8-KMaterial AgreementsFinancial EventsExhibits & Filings

FIRST SOLAR, INC. 8-K Report, Material Agreement (Feb 18, 2020)

Filed February 18, 2020For Securities:FSLR

Summary

First Solar, Inc. (FSLR) has filed an 8-K detailing the finalization of a settlement agreement for a class action lawsuit that was initially announced on January 6, 2020. The company has entered into a Stipulation and Agreement of Settlement, consistent with the previously announced Memorandum of Understanding (MOU), to resolve claims brought on behalf of shareholders who purchased stock between April 30, 2008, and February 28, 2012. The core of the settlement involves First Solar contributing $350 million in cash to a settlement fund. This fund will cover all settlement fees, expenses, attorneys' fees, and payments to the settlement class members. In exchange, the settlement class has agreed to release First Solar and other named defendants from any and all claims related to the class action. It is crucial to note that the settlement agreement contains no admission of liability or wrongdoing by the company. The settlement is still subject to court approval, which will involve a fairness hearing where class members can object before final judgment and disbursement.

Key Highlights

  • 1First Solar finalized a settlement agreement for a previously disclosed class action lawsuit on February 13, 2020.
  • 2The company will pay a total of $350 million in cash to settle the claims.
  • 3The settlement resolves claims related to the purchase or acquisition of FSLR common stock between April 30, 2008, and February 28, 2012.
  • 4The settlement includes a mutual release of claims against First Solar and other defendants by the settlement class.
  • 5The agreement explicitly states there is no admission of liability or wrongdoing by First Solar.
  • 6The settlement is contingent upon court approval, which requires a fairness hearing.
  • 7Two other separate lawsuits (Maverick Fund and Bargar) remain pending and are not affected by this settlement.

Frequently Asked Questions

The primary purpose of this 8-K filing is to formally report the entry into a Stipulation and Agreement of Settlement for a class action lawsuit, finalizing the terms previously outlined in a Memorandum of Understanding.

First Solar will contribute $350 million in cash to a settlement fund. This amount will cover all settlement-related fees, expenses, attorneys' fees, and payments to the class members. Investors should monitor the company's cash reserves and cash flow statements for the impact of this payout.

No, this settlement specifically addresses the class action lawsuit titled Smilovits v. First Solar, Inc., et al. It explicitly states that two other pending lawsuits, Maverick Fund, L.D.C. v. First Solar, Inc., et al. and Bargar, et al. v. Ahearn, et al., are not affected by this settlement.

The settlement is subject to court approval. Following preliminary approval, class members will be notified and given an opportunity to object at a fairness hearing. Final approval and disbursement will occur after the court enters a judgment that is no longer subject to appeal.