Sky Solar Holdings, Ltd. Issues Statement on Unusual Trading Activity
29 9월 2020 - 12:35AM
Sky Solar Holdings, Ltd. (NASDAQ: SKYS) (“Sky Solar” or the
“Company”), a global developer, owner and operator of solar parks,
today issued a statement on recent unusual trading activity in the
Company’s American depositary shares (the “ADSs,” each representing
twenty of the Company’s ordinary shares, par value US$0.0001 each,
the “Ordinary Shares”). As previously announced by the Company, the
tender offer of Square Acquisition Co. to purchase all of the
issued and outstanding Ordinary Shares, including all Ordinary
Shares represented by ADSs, expired at 12:00 midnight, New York
City time, at the end of the day on September 8, 2020. As of
immediately prior to the expiration of the tender offer, the number
of Ordinary Shares (including Ordinary Shares represented by ADSs)
that had been validly tendered (and not validly withdrawn)
satisfied the tender offer’s minimum condition and all other
conditions to the tender offer were satisfied or waived. Promptly
after the expiration date of the tender offer, Square Acquisition
Co. accepted for payment all Ordinary Shares (including Ordinary
Shares represented by ADSs) validly tendered (and not validly
withdrawn) pursuant to the tender offer, and Ordinary Share and ADS
holders whose Ordinary Shares and ADSs were accepted in the tender
offer were paid $0.30 per Ordinary Share or $6.00 per ADS, less
certain taxes and fees. Furthermore, the offeror group (the
“Offeror Group”) for the tender offer, which includes Japan NK
Investment K.K., IDG-Accel China Capital L.P., IDG-Accel China
Capital Investors L.P., Jolmo Solar Capital Ltd., CES Holding Ltd.,
Jing Kang, Bin Shi, Sino-Century HX Investments Limited, Kai Ding,
TCL Transportation Holdings Limited, Esteem Venture Investment
Limited, Mamaya Investments Ltd, Xanadu Investment (H.K.) Limited,
Abdullateef A. AL-Tammar, Development Holding Company Ltd., Bjoern
Ludvig Ulfsson Nilsson, Square Acquisition Co. and Square Limited,
stated that following the completion of the tender offer it intends
to effect a merger with the Company and that at the effective time
of the merger, each outstanding Ordinary Share (other than those
held by Offeror Group) will be converted into the right to receive
US$0.30 in cash per Ordinary Share, without interest and less any
required withholding taxes, and each ADS issued and outstanding
immediately prior to the effective time, together with the
underlying Ordinary Shares represented by such ADS, shall be
cancelled in exchange for the right to receive US$6.00 in cash per
ADS without interest and less any ADS cancellation fees and other
related fees and withholding taxes.
The merger has not yet been completed because, as previously
announced by the Company, on August 28, 2020, the Company was
informed that Hudson Capital Solar Infrastructure GP, LP, in its
capacity as general partner of Hudson Solar Cayman LP, had filed a
winding up petition in respect of Sky Solar (the “Winding Up
Petition”) with the court in the Cayman Islands. Pursuant to the
Companies Law (as amended) of the Cayman Islands, the merger cannot
be consummated for so long as the Winding Up Petition remains
outstanding, or if any order shall have been made or resolution
adopted to wind up the Company (such proceedings, “Winding Up
Proceedings”). The Offer Group has stated that it is monitoring the
Winding Up Petition closely and intends to effect the merger as
promptly as practicable once any Winding Up Proceedings are no
longer outstanding or in effect. The Company currently cannot
predict when or if the Winding Up Proceedings or any similar action
will be resolved.
Despite the developments outlined above, the Company’s ADSs have
recently traded substantially higher than $6.00. On Friday,
September 25, 2020, the ADS traded on the NASDAQ Capital Market for
prices as high as $12.48 and closed at $9.98; trading volume for
the ADSs was substantially higher than recent average trading
volume. The Company advises investors to carefully consider the
Company’s disclosure before making any investment decision
regarding the ADSs or the Ordinary Shares.
About Sky Solar Holdings, Ltd.
Sky Solar is a global independent power producer (“IPP”) that
develops, owns, and operates solar parks and generates revenue
primarily by selling electricity. Since its inception, Sky Solar
has focused on the downstream solar market and has developed
projects in Asia, Europe, South America and North America. The
Company’s broad geographic reach and established presence across
key solar markets are significant differentiators that provide
global opportunities and mitigate country-specific risks. Sky Solar
aims to establish operations in select geographies with highly
attractive solar radiation, regulatory environments, power pricing,
land availability, financial access and overall power market
trends. As a result of its focus on the downstream photovoltaic
segment, Sky Solar is technology agnostic and is able to customize
its solar parks based on local environmental and regulatory
requirements. As of December 31, 2019, the Company owned and
operated 115.1 MW of solar parks.
Safe-Harbor Statement
This press release contains forward-looking statements. These
statements constitute “forward-looking” statements within the
meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended,
and as defined in the U.S. Private Securities Litigation Reform Act
of 1995. These forward-looking statements can be identified by
terminology such as “will,” “expects,” “anticipates,” “future,”
“intends,” “plans,” “believes,” “estimates” and similar statements.
Among other things, the quotations from management in this press
release and the Company’s operations and business outlook contain
forward-looking statements. Such statements involve certain risks
and uncertainties that could cause actual results to differ
materially from those in the forward-looking statements. These
risks and uncertainties include, but are not limited to the
following: the reduction, modification or elimination of government
subsidies and economic incentives; global and local risks related
to economic, regulatory, social and political uncertainties;
resources the Company may need to familiarize itself with the
regulatory regimes, business practices, governmental requirements
and industry conditions as the Company enters into new markets; the
Company’s ability to successfully implement its on-going strategic
review to unlock shareholder value; global liquidity and the
availability of additional funding options; the delay between
making significant upfront investments in the Company’s solar parks
and receiving revenue; expansion of the Company’s business in the
United States and Japan; resolution of disputes; risk associated
with the Company’s limited operating history, especially with
large-scale IPP solar parks; risk associated with development or
acquisition of additional attractive IPP solar parks to grow the
Company’s project portfolio; and competition. Further information
regarding these and other risks is included in Sky Solar’s filings
with the U.S. Securities and Exchange Commission, including its
annual report on Form 20-F. Except as required by law, the Company
does not undertake any obligation to update any forward-looking
statements, whether as a result of new information, future events
or otherwise.
For investor and media inquiries, please contact:
Sky Solar:IR@skysolarholdings.com
Sky Solar Investor Relations:The Blueshirt GroupUnited
StatesRalph Fong+1 (415) 489-2195ralph@blueshirtgroup.com
ChinaGary Dvorchak, CFA+86 (138)
1079-1480gary@blueshirtgroup.com
Sky Solar (NASDAQ:SKYS)
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