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Stock code: 688599 Stock abbreviation: Trina Solar Announcement No.: 2024-116
Convertible bond code: 118031 Convertible bond abbreviation: day 23 convertible bond
Trina Solar Co., Ltd
Announcement on the progress of the sale of assets to obtain shares and business cooperation
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or material omissions in the content of this announcement, and assume legal responsibility for the authenticity, accuracy and completeness of its content in accordance with the law.
1. Overview of previous transactions
Trina Solar Co., Ltd. (hereinafter referred to as the "Company") held its third meeting on November 5, 2024
At the 14th meeting of the board of directors and the 8th meeting of the third board of supervisors, the meeting deliberated and passed the "On Going Out
Proposal for Asset Sale and Business Cooperation", which agreed that Trina Solar (Schweiz) AG, a wholly-owned subsidiary of the Company, would put it into use
Trina Solar's core asset, Trina Solar US Manufacturing Module1, LLC (hereinafter referred to as "TUM1")
to FREYR Battery, Inc. ("FREYR") (the "Transaction"). The transaction involved the sale of the underlying asset of the Company's 5GW module factory in the United States.
For details, please refer to the company's disclosure on the website of the Shanghai Stock Exchange on November 7, 2024
(www.sse.com.cn) Announcement of Trina Solar Co., Ltd. on Selling Assets to Acquire Shares and Business Cooperation (Announcement No. 2024-100).
2. Progress of the transaction
As of the date of this announcement, the company and FREYR have reached pre-closing conditions in accordance with the relevant provisions of this transaction agreement. The progress of the transaction is as follows:
1. The Company has received $100 million in cash from FREYR, which has issued to the Company a par value of
$150 million of senior notes and 15,437,847 shares of common stock. In addition, the company has been reclaimed as the original
Strata shareholders borrowed US$50 million from TUM1, which was paid by FREYR.
2. The company has completed the internal restructuring of the platform company at the upper level of TUM1 and will take 100% of the shares of the platform company
The rights were transferred to FREYR and the related shareholding change was completed. After the completion of the aforesaid equity transfer, TUM1 is no longer available
It is a wholly-owned subsidiary of the Company, and the Company indirectly holds a partial interest in TUM1 by holding a partial stake in FREYR.
3. The Board of Directors of FREYR has appointed the person appointed by the Company as a Director and Chief Strategy Officer
Effective December 24, 2024.
4. The company and FREYR have signed relevant agreements on follow-up cooperation, including technical cooperation, operational cooperation, sales cooperation and other commercial arrangements.
3. Risk Warning
The Company will continue to proceed with the transaction as planned, and the 30,440,113 shares of common stock to be issued by FREYR to the Company in the second phase are subject to approval, subject to the uncertainty of approval. In the event of a failure of the second phase of approval, the Company will receive approximately $80 million of FREYR's senior notes as compensation. At the same time, there is a lock-up period for the common shares acquired by the company based on this transaction, and the stock price is affected by the secondary market, and there is uncertainty about the income.
The company will fulfill its information disclosure obligations in a timely manner according to the progress of relevant matters, and please pay attention to investment risks.
The announcement is hereby made.
Board of Directors of Trina Solar Co., Ltd
December 25, 2024
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