UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

_______________________

 

FORM 6-K
_______________________

 

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of May 2016

 

Commission File Number: 001-33911

 

_______________________

 

RENESOLA LTD
_______________________

 

No. 8 Baoqun Road, YaoZhuang
Jiashan, Zhejiang 314117
People’s Republic of China
(Address of principal executive offices)

 

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F þ Form 40-F o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

	RENESOLA LTD
	By:	/s/ Xianshou Li
	Name:	Xianshou Li
	Title:	Chief Executive Officer

  

Date: May 23, 2016

 

 

Exhibit Index

 

Exhibit No.		Description
Exhibit 99.1		Press Release

 

 

 

 

Exhibit 99.1

 

ReneSola Announces First Quarter 2016 Results

 

Shanghai, China, May 23, 2016 – ReneSola Ltd (“ReneSola” or the “Company”) (www.renesola.com) (NYSE: SOL), a leading fully-integrated solar project developer and provider of energy efficient technology products, today announced its unaudited financial results for the first quarter ended March 31, 2016.

 

First Quarter 2016 Highlights

 

	Q1 2016	Q/Q Change	Y/Y Change
Revenue	$260.7	-12.0%	-25.3%
Gross Profit	$44.5	-6.2%	+21.4%
Operating Income	$12.2	-27.7%	N/A
Net Income	$5.7	-13.9%	N/A

 

·

Revenue of $260.7 million was in-line with management guidance range of $260-$270 million

·

Gross margin increased to 17.1% from 16.0% in Q4 2015 and 10.5% in Q1 2015

·

Net Income was $5.7 million, compared with $6.7 million in Q4 2015 and net loss of $18 million in Q1 2015

·

Total external module shipments were 350.7 MW while module shipments to the Company’s downstream projects were 20.1 MW;

·

Sold 9.7 MW of projects in Bulgaria; the sales were booked as disposal of assets and contributed to operating income of $2.5 million;

·

The Company now has a solar power project pipeline of 785.3 MW at different development stages; and

·

The Company connected four utility-scale projects to UK grid during the quarter with total capacity of approximately 20 MW

 

“The quarter played out largely as we had anticipated and was marked by solid growth in the downstream project pipeline, margin improvement, and in-line revenue performance. Despite somewhat negative sentiment in the solar industry during the quarter, we are executing on our strategy to remain a global leader across the solar value chain. We are profitable, with over 700 MW of project pipeline in various development stages, and a flourishing business in LED distribution. Our first quarter results demonstrated the continuation of the successful execution of the new strategy unveiled last year,” commented Mr. Xianshou Li, ReneSola’s Chief Executive Officer.

 

Li continued, “As we look to the remainder of 2016, we will maintain our commitment to growing profitably, prudently managing our operations and building financial strength. We believe we are in a position to execute well and build a great foundation to increase shareholder value in 2016 and beyond.”

 

First Quarter 2016 Financial Results

 

Revenue of $260.7 million was down 12.0% q/q and 25.3% y/y and in-line with guidance of $260-$270 million. The revenue decline reflects lower module ASP and lower module shipments to external customers as the Company continues to scale back its OEM business and shift towards downstream project development.

 

Gross profit of $44.5 million was down 6.2% q/q and up 21.4% y/y. Gross margin increased to 17.1% from 16.0% in Q4 of 2015 and 10.5% in Q1 of 2015. The sequential margin improvement in the quarter was due to wafer margin improvement.

 

 

Operating expenses of $32.3 million were 12.4% of revenue, up from 10.3% in Q4 of 2015 and down from 13.2% in Q1 of 2015.

 

Operating income was $12.2 million, compared to operating income of $16.9 million in Q4 of 2015and operating loss of $9.5 million in Q1 of 2015. Operating margin decreased sequentially to 4.7% from 5.7% in Q4 of 2015.

 

Non-operating expenses of $6.1 million include net interest expense of $9.1 million and loss on derivative of $0.6 million, offset by foreign exchange gains of $2.9 million.

 

Net income was $5.7 million, compared to a net income of $6.7 million in Q4 of 2015 and a net loss of $18.0 million in Q1 of 2015. Earnings per ADS were $0.06, compared to $0.07 in Q4 of 2015.

 

Balance Sheet, Liquidity and Capital Resources

 

The Company had cash and equivalents (including restricted cash) of $190 million as of March 31, 2016. Total debt was $737 million, largely in-line with the debt balance as of December 31, 2015. Short-term borrowings increased $66.8 million in the quarter due to an increase of working capital loans and factoring arrangements, coupled with the fact that $31 million of the current portion of long-term borrowings were reclassified as short-term borrowings. Total long-term borrowings decreased in the quarter as the long-term loan associated with the Bulgaria projects was transferred to the buyer, and as mentioned above, a portion of the long-term borrowings was reclassified as short-terms borrowings. During the quarter, the Company repurchased all of the remaining convertible notes of $26.1 million.

 

First Quarter Operating Highlights

 

Since disclosing its strategic shift to solar power project development at the start of 2015, the Company has focused its efforts on developing, operating and selling high-quality solar power projects. Activity is centered on building a pipeline of distributed generation and utility-scale projects in attractive geographies worldwide.

 

Project Sales

 

The Company sold two projects in Bulgaria in the first quarter of 2016, representing a total of 9.7 MW of generating capacity. Because these projects were recognized as long-term assets on the balance sheet since the end of 2013, the sale was booked as disposal of assets and the gain on sale was included in operating income. The purchase included cash payment of $5.1 million and the assumption of project debt. The structure of the transaction reflects the Company’s continued focus to reduce debt and monetize projects assets.

 

Project Sales	Location	Size (MW)
Nove ECO	Bulgaria	5.0
MG Solar	Bulgaria	4.7

 

Operating Assets

 

After the sale of projects in Bulgaria, the Company currently owns and operates two solar power projects it developed in earlier years. While the Company expects the projects to produce a steady stream of recurring revenue, the Company is holding its operating assets for eventual sale.

 

IPP Assets	Location	Size (MW)
Lucas EST	Romania	6.0
Ecosfer Energy	Romania	9.4

 

 

Project Pipeline

 

The company currently has 785.3 MW of projects in various stages of development. The geographic distribution of projects is outlined in the table below.

 

Project Location	Total Pipeline (MW)	Late Stage Projects of Total Pipeline (MW)
USA	121.4	103.31
UK	180.5	65.3
Japan	31.5	29.6
Canada	32.3	9.0
Poland	140.0
Turkey	116.0	116.02
Spain	75.0
Thailand	50.0
France	38.6
Total	785.3	323.2

 

Modules and Wafers

 

The Company continues to fully utilize its capacity to provide high quality products at lower cost to select customers. The Company considers its competitive advantages to be improving conversion efficiency and supply chain management.

 

During the first quarter, total external module shipments were 350.7 MW, representing a decrease of 6.0% from Q4 2015. Total wafer shipments were 351.0 MW, up 29.8% q/q and up 79.9% y/y.

 

LED

 

During the first quarter, ReneSola’s LED business reached revenue of $6.2 million, up from $4.9 million in Q4 2015, and achieved a gross margin of over 30%.

 

The energy efficiency market is a large and growing market, and LED lighting is a critical element. A key strategic focus of the Company is to grow its share in the high-growth LED market by utilizing its world-wide distribution channels.

 

Outlook

 

For Q2 2016, the Company expects revenue in the range of $280 million to $290 million and gross margin to be approximately 18%.

 

For full year 2016, the Company continues to expect revenue in the range of $1.0 to $1.2 billion. The revenue outlook reflects continued scale-back of OEM module production from external sales and shift toward downstream solar energy project development to pursue higher profitability.

 

 

______________________________

¹ On March 25, 2016, the Company entered into a binding settlement term sheet with Pristine and certain of its affiliates to resolve our dispute, dismiss the action that we previously filed against Pristine and transfer 88 MW solar energy projects under development in California, North Carolina, and Minnesota by Pristine and its affiliates to one of our wholly owned subsidiaries in the United States. Upon consummation of the transfer, we will be the 100% owner of the 88 MW portfolio of solar energy projects.

² With the start of operation, the projects will be transferred into a joint venture, of which Renesola will hold 50% of equity interest.

 

Conference Call Information

 

ReneSola's management will host an earnings conference call on May 23, 2016 at 8:30 a.m. U.S. Eastern Time (8:30 p.m. China Time).

 

Dial-in details for the earnings conference call are as follows:

 

	Phone Number	Toll-Free Number
United States	+1 8456750437	+1 8665194004
Hong Kong	+852 30186771	+852 800906601
Mainland China	+86 8008190121 +86 4006208038
Other International	+65 67135090

 

 

Please dial in 10 minutes before the call is scheduled to begin and provide the passcode to join the call. The passcode is 7893729.

 

A replay of the conference call may be accessed by phone at the following numbers until May 31, 2016. To access the replay, please again reference the conference passcode 7893729.

 

	Phone Number	Toll-Free Number
United States	+1 6462543697	+1 8554525696
Hong Kong	+852 30512780	+852 800963117
Mainland China	+86 8008700206 +86 4006322162
Other International	+61 281990299

 

Additionally, a live and archived webcast of the conference call will be available on the Investor Relations section of ReneSola's website at http://www.renesola.com.

 

About ReneSola

 

Founded in 2005, and listed on the New York Stock Exchange in 2008, ReneSola (NYSE: SOL) is an international leading brand and technology provider of energy efficient products. Leveraging its global presence and expansive distribution and sales network, ReneSola is well positioned to provide its highest quality green energy products and on-time services for EPC, installers, and green energy projects around the world. For more information, please visit www.renesola.com.

 

Safe Harbor Statement

 

This press release contains statements that constitute ''forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. Whenever you read a statement that is not simply a statement of historical fact (such as when the Company describes what it "believes," "expects" or "anticipates" will occur, what "will" or "could" happen, and other similar statements), you must remember that the Company’s expectations may not be correct, even though it believes that they are reasonable. The Company does not guarantee that the forward-looking statements will happen as described or that they will happen at all. Further information regarding risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements is included in the Company’s filings with the U.S. Securities and Exchange Commission, including the Company’s annual report on Form 20-F. The Company undertakes no obligation, beyond that required by law, to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made, even though the Company’s situation may change in the future.

 

 

For investor and media inquiries, please contact:

 

In China:

 

ReneSola Ltd

Ms. Rebecca Shen

+86 (21) 6280-9180 x106

ir@renesola.com

 

The Blueshirt Group Asia

Mr. Gary Dvorchak, CFA

+86 (138) 1079-1480

gary@blueshirtgroup.com

 

In the United States:

 

The Blueshirt Group

Mr. Ralph Fong

+1 (415) 489-2195

ralph@blueshirtgroup.com

 

 

RENESOLA LTD

 Unaudited Consolidated Balance Sheets

 (US dollars in thousands)

 

		Mar 31,				Dec 31,				Mar 31,
		2016				2015				2015
ASSETS
Current assets:
Cash and cash equivalents			38,687				38,045				47,857
Restricted cash			151,339				140,338				180,291
Accounts receivable, net of allowances for doubtful accounts			176,391				161,166				133,462
Inventories			181,659				193,171				268,546
Advances to suppliers-current			28,316				18,480				50,629
Amounts due from related parties			95				111				12
Value added tax recoverable			20,573				24,525				29,261
Prepaid income tax			1,900				3,609				1,108
Prepaid expenses and other current assets			15,901				27,770				48,457
Project assets			34,949				20,214				65,791
Deferred convertible notes issue costs-current			-				35				414
Derivative assets			-				56				1,839
Assets held-for-sale			-				4,241				-
Deferred tax assets-current, net			2,242				5,989				3,568
Total current assets			652,052				637,750				831,235
Property, plant and equipment, net			603,248				630,462				728,670
Prepaid land use right, net			37,179				37,240				40,381
Deferred tax assets-non-current, net			14,121				10,238				17,428
Deferred convertible notes issue costs-non-current											-
Advances for purchases of property, plant and equipment			1,288				382				954
Deferred project costs			20,874				20,874				-
Other long-lived assets			10,144				9,374				8,360
Total assets			1,338,906				1,346,320				1,627,028
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Convertible bond payable-current							26,145				62,850
Short-term borrowings			735,610				668,788				681,707
Accounts payable			301,976				300,176				478,559
Advances from customers-current			24,985				28,101				53,109
Amounts due to related parties			3,189				2,677				2,889
Other current liabilities			62,727				77,237				118,794
Income tax payable			124				130				124
Derivative liabilities			343				30				22
Warrant liability			158				578				1,733
Total current liabilities			1,129,112				1,103,862				1,399,787
Convertible notes payable-non-current											-
Long-term borrowings			1,551				38,777				41,342
Advances from customers-non-current											1,191
Deferred revenue			32,376				32,376				-
Warranty			38,070				36,024				34,298
Deferred subsidies and other			23,116				23,242				24,988
Other long-term liabilities			15				105				1,128
Total liabilities			1,224,240				1,234,386				1,502,734
Shareholders' equity
Common shares			477,419				477,965				478,391
Additional paid-in capital			7,707				7,669				6,882
Accumulated loss			(429,544	)			(435,277	)			(448,230	)
Accumulated other comprehensive income			59,084				61,577				87,251
Total equity attribute to ReneSola Ltd			114,666				111,934				124,294
Total shareholders' equity			114,666				111,934				124,294
Total liabilities and shareholders' equity			1,338,906				1,346,320				1,627,028

 

 

RENESOLA LTD

Unaudited Consolidated Statements of Income

(US dollar in thousands, except ADS and share data)

 

						Three Months Ended
		Mar 31, 2016				Dec 31, 2015				Mar 31, 2015
Net revenues			260,696				296,388				349,003
Cost of revenues			(216,191	)			(248,917	)			(312,338	)
Gross profit			44,505				47,471				36,665
GP%			17.1	%			16.0	%			10.5	%
Operating (expenses) income:
Sales and marketing			(13,500	)			(12,465	)			(21,843	)
General and administrative			(13,269	)			(15,211	)			(13,736	)
Research and development			(8,190	)			(9,518	)			(13,418	)
Other operating income			2,694				6,651				2,812
Total operating expenses			(32,265	)			(30,543	)			(46,185	)
			-12.4	%			-10.3	%			-13.2	%
Income (loss) from operations			12,240				16,928				(9,520	)
			4.7	%			5.7	%			-2.7	%
Non-operating (expenses) income:
Interest income			777				544				932
Interest expense			(9,860	)			(10,352	)			(10,842	)
Foreign exchange gains (losses)			2,945				2,056				(16,070	)
Gains (losses) on derivatives, net			(602	)			(1,159	)			4,501
Investment gain on disposal of subsidiaries			7								-
Gains on repurchase of convertible bonds			213				-				11,648
Fair value change of warrant liability			420				(315	)			158
Income (loss) before income tax, noncontrolling interests			6,140				7,702				(19,193	)
Income tax (expense) benefit			(407	)			(1,046	)			1,165
Net income (loss)			5,733				6,656				(18,028	)
Less: Net income (loss) attributed to noncontrolling interests											-
Net income (loss) attributed to holders of ordinary shares			5,733				6,656				(18,028	)
Earnings per share
Basic			0.03				0.03				(0.09	)
Diluted			0.03				0.03				(0.09	)
Earnings per ADS
Basic			0.06				0.07				(0.18	)
Diluted			0.06				0.07				(0.18	)
Weighted average number of shares used in computing loss per share
Basic			203,163,310				203,137,831				203,918,702
Diluted			203,163,310				203,137,831				203,918,702

 

						Three Months ended
		Mar 31, 2016				Dec 31, 2015				Mar 31, 2015
Net income (loss)			5,733				6,656				(18,028	)
Other comprehensive income (loss)
Foreign exchange translation adjustment			(2,493	)			(4,629	)			6,171
Other comprehensive income (loss)			(2,493	)			(4,629	)			6,171
Comprehensive income (loss)			3,240				2,027				(11,857	)
Less:comprehensive loss attributable to non-controlling interest			-				-				-
Comprehensive income (loss) attributable to ReneSola			3,240				2,027				(11,857	)

 

 

RENESOLA LTD

Unaudited Consolidated Statements of Cash Flow

(US dollar in thousands)

 

		Three Months Ended				Three Months Ended
		Mar 31, 2016				Mar 31, 2015
Operating activities:
Net profit/(loss)			5,733				(18,028	)
Adjustment to reconcile net loss to net cash provided by (used in) operating activity:
Inventory write-down			0				331
Depreciation and amortization			21,218				22,430
Amortization of deferred convertible bond issuances costs and premium			33				387
Allowance of doubtful receivables, advance to suppliers and prepayment for purchases of property, plant and equipment			(1,108	)			383
Loss on derivatives			(56	)			(4,501	)
Fair value change of warrant liability			(420	)			(158	)
Gain from settlement of certain payables
Gain from advances from customers			0				-
Share-based compensation			225				425
Loss on disposal of long-lived assets			1,208				(493	)
Gain on disposal of solar project			(2,527	)			-
Impairment of goodwill							-
Impairment of Intangible assets							-
Impairment of  long-lived assets							-
Reversal of firm purchase commitment							-
Gain on disposal of  subsidiaries							-
Gain on CB repurchase			(212	)			(11,648	)
Changes in assets and liabilities:
Accounts receivable			(15,263	)			(6,921	)
Inventories			2,489				52,526
Project assets and deferred project cost			(3,227	)			(2,098	)
Advances to suppliers			(9,728	)			(23,833	)
Amounts due from related parties			509				(170	)
Value added tax recoverable			4,413				473
Prepaid expenses and other current assets			10,415				(2,245	)
Prepaid land use rights, net			230				(742	)
Proceeds from disposal of land use right							-
Deferred project costs
Accounts payable			(1,196	)			21,510
Advances from customers			(3,465	)			(27,133	)
Income tax payable			1,548				99
Other  current liabilities			(15,696	)			(9,510	)
Deferred revenue
Other long-term liabilities			(230	)			(380	)
Other non-current assets
Other long-term assets							(239	)
Accrued warranty cost			1,854				2,520
Deferred taxes assets			(1,044	)			(2,011	)
Provision for litigation			(89	)			-
Net cash provided by (used in) operating activities			(4,386	)			(9,026	)
Investing activities:
Purchases of property, plant and equipment			(2,240	)			(387	)
Advances for purchases of property, plant and equipment			-				(1,241	)
Cash received from government subsidy			-				-
Proceeds from disposal of property, plant and equipment			-				23
Changes in restricted cash			(10,211	)			(58,197	)
Net cash received (paid) on settlement of  derivatives			420				4,371
Purchases of investment securities			-				-
Proceeds from disposal of subsidiaries			5,140				-
Net  cash provided by (used in) investing activities			(6,891	)			(55,431	)
Financing activities:
Proceeds from bank borrowings			264,262				265,599
Proceeds from issuance of common shares			-				-
Proceeds from related parties			-				(4,072	)
Repayment of bank borrowings			(227,058	)			(236,907	)
Proceeds from exercise of stock options							1,625
Paid for CB repurchase			(25,931	)
Share issuance costs							-
Repurchase from noncontrolling interests							-
Repurchase of convertible notes							(20,059	)
Cash paid for ADS/s repurchase			(733	)			-
Net cash provided  by (used in) financing activities			10,540				6,186
Effect of exchange rate changes			1,379				6,280
Net increase (decrease) in cash and cash equivalents			642				(51,991	)
Cash and cash equivalents, beginning of period/year			38,045				99,848
Cash and cash equivalents, end of period/year			38,687				47,857