RENESOLA LTD
INITIAL PUBLIC OFFERING ON THE NYSE
ReneSola Ltd ("ReneSola" or the "Company"), a leading Chinese manufacturer of
solar wafers, is pleased to announce further details of its initial public
offering of American Depositary Shares ("ADSs") (the "Offering").
Details of the Offering
A total of 10,000,000 ADSs, each representing two shares of the Company, are
being sold in the Offering at a price of US$13.00 per ADS.
Of the ADSs to be sold in the Offering, 9,212,500 ADSs represent new shares
being issued by ReneSola and 787,500 ADSs are being sold by certain selling
shareholders (the "Selling Shareholders"), including certain directors of the
Company, further details of which are set out below. In addition, the
underwriters have been granted a 30-day option to purchase up to 712,500
additional ADSs from ReneSola and an aggregate of 787,500 additional ADSs from
the Selling Shareholders to cover over-allotments.
The ADSs will begin trading at the opening of business on the New York Stock
Exchange on 29 January 2008 under the ticker symbol "SOL." The AIM ticker
symbol will remain "SOLA".
Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. are acting
as joint book runners and Piper Jaffray & Co., Lazard Capital Markets LLC and
Oppenheimer & Co. Inc. are acting as co-managers for the Offering.
The American Depositary Receipt Facility of ReneSola will be available after
the closing of the Offering, which is expected to be on or about 1 February
2008. The Bank of New York has agreed to waive the ADS issuance fee, which is
typically US$0.05 per ADS, for three months from the date of listing. During
this period, holders of ReneSola shares traded on AIM are eligible to deposit
their shares with The Bank of New York Mellon for conversion into ADSs for no
additional fee.
ReneSola's registration statement relating to the ADSs sold in the Offering has
been declared effective by the United States Securities and Exchange
Commission. This news release does not constitute an offer to sell or a
solicitation of an offer to buy the securities described herein, nor shall
there be any sale of these securities in any state or jurisdiction in which
such an offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or jurisdiction.
The Offering is made only by means of a prospectus forming a part of the
effective registration statement. A copy of the prospectus relating to the
offering may be obtained by contacting Credit Suisse Securities (USA) LLC,
Eleven Madison Avenue, New York, New York 10010-3629, or by telephone at
1-800-221-1037; or by contacting Deutsche Bank Securities Inc., Attn:
Prospectus Department, 100 Plaza One, Floor 2, Jersey City, NJ 07311-3901, by
telephone at 1-800-503-4611, or by e-mail at prospecutsrequest@list.db.com.
Separate from the Offering, the Company has issued 20,000 and 40,000 shares
respectively to Professor Binghua Huang, a director and Chief Technology
Officer of the Company, and Mr. Panjian Li, Vice President of the Company. The
shares have been issued in accordance with the terms of their employment
contracts as announced on 7 June 2007.
Application has been made for the 18,425,000 new shares represented by the ADSs
being sold by the Company in the Offering and the 60,000 shares referred to
above to be admitted to trading on AIM. Admission is expected to take place on
or around 4 February 2008, following the anticipated closing of the Offering on
1 February 2008.
On closing of the Offering, before any exercise of the over-allotment option,
there will be 118,485,032 shares in issue.
Details of the Selling Shareholders
A total of 787,500 ADSs, representing 1,575,000 shares, are being sold by
Selling Shareholders in the Offering. In addition, under the over-allotment
option, the underwriters may purchase a further 787,500 ADSs from the Selling
Shareholders within 30 days of the closing of the Offering.
Details of the effect of shares being sold in the Offering (before the exercise
of the over-allotment option) on the interests of the directors and executive
officers of the Company and its principal trading subsidiary, Zhejiang Yuhui
Solar Energy Source Co., Ltd ("Zhejiang Yuhui") are set out below.
Name Shares Shares Shares % held
beneficially being sold beneficially following
owned prior to in the owned following the
the Offering Offering the Offering Offering
Xianshou Li (i) (iv) 24,477,012 613,575 23,863,437 20.1
(Director and Chief
Executive Officer)
Yuncai Wu (ii) (iv) 10,746,005 269,500 10,476,505 8.8
(Director and Vice
President)
Zhengmin Lian (i) (iv) 13,731,007 343,275 13,387,732 11.3
(Director of Zhejiang
Yuhui)
Xiangjun Dong (i) (ii) 10,764,005 268,650 10,495,355 8.9
(iv)
(Director of Zhejiang
Yuhui)
Charles Bai (i) (ii) 222,222 60,000 162,222 0.1
(iii) (iv)
(Chief Financial
Officer of ReneSola)
Panjian Li (iv) 40,000 20,000 20,000 0.0
(Vice President of
ReneSola)
Total 59,980,251 1,575,000 58,405,251 49.3
i. Mr. Xianshou Li controls and owns the whole of the share capital of Ruixin
Holdings Limited ("Ruixin"), which directly owns 39,402,019 shares in the
Company and has a beneficial interest in 66,000 shares held by Mr. Charles
Bai. Within the shares directly held by Ruixin, Ruixin holds the legal
ownership and voting rights to, and Mr. Zhengmin Lian and Mr. Xiangjun Dong
hold the beneficial interest and economic rights to, 13,731,007 shares and
1,194,000 shares respectively. Excluding the underwriters' over-allotment
option, 986,700 shares held by Ruixin are being sold in the Offering.
ii. Mr. Yuncai Wu controls and owns the whole of the share capital of Yuncai
Holdings Limited ("Yuncai"), which directly owns 20,298,010 shares in the
Company and has a beneficial interest in 34,000 shares held by Mr. Charles
Bai. Within the shares directly held by Yuncai, Yuncai holds the legal
ownership and voting rights to, and Mr. Xiangjun Dong holds the beneficial
interest and economic rights to, 9,552,005 shares. Excluding the
underwriters' over-allotment option, 508,300 shares held by Yuncai are
being sold in the Offering.
iii. Mr. Charles Bai acquired 333,333 shares, in aggregate, from Mr. Xianshou
Li, Mr. Yuncai Wu and Diverso Management Limited in August 2006. The
beneficial interest in 222,222 shares has vested in Mr. Charles Bai and the
beneficial interest in the remaining 111,111 shares will vest in May 2008.
iv. In the event the underwriters exercise their over-allotment option in full,
the Selling Shareholders would sell an additional 1,575,000 shares in the
Offering. Ruixin would sell an additional 986,700 shares; Yuncai would sell
an additional 508,300 shares; Mr. Charles Bai would sell an additional
60,000 shares; and Mr. Panjian Li would sell an additional 20,000 shares.
If the underwriters exercise the over-allotment option in part, the Company
and the Selling Shareholders will sell over-allotment shares on a pro rata
basis.
Lock-up Agreements
Each of the Selling Shareholders and the remaining directors and executive
officers of the Company has agreed, subject to certain exceptions, not to
transfer or dispose of, directly or indirectly, any shares in the Company, in
the form of ADSs or otherwise, or any securities convertible into or
exchangeable or exercisable for shares in the Company, in the form of ADSs or
otherwise, for a period of 180 days from the date of the prospectus. After the
180 day period, the shares which are subject to the lock-up agreements may be
sold subject to the restrictions under Rule 144 of the US Securities Act of
1933 or by means of a registered public offering.
Enquiries:
In China:
Charles Bai, CFO
ReneSola Ltd
Tel: +86 573 8477 3061
Email: charles.bai@renesola.com
In the UK:
Tim Feather/Richard Baty
Hanson Westhouse Limited
Tel: +44 20 7601 6100
Email: tim.feather@hansonwesthouse.com
Charles Ryland/Suzanne Brocks/Catherine Breen
Buchanan Communications
Tel: +44 20 7466 5000
About ReneSola
ReneSola Ltd ("ReneSola") (AIM: SOLA, NYSE: SOL) is a leading Chinese
manufacturer of solar wafers, which are thin sheets of crystalline silicon
material primarily used in the production of solar cells. ReneSola has
accumulated extensive experience and expertise in developing and using
monocrystalline wafer production technologies, has expanded operations into
multicrystalline wafer production and has moved upstream into virgin
polysilicon manufacturing. ReneSola maintains dedicated raw material
procurement personnel in China, the United States and Singapore and possesses a
global network of suppliers and customers that include some of the leading
global manufacturers of solar cells and modules. For more information about
ReneSola, please visit www.renesola.com.
END
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