EPV Solar Announces Sixth Extension of Private Debt Exchange Offer and Consent Solicitation...
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EPV Solar Announces Sixth Extension of Private Debt Exchange Offer and Consent Solicitation Relating to Its 8% Convertible Senior Secured Notes due 2010 ROBBINSVILLE, N.J., May 11 /PRNewswire/ -- EPV Solar, Inc. (the "Company") today announced that it has extended its private offer to exchange any and all of its 8% Convertible Senior Secured Notes due 2010 (the "Old Notes") for new 1% Convertible Senior Secured PIK Notes due 2016 (the "New Notes"), shares of its common stock and warrants to purchase shares of its common stock (the "Exchange Offer"), and the related consent solicitation. The Exchange Offer was scheduled to expire at 11:59 p.m., New York City time, on May 11, 2009. The Exchange Offer has been extended until 11:59 p.m., New York City time, on May 18, 2009. As of 2:45 p.m., New York City time, on May 11, 2009, the Company was advised by The Bank of New York Mellon, the exchange agent, that an aggregate principal amount of approximately $66.5 million of the Old Notes, or 69.7% of the series, had been validly tendered. The consummation of the Exchange Offer is conditioned upon the satisfaction or waiver of the conditions set forth in the Offer to Exchange and Consent Solicitation, dated February 4, 2009, as amended by Amendment Number 1 to the Offer to Exchange and Consent Solicitation, dated March 3, 2009, and Amendment Number 2 to the Offer to Exchange and Consent Solicitation, dated April 2, 2009 (the "Offer to Exchange"). Holders must validly tender and not withdraw their Old Notes on or before the Expiration Date, as extended, to receive the Exchange Offer consideration. The Exchange Offer is being made only to "qualified institutional buyers" (as defined in Rule 144A promulgated under the Securities Act of 1933, as amended (the "Securities Act")) and "accredited investors" (as defined in Rule 501 promulgated under the Securities Act). The Company's obligation to accept any Old Notes tendered and to pay the applicable consideration for them is set forth solely in the Offer to Exchange. This news release is neither an offer to purchase nor a solicitation of an offer to sell any securities, including the New Notes, the Company's common stock, or warrants to purchase the Company's common stock. The Exchange Offer is made only by, and pursuant to the terms set forth in, the Offer to Exchange, and the information in this news release is qualified in its entirety by reference to the Offer to Exchange. The securities, including the New Notes, the common stock and the warrants, have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction, may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements, and will therefore be subject to substantial restrictions on transfer. About EPV Solar EPV Solar, Inc. is a New Jersey-based amorphous silicon thin-film solar module developer and manufacturer and currently sells its product to customers in grid-connected and off-grid markets in North America, Europe, and Asia Pacific. The Company is developing its Building Integrated Photovoltaics (BIPV) and Systems Integration sectors while pursuing its mission to remain one of the world's lowest-cost producers of solar modules. SOURCE EPV Solar, Inc. Ren Jenkins, Vice President of Business Development of EPV Solar, Inc., +1-609-587-3000, ext. 1114, r.jenkins@epvsolar.com
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