T1 Energy Inc. (TE): M&A transaction — FREYR closes acquisition of Trina Solar US manufacturing assets; issues $100M cash, notes, and shares

T1 Energy Inc.

Acquired Trina Solar US Manufacturing entities for $100M cash, $50M loan repayment, 15.4M shares, $150M 1% note, and $80M 7% convertible note due 5 years.
Convertible note can convert into up to 30.4M FREY shares upon CFIUS and stockholder approval.
Issued $50M preferred stock (5M shares) to Encompass Capital Advisors; 6% cash interest, convertible at $2.50.
Mingxing Lin appointed to board per Cooperation Agreement; Seller may designate up to 2 directors.
TUM 1's $235M credit facility amended; FREYR guarantees up to $125M equity contributions for solar module facility.

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Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

T1 Energy Inc. completed an acquisition involving Trina Solar (Schweiz) AG for $100.0 million cash consideration, 15,437,847 shares of common stock, a $150.0 million note and an $80.0 million convertible note (closed 2024-12-23).

Action: acquisition
Counterparty: Trina Solar (Schweiz) AG
Consideration: $100.0 million cash consideration, 15,437,847 shares of common stock, a $150.0 million note and an $80.0 million convertible note
Closing: 2024-12-23

Exact text from the filing

to the Transaction Agreement, among other things, the following occurred: ● Consideration . At the Closing, in consideration for the Purchase, FREYR (i) paid to the Seller $100.0 million cash consideration and (ii) issued to the Seller (a) a $50.0 million repayment of an intercompany loan (together with accrued and unpaid interest); (b) 15,437,847 shares of

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Source: SEC EDGAR

accession 0001213900-24-113074

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