By VANCOUVER, Canada | NEWS RELEASE —
Finavera Wind Energy has signed a Share Purchase Agreement to acquire 100% of the equity of Solar Alliance of America.
Under the terms of the Agreement, Finavera will acquire Solar Alliance for 11,915,238 shares of the Company and contingent payments of up to $4 million USD in cash comprised of up to four instalments of $1 million USD.
“The residential solar market in America represents a revolution for distributed renewable power generation.” said Finavera CEO Jason Bak. “The market for residential solar power in America is expected to be 100 gigawatts by 2020, which is 100X today’s market. The acquisition of Solar Alliance provides an exciting growth platform for Finavera to capitalize the expansion of this market and the opportunities it will present. We plan to grow Solar Alliance organically throughout California and make further acquisitions in order to become a significant player in the US residential solar market. This expansion will create value for the Company in the near term, with much greater long term potential for shareholders.”
“We are very excited to join forces with Finavera. Working with their executive team will allow us to expand our marketing to other areas throughout California and the United States,” said Artie Rose, President and CEO of Solar Alliance of America. “This relationship presents excellent growth potential and will capitalize on a very unique time in the solar industry.”
The contingent payments are subject to Solar Alliance meeting certain revenue targets during any of the fiscal quarters beginning after the closing date of the agreement and ending on or before December 31, 2017. Contingent payments are due 30 days after the end of any fiscal quarter that triggers such payment. In addition, the contingent payments will be adjusted for certain working capital items and related future cash flows.
As part of the purchase price, the Company will advance $1.2 million USD to Solar Alliance, of which $400,000 USD is an advance to the Vendors to be deducted from the future contingent payments. The balance of the payment will be for working capital and business expansion. The Agreement is subject to TSX Venture Exchange approval and customary closing conditions.
Solar Alliance of America, based in San Diego, California, is a solar sales and marketing firm focused on residential solar installations. In 2013, Solar Alliance had $20.7 million in revenue (unaudited) and was ranked #49 on Inc. magazine’s Top 500 list of America’s Fastest Growing Private Companies, making it #2 in the San Diego Area and #9 on the list of Top 100 California companies. In 2012, Solar Alliance was rated #45 on the Top 500 list. From its inception in 2009, Solar Alliance has installed more than 1,500 residential solar systems in southern California. Solar Alliance President and CEO Artie Rose will join Finavera’s newly formed Advisory Board on completion of the transaction.
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