Latham & Watkins Advises A123 Systems in Bankruptcy Restructuring and Resulting Agreement to Sell Substantially All Assets to Wanxiang

Advice provided on restructuring, corporate, litigation, DOE, intellectual property, labor and benefits, tax, real estate, and China related matters.

December 11, 2012

A123 Systems, Inc., a developer and manufacturer of advanced Nanophosphate® lithium iron phosphate batteries and systems, announced that it has reached agreement on the terms of an asset purchase agreement with Wanxiang America Corporation through which Wanxiang would acquire substantially all of A123’s assets for $256.6 million. The agreement was reached following an auction conducted under the supervision of the United States Bankruptcy Court for the District of Delaware. According to the terms of the asset purchase agreement, Wanxiang would acquire A123’s automotive, grid and commercial business assets, including all technology, products, contracts and U.S. facilities; its cathode powder manufacturing operations in China; and its equity interest in Shanghai Advanced Traction Battery Systems Co., A123’s joint venture with Shanghai Automotive. Excluded from the asset purchase agreement with Wanxiang is A123’s Ann Arbor, Mich.-based government business, including all U.S. military contracts, which would be acquired for $2.25 million by Navitas Systems, a Woodridge, Ill.-based provider of energy-enabled system solutions and energy storage products for commercial, industrial and government agency customers. The completion of the sale to Wanxiang is subject to certain closing conditions, including approval from the Court as well as regulatory approvals.

Latham & Watkins advised A123 Systems with a restructuring team led by New York partner D.J. (Jan) Baker and Chicago/New York partner Caroline Reckler, with New York partner Rosalie Gray and New York counsel Adam Ravin and Chicago associates Matthew Warren, Alicia Davis, Paul Vaglica, and New York associate Annemarie Reilly. New York partner Senet Bischoff, Boston partners John Chory and Susan Mazur, and Chicago partners Timothy FitzSimons and Rick Meller advised on corporate matters with Boston counsel Evan Smith and Chicago associates Jonathan Solomon, Alexa Berlin and Elisabeth Siciliano. New York partners James Brandt, Jeff Hammel and Christopher Harris advised on litigation matters. Washington D.C. partner Michael Gergen assisted with DOE matters. Silicon Valley partner JD Marple and Los Angles partner Roxanne Christ advised on intellectual property matters with Silicon Valley associate Yina Dong. Chicago partner Robin Struve advised on labor and benefits issues with associate James Metz. Chicago partner Julie Marion advised on tax issues and Chicago partner Robert Buday advised on real estate. Shanghai partner Rowland Cheng and consultant Vincent Jiang advised on China related matters with associate Louise Deng.

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