This excerpt taken from the FWLT 10-K filed Mar 3, 2006.
19. Subsequent Event
On January 31, 2006, the Company entered into a binding preliminary agreement to purchase the remaining 51% interest in a special-purpose joint venture company in Italy, dedicated to the development, construction and operation of wind farm projects in Italy. The Company currently owns a 49% equity interest in the joint venture company and, upon completion of the purchase, the Company will own 100% of the equity interest in the joint venture. In accordance with the terms of the preliminary agreement, the Company expects to pay a purchase price of 18,800 (approximately $22,500), of which 15,400 (approximately $18,400) is payable at closing and 3,400 (approximately $4,100) is due upon start of construction of one of the three wind farms being developed by the joint venture company. The purchase price is subject to various adjustments based on the net financial position of the joint venture company on the closing date (including timing of drawdown of project debt and distributions of excess cash of the joint venture company to the shareholders). Assuming the joint venture companys excess cash is distributed prior to closing, the adjusted purchase price to be paid by the Company at closing is currently estimated to be approximately 8,000 to 9,000 (approximately $9,600 to $10,800). The Company expects the joint venture company to have borrowed on or before the expected closing date approximately 26,000 (approximately $31,200), in non-recourse debt. Following the completion of the acquisition, the Company will fully consolidate the financial results of the joint venture company, including the non-recourse debt, in the Companys consolidated financial statements. Completion of the purchase is expected in the first quarter of 2006.