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Geoff Henderson on behalf of
(and with the assistance of) two long-term NWF shareholders
wrote a letter analysing the proposed NWF Repower project,
a joint venture (JV) between NWF and Meridian Energy Limited. On 5.12.2023,
the shareholders of NWF received a
Notice of
Meeting (NoM) and had been invited to vote on this major transaction
resolution. The conclusion of Geoff's detailed analysis is, that:
• For the next 15-20 years, current
shareholders will be better off staying with the existing wind farm.
• The plan for which approval is sought will
lead to premature decommissioning of the Windflow turbines which will
destroy shareholder value.
• Geoff also questions whether NWF does comply
with the Companies Act by trying to authorise this through an ordinary
resolution instead of a special resolution.
Read Geoff's
impressive letter here:
Letter to Directors and Shareholders of NWF
The
letter
contains a table with detailed calculations, which show the returns to NWF
SQ (the current 'Status Quo' shareholders) separated between:
•
The
first 15 years of debt-servicing
• The subsequent years when
the JV can be debt-free.
The supporting Excel worksheet with
this detailed table
is available
here and Geoff wrote:
A further comment has been
received that the debt-servicing should not include principal repayment. I
do not agree with this suggestion. Obviously there are other ways of
interpreting the “long-term 15-year non-recourse project debt finance” than
the simple “table” payments over 15 years. But at some point the bank
principal has to be repaid, so funds will have to be set aside for that at
least. The attached spreadsheet allows a little bit of exploration of this
issue by varying the term of the loan and the percentage of debt finance.
However I would more than welcome the NWF directors detailed explanation of
the effect of debt finance in their financial model.
I have voted against all the
notified resolutions. If you are also an NWF shareholder, I hope you will
join me in doing likewise.
Details on how to cast your
vote should be in an email you would have received from NWF on December 5.
Last day for voting is noon on Monday 18th.
How to
vote ...
You should have received an email
from NWF via
Link Market Services with a direct link to your shareholder
“ExpressLogin”.
You can also attend the
Special Meeting on 20 December 2023 online via
the virtual meeting on
https://meetings.linkgroup.com/agm/NWFSGM23/register,
where you should find a button to vote
once the meeting opens.
Should you require any assistance please do not
hesitate to contact the Link Market Services
office in Auckland (phone 09 375 5998
or email
meetings@linkmarketservices.com).
For detailed information about
Geoff see
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