The Glen Dhu Project is anticipated to be the largest wind farm in Nova Scotia, and is presently on track to begin commissioning turbines in December 2010 and to be fully operational by March, 2011. The Glen Dhu Project will consist of 27 ENERCON E-82 2.3 MW wind turbines.
The total amount of the Debt Financing is approximately CDN $114,522,510, and the closing of Debt Financing is subject to meeting certain conditions precedent.
The Debt Financing includes approximately CDN$107,000,000 in construction financing for the Glen Dhu Project, which converts to a term loan with an 18 year term, subject to the provisions of the credit agreement.
This loan has a floating interest rate based on the CDOR rate, and an interest rate swap for hedging purposes. The lenders under the Debt Financing are the Spanish Bank Banco Bilbao Vizcaya Argentaria, S.A. ("BBVA") and Instituto de Credito Oficial ("ICO"), a state-owned corporate entity attached to the Ministry of Economy and Finance of the Spanish Government. In addition, as part of the Debt Financing, BBVA and ICO are providing a CDN$1,552,500 letter of credit for security pursuant to Glen Dhu LP’s power purchase agreement with Nova Scotia Power Inc. BBVA is also providing a letter of credit in the amount of approximately CDN$5,970,010 for debt reserve.
"We are very pleased to sign the credit agreement for the Glen Dhu Wind Project with BBVA and ICO," said Mike Magnus, President and CEO of Shear Wind. "Completing this financing, in addition to our equity contributions, will ensure that the Glen Dhu Project is fully financed. This is an important milestone in building what is expected to be Nova Scotia’s largest wind farm and which is a major construction project in the Province this year." Mr. Magnus added, "Environmental and engineering work is complete, financing is in place, roads and foundations are being built, wind turbines are ordered and being delivered and Nova Scotians are working on-site. These are very exciting times for our Company."
Shear Wind owns approximately 51% of the limited partnership units (the "Units") of Glen Dhu LP, and Genera Avante Holdings Canada Inc. ("GAHC") owns the approximately 49% of the Units of Glen Dhu LP. In addition, GAHC owns approximately 62% of Shear Wind on a fully diluted basis, following its investment in Shear Wind in November 2009. GAHC is owned by Inveravante Inversiones Universales, S.L. ("Inveravante"), an international corporation based in Spain. The credit facilities forming the Debt Financing will be secured by a first priority lien on substantially all of the assets of Glen Dhu LP, including all of the Units owned by Shear Wind and GAHC in Glen Dhu LP and all of the outstanding shares owned by Shear Wind and GAHC in Glen Dhu Wind Energy Inc., the general partner of Glen Dhu LP.
"The experience gained in the development, financing, construction and commissioning process of the Glen Dhu project will serve as the executional foundation to strategically develop Shear Wind’s portfolio of projects in Canada. Our focus now turns to building out our 100MW Willowridge project in Alberta. Shear Wind is also engaged in preparations towards a Request for Proposal (RFP) for a portion or all of an offering of 175 MW of wind generation in Saskatchewan, said Mike Magnus. "Our strategic plan is to continue to grow Shear Wind and provide value to the shareholders."
In addition to the Debt Financing, Inveravante will be providing a CDN$2,100,000 subordinated loan (the "Subordinated Loan") to Glen Dhu LP. The Subordinated Loan will be unsecured, postponed and subordinate to the Debt Financing, subject to certain permitted payments that will be paid in priority to any distributions by Glen Dhu LP to Shear Wind or GAHC as limited partners, as set out in a Subordinated Loan agreement.
Founded in 2005, Shear Wind is headquartered in Halifax, Nova Scotia and is engaged in the exploration and development of renewable wind energy properties in Canada. Shear Wind is focused on building a strong company based on a secure and sustainable supply of clean wind energy. Shear Wind is committed to building shareholder value governed by environmental stewardship. Inveravante Inversiones Universales, S.L., an international corporation based in Spain, indirectly owns 62% of Shear Wind on a fully-diluted basis through Genera Avante Holdings Canada Inc., following its investment in Shear Wind in November 2009.