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China Wind Power International Corp. Completes $27.3 Million Financing and Amalgamation with Berkshire Griffin Inc.
Tuesday, August 04, 2009 7:00 AM


TORONTO, Aug. 4 /CNW/ - China Wind Power International Corp. ("China Wind" or the "Company"), a wind energy company that develops and operates wind farms in Heilongjiang Province, China, is pleased to announce that it has successfully completed a private placement financing for gross proceeds of $27.3 million, and completed its amalgamation with Berkshire Griffin Inc. ("Berkshire"). The transactions are part of a reverse-takeover with Berkshire (the "RTO"). Additional information relating to the RTO and the Company can be found in the management information circular of Berkshire dated May 29, 2009, as supplemented or amended by this press release. Shareholders of Berkshire approved the amalgamation at its shareholder meeting held on July 8, 2009.

China Wind will apply the net proceeds of the financing to continue construction at its first two wind farms, representing aggregate capacity of 98.5MW.

Prior to the completion of the financing and the amalgamation, the Company completed a reorganization. As a result of the reorganization, the Company acquired a 100% interest in Daqing Longjiang Wind Power Technology Co., Ltd. ("Longjiang WFOE") which has entered into certain contractual arrangements with Daqing Longjiang Wind Power Co. Ltd. ("Longjiang") and Longjiang's equityholders. Longjiang is a Chinese wind farm developer based in Heilongjiang Province, China. These contractual arrangements allow the Company to effectively govern and administer the business operations and affairs of Longjiang, including entitlements to the economic benefits therefrom. As a result of these contractual arrangements, the Company is considered the primary beneficiary of Longjiang and will consolidate Longjiang's results of operations in its financial statements.

The financing resulted in the issuance of 27,319,158 common shares of the Company (the "Shares") at $1.00 per Share, resulting in aggregate gross proceeds of $27,319,158. The financing was led by GMP Securities L.P. and included CIBC World Markets Inc., Canaccord Capital Corporation, Dundee Securities Corporation and Research Capital Corporation (collectively, the "Agents"). The Ruihao Trust, the controlling shareholder of the Company, subscribed for 13,319,158 Shares. The bulk of the proceeds of the financing were directed to be paid to the majority shareholder of Longjiang, to be contributed as equity into Longjiang on the Company's behalf. In connection with the financing, the Agents received a cash commission of $360,000 and broker warrants exercisable for 360,000 Shares at an exercise price of $1.00 per Share for a period of two years.

The Company also completed its amalgamation with Berkshire, pursuant to which every 16.51 issued common shares of Berkshire were exchanged for one common share of the amalgamated corporation, and every one common share of the Company was exchanged for one common share of the amalgamated corporation.



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