Business & Finance
Fri, September 14, 2012
TORONTO--([ BUSINESS WIRE ])--Savitr Capital, LLC (aSavitra), a significant shareholder of Western Wind Energy Corp. (TSX Venture Exchange: WND) (OTCQX: WNDEF) (aWestern Winda or athe Companya), today sent a letter to Western Wind shareholders responding to a barrage of misleading statements made recently by the Company, highlighting the value destruction under CEO Jeff Ciachurskias leadership and the lack of skills present on the current board of directors to successfully maximize value for all shareholders.
Savitr encourages shareholders to carefully review its letters, Proxy Circular and other materials and vote only their GREEN proxy by no later than September 20, 2012 at 5:00 pm (Vancouver Time), in advance of the proxy voting deadline.
Voting Instructions: If you have any questions and/or need assistance in voting your shares, please call Kingsdale Shareholder Services at 1-866-229-8166 or 1-416-867-2272 (collect calls accepted).
The full text of the letter follows:
Dear Fellow Shareholders:
Savitr is writing to you to dispel the misleading letter that Western Wind recently sent you. Through a laundry list of baseless attacks and desperate maneuvering, Western Windas Board and management are once again clouding the issues for their own gain.
Our campaign for change is purely about maximizing shareholder value. The current Board and management of Western Wind have had their chance to create value for shareholdersaand they failed. The Company is now scrambling to save face and has created illusory arguments to distract you. This letter, like all of the materials that we have sent to shareholders, is being sent as dissident communications. All of our materials are clearly marked and Western Wind's suggestions otherwise are plainly tactical. It appears that Western Wind is desperately seeking ways to try and disenfranchise shareholders.
WE URGE YOU TO STAY FOCUSED ON THE FACTS
All parties agree that a sale of the Company is the best course of action for Western Wind shareholders. But with a deplorable track-record of creating value for shareholders, it is imperative that a new board of directors is installed to oversee a credible sale process that has the best chance of success for both completion and the maximization of shareholder value. The current Board and management are claiming to have a magical advantage in leading a sale process. Where were these skills over the past few years when the Company made similar promises and failed to follow through?
Consider the facts:
WESTERN WINDaS HISTORY OF EMPTY PROMISES
- In March 2011, Western Wind announced the hiring of Rabobank to arrange financing for the Windstar wind project and the Yabucoa solar project. This was the last we heard about that initiative.
- In October 2011, the Company rebuffed Algonquin Power & Utilities Corp. after it showed interest in acquiring Western Wind.
- In November 2011, when asked about the Algonquin offer, Jeff Ciachurski responded that a[head] rather be building wind farms.a (South Asian Post, Nov 8, 2011) Shouldnat his duty to shareholders come first?
- In fall of 2011, the Company engaged financial advisors for a strategic review a"nothing ever came of this.
- In May of 2012, the Company announced a questionable and significantly dilutive acquisition and only withdrew it after negative shareholder response. Reeling from broad criticism, the Company cobbled together a makeshift sale process in July. This haphazard announcement came without the customary disclosure of a financial advisor, details regarding the establishment of a special committee or any other thoughtful plan on how this sale would be completed.
EGREGIOUS COMPENSATION AND POOR CORPORATE GOVERNANCE
CEO Jeff Ciachurskias compensation is out of line, compared to the Companyas peers. Despite Western Windas assertion that such extraordinarily high compensation is okay when it is distributed via stock instead of cash, compensation is compensation. Additionally, Jeff Ciachurski is a member of Western Windas Compensation Committee. Therefore, he sets his own compensation! There is no question that this is a dangerous violation of proper corporate governance standards. Such exploitation is not surprising, though, considering that the Chairman of Western Windas Board of Directors, Michael Boyd, reports to the CEO in his daily job as an executive vice president.
THE SAVITR NOMINEES WILL LEGITIMIZE THE SALE PROCESS
The only update shareholders have received in the supposed 60 days of the company sale process was the engagement of financial advisors on August 10th a" several weeks into the process and after aadvanced discussionsa had already begun. Letas be clear: the only reason that Western Wind announced a rushed, cobbled together sale process was in response to shareholder pressure. Once elected, the Savitr Nominees will run a credible sale process to sell at an optimal price that will maximize the return on investment of all Western Wind shareholders.
THE CURRENT DIRECTORS LACK THE SKILLS NEEDED TO MAXIMIZE VALUE
The current Board consists of:
| Western Wind Director | Western Windas Spin | The Real Story | |||
| Jeffrey Ciachurski | Proud founder of Western Wind | Ciachurski has overseen the destruction of shareholder value at Western Wind. Until the announcement of Savitras proxy solicitation, Western Windas share price had fallen 41% in just under seven months. | |||
| Claus Andrup | Has experience working with public companies | Is a self-employed public relations consultant | |||
| Robert Bryce | Has experience working in public companies | Is severely over-boarded, sitting on a total of eight Boards while also serving as president of Abitex Resources | |||
| Michael Boyd | Western Wind EVP of Business Development | Not independent and, as an employee, is beholden to Jeff Ciachurski | |||
| John Wardlow | Leading member of the motion picture industry | Wardlow has been a stunt performer and stunt double in dozens of movies | |||
SAVITR IS 100% ALIGNED WITH ALL SHAREHOLDERS
As a shareholder just like you, Savitr benefits only from the best sale price. Western Windas current Board and management, on the other hand, have conflicting incentives. The CEOas compensation is tied more closely to the completion of projects than to stock price, and Directors and management are considerably motivated to keep their jobs. Therefore, the interests of Savitr are completely in line with those of all other shareholders.
Savitr encourages shareholders to carefully review its proxy circular and other materials and vote only their GREEN proxy by no later than September 20, 2012 at 5:00 pm, (Vancouver Time), in advance of the proxy voting deadline. If you have any questions and/or need assistance in voting your shares, please call Kingsdale Shareholder Services at 1-866-229-8166 or 1-416-867-2272 (collect calls accepted).
The next failed promise or critical mistake from Western Windas current Board and management will be the most impactful. Donat let their final decision at the helm of your company be the wrong one!The highly qualified, experienced and independent Savitr Nominees are completely dedicated to running a credible sale process that will benefit shareholders of Western Wind equally. The time to act is now. We encourage you to vote for the Savitr Nominees and look forward to your support.
/s/
Andrew R. Midler
Managing Member
Savitr Capital, LLC
About Savitr Capital, LLC
Savitr Capital is an Investment Manager that focuses on investing in renewable and clean energy companies. The firm has a socially responsible approach to investments with a goal of delivering superior risk adjusted return. These financial goals are coupled with a commitment to sustainability and a responsible stewardship by investing in companies poised for leadership in clean and renewable energy. Savitr is a signatory to the United Nations Principles for Responsible Investing (UNPRI) ([ www.unpri.org ]).
