SunPower To Create Two Independent, Industry-Leading, Publicly-Traded Companies

CHANGCHUN China, Nov. 18, 2019 /PVTIME/ SunPower (NASDAQ:SPWR) announced plans
to separate into two independent, complementary, strategically-aligned and
publicly-traded companies – SunPower and Maxeon Solar Technologies (Maxeon
Solar). Each company will focus on distinct offerings built on extensive
experience across the solar value chain.

  • SunPower will continue as the leading North American distributed generation, storage and energy services company.
  • Newly-formed Maxeon Solar will be the leading global technology innovator, manufacturer and marketer of premium solar panels.

Concurrent with the transaction, an equity investment of $298 million will
be made in Maxeon Solar by long-time partner Tianjin Zhonghuan Semiconductor
Co., Ltd. (TZS), a premier global supplier of silicon wafers, to help finance
the scale‐up of Maxeon® 5 production capacity.

"We believe that the solar industry is entering a period of extended
growth where success will be driven by value chain specialization, technology
innovation and economies of scale," said Tom Werner, president and CEO of
SunPower. "This new structure and investment will create two focused
businesses, each with unique expertise to excel in their part of the value
chain."

SunPower: Pure Play, Focused DG Energy Services Company Leveraging the
World's Best Solar Platform
Tom Werner will continue as CEO
and chairman of the board of SunPower and the company will maintain its
corporate headquarters in Silicon Valley (Calif.), as well as its employee and
economic investment footprint across the U.S. and Canada, and its large,
exclusive dealer network.

SunPower will focus on product innovation, downstream high-efficiency
solar systems plus high-growth storage and energy services. The company also
will continue its commitment to American manufacturing with its Hillsboro, Ore.,
Performance Series module assembly facility. At the time of the separation,
SunPower and Maxeon Solar will have entered into a multi-year exclusive supply
agreement covering sales within the U.S. and Canada of products manufactured by
Maxeon Solar. Under the new structure, SunPower will continue to develop its
dealer network, which represents the largest residential and light commercial
franchise in the industry.

The two companies will cooperate to develop and commercialize next
generation solar panel technologies, with early stage research conducted by
SunPower's Silicon Valley-based research and development group, and
deployment-focused innovation and scale-up carried out by Maxeon Solar.

Maxeon Solar: Advanced Technologies Deployed at Scale
Jeff Waters, currently chief
executive officer of SunPower's Technologies business unit, has been named
Maxeon Solar's CEO. Maxeon Solar has been incorporated and will be headquartered
in Singapore and its ordinary shares are expected to be traded on NASDAQ.
Maxeon Solar will own and operate solar cell and panel manufacturing facilities
located in France, Malaysia, Mexico and the Philippines. It will also maintain
its R&D, marketing and sales footprint outside of the U.S. and Canada.

Maxeon Solar will focus on continuing to bring its industry leading panel
technology to high volume scale. It will market its high-efficiency solar
panels under the SunPower brand into the global marketplace, and into the U.S.
and Canada via a multi-year exclusive supply agreement to be entered into with
SunPower at the time of separation. Maxeon Solar will maintain 20 percent
ownership of the Performance Series manufacturing joint venture (Huansheng
Photovoltaic [Jiangsu] Company, Ltd.) and will continue to market those panels
globally. 

Investment to Accelerate Next Generation Solar Panel Technology
"TZS's $298 million
investment into Maxeon Solar will catalyze continued scale-up of Maxeon 5®
capacity at our manufacturing facility in Malaysia, allowing us to increase our
distributed generation market share and accelerate profit growth," said Jeff
Waters, Maxeon Solar CEO. "This investment validates our industry-leading
technology, brand and global channels to market."

"TZS was chosen as the best investment partner for Maxeon following
an exhaustive three-year independent search," Waters said. "They
bring not only the capital necessary to fast-track scale-up our Maxeon® 5
technology, but also have deep experience across the upstream Asia supply
chain. SunPower has a long strategic relationship with TZS, having cooperated
on seven joint ventures and joint development projects since 2012."

"In the past eight years, TZS and SunPower have established a great
and long-term partnership and the rapid scale-up of Performance Series
technology to multi-gigawatt capacity has already demonstrated the power and
synergy of our cooperation," said Haoping Shen, chairman and general
manager of TZS. We share with Total the consensus on business philosophy and
are happy to become a shareholder of Maxeon Solar Technologies and look forward
to supporting the scale-up of Maxeon technologies and the deployment of future
technology innovations."

"During the last years, SunPower has successfully adapted the company
and its products in a challenging global solar market," said Patrick
Pouyanné, Total CEO. "As the main shareholder of Sunpower, we support this
transaction which will bring clarity and focus for both entities on their respective
activities. We welcome TZS as partner in Maxeon Solar Technologies which will
be able to further develop its highly differentiated PV technology platforms
and SunPower will focus on developing its leadership position in distributed
generation in Northern America. Total intends to remain shareholder of both
Sunpower and Maxeon Solar Technologies."

The separation is expected to occur through a spin‐off of all of the
shares of Maxeon Solar held by SunPower to SunPower shareholders, followed by
the TZS investment. It is intended to be tax-free to SunPower shareholders.
After the completion of the transactions, TZS will own approximately 28.848
percent of the diluted ordinary shares of Maxeon Solar with approximately
71.152 percent will be owned by SunPower shareholders, as of the record date of
the spin-off. SunPower expects to complete the separation and Maxeon Solar
capital injection in the second quarter of 2020, subject to the satisfaction of
various closing conditions.

SunPower's Board of Directors and a special committee of independent
directors unanimously approved this transaction.

SOURCE: SunPower Corp.

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