Press release from Business Wire
Savitr Capital Comments on Report from Glass Lewis
Wednesday, September 12, 2012
TORONTO (Business Wire) -- Savitr Capital, LLC (“Savitr”), a significant shareholder of Western Wind Energy Corp. (TSX Venture Exchange: WND) (OTCQX: WNDEF) (“Western Wind” or “the Company”), today responded to the report issued by Glass, Lewis & Co., LLC (“Glass Lewis”) regarding Savitr's proposal to elect five new independent Board nominees (the “Savitr Nominees”) at the annual general meeting of shareholders to be held on September 25, 2012.
In its conclusion Glass Lewis stated*:
“[we] believe the Dissident has raised several notable concerns regarding the motivation of the board and management to pursue a sale of the Company, including unwillingness to engage with an apparently well qualified buyer in late 2011 and failure to provide updates regarding a review of strategic alternatives that begin in the fall of 2011. Further, we have number of outstanding concerns regarding corporate governance at the Company, including issues with independence and conflicts of interest that are also cited by the Dissident.”
Andrew Midler, Managing Member of Savitr, said, “In its analysis Glass Lewis clearly acknowledges the governance and management oversight problems that have led to significant value destruction at Western Wind under Jeff Ciachurski. Unfortunately, they put unfounded faith in a conflicted board that lacks the needed experience and independence to represent shareholders' best interests. Western Wind shareholders deserve better and immediate action must be taken to ensure a legitimate sale process. Our five highly qualified, experienced and independent director nominees are squarely focused on maximizing value for all shareholders. We urge shareholders to vote on their green proxy for a new, independent board today.”
Other notable analysis from the Glass Lewis report includes*:
- “We believe the Dissident has raised several valid points that draw into question the existing board's willingness to pursue a sale transaction. Notably, the existing board declined to engage Algonquin Power & Utilities Corp. after that party offered to acquire the Company in October 2011 for a purchase price that represented a premium of approximately 88.0% to the unaffected closing price of WWEC shares at that time.
- “In addition, the Dissident notes that the board failed to provide any updates regarding a strategic review process it began in the fall of 2011.”
- “To the best of our knowledge, the Company has not disclosed the director attendance records for the board and committee meetings held during the past fiscal year. We believe attendance at board and committee meetings is a vital element of a director's performance and that companies have a responsibility to disclose this information to its shareholders.”
- Nominee CIACHURSKI is president and CEO of the Company. Mr. Ciachurski is a member of the compensation committee, which we believe should consist of a majority of independent directors, with no insiders.
Savitr urges its fellow shareholders to vote their GREEN form of proxy to elect Savitr's highly qualified nominees – C. Winston Bennett, Andrew R. Midler, George Smitherman, William (Bill) R. Tharp, and Rita Theil – to Western Wind Energy's Board of Directors. The Savitr Nominees will ensure a credible sale process that will maximize shareholder value.
Savitr encourages shareholders to carefully review it proxy circular and other materials and vote only their GREEN proxy by no later than September 20, 2012 at 5:00 p.m. (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).
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).
* Permission to quote from the Glass Lewis report was neither sought nor obtained.
Sard Verbinnen & Co
Dan Gagnier, 212-687-8080