Solar Power, Inc. (SPI), a vertically integrated PV developer, entered into a convertible promissory note purchase agreement and an option agreement with Vision Edge Limited relating to a new private placement of up to $40 million.
According to the agreements, Vision Edge agreed to purchase a principal amount of $20 million of convertible promissory note issued by SPI through private placement. This convertible note will mature on the first anniversary of its issuance date and be convertible, at the purchaser’s option, to common stock of SPI at a price of $2.70 per share, subject to terms and conditions of the convertible note purchase agreement.
In connection with the sale of the convertible note, SPI also granted Vision Edge an option to purchase $20 million of SPI’s common stock exercisable at any time within the next six months at a price of $2.70 per share, subject to terms and conditions of the option agreement. The convertible note and shares issuable upon its conversion as well as the purchase option will be offered and sold solely to non-U.S. investors, on a private placement basis in reliance on Regulation S promulgated under the U.S. Securities Act of 1933, as amended.
The completion of the above transaction is subject to the satisfaction of customary closing conditions. SPI’s shares of common stock issuable under the Agreements are restricted securities, and the Purchaser is subject to a three-month lock-up period.
SPI focuses on the downstream PV market including the development, financing, installation, operation and sale of utility-scale and residential solar power projects in China, Japan, Europe and North America. The Company also operates an online energy e-commerce and investment platform, which enables individual and institutional investors to purchase innovative PV-based investment and other products.
— Solar Builder magazine