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Note 5 - Acquisition of Solar Green Technology
9 Months Ended
Sep. 30, 2014
Disclosure Text Block Supplement [Abstract]  
Mergers, Acquisitions and Dispositions Disclosures [Text Block]

5. Acquisition of Solar Green Technology S.p.A (“SGT”)


On June 27, 2012, Solar Power, Inc. entered into an Acquisition and Stock Purchase Agreement dated as of June 25, 2012 (the “SGT Agreement”) with the shareholders of SGT, an Italian-based limited liability company. Under the SGT Agreement, Solar Power, Inc. acquired 100% of the issued and outstanding shares of SGT from SGT shareholders in exchange for euro 5.0 million (approximately $6.3 million) payable in cash and common stock of the Company (the “Purchase Price”). The shareholders of SGT consisted of LDK Solar Europe Holding S.A (“LDK Europe”) and the two founders of SGT. LDK Europe, through its 70% ownership of the outstanding common stock of SGT, controlled SGT prior to the close of the transaction. LDK Europe is a wholly owned subsidiary of LDK, which owned approximately 71% of the issued and outstanding common stock of the Company prior to and immediately after the acquisition of SGT. As part of the consideration for the shares of SGT, the Company issued 9,771,223 shares of its Common Stock to LDK Europe and 1,814,655 shares of its Common Stock to each of the two founders of SGT in July 2012. In addition, the Company agreed to pay each of the two founders euro 100,000 in cash, which were made in July 2012. The amount of shares of the Company’s Common Stock that were issued under the SGT Agreement were determined by dividing the amount of the euro 4.8 million purchase price payable in the Company’s Common Stock by the 90-day volume-weighted average trading price of shares of the Company’s Common Stock prior to June 11, 2012.


Because SGT and Solar Power, Inc. were under the common control of LDK as of June 27, 2012, the date of closing of the acquisition, the acquisition was treated as a transaction between entities under common control. In accordance with ASC Topic 805, Business Combinations, these financial statements reflect the consolidation of Solar Power, Inc. and SGT’s financial statements for all periods presented under which both entities were under the common control of LDK. The predecessor entity was determined to be SGT due to the fact that SGT was the first entity controlled by LDK, as LDK obtained a controlling interest in SGT on July 10, 2009 and obtained a controlling interest in Solar Power, Inc. on March 31, 2011. As such, the Company recognized the assets and liabilities of SGT (the accounting receiving entity) at their historical carrying values in accordance with U.S. GAAP and recast the assets and liabilities of the legacy Solar Power, Inc. entity (the transferring entity) to reflect carrying value of LDK, which were stepped up to fair value on March 31, 2011 upon LDK obtaining a controlling interest in Solar Power, Inc. Refer to Note 10—Intangible Assets, for details of the balances carried by LDK now reflected in the Consolidated Financial Statements.