Trina Solar Limited (NYSE:TSL) has announced on Monday that it has entered into an agreement with Fortune Solar Holdings Ltd. and Red Viburnum Co. Ltd., a wholly-owned subsidiary of the former, through which an investor consortium will acquire Trina Solar in a $1.10-billion all-cash deal. This indicates more than 40% premium to the closing stock price last week.
The investor consortium includes Jifan Gao, Trina Solar Chairman and CEO, Great Zhongou Asset Management (Shanghai) Co. Ltd., Liuan Xinshi Asset Management Co. Ltd., Shanghai Xingjing Investment Management Co. Ltd., Shanghai Xingsheng Equity Investment & Management Co. Ltd., and/or their affiliates.
Terms of the Agreement
Once the merger takes effect, each ordinary share of the issued and outstanding common stock prior to the merger will cease to exist in exchange for $0.232 in cash without interest. Meanwhile, each American depositary share (ADS) will cease to exist in exchange for $11.60 in cash without interest except for: 1) shares owned by Gao and some of his affiliates; 2) shares owned by Trina Solar, Fortune Solar, Red Viburnum, and all of their respective wholly-owned subsidiaries; 3) shares reserved but not yet allocated; and shares owned by investors who have exercised and not lost their rights to dissent from the merger.
The deal is expected to be fulfilled by the first quarter of next year, subject to regulatory requirements and the approval of shareholders.
Q1 Financial Highlights
Trina Solar issued its first quarter report last May, showing a 46.40% year-over-year surge in revenue to $816.90 million.
Gross profit also jumped 39.20% from the same period last year to $139.70 million. Meanwhile, operating income increased nearly 54% year-over-year to $44.80 million.
For the period, the company has seen total module shipments of 1,423.30 MW, 1,370.40 of which were external shipments. This indicates a 38.70% surge year-over-year and almost 20% drop sequentially. Gao noted that the year-over-year increase is highly driven by the strong demands in the US, China, and India.
Overall, Gao believes that the company had an excellent three-month period despite the notable sequential declines.