Below you will find the questions and answers about the Offering and the transaction for the new company, REC Solar.
Who can participate in the Offering? What are my subscription rights per share? What will the price be? When will Offering take place? When will the listing of REC Solar ASA take place? How can I subscribe? What’s the rationale behind the decision to divide REC into two separate companies? How will the separation be carried out? Will there be a new EGM? How will the transaction take place? Where will the new company, REC Solar ASA, be listed? Where can I find more information about the new company? In what ways will REC’s customers and partners experience the separation of Silicon and Solar?
1. Who can participate in the Offering?
Subscription rights will be received by those who are REC shareholders on record as of the EGM on September 23, 2013 2. What are my subscription rights per share?
REC shareholders will receive non-tradable subscription rights for one new share in REC Solar ASA for each 58 shares they hold in REC at the EGM date 3. What will the price be?
The subscription price in the Offering will be NOK 20 per share 4. When will Offering take place?
The subscription period is expected to run for two weeks starting on or about September 26 and and ending on or about October 10 2013 5. When will the listing of REC Solar ASA take place?
The listing of REC Solar ASA is expected to occur on or about October 18, 2013 6. How can I subscribe?
More information will be sent in due course via VPS services to each existing shareholder’s electronic and postal address depending on your choice in VPS. 7. What’s the rationale behind the decision to divide REC into two separate companies?
Solar is an industry in strong growth and is becoming an increasingly competitive source of energy. The industry is, however, immature, fragmented and weakly capitalized, and ripe for significant consolidation.
REC recognizes that it is increasingly demanding to grow and maintain a leading position in a fully vertically integrated business model. There are only limited operational synergies between the Silicon and Solar divisions today.
The transaction will allow the two companies to follow separate consolidation paths as industry leaders in their fields. It also ensures a fundamentally solid financial base for both companies 8. How will the separation be carried out?
The separation of REC and creation of the new company, REC Solar ASA, will be done through a sale of 100 percent of the shares in REC Solar to existing shareholders in REC. 9. Will there be a new EGM?
An EGM will be held on September 23, 2013 at the headquarters in Sandvika, Norway. At this EGM, the shareholders are asked to approve the sale of the company's solar division and to approve to change the name of Renewable Energy Corporation ASA to REC Silicon ASA. 10. How will the transaction take place?
All shareholders in REC as of the date of the EGM (September 23, 2013) will receive non-tradable subscription rights to their portion of the shares of REC Solar ASA. They will thus be able to maintain the same ownership stake in REC Solar ASA as they currently hold in REC. Oversubscription will not be possible, but a syndicate established by some of REC’s largest shareholders guarantees payment for any shares in REC Solar ASA not subscribed in the Offering 11. Where will the new company, REC Solar ASA, be listed?
REC Solar ASA is expected to be listed on the Oslo Stock Exchange, and will be headquarted in Singapore under CEO Øyvind Hasaas 12. Where can I find more information about the new company?
A prospectus describing the new company is being prepared, and will be published prior to the subscription period for the Offering 13. In what ways will REC’s customers and partners experience the separation of Silicon and Solar?
The customers and partners of both REC’s Silicon division and REC’s Solar division should not experience any change in the collaboration and support from their dedicated sales and support teams in REC
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