Phoenix India Acquisition has entered into a definitive agreement to purchase convertible preferred shares of Mauritius-registered Citius Power, representing 65% of the common shares of Citius on a fully diluted basis.

Citius Power, through a 99.99% owned subsidiary Citius Power India, has entered into agreements to purchase up to 109MW of operating wind energy assets in India and has a business plan to own and operate 3,000MW of wind energy generating assets in India, subject to availability of financing.

Under the existing provisions of Phoenix’s certificate of incorporation, it will have to obtain stockholder approval and complete the transaction by April 5, 2008.

Phoenix said that it is likely that the funds in the trust account funded with the proceeds of Phoenix’s initial public offering will be distributed to its stockholders. Phoenix intends to seek stockholder approval of an amendment to its certificate of incorporation to permit it to continue in existence following such distribution. The firm will then attempt to raise the capital needed to complete the transaction through a private placement.