UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 31, 2014
SOLAR POWER, INC.
(Exact name of registrant as specified in its charter)
|
California |
000-50142 |
20- 4956638 |
| incorporation or organization) | No.) |
3400 Douglas Boulevard, Suite 285
Roseville, California 95661-3875
(Address and telephone number of principal executive offices) (Zip Code)
(916) 770-8100
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
|
[ ] |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
[ ] |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
[ ] |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
[ ] |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 3.02 Unregistered Sales of Equity Securities.
Pursuant to an option agreement (the “Option Agreement”) entered into on September 22, 2014 by and between Solar Power, Inc. (the “Company”) and Home Value Holding Co., Limited (“Home Value”), a company incorporated under the laws of the British Virgin Islands, upon exercise in full of the option (the “Option”) granted by the Company to Home Value, on December 31, 2014, the Company authorized and issued 17,200,000 shares of its common stock (the “Common Shares”) to Home Value for an aggregate purchase price of US$20,125,000.
The issuance of the Common Shares as aforementioned is exempt from registration upon reliance of Regulation S promulgated under the Securities Act of 1933, as amended.
Item 8.01 Other Events
The exercise of the Option was closed concurrently with the issuance of the Common Shares discussed in Item 3.02.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Exhibit Description | |
|
99.1 |
Press Release dated January 5, 2015 entitled “SPI Solar Announces Investor’s Exercise of Option to Purchase Shares of Its Common Stock” |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
SOLAR POWER, INC. a California Corporation | |
|
Dated: January 5, 2015 |
/s/ Amy Jing Liu Name: Amy Jing Liu Title: Chief Financial Officer |
Exhibit 99.1
SPI Solar Announces Investor’s Exercise of Option to Purchase Shares of Its Common Stock
ROSEVILLE, Calif.—January 5, 2015 – Solar Power, Inc. (“SPI”) (OTCBB: SOPW), a vertically-integrated photovoltaic (“PV”) developer, today announced the exercise of an option to purchase from SPI shares of its common stock by the lead investor in SPI’s $48.25 million private placement, which was announced on September 23, 2014. As a result, SPI authorized and issued 17,200,000 shares of its common stock for an aggregate purchase price of U.S. $20,125,000. The shares are being offered and sold upon reliance of Regulation S promulgated under the Securities Act of 1933, as amended, and are exempt from registration.
About Solar Power, Inc. (OTCBB:SOPW):
Solar Power, Inc. (“SPI”) is a vertically-integrated PV developer offering its own brand of high-quality, low-cost distributed generation and utility-scale solar energy facility development services. From project development, to project financing and to post-construction asset management, SPI delivers turnkey world-class PV energy facilities and turnkey residential solar solutions to its business, government and utility customers. For additional information visit: www.spisolar.com.
Safe Harbor Statement:
This release contains certain “forward-looking statements” relating to the business of SPI, its subsidiaries and the solar industry, which can be identified by the use of forward-looking terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “expects” or similar expressions. These statements constitute “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. Among other things, the quotations from management in this press release contain forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties, including uncertainties regarding whether the transactions contemplated will be successfully completed. All forward-looking statements are expressly qualified in their entirety by this cautionary statement and the risks and other factors detailed in the company's reports filed with the Securities and Exchange Commission. The company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities law.
Contact:
Amy Liu, Solar Power, Inc. (800) 548-8767