Western Wind Energy Corp. (WND.V) announced that a decision has
been made by the Board of Directors, in consultation with the CEO,
that effective immediately, the entire Company and all of its
assets will be made available for sale.
Western Wind has had discussions and will receive proposals over
the next 14 days from industry leading M AND A advisory firms and
upon receipt of such proposals, choose, within 10 days, two final M
AND A advisors, who will manage and administer the sale process.
They will also be engaged to provide the necessary fairness
opinions required for regulatory, shareholder and judicial
Western Wind's decision was based on a compromise between the
CEO's plan of building the assets for another two years before
contemplating a sale, and the consistent suffering our shareholders
have endured by unregulated market participants trading the stock
price down to levels that only serve to frustrate and "shake out"
The compromise which favours all of the shareholders, is to
conduct an immediate and thorough sales process that will include
the closing of the following milestones:
1. Financial completion and start of major construction on the
30-MW Yabucoa Project, Puerto Rico. This will add $160 million to
Western Wind's balance sheet to approximately $560 million at time
2. Negotiating the balance of the cash grant proceeds from
3. Completion of the mezzanine loan facility from our senior
lender in the amount of $25 million, which can repay the high cost
To complete the above, allows Western Wind, in the opinion of
the Board, to be sold, subject to market conditions and shareholder
approval, at a level between the October, 2011 Algonquin "bear hug"
bid and the published DAI valuation.
The sales process will take several months to complete. It
requires all of the qualified parties to review the data room,
physically inspect all the properties, both producing and in
development, complete legal due diligence and finalize closing
documents for the winning bidder. During these several months,
Western Wind will complete the above task items and continue to
operate and grow Western Wind by adding cash flow and any accretive
assets that increase the value to the sale price, enabling our
shareholders to maximize value on closing.
The CEO of Western Wind receives a bonus within his Compensation
Agreement that pays out increased amounts of cash on obtaining the
highest share price on the sale. Western Wind emphatically states
that the CEO and Board are highly motivated to achieve the highest
sales price, and are the only parties able to achieve the highest
sale price possible.
During the sale process, the two (2) selected independent M
& A advisory firms will solicit all qualified parties. To
provide a sense of direction, the targeted purchasers will be large
US energy companies, large regulated US electrical utilities and
their non-regulated subsidiaries and integrated US oil and gas
companies that have existing renewable energy production
portfolios. The independent M & A advisory firms will determine
the quickest and most efficient time-line that will include
candidate selection, due diligence review, winning bid
determination, documentation, regulatory, shareholder and judicial
approval. The company anticipates the next 7 reporting periods to
be record setting, therefore the potential purchaser will be
acquiring a company with an existing real-time revenue growth
portfolio. The company is meeting with two large US electric
utilities this week to discuss our assets.
The assets being sold will comprise all of our current four
producing assets, all of the revenues and cash flow from those four
producing assets, the fully funded contingency accounts, the soon
to close Yabucoa Project and its cash flow, its assets and PPA, all
of our extensive landholdings, both fee simple and lease, our
application for the $45 million cash grant for Yabucoa, all of our
advanced stage projects, the Mesa re-power, our extensive
development pipeline and after the Yabucoa close, over $450 million
in tax depreciation.
This compromise will allow Western Wind to maximize its sale
value without the shareholders having to wait any longer.
Western Wind is now trading at $1.62, up 43 cents from Friday's
close. Close to 532,000 shares have changed hands.