Hanwha Solar to Acquire Hanwha Q CELLS for $825 Mn

As per the deal, the company will be acquired by Hanwha Solar in an all-cash transaction implying an equity value of the company of approximately USD 825 million.

Solar PV modules maker Hanwha Q CELLS has entered into a definitive plan of merger with Hanwha Solar Holdings, a subsidiary of Hanwha Chemical Corporation.

As per the deal, the company will be acquired by Hanwha Solar in an all-cash transaction implying an equity value of the company of approximately USD 825 million.

According to the merger terms, each ordinary share of the company issued and outstanding immediately prior to the effective time of the merger will be cancelled and cease to exist in exchange for the right to receive USD 0.20 in cash without interest, and each American depositary share of the company, representing 50 shares, will be cancelled in exchange for the right to receive USD 9.90 in cash without interest, except for shares owned by Hanwha Solar.

The merger consideration represents a premium of 50 percent to the closing price of the company‘s ADSs on August 2, 2018, the last trading day prior to Hanwha Solar’s announcement of its proposal to purchase the shares of the company that it does not already own, and a premium of 52 percent to the average closing price of the company’s ADSs during the 3-month period prior to the disclosure of Hanwha Solar’s proposal.

Further, Hanwha Solar intends to fund the merger with equity.

The merger is currently expected to close during the first quarter of 2019. If completed, the merger will result in the company becoming a privately owned company, its ADSs will no longer be listed on the Nasdaq Global Select Market and the ADS program will be subsequently terminated.