Evergreen Solar Announces Expiration And Results Of Exchange Offers And Consent Solicitation
Evergreen Solar, Inc. (NasdaqCM: ESLR), a manufacturer of String Ribbon ® solar power products with its proprietary, low-cost silicon wafer technology, today announced the expiration and results of its offer to exchange (i) an aggregate principal amount of up to $100,000,000 of new 4.0% Convertible Subordinated Additional Cash Notes due 2020, or the new 4% notes, for an aggregate principal amount of up to $200,000,000 of its 4.0% Senior Convertible Notes due 2013, or the existing 4% notes, and (ii) an aggregate principal amount of up to $165,000,000 of new 7.5% Convertible Senior Secured Notes due 2017, or the new 7.5% notes, for an aggregate principal amount of up to $165,000,000 of its 13.0% Convertible Senior Secured Notes due 2015, or the existing 13% notes, and the related consent solicitation.
The exchange offers and consent solicitation expired at 5:00 p.m., New York City time, on February 11, 2011.
Exchange Offer for Existing 4% Notes
U.S. Bank National Association, the exchange agent for the exchange offers and consent solicitation, advised the Company that as of the expiration date, holders of approximately $45.4 million aggregate principal amount of the existing 4% notes had tendered, and not withdrawn, existing 4% notes for exchange. Because the total principal amount of existing 4% notes tendered is less than the maximum amount the Company would accept in the exchange offer for the existing 4% notes, all of the existing 4% notes validly tendered and not withdrawn have been accepted for exchange pursuant to the terms of this exchange offer.Based on the modified “Dutch auction” process described in the Company’s Prospectus dated February 9, 2011, the clearing exchange ratio for this exchange offer is $500 principal amount of new 4% notes per $1,000 principal amount of exiting 4% notes. An aggregate principal amount of approximately $203.8 million of existing 4% notes will remain outstanding following the consummation of the exchange offer, and approximately $22.7 million in principal amount of new 4% notes will be issued to holders whose existing 4% notes were accepted for exchange. The aggregate principal amount of new 4% notes issued to any holder will be rounded down to the nearest $1,000 and any fractional portion of new 4% notes will be paid in cash.
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