Tuesday, 19 February 2019


SECISSUE: WTL: Financial Restructuring Completion and Settlement

29 Jan 2018 16:05NZX
As announced previously, the Company is undertaking a financial restructuring
which involves a debt settlement transaction with David Iles to:
o Transfer the Company''s subsidiary Windflow UK Ltd (which holds the
Group''s UK assets) to him
o Cancel all the Company''s obligations in respect of his loans to
Windflow UK
o Convert the Company''s outstanding preference shares
o Enter an Operation and Management (OM) contract whereby the Company
will earn a fee for operating and managing Windflow UK.

Approval of shareholders was obtained on 20th October, 2017 and the two main
agreements (Debt Settlement and OM contract) were finalised in early December
and executed by the parties by 15th December, 2017.  Both agreements have an
effective date of 1st December, 2017.

Windflow is pleased to announce that this restructuring is now complete and
the debt settlement and share transfer agreement settled.  Detailed drafting
of the various ancillary UK and NZ documents required for settlement was
completed last week and these documents have now been executed by the parties
over the weekend.

Formal ownership of 100% of Windflow UK Ltd has now passed to David Iles and
the Company has proceeded to convert its outstanding preference shares, as
set out in the accompanying announcement.  The number of Windflow Ordinary
Shares on issue has increased to 92,167,691, of which David Iles holds 73.0%.

"Settling this debt with our largest shareholder will enable the Company to
return to positive equity", said Managing Director, Geoff Henderson.  "We
acknowledge the great support that David Iles has provided to date.  It is
too early to comment on Windflow''s future prospects, but obviously all
parties involved continue to see value in the design of the Company''s robust,
synchronous wind turbines, which continue to operate successfully on windy
sites in New Zealand and Scotland."


For further information, please contact Geoff Henderson (03) 365 8960 or
visit www.windflow.co.nz
End CA:00313501 For:WTL    Type:SECISSUE   Time:2018-01-29 16:05:20
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