IRVINE, CA -- 08/10/09 --
Composite Technology Corporation (CTC) (OTCBB: CPTC) is pleased to announce that it has reached agreement to sell
substantially all of the operating assets and operating liabilities of
DeWind Inc., including its subsidiaries and certain assets of DeWind Ltd.
to Daewoo Shipbuilding & Marine Engineering Co., Ltd. (DSME) of Korea.
Under the terms of the asset purchase agreements, the sale price is
approximately $46,500,000 for substantially all of the operating assets and
operating liabilities of DeWind Inc., and approximately $3,000,000 for
certain assets of DeWind Ltd., subject to certain possible post-closing
adjustments. The transactions are subject to customary closing conditions
and are expected to close within the next 30 days. As part of the
transaction, most of the DeWind employees will move to DSME.
"This transaction will help DSME enter the global wind energy market and to
establish a strong presence in that market. We will leverage DSME's world
class engineering and manufacturing capabilities and DeWind's technology
and experience to become one of the world leaders in the wind energy
sector," said Sang Tae Nam, President and the CEO of DSME.
Benton H Wilcoxon, Chairman and CEO of CTC, stated, "I am pleased that a
world class company has recognized the excellent design with leading-edge
technology of the DeWind turbine. Furthermore with DSME's strength and
manufacturing expertise, I believe that the DeWind team and its products
will be able to accelerate growth plans. This transaction will allow CTC
to focus its resources on its core-business of innovative high performance
electrical transmission products."
RBS Securities, an affiliate of The Royal Bank of Scotland Plc, acted as
exclusive financial advisor to DeWind. Milbank, Tweed, Hadley & McCloy
LLP acted as legal counsel to CTC and DeWind. Macquarie Securities Korea
Limited acted as financial advisors to DSME. Reed Smith LLP acted as U.S.
legal counsel to DSME, and Shin & Kim acted as Korean legal counsel to
DSME.
The execution of the agreements will be described in a Form 8-K to be filed
with the Securities and Exchange Commission (SEC) within the next four
business days.
About DSME:
Daewoo Shipbuilding & Marine Engineering Co., Ltd. (DSME) is the world's
second largest shipbuilder with an annual capacity of 75 vessels and 7-8
large scale offshore structures such as semisubmersibles and Floating
Production Storage & Offloading ("FPSO") and has the largest market share
in Liquified Natural Gas Carrier, Very Large Crude Carrier and
semi-submersible drilling rigs. DSME product portfolio includes commercial
ships such as LNG carriers, oil tankers, containerships, Liquified
Petroleum Gas carriers, pure car carriers, offshore structures such as FPSO
vessels, drilling rigs, drillships and fixed platforms; and naval vessels
including submarines, destroyers, rescue ships and patrol boats.
DSME, originally established as Okpo Shipyard on Geoje Island, South
Gyeongsang Province in 1973, was spun off from the Daewoo conglomerate in
2000. The government-run Korea Development Bank and KAMCO currently own 50%
in DSME. DSME maintains order backlog totaling US$ 39 billion representing
206 ships as of April 30, 2009. In 2008, DSME achieved KRW 1.0 trillion in
operating profit and KRW 0.4 trillion in net profit through sales of more
than KRW 11.1 trillion. New orders amounted to US$ 11.6 billion in 2008.
For more information about DSME, please visit our website at www.dsme.co.kr
About CTC:
Composite Technology Corporation, based in Irvine, California, USA,
develops, manufactures and sells innovative high performance electrical
transmission and renewable energy generation products through its
subsidiaries:
CTC Cable Corporation produces composite rod for use in its patented high
efficiency ACCC* conductors, used in electrical transmission grids.
ACCC(TM) conductors have less line loss compared to similar diameter
conventional conductors and therefore enable power generators to reduce the
amount of generation while still delivering the same power to customers.
Our conductors have demonstrated significant savings in upgrade capital
costs as well as operating expenses when substituted in grid systems.
ACCC(TM) conductors enable grid operators to reduce blackouts and brownouts
by providing reserve electrical capacity, since they can be operated at
higher temperatures without significant thermal line sag. ACCC(TM)
conductors are an economical solution for reconductoring power lines,
constructing new lines and crossing large spans. ACCC(TM) core is produced
by CTC Cable and delivered to licensed qualified conductor manufacturers
worldwide for ACCC(TM) conductor production and resale into local markets.
DeWind Inc. designs, produces, and sells the DeWind series of wind energy
turbines, including the new 2 megawatt (MW) D8.2 model in both 60Hz and
50Hz, the 2MW D8 model in 50Hz, and the 1.25MW D6 model in 50Hz, pending
the sale of substantially all of its assets as described in this press
release. The D8.2 turbine uses a WinDrive® hydrodynamic torque converter,
by Voith AG, in combination with a synchronous high voltage generator that
is synchronized directly to the grid without the use of power conversion
electronics. DeWind D8.2 turbines are assembled at TECO Westinghouse Motor
Co., in Texas.
*ACCC is a trademark of CTC Cable Corporation
For further information visit our website: www.compositetechcorp.com.
Investor Relations Contact: James Carswell, +1-949-428-8500.
This press release may contain forward-looking statements, as defined in
the Securities Reform Act of 1995 (the "Reform Act"). The safe harbor for
forward-looking statements provided to companies by the Reform Act does not
apply to Composite Technology Corporation (the "Company"). However, actual
events or results may differ from the Company's expectations on a negative
or positive basis and are subject to a number of known and unknown risks
and uncertainties including, but not limited to, fulfillment of the closing
conditions under the asset purchase agreements, the final value of the net
assets at closing, occurrence of any indemnification events under the asset
purchase agreements, new or revised governmental laws and regulations (or
the lack thereof) that affect wind energy, competition with larger
companies, development of and demand for a new technology, the ability of
the company to convert quotations and framework agreements into firm
orders, our customers' fulfillment of payment obligations under the
respective supply agreement, general economic conditions, the availability
of funds for capital expenditure and financing in general by us and our
customers, availability of timely financing, cash flow, securing sufficient
quantities of essential raw materials, timely delivery by suppliers,
ability to produce the turbines and acquire their components, ability to
maintain quality control, collection-related and currency risks from
international transactions, the successful outcome of joint venture
negotiations, or the Company's ability to manage growth. Other risk factors
attributable to the Company's business may affect the actual results
achieved by the Company, including those that are found in the Company's
Annual Report filed with the SEC on Form 10-K/A for fiscal year ended
September 30, 2008 and subsequent Quarterly Reports on Form 10-Q and
subsequent Current Reports filed on Form 8-K that will be included with or
prior to the filing of the Company's next Quarterly or Annual Report.
Contact:
James Carswell
Investor Relations
+1-949-428-8500
www.compositetechcorp.com