Trina Solar Prices $120 Million of Convertible Senior Notes and Up to 4,073,194 American Depositary Shares
Monday, Jul 21, 2008
CHANGZHOU, China, July 18 /Xinhua-PRNewswire-FirstCall/ -- Trina Solar Limited ("Trina Solar" or the "Company"), a leading integrated manufacturer of photovoltaic products from the production of ingots, wafers and cells to the assembly of PV modules, founded in 1997, today announced it priced an offering of $120 million aggregate principal amount of senior convertible notes due 2013 and up to 4,073,194 American depositary shares ("ADSs"), which are being borrowed by an affiliate (the "ADS Borrower") of Credit Suisse Securities (USA) LLC, one of the joint bookrunners of the notes offering, pursuant to an ADS lending agreement with Trina Solar. Trina Solar has also granted to the underwriters of the notes offering an option to purchase up to an additional $18 million aggregate principal amount of the notes to cover over-allotments.
The notes will pay interest semi-annually at the annual rate of 4.00% and will mature in July 2013. The notes will be convertible into ADSs at an initial conversation rate of 29.5159 ADSs per $1,000 principal amount of notes, subject to adjustment under certain circumstances, which is equivalent to an initial conversion price of approximately $33.88 per ADS. Holders of the notes may require Trina Solar to repurchase all or a portion of the notes in 2011. Holders of the notes may also require Trina Solar to repurchase all or a portion of the notes upon certain fundamental changes.
Trina Solar intends to use the net proceeds of the notes offering for the expansion of manufacturing lines for the production of silicon ingots, wafers, solar cells and solar modules, the purchase of raw materials, research and development and other general corporate purposes.
In connection with the notes offering, Trina Solar has entered into the ADS lending agreement with the ADS Borrower, pursuant to which Trina Solar will lend up to 4,073,194 ADSs to the ADS Borrower. Concurrently with the notes offering, the ADS Borrower will sell the borrowed ADSs pursuant to a separate prospectus supplement. 3,829,800 of the borrowed ADSs have been initially offered at $28.00 per ADS and the remaining borrowed ADSs will be subsequently sold at prevailing market prices at the time of sale or at negotiated prices. The sale of the borrowed ADSs is intended to facilitate privately negotiated transactions or short sales by which investors in the notes will hedge their investment in the notes. The ADS Borrower will be required to return the borrowed ADSs pursuant to the ADS lending agreement by the scheduled maturity date of the notes in July 2013. The ADS Borrower will receive all of the proceeds from the sale of the borrowed ADSs. Trina Solar will not receive any proceeds from the offering of the borrowed ADSs, but will receive a nominal lending fee from the ADS Borrower.
Credit Suisse Securities (USA) LLC, ABN AMRO Bank N.V., London Branch, and Deutsche Bank Securities Inc. act as joint bookrunners for the notes offering. Credit Suisse Securities (USA) LLC acts as sole bookrunner for the ADS offering.
The concurrent offerings are being made under Trina Solar's registration statement on Form F-3 filed with the Securities and Exchange Commission on July 15, 2008. 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.
Copies of the notes prospectus supplement and the accompanying prospectus may be obtained from Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, NY 10010, telephone: (800) 221-1037, ABN AMRO Inc, Attention: Equities Client Services Department, 55 East 52nd Street 6th Floor, New York, NY 10055, telephone: (866) 636-4281, or Deutsche Bank Securities Inc., Attention: Prospectus Department, 100 Plaza One, Jersey City, New Jersey 07311, telephone: (800) 503-4611 or e-mail at prospectusrequest@list.db.com. Copies of the ADS prospectus supplement and the accompanying prospectus may be obtained from Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, NY 10010, telephone: (800) 221-1037.
About Trina Solar Limited
Trina Solar Limited (NYSE:TSL) , through its wholly-owned subsidiary Changzhou Trina Solar Energy Co. Ltd, is a well recognized manufacturer of high quality modules and has a long history as a solar PV pioneer since it was founded in 1997 as a system installation company. Trina Solar is currently one of the few PV manufacturers that has developed a vertically integrated business model from the production of monocrystalline and multicrystalline ingots, wafers and cells to the assembly of high quality modules. This integrated value chain helps to ensure that high quality products can be delivered to its end customers around the globe, including a number of European countries, such as Germany, Spain and Italy. Trina Solar's solar modules provide reliable and environmentally-friendly electric power for residential, commercial, industrial and other applications worldwide. For further information, please visit Trina Solar's website at http://www.trinasolar.com/ .
Source: PR Newswire
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