First Solar Recommends Stockholders Reject Mini-Tender Offer by TRC Capital Corp

Fri Jan 25, 2013 8:30am EST

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TEMPE, Ariz.--(Business Wire)--
First Solar, Inc. (Nasdaq: FSLR) has been notified of an unsolicited
"mini-tender" offer by TRC Capital Corporation (TRC) to purchase up to 2,000,000
shares, or approximately 2.3 percent, of the outstanding First Solar common
stock at a price of $30.00 per share in cash. TRC`s offer price is approximately
5 percent less than the $31.58 closing price of First Solar`s common stock on
January 22, 2013, the day before the mini-tender offer commenced. 

First Solar does not endorse TRC`s mini-tender offer and recommends that First
Solar stockholders do not tender their shares in response to the offer because
it is a mini-tender offer at a price below the market price for First Solar
shares (as of the date First Solar received notice of the offer) and is subject
to numerous conditions. According to TRC`s offer documents, First Solar
stockholders who have already tendered their shares may withdraw their shares at
any time prior to 12:01 a.m. New York City time, on Feb. 22, 2013, the
expiration date set forth in the offer documents (unless extended), by following
the procedures described in the offer documents. First Solar urges stockholders
to obtain current market quotes for their shares, to review the conditions to
TRC`s mini-tender offer, to consult with their brokers or financial advisors and
to exercise caution with respect to this mini-tender offer. First Solar is not
associated with TRC, its mini-tender offer or the offer documentation. 

TRC has made many similar mini-tender offers for shares of other companies.
Mini-tender offers are designed to seek to acquire less than 5 percent of a
company`s outstanding shares, thereby avoiding many disclosure and procedural
requirements of the Securities and Exchange Commission (SEC) that apply to
offers for more than 5 percent of a company`s outstanding shares. As a result,
mini-tender offers do not provide investors with the same level of protections
as provided by larger tender offers under United States securities laws. 

The SEC has cautioned investors about these offers, noting that "some bidders
make mini-tender offers at below-market prices, hoping that they will catch
investors off guard if the investors do not compare the offer price to the
current market price." The SEC`s Investor Tips regarding mini-tender offers may
be found on the SEC`s website at www.sec.gov/investor/pubs/minitend.htm. 

First Solar encourages brokers and dealers, as well as other market
participants, to review the SEC`s letter regarding broker-dealer mini-tender
offer dissemination and disclosures at
www.sec.gov/divisions/marketreg/minitenders/sia072401.htm and NASD`s Notice to
Members 99-53, issued July 1999, regarding guidance to members forwarding
mini-tender offers to their customers, which can be found at
www.finra.org/web/groups/industry/@ip/@reg/@notice/documents/notices/p004221.pdf.
First Solar requests that a copy of this news release be included with all
distributions of materials relating to TRC`s mini-tender offer. 

About First Solar, Inc.

First Solar is a leading global provider of comprehensive photovoltaic (PV)
solar systems which use its advanced thin-film modules. The company`s integrated
power plant solutions deliver an economically attractive alternative to
fossil-fuel electricity generation today. From raw material sourcing through
end-of-life module collection and recycling, First Solar`s renewable energy
systems protect and enhance the environment. For more information about First
Solar, please visit www.firstsolar.com. 

For First Solar Investors

This release contains forward-looking statements which are made pursuant to the
safe harbor provisions of Section 21E of the Securities Exchange Act of 1934.
The forward-looking statements in this release do not constitute guarantees of
future performance. Those statements involve a number of factors that could
cause actual results to differ materially, including risks associated with the
company's business involving the company's products, their development and
distribution, economic and competitive factors and the company's key strategic
relationships and other risks detailed in the company's filings with the
Securities and Exchange Commission. First Solar assumes no obligation to update
any forward-looking information contained in this press release or with respect
to the announcements described herein.

First Solar, Inc.
Investors
David Brady
+1 602-414-9315
dbrady@firstsolar.com
or
Ryan Ferguson
+1 602-414-9315
rferguson@firstsolar.com
or
Media
Ted Meyer
+1 602-427-3318
ted.meyer@firstsolar.com

Copyright Business Wire 2013

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