Motech : 2014.12.26Motech and Topcell Announced the Signing of Merger Agreement

NEWS

2014.12.26

Motech and Topcell Announced the Signing of Merger Agreement

【Tainan, Taiwan (Dec 26, 2014) 】Motech Industries, Inc. (TWO:6244; "Motech", the "Company" or "we"),the global leading manufacturer of photovoltaic (PV) cells, and Topcell Solar International Co., Ltd.( "TSi"), a global leading company dedicated to the development and manufacture of high quality PV cells, held respective board meetings today to approve the merger agreement through a share swap of 6 TSi common shares for each Motech newly issued share. Motech will be the surviving company and remain the same company name post the merger. The merger closing date is tentatively scheduled on July 1, 2015, subject to receipts of regulatory and shareholder approvals. Fubon Securities Co., Ltd. is the financial advisor of this merger.

United Microelectronics Corporation (TWO:2303; "UMC") holds indirectly 92% stake of TSi and will become the second largest shareholder of Motech with around 9% stake of the combined company.

Through the merger, the combined entity will become the world's largest professional manufacturer of photovoltaic cells with 3GW production capacity. By means of effective resource integration and organization reinforcement, Motech will achieve better operational efficiency, enhance its invention technology, as well as improve product quality and variety for customers. In addition, with enlarged economic scale, Motech will have stronger supply-chain value and bargaining power to further reduce production costs so as to create better profitability and stronger growth momentum.
Motech, post the merger, will have a solid shareholder base, sound corporate governance, healthy financial structure and excellent human resource and devote to promoting renewable energy development to fulfill our promise and commitment for corporate social responsibility and comprehensive business sustainability.
Both companies agree that industry integration is the future trend in the solar market; thus, the cooperation between TSi and Motech is an important milestone of development in solar industry. Motech, post the merger, will capitalize on economies of scale to achieve operational synergies in various functions so as to enhance the overall value of enterprise and personnel, as well as to strengthen global position and competitiveness

About Motech Industries, Inc.

 Motech Industries, Inc. was founded in 1981 as a designer and manufacturer of test and measurement instruments. The company entered into solar cell production in 1999, and is a pioneer in the manufacturing and marketing of high-quality mono- and poly-crystalline silicon solar cells in Taiwan. Today, the company is a global solar company and one of the world's top solar cell manufacturers in terms of production capacity and output. MOTECH is a publicly traded company on Taiwan's Over-the-Counter (OTC) market with the trading code 6244. For more information about MOTECH please visit http://www.motechsolar.com .

PRESS CONTACT
MOTECH Industries Inc.
Jack Hsieh - Chief Financial Officer & Spokesperson /[phone]*0570
[e-mail]
South Taiwan Science Park - No.2, Da-Shun 9th Road, Hsin-Shi, Tainan, 74145, Taiwan

MOTECH Industries Inc.
Concord Chen -Senior Director & Deputy Spokesperson /[phone]*0589
[e-mail]
South Taiwan Science Park - No.2, Da-Shun 9th Rd., Hsin-Shi, Tainan, 74145 Taiwan