VANCOUVER, Aug. 25, 2014 /CNW/ - Finavera Wind Energy Inc. ('Finavera Wind Energy', 'Finavera' or the 'Company') (TSX-V: FVR) is pleased to announce it has signed an agreement on August 22nd, 2014 to acquire 100% of the equity of Solar Alliance of America, Inc., a corporation under the laws of California ('Solar Alliance'), in a transaction valued at $6 million USD. Under the terms of the agreement, Finavera will acquire Solar Alliance for $4 million USD in cash and $2 million USD in stock, based on the volume weighted average 20-day trading price of Finavera following the closing of the transaction, with a floor price of not less than $0.21 per share. This represents a premium of approximately 45% over the Company's previous closing price.
Solar Alliance of America, based in San Diego, California, is a solar sales and marketing firm focused on residential solar installations. In 2013, Solar Alliance had $20.7 million in revenue (unaudited) and was ranked #49 on Inc. magazine's Top 500 list of America's Fastest Growing Private Companies, making it #2 in the San Diego Area and #9 on the list of Top 100 California companies. In 2012, Solar Alliance was rated #45 on the Top 500 list. From its inception in 2009, Solar Alliance has installed approximately 1,350 residential solar systems in southern California.
This transaction represents Finavera's entry into the US residential solar market. Going forward the Company intends to focus its renewable energy development efforts on residential and utility scale solar projects in America. The Company intends to finance this transaction from the approximately $10.5 million cash receivable due from the sale of its Irish wind energy project, which the Company anticipates receiving towards the end Q4 2014, or by way of a bridge financing through the issuance of debt.
Finavera CEO Jason Bak says, "The national residential solar market in America has been growing at 60-70 percent annually due to the dramatic fall in solar panel prices, the rise in electricity rates from traditional utilities and the availability of tax incentives. Over the past four years, the Solar Alliance team has grown their company aggressively and we feel that their skill set and cash flow compliments our renewable energy development experience. This will allow us to jointly scale Solar Alliance over the forthcoming year in order to take advantage of the unprecedented growth in residential distributed solar generation."
Solar Alliance of America President and CEO Artie Rose will join Finavera's Board of Directors on completion of the transaction. Artie has been involved in the solar energy industry since 1983. He began his career in Fresno, California and has held various executive positions over the past 30 years. In 2009, he co-founded Solar Alliance of America, Inc. which has become one of the fastest growing residential solar contractors in the United States. As President and CEO, Artie's vision and marketing skills has earned him recognition as a top senior executive in the industry. He has appeared on hundreds of television programs, various radio programs, has written, starred and co-produced three half hour television programs promoting the benefits of Solar Energy and is a key note speaker at many events. Artie also co-founded the Solar Alliance Foundation, a 501 c-3 charitable organization that gives free solar electric systems to disabled veterans with financial needs. As the Foundation CEO, Artie has helped raise money through corporate donations, charity events and fundraisers.
Artie Rose, President and CEO of Solar Alliance of America says, "We are very excited to join forces with Finavera. Working with their executive team will allow us to expand our marketing to other areas throughout California and the United States. This relationship presents excellent growth potential and will capitalize on a very unique time in the solar industry."
The Company anticipates closing of the transaction within 90 days, subject to due diligence and customary closing conditions including TSX Venture Exchange approval.
Jason Bak, CEO
About Finavera Wind Energy Inc. (www.finavera.com)
Finavera Wind Energy is a company focused on developing renewable energy opportunities. Our mission is to create and operate a diversified portfolio of renewable energy projects while protecting and enhancing the physical and social environment. Finavera has developed over 360MW of wind energy projects and subsequently sold them to utilities or large independent power producers. Finavera is continuing to opportunistically review prospects for growth and the enhancement of shareholder value.
Statements in this news release, other than purely historical information, including statements relating to the Company's future plans and objectives or expected results, constitute Forward-looking statements. The words "would", "will", "expected" and "estimated" or other similar words and phrases are intended to identify forward-looking information. Forward-looking information includes the anticipated completion of the transaction and the related closing timeline and structure. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the Company's actual results, level of activity, performance or achievements to be materially different than those expressed or implied by such forward-looking information. Such factors include, but are not limited to: uncertainties related to the ability to raise sufficient capital, changes in economic conditions or financial markets, results of due diligence investigations, litigation, legislative or other judicial, regulatory and political competitive developments and technological or operational difficulties. Consequently, actual results may vary materially from those described in the forward-looking statements.
Completion of the transaction is subject to a number of conditions, including Exchange acceptance and board approval. There can be no assurance that the transaction will be completed as proposed or at all. Trading in the securities of Finavera Wind Energy should be considered highly speculative.
The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.
SOURCE: Finavera Wind Energy Inc.
For further information: Finavera Wind Energy, Jason Bak, CEO, +1 (604) 288-9051, [email protected]a.com