Energy Conversion Devices and Solar Integrated Technologies Sign Definitive Merger Agreement

Energy Conversion Devices, Inc. (ECD), the leading global manufacturer of thin-film flexible solar laminate products for the building integrated and commercial rooftop markets, and Solar Integrated Technologies, Inc. (SIT) , a leading provider of building integrated photovoltaic (BIPV) roofing systems, announced that they have signed a definitive agreement pursuant to which ECD will acquire SIT.

Under the terms of the agreement, ECD will pay 6.75 pence in cash (or approximately $0.11) for each share of SIT, or approximately $11.2 million. Including the assumption of SIT’s net debt obligations, the purchase price will be approximately $16.3 million. ECD plans to finance the acquisition from existing corporate funds.

Mark Morelli, ECD’s president and chief executive officer said, “The acquisition of SIT enhances our BIPV value proposition by significantly improving our field engineering and technical capabilities in rooftop solar to better support our channel partners in Europe and the U.S. Our combined organization will also be well positioned to meaningfully participate in the expected growth in the U.S. market, including under the stimulus plan. We are extremely pleased to welcome SIT’s talented organization to our team.”

“We are excited to join forces with the world’s leader in building integrated and commercial rooftop photovoltaics,” stated R. Randall MacEwen, president and chief executive officer of SIT. “As one of ECD’s largest customers, we have experienced first-hand the differentiated attributes of UNI-SOLAR PV laminates, and their impressive power production performance in real world conditions. We see compelling synergies between SIT’s customer relationships, end market knowledge and system integration expertise and ECD’s focus on operational excellence.”

The transaction is subject to customary closing conditions, including the approval of SIT’s shareholders. SIT’s board of directors has unanimously recommended that shareholders vote in favor of the agreement. All of SIT’s directors who hold common shares, representing a total of 11.5% of SIT’s outstanding shares, have entered into agreements to vote their shares in favor of the merger agreement. SIT expects to issue a proxy circular within the next 10 days and hold a shareholders’ meeting to consider the transaction on August 19, 2009, or as soon as practicable thereafter. The transaction is expected to close within 60 days.