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Photon Energy announces EUR 24mln capital increase and aims for listing on WSE


Amsterdam, 2 July 2013 – Photon Energy NV (Ticker: PEN), the Amsterdam-based global solar energy company, announces the closing of a EUR 24 million capital increase by Solar Age Investments BV, a company controlled by Photon Energy’s key shareholders. This step substantially strengthens Photon Energy’s balance sheet and lays the foundation for a planned public offering and listing on the main market of the Warsaw Stock Exchange.

“With this transaction the Photon Energy Group has completed its restructuring process commenced in 2010 into the umbrella of Photon Energy NV. At the same time we substantially strengthened our balance sheet”, explained Georg Hotar, CEO of Photon Energy NV. “We now have the platform to invite existing shareholders and new investors to back our strategy to become one of the leading globally active integrated downstream solar energy companies”, Hotar added.
Photon Energy was founded in 2008 in the Czech Republic and has since grown into a global group spanning three continents. In the past months Photon Energy has entered into a joint venture in North America and commissioned its first power plants in Australia.

Solar Age Investments BV (SAI), which post transaction holds a 56.5% controlling interest in the Company, subscribed for 27,000,000 newly-issued shares (par value EUR 0.01 each) at an issue price of EUR 0.89 (PLN 3.85) per share, for a total investment of EUR 24.03 million. The subscription price represents a 177% premium over the Friday, 28 June 2013 closing price of EUR 0.32 (PLN 1.39) on New Connect, the exchange regulated market of the Warsaw Stock Exchange. SAI realised its investment by offsetting its corresponding receivable against Photon Energy NV.

This capital increase raises the total number of common shares outstanding to 50,000,000. With a total holding of 28,263,074 shares, SAI became the Company’s majority shareholder with a 56.53% stake. Through Solar Future Coöperatief UA, Solar Power to the People Coöperatief UA and SAI, the company founders Michael Gartner and Georg Hotar control 44,890,386 shares, representing a combined 89.78% equity stake in Photon Energy NV. Correspondingly, the Company’s free float post-transaction is 10.22%.

“In the spirit of our minority shareholder friendly approach, as manifested by our recent share swap, we believe that as controlling shareholders we have structured this capital increase to create value for our minority shareholders”, added Michael Gartner, Director of Photon Energy NV.

On a pro-forma basis applied to Photon Energy’s balance sheet as per 31 March 2013, this capital increase raised the Company’s consolidated equity from EUR 10.638 million (PLN 46.054 million) to EUR 34.668 million (PLN 150.085 million) and its equity ratio from 9.6% to 31.2%. Book value per share (BVPS) grew by nearly 49% from EUR 0.468 (PLN 2.03) to EUR 0.696 (PLN 3.01).

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