
| | ||
Over 90 days |
| |
| | ||
$ | | $ | |
The unbilled revenue subject to customer credit risk is $
(c) Allowance for doubtful accounts
Changes in the allowance for doubtful accounts related to the balances in the table above were as follows:
| As at |
| As at | |||
December 31, 2021 | March 31, 2021 | |||||
Balance, beginning of period | $ | | $ | | ||
Provision for doubtful accounts |
| |
| | ||
Bad debts written off |
| ( |
| ( | ||
Foreign exchange |
| |
| | ||
Balance, end of period | $ | | $ | |
5. OTHER CURRENT AND NON-CURRENT ASSETS
| As at | As at | ||||||
(a) | Other current assets |
| December 31, 2021 |
| March 31, 2021 | |||
Prepaid expenses and deposits | $ | | $ | | ||||
Customer acquisition costs |
| |
| | ||||
Green certificates assets |
| |
| | ||||
Gas delivered in excess of consumption |
| |
| | ||||
Inventory |
| |
| | ||||
$ | | $ | |
| As at | As at | ||||||
(b) | Other non-current assets |
| December 31, 2021 |
| March 31, 2021 | |||
Customer acquisition costs | $ | | $ | | ||||
Other long-term assets |
| |
| | ||||
$ | | $ | |
10
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
6. FINANCIAL INSTRUMENTS
(a) Fair value of derivative financial instruments and other
The fair value of financial instruments is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., an exit price). Management has estimated the value of financial swaps, physical forwards and option contracts for electricity, natural gas, carbon offsets and renewable energy certificates (“RECs”), and generation and transmission capacity contracts using a discounted cash flow method, which employs market forward curves that are either directly sourced from third parties or developed internally based on third-party market data. These curves can be volatile, thus leading to volatility in the mark to market with no immediate impact to cash flows. Gas options and green power options have been valued using the Black option pricing model using the applicable market forward curves and the implied volatility from other market traded options. Management periodically uses non-exchange-traded swap agreements based on cooling degree days and heating degree days (“HDDs”) measured in its utility service territories to reduce the impact of weather volatility on Just Energy’s electricity and natural gas volumes, commonly referred to as “weather derivatives”. The fair value of these swaps on a given measurement station indicated in the derivative contract is determined by calculating the difference between the agreed strike and expected variable observed at the same station.
The following table presents unrealized gains (losses) related to Just Energy’s derivative financial instruments classified as fair value through profit or loss and recorded on the Interim Condensed Consolidated Statements of Financial Position as fair value of derivative financial assets and fair value of derivative financial liabilities, with their offsetting values recorded in unrealized gain (loss) in fair value of derivative instruments and other on the Interim Condensed Consolidated Statements of Income.
Three months ended December 31, | Nine months ended December 31, | ||||||||||||
2021 |
| 2020 |
| 2021 |
| 2020 | |||||||
Physical forward contracts and options (i) | $ | ( | $ | ( | $ | | $ | ( | |||||
Financial swap contracts and options (ii) |
| ( |
| ( |
| |
| | |||||
Foreign exchange forward contracts |
| ( |
| ( |
| |
| ( | |||||
Unrealized foreign exchange on certain debts | ( | | ( | | |||||||||
Weather derivatives (iii) |
| – |
| ( |
| ( |
| ( | |||||
Other derivative options |
| ( |
| ( |
| |
| ( | |||||
Unrealized gain (loss) of derivative instruments and other | $ | ( | $ | ( | $ | | $ | ( |
11
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
The following table summarizes certain aspects of the fair value of derivative financial assets and liabilities recorded in the Interim Condensed Consolidated Statements of Financial Position as at December 31, 2021:
Financial | Financial | Financial | Financial | |||||||||
assets | assets | liabilities | liabilities | |||||||||
| (current) |
| (non-current) |
| (current) |
| (non-current) | |||||
Physical forward contracts and options (i) | $ | | $ | | $ | | $ | | ||||
Financial swap contracts and options (ii) |
| |
| |
| |
| | ||||
Foreign exchange forward contracts |
| |
| – |
| – |
| | ||||
Other derivative options |
| |
| |
| |
| | ||||
As at December 31, 2021 | $ | | $ | | $ | | $ | |
The following table summarizes certain aspects of the fair value of derivative financial assets and liabilities recorded in the consolidated statements of financial position as at March 31, 2021:
Financial | Financial | Financial | Financial | |||||||||
assets | assets | liabilities | liabilities | |||||||||
| (current) |
| (non-current) |
| (current) |
| (non-current) | |||||
Physical forward contracts and options (i) | $ | | $ | | $ | | $ | | ||||
Financial swap contracts and options (ii) |
| |
| |
| |
| | ||||
Foreign exchange forward contracts |
| – |
| – |
| |
| – | ||||
Weather derivatives (iii) |
| |
| – |
| – |
| – | ||||
Other derivative options |
| |
| |
| – |
| – | ||||
As at March 31, 2021 | $ | | $ | | $ | | $ | |
Individual derivative asset and liability transactions are offset, and the net amount reported in the Interim Condensed Consolidated Statements of Financial Position if, and only if, there is currently an enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the assets and settle the liabilities simultaneously. Individual derivative transactions are typically offset at the legal entity and counterparty level.
Below is a summary of the financial instruments classified through profit or loss as at December 31, 2021, to which Just Energy has committed:
(i) | Physical forward contracts and options consist of: |
● | Electricity contracts with a total remaining volume of |
● | Natural gas contracts with a total remaining volume of |
● | RECs with a total remaining volume of |
● | Green gas certificates with a total remaining volume of |
● | Electricity generation capacity contracts with a total remaining volume of |
● | Ancillary contracts with a total remaining volume of |
12
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
(ii) | Financial swap contracts and options consist of: |
● | Electricity contracts with a total remaining volume of |
● | Natural gas contracts with a total remaining volume of |
● | Ancillary contracts with a total remaining volume of |
(iii) | Weather derivatives consist of: |
● | HDD natural gas swaps with price strikes to be set on futures index and temperature strikes from |
● | HDD natural gas swaps with price strikes to be set on futures index and temperature strikes from |
● | HDD natural gas swaps with price strikes to be set on futures index and temperature strikes from |
● | Temperature Contingent Power Call Options with price strikes at various temperature strikes and an expiry date of March 31, 2022. |
These derivative financial instruments create a credit risk for Just Energy since they have been transacted with a limited number of counterparties. Should any counterparty be unable to fulfill its obligations under the contracts, Just Energy may not be able to realize the financial assets’ balance recognized in the Interim Condensed Consolidated Financial Statements.
Fair value (“FV”) hierarchy of derivatives
Level 1
The fair value measurements are classified as Level 1 in the FV hierarchy if the fair value is determined using quoted unadjusted market prices. Currently there are no derivatives carried in this level.
Level 2
Fair value measurements that require observable inputs other than quoted prices in Level 1, either directly or indirectly, are classified as Level 2 in the FV hierarchy. This could include the use of statistical techniques to derive the FV curve from observable market prices. However, in order to be classified under Level 2, significant inputs must be directly or indirectly observable in the market. Just Energy values its New York Mercantile Exchange (“NYMEX”) financial gas fixed-for-floating swaps under Level 2.
Level 3
Fair value measurements that require unobservable market data or use statistical techniques to derive forward curves from observable market data and unobservable inputs are classified as Level 3 in the FV hierarchy. For the electricity supply contracts, Just Energy uses quoted market prices as per available market forward data and applies a price-shaping profile to calculate the monthly prices from annual strips and hourly prices from block strips for the purposes of mark to market calculations. The profile is based on historical settlements with counterparties or with the system operator and is considered an unobservable input for the purposes of establishing the level in the FV hierarchy.
13
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
For the natural gas supply contracts, Just Energy uses three different market observable curves: (i) commodity (predominately NYMEX), (ii) basis and (iii) foreign exchange. NYMEX curves extend for over five years (thereby covering the length of Just Energy’s contracts); however, most basis curves extend only
Weather derivatives are non-exchange-traded financial instruments used as part of a risk management strategy to mitigate the impact adverse weather conditions have on gross margin. The fair values of the derivatives are determined using an internally developed model that relies upon both observable inputs and significant unobservable inputs. Accordingly, the fair values of these derivatives are classified as Level 3. Market and contractual inputs to these models vary by contract type and would typically include notional amounts, reference weather stations, strike prices, temperature strike values, terms to expiration, historical weather data and historical commodity prices. The historical weather data and commodity prices were utilized to value the expected payouts with respect to weather derivatives and, as a result, are the most significant assumptions contributing to the determination of fair value estimates, and changes in these inputs can result in a significantly higher or lower fair value measurement.
Fair value measurement input sensitivity
The main cause of changes in the fair value of derivative instruments is changes in the forward curve prices used for the fair value calculations. Just Energy provides a sensitivity analysis of these forward curves under the “Market risk” section of this note. Other inputs, including volatility and correlations, are driven off historical settlements.
The following table illustrates the classification of derivative financial assets (liabilities) in the FV hierarchy as at December 31, 2021:
| Level 1 |
| Level 2 |
| Level 3 |
| Total | |||||
Derivative financial assets |
| $ | – | $ | | $ | | $ | | |||
Derivative financial liabilities |
| – |
| – | ( | ( | ||||||
Total net derivative financial assets | $ | – | $ | | $ | | $ | |
The following table illustrates the classification of derivative financial assets (liabilities) in the FV hierarchy as at March 31, 2021:
|
| Level 2 |
| Level 3 |
| Total | ||||||
Derivative financial assets |
| $ | – | $ | | $ | | $ | | |||
Derivative financial liabilities |
| – |
| – |
| ( |
| ( | ||||
Total net derivative financial liabilities | $ | – | $ | | $ | ( | $ | ( |
Commodity price sensitivity – Level 3 derivative financial instruments
If the energy prices associated with only Level 3 derivative financial instruments including natural gas, electricity, and RECs had risen by
On the contrary, if the energy prices associated with only Level 3 derivative financial instruments including natural gas, electricity, and RECs had fallen by
14
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
Key assumptions used when determining the significant unobservable inputs for all commodity supply contracts included in Level 3 of the FV hierarchy consist of up to
The following table illustrates the changes in net fair value of financial assets (liabilities) classified as Level 3 in the FV hierarchy for the following periods:
Nine months ended | Year ended | ||||||
| December 31, 2021 |
| March 31, 2021 |
| |||
Balance, beginning of period | $ | ( | $ | ( | |||
Total gains (losses) |
| |
| ( | |||
Purchases |
| |
| ( | |||
Sales |
| ( |
| ( | |||
Settlements |
| ( |
| | |||
Balance, end of period | $ | | $ | ( |
(b) Classification of non-derivative financial assets and liabilities
As at December 31, 2021 and March 31, 2021, the carrying value of cash and cash equivalents, restricted cash, trade and other receivables, and trade and other payables approximates their fair value due to their short-term nature.
The risks associated with Just Energy’s financial instruments are as follows:
(i)Market risk
Market risk is the potential loss that may be incurred as a result of changes in the market or fair value of a particular instrument or commodity. Components of market risk to which Just Energy is exposed are discussed below.
Foreign currency risk
Foreign currency risk is created by fluctuations in the fair value or cash flows of financial instruments due to changes in foreign exchange rates and exposure as a result of investments in U.S. operations.
The performance of the Canadian dollar relative to the U.S. dollars could positively or negatively affect Just Energy’s Interim Condensed Consolidated Statements of Income, as a significant portion of Just Energy’s profit or loss is generated in U.S. dollars and is subject to currency fluctuations upon translation to Canadian dollars. Due to its growing operations in the U.S., Just Energy expects to have a greater exposure to foreign currency fluctuations in the future than in prior years. Just Energy has a policy to economically hedge between
Just Energy may, from time to time, experience losses resulting from fluctuations in the values of its foreign currency transactions, which could adversely affect its operating results. Translation risk is not hedged.
With respect to translation exposure, if the Canadian dollar had been
15
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
Interest rate risk
Just Energy is only exposed to interest rate fluctuations associated with its floating rate Credit Facility. Just Energy’s current exposure to interest rates does not economically warrant the use of derivative instruments. Just Energy’s exposure to interest rate risk is relatively immaterial and temporary in nature. Just Energy does not currently believe that its debt exposes the Company to material interest rate risks but has set out parameters to actively manage this risk within its risk management policy.
A
Commodity price risk
Just Energy is exposed to market risks associated with commodity prices and market volatility where estimated customer requirements do not match actual customer requirements. Management actively monitors these positions on a daily basis in accordance with its risk management policy. This policy sets out a variety of limits, most importantly thresholds for open positions in the gas and electricity portfolios, which also feed a value at risk limit. Should any of the limits be exceeded, they are closed expeditiously or express approval to continue to hold is obtained. Just Energy’s exposure to market risk is affected by a number of factors, including accuracy of estimation of customer commodity requirements, commodity prices, volatility and liquidity of markets. Just Energy enters into derivative instruments in order to manage exposures to changes in commodity prices. The derivative instruments that are used are designed to fix the price of supply for estimated customer commodity demand and thereby fix gross margins. Derivative instruments are generally transacted over the counter. The inability or failure of Just Energy to manage and monitor the above market risks could have a material adverse effect on the operations and cash flows of Just Energy. Just Energy mitigates the exposure to variances in customer requirements that are driven by changes in expected weather conditions through active management of the underlying portfolio, which involves, but is not limited to, the purchase of options including weather derivatives. Just Energy’s ability to mitigate weather effects is limited by the degree to which weather conditions deviate from normal.
Commodity price sensitivity – all derivative financial instruments
If all the energy prices associated with derivative financial instruments including natural gas, electricity and RECs had risen by
On the contrary, a fall of
(ii)Physical supplier risk
Just Energy purchases the majority of the gas and electricity delivered to its customers through long-term contracts entered into with various suppliers. Just Energy has an exposure to supplier risk as the ability to continue to deliver gas and electricity to its customers is reliant upon the ongoing operations of these suppliers and their ability to fulfill their contractual obligations.
16
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
(iii)Counterparty credit risk
Counterparty credit risk represents the loss that Just Energy would incur if a counterparty fails to perform under its contractual obligations. This risk would manifest itself in Just Energy replacing contracted supply at prevailing market rates, thus impacting the related customer margin. Counterparty limits are established within the risk management policy. Any exceptions to these limits require approval from the Risk Committee of the Board of Directors of Just Energy. The risk department and Risk Committee of the Board of Directors monitor current and potential credit exposure to individual counterparties and also monitor overall aggregate counterparty exposure. However, the failure of a counterparty to meet its contractual obligations could have a material adverse effect on the operations and cash flows of Just Energy.
As at December 31, 2021, Just Energy has applied an adjustment factor to determine the fair value of its financial instruments in the amount of $
As at December 31, 2021, the estimated net counterparty credit risk exposure amounted to $
7. INVESTMENTS
On November 1, 2021, Generac Holdings Inc. (“Generac”) announced the signing of an agreement to acquire all of the issued and outstanding shares of ecobee Inc. (“ecobee”), including all of the ecobee shares held by the Company. The Company held approximately
17
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
8. TRADE AND OTHER PAYABLES
As at | As at | ||||||
| December 31, 2021 |
| March 31, 2021 |
| |||
Commodity suppliers' accruals and payables (a) | $ | | $ | | |||
Green provisions and repurchase obligations |
| |
| | |||
Sales tax payable |
| |
| | |||
Non-commodity trade accruals and accounts payable (b) |
| |
| | |||
Current portion of payable to former joint venture partner (c) |
| |
| | |||
Accrued gas payable |
| – |
| | |||
Other payables |
| |
| | |||
$ | | $ | |
(a) | Includes $ |
(b) | Includes $ |
(c) | The amount due to the former joint venture partner is subject to compromise depending on the outcome of the CCAA Proceedings. |
9. LONG-TERM DEBT AND FINANCING
As at | As at | ||||||
December 31, 2021 | March 31, 2021 | ||||||
DIP Facility (a) | $ | | $ | | |||
Less: Debt issue costs (a) |
| ( |
| ( | |||
Filter Group financing (b) |
| |
| | |||
Credit Facility - subject to compromise (c) |
| |
| | |||
Term Loan - subject to compromise (d) |
| |
| | |||
Note Indenture - subject to compromise (e) |
| |
| | |||
| | | |||||
Less: Current portion |
| ( |
| ( | |||
$ | | $ | |
Future annual minimum principal repayments are as follows:
Less than |
|
|
|
| More than | ||||||||||
| 1 year |
| 1–3 years |
| 4–5 years |
| 5 years |
| Total | ||||||
DIP Facility (a) | $ | | $ | – | $ | – | $ | – | $ | | |||||
Less: Debt issue costs (a) | ( | – | – | – | ( | ||||||||||
Filter Group financing (b) |
| | | – | – | | |||||||||
Credit Facility - subject to compromise (c) |
| | – | – | – | | |||||||||
Term Loan - subject to compromise (d) |
| | – | – | – | | |||||||||
Note Indenture - subject to compromise (e) | | – | – | – | | ||||||||||
$ | | $ | | $ | – | $ | – | $ | |
18
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
The following table details the finance costs for the period ended December 31. Interest is expensed based on the effective interest rate.
Nine months ended December 31, |
| ||||||||||||
2021 |
| 2020 |
| 2021 |
| 2020 |
| ||||||
DIP Facility (a) | $ | | $ | – | $ | | $ | – | |||||
Filter Group financing (b) |
| | |
| | | |||||||
– | | – | | ||||||||||
Credit Facility (c) | | | | | |||||||||
Term Loan (d) | – | | – | | |||||||||
| – | – |
| – | | ||||||||
| – | – |
| – | | ||||||||
| – | – |
| – | | ||||||||
– | – | – | | ||||||||||
Supplier finance and others |
| | |
| | | |||||||
$ | | $ | | $ | | $ | |
(a) | As discussed in Note 1, Just Energy filed and received the Court Order under the CCAA on March 9, 2021. In conjunction with the CCAA filing, the Company entered into the DIP Facility for USD $ |
(b) |
(c) | On March 18, 2021, Just Energy Ontario L.P, Just Energy (U.S.) Corp. and Just Energy Group Inc. entered into an Accommodation and Support Agreement (the “Lender Support Agreement”) with the lenders under the Credit Facility. Under the Lender Support Agreement, the lenders agreed to allow issuance or renewals of Letters of Credit under the Credit Facility during the pendency of the CCAA proceedings within certain restrictions. In return, the Company has agreed to continue paying interest and fees at the non-default rate on the outstanding advances and Letters of Credit under the Credit Facility. The amount of Letters of Credit that may be issued is limited to the lesser of $ |
19
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
Certain amounts outstanding under the Letter of Credit Facility (“LC Facility”) are guaranteed by Export Development Canada under its Account Performance Security Guarantee Program. As at December 31, 2021, the Company had $
The outstanding Advances are all Prime rate advances at a rate of bank prime (Canadian bank prime rate or U.S. prime rate) plus
As at December 31, 2021, the Canadian prime rate was
As a result of the CCAA filing, the Credit Facility has been reclassified to short-term reflecting the potential acceleration of the debt allowed under the Credit Facility.
(d) |
(e) |
(f) |
(g) |
(h) |
20
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
(i) |
10. REPORTABLE BUSINESS SEGMENTS
Just Energy’s reportable segments are the Mass Market and the Commercial segments.
The chief operating decision maker monitors the operational results of the Mass Market and Commercial segments for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on certain non-IFRS measures such as Base EBITDA, Base Gross Margin and Embedded Gross Margin as defined in the Company’s Management Discussion and Analysis.
Transactions between segments are in the normal course of operations and are recorded at the exchange amount.
Corporate and shared services report the costs related to management oversight of the business units, public reporting and filings, corporate governance and other shared services functions such as Human Resources, Finance and Information Technology.
For the three months ended December 31, 2021:
|
|
| Corporate and |
| ||||||||
Mass Market | Commercial | shared services | Consolidated | |||||||||
Sales | $ | | $ | | $ | – | $ | | ||||
Cost of goods sold |
| | | – | | |||||||
Gross margin |
| | | – | | |||||||
Depreciation and amortization |
| | | – | | |||||||
Administrative expenses |
| | | | | |||||||
Selling and marketing expenses |
| | | – | | |||||||
Other operating expenses (income) |
| | ( | – | | |||||||
Segment profit (loss) | $ | | $ | | $ | ( | $ | | ||||
Finance costs |
| ( | ||||||||||
Unrealized loss on derivative instruments and other |
| ( | ||||||||||
Realized gain on derivative instruments |
| | ||||||||||
Other income, net | | |||||||||||
Loss on investment | ( | |||||||||||
Reorganization costs |
| ( | ||||||||||
Recovery of income taxes |
| | ||||||||||
Loss for the period |
| $ | ( |
21
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
For the three months ended December 31, 2020:
|
|
| Corporate and |
| ||||||||
Mass Market | Commercial | shared services | Consolidated | |||||||||
Sales | $ | | $ | | $ | – | $ | | ||||
Cost of goods sold |
| |
| |
| – |
| | ||||
Gross margin |
| |
| |
| – |
| | ||||
Depreciation and amortization |
| |
| |
| – |
| | ||||
Administrative expenses |
| |
| |
| |
| | ||||
Selling and marketing expenses |
| |
| |
| – |
| | ||||
Other operating expenses |
| |
| |
| – |
| | ||||
Segment profit (loss) | $ | | $ | | $ | ( | $ | | ||||
Finance costs |
|
|
|
|
|
|
| ( | ||||
Gain on September 2020 Recapitalization transaction, net | | |||||||||||
Unrealized loss on derivative instruments and other |
|
|
|
|
|
|
| ( | ||||
Realized loss on derivative instruments |
|
|
|
|
|
|
| ( | ||||
Other expense, net | ( | |||||||||||
Provision for income taxes |
|
|
|
|
|
|
| ( | ||||
Loss from continuing operations |
|
|
|
|
|
| $ | ( | ||||
Profit from discontinued operations |
|
|
|
|
|
|
| | ||||
Loss for the period |
|
|
|
|
|
|
| ( | ||||
22
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
For the nine months ended December 31, 2021:
Corporate and | ||||||||||||
| Mass Market |
| Commercial |
| shared services |
| Consolidated | |||||
Sales | $ | | $ | | $ | – | $ | | ||||
Cost of goods sold |
| | | – | | |||||||
Gross margin |
| | | – | | |||||||
Depreciation and amortization |
| | | – | | |||||||
Administrative expenses |
| | | | | |||||||
Selling and marketing expenses |
| | | – | | |||||||
Other operating expenses |
| | | – | | |||||||
Segment profit (loss) for the period | $ | | $ | | $ | ( | $ | | ||||
Finance costs |
| ( | ||||||||||
Unrealized gain on derivative instruments and other |
| | ||||||||||
Realized gain on derivative instruments |
| | ||||||||||
Other expense, net |
| ( | ||||||||||
Gain on investment | | |||||||||||
Reorganization costs |
| ( | ||||||||||
Recovery of income taxes |
| | ||||||||||
Profit for the period |
| $ | | |||||||||
Capital expenditures | $ | | $ | | $ | – | $ | | ||||
As at December 31, 2021 |
|
|
|
|
|
|
|
| ||||
Total goodwill | $ | | $ | – | $ | – | $ | |
23
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
For the nine months ended December 31, 2020:
|
|
| Corporate and |
| ||||||||
Mass Market | Commercial | shared services | Consolidated | |||||||||
Sales | $ | | $ | | $ | – | $ | | ||||
Cost of goods sold |
| |
| |
| – |
| | ||||
Gross margin |
| |
| |
| – |
| | ||||
Depreciation and amortization | | | – | | ||||||||
Administrative expenses |
| |
| |
| |
| | ||||
Selling and marketing expenses |
| |
| |
| – |
| | ||||
Other operating expenses |
| |
| |
| – |
| | ||||
Segment profit (loss) | $ | | $ | | $ | ( | $ | | ||||
Finance costs |
|
|
|
| ( | |||||||
Restructuring costs |
| ( | ||||||||||
Gain on September 2020 Recapitalization transaction, net |
| | ||||||||||
Unrealized loss on derivative instruments and other |
|
|
|
| ( | |||||||
Realized loss on derivative instruments |
|
|
|
| ( | |||||||
Other expense, net |
| ( | ||||||||||
Provision for income taxes |
|
|
|
| ( | |||||||
Loss from continuing operations |
|
|
| $ | ( | |||||||
Profit from discontinued operations |
|
|
|
| | |||||||
Loss for the period |
|
|
|
| ( | |||||||
Capital expenditures | $ | | $ | | $ | – | $ | | ||||
As at December 31, 2020 |
|
|
|
|
|
|
|
| ||||
Total goodwill | $ | | $ | | $ | – | $ | |
Sales from external customers
Sales based on the location of the customer are summarized as follows:
| Three months ended December 31, | Nine months ended December 31, | |||||||||||
2021 |
| 2020 |
| 2021 |
| 2020 | |||||||
Canada | $ | | $ | | $ | | $ | | |||||
United States |
| | | | | ||||||||
Total | $ | | $ | | $ | | $ | |
Non-current assets
Non-current assets by geographic segment consist of goodwill, property and equipment and intangible assets and are summarized as follows:
| As at December 31, 2021 |
| As at March 31, 2021 | ||||
Canada | $ | | $ | | |||
United States |
| |
| | |||
Total | $ | | $ | |
24
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
11. INCOME TAXES
Three months ended December 31, | Nine months ended December 31, | ||||||||||||
2021 |
| 2020 |
| 2021 |
| 2020 | |||||||
Current income tax expense (recovery) | $ | ( | $ | | $ | ( | $ | | |||||
Deferred income tax expense (recovery) |
| | – | | ( | ||||||||
Provision for (recovery of) income taxes | $ | ( | $ | | $ | ( | $ | |
12. SHAREHOLDERS’ CAPITAL
Just Energy is authorized to issue an unlimited number of common shares with
Details of issued and outstanding shareholders’ capital are as follows:
| Nine months ended |
| Year ended | |||||||
December 31, 2021 | March 31, 2021 | |||||||||
Shares |
| Amount | Shares | Amount | ||||||
Common shares: |
|
|
|
|
|
|
|
| ||
Issued and outstanding |
|
|
|
|
|
|
|
| ||
Balance, beginning of period |
| | $ | | | $ | | |||
Share-based awards exercised |
| – | – | | | |||||
Issuance of shares due to September 2020 Recapitalization |
| | | | | |||||
Issuance cost |
| – | – | – | ( | |||||
Balance, end of period |
| | $ | | | $ | | |||
Preferred shares: |
| |||||||||
Issued and outstanding |
| |||||||||
Balance, beginning of period |
| | $ | | | $ | | |||
Exchanged to common shares |
| | | ( | ( | |||||
Balance, end of period |
| – | $ | – | – | $ | – | |||
Shareholders' capital |
| | $ | | | $ | |
The above table reflects the impacts of the September 2020 Recapitalization including the extinguished convertible debentures, the settlement of the preferred shares and the issuance of new common shares. The common shares have been adjusted retrospectively to reflect the
13. OTHER EXPENSES
(a) Other operating expenses
25
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
Three months ended December 31, | Nine months ended December 31, | ||||||||||||
| 2021 |
| 2020 |
| 2021 |
| 2020 |
| |||||
Amortization of intangible assets | $ | | $ | | $ | | $ | | |||||
Depreciation of property and equipment |
| | | | | ||||||||
Bad debt expense |
| | | | | ||||||||
Share-based compensation |
| | | | | ||||||||
$ | | $ | | $ | | $ | |
(b) Employee expenses
Three months ended December 31, | Nine months ended December 31, | ||||||||||||
2021 |
| 2020 |
| 2021 |
| 2020 | |||||||
Wages, salaries and commissions | $ | | $ | | $ | | $ | | |||||
Benefits |
| | | | | ||||||||
$ | | $ | | $ | | $ | |
Employee expenses of $
14. REORGANIZATION COSTS
Reorganization costs represent the amounts incurred related to the filings under the CCAA Proceedings and consist of:
| Three months ended |
| Nine months ended | |||
December 31, 2021 | December 31, 2021 | |||||
Professional and advisory costs | $ | | $ | | ||
Key employee retention plan |
| |
| | ||
Prepetition claims and other costs |
| |
| | ||
$ | | $ | |
26
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
15. EARNINGS PER SHARE
Three months ended December 31, | Nine months ended December 31, | ||||||||||||
2021 |
| 2020 |
| 2021 |
| 2020 | |||||||
BASIC EARNINGS (LOSS) PER SHARE |
|
|
|
|
|
|
|
|
| ||||
Profit (loss) from continuing operations available to shareholders | $ | ( | $ | ( | $ | | $ | ( | |||||
Profit (loss) for the period available to shareholders | $ | ( | $ | ( | $ | | $ | ( | |||||
Basic weighted average shares outstanding |
| |
| |
| |
| | |||||
Basic earnings (loss) per share from continuing operations available to shareholders |
| ( |
| ( | $ | | $ | ( | |||||
Basic earnings (loss) per share available to shareholders | $ | ( | $ | ( | $ | | $ | ( | |||||
DILUTED EARNINGS (LOSS) PER SHARE |
|
|
|
| |||||||||
Profit (loss) from continuing operations available to shareholders | $ | ( | $ | ( | $ | | $ | ( | |||||
Adjusted profit (loss) for the period available to shareholders | $ | ( | $ | ( | $ | | $ | ( | |||||
Basic weighted average shares outstanding |
| |
| |
| |
| | |||||
Dilutive effect of: |
|
|
|
| |||||||||
Restricted share grants |
| — | | — | | ||||||||
Deferred share grants |
| — |
| |
| — |
| | |||||
Restricted share units | — | | — | | |||||||||
Deferred share units | | | | | |||||||||
Options |
| |
| |
| |
| | |||||
Shares outstanding on a diluted basis |
| |
| |
| |
| | |||||
Diluted earnings (loss) from continuing operations per share available to shareholders |
| ( |
| ( | $ | | $ | ( | |||||
Diluted earnings (loss) per share available to shareholders | $ | ( | $ | ( | $ | | $ | ( |
16. COMMITMENTS AND CONTINGENCIES
Commitments for each of the next five years and thereafter are as follows:
As at December 31, 2021
| Less than 1 year |
| 1–3 years |
| 4–5 years |
| More than 5 years |
| Total | ||||||
Gas, electricity and non-commodity contracts | $ | | $ | | $ | | $ | | $ | |
(a) Surety bonds and letters of credit
Pursuant to separate arrangements with several bond agencies, Just Energy has issued surety bonds to various counterparties including states, regulatory bodies, utilities and various other surety bond holders in return for a fee and/or meeting certain collateral posting requirements. Such surety bond postings are required in order to operate in certain states or markets. Total surety bonds issued as at December 31, 2021 amounted to $
27
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
As at December 31, 2021, Just Energy had total letters of credit outstanding in the amount of $
(b) Legal proceedings
Just Energy and its subsidiaries are party to a number of legal proceedings. Other than as set out below, Just Energy believes that each proceeding constitutes legal matters that are incidental to the business conducted by Just Energy and that the ultimate disposition of the proceedings will not have a material adverse effect on its consolidated earnings, cash flows or financial position.
On March 9, 2021, Just Energy filed for and received creditor protection pursuant to the Court Order under the CCAA and similar protection under Chapter 15 of the Bankruptcy Code in the United States in connection with the Weather Event. On September 15, 2021, the Ontario Court approved the Company’s request to establish a claims process to identify and determine claims against the Company and its subsidiaries that are subject to the ongoing CCAA Proceedings (the “Claims Procedure Order”). As part of the CCAA Proceedings and in accordance with the Claims Procedure Order, Just Energy continues to review and determine which claims will be allowed, modified or disallowed, which may result in additional liabilities subject to compromise that are not currently reflected in the Interim Condensed Financial Statements. Currently, the total claims filed against Just Energy and its subsidiaries pursuant to the Claims Procedure Order are in excess of $
On July 23, 2019, Just Energy announced that, as part of its Strategic Review process, management identified customer enrolment and non-payment issues, primarily in Texas. In response to this announcement, and in some cases in response to this and other subsequent related announcements, putative class action lawsuits were filed in the United States District Court for the Southern District of New York, in the United States District Court for the Southern District of Texas and in the Ontario Court, on behalf of investors that purchased Just Energy Group Inc. securities during various periods, ranging from November 9, 2017 through August 19, 2019. The U.S. lawsuits have been consolidated in the United States District Court for the Southern District of Texas with one lead plaintiff and the Ontario lawsuits have been consolidated with one lead plaintiff. The U.S. lawsuit seeks damages allegedly arising from violations of the United States Securities Exchange Act. The Ontario lawsuit seeks damages allegedly arising from violations of Canadian securities legislation and of common law. The Ontario lawsuit was subsequently amended to, among other things, extend the period to July 7, 2020. On September 2, 2020, pursuant to Just Energy’s plan of arrangement, the Superior Court of Justice (Ontario) ordered that all existing equity class action claimants shall be irrevocably and forever limited solely to recovery from the proceeds of the insurance policies payable on behalf of Just Energy or its directors and officers in respect of any such existing equity class action claims, and such existing equity class action claimants shall have no right to, and shall not, directly or indirectly, make any claim or seek any recoveries from any of the released parties or any of their respective current or former officers and directors in respect of any existing equity class action claims, other than enforcing their rights to be paid by the applicable insurer(s) from the proceeds of the applicable insurance policies. Pursuant to the CCAA Proceedings, these proceedings have been stayed. Just Energy denies the allegations and will vigorously defend against these claims if they proceed.
On November 12, 2021, Just Energy, along with its affiliates Just Energy Texas LP, Fulcrum Retail Energy LLC, and Hudson Energy Services LLC (the “Just Energy Parties”), initiated a lawsuit (the “Lawsuit”) against ERCOT and the PUCT in the United States Bankruptcy Court for the Southern District of Texas (the “Texas
28
JUST ENERGY GROUP INC.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited in thousands of Canadian dollars, except where indicated and per share amounts)
Bankruptcy Court”). The Lawsuit seeks to recover payments that were made by the Just Energy Parties to ERCOT for certain invoices relating to the Weather Event. On February 2, 2022, the Texas Bankruptcy Court dismissed the Lawsuit against the PUCT and two of the Just Energy Parties’
29