First Solar Signs Definitive Agreement to Sell North American O&M Business to NovaSource
First Solar, Inc. (Nasdaq:FSLR) today announced that it has entered into a Membership Interest Purchase Agreement (the "Agreement") with NovaSource Power Services ("NovaSource"), a portfolio company of Toronto-based private equity firm Clairvest Group Inc. (TSX:CVG.TO) ("Clairvest"), pursuant to which NovaSource will acquire First Solar's North American Operations and Maintenance (O&M) business.
Upon closing of the transaction, approximately 220 First Solar O&M associates are expected to be transferred with the acquired business. Financial terms of the transaction were not disclosed.
Clairvest supported a management buy-out of SunPower Corporation's O&M business in May of this year, which was subsequently renamed NovaSource. NovaSource oversees some of the most high profile solar projects in the United States and operates in nine countries today.
The completion of the transaction is subject to a number of closing conditions, including the receipt of third-party consents, the expiration of the waiting period under the Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976 and review by the Committee on Foreign Investment in the United States (CFIUS).
Additionally, the transaction is subject to certain other customary closing conditions. Assuming satisfaction of the closing conditions, the transaction is anticipated to close in the last quarter of 2020.
About First Solar, Inc.
First Solar is a leading global provider of comprehensive photovoltaic (PV) solar solutions, which use its advanced module and system technology. The company's integrated power plant solutions deliver an economically attractive alternative to fossil-fuel electricity generation today. From raw material sourcing through end-of-life module recycling, First Solar's renewable energy solutions protect and enhance the environment. For more information about First Solar, please visit www.firstsolar.com.
For First Solar Investors
This press release includes various "forward-looking statements" which are made pursuant to safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements concerning First Solar's entry into a definitive agreement to sell its U.S. operating and maintenance business. These forward-looking statements are often characterized by the use of words such as "estimate," "expect," "anticipate," "project," "plan," "intend," "seek," "believe," "forecast," "foresee," "likely," "may," "should," "goal," "target," "might," "will," "could," "predict," "continue" and the negative or plural of these words and other comparable terminology. Forward-looking statements are only predictions based on First Solar's current expectations and First Solar's projections about future events and therefore speak only as of the date of this release. You should not place undue reliance on these forward-looking statements. First Solar undertakes no obligation to update any of these forward-looking statements for any reason, whether as a result of new information, future developments or otherwise. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause First Solar's actual results, levels of activity, performance or achievements to differ materially from those expressed or implied by these statements. These factors include, but are not limited to, the expected timing and likelihood of completion of the transaction, including the timing, receipt and terms and conditions of any third-party consent or required governmental approvals of the transaction that could cause the parties to abandon the transaction; the occurrence of any event, change or other circumstances that could give rise to the termination of the Agreement; the risk that the parties may not be able to satisfy the conditions to the transaction in a timely manner or at all; and the matters discussed under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Conditions and Results of Operations" of our most recent Annual Report on Form 10-K and our subsequently filed Quarterly Reports on Form 10-Q, as supplemented by our other filings with the Securities and Exchange Commission.
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