TPI Composites agrees to sell Turkish subsidiaries to XCS Composites

Published 04/09/2025, 20:24
TPI Composites agrees to sell Turkish subsidiaries to XCS Composites

TPI Composites, Inc. (OTC Pink:TPICQ), a company currently trading near its 52-week low with a market capitalization of just $2.19 million, announced Thursday that it has entered into a binding agreement to sell its entire ownership interest in two Turkish subsidiaries, TPI Kompozit Kanat Sanayi ve Ticaret Anonim Şirketi and TPI Kompozit Kanat 2 Üretim Sanayi ve Ticaret Limited Şirketi, to XCS Composites L.L.C-FZ. According to InvestingPro data, the company has been facing significant financial challenges, with its stock price declining nearly 99% over the past year.

According to a press release statement and a filing with the Securities and Exchange Commission, the sale will be completed through TPI Holdings Switzerland GmbH, a subsidiary of TPI Composites. Under the agreement, XCS Composites will acquire the subsidiaries in exchange for assuming all of their liabilities and debts, including financial and contingent liabilities, as well as cash and cash equivalents held by the subsidiaries. This move comes as the company grapples with significant financial challenges, including a weak current ratio of 0.36 and annual revenue of $1.34 billion against substantial operating losses, as reported by InvestingPro. Certain intercompany loans, receivables, and agreements—except for a loan agreement between one of the Turkish subsidiaries and TPI Composites India Private Limited—will be excluded from the transaction and terminated at closing.

The transaction is subject to several customary closing conditions. These include approval by the United States Bankruptcy Court for the Southern District of Texas, where TPI Composites and some of its subsidiaries filed voluntary petitions for relief under chapter 11 of the U.S. Bankruptcy Code on August 11, 2025. Additional conditions include the execution of a transitional services agreement for 12 months following closing, an intellectual property rights agreement, and the execution of a release with Dere Construction Taahhüt A.Ş., the purchaser, and certain affiliates regarding claims as outlined in the agreement.

The closing of the transaction is expected by September 19, 2025, provided all conditions are met. If the transaction does not close by that date, the agreement will terminate unless the parties agree otherwise.

This summary is based on information provided in a press release statement and the company’s filing with the SEC.

In other recent news, TPI Composites, Inc. has filed for Chapter 11 bankruptcy in the United States Bankruptcy Court for the Southern District of Texas. The company aims to facilitate financial and operational restructuring through this filing. To support its operations during this process, TPI Composites has secured a debtor-in-possession financing agreement with Oaktree Fund Administration, LLC and other lenders, providing up to $82.5 million. This financing includes $27.5 million in new funds and $55 million rolled up from existing senior secured credit facilities. Jefferies has raised its price target for TPI Composites to $0.70 from $0.50, maintaining an Underperform rating due to anticipated production disruptions. Meanwhile, TD Cowen has downgraded TPI Composites from Buy to Hold, lowering its price target to $1.00 from $2.00, citing concerns over the company’s debt and lack of a clear deleveraging strategy. These developments highlight the challenges TPI Composites faces in navigating its financial restructuring.

This article was generated with the support of AI and reviewed by an editor. For more information see our T&C.

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