Brookfield Renewable Increases Offer for Shares of Western Wind
$2.60 All-Cash Offer Expires on Monday, February 11, 2013 at 5:00
- Brookfield Renewable's best and final offer
- Shareholders holding approximately 22% of the Western Wind common
shares held by independent shareholders have entered into lock-up
agreements or have advised they will tender
- Significant premium to Western Wind's closing prices prior to the
announcements of its sale process and Brookfield Renewable's initial
investment in Western Wind
- Offer not subject to due diligence or financing conditions
HAMILTON, BERMUDA -- (Marketwire) -- 01/28/13 --
All amounts in Canadian dollars unless otherwise indicated
Brookfield Renewable Energy Partners L.P. (TSX:BEP.UN) ("Brookfield
Renewable") and WWE Equity Holdings Inc. (the "Offeror") today
announced that the Offeror has increased its all-cash offer (the
"Offer") to acquire the common shares of Western Wind Energy Corp.
("Western Wind" or the "Company") to $2.60 per share and has extended
the expiry time of the Offer to 5:00 p.m. (EST) on February 11, 2013.
This is Brookfield Renewable's best and final offer. As stated in its
prior releases, Brookfield Renewable will not have any further
discussions with the Company regarding an alternative transaction.
Shareholders holding 9,031,300 common shares of Western Wind (the
"Locked-up Shareholders"), or 15.27% of the common shares held by
independent shareholders, have entered into lock-up agreements with
the Offeror. The Locked-up Shareholders have agreed to tender their
shares to the Offer unless another offer is made for consideration of
5% more than the price under the Offer. In addition, Brookfield
Renewable has been advised that an additional 3,971,713 common shares
of Western Wind, representing approximately 6.7% of the common shares
held by independent shareholders, will also be tendered to the Offer.
The $2.60 per share offer price represents attractive consideration
and a significant premium of 118% to the $1.19 per common share
closing price of the common shares on the TSXV on July 27, 2012 (the
last trading day prior to Western Wind's announcement of its sale
process) and 24% to the $2.09 per common share closing price of the
common shares on the TSXV on August 28, 2012 (the last trading day
prior to Brookfield Renewable's announcement of its initial
investment in Western Wind).
It is a condition of the Offer that 50% of common shares held by
shareholders independent of Brookfield Renewable are tendered to the
Offer. If this minimum tender condition is not satisfied by the
expiry time of the Offer, no common shares will be acquired by
Brookfield Renewable. Based on the number of common shares held by
the Locked-Up Shareholders and the number of common shares held by
other shareholders who Brookfield Renewable has been advised will
tender to the Offer, the Offer already has support from approximately
44% of the common shares required to satisfy the minimum tender
Response to Western Wind Request for OSC Hearing
Brookfield Renewable wishes to respond to Western Wind's news release
issued on January 27, 2013 announcing it has made a formal
application to the Ontario Securities Commission (the "OSC")
requesting that the OSC make orders requiring that the Offeror and
Brookfield Renewable prepare and disclose a formal valuation.
Brookfield Renewable is of the view that the purpose and timing of
the application is tactical - part of Western Wind's continuing
strategy to frustrate the Offer and prevent the sale of Western Wind.
While Brookfield Renewable owns more than 10% of the common shares of
Western Wind, it is an outsider in all material respects. Brookfield
Renewable has received less information on Western Wind than the
potential buyers in the sale process, and Brookfield Renewable has
never been provided with access to Western Wind's sale process data
room. Brookfield Renewable believes that it has correctly relied on
the exemption to provide a formal valuation. If Western Wind believed
in the necessity of a formal valuation or fairness opinion, or that
the Offer was inadequate, it would have included a formal valuation
or fairness opinion in one of its three directors' circulars.
If there is an OSC hearing, Brookfield Renewable will vigorously
defend its position.
How to Tender Shares to the Offer
Western Wind shareholders are urged to tender their shares to the
increased offer before it expires at 5:00 p.m. (EST) on February 11,
2013 (unless it is further extended or withdrawn) by following the
instructions provided in the Offeror's take-over bid circular dated
November 26, 2012, which has been filed on SEDAR.
A notice of variation and extension of the existing offer is expected
to be mailed to security holders of Western Wind shortly.
For further information on the Offer, please contact CST Phoenix
Advisors, Brookfield Renewable's information agent for the Offer, by
toll free phone at 1-800-336-5159 or by email at
Brookfield Renewable Energy Partners (TSX:BEP.UN) operates one of the
largest publicly-traded, pure-play renewable power platforms
globally. Its portfolio is primarily hydroelectric and totals
approximately 5,300 megawatts of installed capacity. Diversified
across 69 river systems and 11 power markets in the United States,
Canada and Brazil, the portfolio generates enough electricity from
renewable resources to power more than two million homes on average
each year. With a virtually fully-contracted portfolio of
high-quality assets and strong growth prospects, the business is
positioned to generate stable, long-term cash flows supporting
regular and growing cash distributions to shareholders. For more
information, please visit www.brookfieldrenewable.com.
Investor Contact: Brookfield Renewable Energy Partners
Director, Investor Relations
Media Contact: Brookfield Renewable Energy Partners
SVP, Communications and Media
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