SPI Energy Co., Ltd. Enters Into Definitive Agreement for the Disposition of its Chinese Business
August 31 2018 - 4:30AM
SPI Energy Co., Ltd. (“SPI Energy” or the
“Company”) (NASDAQ:SPI), a global provider of renewable energy
solutions and cryptocurrency miner hosting services for business,
residential, government and utility customers and investors, today
announced that it has entered into a share purchase agreement (the
“SPA”) with Lighting Charm Limited ( the “Buyer”), an affiliate of
Tracy Zhoushan, the spouse of Xiaofeng Peng, the Company’s Chairman
of the Board of Directors and Chief Executive Officer. The
agreement has been approved by an independent committee of the
Company’s Board of Directors.
The SPA provides that the Company will sell the
Buyer 100% of the shares of SPI China (HK) Limited, which holds all
of the Company’s assets and liabilities related to its business in
China ( the “Acquired Business”). These assets include EPC
business, PV projects, Internet finance lease related business, and
E-commerce in China. Prior to the closing, the Company will effect
an internal restructuring (the "Restructuring") following which SPI
China (HK) Limited will hold the Company's assets and liabilities
in China but none of the subsidiaries of the Company related to its
business outside China.
Pursuant to the terms of the SPA, the consideration
(the “Consideration”) for the Acquired Business to be paid by the
Buyer to the Company in cash is the greater of (i) US$1.00 or (ii)
the fair market value of the business as determined by an
independent appraisal firm. The Company will grant the Buyer the
option (the “Option”) to purchase from the Company up to 10,000,000
of the Company’s Ordinary Shares par value of US$ 0.00001 per share
(the “Ordinary Shares”), which Option will be exercisable by the
Buyer at any time on or prior to the date that is three years after
August 21, 2018. The option exercise price shall be US$ 0.38 per
share. The Company and its any subsidiaries will be entitled to
repurchase the Acquired Business at the Consideration. The
Transactions are subject to customary closing conditions, including
satisfactory due diligence, completion of Restructuring, and a
fairness valuation report by independent appraisal firm.
About SPI Energy Co., Ltd.
SPI Energy Co., Ltd. is a global provider of
renewable energy solutions and cryptocurrencies miner hosting
service for business, residential, government and utility customers
and investors. SPI Energy focuses on the EPC/BT, storage
and O2O PV market including the development, financing,
installation, operation and sale of utility-scale and residential
PV projects
in China, Japan, Europe and North America.
The Company operates an online energy e-commerce and investment
platform in China, B2B e-commerce platform offering a range of
PV, storage products in Australia as well as online
platform (Umining.io) offering global VIP miner hosting service.
The Company has its operating headquarters in Hong
Kong and maintains global operations
in Asia, Europe, North
America and Australia.
For additional information, please
visit: http://investors.spisolar.com For investors and
media inquiries please contact:
SPI Energy Co., Ltd. IR Department Email:
ir@spisolar.com Source: SPI Energy Co., Ltd. SPI Energy Co.,
Ltd.
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