SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 31, 2018
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Indicate by check mark whether the registrant is an emerging growth company as
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||Entry into a Material Definitive Agreement. |
On January 31, 2018, Avangrid Renewables Holding, Inc.
(ARHI), a subsidiary of Avangrid, Inc. (the Corporation), entered into a purchase agreement (the Purchase Agreement) with CCI U.S. Asset Holdings LLC (Buyer), pursuant to which ARHI has agreed to sell,
and Buyer has agreed to buy, all of the outstanding limited liability company interests in Enstor Energy Services, LLC, which operates the Corporations gas trading business (the Business) and is an indirect wholly-owned subsidiary
of ARHI, for $64,500,444 in cash payable at the closing, subject to working capital, cash, and other adjustments (the Transaction).
Purchase Agreement contains representations, warranties, and covenants customary for a transaction of this nature including covenants relating to the operation of the Business prior to the closing of the Transaction. The closing of the Transaction
is subject to various customary closing conditions. Subject to certain limitations, ARHI, on the one hand, and Buyer, on the other hand, have agreed to indemnify each other for breaches of representations, warranties, and covenants and certain tax
Under the terms of the Purchase Agreement, the Transaction will close on the first business day of the month immediately following the month
during which each of the closing conditions are satisfied or waived, but in no event earlier than March 1, 2018. The Purchase Agreement may be terminated by mutual consent of the parties, and under certain other circumstances including if the
closing of the Transaction has not occurred by April 1, 2018.
The foregoing description is only a summary of the material provisions of the Purchase
Agreement, and the transactions contemplated thereby, and does not purpose to be complete and is qualified in its entirety by reference to such agreement, a copy of which will be filed by the Corporation as an exhibit to its quarterly report on Form
10-Q for the quarterly period ending March 31, 2018.
||Regulation FD Disclosure. |
The Corporation issued a press release on January 31, 2018, regarding
the Transaction. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, is being furnished and, as such, shall not be deemed to be filed for the purposes
of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other
document filed by the Company pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
||Financial Statements and Exhibits. |
||Press Release dated January 31, 2018|
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
/s/ Richard J. Nicholas
||Richard J. Nicholas|
||Senior Vice President Chief Financial Officer|
Dated: January 31, 2018