Shear Wind Inc.

Shear Wind Inc.

April 12, 2007 09:33 ET

Shear Wind Acquires Alberta Wind Power Company

HALIFAX, NOVA SCOTIA and CALGARY, ALBERTA--(CCNMatthews - April 12, 2007) - Mr. Mike Magnus, President & CEO of Shear Wind Inc. ("Shear Wind") (TSX VENTURE:SWX) is pleased to announce that Shear Wind has successfully closed its previously announced purchase of Vindt Resources Inc. ("Vindt") of Calgary, Alberta (the "Amalgamation"). Pursuant to the terms of a three cornered Amalgamation Agreement dated April 3rd, 2007, Vindt amalgamated with Shear Wind's wholly owned subsidiary, 1297091 Alberta Ltd. The amalgamated entity will operate as a wholly owned subsidiary of Shear Wind and will continue with the name "Vindt Resources Inc.". This union is the result of several months of diligent effort to meet conditions of the Amalgamation Agreement (the "Amalgamation Agreement") among Shear Wind, Vindt, and 1297091, including due diligence, TSX Venture Exchange approval, and Vindt shareholder approval. Shear Wind is focused on the rapidly growing wind energy industry, providing clean, green energy to communities and businesses.

All outstanding securities of Vindt were exchanged for Shear Wind securities on the following basis:

(i) 6,810,000 Shear Wind common shares at a deemed issue price of $0.19 per share;

(ii) 1,525,000 Shear Wind warrants exercisable at $0.30 and expiring on June 20th, 2008;

(iii) 427,000 Shear Wind broker warrants exercisable at $0.25 and expiring on June 20th, 2009; and

(iv) 600,000 Shear Wind incentive stock options exercisable at $0.30 and expiring on June 21st, 2011.

In addition, Shear Wind issued 800,000 common shares at a deemed price of $0.19 to Modus Management Group Inc. as compensation under the terms of a management consulting agreement dated April 11th, 2007.

After giving effect to the transaction, Shear Wind will have 42,617,000 common shares, 1,952,000 warrants (including 427,000 broker warrants) and 3,144,000 options (including 134,000 Agent's Options) issued and outstanding. At the closing of the transaction, 2,800,000 Shear Wind common shares issued to current directors, officers, and founders of Vindt will be subject to a voluntary escrow, all of which will be released on April 11th, 2008.

Pursuant to the Amalgamation, effective April 11th, 2007, Tim Bergen, currently a director of Vindt, became a director of Shear Wind and Jane MacKay, currently Vice President of Vindt, became Vice President of Business Development of Shear Wind.

Mr. Bergen, a co-founder of Vindt Resources, has over 20 years of entrepreneurial experience in the mining and manufacturing industries. Mr. Bergen is also currently the Chief Executive Officer of Radar Acquisitions Corp, a publicly traded company on the TSX Venture Exchange.

Ms. Mackay, a co-founder of Vindt Resources, has extensive hands-on experience in company development and operations, and most recently she established Wind Works Energy Corp., a wind farm development company based in Calgary, Alberta. She also has over 15 years of International experience in the mineral resource industry.

Mr. Magnus, President of Shear Wind states "We very excited about all aspects of this deal. The assets of Vindt bring a valuable range of projects in various stages of development in Western Canada, thus giving Shear Wind presence across Canada, and the experienced professionals that Vindt offers complement our strong management and resource development expertise. By acquiring Vindt, Shear Wind will have 100% ownership in Vindt's numerous Western Canadian wind energy developments and will enhance Shear Wind's strong Eastern Canadian portfolio of projects. The purchase represents a key milestone in Shear Wind's renewable energy mission to be among the leading developers of wind energy in North America. In addition to the benefits of combining our assets, Vindt brings an experienced wind resource network in Western Canada and the U.S. which will be a great complement to our project development here in Atlantic Canada."

With the addition of Vindt, Shear Wind's potential wind farm development opportunities will encompass land resources of over 70,000 acres. Meteorological testing using multiple 80 meter and 60 meter test towers, monitored by Phoenix Engineering over 12 month periods, indicate the majority of wind resources having premium measured capacity factor performances of between 38% and 50%. "The Transaction with Vindt serves to strengthen our geographic presence across North America, increasing our portfolio of viable wind rich land resources" states Mr. Magnus.

In addition to the Vindt purchase, Shear Wind is also pleased to be a part of the renewable energy movement in Nova Scotia especially in light of the province's recent announcements to move to a 20% renewable energy goal. These recent announcements have created a favorable climate for development of wind energy, and have provided additional justification and incentive to Shear Wind for continued development in the province. Shear Wind is currently generating wind energy from its projects in Nova Scotia, with plans for additional portfolio expansion. Major wind resource assessment studies by Phoenix Engineering are currently in progress for all Shear Wind projects, and future news releases will disclose results.

Founded in 2005, Shear Wind Inc. is headquartered in Halifax, Nova Scotia. Shear Wind's Management Team encompasses an extensive background of domestic and global business expertise with a strong entrepreneurial acumen. Engaged in the exploration and development of renewable energy in Canada, Shear Wind is focused on building a strong company based on a secure, clean and sustainable supply of clean energy.

Forward-Looking Statements

Certain information included herein is forward-looking. Forward-looking statements include, without limitation, statements regarding the future financial position, business strategy, budgets, projected costs, capital expenditures, financial results, taxes and plans and objectives of or involving Shear Wind. Many of these statements can be identified by looking for words such as "believe", "expects", "expected", "will", "intends", "projects", "anticipates", "estimates", "continues", or similar words and include but are not limited to, statements regarding the accretive effects of the acquisition and the anticipated results and expected benefits of the acquisition upon closing thereof. Shear Wind believes the expectations reflected in such forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon. Forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties some of which are described in Shear Wind's continuous disclosure documents. Such forward-looking statements necessarily involve known and unknown risks and uncertainties and other factors, which may cause Shear Wind's actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general economic, market and business conditions; industry capacity; competitive action by other companies; refining and marketing margins; the ability of suppliers to meet commitments; actions by governmental authorities including increases in taxes; changes in environmental and other regulations; and other factors, many of which are beyond the control of Shear Wind. Any forward-looking statements are made as of the date hereof and Shear Wind does not undertake any obligation, except as required under applicable law, to publicly update or revise such statements to reflect new information, subsequent or otherwise.

The TSX-Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

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