XML 89 R21.htm IDEA: XBRL DOCUMENT v2.4.0.6
Note 13 - Other Transactions
12 Months Ended
Dec. 31, 2012
Other Transactions Disclosure [Text Block]
13.   OTHER TRANSACTIONS

On October 25, 2012, Northern Altair successfully completed a bidding process for a 66 acre parcel of land in Wu’an China, which will be used for the Company’s nLTO and energy storage system (“ESS”) manufacturing operations in China. On October 31, 2012, Northern Altair entered into a Contract on Assignment of State-owned Construction Land Use Right (the "Land-Use Agreement"), pursuant to which Northern Altair acquired the right to use the 66 acres of commercial land north of Dongzhuchang Village in Wu'an City, China for a period of 50 years subject to the terms and conditions of the Land-Use Agreement.  As consideration for the land use right, Northern Altair paid a land use fee of approximately $12,000,000 and land transfer taxes and fees of approximately $1,670,000 and agreed to make fixed asset investments on the land of approximately $167 million, subject to loan guarantees and other incentives from Wu’an, China, over an unspecified period of time up to the 50 year life of the land use right, with initial construction being required to begin by March 31, 2013. In January 2013, initial construction on a manufacturing facility began on the Company’s land use right in China. The costs incurred to date by the Company are not material. The Company estimates the initial phase of this project will cost approximately $3 million and will be completed in 2013. The Company has not yet obtained loan guarantees for these costs. Additional construction phases will be contingent upon loan guarantees and other incentives from Wu’an, China as well as other market conditions. The total fixed asset investments shall include the cost of buildings, structures, auxiliary facilities, and equipment, as well as the land-use fee. Northern Altair may transfer and sublease portions of the granted land once it has invested 25% of the total fixed asset investments amount and completed 25% of the project. Closing occurred on November 9, 2012.  Northern Altair also received grant incentives on November 30, 2012 of approximately $11,800,000 from the Wu’an government and recorded it as restricted cash.

On August 1, 2012, Wu’an paid Northern Altair Nanotechnologies Co., Ltd., $1.9 million (12 million RMB), as a down payment for its first electric bus order under the Agreement (the “Wu’an Agreement") among Altair China and the Wu'an Municipal People's Government ("Wu'an") and Handan Municipal People's Government ("Handan"). This payment was applied by Northern Altair to purchase and deliver 50 electric buses from a third party manufacturer to Wu’an.

On July 22, 2011, the Company and Canon completed the sale by the Company, and the purchase by an affiliate of Canon, of 6,172,801 shares of common stock of the Company, no par value, at a purchase price of $9.32 per share, or approximately $57,500,000 in the aggregate, pursuant to the Share Subscription Agreement.  Pursuant to the Share Subscription Agreement, Canon has designated its affiliate, Energy Storage Technology (China) Group Limited, a company organized under the laws of Hong Kong (“Energy Storage”), as the purchaser of the Shares. Immediately following the closing, Energy Storage held 53.3% of the 11,590,067 shares of common stock outstanding (49.8% on a fully diluted basis).

The Company engaged JMP Securities and completed a capital raise on March 30, 2011. The Purchase Agreement with investors provided for the issuance of additional shares of common stock (“Adjustment Shares”) following such adjustment, if the Share Subscription Agreement with Canon was terminated or adversely amended, or if the transaction contemplated thereby was not closed by July 17, 2011.   On July 17, 2011, the Share Subscription with Canon was not closed; therefore, we issued 300,000 Adjustment Shares to the investors on July 18, 2011.