EANS-Adhoc: Sunways AG Conclusion of an agreement regarding the early
termination of long-term supply contracts with Deutsche Solar GmbH and notice of
loss pursuant to Section 92 Para. 1 AktG
--------------------------------------------------------------------------------
ad-hoc disclosure pursuant to section 15 of the WpHG transmitted by euro
adhoc with the aim of a Europe-wide distribution. The issuer is solely
responsible for the content of this announcement.
--------------------------------------------------------------------------------
Contracts
18.07.2012
Konstanz/Germany, 18 July 2012 - Today, the management board of Sunways AG,
Konstanz (ISIN DE0007332207 / WKN 733220), on the basis of a resolution passed
on the same day, entered into an agreement with Deutsche Solar GmbH regarding
the amendment and early termination of two long-term contracts originally
concluded in 2006 and 2007 that provide for the supply of photovoltaic wafers by
Deutsche Solar GmbH (at the time the contracts were concluded still under the
firm Deutsche Solar AG). The supervisory board of Sunways AG approved the
conclusion of this agreement.
In today's agreement, Sunways AG waived its claim for repayment of down-payments
in the remaining amount of still approx. EUR 7.5 million already made by Sunways
AG. In addition, the parties agreed upon an amendment of the previous terms of
delivery, that provided for wafer deliveries until the end of the year 2018 and
2017, respectively, to the effect that Sunways AG will now conclusively accept
the delivery of wafers in a total volume of approx. 60 MW in the years 2012 and
2013. The agreement entered into today has a term until 31 December 2013 the
latest. Upon fulfillment of Sunways AG's newly agreed purchase obligations until
then, the two long-term supply contracts will be deemed amicably terminated as
of that time.
Due to the entering into the agreement and also due to the negative market price
development since the beginning of the year 2012, provisions for anticipated
losses for this contractual amendment in the total amount of approx. EUR 4.6
Mio. are booked and recognised in profit or loss in the 2011 annual financial
statements. However, compared to the continuation of the long-term contracts on
their original terms and conditions, the agreement is economically more
advantageous.
The amendment agreement to both long-term contracts is made against the
background of current market developments and constitutes an advantage for
Sunways AG compared to an unaltered continuity of these contracts.
In addition, the management board notifies, that a loss in the amount of half
the share capital in Sunways AG has occurred (Section 92 Para. 1 AktG). The
identified loss has occurred as a consequence of financial effects arising from
the amendment agreement with Deutsche Solar GmbH as well as losses of Sunways AG
accrued in the course of the last months. Notwithstanding, the management board
of the company is still convinced that in particular the conclusion of the
amendment agreement is in the best interest of the company, because the positive
mid- and long-term effects of the amendment agreement outweigh its negative
short-term effects. The management board will notify the shareholders' meeting
taking place on 30 August 2012 of the loss of half the share capital in Sunways
AG pursuant to Section 92 Para. 1 AktG.
Further inquiry note:
Dr. Harald F. Schäfer
Head Corporate Communications and Investor Relations
Tel.: +49 (0)7531 996 77-415
E-Mail: communications@sunways.de
end of announcement euro adhoc
--------------------------------------------------------------------------------
issuer: Sunways AG
Macairestr. 3 - 5
D-78467 Konstanz
phone: +49 (0)7531 99677 0
FAX: +49 (0)7531 99677 10
mail: info@sunways.de
WWW: http://www.sunways.eu/de
sector: Alternative energy
ISIN: DE0007332207
indexes: CDAX, Prime All Share, Technology All Share
stockmarkets: free trade: Berlin, München, Hamburg, Düsseldorf, Stuttgart,
regulated dealing/prime standard: Frankfurt
language: English