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 November 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 ¨
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): ¨
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): ¨
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: November 29, 2016
Exhibit Index
Exhibit No. | Description | |
Exhibit 99.1 | Press Release |
Exhibit 99.1
ReneSola Announces Third Quarter 2016 Results
Shanghai, China, November 29, 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 third quarter ended September 30, 2016.
Third Quarter 2016 Highlights
Q3 2016 (in million) | Q/Q Change | Y/Y Change | ||||||||||
Revenue | $ | 187.0 | -25.2 | % | -49.2 | % | ||||||
Gross Profit | $ | 18.9 | -54.2 | % | -68.2 | % | ||||||
Operating loss | $ | (11.9 | ) | N/A | N/A | |||||||
Net Loss | $ | (20.5 | ) | N/A | N/A |
· | Revenue was $187.0 million, compared with guidance of approximately $200 million; |
· | Gross margin of 10.1% was in-line with guidance, compared with 16.5% in Q2 2016 and 16.1% in Q3 2015; |
· | Net loss was $20.5 million, compared with net income of $5.5 million in Q2 2016 and $8.6 million in Q3 2015; |
· | Total external module shipments were 191.2 MW while module shipments to the Company’s downstream projects were approximately 6.1 MW; |
· | Total external wafer shipments were 290.5 MW compared with 423.3 MW in Q2 2016 and 341.6 MW in Q3 2015; |
· | Successfully sold two utility-scale projects in Japan with total capacity of 2.5 MW and rooftop projects in China with aggregate capacity of 1.3 MW; |
· | Recognized revenue of $27.8 million from the sale of four utility-scale projects in UK with capacity of approximately 20 MW; |
· | The Company now has a solar power project pipeline of over 1 GW, of which 448 MW are projects that are “shovel-ready”; and |
· | LED sales decreased by 8.9% compared to Q2 2016 with gross margin of approximately 30% |
Mr. Xianshou Li, ReneSola’s Chief Executive Officer, commented, “Third quarter financial results fell short of expectations, as weak demand led to reduced shipments and significant pricing pressure. While we tackled prevailing market challenges through expense control, we reported our first loss after four consecutive profitable quarters. Nonetheless, we executed on key elements of our strategy. We expanded our downstream project pipeline to over 1 GW, of which over half are late-stage and we plan to monetize them in the next one to two years. We also paid down short-term debt during the quarter, which demonstrates our commitment and ability to improve our balance sheet.”
Li continued, “Looking forward, we anticipate the solar industry headwinds to continue into 2017. As we navigate challenging market conditions, we intend to remain fully focused on project development with rapid monetization, expansion through technology improvements, and streamlined operations with prudent cost control.”
Third Quarter 2016 Financial Results
Revenue of $187.0 million was down 25.2% q/q and down 49.2% y/y. Revenue declined due to lower blended ASP and reduced product shipments to external customers due to decreased market demand. The Company remains committed to using the solar products business as a foundation to drive growth through downstream project development.
Gross profit of $18.9 million was down 54.2% q/q and down 68.2% y/y. Gross margin decreased to 10.1% from 16.5% in Q2 2016 and from 16.1% in Q3 2015. The sequential margin decline was primarily due to lower wafer and module ASPs, as well as an increase in polysilicon cost.
Operating expenses of $30.7 million were down 11.6% q/q and down 35.9% y/y. The decrease in operating expenses reflects efficient expense control. Sequentially, SG&A expense decreased by 16.5% and R&D expense decreased by 15.0%.
Operating loss was $11.9 million, compared to operating income of $6.4 million in Q2 of 2016 and $11.4 million in Q3 of 2015.
Non-operating expenses of $10.6 million include net interest expense of $7.7 million and foreign exchange loss of $3.3 million, partially offset by gains on derivatives of $0.3 million.
Net loss was $20.5 million, compared to a net income of $5.5 million in Q2 of 2016 and $8.6 million in Q3 of 2015. Loss per ADS were $0.20, compared to earnings per ADS $0.05 in Q2 of 2016.
Balance Sheet, Liquidity and Capital Resources
The Company had cash and cash equivalents (including restricted cash) of $139.4 million as of September 30, 2016, compared with $163.4 million at the end of Q2 2016. The decrease of $24.0 million is mainly due to the repayment of our fully pledged loan. Total debt was $699.0 million, down from $716.5 million as of June 30, 2016. Total debt decreased by $17.5 million in the quarter.
Third Quarter Operating Highlights
The Company focused on developing, operating and selling high-quality solar power projects. Activities are centered on building a pipeline of distributed generation and utility-scale projects in attractive geographies worldwide.
Project Sales
In the third quarter, the Company recognized revenue from four utility-scale projects in the United Kingdom sold in the second quarter. These projects had approximately 20.0 MW of generating capacity. Additionally, the Company sold two utility-scale projects in Japan with a total capacity of 2.5 MW and rooftop projects of 1.3 MW in the domestic Chinese market in the third quarter.
Project Sales | Location | Size (MW) | ||
Collacott | UK | 5.0 | ||
Handley | UK | 5.0 | ||
Stretton | UK | 5.0 | ||
Debdale | UK | 5.0 | ||
Ibaraki | Japan | 1.2 | ||
Gifu | Japan | 1.3 | ||
DG | China | 1.3 |
As announced in early November, the Company signed agreements to sell six utility-scale projects in the United Kingdom to a European buyer. These projects have a combined capacity of approximately 26MW. Revenue from the sales of these projects is expected to be recognized in the fourth quarter of 2016.
Project Pipeline
The Company currently has a pipeline of over 1 GW of projects in various stages, of which 448 MW are projects that are “shovel-ready”. The shovel-ready projects include (i) projects that are overseas and that Renesola has the legal right to develop based on definitive agreements, and (ii) projects in China that have been filed with National Development and Reform Commission. The Company identified a number of opportunities in China’s domestic distributed generation market, and now has 187.3 MW of such projects which are in shovel-ready stage in its pipeline. The Company continues to focus on developed markets which are expected to have stable returns and healthy cash flow.
The geographic distribution of our shovel-ready projects pipeline is outlined in the table below.
Project Location | Shovel-ready (MW) | |||
USA | 104.7 | |||
UK | 9.3 | |||
Japan | 17.5 | |||
Canada | 9 | |||
Turkey | 116.0 | 1 | ||
France | 4.2 | |||
China DG | 187.3 | |||
Total | 448 |
Modules and Wafers
The Company supplies high quality products at low cost to select customers. The Company considers its competitive advantages to be improving conversion efficiency and supply chain management.
During the third quarter, total external module shipments were 191.2 MW, down 32.3% from the second quarter of 2016 and down 52.9% from the third quarter of 2015. Total wafer shipments were 290.5 MW, down 31.4% from the second quarter of 2016 and down 15.0% from the third quarter of 2015. The reduction in shipments reflected softened demand in the domestic market, as project completions were pulled into the first half in order to qualify for higher FiT.
LED
LED revenue of $7.1 million was down 8.9% from $7.8 million in Q2 2016. Gross margin was approximately 30%. The decline in revenue reflects the temporary slowdown attributable to Ramadan and the summer holidays in Europe.
Despite the sequential revenue decline, ReneSola is optimistic about the growth prospects in LED business. The market for energy efficient products is large and growing rapidly. LED lighting is one of the most effective products for reducing electricity consumption. The Company believes it can leverage its brand name and global distribution footprint to build an attractive, high margin business. The Company expects LED business to grow into a meaningful financial contributor in the years ahead.
1 With the start of operation, the projects will be transferred into a joint venture, in which Renesola is expected to hold 50% of equity interest of the 116MW projects.
Outlook
For the fourth quarter, the Company expects revenue in the range of $220 million and $240 million and gross margin in the high-single digits. The outlook reflects reduced shipments due to weak domestic demand, high polysilicon prices, and declining wafer prices.
Conference Call Information
ReneSola's management will host an earnings conference call on November 29, 2016 at 8:30 a.m. U.S. Eastern Standard Time (9:30 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 19425900.
A replay of the conference call may be accessed by phone at the following numbers until December 7, 2016. To access the replay, please again reference the conference passcode 19425900.
Phone Number | Toll-Free Number | |||
United States | +1 6462543697 | +1 8554525696 | ||
Hong Kong | +852 30512780 | +852 800963117 | ||
Mainland China | +86 8008700206 | |||
+86 4006022065 | ||||
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," "plans," "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)
Sep 30, | Jun 30, | Sep 30, | ||||||||||
2016 | 2016 | 2015 | ||||||||||
ASSETS | ||||||||||||
Current assets: | ||||||||||||
Cash and cash equivalents | 28,834 | 23,723 | 86,489 | |||||||||
Restricted cash | 110,538 | 139,645 | 146,533 | |||||||||
Accounts receivable, net of allowances for doubtful accounts | 172,747 | 185,573 | 128,143 | |||||||||
Inventories | 185,210 | 165,470 | 198,857 | |||||||||
Advances to suppliers-current | 17,528 | 23,286 | 37,889 | |||||||||
Amounts due from related parties | 13,252 | 77 | 118 | |||||||||
Value added tax recoverable | 16,537 | 5,911 | 13,310 | |||||||||
Prepaid income tax | 1,451 | 4,338 | 1,814 | |||||||||
Prepaid expenses and other current assets | 12,054 | 18,288 | 31,284 | |||||||||
Project assets | 53,766 | 64,756 | 23,345 | |||||||||
Deferred convertible notes issue costs-current | 76 | |||||||||||
Derivative assets | 624 | 2,077 | 224 | |||||||||
Assets held-for-sale | - | |||||||||||
Deferred tax assets-current, net | - | 4,504 | ||||||||||
Total current assets | 612,541 | 633,144 | 672,586 | |||||||||
Property, plant and equipment, net | 547,748 | 568,090 | 667,377 | |||||||||
Prepaid land use right, net | 35,491 | 35,842 | 38,923 | |||||||||
Deferred tax assets-non-current, net | 12,188 | 14,403 | 15,699 | |||||||||
Deferred convertible notes issue costs-non-current | - | |||||||||||
Advances for purchases of property, plant and equipment | 285 | 285 | 677 | |||||||||
Deferred project costs | 17,275 | 17,576 | 20,874 | |||||||||
Project assets-noncurrent | 8,573 | 9,463 | ||||||||||
Other long-lived assets | 12,522 | 9,943 | 9,747 | |||||||||
Total assets | 1,246,623 | 1,288,746 | 1,425,883 | |||||||||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||||||
Current liabilities: | ||||||||||||
Convertible bond payable-current | 26,145 | |||||||||||
Short-term borrowings | 699,035 | 716,512 | 685,311 | |||||||||
Accounts payable | 281,257 | 280,609 | 321,239 | |||||||||
Advances from customers-current | 11,193 | 20,342 | 58,218 | |||||||||
Amounts due to related parties | 1,762 | 2,831 | 2,716 | |||||||||
Other current liabilities | 69,506 | 66,536 | 90,786 | |||||||||
Income tax payable | 128 | 128 | 128 | |||||||||
Derivative liabilities | - | |||||||||||
Warrant liability | 26 | 263 | ||||||||||
Total current liabilities | 1,062,881 | 1,086,984 | 1,184,806 | |||||||||
Convertible notes payable-non-current | - | |||||||||||
Long-term borrowings | 39,008 | |||||||||||
Advances from customers-non-current | - | |||||||||||
Deferred revenue | 30,101 | 28,366 | 30,541 | |||||||||
Warranty | 39,614 | 38,870 | 37,159 | |||||||||
Deferred subsidies and other | 21,904 | 22,203 | 23,904 | |||||||||
Other long-term liabilities | 375 | 15 | 149 | |||||||||
Total liabilities | 1,154,875 | 1,176,438 | 1,315,567 | |||||||||
Shareholders' equity | ||||||||||||
Common shares | 477,171 | 477,171 | 478,527 | |||||||||
Additional paid-in capital | 8,089 | 7,994 | 7,516 | |||||||||
Accumulated loss | -444,512 | (424,020 | ) | (441,933 | ) | |||||||
Accumulated other comprehensive income | 51,000 | 51,163 | 66,206 | |||||||||
Total equity attribute to ReneSola Ltd | 91,748 | 112,308 | 110,316 | |||||||||
Total shareholders' equity | 91,748 | 112,308 | 110,316 | |||||||||
Total liabilities and shareholders' equity | 1,246,623 | 1,288,746 | 1,425,883 |
RENESOLA LTD
Unaudited Consolidated Statements of Income
(US dollar in thousands, except ADS and share data)
Three Months Ended | ||||||||||||
Sep 30, 2016 | Jun 30, 2016 | Sep 30, 2015 | ||||||||||
Net revenues from third parties | 171,428 | 250,038 | 368,239 | |||||||||
Net revenues from related parties | 15,600 | |||||||||||
Cost of revenues | (168,160 | ) | (208,886 | ) | (308,901 | ) | ||||||
Gross profit | 18,868 | 41,152 | 59,338 | |||||||||
GP% | 10.1 | % | 16.5 | % | 16.1 | % | ||||||
Operating (expenses) income: | ||||||||||||
Sales and marketing | (11,544 | ) | (15,152 | ) | (19,861 | ) | ||||||
General and administrative | (12,387 | ) | (13,525 | ) | (14,825 | ) | ||||||
Research and development | (6,311 | ) | (7,424 | ) | (9,803 | ) | ||||||
Other operating income | (489 | ) | 1,324 | (3,436 | ) | |||||||
Total operating expenses | (30,731 | ) | (34,777 | ) | (47,925 | ) | ||||||
Income (loss) from operations | (11,863 | ) | 6,375 | 11,413 | ||||||||
-6.9 | % | 2.5 | % | 3.1 | % | |||||||
Non-operating (expenses) income: | ||||||||||||
Interest income | 568 | 715 | 656 | |||||||||
Interest expense | (8,235 | ) | (8,477 | ) | (11,047 | ) | ||||||
Foreign exchange gains (losses) | (3,324 | ) | 4,336 | 5,695 | ||||||||
Gains (losses) on derivatives, net | 323 | 2,869 | (620 | ) | ||||||||
Investment gain on disposal of subsidiaries | 68 | |||||||||||
Gains on repurchase of convertible bonds | 1,891 | |||||||||||
Fair value change of warrant liability | 26 | 131 | 788 | |||||||||
Income (loss) before income tax, noncontrolling interests | (22,437 | ) | 5,949 | 8,776 | ||||||||
Income tax (expense) benefit | 1,945 | (425 | ) | (179 | ) | |||||||
Net income (loss) | (20,492 | ) | 5,524 | 8,597 | ||||||||
Less: Net income (loss) attributed to noncontrolling interests | ||||||||||||
Net income (loss) attributed to holders of ordinary shares | (20,492 | ) | 5,524 | 8,597 | ||||||||
Earnings per share | ||||||||||||
Basic | (0.10 | ) | 0.03 | 0.04 | ||||||||
Diluted | (0.10 | ) | 0.03 | 0.04 | ||||||||
Earnings per ADS | ||||||||||||
Basic | (0.20 | ) | 0.05 | 0.08 | ||||||||
Diluted | (0.20 | ) | 0.05 | 0.08 | ||||||||
Weighted average number of shares used in computing loss per share | ||||||||||||
Basic | 201,990,602 | 201,998,340 | 204,658,446 | |||||||||
Diluted | 201,990,602 | 201,998,340 | 204,658,446 |
Three Months Ended | ||||||||||||
Sep 30, 2016 | Jun 30, 2016 | Sep 30, 2015 | ||||||||||
Net income (loss) | (19,465 | ) | 5,524 | 8,597 | ||||||||
Other comprehensive income (loss) | ||||||||||||
Foreign exchange translation adjustment | 6,654 | (7,921 | ) | (13,834 | ) | |||||||
Other comprehensive income (loss) | 6,654 | (7,921 | ) | (13,834 | ) | |||||||
Comprehensive income (loss) | (12,811 | ) | (2,397 | ) | (5,237 | ) | ||||||
Less: comprehensive loss attributable to non-controlling interest | - | |||||||||||
Comprehensive income (loss) attributable to ReneSola | (12,811 | ) | (2,397 | ) | (5,237 | ) |
RENESOLA LTD
Unaudited Consolidated Statements of Cash Flow
(US dollar in thousands)
Nine Months Ended | ||||||||
Sep 30, 2016 | Sep 30, 2015 | |||||||
Operating activities: | ||||||||
Net profit/(loss) | (9,235 | ) | (11,731 | ) | ||||
Adjustment to reconcile net loss to net cash provided by (used in) operating activity: | ||||||||
Inventory write-down | 643 | |||||||
Depreciation and amortization | 59,142 | 68,866 | ||||||
Amortization of deferred convertible bond issuances costs and premium | 33 | 723 | ||||||
Allowance of doubtful receivables, advance to suppliers and prepayment for purchases of property, plant and equipment | 864 | (2,000 | ) | |||||
Loss on derivatives | (709 | ) | 4,872 | |||||
Fair value change of warrant liability | (578 | ) | (1,628 | ) | ||||
Gain from settlement of certain payables | (6,159 | ) | ||||||
Gain from advances from customers | ||||||||
Share-based compensation | 607 | 4 | ||||||
Loss on disposal of long-lived assets | 5,184 | 267 | ||||||
Gain on disposal of solar project | (2,527 | ) | - | |||||
Impairment of goodwill | ||||||||
Impairment of Intangible assets | ||||||||
Impairment of long-lived assets | 4,350 | |||||||
Reversal of firm purchase commitment | ||||||||
Gain on disposal of subsidiaries | - | |||||||
Gain on CB repurchase | (212 | ) | (13,693 | ) | ||||
Changes in assets and liabilities: | ||||||||
Accounts receivable | (18,360 | ) | (19,663 | ) | ||||
Inventories | (21,768 | ) | 120,663 | |||||
Project assets and deferred project cost | (10,062 | ) | 17,524 | |||||
Advances to suppliers | (907 | ) | (10,906 | ) | ||||
Amounts due from related parties | (13,992 | ) | (4,453 | ) | ||||
Value added tax recoverable | 7,679 | 16,471 | ||||||
Prepaid expenses and other current assets | 10,000 | 12,149 | ||||||
Prepaid land use rights, net | 685 | 978 | ||||||
Proceeds from disposal of land use right | ||||||||
Deferred project costs | ||||||||
Accounts payable | (8,677 | ) | (135,195 | ) | ||||
Advances from customers | (17,092 | ) | (22,651 | ) | ||||
Income tax payable | 2,165.00 | (601 | ) | |||||
Other current liabilities | (5,740 | ) | (10,753 | ) | ||||
Deferred revenue | (2,275 | ) | 30,541 | |||||
Other long-term liabilities | (565 | ) | (855 | ) | ||||
Other non-current assets | (2,872 | ) | ||||||
Other long-term assets | ||||||||
Accrued warranty cost | 4,623 | 6,241 | ||||||
Deferred taxes assets | 4,313 | (1,282 | ) | |||||
Provision for litigation | 364 | |||||||
Net cash provided by (used in) operating activities | (17,040 | ) | 39,850 | |||||
Investing activities: | ||||||||
Purchases of property, plant and equipment | (6,754 | ) | (5,283 | ) | ||||
Advances for purchases of property, plant and equipment | (2,383 | ) | ||||||
Cash received from government subsidy | - | |||||||
Proceeds from disposal of property, plant and equipment | 5,131 | 25 | ||||||
Changes in restricted cash | 25,812 | (28,203 | ) | |||||
Net cash received (paid) on settlement of derivatives | 108 | (3,426 | ) | |||||
Purchases of investment securities | ||||||||
Proceeds from disposal of subsidiaries | 20 | |||||||
Net cash provided by (used in) investing activities | 24,297 | (39,250 | ) | |||||
Financing activities: | ||||||||
Proceeds from bank borrowings | 766,311 | 747,166 | ||||||
Proceeds from issuance of common shares | ||||||||
Proceeds from related parties | ||||||||
Repayment of bank borrowings | (752,829 | ) | (701,089 | ) | ||||
Proceeds from exercise of stock options | 1,761 | |||||||
Paid for CB repurchase | (25,931 | ) | (54,377 | ) | ||||
Share issuance costs | ||||||||
Repurchace from noncontrolling interests | ||||||||
Repurchase of convertible notes | ||||||||
Cash paid for ADS/s repurchase | (981 | ) | ||||||
Net cash provided by (used in) financing activities | (13,430 | ) | (6,539 | ) | ||||
Effect of exchange rate changes | (3,038 | ) | (7,420 | ) | ||||
Net increase (decrease) in cash and cash equivalents | (9,211 | ) | (13,359 | ) | ||||
Cash and cash equivalents, beginning of period/year | 38,045 | 99,848 | ||||||
Cash and cash equivalents, end of period/year | 28,834 | 86,489 |