Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - EVERGREEN SOLAR INC | v239743_8k.htm |
| EX-99.1 - EXHIBIT 99.1 - EVERGREEN SOLAR INC | v239743_ex99-1.htm |
Exhibit 99.2
EVERGREEN SOLAR, INC.
Summary of Bids Made at Auction
This document provides a summary of the changes to the material terms of the qualifying bids received at auction on November 7, 2011 for certain lots of assets of Evergreen Solar, Inc., (the “Debtor”), pursuant to its bankruptcy proceeding. The following charts are included in this exhibit, and are presented in the order in which the assets were auctioned:
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Exhibit A:
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Lot 4A - Non-Core Assets (Panel Inventory Only)
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Exhibit B:
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Lot 1 - LBIE Assets
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Exhibit C:
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Lot 3 - Core Assets
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Exhibit A
Lot 4A - Non-Core Assets (Panel Inventory Only)
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Bid Round
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Bidder
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Consideration
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Bulk Bid (all panel inventory)
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1
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156
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$2,801,072.40
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2
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151
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$3,834,000
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Lot 1600A
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1
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155
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$30,625
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2
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151
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$35,000
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Lot 1600B
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1
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155
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$30,625
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2
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151
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$35,000
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3
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156
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$40,000
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4
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151
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$45,000
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5
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156
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$50,000
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6
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151
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$55,000
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7
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156
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$60,000
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8
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151
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$65,000
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9
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156
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$70,000
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Lot 1600C
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1
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155
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$46,666.67
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2
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150
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$50,000
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3
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151
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$60,000
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4
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150
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$70,000
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5
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151
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$80,000
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6
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156
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$90,000
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7
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151
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$100,000
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8
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156
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$110,000
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9
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151
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$120,000
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10
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156
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$130,000
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11
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151
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$140,000
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12
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156
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$150,000
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13
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151
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$160,000
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14
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156
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$170,000
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Lot 1600D
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1
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155
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$46,667.67
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2
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151
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$50,000
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3
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154
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$55,000
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Lot 1600E
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1
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155
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$46,666.67
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2
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Bid Round
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Bidder
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Consideration
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2
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152
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$75,000
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3
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151
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$100,000
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4
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152
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$125,000
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5
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151
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$150,000
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6
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153
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$200,000
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7
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151
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$250,000
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8
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156
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$300,000
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9
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151
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$350,000
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10
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156
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$400,000
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11
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151
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$450,000
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12
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156
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$500,000
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13
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151
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$550,000
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14
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156
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$575,000
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15
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151
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$600,000
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16
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156
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$625,000
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Lot 1600F
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1
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155
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$46,666.67
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2
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151
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$50,000
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3
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155
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$55,000
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Lot 1600G
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1
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152
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$178,432
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2
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151
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$300,000
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Lot 1600H
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1
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155
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$46,666.67
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2
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151
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$50,000
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Lot 1600I
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1
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155
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$46,666.67
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2
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151
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$50,000
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3
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156
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$60,000
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4
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151
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$70,000
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5
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156
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$80,000
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6
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151
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$90,000
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7
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156
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$100,000
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8
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151
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$120,000
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9
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156
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$130,000
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10
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151
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$140,000
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11
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156
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$150,000
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12
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151
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$160,000
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Lot 1600J
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1
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155
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$46,666.67
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2
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150
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$50,000
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Lot 1600K
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3
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Bid Round
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Bidder
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Consideration
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1
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155
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$46,666.67
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2
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151
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$50,000
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Lot 1600L
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1
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155
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$46,666.67
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Lot 1600M
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1
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155
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$46,666.67
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2
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151
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$55,000
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3
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153
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$65,000
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4
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151
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$75,000
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5
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153
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$85,000
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6
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151
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$120,000
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7
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156
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$130,000
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8
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151
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$150,000
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9
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156
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$160,000
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10
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151
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$180,000
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11
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156
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$190,000
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12
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151
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$200,000
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13
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156
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$205,000
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14
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151
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$220,000
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Lot 1600N
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1
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155
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$46,666.67
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Lot 1600O
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1
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155
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$30,625
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2
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151
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$40,000
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3
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150
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$50,000
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4
|
151
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$60,000
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5
|
154
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$65,000
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6
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151
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$70,000
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7
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154
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$75,000
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8
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151
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$80,000
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9
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154
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$85,000
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Lot 1600P
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1
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155
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$30,625
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Lot 1600Q
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1
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155
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$30,625
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2
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151
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$35,000
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3
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156
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$40,000
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4
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151
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$45,000
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5
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156
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$50,000
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6
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151
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$52,500
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Lot 1600R
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1
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155
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$30,625
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4
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Bid Round
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Bidder
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Consideration
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2
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151
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$45,000
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3
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156
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$50,000
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Lot 1600S
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1
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155
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$30,625
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2
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150
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$50,000
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3
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151
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$80,000
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4
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156
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$100,000
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5
|
151
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$120,000
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6
|
156
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$130,000
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7
|
151
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$140,000
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8
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156
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$150,000
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9
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151
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$160,000
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Lot 1600T
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1
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155
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$30,625
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2
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151
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$35,000
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Lot 1600U
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1
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155
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$92,000
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2
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151
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$120,000
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3
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156
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$140,000
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4
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151
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$180,000
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5
|
156
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$200,000
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6
|
151
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$225,000
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7
|
156
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$240,000
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8
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151
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$245,000
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9
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156
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$250,000
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10
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151
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$260,000
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11
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156
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$270,000
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12
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151
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$280,000
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Lot 1600V
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1
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155
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$30,625
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2
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151
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$35,000
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3
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156
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$40,000
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4
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151
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$42,500
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Lot 1600W
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1
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155
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$92,000
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2
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151
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$100,000
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3
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156
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$125,000
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4
|
151
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$150,000
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5
|
156
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$175,000
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6
|
151
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$200,000
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7
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156
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$225,000
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8
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151
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$250,000
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5
|
Bid Round
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Bidder
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Consideration
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9
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156
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$260,000
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10
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151
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$270,000
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11
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156
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$280,000
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12
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151
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$300,000
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Lot 1600X
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1
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155
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$30,625
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2
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151
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$35,000
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3
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156
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$40,000
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4
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151
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$45,000
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Lot 1600Y
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1
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155
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$92,000
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2
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151
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$110,000
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3
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156
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$120,000
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4
|
151
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$144,000
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5
|
156
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$150,000
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6
|
151
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$180,000
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7
|
156
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$185,000
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8
|
151
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$190,000
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9
|
156
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$195,000
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10
|
151
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$214,000
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11
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156
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$220,000
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12
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151
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$240,000
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Lot 1600Z
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1
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155
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$30,625
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2
|
151
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$35,000
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3
|
150
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$37,500
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4
|
151
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$40,000
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5
|
150
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$42,500
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6
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151
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$45,000
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Lot 1600AA
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1
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155
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$30,625
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2
|
151
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$40,000
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Lot 1600BB
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1
|
155
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$30,625
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2
|
151
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$35,000
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Lot ????
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1
|
153
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$1,586.99
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2
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151
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$1,600
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| TOTAL INDIVIDUAL LOTS | $3,375,559.00 | |
| TOTAL BULK BID | $3,834,000 | |
6
Exhibit B
Lot 1 - LBIE Assets
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Bid Round
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Bidder
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Consideration
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Initial highest and best qualifying bid
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Bidder 1
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$10 million in cash
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1
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Bidder 2
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$15 million credit bid
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2
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Bidder 1
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$15.5 million in cash
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3
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Bidder 2
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$16 million credit bid
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4
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Bidder 1
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$16.5 million in cash
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5
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Bidder 2
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$17 million credit bid
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6
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Bidder 1
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$17.5 million in cash
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7
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Bidder 2
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$19.5 million credit bid
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8
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Bidder 1
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$21 million in cash
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9
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Bidder 2
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$21.5 million credit bid
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7
Exhibit C
Lot 3 - Core Assets
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Bid Round
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Bidder
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Consideration
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1
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Bidder 3
(initial highest and best qualifying bid)
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· $5 million cash bid to acquire the Debtor’s Intellectual Property, the Wafer Tangible Assets, the Wafer Real Property and Debtor’s rights under all Wafer Contracts
· Bid does not include acquisition of $12.884 million in cash
· Bidder 3 agrees to close as early as November 18, 2011
· No conditions to closing based on CFIUS or export license issues
· With respect to CFIUS review, Bidder 3 is willing to pay $10,000 per week, up to 25 weeks, if the U.S. government seeks or obtains an injunction, provided Bidder 3 has an opportunity to oppose any continuance and provided that the U.S. government does not file a pleading before November 18, 2011
· If Bidder 3 is unable to resolve objections with HSTIC, the Wuhan joint venture to remain in estate and Bidder 3 will proceed with closing
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Bidder 4
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· $2 million cash bid for Acquired Intellectual Property (listed on Appendix A of the Asset Purchase Agreement)
· Bid does not include acquisition of $12.884 million in cash, the Wuhan JV or Midland
· Debtor waives any contractual provisions restricting Bidder 4 and any affiliate thereof from contracting with SMI or ATS as its supplier, including Section 11 of the Wafer Technology License Agreement dated 20/21, 2010
· Bidder 4 may designate one or more affiliates to purchase any of the Devens Acquired Assets and or assume specified Assumed Liabilities
· Bid is conditioned on DOE not having taken any action or asserted any right with respect to Debtor’s IP other than the three patents specified in the letter to Mike El-Hillow dated October 7, 2011
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2
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Bidder 3
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Revised bid terms:
· $6 million cash, $3.2 million in unrestricted stock in an AIM listed company
· $800,000 of $6 million purchase price to be placed in escrow to fund litigation, by counsel of its choosing, relating to the Gemini patents for a period of 12 months
· Bidder 3 agrees to close by November 18, 2011
· If the deal fails to close by December 15, 2011 due to CFIUS issues, Debtor has the right to terminate the agreement and deposit amount would be refunded to Bidder 3
· Debtor waives requirement that Bidder 3 grant any license to a purchaser of the Devens facility or furnaces from that facility
· Bid does not include acquisition of $12.884 million in cash
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Bidder 4
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Bidder 4 failed to revise the terms of its bid for Round 2 and declined to participate in the auction.
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3
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Bidder 2
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Bid proposed as back-up bid:
· $15.884 million credit bid ($12.884 million for the cash, $3 million credit bid)
· Restrictions on use of $12.884 million in cash to be removed from Asset Purchase Agreement executed on August 15, 2011, as amended
· If back-up bid is the prevailing bid, purchase will be deemed a third-party purchase for purposes of the KEIP
· Bid is contingent on a reduction in force of substantially all employees no later than November 21, 2011 if Debtor fails to close the sale to Bidder 2 by November 18, 2011 (terminated employees will still be entitled to severance under the severance plan)
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