Washington, D.C. 20549









PURSUANT TO RULE 13a-16 OR 15d-16



For the month of June 2023
Commission File Number: 001-33911





(Translation of registrant’s name into English)




100 First Stamford Place, Suite 302

Stamford CT 06902


(Address of principal executive office)




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  ¨






Exhibit Index



Exhibit   Description
99.1  Press Release







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.


Date: June 1, 2023


  Emeren GROUP LTD
  By: /s/ Ke Chen  
  Name: Ke Chen
  Title: Chief Financial Officer




Exhibit 99.1




May 31, 2023


Fellow Shareholders,


We closed Q1 with revenue of $12.9 million, gross margin of 12.4% and EBITDA of $1.8 million. Our Q1 revenue reflected solid contribution from our IPP and EPC business, driven partially by our recent acquisitions. However, delays in receipt of final approvals and more conservative judgement in change of control in our RTB project sales business resulted in no revenue recognition during Q1 2023. Following the quarter end, in May, we completed the sale of 58 MW solar farm projects in Poland, located in Voivodship Pomorskie and this will be recognized in our Q2 results.


Looking forward, under a more conservative judgement in change of control, we expect to recognize revenue for RTB project sales starting from Q2 and more in the second half due to the timing of expected final approvals of pending project sales. As such, we expect our Q2 revenue to be approximately $38 million - $40 million and gross margin to be 32% to 35%.


Our second half results will be driven by the expected closures of over 300 MW of project sales in Europe and U.S. For the full year, we continue to expect revenue to be in the range of $154 million - $174 million. We expect gross margin to be approximately 30% and net income to be between $22 million to $26 million.


Notwithstanding these near-term delays, our project development business remains very strong fundamentally. We continue to see strong demand for solar projects globally. We entered 2023 with 3 GWs of high quality mid-to-late stage pipeline and we continue to anticipate to monetize approximately 500 MW of projects in 2023 and we are targeting to grow this pipeline to 4 GW by the end of 2023. Beyond 2023, we are targeting to monetize a minimum 500 MW – 600 MW a year.


In China, we continue to make progress in our realignment strategy to the rest of the world as “Develop – Build – Own or Sell”, compared to the original strategy of “Develop – Build – Own as IPP”. In conjunction, we are refocusing our efforts to five coastal provinces that have the most favorable power prices supported by a strong economy and regulatory environment. We anticipate selling all our solar assets outside of these five provinces and some in these five focused markets, which will help strengthen our balance sheet.


Further, during the quarter, we continued the development of our storage pipeline and have started the monetization process of some storage projects in Europe.


In conclusion, we continue to be excited about our revenue growth this year and beyond driven by our strong project pipeline. We continue to be well positioned in the world's fastest growing solar markets that are benefiting from increasing demand for clean energy, higher PPA prices, and supportive government policies. The future of solar energy is extremely promising, and we are positioned to fully capitalize on the accelerating adoption of solar technology across the globe. With our exceptional expertise in developing and operating solar projects, extensive network of industry partnerships, and strong financial position, we are making great strides towards our goal of becoming a top global solar company. We are thrilled about the bright future of solar energy and are excited to be at the forefront of this incredible transformation towards a more sustainable future.


With that overview, we will now review the details of our first quarter operating and financial performance.







Q1 2023 Financial Highlights:


Revenue of $12.9 million nearly tripled y/y and decreased by $12.8 million q/q
Gross margin of 12.4%
EBITDA was $1.8 million, down 13% q/q and higher than negative $0.05 million in Q1 2022
Net loss was $0.2 million, down by 89% q/q and down by 88% y/y


in $ million  Q1'23   Q4'22   Q/Q
   Q1'22   Y/Y
Revenue   12.9    25.7    -50%   3.5    266%
Gross profit   1.6    6.0    -73%   1.1    40%
Operating loss   (3.0)   (1.2)   149%   (2.2)   35%
EBITDA   1.8    2.1    -13%   (0.05)   3846%
Net loss  attributed to Emeren Group Ltd   (0.2)   (1.7)   -89%   (1.7)   -88%


Revenue by segment:


($ in thousands)
   % of Total Revenue 
Project Development   -    - 
IPP   4,882    38%
EPC   7,895    61%
Others   99    1%
Total   12,876    100%

“Others” refers to operations and maintenance.


Revenue by region:


($ in thousands)
   % of Total Revenue 
Europe   9,443    73%
North America   203    2%
China   3,230    25%
Total   12,876    100%


Mid-to-Late Stage Solar Project Pipeline


During the first quarter, we continued to increase our mid-to-late stage pipeline to 3.3 GW. For 2023, we are targeting 4 GWs by the end of the year with a significant portion of the growth coming from Europe.


The following table details our Mid-to-Late Stage Project Pipeline by Region (as of March 31, 2023):


Mid-to-late Stage Project Pipeline (MW)
Europe   2,272 
U.S.   863 
China   142 
Total   3,277 







Mid-to-Late Stage Project Pipeline by Country (as of March 31, 2023):


Country  Total MW   Expected Sale/IPP   Business Model
Poland   759    2023-2025   RTB/COD Sale and IPP
Hungary   102    2023   RTB/COD Sale
U.K.   174    2024-2026   RTB Sale and IPP
Spain   140    2023-2025   RTB Sale and IPP
Germany   117    2024-2026   RTB Sale
France   158    2023-2026   RTB Sale
Italy   822    2023-2026   RTB Sale and IPP
U.S.   863    2023-2026   NTP Sale and IPP
China   142    2023-2024   COD Sale and IPP


Storage Pipeline


We also have a storage pipeline of 6.2 GWh in the U.S., Europe, and China at different development stages as of March 31, 2023. Specifically in China, we added 40 MWh commercial scale storage pipeline in the first quarter.


Storage Pipeline (MWh)
U.S.   4,381 
Europe   1,737 
China   40 
Total   6,158 


Growing IPP Asset Portfolio in Attractive PPA Regions


In line with our strategic expansion strategy, we are actively involved in developing independent power producer (IPP) projects. Furthermore, we are actively seeking M&A opportunities throughout Europe to capitalize on the advantageous market conditions, such as the increased prices of solar power purchase agreements (PPAs) and the favorable regulatory landscape. We currently own and operate 258 MW of IPP projects, of which ~60 MW is in Europe, ~24 MW in U.S. and ~174 MW in China. In Q1 2023, we added a 5.5 MW IPP assets in China.


Operating Assets  Capacity (MW)
Europe  60
U.S.  24
China DG  174
Total  258


Q1 2023 Financial Results:


All figures refer to the first quarter of 2023, unless stated otherwise.




The revenue of $12.9 million nearly tripled compared to the previous year and decreased by $12.8 million compared to the previous quarter. The sequential decrease in revenue was primarily due to the zero NTP revenue in Q1, as well as lower revenue from EPC and IPP resulting from seasonal factors.







Gross Profit and Gross Margin


Gross profit was $1.6 million and gross margin was 12.4%, down from $6.0 million in Q4 2022 and up from $1.1 million in Q1 2022. The lower sequential gross margin was mainly due to more low-margin EPC service recognized in Q1.


Operating Expense


Operating expenses were $4.6 million, down from $7.2 million in Q4 2022 and up from $3.4 million in Q1 2022. The sequentially lower operating expenses were mainly attributable to lower G&A expenses, primarily due to a one-time expense incurred in Q4 2022 related to the acquisition costs of Emeren Italy, changing auditor and other one-time costs related to rebranding.


Net loss attributable to Emeren Group Ltd’s common shareholders


Net loss attributed to Emeren Group Ltd common shareholders was $0.2 million, compared to $1.7 million in Q4 2022 and $1.7 million in Q1 2022. Net loss attributable to Emeren Group Ltd common shareholders per ADS was $0.00, compared to $0.03 in Q4 2022 and $0.03 in Q1 2022.


Cash Flow


Cash used in operating activities was $23.7 million which was mainly for the continuous development of Poland and Hungary COD projects; cash used in investing activities was $1.9 million, and cash used in financing activities was $16.2 million.


Financial Position


Cash and cash equivalents at the end of Q1 2023 were $66.7 million compared to $107.1 million at the end of 2022. The decrease was primarily due to a higher cash used in operating activities as well as finance activities of $16.2 million for shares buyback and finance lease loan payment.


Net asset value (NAV) is approximately $5.85 per ADS.


Our debt-to-asset ratio at the end of Q1 2023 was 11.29% compared to 11.11% at end of 2022.


Shares Buyback


We purchased $13.2 million of our common shares during the quarter and plan to continue to execute on the share buyback program, which has $17 million remaining.




We believe broad social and governmental support for renewable energy will create a robust environment supporting the growth of solar projects, which in turn should drive exciting growth for us in the quarters ahead. Our strategy is sound, and our track record of execution is strong. We have never been more excited about the future.


We would like to thank our employees for their hard work and dedication. We also want to thank our customers, partners and shareholders for your continued support and confidence in Emeren Group Ltd.




Yumin Liu  Ke Chen
Chief Executive Officer  Chief Financial Officer







First Quarter 2023 Earnings Results Conference Call


We will host a conference call today to discuss our first quarter 2023 business and financial results. The call is scheduled to begin at 5:00 p.m. U.S. Eastern Time on Wednesday, May 31, 2023.


Please register in advance to join the conference call using the link provided below and dial in 10 minutes before the call is scheduled to begin. Conference call access information will be provided upon registration.


Participant Online Registration:  



Audio-only Webcast:



Additionally, an archived webcast of the conference call will be available on the Investor Relations section of Emeren Group Ltd's website at https://ir.emeren.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. Any forward-looking statement speaks only as of the date on which such statement is made and 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. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.


For investor and media inquiries, please contact:

Emeren Group Ltd

Adam Krop




Holly Ross



The Blueshirt Group

Gary Dvorchak

+1 (323) 240-5796








Appendix 1: Unaudited Consolidated Statement of Operations


   Three Months Ended 
   Mar 31, 2023   Dec 31, 2022   Mar 31, 2022 
   (in thousands, except per ADS data and ADS) 
Net revenues  $12,876   $25,667   $3,514 
Cost of revenues   (11,283)   (19,677)   (2,373)
Gross profit   1,593    5,990    1,141 
Operating expenses               
Sales and marketing   (92)   (418)   (3)
General and administrative   (4,396)   (6,623)   (3,107)
Other operating expenses   (108)   (155)   (250)
Total operating expenses   (4,596)   (7,196)   (3,360)
Loss from operations   (3,003)   (1,206)   (2,219)
Other (expenses)/income:               
Interest expenses, net   (133)   (808)   (351)
Investment income   77    46    714 
Foreign exchange gains /(loss)   2,708    1,217    (85)
Total other income, net   2,652    455    278 
Loss before income tax   (351)   (751)   (1,941)
Income tax expense   (264)   (1,290)   (107)
Net loss   (615)   (2,041)   (2,048)
Less: Net loss attributed to non-controlling interests   (421)   (329)   (363)
Net loss attributed to Emeren Group Ltd  $(194)  $(1,712)  $(1,685)
Loss attributed to Emeren Group Ltd per ADS               
Basic  $(0.00)  $(0.03)  $(0.03)
Diluted  $(0.00)  $(0.03)  $(0.03)
Weighted average number of ADS used in computing loss per ADS*               
Basic   57,409,673    60,274,841    66,918,272 
Diluted   57,409,673    60,274,841    66,918,272 


*Each American depositary shares (ADS) represents 10 common shares                        







Appendix 2: Unaudited Consolidated Balance Sheet


   Mar 31, 2023   Dec 31, 2022 
   (in thousands) 
Current assets:          
Cash and cash equivalents  $66,729   $107,105 
Restricted cash   8    183 
Accounts receivable trade, net   20,048    21,670 
Accounts receivable unbilled   51,903    43,882 
Advances to suppliers   625    1,017 
Value added tax receivable   7,142    5,929 
Prepaid expenses and other current assets, net   17,535    14,973 
Project assets current   36,711    25,969 
Investments in U.S. Treasury Bills   9,992    - 
Total current assets   210,693    220,728 
Property, plant and equipment, net   172,682    170,477 
Project assets non-current   31,723    26,590 
Goodwill   1,023    1,023 
Long-term investments in U.S. Treasury Bills   -    10,047 
Operating lease right-of-use assets   22,350    22,688 
Finance lease right-of-use assets   21,504    21,669 
Other non-current assets   21,751    20,628 
Total assets  $481,726   $493,850 
Current liabilities:          
Short-term borrowings   1,487    1,008 
Accounts payable   5,911    7,118 
Advances from customers   2,885    3,641 
Amounts due to related parties   2,171    1,475 
Other current liabilities   20,120    17,449 
Income tax payable   914    862 
Salaries payable   550    540 
Operating lease liabilities current   1,227    1,212 
Failed sale-lease back and finance lease liabilities current   8,401    9,993 
Total current liabilities   43,666    43,298 
Long-term borrowings   22,024    22,518 
Deferred tax liabilities, non-current   3,559    3,573 
Operating lease liabilities non-current   20,500    20,855 
Failed sale-lease back and finance lease liabilities non-current   15,341    14,963 
Total liabilities  $105,090   $105,207 
Shareholders' equity          
Common shares   806,283    806,283 
Additional paid-in capital   13,941    13,500 
Treasury stock   (33,200)   (20,000)
Accumulated deficit   (437,571)   (437,377)
Accumulated other comprehensive loss   (13,764)   (15,114)
Total equity attributed to Emeren Group Ltd  $335,689   $347,292 
Noncontrolling interest   40,947    41,351 
Total  shareholders' equity   376,636    388,643 
Total liabilities and shareholders' equity  $481,726   $493,850 







Appendix 3: Unaudited Consolidated Statement of Cash Flow


   Three Months Ended 
   Mar 31, 2023   Dec 31, 2022   Mar 31, 2022 
   (in thousands) 
Net cash used in operating activities  $(23,728)  $(7,787)  $(14,671)
Net cash used in investing activities   (1,866)   (613)   (13,251)
Net cash used in financing activities   (16,150)   (5,179)   (4,382)
Effect of exchange rate changes   1,193    (2,125)   830 
Net decrease in cash and cash equivalents and restricted cash   (40,551)   (15,704)   (31,474)
Cash and cash equivalents and restricted cash, beginning of the period   107,288    122,992    254,382 
Cash and cash equivalents and restricted cash, end of the period  $66,737   $107,288   $222,908