BEIJING, March 12, 2018 (GLOBE NEWSWIRE) -- JA Solar Holdings Co., Ltd. (Nasdaq:JASO) (“JA Solar” or the
“Company”), one of the world’s largest manufacturers of high-performance solar power products, today announced that at an
extraordinary general meeting of shareholders held today, the Company’s shareholders voted in favor of the proposal to authorize
and approve the previously announced agreement and plan of merger (the “Merger Agreement”), dated as of November 17, 2017 (the
"Merger Agreement"), among the Company, JASO Holdings Limited (the "Holdco"), JASO Parent Limited, an exempted company with limited
liability incorporated under the laws of the Cayman Islands (the "Parent"), and JASO Acquisition Limited, an exempted company with
limited liability incorporated under the laws of the Cayman Islands and a wholly owned subsidiary of Parent (the "Merger Sub",
together with Holdco and Parent, the "Parent Parties" ), pursuant to which the Merger Sub will be merged with and into the Company
(the "Merger"), with the Company continuing as the surviving company and becoming a wholly owned subsidiary of the Parent.
Approximately 56.5% of the Company’s total outstanding ordinary shares presented in person or by proxy at
today’s extraordinary general meeting. The Merger, the Plan of Merger, and the transactions contemplated thereby, including the
Merger, were approved by over 90% of the ordinary shares voted at the extraordinary general meeting.
Prior to the extraordinary general meeting held today, the Company had received written notices of objection
validly served by certain shareholders according to Section 238(2) of the Cayman Islands Companies Law. These shareholders together
hold more than 10% of the Company's total outstanding ordinary shares. Pursuant to Section 7.02(d) and Section 8.02(d) of the
Merger Agreement, if at the time when the shareholders' approval is obtained, the holders of more than 10% of ordinary shares have
validly served notices of objection, and within 10 business days the Parent Parties have not granted an irrevocable waiver of this
condition, either the Company or the Parent Parties may terminate the Merger Agreement. The Company intends to update its
shareholders if and when it receives from the Parent Parties their decision with respect to their granting of the waiver in due
course.
About JA Solar Holdings Co., Ltd.
JA Solar Holdings Co., Ltd. is a leading manufacturer of high-performance solar power products that convert
sunlight into electricity for residential, commercial, and utility-scale power generation. The Company is one of the world’s
largest producers of solar power products. Its standard and high-efficiency product offerings are among the most powerful and
cost-effective in the industry. The Company distributes products under its own brand and also produces on behalf of its clients.
The Company shipped 5.2 GW of solar power products in 2016. JA Solar is headquartered in Beijing, China, and maintains production
facilities in Shanghai, Hebei, Jiangsu and Anhui provinces in China, as well as Penang, Malaysia and Bac Giang, Vietnam.
Safe Harbor Statement
This announcement contains forward-looking statements within the meaning of the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact in this announcement are
forward-looking statements, which may include but are not limited to, the Company’s ability to raise additional capital to finance
its activities; the effectiveness, profitability and marketability of its products; the future trading of the securities of the
Company; the Company’s ability to operate as a public company; the period of time for which the Company’s current liquidity will
enable the Company to fund its operations; general economic and business conditions; demand in various markets for solar products;
the volatility of the Company’s operating results and financial condition; the Company’s ability to attract or retain qualified
senior management personnel and research and development staff; and other risks detailed in the Company’s filings with the SEC.
Forward-looking statements can be identified by terminology such as “if,” “will,” “expected” and similar statements. These
forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations, assumptions,
estimates and projections about the Company and the industry in which the Company operates. Risks, uncertainties and assumptions
include: uncertainties as to how the Company’s shareholders will vote at the meeting of shareholders; the possibility that
competing offers will be made; the possibility that financing may not be available; the possibility that various closing conditions
for the transaction may not be satisfied or waived; and other risks and uncertainties discussed in documents filed with the SEC by
the Company, as well as the Schedule 13E-3 transaction statement and the proxy statement to be filed by the Company. You should not
rely upon these forward-looking statements as predictions of future events. The Company undertakes no obligation to update
forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may
be required by law. Although the Company believes that the expectations expressed in these forward looking statements are
reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual
results may differ materially from the anticipated results.
For more information, please visit www.jasolar.com.
CONTACT:
The Blueshirt Group
Ralph Fong
Phone: +1 (415) 489-2195
Email: ralph@blueshirtgroup.com
