Powin Corporation (OTCQB:PWON) today announced that its wholly-owned
subsidiary, Powin Energy Corporation, has signed an agreement for an
investment of $25,000,000 from SF Suntech, Inc., a Delaware corporation
("SF Suntech"), a wholly-owned subsidiary of Shunfeng Photovoltaic
International Limited ("Shunfeng"), pursuant to a Share Subscription
Agreement which also granted SF Suntech an option exercisable within two
years to acquire another 30% of Powin Energy Corporation for
$37,500,000. Pursuant to the terms of the Share Subscription Agreement,
$5,200,000 of the $25,000,000 will be used by Powin Energy Corporation
to pay off a loan owing to its parent corporation, Powin Corporation,
and the balance will be used by Powin Energy Corporation for working
capital and other purposes. Pursuant to a related Shareholder Agreement,
SF Suntech will appoint four directors from a seven-person board of
Powin Energy upon completing the $25,000,000 investment. Powin
Corporation will be paying a 6% finder's fee to an unrelated party in
connection with this transaction. Subject to the terms and conditions of
the Share Subscription Agreement, the transaction is scheduled to close
on August 29, 2014.
"This is an important milestone for Powin Energy Corporation in that it
will provide us with capital and a partner to help implement our growth
strategy," said Joseph Lu, President and Chief Executive Officer of
Powin Energy Corporation. Mr. Zhang Yi, Chairman of Shunfeng, said, "We
view the technology of Powin Energy Corporation as of strategic
significance to our strategy of developing and deploying large-scale
energy storage devices throughout China and elsewhere in the world. We
are very pleased to join forces with Powin Energy Corporation and its
scientific and technical team in the rollout of energy storage systems."
About Powin Energy Corporation
Powin Energy is a company incorporated in the State of Oregon. It
specializes in integration and development of scalable energy storage
technologies for grid-level applications, commercial customers, and
transportation solutions, such as turnkey vehicle battery retrofits and
electric vehicle charging stations. For more information about Powin
Energy see www.powinenergy.com.
About Shunfeng Photovoltaic International Limited
Shunfeng (Stock Code: 01165), listed on Main Board of The Stock Exchange
of Hong Kong Limited, focuses on the research & development,
manufacturing and sales of wafers, solar cells and solar modules.
Shunfeng also develops and finances solar power station projects in the
PRC. It owns and provides operation and maintenance services to dozens
of projects all over the PRC. Shunfeng is the largest independent
private solar provider of solar energy in China and has delivered
on-grid connection with a total annual designed capacity of 890
megawatts in 2013.
REASONS FOR, AND MEANINGS OF, THEINVESTMENT
Powin Energy owns several patented and patent-pending advanced
technologies, ranging from energy storage management, grid communication
controls and electric vehicle fast charging systems.
Energy Storage Technology
Powin Energy possesses an energy storage technology that focuses on a
proprietary battery management system, which takes advantage of the
rapidly growing advanced Lithium-ion battery market. By ensuring safety
and optimizing performance, Powin Energy's battery management technology
transforms battery cells to scalable megawatt battery systems with an
expected operating round trip efficiency of over 80%. This allows for
seamless integration with large scale data centers, large-scale power
plants, micro-grids, and virtually any power application. Moving
forward, it is expected that Powin Energy's technology will generate
high economic value to the Group by providing a synergistic solution to
existing and future projects.
Power and Energy Management Control System
To realize all potential benefits, Powin Energy uses a self-developed
proprietary control system that is capable of managing all resources
connected with its advanced energy storage systems. Applying experience
from years of testing with grid operators and U.S. national
laboratories, Powin Energy has developed many applications of energy
storage such as load shifting, peak shaving, frequency regulation,
demand response and ramp rate management to optimize the economic
effectiveness of power generation assets and help stabilize overall
electricity grids. Going into the future, Powin Energy's proprietary
control system is expected to be extensively applied to market
installations and add high commercial value to the group.
DC Fast Charging Devices
Powin Energy provides high-speed, high-efficiency and cost-effective DC
fast charging devices, with high-speed charging of less than 30 minutes
and does not require the high infrastructure costs of 3-phase power. It
is expected that this fast charging technology can be extensively used
in public locations, fleet applications, car parks and retail centers
for the charging of electric vehicles. In the future, this fast charging
technology will have high economic value and diversify the Group's
sources of income.
About Powin Corporation
Powin Corporation (OTCQB:PWON) is a 20-year-old global company
recognized around the world as a leader in contract manufacturing of OEM
parts. With eight production facilities on three continents, Powin
Corporation has resources to meet customer needs with respect to
quality, price and on-time delivery. For more information please visit www.powin.com.
Investors can find Real-Time quotes and market information for the
company at http://www.otcmarkets.com/stock/PWON/quote.
This press release contains historical information and forward-looking
statements within the meaning of The Private Securities Litigation
Reform Act of 1995 with respect to the business, financial condition and
results of operations of Powin Corporation and Powin Energy Corporation.
The words "will," "believe," "expect," "intend," "plan," "should" and
similar expressions are intended to identify forward-looking statements.
Such statements reflect the current views, assumptions and expectations
of Powin Corporation with respect to future events and are subject to
risks and uncertainties. Many factors could cause the actual results,
performance or achievements of Powin Corporation and Powin Energy
Corporation to be materially different from any future results,
performance or achievements that may be expressed or implied by such
forward-looking statements, or financial information, including, among
others, the failure to realize the anticipated benefits of the
transaction; risks entailed in integration, including employee retention
and customer acceptance; the risk that the transaction will divert
management and other resources from the ongoing operations of the two
businesses or otherwise disrupt the conduct of those businesses,
potential litigation associated with the transaction, and general risks
associated with the business of Powin Corporation and Powin Energy
Corporation, including changes in the markets in which the businesses
operate and in general economic and business conditions, loss of key
customers, key customer acceptance of new battery storage technology,
ability to completely fund operations to meet potential customer orders,
changes in government regulation and tax policy, availability of tax
credits, changes in carbon reduction requirements imposed on utilities,
unpredictable sales cycles, competitive pressures, market acceptance of
new products, inability to meet efficiency and cost reduction
objectives, changes in business strategy and various other factors,
whether referenced or not referenced in this press release. Various
other risks and uncertainties may affect Powin Corporation and Powin
Energy Corporation and its results of operations, as described in
reports filed by the Powin Corporation with the Securities and Exchange
Commission from time to time, including its annual report on Form 10-K
for the year ended December 31, 2013. Powin Corporation does not assume
any obligation to update these forward-looking statements.
Legal Counsel for Parties
Powin Corporation was represented in this transaction by Nicholas I.
Goyak, Goyak & Associates, P.C., Portland, Oregon and by Leib Orlanski
of K&L Gates, LLP, Los Angeles, California. SF Suntech was represented
in this transaction by Jason Sung, Herbert Smith Freehills, Hong Kong.
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