REC improves conditional repurchase offer of senior bonds - update on impact on polysilicon import duties

Sandvika, August 23, 2013: Renewable Energy Corporation ASA (REC) has decided to improve the contemplated conditional re-purchase offer of senior bonds.


REC has for some time been in the process of restructuring and refinancing the group in order to obtain a better capital structure with reduced debt, lower interest costs and prolonged maturities. The bond and equity transactions undertaken over the last months have all been steps towards this goal.

Since the peak in 2010, net debt has been reduced by NOK 9.4 billion to NOK 2.2 billion at the end of the second quarter 2013. Annual interest payments are down from NOK 900 million per year in 2010 to approximately NOK 300 million in 2013.

With the partial buy back of the 2014 convertible bond and the new USD 110 million 2018 convertible bond announced on August 12, 2013, REC has further prolonged debt maturities.

The next step in the restructuring and refinancing process is the proposed split of REC and the repurchase of senior bonds. To gain further support from the bondholders for the proposed split, the senior bond repurchase offer is amended as set out below and in the attached presentation.

These transactions will reduce net debt of REC from NOK 2.2 billion to approximately NOK 1.7 billion and the 2014 interest payments will be reduced to approximately NOK 100 million.

After these transactions, the remaining 2014 debt maturity is approximately NOK 635 million. This will be addressed through either one or more of available cash, cash flow from operations, issuing of new bonds, a bank credit facility, sale of non-core assets, or raising new equity.

Improved conditional repurchase offer of senior bonds

A bondholders' meeting for the REC01, REC02 and REC03 bonds will be held on August 27, 2013, and the bondholders will vote on the proposed split of the company.

The bond repurchase offer set out below will only be put forward if the proposed split of REC is completed as outlined in the Company's announcements on July 18, 2013 and on August 12, 2013.

REC is amending the repurchase offer of senior bonds as set out below (previous offer specified in brackets, all other terms and conditions unchanged).

  1. REC01: Redemption of up to 100% (up from 60%) of the principal value at 103% of par
  2. REC02: Redemption of up to 67% (up from 40%) of the principal value at par
  3. REC03: Redemption of up to 67% (up from 40%) of the principal value at par

As described in the REC ASA's press release on July 18, 2013, the completion of the contemplated separation of the Company's Silicon and Solar divisions is conditional upon approvals by (i) the extraordinary general meeting of the Company and (ii) the bondholders' meetings in REC01, REC02 and REC03.

REC Silicon - impact of polysilicon import duties

On July 18, 2013, China announced introduction of preliminary anti-dumping duties of up to 57 percent on polysilicon produced in the US. China has signaled that a final determination is scheduled for early 2014.

There is engagement between the relevant parties in the US and China to resolve the trade dispute and we are hopeful that an agreement will be reached.

REC is in close dialogue with all of its customers and volumes continue to be shipped at expected levels. REC's polysilicon production facilities continue to operate at full capacity.

For further information, please contact:
Mikkel T�rud
SVP Investor Relations & Business Development, REC
Telephone: +47 976 99 144
This press release does not constitute or form part of an offer or solicitation to sell, purchase or subscribe for securities in the United States. The securities referred to herein may not be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended. The Company does not intend to register any portion of the offering of any securities in the United States or to conduct a public offering of any securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into the Australia, Canada, Japan or the United States.
Certain statements contained herein that are not statements of historical fact, may constitute forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause the actual results or events concerning the Company to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. Although the Company has attempted to identify important factors that could cause actual events or results to differ from those described in forward-looking statements contained herein, there can be no assurance that the forward-looking statements will prove to be accurate as actual future events could differ materially from those anticipated in such statements. Except as may be required by applicable law or stock exchange regulation, the Company undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events.

About REC
REC is a leading global provider of solar electricity solutions. With nearly two decades of expertise, we offer sustainable, high-performing products, services and investment opportunities for the solar and electronics industries. Together with our partners, we create value by providing solutions that better meet the world's growing electricity needs. Our 2,200 employees worldwide generated revenues of more than NOK 7 billion in 2012, approximately EUR 1 billion or USD 1.3 billion.
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This information is subject of the disclosure requirements acc. to �5-12 vphl (Norwegian Securities Trading Act)
Amended bond refinancing
Amended bond refinancing