Sacramento-based solar energy company and photovoltaic module manufacturer SPI Energy Co. Ltd. is spinning off its SolarJuice subsidiary in a stock offering that could raise about $19 million.
SolarJuice Co. Ltd. would be based in Australia, and SPI Energy (Nasdaq: SPI) would own more than 50% of its voting shares, according to a registration statement filed with the Securities and Exchange Commission for a foreign-owned company to be listed on an American exchange.
The SolarJuice offering is for 3 million common shares with the tentative price of the offering listed between $5 and $6 per share, according to a prospectus filing Monday with the Securities and Exchange Commission.
The SolarJuice offering is being led by New York investment bank Maxim Group LLC.
At the middle range, $5.50 per share, the offering would raise $15.3 million before expenses.
The company has also granted underwriter Maxim an option to purchase up to an additional 450,000 ordinary shares within 45 days of the offering, which would raise SolarJuice just under $19 million in total, before expenses. Expenses are estimated at $1.7 million.
SolarJuice would own the photovoltaic panel manufacturing operation SPI Energy currently owns and operates at McClellan Park. That headquarters location and factory is currently operating in 139,000 square feet of leased space. The company is expanding that footprint by an additional 56,000 square feet to add more lines of solar panel manufacturing, according to the prospectus.
SolarJuice would be based in Sydney, but it would be traded on the Nasdaq Stock Market under the ticker symbol SJA.
"SPI Energy Co., Ltd. holds, and will continue to own, more than 50% of our voting power," the prospectus states.
The company appears to be seeking to attract investment interest in domestically sourced solar panels, and those are now being built in Sacramento.
SolarJuice would own current SPI Energy subsidiaries SJ Australia, which is a wholesale solar distributor; U.S. solar installer SJ America; and the Sacramento-based solar panel manufacturing operation SJ Technology.
SolarJuice operates in every state in Australia. Domestically it currently operates primarily in California.
A SolarJuice subsidiary, SJ Technology, opened its first U.S.-based solar module assembly factory in January 2022 in McClellan Park. It began a pilot production line in the second quarter last year, and has started delivering solar modules under its Solar4America brand. Marketing for Solar4America emphasizes that its panels are made in the U.S.
The first solar panel production line has a capacity to manufacture enough panels annually to produce 150 megawatts of electricity. The second production line has an annual capacity to produce 550 megawatts. That second manufacturing line started in January.
Another 550-megawatt manufacturing line was in planning stages for the existing building, said Andrew Hughan, director of government relations with SPI, during a tour in January. The company is getting an additional 56,000 square feet of space in an adjacent building for a manufacturing line of 650 megawatts. That line would start in 2024 or 2025,
The Sacramento factory produces 410-watt residential solar panels and 550-watt commercial solar panels, all sold to installers and contractors under the brand Solar4America. The company does not sell its panels retail to consumers.
The company said it plans to produce 2.4 gigawatts of solar panels per year by the end of 2024 at its location at McClellan and another location it plans to develop on the East Coast.
The U.S. Office of Energy Efficiency and Renewable Energy calculates that 1 gigawatt is equal to 3.1 million solar panels.
The two first listed uses of the proceeds of the public offering are expanded existing panel manufacturing capacity and development of another panel manufacturing plant on the East Coast.
SPI Energy in December, and in its registration statement for SolarJuice, issued a "going concern" warning, an accounting term that warns there is considerable doubt that the company can meet its financial obligations.
SPI started in Roseville in 2006 as Solar Power Inc., manufacturing solar panels in China and installing solar-power systems in the U.S., Europe and Asia. A majority interest in the company was acquired by a Chinese company in 2011, which moved the headquarters to the Bay Area. SPI Energy took over the rest of SPI in 2016. SPI Energy moved its headquarters from Santa Clara to McClellan in May last year.
