SPI Energy Co., Ltd. Announces Plan to List Its Ordinary Shares for Trading on Nasdaq
September 18 2017 - 09:28AM
SPI Energy Co., Ltd. (“SPI Energy” or the “Company”)
(Nasdaq:SPI), a global clean energy market place for business,
residential, government and utility customers and investors, today
announced that it plans to list its ordinary shares, par value
US$0.000001 each (“Ordinary Shares”), for trading on The NASDAQ
Global Select Market (“Nasdaq”) in substitution for its American
Depositary Shares (“ADSs”), each representing ten Ordinary
Shares. The substitution listing is expected to be effective
on September 19, 2017 (such date or another effective date as
determined by Nasdaq, the “Effective Date”). On the Effective
Date, Ordinary Shares will begin trading on Nasdaq under the symbol
of “SPI” and the ADSs of the Company will cease trading on Nasdaq.
As previously disclosed by the Company on March 20, 2017, The
Bank of New York Mellon, the depositary bank for the Company’s ADS
facility ( “BNYM”), issued a notice on March 17, 2017 to terminate
the deposit agreement (the “Deposit Agreement”) by and among the
Company, BNYM, and the owners and holders of the ADSs.
According to an updated notice issued by BNYM on June 16,
2017, the termination of the Company’s ADS facility has been
rescheduled to 5:00 p.m. (Eastern Time) on September 18,
2017.
The Company has appointed Computershare as the transfer agent
for its Ordinary Shares. On September 11, 2017, the Company
and BNYM filed an amendment to Form F-6 relating to an amendment to
the Deposit Agreement, whereby following the termination of the
Company’s ADS facility, Computershare, as Exchange Agent, will
arrange for the surrender and cancellation of the uncertificated
ADSs and register the ten Ordinary Shares for each canceled ADS in
the names of the registered holders of those ADSs without any
action on the part of those holders. Registered holders
holding ADSs in certificated form will receive a letter of
transmittal from Computershare with instructions as to the
surrender and the cancellation of the ADSs. Persons that hold ADSs
through a securities intermediary that is a direct or indirect
participant in DTC will receive a credit of Ordinary Shares in
their securities accounts in exchange for their ADSs without having
to take any action. Holders of ADSs will not be required to
pay any fee to BNYM or Computershare for the surrender of their
ADSs in the mandatory exchange for Ordinary Shares. There is no
assurance, however, that Computershare can complete this exchange
process promptly upon the termination of the ADS
facility.
Holders of the Ordinary Shares are entitled to dividends on
Ordinary Shares if and to the extent declared by the board of
directors of the Company and have the right to receive notice of,
and to attend and vote at, all general meetings of the
Company.
Holders of ADSs in certificated form who have not surrendered
their ADSs for cancellation will not be able to sell or transfer
their ADSs on Nasdaq after the Effective Date. Such holders will
also not be entitled to vote the ADSs at any general meeting of the
Company following September 18, 2017.
Questions regarding the exchange of ADSs into Ordinary Shares
can be addressed to Computershare at:
1-800-736-3001 (US, Canada, Puerto Rico) or
1-781-575-3100 (non-US)
About SPI Energy Co., Ltd.
SPI Energy Co., Ltd. is a global provider of photovoltaic (PV)
solutions 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, as well as B2B e-commerce platform offering a range of PV
and storage products in Australia. 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
Safe Harbor Statement
This release contains certain “forward-looking statements.”
These statements are forward-looking in nature and subject to risks
and uncertainties that may cause actual results to differ
materially. All forward-looking statements included in this release
are based upon information available to the Company as of the date
of this release, which may change, and the Company undertakes no
obligation to update or revise any forward-looking statements,
except as may be required under applicable securities law.
For investors and media inquiries please contact:
SPI Energy Co., Ltd.
IR Department
Email: ir@spisolar.com
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