Windflow investment plan and capital raising approved

NZX and Media Statement
5 December 2013


Windflow investment plan and capital raising approved
The Christchurch wind turbine manufacturer Windflow Technology aims to step up its presence in Britain
where good returns on investment for mid-size wind turbine projects can be achieved. The Company's
shareholders gave approval to Windflow's plans at a special meeting in Christchurch on Wednesday
evening. Four notified resolutions were approved, clearing the way for the Company to proceed with its
investment plans and a capital raising planned for December.
Two of the resolutions concerned plans to borrow further funds to invest in developing UK turbine
projects for long-term ownership.
"The UK remains the best place in the world to own a single 500 kW turbine," Windflow Technology chief
executive Geoff Henderson told shareholders. "Developing turbine projects in the UK is fundamental to
the company's business strategy."
The special meeting approved a special resolution enabling the Windflow Group to invest approximately
£4 million to install four additional Turbines (in up to four new projects) in the UK, taking the total group
investment to as many as seven turbines in the UK.
The meeting also approved an increase in the loan facility provided by the company's major shareholder,
David Iles, by a further £4,000,000 (so that the total loan facility is £7,380,000) to fund the additional
four turbines to be installed in the UK.
Based on previous shareholder approvals, the company has earlier committed to three single turbine
projects in the Orkney Islands, being at Westray (already commissioned), New Holland and Ludenhill.
Three of the additional turbines are planned for Monan Hill on North Harris. The fourth additional
turbine, while its location is yet to be determined, may be the first 50 Hz demonstration of the Class 2A
Windflow 45-500.
The other two resolutions concerned important aspects of the Company's upcoming capital raising
whereby the company will seek to raise $3.4 million this month. Windflow is to provide existing
shareholders with rights to participate in an issue of redeemable convertible preference shares. This
prospectus was registered on November 26 and amended on December 4.
These resolutions were to approve a shortfall placement agreement with Mr Iles, under which he may
purchase up to $2.5 million of the preference shares if the pro-rata rights issue is not fully subscribed,
and to approve possible future allotments of ordinary shares for the purposes of the Takeovers Code.
These shareholder approvals were required because Mr Iles is likely to obtain a material increase in
voting control of the Company, and is likely to hold more than 20% of ordinary shares, if his holdings of
preference shares are converted, during or at the end of their 5 year maturity period, to ordinary shares.
The company will hold its annual meeting at The Phar Lap Room, Riccarton Park, next Wednesday, 11th
December 2013 at 7:30 pm, to be followed at 8:00 pm by the Christchurch public information evening
for the December capital raising. There will also be public information evenings in:

Wellington ­ Thursday 12th December (venue TBA)
Dunedin ­ Tuesday 17th December (venue TBA)
Auckland ­ Wednesday 18th December (venue TBA)

For further information, please contact or:
Geoff Henderson, CEO/Director, +64 3 365 8960

 

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