|
July 8, 2008
Marlboro,
MA, USA: Evergreen Solar Closes $374 Million Public Offering of
Senior Convertible Notes
Evergreen
Solar has closed the sale of its previously announced underwritten
public offering of 4% senior convertible notes due 2013, which
included $325 million aggregate principal amount of notes sold
on July 2, 2008 and $48.75 million aggregate principal amount
of notes sold on July 8, 2008, pursuant to the exercise in full
of the underwriters' over-allotment option.
The
notes will be convertible into cash up to their principal amount
and into shares of Evergreen Solar's common stock for the remainder,
if any, of the conversion value in excess of such principal amount
at the initial conversion rate of 82.5593 shares of common stock
per $1,000 principal amount of Notes (equivalent to an initial
conversion price of approximately $12.11 per share), subject to
adjustment.
Prior
to April 15, 2013, the notes will be convertible upon the occurrence
of specified events, and thereafter, at any time prior to maturity,
in each case, at a holder's option. Evergreen Solar received approximately
$322 million from the sale of the notes after deducting the underwriting
discount and estimated offering expenses (including up-front costs
of the capped call transaction entered into in connection with
the note offering and the expenses related to the concurrent offering
of common stock).
Evergreen
Solar intends to use the net proceeds from the notes offering
to complete the construction and equipping of its fully integrated
solar panel manufacturing facility located in Devens, Massachusetts,
to begin construction of a manufacturing facility that will produce
heat resistant string to be used in the manufacturing of Evergreen
Solar's wafers and for general corporate purposes, including purchases
of or prepayments for polysilicon and other raw materials, and
working capital. Lehman Brothers Inc. acted as sole book-running
manager of the note offering.
In
connection with the notes offering and pricing of the notes, Evergreen
Solar entered into a capped call transaction with an affiliate
of Lehman Brothers Inc. The notional size of the capped call transaction
was increased proportionally in connection with the closing of
the underwriters exercise of their over-allotment option on July
8, 2008. The capped call transaction is expected to increase the
effective conversion premium of the notes and to reduce the potential
dilution upon conversion of the notes.
Further details about: Evergreen
Solar
|
