The world's largest solar panel maker Trina Solar (TSL) said it's agreed to be taken private by its founding chairman and others in a deal valued at $1.1 billion.
The deal calls for holders of American Depositary Receipts, or ADR's, to receive $11.60 per unit in cash for each of their units and ordinary shareholders to get 23.20 cents per share. Shares owned by chairman and CEO Jifan Gao and certain of his affiliates will be rolled over in the transaction.
The deal represents a 21.5% premium over the Chinese company's closing price on Dec. 11, the last trading day before it announced it was considering a go-private transaction at the same terms. The price comes at a 40.6% premium over Friday's close.
Trina Solar's ADR's closed up 25% on Monday at $10.32 per unit on the New York Stock Exchange.
The buyout consortium includes Gao, Shanghai Xingsheng Equity Investment & Management Co. Ltd., Shanghai Xingjing Investment Management Co. Ltd., Great Zhongou Asset Management (Shanghai) Co. Ltd., Liuan Xinshi Asset Management Co. Ltd. and their respective affiliates.
The company's board approved the deal based on the recommendation of a special committee of independent and "disinterested" members, Trina Solar said.
The transaction is expected to close in the first quarter if it's cleared by two-thirds of the voting power of its shares. Gao and his affiliates own 5.5% of the voting rights.
The Chinese solar panel maker makes the move at a time of low valuations for companies operating in the industry, which is expected to experience a slowdown in demand later this year after explosive growth. It follows an announcement last summer that JA Solar was also considering a proposal to go private.
Citigroup Global Markets' Colin Banfield, Chuck Kim, Jan Metzger and Ho-Yin Lee, as well as David Zhang, Jesse Sheley, Benjamin Su and Xiaoxi Lin from Kirkland & Ellis LLP, advised the special committee. Duff & Phelps LLC and Skadden, Arps, Slate, Meagher & Flom LLP assisted the investor consortium.
A Skadden, Arps, Slate, Meagher & Flom team including Peter Huang, James Chang, Ning Dong, Peter Qiu, Alice Chunbei Li, Andrew Foster and Kexin Li represented the investor consortium.