SOLA Renesola

 
TIDMSOLA 
 
ReneSola Signs Share Purchase Agreement to Acquire Dynamic Green Energy 
 
    JIASHAN, China, Sept. 23 /PRNewswire-Asia-FirstCall/ -- ReneSola Ltd 
("ReneSola" or the "Company") (NYSE: SOL) (AIM: SOLA), a vertically integrated 
Chinese manufacturer of solar products, today announced that it has signed a 
share purchase agreement with Dynamic Green Energy Limited ("Dynamic Green") 
and its shareholders to acquire 100% of the shares in Dynamic Green for 
26,787,210 newly issued ReneSola ordinary shares and $10 million in the form 
of a convertible promissory note issued by ReneSola. 
    (Logo:  http://www.newscom.com/cgi-bin/prnh/20080506/CNTU030 ) 
    Dynamic Green, through its wholly-owned subsidiary Jiawei Solarchina Co., 
Ltd. and other Chinese operating subsidiaries, manufactures solar products 
ranging from ingots to photovoltaic ("PV") modules and provides original 
equipment manufacturing ("OEM") services for leading solar manufacturers. 
Dynamic Green provides customers with high quality products and processing 
services, utilizing raw materials sourced or produced by Dynamic Green or 
supplied by customers. Dynamic Green owns and operates several manufacturing 
facilities in different cities in China, including ingot and wafer 
manufacturing facilities in Sanhe, Hebei province, an upgraded metallurgical 
grade silicon manufacturing facility in Guiyang, Guizhou province, module and 
cell manufacturing facilities in Wuhan, Hubei province, and OEM facilities in 
Shenzhen, Guangdong province. 
    Dynamic Green provides a substantial amount of sales and OEM services, 
particularly sales and services to its major customers such as Evergreen Solar, 
Inc. and SunPower Corporation, under multi-year, long-term contracts. The 
long-term contracts for OEM services require Dynamic Green to provide a range 
of processing services, including processing of ingots and solar wafers as 
well as PV cells and modules. Dynamic Green intends to continue to perform 
under these contracts after the acquisition. 
    "ReneSola's acquisition of Dynamic Green will significantly increase our 
OEM capabilities and will accelerate the implementation of our strategy to 
become a fully integrated solar company," said Mr. Xianshou Li, ReneSola's 
chief executive officer. "The acquisition will enhance our competitiveness by 
enhancing our product quality, provide cost synergies and expand our strategic 
relationships with global key industry players. We believe the strategic 
benefits of uniting two highly complementary companies will create additional 
shareholder value through earnings accretion and access to new growth 
opportunities." 
    "Dynamic Green is excited to join forces with ReneSola," said Mr. Kongxian 
Ding, Dynamic Green's chairman and chief executive officer. "The synergies 
created by the two businesses will allow us to better serve and expand our 
existing global customer base and provide immediate opportunities to leverage 
efficiencies and drive innovation for future growth." 
    Mr. Mark Chen, senior managing director at GE Capital Asia Pacific, 
Dynamic Green's second largest investor, commented, "As a strategic investor, 
we believe the combination of these two leading players in the solar energy 
space will create a stronger platform to capture even more growth 
opportunities. The powerful merger synergies will also ultimately benefit 
customers and shareholders for the enlarged company." 
    Mr. Richard M. Feldt, Evergreen Solar's chairman, president and chief 
executive officer, added, "We are supportive of this acquisition. Being a 
leader in the fast growing and increasingly competitive solar products 
industry requires a commitment to leverage varied technological competencies 
and manufacturing excellence expertise to provide low-cost products that also 
meet our customers' exacting performance standards. ReneSola, Dynamic Green 
and Evergreen Solar have these requisite skills and a common vision to benefit 
from the significant market opportunities available to us over the next 
several years." 
    Mr. Jay Peir, SunPower's vice president of corporate development, added, 
"Jiawei has been a key long standing partner to SunPower since 2004. This 
relationship has enabled us to combine market leading technology with high 
quality, low cost manufacturing. We believe this acquisition will result in a 
stronger partner with the ability to grow and meet our continuing needs." 
    As of June 30, 2009, Dynamic Green had an annual PV module manufacturing 
capacity of approximately 155 megawatts ("MW"), an annual PV cell 
manufacturing capacity of 25 MW and annual ingot and solar wafer manufacturing 
capacities of approximately 180 tons, or 37.5 MW, and approximately 360 tons, 
or 75 MW, respectively. As of the same date, Dynamic Green had an annual 
upgraded metallurgical silicon manufacturing capacity of 50 tons. Dynamic 
Green has approximately 1,600 employees. 
    In 2007 and 2008, Dynamic Green had net revenues of $18.1 million and 
$53.3 million, respectively, and gross profit of $6.1 million and 16.8 million, 
respectively. Dynamic Green had loss from operations of $9.6 million in 2007 
(including $14 million in share based compensation expenses) and income from 
operations of $9.9 million in 2008. Dynamic Green had a net loss of $10.4 
million in 2007 and net income of $5.6 million in 2008. In the first half of 
2009, Dynamic Green estimates that it had net revenues of approximately $15 
million and gross profit of approximately $3 million. Dynamic Green expects to 
incur a net loss in the first half of 2009. The selected estimated results for 
the first half of 2009 are preliminary and subject to normal period-end 
closing procedures. As a result, Dynamic Green's actual results may differ 
from the estimated results. 
    The acquisition and the share purchase agreement have been approved by 
both companies' boards of directors. At closing, ReneSola will enter into a 
shareholders' agreement, a registration rights agreement and lock-up 
agreements with certain Dynamic Green selling shareholders and amendments to 
employment agreements and non-compete agreements with Dynamic Green's senior 
management. Under the shareholders agreement, Mr. Kongxian Ding will have the 
right to appoint two members to ReneSola's board of directors, one of whom 
must be an independent director. 
    Mr. Kongxian Ding, the founder and the largest shareholder of Dynamic 
Green, will be subject to a three-year lock-up and Dynamic Green's other 
management shareholders and certain non-management shareholders will be 
subject to one-year lock-ups starting from the closing date, subject to 
certain exceptions (including the ability of certain shareholders to sell 
limited amounts of shares commencing on the date that is 181 days following 
the closing date). Other non-management shareholders will be subject to a 
three-month or six-month lock-up starting from the closing date, subject to 
certain exceptions (including, in the case of the six-month lockup, the 
ability of certain shareholders to sell limited amounts of shares commencing 
on the date that is 91 days following the closing date). The holder of the $10 
million convertible promissory note will not be permitted to sell or convert 
its note for approximately 11 months following the issuance date, subject to 
certain exceptions. 
 
    About ReneSola 
    ReneSola Ltd ("ReneSola") is a leading manufacturer of solar products 
based in China. Capitalizing on proprietary technologies and technical 
know-how, ReneSola's vertically integrated manufacturing capabilities include 
virgin polysilicon, monocrystalline and multicrystalline solar wafers, solar 
cells and solar modules. ReneSola possesses a global network of suppliers and 
customers that include some of the leading global manufacturers of solar cells 
and modules. ReneSola's shares are currently traded on the New York Stock 
Exchange (NYSE: SOL) and the AIM of the London Stock Exchange (AIM: SOLA). For 
more information about ReneSola, please visit http://www.renesola.com . 
 
    About Dynamic Green Energy 
    Dynamic Green Energy Limited ("Dynamic Green"), through its wholly-owned 
subsidiary Jiawei Solarchina Co., Ltd., is a pioneering photovoltaic solar 
products manufacturer in China and a fully integrated manufacturer of solar 
products serving OEM and ODM customers around the world. Dynamic Green offers 
its world-class customer-base high-performance solar products for a broad 
range of applications, including off-grid and on-grid applications for 
residential and commercial end-users. Dynamic Green is dedicated to providing 
its customers with innovation, manufacturing excellence and superior product 
quality. For more information about Dynamic Green and its wholly-owned 
subsidiary, Jiawei Solarchina Co., Ltd., please visit 
http://www.solarchina.com.hk . 
 
    Safe Harbor Statement 
    This press release contains statements that constitute "forward-looking" 
statements within the meaning of Section 27A of the Securities Act of 1933, as 
amended, and Section 21E of the Securities Exchange Act of 1934, as amended, 
and as defined in the U.S. Private Securities Litigation Reform Act of 1995. 
Whenever you read a statement that is not simply a statement of historical 
fact (such as when we describe what we "believe," "expect" or "anticipate" 
will occur, what "will" or "could" happen, and other similar statements), you 
must remember that our expectations may not be correct, even though we believe 
that they are reasonable. We do not guarantee that the forward-looking 
statements will happen as described or that they will happen at all. Further 
information regarding risks and uncertainties that could cause actual results 
to differ materially from those in the forward-looking statements is included 
in our filings with the U.S. Securities and Exchange Commission, including our 
annual report on Form 20-F, including the risks that we may not achieve the 
expected benefits from our contemplated acquisition and that we may face 
challenges integrating Dynamic Green with our operations. We undertake no 
obligation, beyond that required by law, to update any forward-looking 
statement to reflect events or circumstances after the date on which the 
statement is made, even though our situation may change in the future. 
    This release is not an offer of securities for sale in the United States. 
Securities may not be offered or sold in the United States absent registration 
or an exemption from registration. Any public offering of securities to be 
made in the United States will be made by means of a prospectus that may be 
obtained from the issuer or selling security holder and that will contain 
detailed information about the company and management, as well as financial 
statements. 
 
    For investor and media inquiries, please contact: 
 
    In China: 
     Ms. Julia Xu 
     ReneSola Ltd 
     Tel:   +86-573-8477-3372 
     Email: julia.xu@renesola.com 
 
     Mr. Derek Mitchell 
     Ogilvy Financial, Beijing 
     Tel:   +86-10-8520-6284 
     Email: derek.mitchell@ogilvy.com 
 
    In the United States: 
     Ms. Jessica Barist Cohen 
     Ogilvy Financial, New York 
     Tel:   +1-646-460-9989 
     Email: jessica.cohen@ogilvypr.com 
 
    In the United Kingdom: 
     Mr. Tim Feather / Mr. Richard Baty 
     Hanson Westhouse Limited, London 
     Tel:   +44-20-7601-6100 
     Email: tim.feather@hansonwesthouse.com 
            richard.baty@hansonwesthouse.com 
 
SOURCE  ReneSola Ltd 
 
 
 
END 
 

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