MANASSAS, VA, Dec. 1 /CNW/ - Catch the Wind Ltd. (TSX-V: CTW), providers of feed-forward, intelligent turbine performance improvement systems that deliver increased energy output and reduced equipment stress loads for utility scale wind turbine generators, today announced that it has filed the following material contracts on SEDAR:
- Licensing Agreement dated September 3, 2008 between Catch the Wind, Inc. ("CTW Inc.") ( a wholly-owned subsidiary of the Company) and Optical Air Data Systems LLC ("OADS") (filed on September 13, 2010);
- Services Agreement dated September 3, 2008 between CTW Inc. and OADS (filed on September 13, 2010);
- Aircraft Security Agreement dated September 21, 2009 between Falcon Fifty LLC ("Falcon Fifty") (a subsidiary of the Company) and VFS Financing, Inc. ("VFS") (filed on November 30, 2010); and
- Promissory Note dated September 21, 2009 issued by Falcon Fifty in favour of VFS (filed on November 30, 2010).
The principal terms of the Licensing Agreement and the Services Agreement are summarized in the Company's annual information form filed on July 13, 2010 (the "AIF"), which is available on SEDAR. In addition, on November 24, 2010 the Company entered into a First Amendment to the Services Agreement with OADS, which was filed on SEDAR on November 25, 2010 and is summarized in the Company's financial statements and MD&A for and in respect of the third quarter of 2010, and in a press release of the Company issued on November 29, 2010. The principal terms of the Aircraft Security Agreement and the Promissory Note are summarized below. The Aircraft Security Agreement and the Promissory Note were entered into in connection with the purchase by Falcon Fifty of an aircraft in order to improve the efficiency of the Company's business operations and accelerate its business plan. Further information regarding this acquisition is available in a press release of the Company issued on September 22, 2009, which is available on SEDAR, and other continuous disclosure documents filed by the Company, including its annual audited financial statements and associated management's discussion and analysis filed on April 12, 2010 and the AIF.
On September 21, 2009 Falcon Fifty entered into an aircraft security agreement in connection with the purchase of the aircraft whereby it granted to VFS Financing, Inc. a security interest in the Falcon 50 aircraft to assure payment and performance on any and all debts, obligations and liabilities to VFS Financing, Inc., including those arising under the September 21, 2009 promissory note executed to VFS Financing, Inc. (as summarized below). Among other terms, Falcon Fifty is required to ensure that the aircraft will be operated, maintained, repaired and stored properly, carefully and in compliance with all applicable regulations, and Falcon Fifty agreed not to lease or charter the aircraft without the written consent of VFS Financing, Inc.
On September 21, 2009, Falcon Fifty executed a promissory note in favor of VFS Financing, Inc. in connection with the purchase of the aircraft. The ten-year note is in the amount of $4,600,000 and bears a fixed interest rate of 7.17% per annum. The note is payable in one hundred and twenty consecutive monthly installments of $40,649.40 commencing November 1, 2009, with a balloon payment of $2,300,000 due with the final installment on November 1, 2019. Falcon Fifty can prepay in full, but not in part, all amounts outstanding before they are due on any installment date upon at least 30 days prior written notice to VFS Financing, Inc. Falcon Fifty is subject to a prepayment fee of up to 3% of the original principal balance, depending on the timing of the prepayment, for a prepayment made within the first two years of the date of the promissory note. The promissory note also provides terms whereby Falcon Fifty can make partial prepayments, on not more than one occasion per year, subject to a prorated portion of any prepayment fee that would be due on a prepayment in full.
The Licensing Agreement and the Services Agreement have been filed to remedy the inadvertent non-filing of these documents at the time they were entered into. The Aircraft Security Agreement and the Promissory Note have been filed as a result of the board's re-consideration of these documents as material contracts of the Company, thereby necessitating their filing.
About Catch the Wind Ltd.
Catch the Wind Ltd. is a high-growth technology company headquartered in Manassas, Virginia. The company was founded in 2008 to develop and manufacture the Vindicator® laser wind sensor.
Catch the Wind serves the commercial market sector for laser based wind sensor systems, recognized as the "gold standard" in wind measurement. The company is focused on becoming a major contributor in making clean, renewable wind energy more affordable and profitable. For more information, visit www.catchthewindinc.com.
This news release includes certain forward-looking statements within the meaning of Canadian securities laws. Forward-looking statements involve risks, uncertainties and other factors that could cause actual results, performance, prospects and opportunities to differ materially from those expressed in such forward-looking statements. Forward-looking statements in this news release, include, but are not limited to, economic performance and future plans and objectives of Catch the Wind. Any number of important factors could cause actual results to differ materially from these forward-looking statements as well as future results. Although Catch the Wind believes that the assumptions and factors used in making the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed timeframes or at all. Catch the Wind disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
Neither 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.
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