The Company held a Special Meeting of Shareholders on May 16, 2014 to consider, discuss and ratify the Kinskuch sale agreement, as outlined in the April 24, 2014 Information Circular.
Highlights of the agreement include:
1) Syntaris transfers Kinskuch to complete permitting, develop and build out.
2) Closing fees;
3) Milestone fees;
4) Development fees; and
5) Royalties of 1.5% of gross revenue projected over 40 years.
As a result, the Company may receive payments of: (i) aggregate milestone payments after the Closing Date of up to $670,000 upon achievement of such milestones; (iii) an estimated capacity payment of $3,750,000 after commencement of construction of the Project (assuming Project capacity of 50 MW); and (iv) royalty payments of 1 to 1.5% of Gross Revenues for a period of 40 years following the commercial operation date.
The projected potential cumulative amount of proceeds from this transaction would be realized over 40 years. There are currently 40,330,374 shares outstanding in the Company.
Management felt that this is a fair price for the Kinskuch asset in today’s market. As well, management also believes that based on the IPP environment that has developed over the past 3 to 5 years, this transaction is the best path forward to realize the value of this asset.
We would like to thank all shareholders who participated in voting either by proxy or in person and are pleased to provide the results of the voting.
First, 11,521,325 shares were voted in person and 4,320,423 shares were voted by proxy. That represents 39.3% of the 40,330,387 outstanding shares.
The results of the voting were:
1) Sale of Kinskuch approved (99.6% in favor).
2) Ratifying the 2010 to 2012 auditors (99.9% in favor).
3) Ratifying the 2010 to 2013 directors (99.9% in favor).
4) Appointment of 2013 Auditors at the Directors discretion (99.9% in favor).
5) The proposed Directors: David Kiess, Greg Burnett, Stephen Kukucha, Robert Fraser, and Bill Grossholz were elected (99.9% in favor).
We are pleased to announce that we closed the Kinskuch sale agreement on June 9, 2014 and are now in the process of planning the immediate and long term plans for the Company. We will do our best to detail and explain the plans in the coming month.
If you have moved, please let Computershare, our Transfer Agent, know so they can update our shareholder records. You can contact Evelyn Hsu by email at Evelyn.Hsu@computershare.com or Bill Grossholz will be happy to coordinate that for you by email at BGrossholz@syntaris.com . If you change your email address, or know someone who would like to be added to our email list, please email Bill Grossholz. Thank you for your continued support as shareholders and we look forward to providing more updates to you moving forward.
Further information can be obtained at any time by calling Bob Fraser at 604-727-6959.