UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of September
2015
Commission File Number:
001-33433
CHINA SUNERGY CO., LTD.
No. 123 Focheng West Road
Jiangning Economic & Technical Development Zone
Nanjing, Jiangsu 211100, People’s Republic of China
(86 25) 5276 6666
(Address of principal executive offices)
Indicate by check mark whether the registrant
files or will file annual reports under cover 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):_________________________
Indicate by check mark whether by furnishing
the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to
Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No
x
If "Yes" is marked, indicate
below the file number assigned to the registrant in connection with Rule 12g3-2(b):
82- N/A
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.
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China Sunergy Co., Ltd. |
| |
|
|
| |
By: |
/s/ Tingxiu Lu |
| |
Name: |
Tingxiu Lu |
| |
Title: |
Chairman and Chief Executive Officer |
Date: September 28, 2015
Exhibit Index
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Page |
| Exhibit 99.1 – Press Release |
4 |
Exhibit 99.1
China Sunergy Announces First Quarter
2015 Financial Results
NANJING,
China, September 28, 2015 - China Sunergy Co., Ltd. (NASDAQ: CSUN) (“China Sunergy” or “the
Company”), a specialized solar cell and module manufacturer, today announced
its financial results for the first quarter ended March 31, 2015.
First Quarter 2015 Financial Highlights
| · | Total revenue was US$91.5 million, a decrease of 27.8% from US$126.7 million in the fourth
quarter of 2014. The revenue for self-branded products totaled US$84.3 million and the revenue for the products processed under
the OEM arrangement was US$6.6 million. |
| · | Shipments totaled 191.9 MW, a decrease of 37.2% (113.5MW) from 305.4 MW in the fourth quarter
of 2014. Module shipments, including module processed under OEM arrangement of 30.6 MW, were 161.6 MW. Cell shipments, including
cell processed under OEM arrangements of 0.4 MW, were 30.3 MW. |
| · | Average selling price (“ASP”) for the Company’s solar modules, excluding
those processed under OEM arrangements, was US$0.58 per watt, US$0.01 lower than US$0.59 per watt in the fourth quarter of 2014. |
| · | Gross profit was US$10.3 million and gross margin was 11.3%, compared with gross profit
of US$5.2 million on gross margin of 4.1% in the fourth quarter of 2014. |
| · | Net loss attributable to ordinary shareholders was US$12.2 million, compared with US$10.0
million in the fourth quarter of 2014. |
| · | Net loss attributable to ordinary shareholders per ADS was US$0.82, compared with US$0.67
in the fourth quarter of 2014. |
| · | Cash,
cash equivalents and restricted cash
totaled US$179.8 million, as of March 31, 2015. |
First Quarter 2015 Financial Review
Total Revenue and Shipments
For the first quarter of 2015, total revenue
was US$91.5 million, compared with US$126.7 million in the fourth quarter of 2014. The decrease in revenue was mainly due to lower
total shipments in both cells and modules during the quarter. Revenue from the Company’s self-brand modules and cells business
totaled US$84.3 million or 92.1% of the total revenue, while revenue from the modules and cells processed under OEM arrangements,
was US$6.6 million, or for 7.2% of total revenue.
Total shipments for the first quarter of
2015 were 191.9 MW, a decrease of 37.2% from 305.4MW in the previous quarter. The decrease in total shipments was primarily due
to the lower shipments to Chinese and European market as compared with prior quarter. Total module shipments, including module
processed under OEM arrangement of 30.6 MW, were 161.6 MW for the first quarter of 2015. Total cell shipments, including cell processed
under OEM arrangements of 0.4 MW, were 30.3MW for the first quarter of 2015.
Asia continued to be the largest market
for the Company, accounting for 78.3% of total revenue in the first quarter of 2015, of which 32.6%, 21.8%, and 23% of total revenue
were generated from China, Japan and India, respectively. Sales to European and North American markets represented 12.1% and 10%
of total revenue in the first quarter of 2015, respectively.
ASP
ASP for the Company’s self-branded
modules for the first quarter was US$0.58 per watt, as compared to US$0.59 per watt in the previous quarter. ASP for the Company's
self-branded cells during the first quarter of 2015 was US$0.27 per watt, compared with $0.31 per watt in the previous quarter.
The decrease in ASP for self-branded cells was mainly resulted from the weak market condition and the Company’s disposal
of some lower conversion rate cells.
Wafer and Conversion Costs
Blended wafer costs in the first quarter
of 2015 were US$0.22 per watt, unchanged from the previous quarter. Conversion costs of cells and modules manufactured in the first
quarter of 2015 were US$0.13 and US$0.18 per watt, respectively, compared with US$0.12 and US$0.18 per watt, respectively, in the
previous quarter. The one-cent increase in the conversion costs of cells was primarily due to the lower shipments for this quarter.
Gross Profit and Gross Margin
Gross profit for the first quarter of 2015
was US$10.3 million on gross margin of 11.3%, compared to gross profit of US$5.2 million on gross margin of 4.1% for the fourth
quarter of 2014. The increase in gross profit and gross margin was primarily due to higher shipments of self-branded modules and
lower material costs. During the quarter, the sales revenue derived from self-branded modules accounted for 83.4% of total revenue
as compared to 72.9% in the fourth quarter of 2014.
Operating Expenses, Operating Income
(Loss) and Net Loss
Operating expenses decreased 40.0% to US$4.8
million in the first quarter of 2015, from US$8.0 million in the fourth quarter of 2014.The sequential decrease in operating expenses
was primarily due to the decrease in selling expenses, general and administration expenses, and research and development expenses.
During the first quarter of 2015, selling expenses were US$2.7 million, a decrease of US$1.3 million as compared to previous quarter.
The decrease was mainly due to lower shipping costs as a result of lower total shipments. General and administration expenses were
US$1.4 million during the first quarter of 2015, decreased by US$1.4 million as compared to US$2.8 million in the fourth quarter
of 2014. The reduction was attributable to the decrease in depreciation expenses and insurance expenses. Research and development
expenses were US$0.7 million, decreased by US$0.5 million compared with US$1.2 million in the fourth quarter of 2014, and the decrease
in research and development expenses was primarily due to the reduction in the R&D-related material expenses.
Income from operations was US$5.5 million
in the first quarter of 2015, compared with loss from operations of US$2.8 million in the fourth quarter of 2014. In addition,
the Company had other expense of US$14.3 million, which was primarily due to the foreign exchange loss incurred from the depreciation
of RMB against US dollar, Euro against US dollar and Turkish Lila against US dollar. During the quarter, the foreign exchange loss
resulted from the Company’s Turkey based plant was approximately US$4.3 million. Also, there was approximately US$10.5 million
of foreign exchange loss contributed by the Company’s plants in mainland China.
Correspondingly, net loss attributable
to ordinary shareholders was US$12.2 million in the first quarter of 2015, compared with US$10.0 million in the previous quarter.
Amount Due from/to Related Parties
Amount due from related parties totaled
US$89.4 million as of March 31, 2015, an increase of US$1.4 million compared to US$88.0 million as of December 31, 2014. Amount
due to related parties totaled US$7.1 million as of March 31, 2015, a decrease of US$2.0 million compared to US$9.1 million as
of December 31, 2014.
Inventory
Inventories at the end of the first quarter
of 2015 totaled US$80.4 million, an increase of US$27.5 million from US$52.9 at the end of December 31, 2014, which is mainly due
to lower shipment during the quarter.
Cash Position
As of March 31, 2015, the Company had cash
and cash equivalents of US$32.4 million, and restricted cash of US$147.4 million.
About China Sunergy Co., Ltd.
China Sunergy Co., Ltd. (NASDAQ:CSUN) designs,
manufactures and delivers high efficiency solar cells and modules to the world from its production centers based in China and Turkey.
China Sunergy also invests in high potential solar projects. Founded in 2004, China Sunergy is well known for its advanced solar
cell technology, reliable product quality, and excellent customer service.
For more information, please visit http://www.csun-solar.com.
Contact Information:
China Sunergy Co., Ltd.
ZhuoWang
Phone: + 86 25 5276 6696
Email: IR@chinasunergy.com
Safe Harbor Statement
This announcement may contain forward-looking
statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements
other than statements of historical facts in this announcement are forward-looking statements. These forward-looking statements
are based on current expectations, assumptions, estimates and projections about the Company and the industry, and involve known
and unknown risks and uncertainties, including but not limited to, the Company's failure to maintain its listing qualification
due to, among other things, volatility in the Company's ADS price; the Company's ability to raise additional capital or renew existing
bank borrowings as they become due to finance the Company's activities; the Company's customers' financial condition and creditworthiness,
and their ability to settle accounts receivables; the effectiveness, profitability, and the marketability of its products; litigations
and other legal proceedings, including any decisions by the US International Trade Committee and Department of Commerce on the
petitions filed; the economic slowdown in China and elsewhere and its impact on the Company's operations; demand for and selling
prices of the Company's products, execution of our strategy to expand into downstream solar power businesses, the future trading
of the common stock of the Company; the ability of the Company to operate as a public company; the Company’s ability in maintaining
its liquidity; the period of time for which its current liquidity will enable the Company to fund its operations; the Company's
ability to protect its proprietary information; general economic and business conditions; the volatility of the Company's operating
results and financial condition; the Company's ability to attract or retain qualified senior management personnel and research
and development staff; future shortage or availability of the supply of raw materials; impact on cost-competitiveness as a result
of entering into long-term arrangements with raw material suppliers and other risks detailed in the Company's filings with the
Securities and Exchange Commission. The Company undertakes no obligation to update forward-looking statements to reflect subsequent
occurring events or circumstances, or to changes in its expectations, except as may be required by law. Although the Company believes
that the expectations expressed in these forward looking statements are reasonable, it cannot assure you that its expectations
will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results.
The
following financial information is extracted from the Company’s condensed consolidated financial statements for the respective
periods.
China Sunergy Co., Ltd.
Unaudited Condensed Consolidated Income
Statement Information
(In US$'000, except
ADS and per ADS data)
| | |
For the 3 months ended | |
| | |
Mar 31, 2015 | | |
Dec 31, 2014 | | |
Mar 31, 2014 | |
| | |
| | |
| | |
| |
| Total sales | |
| 91,469 | | |
| 126,651 | | |
| 62,744 | |
| Cost of goods sold | |
| (81,146 | ) | |
| (121,444 | ) | |
| (60,432 | ) |
| Gross profit | |
| 10,323 | | |
| 5,207 | | |
| 2,312 | |
| Operating expenses: | |
| | | |
| | | |
| | |
| Selling expenses | |
| (2,717 | ) | |
| (4,011 | ) | |
| (3,209 | ) |
| General and administrative expenses | |
| (1,386 | ) | |
| (2,788 | ) | |
| (6,398 | ) |
| Research and development expenses | |
| (738 | ) | |
| (1,232 | ) | |
| (515 | ) |
| Total operating expenses | |
| (4,841 | ) | |
| (8,031 | ) | |
| (10,122 | ) |
| Income(loss) from operations | |
| 5,482 | | |
| (2,824 | ) | |
| (7,810 | ) |
| Interest expense | |
| (6,338 | ) | |
| (6,854 | ) | |
| (6,811 | ) |
| Interest income | |
| 1,500 | | |
| 1,208 | | |
| 1,252 | |
| Other income/(expenses), net | |
| (14,319 | ) | |
| (2,061 | ) | |
| (1,244 | ) |
| Income(loss) before income tax | |
| (13,675 | ) | |
| (10,531 | ) | |
| (14,613 | ) |
| Income tax benefit(expense) | |
| 819 | | |
| 445 | | |
| (119 | ) |
| Net income(loss) | |
| (12,856 | ) | |
| (10,086 | ) | |
| (14,732 | ) |
| Less: non-controlling interest | |
| (653 | ) | |
| (88 | ) | |
| 1 | |
| | |
| | | |
| | | |
| | |
| Net income (loss) attributable to ordinary shareholders | |
| (12,203 | ) | |
| (9,998 | ) | |
| (14,733 | ) |
| | |
| | | |
| | | |
| | |
| Net income (loss) attributable to ordinary shareholders per ADS | |
| | | |
| | | |
| | |
| Basic | |
| ($0.82 | ) | |
| ($0.67 | ) | |
| ($0.99 | ) |
| Diluted | |
| ($0.82 | ) | |
| ($0.67 | ) | |
| ($0.99 | ) |
| | |
| | | |
| | | |
| | |
| Weighted average ADS outstanding | |
| | | |
| | | |
| | |
| Basic | |
| 14,849,292 | | |
| 14,849,292 | | |
| 14,849,292 | |
| Diluted | |
| 14,849,292 | | |
| 14,849,292 | | |
| 14,849,292 | |
China Sunergy Co., Ltd
Unaudited Condensed Consolidated Balance
Sheet Information
(In US$'000)
| | |
Mar 31, 2015 | | |
Dec 31, 2014 | | |
Mar 31, 2014 | |
| Assets | |
| | | |
| | | |
| | |
| Current Assets | |
| | | |
| | | |
| | |
| Cash and cash equivalents | |
| 32,421 | | |
| 42,079 | | |
| 30,132 | |
| Restricted cash | |
| 147,400 | | |
| 179,396 | | |
| 200,267 | |
| Accounts receivable, net | |
| 61,028 | | |
| 60,322 | | |
| 68,795 | |
| Other receivable, net | |
| 22,647 | | |
| 19,310 | | |
| 27,762 | |
| Project assets | |
| - | | |
| 8,222 | | |
| 10,343 | |
| Inventories, net | |
| 80,375 | | |
| 52,883 | | |
| 64,094 | |
| Advance to suppliers, net | |
| 7,401 | | |
| 5,882 | | |
| 6,411 | |
| Amount due from related parties | |
| 89,373 | | |
| 88,048 | | |
| 67,549 | |
| Current deferred tax assets | |
| 1,554 | | |
| 2,076 | | |
| 1,735 | |
| Assets held for sale | |
| - | | |
| - | | |
| 28,904 | |
Total current assets | |
| 442,199 | | |
| 458,218 | | |
| 505,992 | |
| Property, plant and equipment, net | |
| 216,913 | | |
| 226,800 | | |
| 228,768 | |
| Prepaid land use rights | |
| 23,230 | | |
| 23,374 | | |
| 23,803 | |
| Deferred tax assets | |
| 9,698 | | |
| 7,492 | | |
| 7,831 | |
| Long-term investment | |
| 1 | | |
| 1 | | |
| - | |
| Other long-term assets | |
| 5,022 | | |
| 5,007 | | |
| 5,410 | |
| Total assets | |
| 697,063 | | |
| 720,892 | | |
| 771,804 | |
| | |
| | | |
| | | |
| | |
| Liabilities and equity | |
| | | |
| | | |
| | |
| Current liabilities | |
| | | |
| | | |
| | |
| Short-term bank borrowings | |
| 341,447 | | |
| 377,205 | | |
| 365,414 | |
| Accounts payable | |
| 122,015 | | |
| 90,162 | | |
| 86,032 | |
| Notes payable | |
| 9,384 | | |
| 13,281 | | |
| 27,779 | |
| Accrued expenses and other current liabilities | |
| 21,948 | | |
| 18,315 | | |
| 17,858 | |
| Income tax payable | |
| 4,257 | | |
| 3,445 | | |
| 3,718 | |
| Amount due to related parties | |
| 7,077 | | |
| 9,121 | | |
| 32,988 | |
| Liability held for sale | |
| - | | |
| - | | |
| 44 | |
| Current deferred tax liability | |
| - | | |
| - | | |
| 7 | |
| Total current liabilities | |
| 506,128 | | |
| 511,529 | | |
| 533,840 | |
| Long-term debt | |
| 272,092 | | |
| 272,348 | | |
| 265,340 | |
| Long-term payables | |
| - | | |
| 367 | | |
| 838 | |
| Accrued warranty costs | |
| 22,795 | | |
| 22,418 | | |
| 20,244 | |
| Other liabilities | |
| 14,610 | | |
| 14,721 | | |
| 10,308 | |
| Total liabilities | |
| 815,625 | | |
| 821,383 | | |
| 830,570 | |
| | |
| | | |
| | | |
| | |
| Equity: | |
| | | |
| | | |
| | |
| Ordinary shares: par value $0.0001; 463,247,600 shares authorized, 267,287,253 shares issued and outstanding as of December 31, 2013 and 240,701,253 issued and outstanding as of September 30, 2014 and December 31, 2014 | |
| 24 | | |
| 24 | | |
| 24 | |
| Additional paid-in capital | |
| 185,367 | | |
| 185,367 | | |
| 185,367 | |
| Treasury shares (at par value) | |
| 3 | | |
| 3 | | |
| 3 | |
| Accumulated profit(deficit) | |
| (333,496 | ) | |
| (321,293 | ) | |
| (279,929 | ) |
| Accumulated other comprehensive income | |
| 30,548 | | |
| 35,909 | | |
| 36,414 | |
| Total equity attributable to China Sunergy Co. Ltd. | |
| (117,554 | ) | |
| (99,990 | ) | |
| (58,121 | ) |
| Non-controlling interests | |
| (1,008 | ) | |
| (501 | ) | |
| (645 | ) |
| Total equity | |
| (118,562 | ) | |
| (100,491 | ) | |
| (58,766 | ) |
| Total liabilities and equity | |
| 697,063 | | |
| 720,892 | | |
| 771,804 | |