Valoe Corporation Insider Information 19 July 2019 at 09.55 Finnish time
Valoe Corporation (the "Company") announced on 19 February 2019 that it has agreed to acquire the solar cell production business of JCS SoliTek R&D ("Solitek") from Lithuanian Global BOD Group SIA ("BOD").
The Company estimated the completion of the transaction to take place in connection with the payment of the remaining purchase price approximately in May 2019. To date, the Company has paid solely the initial purchase price of EUR 0.3 million and the completion has not yet occurred. As a part of the completion preparations, the solar cell business of SoliTek has been remerged into a new Lithuanian company, as previously disclosed.
The Company and BOD have now agreed on amendments of the terms regarding payment of the purchase price and completion as follows: the remaining purchase price in the amount of EUR 3.2 million shall be paid by the funds to be collected in the share issue contemplated to be arranged by the Company during the second half of the year 2019 by the end of September 2019. The completion of the acquisition would take place in connection with the payment of the remaining purchase price.
In case the Company has not paid the remaining purchase price in full but has paid at least EUR 2.8 million of the remaining purchase price by the end of September 2019, the full and unrestricted ownership of and title to the shares in the new Lithuanian company, to which the SoliTek has transferred assets, know-how and key personnel related to its solar cell business, shall transfer to the Company in proportion to the paid purchase price in a way that in case EUR 2.8 million has been paid, the Company receives 70 % of the shares in the Lithuanian company. In such case the Company has 12 months' time to acquire the remaining shares in the Lithuanian company by paying the remaining purchase price plus interest of 10 % p.a. In case the Company would not have paid at least EUR 2.8 million of the remaining purchase price by the end of September 2019, the acquisition shall be cancelled and the assets related to the solar cell factory sold.
In addition to the financing of the remaining purchase price for the said acquisition, the Company needs additional financing i.a. for the finalization of the construction of the new solar cell factory. The Company has since February 2019 constructed new solar cell factory by combining the cell factory previously acquired from Italy with SoliTek's factory to one modern production plant which will start product double-sided and high capacity IBC solar cells.
In order to finance the remaining purchase price, its other strategic investments and working capital needs the Company has resolved to start preparations for a share issue contemplated to be arranged during the second half of the year 2019 in which the Company intends to collect in total EUR 7.0 million of new capital.
In Mikkeli 19 July 2019
Valoe Corporation
Board of Directors
For more information:
Iikka Savisalo, President and CEO, Valoe Corporation
Tel. +358 40 521 6082
email: iikka.savisalo@valoe.com
Distribution:
NASDAQ OMX, Helsinki
Main media
www.valoe.com
Valoe Corporation specializes in the clean energy, especially in photovoltaic solutions. Valoe provides automated production technology for solar modules based on the company’s own technology; production lines for modules; solar modules and special components for solar modules. Valoe's head office is located in Mikkeli, Finland.