Simpson Thacher recently represented the underwriters led by Deutsche Bank Securities Inc., Barclays Capital Inc. and Credit Suisse Securities (USA) LLC (the “underwriters”) in connection with the offering by Trina Solar Limited (“Trina Solar”) of US$115.0 million principal amount of 4.0% Convertible Senior Notes due 2019 (the “Notes”) pursuant to Rule 144A and Regulation S, which included the exercise in full of the option to purchase an additional US$15.0 million principal amount of the Notes granted by Trina Solar.
Simpson Thacher also represented the underwriters in connection with a concurrent offering of 10,333,785 American depositary shares (the “ADSs”), representing 516,689,250 of the ordinary shares of Trina Solar. Of the ADSs offered, 2,504,000 ADSs were offered and sold by Trina Solar at US$11.75 per ADS with total proceeds of approximately US$29.4 million to Trina Solar, and 7,829,785 ADSs were loaned by Trina Solar to affiliates of the lead underwriters of Trina Solar’s concurrent Notes offering, as described below.
In addition, Simpson Thacher represented affiliates of the lead underwriters in the Notes offering in connection with ADS borrow transactions with Trina Solar. These transactions are intended to facilitate privately negotiated transactions or short sales by which investors in the Notes will hedge their investment the Notes.
Trina Solar Limited is an integrated solar power products manufacturer based in China. The ADSs of Trina Solar are listed and traded on the New York Stock Exchange under the symbol TSL.
The Simpson Thacher team for the offerings included Chris Lin, Heather Tsai, Howie Farn, Chi Lee and Eric Hung (Corporate); Joyce Xu, Solomon Bashi and Chuan Liu (Derivatives); Jonathan Cantor and Jacqueline Barbera (Tax); and Jennie Getsin (Bluesky).