On April 16, 2014, Northern Power Systems Corp. ("Northern Power"), formerly named Mira III Acquisition Corp., announced the completion of its qualifying transaction (the "Transaction") pursuant to Policy 2.4 - Capital Pool Companies of the TSX Venture Exchange. Pursuant to the Transaction, Mira Subco Inc., a wholly-owned subsidiary of Northern Power, merged into Wind Power Holdings, Inc. ("Wind Power"). The Transaction was structured as a reverse triangular merger under the Delaware General Corporation Law as a result of which Wind Power became a wholly-owned subsidiary of Northern Power, and the shareholders of Wind Power became shareholders of Northern Power. Northern Power is a next-generation renewable energy technology company. The voting common shares of Northern Power are listed for trading on the Toronto Stock Exchange under the symbol “NPS”. Prior to the closing of the Transaction, Wind Power completed a private placement (the "Private Placement") of subscription receipts (the "Subscription Receipts") conducted by a syndicate of agents led by Beacon Securities Limited and including Cormark Securities Inc. and Canaccord Genuity Corp. Pursuant to the Private Placement, Wind Power issued 6,125,000 Subscription Receipts at a price of $4.00 per Subscription Receipt for total gross proceeds of $24,500,000. Each Subscription Receipt was exchanged for one common share of Wind Power, which common shares were then exchanged for voting common shares of Northern Power on a one for one basis at the time of the merger. Northern Power was advised in this Transaction by a team from Fasken Martineau DuMoulin LLP that included, among others, Rubin Rapuch, Tracy Hooey, Francesco Tallarico and Jesse Bertollo (corporate/securities/mergers and acquisitions) and Mitch Thaw (tax). Northern Power was advised in the Private Placement by a team from Fasken Martineau DuMoulin LLP that included Brad Freelan, Francesco Tallarico and Justine Connelly (corporate finance).