TORONTO, July 3, 2013 /CNW/ - Sprott Power Consulting Limited Partnership ("Sprott LP") has today filed an early warning report updating certain information
in a previously filed report with respect to its holdings of Renewable
Energy Developers Inc. (formerly Sprott Power Corp.) (the "Issuer"). Pursuant to a transition agreement entered into between Sprott LP
and the Issuer dated February 10, 2013 (the "Transition Agreement") and a settlement agreement entered into between Sprott LP, the
Issuer, SP Operating Limited Partnership, SP Development Limited
Partnership and Sprott Power Consulting GP Inc. dated July 3, 2013 (the
"Settlement Agreement", together with the Transition Agreement, the "Agreements"), Sprott LP expects to acquire ownership of up to 6,977,555 common
shares (the "Acquired Shares") of the Issuer on July 31, 2013 (the "Termination Date"). The Acquired Shares will be issued from treasury, and following the
acquisition are expected to represent up to approximately 9.28% of the
Issuer's currently outstanding common shares ("Issuer Shares").
The early warning report referred to in this press release has been
filed to reflect the addition of certain information that has arisen
since the filing by Sprott LP on June 3, 2013 of a previous early
warning report regarding the Acquired Shares. The additional
information relates to the entering into of the Settlement Agreement
and voting support agreements entered into by Capstone Infrastructure
Corporation ("Capstone") with Sprott LP and certain of its joint actors. These agreements are
more fully described in the early warning report referred to in this
In addition, Sprott Flow Through 2012 LP (and its manager, Sprott Asset
Management LP), Exploration Capital Partner 2000 LP (and its manager
Resource Capital Investments Corp.), Eric Sprott, Kevin Bambrough,
Peter Grosskopf, Sprott Consulting LP, Arthur Einav, Sprott Global
Resource Investments, Ltd., Sprott Asset Management USA Inc., Martin
Lim, Donald Bartlett, Hugh Campbell, Kevin Gilbride, Stephen Yuzpe and
Michael Neylan (collectively, the "Sprott Entities") may be considered joint actors with Sprott LP in connection with its
investment in the Issuer. After giving effect to the acquisition,
Sprott LP and the Sprott Entities will own, or exercise control or
direction over, an aggregate of up to 11,958,626 Issuer Shares,
warrants (the "Issuer Warrants") exercisable for an aggregate of 780,221 Issuer Shares and options
(the "Issuer Options") exercisable for an aggregate of 644,427 Issuer Shares, as of the
Termination Date. Based on the number of currently outstanding Issuer
Shares (as reported by the Issuer) and assuming the issuance of the
Acquired Shares, the exercise of the Issuer Warrants and the exercise
of the Issuer Options, Sprott LP and the Sprott Entities together will
own or exercise control or direction over up to approximately 17.47% of
the outstanding Issuer Shares.
The Acquired Shares will be issued by the Issuer in satisfaction of a
$7,326,433 payment owing to Sprott LP under the Transition Agreement,
as confirmed by the Settlement Agreement. The Agreements provide that
each Acquired Share is valued at the greater of $1.05 and the 20 day
volume weighted average trading price of the Issuer Shares as at the
Termination Date. Sprott LP's anticipated acquisition of up to
6,977,555 Issuer Shares assumes that these shares will be issued at a
minimum value of $1.05 each.
Sprott LP will acquire the Acquired Shares in accordance with the
Agreements in consideration for the Class B units Sprott LP holds of SP
Operating Limited Partnership and SP Development Limited Partnership.
The securities described therein are held for investment purposes.
Depending on market and other conditions, Sprott LP may from time to
time in the future increase or decrease its ownership, control or
direction over such securities or other securities of the Issuer,
through market transactions, private agreements or otherwise.
The issuance of this press release is not an admission that an entity
named herein owns or controls any securities described herein or is a
joint actor with another entity named in the early warning report
referred to in this press release.
SOURCE: Sprott Power Consulting Limited Partnership
For further information:
To obtain a copy of the early warning report referred to in this press release, please contact: Glen Williams, (416) 943-4394,200 Bay Street, Suite 2700, PO Box 27, Toronto, Ontario M5J 2J1 at Sprott LP.