SPI Announces Closing of Private Placement of Up to $40 Million
Jun 30, 2015, 07:30 ET
SHANGHAI, June 30, 2015 /PRNewswire/ -- Solar Power, Inc. ("SPI") (OTCBB:SOPW), a vertically-integrated photovoltaic ("PV") project developer, today announced the closing of the issuance and sale of a convertible promissory note to a non-U.S. investor (the "Purchaser") in connection with the private placement of up to $40 million previously announced on June 15, 2015.
Pursuant to the relevant convertible promissory note purchase agreement (the "Convertible Note Agreement"), the Purchaser purchased a convertible promissory note in the principal amount of US$20 million (the "Convertible Note") from SPI on private placement basis. The Convertible Note will mature on the first anniversary of its issuance date and will be convertible, at the Purchaser's option, to SPI common stock at a price of $2.70 per share, subject to the terms and conditions of the Convertible Note Agreement.
SPI has also granted the Purchaser an option (the "Option") to purchase $20 million of SPI's common stock exercisable at any time within the next six months of the date of the relevant option agreement (the "Option Agreement," together with the Convertible Note Agreement, the "Agreements") at a price of $2.70 per share, subject to the terms and conditions of the Option Agreement.
The Convertible Note and shares issuable upon its conversion as well as the Option are being offered and sold solely to this non-U.S. investor on a private placement basis in reliance on Regulation S promulgated under the U.S. Securities Act of 1933, as amended. The completion of the above transaction is subject to the satisfaction of customary closing conditions. SPI's shares of common stock issuable under the Agreements are restricted securities, and the Purchaser is subject to a three-month lock-up period.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities of SPI, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.
Net proceeds from the above transaction are intended to be used for expansion of SPI's global PV project activities and general corporate purposes.
About Solar Power, Inc. (OTCBB: SOPW)
Solar Power, Inc. ("SPI" or the "Company") is a global leader in enabling photovoltaic ("PV") solutions for business, residential, government and utility customers and investors. SPI focuses on the downstream PV market including the development, financing, installation, operation and sale of utility-scale and residential solar power projects in China, Japan, Europe and North America. The Company also operates an innovative online energy e-commerce and investment platform, www.solarbao.com, which enables individual and institutional investors to purchase innovative PV-based investment and other products; as well as www.solartao.com, a B2B e-commerce platform offering a range of PV products. The Company has its operating headquarters in Shanghai and global operations in Asia, Europe, North America and Australia.
For additional information visit: www.spisolar.com, www.solarbao.com, www.solarbao.com.hk or www.solartao.com.
Safe Harbor Statement
This release contains certain "forward-looking statements" relating to the business of SPI, its subsidiaries and the solar industry, which can be identified by the use of forward-looking terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "expects" or similar expressions. These statements constitute "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. Among other things, the quotations from management in this press release contain forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties, including uncertainties regarding whether the transactions contemplated will be successfully completed. All forward-looking statements are expressly qualified in their entirety by this cautionary statement and the risks and other factors detailed in the company's reports filed with the Securities and Exchange Commission. The company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities law.
Solar Power, Inc.
SOURCE Solar Power, Inc.
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