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Horizons Holding AS (“Aker Horizons”), REC Silicon and Hanwha Solutions
Corporation (“Hanwha Solutions”) have entered into an agreement pursuant to
which REC Silicon shall issue, and Hanwha Solutions shall subscribe for,
48,213,001 new shares (the “New Shares”) in REC Silicon at a subscription price
of NOK 20 per share, totalling approximately NOK 964 million in proceeds in a
directed share issue (the “Share Issue”). The Share Issue will be implemented
based on the existing authorization granted to the board of REC Silicon.
Furthermore, Aker Horizons shall sell and Hanwha Solutions shall acquire
21,891,275 existing shares in the Company (the “Share Purchase”) at a price of
NOK 20 per share simultaneously with the Share Issue. At completion of the Share
Issue and Share Purchase (the “Transactions”), Aker Horizons and Hanwha
Solutions will each own approximately 16.67 percent of the shares in REC
Silicon.
The Transactions bring together two of the leading producers in different parts
of the solar PV value chain. Hanwha Solutions is one of the world’s leading
solar PV manufacturers with a total cell manufacturing capacity of 10GW
globally. The company provides high-quality solar PV panels to the residential
market through their wholly owned brand Q CELLS, which holds a 25 percent market
share in the US. The company operates one of the largest solar module factories
in the US with an annual production capacity of 1.7GW, corresponding to 12,000
PV modules per day.
The Transactions are expected to strengthen REC Silicon’s financial position and
ensure that the Company has the necessary resources to reopen its FBR facility
in Moses Lake, Washington, and enable valuable investment opportunities in
Butte, Montana. Hanwha Solutions’ strategic investment in REC Silicon represents
a step towards establishing a highly efficient, low carbon solar value chain in
the US and to ensure that REC Silicon plays an integral role in these efforts.
Hanwha Solutions’ knowledge, expertise, and capabilities are expected to enhance
REC Silicon’s ability to take advantage of opportunities and developing markets
in the solar, semiconductor, and battery industries. A US value chain for solar
PV manufacturing will result in the creation of demand for solar grade
polysilicon, which the Company expects will result in the restart of the
manufacture of high quality, low-cost solar grade granular polysilicon in Moses
Lake, Washington during 2023.
Hanwha Solutions’ investment in REC Silicon illustrates their commitment to
ensure that the objective of a US based solar value chain is realized. The Solar
Energy Manufacturing for America (SEMA) Act currently being considered in the US
Congress is aimed specifically at encouraging strategic investments in US
manufacturing capabilities. This transaction clearly demonstrates the potential
to build solar manufacturing capabilities in the United States quickly and
efficiently - which is the primary objective of the proposed SEMA Act. The
eventual passage of the legislation will support the parties’ ambitions to
establish a comprehensive US solar value chain, from production of polysilicon
to fully assembled solar modules.
“I am excited to report this first step in the creation of a low carbon solar
value chain in the United States. I expect this development to result in the
restart of the Moses Lake FBR polysilicon manufacturing facility. This
transaction aligns the interest of two large industrial shareholders and
demonstrates their commitment to REC Silicon’s future. The anticipated passage
of the SEMA Act represents an essential element in supporting the creation of a
profitable and efficient solar value chain in the United States. REC Silicon is
now well positioned to take advantage of this opportunity,” said Tore Torvund,
CEO.
Hanwha Solutions has expressed a strong desire to be represented with a board
member on the Board of Directors of REC Silicon and a general meeting will be
called for in order for the Company’s shareholders to consider this proposal.
The proposal is supported by Aker Horizons. Furthermore, the chairman of the
board of directors Kjell Inge Røkke, is planning to step down and Aker Horizons
will propose to the nomination committee that Kristian Monsen Røkke is elected
as chairman of the board.
A notice for an extraordinary general meeting will be issued in order for the
Company’s shareholders to consider the proposed appointments.
Completion of the transactions is expected to occur early in the first quarter
2022, subject to customary anti-trust filing in the US.
Arctic Securities acted as financial advisor for REC Silicon in the private
placement.
For further information, please contact:
James A. May II, Chief Financial Officer
Phone: +1 509 989 1023
Email: james.may@recsilicon.com
Nils O. Kjerstad IR Contact
Phone: +47 9135 6659
Email: nils.kjerstad@crux.no.
This information is considered to be inside information pursuant to the EU
Market Abuse Regulation. This stock exchange announcement was published by Nils
O. Kjerstad, IR Contact at REC Silicon ASA, on 18 November 2021 at 07:30 CET.
About REC Silicon:
REC Silicon is a leading producer of advanced silicon materials, delivering
high-purity polysilicon and silicon gas to the solar and electronics industries
worldwide. We combine over 30 years of experience and proprietary technology
with the needs of our customers, with annual production capacity of more than
20,000 MT of polysilicon from our two US-based manufacturing plants. Listed on
the Oslo Stock Exchange (ticker: RECSI), the Company is headquartered in
Lysaker, Norway.
For more information, go to: www.recsilicon.com
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