LUXEMBOURG / DONGYING, PR China, May 6, 2011 /PRNewswire-Asia/--CNPV Solar Power SA, a public limited liability company organized under the laws of the Grand Duchy of Luxembourg and a leading integrated manufacturer of solar photovoltaic products (the “Company”), announced today that, on April 29, 2011 it signed a Securities Purchase Settlement Agreement with esteemed US-based clean-tech investment fund Barron Partners LP and certain other individual investors.
The investors have agreed to subscribe for and the Company have agreed to issue certain number of preference shares in the Company for US$5,000,000 invested by the investors. The funds have been or will be targeted for use in the company’s ongoing capacity expansion for equipment purchases related to the production of silicon ingots, wafers and solar cells. The completion of the transactions under the Securities Purchase Settlement Agreement will be subject to the fulfilment of certain conditions, including, but without limitation to, the approval of the transactions by the general shareholders’ meeting of the Company.
“We are very excited about working together with Barron Partners because of their extensive experience in cleantech investments. There has been a close co-operation between both sides in building new business opportunities for CNPV dating back to 2010. We value the highly reputable and extensive contact network Barron Partners continues to bring to CNPV in exploring new distribution channels in the US and other markets” commented Mr. Zhang Shunfu, CNPV's CEO and Mr. B. Veerraju Chaudary, CNPV's COO, CTO and Member of the Board.
On January 26, 2011, Barron Partners L.P. ("Barron"), a Delaware limited partnership, filed a lawsuit against the Company) in the United States District Court for the Southern District of New York, Barron Partners L.P. v. CNPV Solar Power, S.A., Civ. A. No. 11-0545. Barron alleged that the Company failed to perform its obligations under a certain Securities Purchase Agreement among the Company, Barron, Matthew Hayden and Steve Mazur in May, 2010 (amended in October, 2010). Such prior agreements contemplated an agreement to issue certain convertible notes which was subsequently replaced with an agreement to issue preference shares convertible to a certain number of common shares for US$5,000,000. The transactions under the prior agreements were not closed. Barron sought specific performance, and in the alternative damages, as well as an award of reasonable attorney's fees. The Company answered Barron's complaint and denied any liability or wrongdoing.
It is the company's understanding that at no point during the negotiations did either party intends to resolve the issue through any legal action, as suggested by the fact that both parties jointly requested extension of the court proceedings to accommodate the negotiation between the parties.
The Company and Barron have since negotiated a new agreement that also resolves the litigation. On April 29, 2011, the Company, Barron Partners, Mr. Hayden and Mr. Mazur finalized and executed a new Securities Purchase Settlement Agreement. The new agreement contemplates issuance of certain number of preference shares for US$5,000,000 at closing. As provided under that agreement, Barron dismissed the lawsuit without prejudice on May 3, 2011. Once the new agreement closes, the dismissal will automatically convert into a dismissal with prejudice. The company and the investor group will also release one another from any claim or liability under the prior agreement. The new agreement will also replace all terms and conditions of the prior agreements in their entirety at closing.
This press release does not constitute an offer to sell, or the solicitation of an offer to buy, securities, and does not constitute an offer, solicitation or sale in any jurisdiction in which such offer; solicitation or sale would be unlawful.
CNPV Solar Power SA (NYSE Euronext: ALCNP), through its wholly-owned subsidiary, CNPV Dongying Solar Power Company Limited, is a leading integrated manufacturer of solar photovoltaic products from the production of ingots, wafers and cells to the assembly of PV modules. CNPV designs, manufactures and supplies highly efficient and cost effective crystalline solar photovoltaic modules. Reliability & longevity are built into our world-class crystalline solar photovoltaic modules, which undergo rigorous internal tests and external certifications (IEC61215, IEC61730, UL, and CE) to ensure peak performance and safety. For further information, please visit CNPV's website at http://www.cnpv-power.com
About Barron Partners
Barron Partners is an international, private, cleantech investment fund with investment professionals on three continents. Our investments support cleantech companies across the globe, especially those active in the rapidly growing Chinese cleantech market, with the necessary capital to make their businesses thrive. Since our founding in 2002, Barron Partners has made over $450 million in cleantech investments with companies focused on alternative energy systems, as well as in other industries such as recycling and energy efficiency. http://www.barronpartners.com
Safe Harbor Statement
This announcement contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact in this announcement are forward-looking statements, including but not limited to, CNPV's ability to raise additional capital to finance its activities; the effectiveness, profitability, and marketability of its products; the future trading of the securities of the Company; the ability of the Company to operate as a public company; the period of time for which its current liquidity will enable the Company to fund its operations; the Company's ability to protect its proprietary information; general economic and business conditions; the volatility of the Company's operating results and financial condition; the Company's ability to attract or retain qualified senior management personnel and research and development staff; and other risks detailed in the Company's filings with the Euronext in Paris. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates and projections about the companies and the industry. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or to changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward looking statements are reasonable, they cannot assure you that their expectations will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results.
For more information, please contact:
CNPV Solar Power SA
B.Veerraju Chaudary, COO, CTO & Member of the Board
Bill Milewski, VP-Investor Relations,
SOURCE: CNPV Solar Power SA