VANCOUVER, HONG KONG and WEIFANG, China, Nov. 13, 2018 /CNW/ - Weichai HK, a wholly-owned subsidiary of Weichai Power Co Ltd. (" Weichai Power" and together with Weichai HK, "Weichai") reports that on November 13, 2018, it acquired 46,131,712 common shares (the "Common Shares") of Ballard Power Systems Inc. ("Ballard" or the "Company"). The Common Shares were acquired in exchange for: (i) an equity investment of approximately US$163.6 million, reflecting a price of US$3.5464 per share based on a 15% premium to the 30-day VWAP of the Common Shares; (ii) the establishment of a joint venture ("JV") in China; (iii) a $90 million technology transfer program to the JV related to Ballard's next-generation LCS fuel cell stack and power modules for bus, commercial truck and forklift applications in China; and (iv) a commitment by Weichai Power to build and supply at least 2,000 fuel cell modules for commercial vehicles in China (the "Transaction").
Prior to the Transaction, Weichai HK did not own or control any Common Shares. Immediately following the Transaction, Weichai HK owned a total of 46,131,712 Common Shares representing approximately 19.9% of the Company's issued and outstanding Common Shares. Weichai Power will gain control over the Common Shares indirectly through its ownership of Weichai HK.
Weichai HK is purchasing the Shares pursuant to a strategic technology collaboration initiative with Ballard in China. In connection with the transaction, Weichai Power and Ballard agreed to form strategic cooperation to, among other things, jointly research, develop, manufacture, market, sell and distribute fuel cell technology through a technology transfer agreement, and form the JV in China to support China's fuel cell electric vehicle market. Common Shares owned by Weichai HK are subject to a two-year restriction on disposition (subject to customary exceptions for non-arm's length transfers and participation in material transactions involving Ballard). Weichai HK is also subject to a two-year "standstill" under which it is prohibited from increasing its share ownership or seeking to increase its representation on the Ballard's board. Weichai HK for so long as it holds a minimum of 15% of Ballard's Common Shares, retains the right to nominate two directors to Ballard's board.
The Company's head office is located at Suite 9000 Glenlyon Parkway, Burnaby, British Columbia, V5J 5J8.
To obtain a copy of the early warning report filed under applicable Canadian securities laws in connection with the Transaction hereunder, please see the Company's profile on the SEDAR website www.sedar.com.
Weichai HK is a wholly-owned subsidiary of Weichai Power. Weichai Power is a leading equipment manufacturing group in China specializing in manufacturing and sale of a wide range of industrial products, including not limited to diesel engines, drivetrain, auto parts and components and commercial vehicles. Weichai Power is listed on the Hong Kong and Shenzhen stock exchanges.
SOURCE Weichai Power
For further information: Weichai HK, Room 3407-08, 34/Floor, Gloucester Tower, the Landmark, 15 Queen's Road Central, Central, Hong Kong Special Administrative Region; Weichai Power, 197, Section A, Fushou East Street, High Technology Industrial Development Zone, Weifang, China 261061