The Management Board and Supervisory Board of Sunways AG published their joint statement pursuant to § 27 of the Securities Acquisition and Takeover Act (WpÜG) with respect to the voluntary public takeover offer submitted by LDK Solar Germany Holding GmbH on 13 February 2012. Taking into account all circumstances relating to the offer, the offered price of € 1.90 per share is unanimously considered adequate within the meaning of § 31 subparagraph 1 WpÜG by both boards.
The Management Board and the Supervisory Board are of the opinion that the offer will serve the interests of Sunways AG and therefore recommend that Sunways shareholders accept the offer.
LDK Solar Co., Ltd., the parent group of LDK Solar Germany Holding GmbH, is one the world’s ten largest photovoltaics companies in terms of sales. As the world’s largest fully integrated manufacturer of silicon, wafers, solar cells and solar modules, LDK Solar has supplied raw materials to Sunways AG for many years and has been cooperating with the company in the production of Sunways Solar Modules since 2010.
The acceptance period for the offer started upon publication of the offer document on 13 February 2012 and, subject to a potential extension of the acceptance period, will end on 26 March 2012, 24:00 hours (Frankfurt am Main local time). The so-called additional acceptance period pursuant to § 16 subparagraph 2 WpÜG will end two weeks after publication of the results of the offer by the bidder in accordance with § 23 subparagraph 1 sentence 1 no. 2 WpÜG. In the offer document, the bidder declared the additional acceptance period was expected to begin on 30 March 2012 and to end on 12 April 2012, 24:00 hours (Frankfurt am Main local time) - subject to an extension of the acceptance period.
The Management Board and Supervisory Board would jointly like to point out that each Sunways shareholder must decide for himself/herself whether or not to accept the offer – and, if applicable, for how many shares - in the light of all circumstances, his/her individual situation (including his/her personal tax situation) and personal assessment of the future development of the value and price of the Sunways shares. Subject to any applicable legal provisions, the Management Board and Supervisory Board do not assume liability for any adverse financial effects that may subsequently be suffered by a Sunways shareholder as a result of the acceptance or non-acceptance of the offer.
This statement and any additional statements or changes to this statement will be published in accordance with §§ 27 subparagraph 3 sentence 1, 14 subparagraph 3 sentence 1 WpÜG on the internet at www.sunways.eu/en in the „Investor Relations“ section under „Takeover Offer“ as well as via an announcement in the electronic Federal Gazette and will be made available free of charge at the company’s reception desk at 78467 Konstanz, Macairestr. 3-5.
