##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549
 FORM 10-Q
 (Mark one)
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 29, 2008
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission file number: 000-31687
 EVERGREEN SOLAR, INC.
  Delaware
    
    04-3242254(State or other jurisdiction of
    
    (I.R.S. EmployerIncorporation or organization)
    
    Identification No.)138 Bartlett StreetMarlboro, Massachusetts
    
    01752(Address of principal executive offices)
    
    (Zip Code)
 (508) 357-2221
  þ o
  Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
  o þ




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##### 



EVERGREEN SOLAR, INC.
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED MARCH 29, 2008
 TABLE OF CONTENTS
 Forward Looking Statements
    
    
    1Part I. Financial Information
    
    
    3Item 1.
    
    Financial Statements
    
    
    3Condensed Consolidated Balance Sheets
    
    
    3Condensed Consolidated Statements of Operations
    
    
    4Condensed Consolidated Statements of Cash Flows
    
    
    5Notes to Condensed Consolidated Financial Statements
    
    
    6Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    19Item 3.
    
    Quantitative And Qualitative Disclosure About Market Risk
    
    
    27Item 4.
    
    Controls and Procedures
    
    
    27Part II. Other Information
    
    
    28Item 1.
    
    Legal Proceedings
    
    
    28Item 1A.
    
    Risk Factors
    
    
    28Item 6.
    
    Exhibits
    
    
    28Signatures
    
    
    
    
    30Exhibits:Ex-10.2 First Amendment to Amended and Restated 2000 Stock Option and Incentive Plan of the CompanyEx-31.1 Section 302 Certification of CEOEx-31.2 Section 302 Certification of CFOEx-32.1 Section 906 Certification of CEOEx-32.2 Section 906 Certification of CFO




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##### Table of Contents



FORWARD-LOOKING STATEMENTS
 This Quarterly Report on Form 10-Q , including Managements Discussion and Analysis of
Financial Condition and Results of Operations in Item 2 of this report and the documents
incorporated by reference herein, contain forward-looking statements that involve risks,
uncertainties and assumptions, including those discussed in Item 1A. Risk Factors of the Companys
Annual Report on Form 10-K filed with the SEC on February 27, 2008. If the risks or uncertainties
ever materialize or any of the assumptions prove incorrect, our results will differ from those
expressed or implied by such forward-looking statements and assumptions. All statements other than
statements of historical fact are statements that could be deemed forward-looking statements,
including but not limited to statements regarding:
 
    
    our future growth, revenue, earnings and gross margin improvement;
    
    the Devens facility expansion and other potential capacity expansions and the expected
timing of such facilities becoming fully operational and meeting manufacturing capacity
goals on schedule and within budget;
    
    future warranty expenses;
    
    our receipt of public grant awards;
    
    capital requirements to respond to competitive pressures and acquire complementary
businesses and necessary technologies;
    
    costs associated with research and development, building or improving manufacturing
facilities, general and administrative expenses and business growth;
    
    shifts in our geographic product revenue mix;
    
    international expansion of strategic partnerships, manufacturing operations and
distribution networks;
    
    operating efficiency of manufacturing facilities, including increases in manufacturing
scale and technological improvements needed to continuously reduce the cost per watt to
manufacture our products;
    
    the occurrence of and the use of proceeds from sales of our securities;
    
    the sufficiency of our cash, cash equivalents, marketable securities and borrowings
available under our revolving credit facility and access to capital markets to satisfy
our anticipated cash requirements;
    
    payment of cash dividends;
    
    the use of derivative financial instruments to manage foreign currency exchange risks;
    
    the potential impact of our critical accounting policies and changes in financial
accounting standards or practices;
    
    future plans and benefits from the EverQ joint venture, including the potential expansion
and initial public offering;
    
    our continued enhancements of thin wafer production and the expected timing and results
of such transition;
    
    the expected demand for solar energy;
    
    our expectations regarding product performance and cost and technological competitiveness;
    
    our expectations regarding future silicon supply from our suppliers, and our ability to
enter into contracts to secure additional silicon supply;
 1




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##### Table of Contents




    
    the anticipated benefits of our String Ribbon technology and new manufacturing and other
developments, including our quad ribbon wafer furnace design;
    
    the making of strategic investments and the expectation of future benefit from them;
    
    our position in the solar power market; and
    
    our expectations regarding the amount of photovoltaic solar panels that we will be
able to produce.
 These statements may be identified with such words as we expect, we believe, we
anticipate or similar indications of future expectations. These statements are neither promises
nor guarantees and involve risks and uncertainties, which could cause our actual results to differ
materially from such forward-looking statements. Such risks and uncertainties may include, among
other things, macroeconomic and geopolitical trends and events, the execution and performance of
contracts by distribution partners, suppliers and other partners, and other risks and uncertainties
described herein, including but not limited to the items discussed in Item 1A. Risk Factors in our
Annual Report on Form 10-K for the period ended December 31, 2007 filed on February 27, 2008. We
caution readers not to place undue reliance on any forward-looking statements contained in this
Quarterly Report, which speak only as of the date of this Quarterly Report. We disclaim any
obligation to update publicly or revise any such statements to reflect any change in our
expectations, or events, conditions, or circumstances on which any such statements may be based, or
that may affect the likelihood that actual results will differ from those set forth in such
forward-looking statements.
 2




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##### Table of Contents



PART IFINANCIAL INFORMATION
 
 Item 1. Financial Statements
 Evergreen Solar, Inc.
 
 Condensed Consolidated Balance Sheets
 (in thousands, except share data)
 (unaudited)
 December 31,
    
    
    March 29,2007
    
    
    2008AssetsCurrent assets:Cash and cash equivalents
    
    $
    29,428
    
    
    $
    140,321Marketable securities
    
    
    70,275
    
    
    
    25,282Restricted cash
    
    
    41,000
    
    
    
    41,000Accounts receivable, net of allowance for doubtful accounts
    
    
    9,297
    
    
    
    13,062Grants receivable
    
    
    5,818
    
    
    
    11,069Inventory
    
    
    8,094
    
    
    
    5,164Prepaid cost of inventory
    
    
    
    
    
    
    6,563VAT receivable, net
    
    
    10,549
    
    
    
    10,860Other current assets
    
    
    7,729
    
    
    
    9,707Total current assets
    
    
    182,190
    
    
    
    263,028Investment in and advances to EverQ
    
    
    87,894
    
    
    
    95,806Restricted cash
    
    
    414
    
    
    
    Deferred financing costs
    
    
    1,991
    
    
    
    1,880Loan receivable from silicon supplier
    
    
    21,904
    
    
    
    47,277Prepaid cost of inventory
    
    
    143,035
    
    
    
    148,846Fixed assets, net
    
    
    114,641
    
    
    
    152,285Other assets
    
    
    1,186
    
    
    
    1,027Total assets
    
    $
    553,255
    
    
    $
    710,149Liabilities and stockholders equityCurrent liabilities:Accounts payable
    
    $
    57,005
    
    
    $
    39,078Other accrued expenses
    
    
    5,408
    
    
    
    6,370Accrued employee compensation
    
    
    4,875
    
    
    
    3,302Accrued interest
    
    
    1,969
    
    
    
    984Accrued warranty
    
    
    705
    
    
    
    797Total current liabilities
    
    
    69,962
    
    
    
    50,531Subordinated convertible notes
    
    
    90,000
    
    
    
    90,000Deferred income taxes
    
    
    
    
    
    
    10,195Total liabilities
    
    
    159,962
    
    
    
    150,726Commitments and Contingencies (Notes 7, 8 and 9)Stockholders equity:Common stock, $0.01 par value, 150,000,000 shares authorized,
102,252,965 and 121,387,955 issued and outstanding at December 31, 2007
and March 29, 2008, respectively
    
    
    1,023
    
    
    
    1,214Additional paid-in capital
    
    
    521,695
    
    
    
    683,480Accumulated deficit
    
    
    (136,280
    )
    
    
    (136,305
    )Accumulated other comprehensive income
    
    
    6,855
    
    
    
    11,034Total stockholders equity
    
    
    393,293
    
    
    
    559,423Total liabilities and stockholders equity
    
    $
    553,255
    
    
    $
    710,149
  3




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Evergreen Solar, Inc.
 
 Condensed Consolidated Statements of Operations
 (in thousands, except per share data)
 (unaudited)
 Quarter endedMarch 31,
    
    
    March 29,2007
    
    
    2008Product revenues
    
    $
    12,627
    
    
    $
    18,259Royalty and fee revenues
    
    
    1,471
    
    
    
    4,688Total revenues
    
    
    14,098
    
    
    
    22,947Cost of revenues
    
    
    11,269
    
    
    
    15,231Gross profit
    
    
    2,829
    
    
    
    7,716Operating expenses:Research and development
    
    
    5,224
    
    
    
    4,943Selling, general and administrative
    
    
    4,740
    
    
    
    4,992Facility start-up and equipment write-offs
    
    
    
    
    
    
    5,281Total operating expenses
    
    
    9,964
    
    
    
    15,216Operating loss
    
    
    (7,135
    )
    
    
    (7,500
    )Other income (expense):Foreign exchange gains, net
    
    
    599
    
    
    
    3,814Interest income
    
    
    1,250
    
    
    
    3,027Interest expense
    
    
    (909
    )
    
    
    (316
    )Other income, net
    
    
    940
    
    
    
    6,525Loss before equity income (loss)
    
    
    (6,195
    )
    
    
    (975
    )Equity income (loss) from interest in EverQ
    
    
    (24
    )
    
    
    950Net loss
    
    $
    (6,219
    )
    
    $
    (25
    )Net loss per share (basic and diluted)
    
    $
    (0.09
    )
    
    $
    (0.00
    )Weighted average shares used in computing basic and
diluted net loss per share
    
    
    67,001
    
    
    
    108,816
  4




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Evergreen Solar, Inc.
 
 Condensed Consolidated Statements of Cash Flows
 (in thousands)
 (unaudited)
 Quarter endedMarch 31,
    
    
    March 29,2007
    
    
    2008Cash flows from operating activities:Net loss
    
    $
    (6,219
    )
    
    $
    (25
    )Adjustments to reconcile net loss to net cash provided by (used in) operating activities:Depreciation expense
    
    
    1,539
    
    
    
    2,519Loss on disposal of fixed assets
    
    
    
    
    
    
    1,862Equity (income) loss from EverQ
    
    
    24
    
    
    
    (950
    )Amortization of deferred debt financing costs
    
    
    111
    
    
    
    111Imputed interest and accretion of bond premiums
    
    
    (46
    )
    
    
    (536
    )Compensation expense associated with employee equity awards
    
    
    1,477
    
    
    
    1,533Provision for warranty
    
    
    
    
    
    
    92Changes in operating assets and liabilities:Accounts receivable
    
    
    11,497
    
    
    
    (3,765
    )Grants receivable
    
    
    
    
    
    
    5,345Inventory
    
    
    (701
    )
    
    
    2,930Prepaid cost of inventory
    
    
    
    
    
    
    (12,001
    )Interest receivable
    
    
    230
    
    
    
    (27
    )Other current assets
    
    
    (183
    )
    
    
    (2,062
    )Accounts payable
    
    
    209
    
    
    
    (8,332
    )Accrued expenses
    
    
    (470
    )
    
    
    24Interest payable
    
    
    984
    
    
    
    (1,779
    )Other assets
    
    
    
    
    
    
    (3,050
    )Net cash provided by (used in) operating activities
    
    
    8,452
    
    
    
    (18,111
    )Cash flows from investing activities:Purchases of fixed assets, deposits on fixed assets under construction
    
    
    (3,556
    )
    
    
    (61,994
    )Decrease in restricted cash
    
    
    
    
    
    
    414Decrease in EverQ loan
    
    
    379
    
    
    
    Increase in other loans
    
    
    
    
    
    
    (22,164
    )Purchases of marketable securities
    
    
    
    
    
    
    (1,501
    )Proceeds from sale and maturity of marketable securities
    
    
    18,000
    
    
    
    46,721Net cash provided by (used in) investing activities
    
    
    14,823
    
    
    
    (38,524
    )Cash flows from financing activities:Proceeds from the issuance of common stock, net of offering costs
    
    
    
    
    
    
    166,862Proceeds from exercise of stock options and warrants,
and shares purchased under Employee Stock Purchase Plan
    
    
    481
    
    
    
    666Net cash provided by financing activities
    
    
    481
    
    
    
    167,528Net increase in cash and cash equivalents
    
    
    23,756
    
    
    
    110,893Cash and cash equivalents at beginning of period
    
    
    6,828
    
    
    
    29,428Cash and cash equivalents at end of period
    
    $
    30,584
    
    
    $
    140,321Supplemental cash flow information:Interest paid
    
    
    
    
    
    
    1,175
  5




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Evergreen Solar, Inc.
 
 Notes to Condensed Consolidated Financial Statements
 (unaudited)
 1. Basis of Presentation
       6




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2. Net Loss per Common Share
  3. Cash and Marketable Securities
    December 31,
    
    
    March 29,2007
    
    
    2008Cash
    
    $
    23,362
    
    
    $
    13,677Money market funds
    
    
    1,908
    
    
    
    124,909Certificates of deposits
    
    
    1,161
    
    
    
    1,735Commercial paper
    
    
    2,997
    
    
    
    Subtotal cash and cash equivalents
    
    
    29,428
    
    
    
    140,321Asset backed securities
    
    
    2,982
    
    
    
    3,006Commercial paper
    
    
    41,490
    
    
    
    Corporate bonds
    
    
    25,803
    
    
    
    22,276Subtotal marketable securities
    
    
    70,275
    
    
    
    25,282Total cash, cash equivalents and marketable securities
    
    $
    99,703
    
    
    $
    165,603
 7




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##### Table of Contents



4. Inventory
  December 31,
    
    
    March 29,2007
    
    
    2008Raw materials
    
    $
    6,468
    
    
    $
    3,812Work-in-process
    
    
    1,014
    
    
    
    871Finished goods
    
    
    612
    
    
    
    481$
    8,094
    
    
    $
    5,164
    5. Fixed Assets
  8




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Useful
    
    December 31,
    
    
    March 29,Life
    
    2007
    
    
    2008Laboratory and manufacturing equipment
    
    3-7 years
    
    $
    53,323
    
    
    $
    66,291Computer and office equipment
    
    3-7 years
    
    
    1,320
    
    
    
    1,320Leasehold improvements
    
    Lesser of 15 to 20
    
    
    13,592
    
    
    
    13,682years or lease termAssets under construction
    
    
    
    
    67,125
    
    
    
    93,826135,360
    
    
    
    175,119Less: Accumulated depreciation
    
    
    
    
    (20,719
    )
    
    
    (22,834
    )$
    114,641
    
    
    $
    152,285
   6. Investment in EverQ
   Quarter EndedMarch 31,
    
    March 29,2007
    
    2008Revenue
    
    $
    27,601
    
    
    $
    82,274Cost of goods sold
    
    
    21,791
    
    
    
    66,867Other expenses
    
    
    5,882
    
    
    
    11,427Net income (loss)
    
    
    (72
    )
    
    
    3,980
 December 31,
    
    March 29,2007
    
    2008Current assets
    
    $
    205,460
    
    
    $
    203,276Non-current assets
    
    
    350,155
    
    
    
    391,699Current liabilities
    
    
    141,068
    
    
    
    153,825Non-current liabilities
    
    
    282,293
    
    
    
    294,434
 9




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##### Table of Contents



Evergreen Solar Loans to EverQ
  Date of Loan
    
    Principal (EUR)
    
    Principal (USD)
    
    Interest Rate
    
    Date DueJanuary 25, 2007
    
    
    30,000,000
    
    
    $
    47,277,000
    
    
    
    5.43
    %
    
    December 31, 2009
 7. Long-Term Debt
  Conversion Option
  Redemption Period
    
    Price (%)Beginning on July 1, 2010 and ending on June 30, 2011
    
    
    101.250Beginning on July 1, 2011 and ending on June 30, 2012
    
    
    100.625
  10




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##### Table of Contents



8. Line of Credit
    9. Guarantor Arrangements
  Product Warranty
  Balance at
December 31, 2007
    
    
    
    
    
    $
    705Warranty
costs accrued
    
    
    
    
    
    
    92Balance at
March 29, 2008
    
    
    
    
    
    $
    797
 Indemnification Agreements
  11




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##### Table of Contents



EverQ Debt Guarantee
  Letters of Credit
  10. Fair Value Measurements
   Valuation Hierarchy
    12




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##### Table of Contents



Quoted Prices in
    
    Using Significant Other
    
    Using SignificantTotal Carrying
    
    Active Markets
    
    Observable Inputs
    
    Unobservable InputsValue
    
    (Level 1)
    
    Level 2)
    
    (Level 3)Money markets
    
    $
    124,909
    
    
    $
    124,909
    
    
    
    
    
    
    
    Marketable securities
    
    
    27,017
    
    
    
    
    
    
    
    27,017
    
    
    
    
 Valuation Techniques
  11. Stockholders Equity
   13




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##### Table of Contents



12. Comprehensive Income (Loss)
  Quarter EndedMarch 31,
    
    
    March 29,2007
    
    
    2008Net loss
    
    $
    (6,219
    )
    
    $
    (25
    )Other comprehensive income (loss):Unrealized gain on marketable securities
    
    
    2
    
    
    
    66Cumulative translation adjustments
    
    
    231
    
    
    
    4,113Total comprehensive income (loss)
    
    $
    (5,986
    )
    
    $
    4,154
 13. Stock Based Compensation
  Quarter EndedMarch 31,
    
    
    March 29,2007
    
    
    2008Cost of revenue
    
    $
    145
    
    
    $
    247Research and development expenses
    
    
    361
    
    
    
    342Selling, general and administrative expenses
    
    
    971
    
    
    
    729Facility start-up
    
    
    
    
    
    
    215$
    1,477
    
    
    $
    1,533
 Stock Incentive Plan
  14




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##### Table of Contents



Weighted-AverageShares
    
    
    Exercise Price(in thousands)Outstanding at January 1, 2008
    
    
    4,185
    
    
    $
    4.43Granted
    
    
    
    
    
    
    Exercised
    
    
    267
    
    
    
    2.50Forfeited
    
    
    2
    
    
    
    4.70Outstanding at March 29, 2008
    
    
    3,916
    
    
    $
    4.57
  Options Outstanding
    
    
    Options ExercisableWeightedAverage
    
    
    Weighted
    
    
    
    
    
    
    WeightedRange of
    
    
    
    
    
    
    
    
    Remaining
    
    
    Average
    
    
    
    
    
    
    AverageExercise
    
    
    
    
    Number
    
    
    Contractual
    
    
    Exercise
    
    
    Number
    
    
    ExercisePrices
    
    
    
    
    Outstanding
    
    
    Life (Years)
    
    
    Price
    
    
    Exercisable
    
    
    Price(in thousands)
    
    
    
    
    
    
    
    
    
    
    (in thousands)$
    0.87
    
    
    $
    1.60
    
    
    
    
    
    133
    
    
    
    3.82
    
    
    $
    1.31
    
    
    
    133
    
    
    $
    1.311.61
    
    
    
    1.61
    
    
    
    
    
    1,638
    
    
    
    5.70
    
    
    
    1.61
    
    
    
    1,638
    
    
    
    1.611.68
    
    
    
    2.29
    
    
    
    
    
    394
    
    
    
    5.42
    
    
    
    2.01
    
    
    
    394
    
    
    
    2.012.32
    
    
    
    4.70
    
    
    
    
    
    518
    
    
    
    6.13
    
    
    
    3.32
    
    
    
    367
    
    
    
    3.355.00
    
    
    
    7.30
    
    
    
    
    
    535
    
    
    
    6.74
    
    
    
    6.85
    
    
    
    392
    
    
    
    6.887.59
    
    
    
    13.39
    
    
    
    
    
    305
    
    
    
    7.05
    
    
    
    9.65
    
    
    
    243
    
    
    
    9.8513.97
    
    
    
    13.97
    
    
    
    
    
    7
    
    
    
    7.83
    
    
    
    13.97
    
    
    
    4
    
    
    
    13.9714.00
    
    
    
    14.00
    
    
    
    
    
    35
    
    
    
    2.59
    
    
    
    14.00
    
    
    
    35
    
    
    
    14.0015.09
    
    
    
    15.09
    
    
    
    
    
    335
    
    
    
    7.91
    
    
    
    15.09
    
    
    
    167
    
    
    
    15.0919.00
    
    
    
    19.00
    
    
    
    
    
    16
    
    
    
    2.60
    
    
    
    19.00
    
    
    
    16
    
    
    
    19.003,916
    
    
    
    6.06
    
    
    $
    4.57
    
    
    
    3,389
    
    
    $
    3.92
   15




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##### Table of Contents



Weighted-AverageGrant DateShares
    
    
    Fair Value(in thousands)Outstanding at January 1, 2008
    
    
    2,837
    
    
    $
    11.02Granted
    
    
    484
    
    
    
    9.38Vested
    
    
    162
    
    
    
    10.33Forfeited
    
    
    16
    
    
    
    9.47Outstanding at March 29, 2008
    
    
    3,143
    
    
    $
    10.81
    14. Income Taxes
  16




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15. Geographical and Customer Concentration of Revenue Information
  Quarter EndedMarch 31,
    
    March 29,2007
    
    2008By geography:United States
    
    
    81
    %
    
    
    50
    %Germany
    
    
    
    
    
    
    49
    %Korea
    
    
    18
    %
    
    
    Others
    
    
    1
    %
    
    
    1
    %100
    %
    
    
    100
    %By customer:PowerLight
    
    
    22
    %
    
    
    52
    %Ralos Vertriebs GmbH
    
    
    
    
    
    
    17
    %S.A.G. Solarstrom Vertriebs GmbH
    
    
    
    
    
    
    17
    %Woojin Electric Machinery Co. Ltd.
    
    
    17
    %
    
    
    SunEdison
    
    
    15
    %
    
    
    groSolar
    
    
    10
    %
    
    
    All other
    
    
    36
    %
    
    
    14
    %100
    %
    
    
    100
    %
 16. Related Party Transactions
   17




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##### Table of Contents



17. Recent Accounting Pronouncements
     18




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##### Table of Contents



Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 The following discussion should be read in conjunction with the condensed consolidated financial
statements and the related notes that appear elsewhere in this Quarterly Report on Form 10-Q and
the consolidated financial statements and related notes thereto in our most recent Annual Report on
Form 10-K.
 Executive Overview
 tm
     19




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##### Table of Contents



Critical Accounting Policies and Estimates
  Accounting for EverQ
    Revenue Recognition and Allowance for Doubtful Accounts
  20




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##### Table of Contents



Warranty
  Stock-based Compensation
    21
    Table of Contents   Cash and cash equivalents
  Inventory
  Impairment of Long-lived Assets
  Income Taxes
  Results of Operations
 Description of Our Revenues, Costs and Expenses
 Revenues.
 Cost of revenues.
 22




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##### Table of Contents



Research and development expenses.
 Selling, general and administrative expenses.
 Facility start-up and equipment write-offs.
 Other income (expense), net.
 Equity income (loss) from interest in EverQ.
 Comparison of Quarters Ended March 29, 2008 and March 31, 2007
 Revenues .
  23




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##### Table of Contents



Quarter EndedMarch 31,
    
    March 29,2007
    
    2008By geography:United States
    
    
    81
    %
    
    
    50
    %Germany
    
    
    
    
    
    
    49
    %Korea
    
    
    18
    %
    
    
    Others
    
    
    1
    %
    
    
    1
    %100
    %
    
    
    100
    %By customer:PowerLight
    
    
    22
    %
    
    
    52
    %Ralos Vertriebs GmbH
    
    
    
    
    
    
    17
    %S.A.G. Solarstrom Vertriebs GmbH
    
    
    
    
    
    
    17
    %Woojin Electric Machinery Co. Ltd.
    
    
    17
    %
    
    
    SunEdison
    
    
    15
    %
    
    
    groSolar
    
    
    10
    %
    
    
    All other
    
    
    36
    %
    
    
    14
    %100
    %
    
    
    100
    %
 Cost of product revenues and gross margins .
  Research and development expenses.
 Selling, general and administrative expenses.
 24




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##### Table of Contents



Facility start-up and equipment write-offs.
 Other income, net .
 Equity income (loss) from interest in EverQ.
 Net Loss.
 Liquidity and Capital Resources
    25




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##### Table of Contents



EverQ Debt Guarantee
  Off-Balance Sheet Arrangements
  26




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##### Table of Contents



Contractual Obligations
  Total
    
    
    Less thanYears
    
    
    1 Year
    
    
    1-3 Years
    
    
    4-5 Years
    
    
    After 5 YearsNon-cancelable operating leases
    
    $
    4,044
    
    
    $
    1,439
    
    
    $
    2,333
    
    
    $
    272
    
    
    $
    Maturity of Convertible Debt
    
    
    90,000
    
    
    
    
    
    
    
    
    
    
    
    90,000
    
    
    
    Interest expense associated with
Convertible Debt
    
    
    17,719
    
    
    
    3,938
    
    
    
    11,813
    
    
    
    1,968
    
    
    
    Capital expenditure obligations
    
    
    195,295
    
    
    
    195,295
    
    
    
    
    
    
    
    
    
    
    
    Raw materials purchase commitments
    
    
    827,453
    
    
    
    54,404
    
    
    
    282,625
    
    
    
    240,797
    
    
    
    249,627Total contractual cash obligations
    
    $
    1,134,511
    
    
    $
    255,076
    
    
    $
    296,771
    
    
    $
    333,037
    
    
    $
    249,627
  
 Item 3. Quantitative and Qualitative Disclosure About Market Risk
 Interest Rate Risk
  Foreign Currency Exchange Rate Risk
  
 Item 4. Controls and Procedures
 Evaluation of Disclosure Controls and Procedures
  27




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##### Table of Contents



Internal Control over Financial Reporting
  
 PART IIOTHER INFORMATION
 
 Item 1. Legal Proceedings
  
 Item 1A. Risk Factors
 not presently impair our business operations. The occurrence of any of the following risks could of operations.
 
 Item 6. Exhibits
 Number
    
    Description3.1 (1)
    
    Third Amended and Restated Certificate of Incorporation (Exhibit 3.2)3.2 (1)
    
    Second Amended and Restated By-laws (Exhibit 3.4)3.3 (2)
    
    Certificate of Amendment of Third Amended and Restated Certificate of Incorporation filed
on May 15, 2003 (Exhibit 4.3)3.4 (2)
    
    Certificate of the Powers, Designations, Preferences and Rights of the Series A
Convertible Preferred Stock of the Company (Exhibit 4.4)3.5 (3)
    
    Certificate of Amendment of Third Amended and Restated Certificate of Incorporation filed
on August 20, 2004 (Exhibit 4.5)3.6 (4)
    
    Certificate of Amendment of Third Amendment and Restated Certificate of Incorporation
filed on January 8, 2007 (Exhibit 3.1)3.7(5)
    
    Certificate of Designations of Rights, Preferences and Privileges of Series B Preferred
Stock of the Company (Exhibit 3.4)4.1 (6)
    
    Indenture between the Company and U.S. Bank National Association, as Trustee, dated
June 29, 2005 (Exhibit 4.4)4.2 (6)
    
    Form of 4.375% Convertible Subordinated Notes due 2012 (Exhibit 4.4)10.1 (7)+
    
    Supply Agreement by and between the Company and DC Chemical, dated January 30, 2008
(Exhibit 10.41)10.2*
    
    First Amendment to Amended and Restated 2000 Stock Option and Incentive Plan of the Company
 28




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##### Table of Contents



Number
    
    Description31.1
    
    Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a)
of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 200231.2
    
    Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a)
of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 200232.1
    
    Certification of the Chief Executive Officer pursuant to Rule 13a-14(d) and Rule 15d-14(d)
of the Securities Exchange Act of 1934, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 200232.2
    
    Certification of the Chief Financial Officer pursuant to Rule 13a-14(d) and Rule 15d-14(d)
of the Securities Exchange Act of 1934, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
 
 +
    
    Confidential treatment requested as to certain portions.*
    
    Indicates a management contract or compensatory plan, contract or arrangement.(1)
    
    Incorporated herein by reference to the exhibits to the Companys Registration Statement on
Form S-1/A, filed on October 3, 2000. The number given in parenthesis indicates the
corresponding exhibit number in such Form S-1/A.(2)
    
    Incorporated herein by reference to the exhibits to the Companys Registration Statement on
Form S-8 dated June 9, 2003. The number given in parenthesis indicates the corresponding
exhibit number in such Form S-8.(3)
    
    Incorporated herein by reference to the exhibits to the Companys Registration Statement on
Form S-3 filed on October 21, 2004. The number given in parenthesis indicates the
corresponding exhibit number in such Form S-3.(4)
    
    Incorporated herein by reference to the exhibits to the Companys Current Report on Form 8-K
dated January 2, 2007 and filed on January 8, 2007. The number given in parenthesis indicates
the corresponding exhibit number in such Form 8-K.(5)
    
    Incorporated herein by reference to the exhibits to the Companys Registration Statement on
Form S-3 dated May 16, 2007. The number given in parenthesis indicates the corresponding
exhibit number in such Form S-3.(6)
    
    Incorporated herein by reference to the exhibits to the Companys Current Report on Form 8-K
dated June 23, 2005 and filed on June 29, 2005. The number given in parenthesis indicates the
corresponding exhibit number in such Form 8-K.(7)
    
    Incorporated herein by reference to the exhibits to the Companys Annual Report on Form 10-K
for the period ended December 31, 2007 filed on February 27, 2008. The number given in
parenthesis indicates the corresponding exhibit number in such Form 10-K. 29




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SIGNATURES
  Date: May 7, 2008
    EVERGREEN SOLAR, INC./s/ Michael El-HillowMichael El-HillowChief Financial Officer and Secretary
(Principal Financial Officer) 30