M&A: FREYR Battery, Inc. /DE/

Form Type: 8-K

Filing Date: 2024-12-27

Corporate Action: Acquisition

Type: New

Accession Number: 000121390024113074

Comments: FREYR Battery, Inc. completed an acquisition of Trina Solar US Holding Inc. on December 23, 2024, as part of a transaction agreement with Trina Solar (Schweiz) AG. The acquisition involved a total consideration of $100 million in cash, a $50 million repayment of an intercompany loan, issuance of 15,437,847 shares of FREYR's common stock, a $150 million senior unsecured note, and an $80 million unsecured convertible note. Additionally, several commercial agreements were established regarding the operation and development of a solar module manufacturing facility in Texas, which includes related operational, licensing, and financial agreements. Moreover, FREYR appointed Mingxing Lin to its Board of Directors and confirmed the establishment of new agreements concerning project financing, equity contribution, and various operational support services as detailed in the report.

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Form Type: SCHEDULE 13D

Filing Date: 2024-12-27

Corporate Action: Acquisition

Type: New

Accession Number: 000114036124050502

Comments: On December 23, 2024, FREYR Battery, Inc. completed the acquisition transaction with Trina Solar (Schweiz) AG. This acquisition involved obtaining all legal and beneficial ownership of the shares of capital stock of Trina Solar US Holding Inc. The agreement included purchasing multiple subsidiaries under Trina Solar for a total consideration of $100 million in cash, 15,437,847 shares of FREYR's common stock, a $150 million senior unsecured note, and an $80 million convertible note. The transaction was subject to multiple closing conditions, including no legal impediments and certification of the accuracy of representations made by the parties. The document outlines specific commitments post-closing, including efforts to divest FREYR's European business within six months, with penalties for failure to do so. The agreement allows for director nominations based on the Reporting Person's ownership stake and includes various financial instruments to manage share considerations post-transaction.

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