SunPower To Create Two Independent, Industry-Leading, Publicly-Traded Companies
SunPower (NASDAQ:SPWR) announced plans to separate into two independent, complementary, strategically-aligned and publicly-traded companies – SunPower and Maxeon Solar Technologies (Maxeon Solar). Each company will focus on distinct offerings built on extensive experience across the solar value chain.
- SunPower will continue as the leading North American distributed generation, storage and energy services company.
- Newly-formed Maxeon Solar will be the leading global technology innovator, manufacturer and marketer of premium solar panels.
Concurrent with the transaction, an equity investment of $298 million will be made in Maxeon Solar by long-time partner Tianjin Zhonghuan Semiconductor Co., Ltd. (TZS), a premier global supplier of silicon wafers, to help finance the scale‐up of Maxeon® 5 production capacity.
“We believe that the solar industry is entering a period of extended growth where success will be driven by value chain specialization, technology innovation and economies of scale,” said Tom Werner, president and CEO of SunPower. “This new structure and investment will create two focused businesses, each with unique expertise to excel in their part of the value chain.”
SunPower: Pure Play, Focused DG Energy Services Company Leveraging the World’s Best Solar Platform
Tom Werner will continue as CEO and chairman of the board of SunPower and the company will maintain its corporate headquarters in Silicon Valley (Calif.), as well as its employee and economic investment footprint across the U.S. and Canada, and its large, exclusive dealer network.
SunPower will focus on product innovation, downstream high-efficiency solar systems plus high-growth storage and energy services. The company also will continue its commitment to American manufacturing with its Hillsboro, Ore., Performance Series module assembly facility. At the time of the separation, SunPower and Maxeon Solar will have entered into a multi-year exclusive supply agreement covering sales within the U.S. and Canada of products manufactured by Maxeon Solar. Under the new structure, SunPower will continue to develop its dealer network, which represents the largest residential and light commercial franchise in the industry.
The two companies will cooperate to develop and commercialize next generation solar panel technologies, with early stage research conducted by SunPower’s Silicon Valley-based research and development group, and deployment-focused innovation and scale-up carried out by Maxeon Solar.
Maxeon Solar: Advanced Technologies Deployed at Scale
Jeff Waters, currently chief executive officer of SunPower’s Technologies business unit, has been named Maxeon Solar’s CEO. Maxeon Solar has been incorporated and will be headquartered in Singapore and its ordinary shares are expected to be traded on NASDAQ. Maxeon Solar will own and operate solar cell and panel manufacturing facilities located in France, Malaysia, Mexico and the Philippines. It will also maintain its R&D, marketing and sales footprint outside of the U.S. and Canada.
Maxeon Solar will focus on continuing to bring its industry leading panel technology to high volume scale. It will market its high-efficiency solar panels under the SunPower brand into the global marketplace, and into the U.S. and Canada via a multi-year exclusive supply agreement to be entered into with SunPower at the time of separation. Maxeon Solar will maintain 20 percent ownership of the Performance Series manufacturing joint venture (Huansheng Photovoltaic [Jiangsu] Company, Ltd.) and will continue to market those panels globally.
Investment to Accelerate Next Generation Solar Panel Technology
“TZS’s $298 million investment into Maxeon Solar will catalyze continued scale-up of Maxeon 5® capacity at our manufacturing facility in Malaysia, allowing us to increase our distributed generation market share and accelerate profit growth,” said Jeff Waters, Maxeon Solar CEO. “This investment validates our industry-leading technology, brand and global channels to market.”
“TZS was chosen as the best investment partner for Maxeon following an exhaustive three-year independent search,” Waters said. “They bring not only the capital necessary to fast-track scale-up our Maxeon® 5 technology, but also have deep experience across the upstream Asia supply chain. SunPower has a long strategic relationship with TZS, having cooperated on seven joint ventures and joint development projects since 2012.”
“In the past eight years, TZS and SunPower have established a great and long-term partnership and the rapid scale-up of Performance Series technology to multi-gigawatt capacity has already demonstrated the power and synergy of our cooperation,” said Haoping Shen, chairman and general manager of TZS. We share with Total the consensus on business philosophy and are happy to become a shareholder of Maxeon Solar Technologies and look forward to supporting the scale-up of Maxeon technologies and the deployment of future technology innovations.”
“During the last years, SunPower has successfully adapted the company and its products in a challenging global solar market,” said Patrick Pouyanné, Total CEO. “As the main shareholder of Sunpower, we support this transaction which will bring clarity and focus for both entities on their respective activities. We welcome TZS as partner in Maxeon Solar Technologies which will be able to further develop its highly differentiated PV technology platforms and SunPower will focus on developing its leadership position in distributed generation in Northern America. Total intends to remain shareholder of both Sunpower and Maxeon Solar Technologies.”
The separation is expected to occur through a spin‐off of all of the shares of Maxeon Solar held by SunPower to SunPower shareholders, followed by the TZS investment. It is intended to be tax-free to SunPower shareholders. After the completion of the transactions, TZS will own approximately 28.848 percent of the diluted ordinary shares of Maxeon Solar with approximately 71.152 percent will be owned by SunPower shareholders, as of the record date of the spin-off. SunPower expects to complete the separation and Maxeon Solar capital injection in the second quarter of 2020, subject to the satisfaction of various closing conditions.
SunPower’s Board of Directors and a special committee of independent directors unanimously approved this transaction.
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