Canadian Solar Inc. one of the world's largest solar power companies, today announced that the special committee of independent and disinterested directors (the "Special Committee") formed by the board of directors of the Company (the "Board") to review and assess the $18.47 "going-private" transaction proposed by its Chairman, President and Chief Executive Officer, Dr. Shawn Qu, (the "Proposed Transaction") in his December 9, 2017 letter to the Board (the "Proposal Letter") has decided to recommend to the Board that the Special Committee be dissolved and that the Board cease its review of the Proposed Transaction and not undertake a review of any future "going private" transaction proposed by Dr. Qu unless the Board receives reasonable evidence that the proposed transaction is fully financed.
The Special Committee made its recommendation in light of the length of time that has passed since Dr. Qu submitted the Proposal Letter, the significant changes that have taken place in the solar industry during that time and the uncertainty surrounding Dr. Qu's ability to secure the financing required to enable him to make a fully-financed offer. The Special Committee has informed Dr. Qu of its recommendation and Dr. Qu has agreed to withdraw the Proposal Letter and the Proposed Transaction with immediate effect. Notwithstanding his withdrawal of the Proposal Letter and the Proposed Transaction, Dr. Qu has advised the Board that he remains interested in acquiring the Company in a "going private" transaction and, subject to any restrictions or limitations under applicable law, he may continue to explore ways to secure adequate financing and propose another acquisition transaction to the Board. The Board cautions that there can be no assurance that any definitive offer relating to any acquisition transaction will be made by Dr. Qu or any other person and, even if one is made, that any definitive agreement with respect to such transaction or any other transaction will be executed, or that such transaction or any other transaction will be approved or completed.
The Special Committee has also decided to recommend to the Board that a review be carried out of other strategic alternatives available to the Company independent of the Proposed Transaction or any future "going private" transaction.
Source: Canadian Solar
Date: Nov 5, 2018