Retail Supplier Iron Energy to Undergo Change in Control; Sell 50% Stake

Retail supplier Iron Energy LLC has received FERC approval for a transaction under which 50% of the membership interests in Iron Energy LLC will be transferred to Circle Tree Energy Partners, LLC.

Iron Energy is a retail supplier that provides natural gas and power to residential and commercial retail customers in the State of New York and may expand its activities to other jurisdictions.

Yesterday, Iron Energy applied for licenses as an Illinois retail electric supplier and natural gas supplier (see related story today)

Currently each of Messrs. David Luppino, Chad Gallun, and Michael Elhaj owns or controls a greater than 10% interest in Iron Energy LLC's voting securities, and, together, currently own 100% of the company's voting securities. Luppino, Gallun, and Elhaj previously founded and led Texas retail provider Chain Lakes Power (Simple Power), which sold its ERCOT book to Cirro Energy last year.

Circle Tree's ownership was filed confidentially at FERC, but none of the Circle Tree owners is employed by a public utility (a term which includes competitive suppliers with FERC market-based rate authority), or is an officer or director of a public utility.

Specifically, under the contemplated transaction, the current Iron Energy LLC owners will transfer to Circle Tree 50% of the membership interests in the company, and will transfer the remaining 50% of the membership interests to Iron Energy Holdings, LLC, a Texas limited liability company that is wholly-owned by the current owners.

The transaction will result in a change in control over Iron Energy LLC.

Upon completion of the transaction, the current owners will own, through Holdings, 50% of the interests in Iron Energy LLC and Circle Tree will own directly 50% of the interests in Iron Energy LLC. The transaction will be implemented in accordance with a Joint Venture Participation Agreement that, at the time of a FERC filing early last month, was currently being negotiated.