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Shear Wind Inc. has secured a debenture financing for total proceeds of C$1.7 million. The debenture matures on Sept. 1, 2008.

A portion of the debenture - C$750,000 - is convertible, at the option of the holder, into units of the corporation at a price of C$0.80 per unit. Each unit will consist of one common share and one-half common share purchase warrant. Each whole warrant will entitle the holder to purchase one additional common share of NACEL for C$0.90 per common share within 12 months of the conversion date.

The debenture will bear interest at the rate of 5% per year, payable in one lump sum on the maturity date. As part of the transaction, NACEL will issue an aggregate of 250,000 bonus warrants to two parties, one of whom is a director of the corporation, in connection with the non-convertible portion of the debenture, being C$1 million at an exercise price of C$0.80 per share and expiring on the maturity date.

The proceeds from the private placement will be used for the continued build out of Shear Wind's 2008 initiatives, which include the 230 MW Glen Dhu project in Nova Scotia and 100 MW Glen Ridge project in Alberta as well as general working capital requirements.




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