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REC Silicon

Capital/Financing Update Feb 1, 2018

3726_mrq_2018-02-01_4a5f16dd-94bd-4fba-8a33-cb1ba489bb0b.html

Capital/Financing Update

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REC Silicon ASA - Yulin JV Financing Update

REC Silicon ASA - Yulin JV Financing Update

Fornebu, Norway - February 1st, 2018:

REC Silicon Pte. Ltd (REC Silicon) and Shaanxi Non-Ferrous Tian Hong New Energy

Co. Ltd. (SNF) have entered into an agreement concerning the outstanding capital

contribution from REC Silicon to the Yulin JV, in connection with the 20,000 MT

polysilicon plant developed by REC Silicon and SNF in the city of Yulin, Shaanxi

province, People's Republic of China.

The Framework Agreement provides that SNF will make REC Silicon's outstanding

capital contribution of $169,020,000 to the Yulin JV and the shareholding

percentage of the two shareholders in the Yulin JV will be subsequently adjusted

to SNF holding 84.94% and REC Silicon holding 15.06%.  Pursuant to the Framework

Agreement, REC Silicon will make the following payments: (i) an interest payment

of $652,500 to the Yulin JV within 30 days of the signing of the Framework

Agreement; and (ii) a total late payment penalty of $10,394,730 to SNF in three

installments over a two-year period.  The late payment penalty will be paid by

REC Silicon as follows: (i) the first installment of $2,078,946 will be due 30

days after the signing of the Framework Agreement; (ii) the second installment

of $3,118,419 will be due within 30 days of the first anniversary of the

Framework Agreement; and (iii) the final installment of $5,197,365 will be due

within 30 days of the second anniversary of the Framework Agreement.

Within 6 months after the expiration of a three-year period after SNF makes REC

Silicon's outstanding capital contribution (Repurchase Period), REC Silicon will

have the option to either buy back the 33.94% equity interest from SNF pursuant

to a valuation and public bidding process as required by PRC state-owned asset

disposal regulations, or continue to maintain solely a 15.06% equity interest in

the Yulin JV.  Prior to the expiration of the Repurchase Period, REC may appoint

an appraiser acceptable to both parties to appraise the value of the 33.94%

equity interest in the Yulin JV (the Pre-valuation).  If the Pre-valuation is

higher than the valuation REC expects, or if the valuation determined by the

state-owned asset disposal regulation is higher than the Pre-valuation, REC has

the right to choose not to buy back the 33.94% equity interest, but instead may

choose to sell its remaining 15.06% equity interest in the Yulin JV.

The corporate governance of the Yulin JV will be adjusted according to the new

equity interest structure. The Board of Directors of the Yulin JV will be

adjusted to five directors, of which four will be appointed by SNF and one will

be appointed by REC.  With respect to management, REC will nominate the Chief

Technology Officer while the remaining executive management of the Yulin JV will

be nominated by SNF.  Upon a buy-back by REC of the 33.94% equity interest, the

corporate governance structure will be restored to the terms of the original

Yulin JV contract.

REC Silicon ASA's President & CEO Tore Torvund commented: "This agreement

between REC Silicon and SNF allows the two companies to continue a very good

cooperative relationship developed over the last four years in establishing a

world class FBR polysilicon plant in Yulin, and at the same time, preserves REC

Silicon's opportunity to hold a 49% equity interest in the Yulin JV in the

future".

For further information, please contact:

Christopher Bowes, Investor Relations

REC Silicon ASA

Phone: +1 509 793 8127

Email: [email protected]

Nils O. Kjerstad

IR Contact Europe

Phone: +47 9135 6659

Email: [email protected]

About REC Silicon

REC Silicon is a leading producer of advanced silicon materials, delivering

high-purity polysilicon and silicon gas to the solar and electronics industries

worldwide. We combine over 30 years of experience and proprietary technology

with the needs of our customers, with annual production capacity of more than

20,000 MT of polysilicon from our two US-based manufacturing plants. Listed on

the Oslo Stock Exchange (ticker: REC), the Company is headquartered in Fornebu,

Norway.

For more information, go to: www.recsilicon.com

This information is subject to the disclosure requirements pursuant to section

5-12 of the Norwegian Securities Trading Act.

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