GUELPH, ON, Aug. 19, 2024 /PRNewswire/ — Canadian Solar Inc. (the “Company” or “Canadian Solar”) (Nasdaq: CSIQ) today announced that it has entered into a definitive agreement with PAG, a leading investment firm in Asia Pacific, pursuant to which PAG will subscribe for US$200 million in aggregate principal amount of convertible notes (the “Notes”) to be issued by the Company. The transaction is expected to close in the fourth quarter of 2024, subject to closing conditions. The Company will retain certain flexibility on draw downs, using the net proceeds to optimize its capital structure, repay certain other indebtedness and invest in solar development projects.

The Notes will bear an interest rate of 6% per annum, payable quarterly in arrears, and will mature on December 31, 2029. Holders of the Notes also have the right to require the Company to repurchase the Notes shortly after December 31, 2027. Subject to the terms of the Notes, the Notes may be convertible into the Company’s common shares at the holder’s option at an initial conversion price of US$18.20, which represents a premium of approximately 23.4% above the Company’s last reported stock price of US$14.75 per common share on the Nasdaq Global Select Market on August 16, 2024. The conversion rate will be subject to market customary adjustments. The Notes will be secured against certain pledges provided by the subsidiaries of the Company.

Dr. Shawn Qu, Chairman and CEO of Canadian Solar, said, “We are thrilled to partner with PAG, a seasoned investor in the solar industry. The Notes offer us a flexible financing solution that aligns with both our capital requirements and business objectives. This transaction paves the way for long-term strategic collaboration with PAG in solar and in clean energy.”

Dr. Weijian Shan, Executive Chairman of PAG, commented, “With two decades of experience in the solar industry, Canadian Solar has established a solid foundation as a globally leading solar player. Today, it is well-positioned for growth, propelled by its scaled module business, rapidly expanding energy storage segment, and renewable energy development platform. We are pleased to partner with Canadian Solar in the global clean energy transition.”

The issuance of the securities under such transaction is exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”) in an offshore transaction in reliance upon Regulation S under the Securities Act. This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful.