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GT Solar International, Inc. (NASDAQ: SOLR) (“GT Solar” or the “Company”) today announced the filing of a resale shelf registration statement on Form S−3 with the Securities and Exchange Commission (“SEC”) on behalf of a selling stockholder. The selling stockholder is GT Solar Holdings, LLC (“Holdings”). Investment funds managed by GFI Energy Ventures LLC and Oaktree Capital Management, L.P. are the managing members and principal shareholders of GT Solar Holdings, LLC. Holdings owns approximately 106 million shares of GT Solar common stock. The registration statement was filed pursuant to the exercise of a demand registration right received by the Company from Holdings under a registration rights agreement.
After the resale shelf registration statement has been declared effective by the SEC, up to an aggregate amount of 105,538,149 shares of common stock may be offered. The amounts and prices will be set forth in a subsequent filing made with the SEC at the time of each offering. Any offer to sell, or solicitation of an offer to buy securities, if and when such offer is made, will be pursuant to a prospectus or a prospectus supplement that will be issued with respect to any such offering.
The resale shelf registration statement has been filed with the SEC but is not yet effective. The securities registered under the resale shelf registration statement may not be sold, nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
About GT Solar International, Inc.
GT Solar International, Inc. is a leading global provider of specialized manufacturing equipment and services essential for the production of photovoltaic wafers, cells and modules and polysilicon. The Company’s principal products are directional solidification systems, or “DSS” units, and chemical vapor deposition, or “CVD,” reactors and related equipment. DSS units are specialized furnaces used to melt polysilicon and cast multicrystalline ingots from which solar wafers are made. CVD reactors are used to react gases at high temperatures and pressures to produce polysilicon, the key raw material used in solar cells. The Company’s customers include several of the world’s largest solar companies as well as companies in the chemical industry. The use of our products requires substantial technical know-how and most of our customers rely on us to design and optimize their production processes as well as train their employees in the use of our equipment. The Company operates through two segments: the Company’s photovoltaic business and the Company’s polysilicon business.
Cautionary Note Regarding Forward-Looking Statements
Certain statements in this press release may constitute “forward-looking” statements as defined in Section 27A of the Securities Act of 1933 (the” Securities Act”), Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”) or in releases made by the Securities and Exchange Commission (“SEC”), all as may be amended from time to time. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of GT Solar and its subsidiaries, or industry results, to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Statements that are not historical fact are forward-looking statements. Forward-looking statements can be identified by, among other things, the use of forward-looking language, such as the words “plan,” “believe,” “expect,” “anticipate,” “intend,” “estimate,” “project,” “may,” “will,” “would,” “could,” “should,” “seeks,” or “scheduled to,” or other similar words, or the negative of these terms or other variations of these terms or comparable language, or by discussion of strategy or intentions. These cautionary statements are being made pursuant to the Securities Act and the Exchange Act with the intention of obtaining the benefits of the “safe harbor” provisions of such laws. GT Solar cautions investors that any forward-looking statements made by GT Solar are not guarantees or indicative of future performance. Important assumptions and other important factors that could cause actual results to differ materially from those forward-looking statements with respect to GT Solar, include, but are not limited to those factors, risks and uncertainties that are described in Item 1A of its Annual Report on Form 10−K for the fiscal year ended March 28, 2009, and in other securities filings by GT Solar with the SEC.
Although GT Solar believes that its plans, intentions and expectations reflected in or suggested by such forward-looking statements are reasonable, actual results could differ materially from a projection or assumption in any forward-looking statements. GT Solar’s future financial condition and results of operations, as well as any forward-looking statements, are subject to change and inherent risks and uncertainties. The forward-looking statements contained in this press release are made only as of the date hereof and GT Solar does not have or undertake any obligation to update or revise any forward-looking statements whether as a result of new information, subsequent events or otherwise, unless otherwise required by law.



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