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 June 2018
Commission File Number: 001-33911
RENESOLA LTD
7/F, Block B, Future Land Holdings Tower
No. 5, Lane 388, Zhongjiang Road
Putuo District, Shanghai 200062
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 x 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: June 20, 2018 | |||
Exhibit Index
|
Exhibit No. |
Description | |
| Exhibit 99.1 | Press Release |
Exhibit 99.1
ReneSola Announces First Quarter 2018 Results
Shanghai, China, June 20, 2018 – ReneSola Ltd (“ReneSola” or the “Company”) (www.renesolapower.com) (NYSE: SOL), a leading solar project developer and operator, today announced its unaudited financial results for the first quarter ended March 31, 2018.
Mr. Xianshou Li, ReneSola's Chief Executive Officer, commented, “We started 2018 with solid performance across our business as a result of continued strong execution of our strategy. First quarter revenue exceeded our expectations and operating margin expanded significantly from the fourth quarter of 2017, resulting in a sequential increase in net income of over 200%.”
Li continued, "Our overall global project pipeline remains solid at around 1.1 GW. In the first quarter, we successfully installed 6.3 MW of rooftop projects in China and 6.8 MW of ground-mount projects in North Carolina. As we look to the remainder of 2018, we remain optimistic about the business opportunities across different geographies. In addition, the fundamentals for our project business have significantly improved over the last few quarters, and we will maintain our commitment to growing profitably, managing our operations and strengthening our financial position."
First Quarter 2018 Highlights
|
Q1 2018 ($ in million) |
Q4 2017 ($ in million) |
Q/Q Change | |
| Revenue | $44.8 | $64.8 | -30.9% |
| Gross Profit | $8.4 | $6.8 | +22.6% |
| Operating Income | $5.9 | $4.9 | +19.4% |
| EBITDA | $9.0 | $4.7 | +94.3% |
| Income before Income Tax and Noncontrolling interests | $5.4 | $2.0 | +173.8% |
| Net Income | $5.4 | $1.7 | +220.0% |
| · | Revenue was $44.8 million, compared to the raised guidance range of $40 million to $45 million; |
| · | Gross margin was 18.7%, compared to 10.5% in Q4 2017; |
| · | Income before income tax and noncontrolling interests was $5.4 million, compared to an income of $2.0 million in Q4 2017 and a loss of $3.2 million in Q1 2017; |
| · | Recognized revenue of $31.8 million from Project Development business, mainly from sales of utility solar projects in the United Kingdom; |
| · | Recognized revenue of $8.7 million from EPC services for 15.8 MW of DG projects in China; |
| · | Recognized revenue from the sale of electricity of $4.2 million; |
| · | Installed 6.3 MW of rooftop projects in China and 6.8 MW of ground-mount projects in North Carolina, United States; and |
| · | Solar power project pipeline of approximately 1.1 GW, of which 748 MW are late-stage. |
First Quarter 2018 Financial Results
Revenue was $44.8 million, compared to $64.8 million in Q4 2017 and $0.2 million in Q1 2017.
| · | Revenue from the Project Development business was $31.8 million as we recognized revenue from sales of utility projects in the United Kingdom that were recorded as deferred project revenue in the amount of $20.8 million as of December 31, 2017 due to the contingency consideration of the substantive return right of the customer under ASC 360 Real Estate Sales and recognized as revenue in the amount of $21.9 million in Q1 2018 with the final price adjustment upon the issuance of the final acceptance certificate (FAC) and all revenue recognition criteria is met upon adoption of ASC 606. |
| · | Revenue from the EPC business was $8.7 million as we recognized revenue from the provision of EPC services of 15.8 MW in China. |
| · | Revenue from the sale of electricity was $4.2 million. The Company generated 28.4 million kwh of electricity from its operating projects in China during the quarter. |
| |
Gross profit was $8.4 million, compared to a gross profit of $6.8 million in Q4 2017 and a loss of $0.2 million in Q1 2017. Gross margin was 18.7%, compared to 10.5% in Q4 2017, mainly due to the improved margin from overseas project development business and EPC business in China.
Operating expenses were $2.5 million, up from $1.9 million in Q4 2017 and from $1.3 million in Q1 2017. Sales and marketing expenses were $0.1 million, down from $0.6 million in Q4 2017, mainly due to reduced commission expenses associated with sale of green certificates. General and administrative expenses were $2.4 million, up from $1.7 million in Q4 2017, mainly due to the increased salary expenses associated with additional new hires.
Operating income was $5.9 million, compared to an operating income of $4.9 million in Q4 2017 and an operating loss of $1.5 million in Q1 2017.
Total non-operating expenses of $0.4 million included interest expenses of $1.5 million and foreign exchange gain of $1.1 million, mainly driven by theh appreciation of EUR against USD and KRW.
Income before income tax and noncontrolling interests was $5.4 million, compared to an income of $2.0 million in Q4 2017 and a loss of $3.2 million in Q1 2017.
Net income was $5.4 million, compared to an income of $1.7 million in Q4 2017 and a loss of $3.2 million in Q1 2017.
Financial Position
The Company had cash and cash equivalents of $10.9 million as of March 31, 2018, compared to $13.4 million as of December 31, 2017. Long-term borrowings were $32.7 million as of March 31, 2018, compared to $32.5 million as of December 31, 2017. Long-term failed sale-lease back and capital lease liabilities, associated with the financial leasing payables for rooftop projects in China, were $78.2 million as of March 31, 2018, compared to $67.5 million as of December 31, 2017, the increase was mainly due to the corresponding growth of the Company’s DG operating assets.
Recent Business Updates
| · | On June 20, 2018, the Company announced the closing of the sale of its utility-scale project located in North Carolina to New York-based Greenbacker Renewable Energy Company, LLC ("Greenbacker"), a publicly registered, non-traded Limited Liability Company focused on investments in renewable energy power plants and energy efficiency projects as well as other sustainable investments. The North Carolina project has a capacity of 6.75 MW and represents ReneSola's second project sale to Greenbacker. The first project sale to Greenbacker was completed in April 2017. |
| · | In June, Sequoia Economic Infrastructure Income Fund ("Sequoia") had agreed to extend senior debt facility to 36 million euro for ReneSola's 55MW of projects in Poland, each with a capacity of 1MW. In December 2017, Sequoia, which invests in a diversified portfolio of senior and subordinated economic infrastructure debt investments, provided a senior loan of 15 million euro for all of ReneSola's 55MW projects in the region. |
| · | The Company announced the appointment of Xiaoliang Liang as Chief Financial Officer, effective June 1, 2018. Mr. Liang brings to ReneSola more than 18 years of experience developing, financing and managing projects with a focus on renewable energy, including solar, wind, hydro and other infrastructure sectors. |
| · | In May 2018, the Company closed an equity investment agreement with a strategic investor. The investor will invest RMB 200 million in cash to acquire 40.13% of Zhejiang ReneSola Investment Limited, the Company's subsidiary that holds the Company's distributed generation projects in China. |
| |
Operating Assets and Completed Projects for Sale
The Company continues to pursue opportunities in small-scale projects in diversified regions and believes its strategy can capitalize on trends in solar energy development. ReneSola currently owns over 193 MW of rooftop projects in operation, which are concentrated in a handful of eastern provinces of China with attractive development environments. As of March 31, 2018, the Company had over 27 MW of rooftop projects under construction.
| Operating Assets | Capacity (MW) |
| China DG | 193.6 |
| - Zhejiang& Shanghai | 69.1 |
| - Jiangsu | 10.6 |
| - Henan | 57.9 |
| - Anhui | 31.5 |
| - Hebei | 17.1 |
| - Shandong | 7.4 |
| Romania | 15.4 |
| United Kingdom | 4.3 |
| Total | 213.3 |
As of March 31, 2018, the Company currently has 10.4 MW of completed projects, which are currently in sale process.
| Completed Projects for Sale | Capacity (MW) |
| Turkey | 10.4 |
| Total | 10.4 |
Project Pipeline
As of March 31, 2018, the Company had a pipeline of over 1.1 GW of projects in various stages, of which 748 MW are projects that are late-stage. 156 MW of these late-stage projects are under construction. Late-stage projects include (i) projects with the legal right to develop based on definitive agreements, including the projects held by project SPVs or joint ventured project SPVs whose controlling power can be purchased by us once the late stage is reached, and (ii) projects for which PPA or FiT has been arranged.
The following table sets forth the Company’s late-stage project pipeline by location:
| Project Location | Late-stage (MW) | Under Construction (MW) |
| USA | 189.4 | 24.1 |
| Canada | 17.3 | 7.0 |
| Turkey | 110.01 | -- |
| Poland | 55.0 | 55.0 |
| Hungary | 42.6 | 42.6 |
| France | 73.7 | -- |
| Spain | 162.0 | -- |
| India | 22.0 | -- |
| China DG | 75.9 | 27.6 |
| Total | 747.9 | 156.3 |
| 1 | ReneSola has an arrangement with a local partner, under which our partner holds and maintains full titles to all projects but we have the right to receive 50% proceeds generated by the projects. |
| |
China
| China: Late-stage Pipeline |
Capacity (MW) |
Business Model |
| -Zhejiang & Shanghai | 34.2 | IPP |
| -Jiangsu | 18.3 | IPP |
| -Fujian & Guandong | 8.5 | IPP |
| -Anhui | 1.9 | IPP |
| -Henan | 5.1 | IPP |
| -Shandong | 7.9 | IPP |
| China DG | 75.9 |
United States
In the U.S, the Company has a late-stage pipeline of 189.4 MW, 24.1 MW of which are under construction and are expected to be connected to the grid in the second quarter of 2018.
US: Late- stage Pipeline |
Location |
Capacity (MW) |
Project Type | Status | Expected COD |
Business Model |
| RP-NC | NC | 24.1 | Utility | Construction | 2018 | Project Development |
| Utah | UT | 10.7 | Self-consumption / DG | Development | 2018 | Project Development |
| RP-MN | MN | 37.5 | Community Solar | Development | 2018 | Project Development |
| MN-VOS | MN | 7.8 | Community Solar | Development | 2019 | Project Development |
| New York | NY | 7.7 | Community Solar | Development | 2018/2019 | Project Development |
| RP-CA | CA | 13.6 | Utility | Development | 2019 | Project Development |
| Oregon | OR | 23.0 | TBD | Development | 2019 | Project Development |
| Alpine | TX | 65.0 | TBD | Development | 2019 | Project Development |
| Total | 189.4 |
Canada
In Canada, the Company has a late-stage pipeline of 17.3 MW projects, 7.0 MW of which are under construction and are expected to be connected to the grid in the third quarter of 2018. These 7MW projects are eligible for Canada’s FiT3 Scheme.
Canada:Late- stage Pipeline |
Location |
Capacity (MW) |
Project Type | Status | Expected COD |
Business Model |
| FiT3 | Ontario | 7.0 | DG | Construction | 2018 | Project Development |
| FiT4 | Ontario | 10.3 | DG | Development | 2019 | Project Development |
| Total | 17.3 |
Poland
In Poland, the Company has a late-stage pipeline of 55 MW projects, which are under construction and are expected to be connected to the grid in the second half of 2018.
Poland:Late-stage Pipeline |
Location |
Capacity (MW) |
Project Type | Status | Expected COD |
Business Model |
| Auction 2016 Dec | Poland | 13.0 | DG | Construction | 2018 | Project Development |
| Auction 2017 Jun | Poland | 42.0 | DG | Construction | 2018 | Project Development |
| Total | 55.0 |
| |
Hungary
In Hungary, the Company grew its late-stage pipeline to 71 “Micro PPs” projects, total capacity of 42.6 MW, which are under construction and are expected to be connected to the grid in the second half of 2018.
| Hungary:Late-stage Pipeline | Location |
Capacity (MW) |
Project Type | Status | Expected COD |
Business Model |
Portfolio of “Micro PPs”, 0.5 MW each |
Hungary | 42.6 | DG | Construction | 2018 | Project Development |
| Total | 42.6 |
France
In France, the Company formed a strategic partnership with Green City Energy to jointly develop four solar parks with a total installed capacity of 69.0 MW. Additionally, the Company was awarded 16 solar projects in France with a combined capacity of 4.65 MW in the first quarter of 2018.
France:Late-stage Pipeline |
Location |
Capacity (MW) |
Project Type | Status | Expected COD |
Business Model |
| SOLARPARK | France | 69.0 | Utility | Development | 2019 | Project Development |
| SPV2 | France | 4.7 | DG | Development | 2019 | Project Development |
| Total | 73.7 |
Other Geographies
In Turkey, the Company has an arrangement with a local partner, under which our partner holds and maintains full titles to 110 MW projects but we have the right to receive 50% proceeds generated by those 110 MW projects.
In India, the Company has a pipeline of 22.0 MW projects, which are self-consumption distributed generations with top-rating commercial and industrial off-takers.
Other Geographies: Late-stage Pipeline |
Location |
Capacity (MW) |
Project Type | Status | Expected COD |
Business Model |
| Turkey JV | Turkey | 110.0 | Utility | Development | 2019 | Project Development |
| India C&I | India | 22.0 | DG | Development | 2018/2019 | Project Development |
| Total | 132.0 |
Outlook
For the second quarter of 2018, the Company’s project business is expected to generate revenue in the range of $20 to $30 million and overall gross margin in the range of 20% to 25%. During the second quarter of 2018, the Company expects to connect 15 MW to 20 MW of DG projects in China, and to monetize 6.8 MW projects in international markets.
For 2018, the Company expects to generate revenue in the range of $130 to $140 million with overall gross margin in the range of 20 to 25%. The Company intends to connect 100 MW to 150 MW of DG projects in China, and to monetize 80 MW to 100 MW projects in international markets.
| |
Adoption of New Accounting Policy
Effective from January 1, 2018, SOL adopted the new revenue recognition policy, ASC 606 — Revenue from Contracts with Customers, using the modified retrospective method in accordance with US GAAP (“ASC 606”). As a result of adopting ASC 606, the Company recognized the cumulative effect of initially applying the revenue standard as an increase of approximately USD 0.87 million to the opening balances of retained earnings. The adjustments primarily arose from the timing of revenue recognition for 1) subscription service fee in the sale of project asset rights and 2) supplies of modules and invertors under cooperation arrangements with the counterparty. Under ASC 360, Real Estate Sales and ASC 605, Revenue Recognition, subscription service fee in the sale of project asset rightsand revenue related to modules and invertors supplied under cooperation arrangements are considered contingent and, therefore, the portion of the revenue is not recognized until the contingency has been removed (i.e. upon having the right to receive the subscription fee and achievement of COD, or upon the ultimate sale of the project assets under the cooperation arrangement). Upon adoption of ASC 606, subscription fee is recognized over time as a seperate performance obligation, and the revenue of supplies of modules and invertors is recognized upon the delivery with the control transferred and the Company has right to payment. In addition, the Company had a sale of project asset with a right of return if certain conditions are not met. Under the ASC 360 Real Estate Sales, revenue was not recognised because of the contingency consideration. Upon adoption of ASC 606, revenue was not recognised because of the substantive return right and the Company was not able to assert return was not probable as of December 31, 2017. As such, deferred project revenue as of Dec 31, 2017 in the amount of $21 million would have been classified as a refund liability and the corresponding deferred project costs would have been classified as the Company’s right to recover products from customers on settling the refund liability. Such refund liability was recognized as revenue totaling $22 million with an increase due to final price adjustment in the first quarter of 2018
Conference Call Information
ReneSola's management will host an earnings conference call on June 20, 2018 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 1739389.
A replay of the conference call may be accessed by phone at the following numbers until June 28, 2018. To access the replay, please again reference the conference passcode 1739389.
| 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.renesolapower.com.
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About ReneSola
Founded in 2005, and listed on the New York Stock Exchange in 2008, ReneSola (NYSE: SOL) is an international leading brand of solar project developer and operator. Leveraging its global presence and solid experience in the industry, ReneSola is well positioned to develop green energy projects with attractive return around the world. For more information, please visit www.renesolapower.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. Furthermore, the forward-looking statements are mainly related to the Company’s continuing operations and you may not be able to compare such information with the Company’s past performance or results. 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
Mr. Johnny Pan
+86 (21) 6280-9180 x131
ir@renesolapower.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