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 2015

 

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: June 3, 2015

 

 
 

 

Exhibit Index

 

Exhibit No.

 

Description

     
Exhibit 99.1   Press Release

 

 

 

 

Exhibit 99.1

 

 

 

ReneSola Ltd Announces First Quarter 2015 Results

 

JIASHAN, China, June 2, 2015 – ReneSola Ltd (“ReneSola” or the “Company”) (www.renesola.com) (NYSE: SOL), a leading brand and technology provider of energy-efficient products, today announced its unaudited financial results for the first quarter ended March 31, 2015.

 

First Quarter 2015 Financial and Operating Highlights

 

Total solar module shipments were 496.4 megawatts (“MW”), representing an increase of 1.6% from Q4 2014. Total solar wafer and module shipments in Q1 2015 were 691.5 MW, compared to 744.3 MW in Q4 2014, and 710.1MW in Q1 2014.

 

Net revenues were US$349.0 million, representing a decrease of 9.8% from US$387.0 million in Q4 2014, and a decrease of 15.9% from US$415.0 million in Q1 2014.

 

Gross profit was US$36.7 million with a gross margin of 10.5%, compared to gross profit of US$51.2 million with a gross margin of 13.2% in Q4 2014, and gross profit of US$44.0 million with a gross margin of 10.6% in Q1 2014.

 

Operating loss was US$9.5 million with an operating margin of negative 2.7%, compared to an operating loss of US$2.2 million with an operating margin of negative 0.6% in Q4 2014, and an operating loss of US$8.7 million with an operating margin of negative 2.1% in Q1 2014.

 

Net loss attributable to holders of ordinary shares was US$18.0 million, representing basic and diluted loss per share of US$0.09 and basic and diluted loss per American depositary share (“ADS”) of US$0.18.

 

Cash and cash equivalents plus restricted cash totaled $228.1 million as of the end of Q1 2015, compared to US$221.7 million as of the end of Q4 2014, and US$214.9 million as of the end of Q1 2014.

 

Net cash outflow from operating activities was US$9.0 million compared to net cash inflow from operating activities of US$41.9 million in Q4 2014, and net cash outflow from operating activities of US$112.3 million in Q1 2014.

 

Quarterly revenue and gross margin were lower than guidance mainly due to continued headwind from foreign exchange fluctuations, a decrease in module ASPs, and a delay in revenue recognition of a UK project.

 

“Amidst a first quarter backdrop with a number of macroeconomic challenges and lingering foreign exchange volatility, we continued with our strategy to transition our business into the downstream project and services segment of the market,” said Mr. Xianshou Li, ReneSola’s chief executive officer. “We are leveraging the flexibility in our business model to quickly respond to changing market dynamics and to capture market opportunities. At the beginning of 2015, we began to scale back our global OEM capacity and focus more on our downstream project opportunities. We have completed over 70 MW of projects in the UK and expect to monetize in the near-term while expanding into a larger portfolio of downstream projects in the second half of 2015. As we continue with this strategic transition into the downstream services and project area, we believe we will be better positioned to achieve long-term profitability.”

 

1
 

 

 

 

Mr. Daniel K. Lee, ReneSola’s chief financial officer, said, “We continue to focus on actively managing our balance sheet. In Q1 we substantially reduced our inventory by $88.8 million as well as our long-term liabilities, reducing our convertible notes by $31.7 million. Going forward, we expect to further improve our balance sheet as well as cash flow as we monetize on our existing project portfolio and successfully execute on our long-term downstream strategy.”

 

First Quarter 2015 Results

 

Solar Wafer and Module Shipments

 

  1Q15 4Q14 1Q14 Q-o-Q% Y-o-Y%
Module Shipments (MW) 496.4 488.4 521.1 1.6% -4.7%
Wafer Shipments (MW) 195.1 255.9 189.0 -23.8% 3.2%
Total Solar Wafer and Module Shipments (MW) 691.5 744.3 710.1 -7.1% -2.6%

 

The quarter-over-quarter increase in module shipments was mainly due to strong demand in Europe, particularly in the United Kingdom. The quarter-over-quarter decrease in wafer shipments reflects the Company’s strategy of shifting away from the lower-margin wafer business and towards the higher-margin module business as well as downstream business.

 

Net Revenues and Gross Profit

 

  1Q15 4Q14 1Q14 Q-o-Q% Y-o-Y%
Net Revenues (US$mln) $349.0 $387.0 $415.0 -9.8% -15.9%
Gross Profit (US$mln) $36.7 $51.2 $44.0 -28.3% -16.6%
Gross Margin 10.5% 13.2% 10.6% - -

 

Net revenues decreased quarter over quarter due to lower average selling price (ASP) of modules, as well as a decrease in wafer shipments. The quarter-over-quarter decrease in the Company’s gross margin was a result of a lower average selling price (ASP) of modules, which was partially affected by appreciation of the US dollar, especially against the euro.

 

Operating Income (Loss)

 

  1Q15 4Q14 1Q14 Q-o-Q% Y-o-Y%
Operating Expenses (US$mln) $46.2 $53.4 $52.8 -13.5% -12.5%
Operating Income (Loss) (US$mln) ($9.5) ($2.2) ($8.7) - -
Operating Margin -2.7% -0.6% -2.1% - -

 

The quarter-over-quarter decrease in operating expenses was primarily due to lower SG&A expenses as well as one-time administrative gain.

 

2
 

 

 

 

Foreign Exchange Gain (Loss)

 

In Q1 2015, the Company had a foreign exchange loss of US$16.1 million and recognized a US$4.5 million gain on derivatives. The foreign exchange loss was primarily due to the depreciation of the euro, pound and yen against the U.S. dollar.

 

Other Gains (Loss)

 

During the first quarter of 2015, the Company recognized a gain of $11.6 million from the repurchase of convertible notes.

 

Net Income (Loss) Attributable to Holders of Ordinary Shares

 

  1Q15 4Q14 1Q14
Net Income (Loss) (US$mln) ($18.0) ($8.1) ($14.6)
Diluted Earnings (Loss) per Share ($0.09) ($0.04) ($0.07)
Diluted Earnings (Loss) per ADS ($0.18) ($0.08) ($0.14)

 

Liquidity and Capital Resources

 

Net cash outflow from operating activities was US$9.0 million in Q1 2015, compared to net cash inflow of US$41.9 million in Q4 2014.

 

Net cash and cash equivalents plus restricted cash totaled US$228.1 million as of March 31, 2015, compared to US$221.7 million as of December 31, 2014.

 

Total bank borrowing was US$723.0 million as of March 31, 2015, compared to US$698.1 million as of December 31, 2014. Short-term borrowings were US$681.7 million at March 31, 2015, compared to US$654.7 million at December 31, 2014.

 

The Company has US$62.9 million of convertible notes due on March 15, 2018 with a put option on March 15, 2016. In Q1 2015, the Company repurchased $31.7 million notional amount of its convertible notes. The Company might continue to repurchase its convertible bonds from time to time, subject to market conditions and other strategic considerations.

 

Polysilicon Update

 

The Company’s total output of polysilicon Q1 2015 was 1,522 metric tons, a slight decrease from the previous quarter due to annual maintenance which is regularly scheduled in Q1. The Company’s polysilicon factory is currently running at full capacity and generating positive cash flow.

 

Project Business Update

 

ReneSola currently has a total of approximately 96.1 MW in existing projects, including four utility-scale projects totaling 71 MW in the United Kingdom and four utility-scale projects totaling 25.1 MW in Eastern Europe.

 

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In Q1 2015, the Company successfully completed and connected three utility-scale projects totaling 57.5 MW in the United Kingdom, all of which are eligible for the R.O.C 1.4 scheme. In addition, the Company has signed an agreement to sell a 13.5 MW utility-scale project in the United Kingdom, which was connected to the grid by end of 2014. All together the Company expects to complete the sale for all 71 MW UK projects in coming quarters.

 

The Company is actively exploring project opportunities in several developed markets and expects to provide a detailed pipeline later this year.

 

Business Highlights

 

Geographic Breakdown of Module Shipments

 

  2015 Q1 2014 Q4 2014 Q1
U.S. 3.3% 13.9% 13.6%
Europe 44.4% 30.5% 39.2%
Japan 30.4% 26.8% 22.5%
China 4.8% 7.7% 11.4%
Other 17.1% 21.1% 13.3%

 

The sequential increase of shipments to the European market was a result of a significant increase in shipments to the United Kingdom. The sequential decrease in shipments to the U.S. and China was mainly due to the Company’s strategic shift towards higher margin markets during the quarter.

 

Research and Development

 

During Q1 2015, ReneSola continued to invest in the development of new technologies and to increase the efficiency of its current range of solar and other clean energy products.

 

Wafers and Modules

 

The Company’s innovative A+++ wafer is now at 100% mass production. While maintaining the same average efficiency of 17.8%, the wafer’s processing cost was reduced by 4%. Following the successful launch of its A+++ wafer, the Company will focus on the development of its A4+ wafer which has concentrated efficiency distribution and 0.1% higher cell average efficiency than the new A+++ wafer.

 

The Company’s double-glass module with 1500V maximum system voltage has been certificated as 1500V maximum system voltage and Class-A fire rating by TUV. The Four Bus-Bar Cell module product is also certified by TUV, with around 5W output improvement compared to Three Bus-Bar products. Both module products have entered mass production in late May.

 

Inverter

 

ReneSola’s innovative 5KW hybrid inverter has now received applicable certification and the Company has started promotions in Australia.

 

4
 

 

 

 

The Company’s TLE-series inverter has received related certifications in the United Kingdom and Ireland and scale shipments have begun in these markets.

 

Both software and hardware have been upgraded for the Company’s first generation micro-inverters, which have achieved elevated stability following half-year testing.

 

LED

 

In the North American market, ReneSola launched its T8 LED replacement series products, which commercial lighting clients can use to replace traditional fluorescent tubes. The T8 LED series can work with magnetic and electronic ballast and access the electricity power supply directly, which eliminates the need for clients to change wires in old fixtures. The T8 LED series is compatible with most traditional electronic ballast systems in the North American market. The T8 LED series comes with a 5-year warranty and with features including convenient installation, quick start-up, good heat dissipation, high efficiency, and low power consumption with more stable performance.

 

Recent Business Developments

 

·In February 2015, the Company announced the expansion of its new LED lighting solutions division in the U.S. The Company’s sales and logistics network was expanded to 12 states with further expansion planned in 2015. LED sales and technical specialists work closely with the Company’s large customer base, including electrical distribution clients, to supply high-quality LED products and services across the country. Since 2014, ReneSola’s LED products have been procured for a wide range of lighting projects, including in seaports, hotels, automobile dealerships, and universities.
·In February 2015, the Company announced that its PV testing laboratory in Jiangsu, China has achieved Witness Testing Data Program certification from Underwriters Laboratories (UL), a globally renowned and independent safety science company.

 

Outlook

 

For Q2 2015, the Company expects its net revenues to be in the range of US$250 million to US$300 million, and gross margin to be in the range of 16% to 18%.

 

Conference Call Information

 

ReneSola's management will host an earnings conference call on June 2, 2015 at 8 am U.S. Eastern Time (8 pm Beijing/Hong Kong time).

 

U.S. / International: +1-866-519-4004

Hong Kong: +852-3018-6771

 

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

 

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A replay of the conference call may be accessed by phone at the following number until June 10, 2015:

 

International: +1-646-254-3697

Passcode: 49776591

 

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 green energy products. Leveraging its global presence and expansive OEM 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:

 

Ms. Juliet Yang

ReneSola Ltd

Tel: +86 (21) 6280-9180 ext. 105

Email: ir@renesola.com

 

Mr. Derek Mitchell

Ogilvy Financial, Beijing

Tel: +86 (10) 8520-6139

Email: sol@ogilvy.com

 

In the United States:

 

Ogilvy Financial

Tel: +1 (646) 867-1888

Email: sol@ogilvy.com

 

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 RENESOLA LTD

 Unaudited Consolidated Balance Sheet

 (US dollars in thousands)

 

    Mar 31,     Dec 31,     Mar 31,  
    2015     2014     2014  
ASSETS                        
Current assets:                        
Cash and cash equivalents     47,857       99,848       52,660  
Restricted cash     180,291       121,862       162,283  
Accounts receivable, net of allowances for doubtful accounts     133,462       125,743       206,771  
Inventories     268,546       357,361       375,655  
Advances to suppliers-current     50,629       27,494       8,699  
Amounts due from related parties     12       452       205  
Value added tax recoverable     29,261       30,514       29,359  
Prepaid income tax     1,108       1,247       2,307  
Prepaid expenses and other current assets     48,457       44,252       61,918  
Project assets     65,791       37,040       33,158  
Deferred convertible notes issue costs-current     414       661       784  
Derivative assets     1,839       1,688       63  
Deferred tax assets-current, net     3,568       11,368       1,557  
Total current assets     831,235       859,531       935,419  
                         
Property, plant and equipment, net     728,670       750,298       827,460  
Prepaid land use right     40,381       39,574       41,312  
Deferred tax assets-non-current, net     17,428       8,462       19,740  
Deferred convertible notes issue costs-non-current     -       138       745  
Advances for purchases of property, plant and equipment     954       1,756       2,430  
Advances to suppliers-non-current     -       -       5,627  
Other long-lived assets     8,360       9,249       2,316  
Total assets     1,627,028       1,669,008       1,835,049  
                         
LIABILITIES AND SHAREHOLDERS' EQUITY                        
                         
Current liabilities:                        
Convertible notes payable, current portion     62,850       -       -  
Short-term borrowings     681,707       654,675       653,295  
Accounts payable     478,559       461,499       536,067  
Advances from customers-current     53,109       84,412       65,929  
Amounts due to related parties     2,889       7,570       4,558  
Other current liabilities     118,794       126,623       142,642  
Income tax payable     124       123       2,345  
Derivative liabilities     22       -       1,026  
Warrant liability     1,733       1,890       8,295  
Total current liabilities     1,399,787       1,336,792       1,414,157  
                         
Convertible notes payable-non-current     -       94,599       111,616  
Long-term borrowings     41,342       43,452       70,561  
Advances from customers-non-current     1,191       936       7,105  
Warranty     34,298       31,778       23,546  
Deferred subsidies and other     24,988       25,347       54,375  
Other long-term liabilities     1,128       946       933  
Total liabilities     1,502,734       1,533,851       1,682,293  
                         
Shareholders' equity                        
Common shares     478,391       476,766       475,816  
Additional paid-in capital     6,882       7,512       6,549  
Accumulated losses     (448,230 )     (430,202 )     (411,159 )
Accumulated other comprehensive income     87,251       81,080       81,550  
Total equity attribute to ReneSola Ltd     124,294       135,156       152,756  
Noncontrolling interest     -       -       -  
Total  shareholders' equity     124,294       135,156       152,756  
                         
Total liabilities and shareholders' equity     1,627,028       1,669,008       1,835,049  

 

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RENESOLA LTD

Unaudited Consolidated Statements of Income

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

 

   Three Months Ended 
   Mar 31, 2015   Dec 31, 2014   Mar 31, 2014 
             
Net revenues   349,003    386,968    414,966 
Cost of revenues   (312,338)   (335,733)   (370,917)
Gross profit (loss)   36,665    51,235    44,049 
GP%   10.5%   13.2%   10.6%
                
Operating (expenses) income:               
Sales and marketing   (21,843)   (23,338)   (23,125)
General and administrative   (13,736)   (16,051)   (20,202)
Research and development   (13,418)   (13,571)   (11,757)
Other operating income, net   2,812    (440)   2,333 
Total operating expenses   (46,185)   (53,400)   (52,751)
                
Income (loss) from operations   (9,520)   (2,165)   (8,702)
                
Non-operating (expenses) income:               
Interest income   932    1,172    1,271 
Interest expense   (10,842)   (12,273)   (13,349)
Foreign exchange gain (loss)   (16,070)   (13,501)   1,481 
Gain (loss) on derivatives, net   4,501    4,359    (1,376)
Investment gain on disposal of subsidiaries   -    4,895    2,615 
Gains on repurchase of convertible bonds   11,648    7,048    - 
Fair value change of warrant liability   158    4,672    1,050 
                
Income (loss) before income tax, noncontrolling interests   (19,193)   (5,793)   (17,010)
                
Income tax (expense) benefit   1,165    (2,262)   2,419 
Net income (loss)   (18,028)   (8,055)   (14,591)
                
Less: Net income (loss) attributed to noncontrolling interests   -    -    (4)
Net income (loss) attributed to holders of ordinary shares   (18,028)   (8,055)   (14,587)
                
                
Earnings per share               
Basic   (0.09)   (0.04)   (0.07)
Diluted   (0.09)   (0.04)   (0.07)
                
Earnings per ADS               
Basic   (0.18)   (0.08)   (0.14)
Diluted   (0.18)   (0.08)   (0.14)
                
Weighted average number of shares used in computing earnings per share               
Basic   203,918,702    203,777,464    203,367,464 
Diluted   203,918,702    203,777,464    203,367,464 

 

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RENESOLA LTD

Unaudited Condensed Consolidated Statement of Comprehensive Income

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

 

   Three Months Ended 
   Mar 31, 2015   Dec 31, 2014   Mar 31, 2014 
             
Net income (loss)   (18,028)   (18,028)   (14,591)
Other comprehensive income (loss)               
Foreign exchange translation adjustment   6,171    (3,872)   (2,064)
Other comprehensive income (loss)   6,171    (3,872)   (2,064)
                
Comprehensive income (loss)   (11,857)   (21,900)   (16,655)
Less: comprehensive loss attributable to non-controlling interest   -    -    (4)
Comprehensive income (loss) attributable to Renesola   (11,857)   (21,900)   (16,651)

 

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RENESOLA LTD

Unaudited Consolidated Statements of Cash Flow

(US dollar in thousands)

 

    Three Months Ended  
    Mar 31, 2015     Mar 31, 2014  
             
Cash flow from operating activities:                
Net loss     (18,028 )     (14,591 )
Adjustment to reconcile net loss to net cash provided by (used in) operating activity:                
Inventory write-down     331       816  
Depreciation and amortization     22,430       28,449  
Amortization of deferred convertible bond issuances costs and premium     387       196  
Allowance of doubtful receivables and advance to suppliers     383       3,627  
Loss (gain) on derivatives     (4,501 )     1,376  
Fair value change of warrant liability     (158 )     (1,050 )
Share-based compensation     425       600  
Loss on disposal of long-lived assets     (493 )     440  
Gain on disposal of land use right     -       (411 )
Gain on disposal of subsidiaries     -       (2,615 )
Gain on CB repurchase     (11,648 )     -  
                 
Changes in assets and liabilities:                
Accounts receivables     (6,921 )     24,479  
Inventories     52,526       (21,772 )
Project assets     (2,098 )     886  
Advances to suppliers     (23,833 )     5,319  
Amounts due from related parties     (170 )     (4,297 )
Value added tax recoverable     473       44  
Prepaid expenses and other current assets     (2,245 )     949  
Prepaid land use rights     (742 )     1,324  
Accounts payable     21,510       (106,786 )
Advances from customers     (27,133 )     (32,973 )
Income tax payable     99       (2,654 )
Other  current liabilities     (9,510 )     9,902  
Other long-term liabilities     (380 )     (3,049 )
Other long-term assets     (239 )     -  
Accrued warranty cost     2,520       2,367  
Deferred taxes assets     (2,011 )     (2,829 )
Net cash provided by (used in) operating activities     (9,026 )     (112,253 )
                 
Cash flow from investing activities:                
Purchases of property, plant and equipment     (387 )     (35,876 )
Advances for purchases of property, plant and equipment     (1,241 )     (1,188 )
Cash received from government subsidy     -       12,010  
Proceeds from disposal of property, plant and equipment     23       27  
Changes in restricted cash     (58,197 )     94,775  
Net cash received (paid) on settlement of  derivatives     4,371       (371 )
Proceeds from disposal of subsidiaries     -       14,765  
Net cash provided by (used in) investing activities     (55,431 )     84,142  
                 
Cash flow from financing activities:                
Proceeds from bank borrowings     265,599       249,143  
Repayment of related party     (4,072 )     -  
Repayment of bank borrowings     (236,907 )     (249,960 )
Proceeds from exercise of stock options     1,625       -  
Paid for CB repurchase     (20,059 )     -  
Net cash provided  by (used in) financing activities     6,186       (817 )
                 
Effect of exchange rate changes     6,280       (5,185 )
                 
Net increase (decrease) in cash and cash equivalents     (51,991 )     (34,113 )
Cash and cash equivalents, beginning of year     99,848       86,773  
Cash and cash equivalents, end of year     47,857       52,660  

  

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