TSX.V Symbol: "WND"
OTCQX Symbol: "WNDEF"
Issued and Outstanding: 70,656,722
VANCOUVER, Feb. 17, 2013 /CNW/ - Jeff Ciachurski wishes to personally
respond to Tom Konrad's promotional news article dated February 13,
There was a series of phone calls between Jeff Ciachurski, CEO of
Western Wind Energy and Tom Konrad, a contributing writer to Forbes.
After this discussion, Mr. Konrad produced an article titled "Why I'm Accepting Brookfield Offer for $2.60 per Share for Western Wind." In this Article, Mr. Konrad makes a series of naked assertions. To
set the record straight, Mr. Ciachurski is responding to each of Mr.
Konrad's subject paragraphs. We are hopeful that Mr. Konrad will
reproduce, verbatim, this rebuttal from Jeff Ciachurski.
Mr. Konrad's first paragraph is entitled "What Changed My Mind" and in this paragraph Mr. Konrad talks about speaking to fund managers
and Brookfield's head of media relations.
Jeff Ciachurski responds by saying that Brookfield's Head of Media
Relations can only disclose the party line of Brookfield. Brookfield's
CEO or CFO had refused to speak with Tom Konrad. Regarding the hedge
fund managers who spoke with Tom Konrad, most are "event driven" fund
managers who solely purchased stock when the Company was put up for
sale or when they were aware that a sales process was imminent.
Together, these event driven funds constitute approximately 13 million
shares or the vast majority of the parties who have tendered. In fact,
it was these funds that contacted Brookfield and agreed to tender if
the bid was raised to $2.60. These funds became so over-weighted with
our stock in a situation where they had a limited timeline, that there
was no other alternative but to tender.
Mr. Konrad's second paragraph is entitled "The Situation As I Now See It." In this paragraph, Mr. Konrad gives an opinion as to what buyers will
pay; states our lack of intention to sell; declares no value to
Yabucoa; states Western Wind's share price will decline significantly
if the bid expires; states allegations of alienating possible buyers;
and Mr. Konrad's view that he can sway the public to whether or not
Brookfield wins the vote.
"What Buyers Will Pay - Why Not More Than $3"
Mr. Ciachurski replies that Mr. Konrad is unaware that hostile bids for
independent power producers are virtually non-existent. The
best-suited and most efficient purchasers for Western Wind are US
regulated utilities and their non-regulated subsidiaries. Mr. Konrad
fails to understand that executive committees within these utilities
will not bid on a company, simply for a break-up fee and incur the
public disdain within their regulated jurisdiction, of getting into a
hostile bidding war against an insider such as Brookfield, who holds a
below market price share position. Brookfield knows this and the only
hope of Western Wind shareholders getting a better price is by
Brookfield not obtaining the minimum tender and publicly saying it is
walking away. As I have stated to Mr. Konrad several times, this is a
battle between Brookfield and the Western Wind shareholders and not
between Brookfield and Jeff Ciachurski. My job is to give guidance and
if Mr. Konrad feels that his investment advice has overreaching logic
and conclusions, this is another feather in the cap for Brookfield.
"Lack of Intention to Sell - Ciachurski's Compensation"
In this paragraph, Mr. Konrad wrongly states that there will be two
change of control payments. There is only one and that was paid just
before the Company's AGM as a precaution that either Savitr or
Brookfield, if successful, in either the proxy battle or subsequent
hostile bid, would not honor any of the employees' pre-established
change of control payments. It is standard in a hostile environment,
whether by proxy battle or hostile bid, that the non-incumbent winning
party, not honor any employment agreement. This leads to years of
litigation and in the case of the proxy battle, would have led to a
diminished sales price. Mr. Konrad further fails to state that Jeff
Ciachurski is one of the largest shareholders and stands to benefit the
greatest from any increase in value.
"Declares No Value to Yabucoa - Financing Yabucoa"
Jeff says Mr. Konrad turns on its head, the entire basic principles of
project finance. The most efficient cost of capital is bank debt.
Currently, project financed debt is available at LIBOR +2.75 therefore,
the more bank debt on any project, the more superior returns to the
project sponsor. The more equity in a project, the lower the rate of
return. Equity rates of return are much higher than bank debt
therefore, companies that have to sell copious amounts of corporate
equity to meet a project equity requirement, are lowering the project's
total yield. No bank with an "A" rating or better, can simply increase
the interest rate to meet a perceived serious risk of default.
Similar to Windstar and Kingman, the rates we received, were the lowest
rates available, at that particular time, to any party. In the case of
Windstar, where we had an institutional lending group (life insurance
companies), rather than banks, the interest rate is higher because it
is fixed for 21 years and does not have any interest rate hedging
costs, which, at the end of the day, becomes a more stable and
predictable expense, yet at a total costs similar to the bank debt with
swaps. In fact our audited financial statements show we have raised
only $70 Million in total corporate book equity since incorporation.
However we control $430 Million in assets and have a hostile bidder
valuing that total corporate equity at $190 Million. This is a superior
conclusion unmatched by the Yieldco's quoted by Mr. Konrad who do not
trade more than their book share equity value.
"The Stock Will Fall"
Jeff says the statement by Mr. Konrad that the stock price will fall is
contrary to his earlier paragraph where he states that the Company is
worth more than $2.60 per share. However, Mr. Konrad does not clarify
whether he is a "value investor" or a "stock trader." He is certainly
not a pure clean energy investor. This is verified within Mr. Konrad's
February 13th article where he states "Brookfield and Algonquin are the largest pure
play renewable companies in North America." Mr. Konrad claims to own
shares of both. According to Algonquin's financial statements and
website, Algonquin is a significant fossil fuel generator and utility
distributor of fossil fuels. This makes Mr. Konrad not a "pure" clean
energy investor therefore; his recommendation of the stock dropping can
only be that of a view from a short-term stock trader. We cannot
predict what the price of Western Wind will do in the short term but we
do know that Mr. Konrad believes the shares are worth more than $2.60.
Jeff says Western Wind has been public since December 23, 1999 and until
July 30th, 2012, has never agreed to put itself up for sale. There is simply no
history or record of alienating buyers. Algonquin issued a hostile
"bear hug letter" in October of 2011 and Savitr launched a proxy battle
on July 31st, 2012. On November 23, 2012, Brookfield stated its intentions of
launching a hostile bid. For the past 16 months, Western Wind has been
under hostile attempt from two parties, with the Brookfield hostile bid
being proxy war 2.0. We would like to invite Mr. Konrad to offer the
public his version of "How Not to Alienate Hostile Bidders."
"Our Decision Makes a Difference"
Jeff says Mr. Konrad takes pride in the fact that his newsletter may be
able to sway shareholders to tender to the Brookfield bid. He does
that by saying he would rather take $2.60 now than waiting 3-4 months
for an extra 5% - 8%. None of these arguments are supported by fact,
simply Mr. Konrad's desire to cash-out on a share position unknown to
the public. The public is also unaware as to when Mr. Konrad buys or
sells shares, in relationship to his "Buy and Sell" opinion letters.
Such is the field in the unregulated game of newsletter writers. If
Mr. Konrad succeeds in swaying the public opinion to sell at $2.60, he
did so for his own personal gain rather than helping increase the value
of the share price deserving to the Western Wind shareholders.
At the end Mr. Konrad fails to state that under Jeff Ciachurski's
leadership, Western Wind helped create hundreds of high paying true
green energy jobs. Western Wind paid tens of millions in sales taxes,
millions in taxes to the Countries in which it does business and
millions per year in additional land taxes for its assets. Western Wind
was a 35-cent IPO in December 1999 and even at only $2.60, is the green
energy market leader with a Combined Annual Growth Rate on share value
of 20% per year, each and every year since 2000. Asset growth is a
staggering 60% annually since 2000. Virtually every other green energy
company has failed to meet these exceptional targets or simply failed
Shareholder of Western Wind Energy Corp.
Neither the TSX Venture Exchange nor its Regulation Services Provider
(as that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.
CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION
Certain statements contained in this news release may constitute
forward-looking information under applicable Canadian securities
legislation. These statements relate to future events and are
prospective in nature. All statements other than statements of
historical fact may constitute forward-looking statements or contain
forward-looking information. Forward-looking statements are often, but
not always, identified by the use of words such as "may", "will",
"project", "predict", "potential", "plan", "continue", "estimate",
"expect", "targeting", "intend", "could", "might", "seek",
"anticipate", "should", "believe" or variations thereof.
Forward-looking information may relate to management's future outlook
and anticipated events or results and may include statements or
information regarding the future plans or prospects of the Company.
Forward-looking information is based on certain factors and assumptions
regarding, among other things, the outcome of a hearing before the OSC,
if such hearing occurs, the results of a valuation, if obtained by
Brookfield , and the availability of a financially superior offer,.
Several factors could cause actual results to differ materially from
those expressed in the forward-looking statements, including, but not
limited to: the outcome of a hearing before the OSC, if such hearing
occurs, the results of a valuation, if obtained by Brookfield, may not
be as anticipated by the Company, actions taken by Brookfield, actions
taken by the Western Wind Shareholders in relation to the Offer, the
possible effect of the Offer on the Company's business, the outcome of
the Company's previously-announced sale process, and the availability
of value-maximizing alternatives relative to the Offer. Additional
risks and uncertainties can be found in the Company's MD&A for the year
ended December 31, 2011 and the Company's other continuous disclosure
filings which are available at www.sedar.com.
Forward-looking statements and forward-looking information involve known
and unknown risks, uncertainties and other factors that may cause
actual results or events to differ materially from those anticipated.
Forward-looking information is subject to a variety of known and
unknown risks, uncertainties and other factors that could cause actual
events or results to differ from those reflected in the forward-looking
statements including, without limitation: the risk that the outcome of
a hearing before the OSC will not be in the Company's favor, the
results of the valuation, if obtained by Brookfield, will not be as
anticipated by the Company, the progress of Western Wind's sales
process, and, assuming the Company receives an expression of interest
from a prospective purchaser, whether a financially superior offer for
Western Wind emerges, whether the Company is able to successfully
negotiate a prospective sales transaction and whether the conditions of
any proposed transaction, including receipt by the Company of all
necessary approvals, are met.
The Company believes that the expectations reflected in the
forward-looking statements contained in this news release are
reasonable, but no assurance can be given that they will prove to be
correct. Actual results and future events may differ materially from
those anticipated and accordingly forward-looking statements should not
be unduly relied upon. Forward-looking statements contained in this
document speak only as of the date of this news release. Except as
required by applicable law, Western Wind disclaims any obligation to
update any forward-looking information.
SOURCE: Western Wind Energy
For further information:
1326 - 885 WEST GEORGIA STREET
VANCOUVER, BC, V6C 3E8
TELEPHONE: 604.685.WIND (9463)