TSX.V Symbol: "WND"
OTCQX Symbol: "WNDEF"
Issued and Outstanding: 69,820,125
VANCOUVER, Dec. 10, 2012 /CNW/ - Western Wind Energy Corp. - (the "Company" or "Western Wind") (TSX Venture Exchange - "WND")
(OTCQX - "WNDEF") announces that it has mailed its directors' circular
(the "Directors' Circular") in response to the offer (the "Offer") from
WWE Equity Holdings Inc., an indirect subsidiary of Brookfield
Renewable Energy Partners L.P. ("Brookfield Renewable") to Western Wind
shareholders to purchase all of the issued and outstanding shares of
Western Wind (the "Western Wind Shares") for $2.50 per Western Wind
The Directors' Circular contains no recommendation of the Western Wind
board of directors (the "Board of Directors") as to whether Western
Wind shareholders should accept or reject the Offer, but urges
shareholders to TAKE NO ACTION until there is further communication from the Board of Directors in a
supplemental directors' circular, which will be sent to shareholders at
least seven days before the scheduled expiry date of the Offer.
The previously-announced auction process being led by Rothschild
(Canada) Inc. is progressing as planned and as part of that process,
the Board of Directors is currently in discussions with potential
buyers. Some of the initial expressions of interest received imply a
value for the Company significantly greater than that offered by the
Offeror, although there is no guarantee that a superior proposal will
surface. As a result, the Board of Directors does not believe they will
be in a position to make a recommendation with respect to the Offer
until they have concluded discussions with third parties and have
assessed the Offer against any alternative transactions that may result
from those discussions. Though invited, Brookfield Renewable chose not
to participate in the auction process.
While it is impossible to predict whether any offers or transactions
will emerge from discussions with third parties, these discussions
demonstrate that Western Wind and its assets are attractive to other
parties in addition to Brookfield Renewable.
Tendering Western Wind Shares to the Offer before the Board of Directors
and the Special Committee have had an opportunity to fully explore all
available strategic alternatives may preclude the emergence of a
financially superior proposal or an alternative transaction.
The Offer is currently open until January 28, 2013, and there is no need
for Western Wind shareholders to do anything immediately.
Western Wind urges shareholders to TAKE NO ACTION in response to the
Offer at this time and suggests they DO NOT TENDER their Western Wind
Shares to the Offer.
ABOUT WESTERN WIND ENERGY CORP.
Western Wind is a vertically integrated renewable energy production
company that owns and operates wind and solar generation facilities
with 165 net MW of rated capacity in production, in the States of
California and Arizona. Western Wind further owns substantial
development assets for both solar and wind energy in the U.S. The
Company is headquartered in Vancouver, BC and has branch offices in
Scottsdale, Arizona and Tehachapi, California. Western Wind trades on
the TSX Venture Exchange under the symbol "WND", and in the United
States on the OTCQX under the symbol "WNDEF".
The Company owns and operates three wind energy generation facilities in
California, and one fully integrated combined wind and solar energy
generation facility in Arizona. The three operating wind generation
facilities in California are comprised of the 120MW Windstar, the 4.5MW
Windridge facilities in Tehachapi, and the 30MW Mesa wind generation
facility near Palm Springs. The facility in Arizona is the Company's
10.5MW Kingman integrated solar and wind facility. The Company is
further developing wind and solar energy projects in California,
Arizona, and Puerto Rico.
ON BEHALF OF THE BOARD OF DIRECTORS
Jeffrey J. Ciachurski
President & Chief Executive Officer
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
This news release contains certain statements that may be considered
"forward-looking statements, such as references to the intended sale of
Western Wind and its assets. Forward looking statements are statements
that are not historical facts and are generally, but not always,
identified by the words "expects", "plans", "anticipates", "believes",
"intends", "estimates", "projects", "potential" and similar
expressions, or that events or conditions "will", "would", "may",
"could" or "should" occur. The forward-looking statements in this press
release include statements regarding the value of a potential sale of
the Company based on expressions of interest received from auction
participants, alternative sales discussions with third parties and
potential transactions resulting from such discussions. The
forward-looking statements included in this press release are based on
reasonable assumptions, including that the expressions of interest and
discussions with third parties may result in a higher potential sales
price and that the Company will be able to successfully negotiate and
complete a sale with a third party. Factors that may cause results to
vary from anticipations include the risk that the Company may not be
able to successfully negotiate a sale on terms more favourable than
pursuant to the Offer and even if it is able to negotiate such a sale,
that may not be able to satisfy applicable conditions, including
receipt of requisite approvals, or complete the transaction. Although
Western Wind believes the expectations expressed in the forward-looking
statements are based on reasonable assumptions, such statements are not
guarantees of future outcomes and actual results may differ materially
from those contained in forward looking statements. Forward looking
statements are based on the beliefs, estimates and opinions of Western
Wind's management on the date the statements are made. Western Wind
undertakes no obligation to update these forward-looking statements in
the event that management's beliefs, estimates or opinions, or other
factors, should change, except as required by law.
SOURCE: Western Wind Energy
For further information:
Investor Relations Contact:
Tel: (416) 992-7227