UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 29, 2015
FIRST SOLAR, INC.
(Exact name of registrant as specified in its charter)
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| | | | |
Delaware (State or other jurisdiction of incorporation) | | 001-33156 (Commission File Number) | | 20-4623678 (I.R.S. Employer Identification No.) |
350 West Washington Street
Suite 600
Tempe, Arizona 85281
(Address of principal executive offices, including zip code)
(602) 414-9300
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition
On October 29, 2015, First Solar, Inc. is issuing a press release and holding a conference call regarding its preliminary financial results for the third quarter ended September 30, 2015. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.
The information in this Form 8-K and in Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liability of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
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| | |
Exhibit Number | | Description |
99.1 | | Press Release of First Solar, Inc. dated October 29, 2015 |
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 hereunto duly authorized.
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| | | |
| FIRST SOLAR, INC. |
| | | |
Dated: October 29, 2015 | By: | | /s/ PAUL KALETA |
| Name: | | Paul Kaleta |
| Title: | | Executive Vice President and General Counsel |
EXHIBIT 99.1
First Solar, Inc. Announces Preliminary Third Quarter 2015 Financial Results
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• | Record Quarterly Net sales of $1.3 billion |
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• | Preliminary Quarterly GAAP earnings per fully diluted share of $3.38 |
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• | Cash and marketable securities of $1.8 billion, net cash of $1.5 billion |
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• | Raise preliminary 2015 EPS guidance to $4.30 to $4.50 |
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• | Record 1.7GWdc of new bookings; Record annual bookings of 3.1GWdc year-to-date |
TEMPE, Ariz., Oct 29, 2015 - First Solar, Inc. (Nasdaq: FSLR) today announced preliminary financial results for the third quarter of 2015. The Company expects to release complete condensed consolidated financial results and file its Quarterly Report on Form 10-Q on or prior to November 9th, 2015.
The Company is issuing preliminary results while it completes its analysis of a discrete income tax matter related to a foreign jurisdiction. The Company believes that based on its preliminary analysis, the tax matter could have an adverse financial impact of up to $40 million. Preliminary results are being issued pending the determination of the financial impact of this matter, if any.
Preliminary Financial Results
Net sales were $1.3 billion in the quarter, an increase of $375 million from the second quarter of 2015. The increase in net sales from the prior quarter resulted primarily from initial revenue recognition on the sale of a majority interest in the partially constructed Desert Stateline project. In addition revenue increased due to higher third party module sales and an increase in systems revenue across multiple projects.
The Company reported preliminary third quarter GAAP earnings per fully diluted share of $3.38, compared to $0.93 in the prior quarter. The sequential increase in net income was due to higher gross margins associated with the majority sale of the Desert Stateline project, improvements in systems project costs and a decrease in our module collection and recycling obligation, which reduced cost of sales by $70 million and operating expenses by $10 million.
Cash and marketable securities at the end of the third quarter were approximately $1.8 billion, an increase of approximately $34 million compared to the prior quarter. Cash flows from operations were $21 million in the third quarter. The increase in cash and marketable securities during the quarter was primarily due to cash received related to the majority sale of the Desert Stateline project, partially offset by continued project construction on balance sheet.
“We had tremendous execution in the third quarter from both a financial and bookings perspective” said Jim Hughes, CEO of First Solar. “We have now exceeded our book-to-bill target for the year, booked over 1GWdc of volume with deliveries after 2016, achieved strong quarterly earnings and have significantly raised our full year earnings guidance. We remain confident in our long term strategy and our ability to execute successfully.”
The Company also provided preliminary updated guidance for 2015. The following guidance is preliminary pending the determination of the financial impact of the tax matter discussed previously.
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| | |
2015 Guidance Update | Prior | Current |
Net Sales | $3.5B to $3.6B | Unchanged |
Gross Margin %1 | 21% to 22% | 24% to 25% |
Operating Expenses1 | $415M to $425M | $395 to $405 |
Operating Income1 | $330M to $370M | $450M to $490M |
Effective Tax Rate4 | 2% to 5% | 4% to 6% |
Earnings per Share1,4 | $3.30 to $3.60 | $4.30 to $4.50 |
Net Cash Balance2,4 | $1.2B to $1.4B | $1.3B to $1.4B |
Capital Expenditures | $175M to $200M | Unchanged |
Working Capital3 | $1.1B to $1.3B | $1.1B to $1.2B |
Shipments | 2.8GW to 2.9GW | Unchanged |
| |
1. | Includes $80M benefit ($70M Gross Margin, $10M Opex) for a reduction in EOL obligation. EPS impact is $0.60 |
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2. | Cash & Marketable securities less debt at end of 2015 |
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3. | Expected increase in working capital from December 31, 2014 |
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4. | Excludes impact of up to $40 million related to pending tax matter |
First Solar has scheduled a conference call for today, October 29, 2015 at 4:30 p.m. ET to discuss this announcement. A live webcast of this conference call is available at http://investor.firstsolar.com/events.cfm.
An audio replay of the conference call will also be available approximately two hours after the conclusion of the call. The audio replay will remain available until Thursday, November 5, 2015 at 7:30 p.m. ET and can be accessed by dialing 888-203-1112 if you are calling from within the United States or 719-457-0820 if you are calling from outside the United States and entering the replay pass code 3562138. A replay of the webcast will be available on the Investors section of the Company’s website approximately two hours after the conclusion of the call and remain available for approximately 90 calendar days.
About First Solar, Inc.
First Solar is a leading global provider of comprehensive photovoltaic (PV) solar systems which use its advanced module and system technology. The Company's integrated power plant solutions deliver an economically attractive alternative to fossil-fuel electricity generation today. From raw material sourcing through end-of-life module recycling, First Solar's renewable energy systems protect and enhance the environment. For more information about First Solar, please visit www.firstsolar.com.
For First Solar Investors
This release contains forward-looking statements which are made pursuant to safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements, among other things, concerning: effects on our financial statements and guidance resulting from the pending tax matter described in this release, including our assessment of the likelihood and amount of penalties that may be imposed on us (which penalties, if any, could cause the estimated financial impact to be significantly greater than the estimate provided in this release); our business strategy, including anticipated trends and developments in and management plans for our business and the markets in which we operate; future financial results, operating results, revenues, gross margin, operating expenses, products, projected costs (including estimated future module collection and recycling costs), warranties, solar module efficiency and balance of systems cost reduction roadmaps, restructuring, product reliability, investments in unconsolidated affiliates and capital expenditures; our ability to continue to reduce the cost per watt of our solar modules; our ability to reduce the costs to construct PV solar power systems; research and development programs and our ability to improve the conversion efficiency of our solar modules; sales and marketing initiatives; and competition. These forward-looking statements are often characterized by the use of words such as "estimate," "expect," "anticipate,"
"project," "plan," "intend," "believe," "forecast," "foresee," "likely," "may," "should," "goal," "target," "might," "will," "could," "predict," "continue" and the negative or plural of these words and other comparable terminology. Forward-looking statements are only predictions based on our current expectations and our projections about future events. You should not place undue reliance on these forward-looking statements. We undertake no obligation to update any of these forward-looking statements for any reason. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to differ materially from those expressed or implied by these statements. These factors include, but are not limited to, the matters discussed in Item 1A: "Risk Factors," of our most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other reports filed with the SEC.
Contacts
First Solar Investors
Steve Haymore
+1 602 414-9315
stephen.haymore@firstsolar.com
First Solar Media
Steve Krum
+1 602-427-3359
steve.krum@firstsolar.com
FIRST SOLAR, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
(Unaudited)
|
| | | | | | | | |
PRELIMINARY | | September 30,
2015 | | December 31,
2014 |
ASSETS | | | | |
Current assets: | | | | |
Cash and cash equivalents | | $ | 1,189,703 |
| | $ | 1,482,054 |
|
Marketable securities | | 619,814 |
| | 509,032 |
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Accounts receivable trade, net | | 328,927 |
| | 135,434 |
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Accounts receivable, unbilled and retainage | | 241,119 |
| | 76,971 |
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Inventories | | 379,183 |
| | 505,088 |
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Balance of systems parts | | 104,392 |
| | 125,083 |
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Deferred project costs | | 98,421 |
| | 29,354 |
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Deferred tax assets, net | | 78,092 |
| | 91,565 |
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Notes receivable, affiliate | | 1,279 |
| | 12,487 |
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Prepaid expenses and other current assets | | 210,399 |
| | 202,151 |
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Total current assets | | 3,251,329 |
| | 3,169,219 |
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Property, plant and equipment, net | | 1,330,054 |
| | 1,419,988 |
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PV solar power systems, net | | 93,420 |
| | 46,393 |
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Project assets and deferred project costs | | 1,030,436 |
| | 810,348 |
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Deferred tax assets, net | | 264,200 |
| | 222,326 |
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Restricted cash and investments | | 403,160 |
| | 407,053 |
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Investments in unconsolidated affiliates and joint ventures | | 299,103 |
| | 255,029 |
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Goodwill | | 84,985 |
| | 84,985 |
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Other intangibles, net | | 112,470 |
| | 119,236 |
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Inventories | | 108,558 |
| | 115,617 |
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Notes receivable, affiliates | | 17,754 |
| | 9,127 |
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Other assets | | 65,173 |
| | 61,670 |
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Total assets | | $ | 7,060,642 |
| | $ | 6,720,991 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | |
Current liabilities: | | | | |
Accounts payable | | $ | 303,593 |
| | $ | 214,656 |
|
Income taxes payable | | 2,028 |
| | 1,727 |
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Accrued expenses | | 412,167 |
| | 388,156 |
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Current portion of long-term debt | | 34,082 |
| | 51,399 |
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Billings in excess of costs and estimated earnings | | 74,102 |
| | 195,346 |
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Payments and billings for deferred project costs | | 22,699 |
| | 60,591 |
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Other current liabilities | | 43,035 |
| | 88,702 |
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Total current liabilities | | 891,706 |
| | 1,000,577 |
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Accrued solar module collection and recycling liability | | 164,304 |
| | 246,307 |
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Long-term debt | | 251,395 |
| | 162,074 |
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Other liabilities | | 332,392 |
| | 284,546 |
|
Total liabilities | | 1,639,797 |
| | 1,693,504 |
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Commitments and contingencies | | | | |
Stockholders’ equity: | | | | |
Common stock, $0.001 par value per share; 500,000,000 shares authorized; 100,919,021 and 100,288,942 shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively | | 101 |
| | 100 |
|
Additional paid-in capital | | 2,734,161 |
| | 2,697,558 |
|
Accumulated earnings | | 2,658,092 |
| | 2,279,689 |
|
Accumulated other comprehensive income | | 28,491 |
| | 50,140 |
|
Total stockholders’ equity | | 5,420,845 |
| | 5,027,487 |
|
Total liabilities and stockholders’ equity | | $ | 7,060,642 |
| | $ | 6,720,991 |
|
FIRST SOLAR, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)
|
| | | | | | | | | | | | | | | | |
| | Three Months Ended
September 30, | | Nine Months Ended
September 30, |
PRELIMINARY | | 2015 | | 2014 | | 2015 | | 2014 |
Net sales | | $ | 1,271,245 |
| | $ | 889,310 |
| | $ | 2,636,671 |
| | $ | 2,383,821 |
|
Cost of sales | | 786,880 |
| | 700,023 |
| | 1,948,842 |
| | 1,865,098 |
|
Gross profit | | 484,365 |
| | 189,287 |
| | 687,829 |
| | 518,723 |
|
Operating expenses: | | | | | | | | |
Research and development | | 29,630 |
| | 37,593 |
| | 93,865 |
| | 109,025 |
|
Selling, general and administrative | | 53,716 |
| | 66,528 |
| | 192,305 |
| | 182,859 |
|
Production start-up | | 3,198 |
| | 1,406 |
| | 16,818 |
| | 1,897 |
|
Total operating expenses | | 86,544 |
| | 105,527 |
| | 302,988 |
| | 293,781 |
|
Operating income | | 397,821 |
| | 83,760 |
| | 384,841 |
| | 224,942 |
|
Foreign currency (loss) gain, net | | (3,726 | ) | | 169 |
| | (7,674 | ) | | (389 | ) |
Interest income | | 5,322 |
| | 4,297 |
| | 16,444 |
| | 13,151 |
|
Interest expense, net | | (1,775 | ) | | (89 | ) | | (2,795 | ) | | (1,429 | ) |
Other expense, net | | (1,678 | ) | | (2,476 | ) | | (3,729 | ) | | (5,416 | ) |
Income before taxes and equity in earnings of unconsolidated affiliates | | 395,964 |
| | 85,661 |
| | 387,087 |
| | 230,859 |
|
Income tax (expense) benefit | | (49,644 | ) | | 7,108 |
| | (10,324 | ) | | (19,579 | ) |
Equity in earnings of unconsolidated affiliates, net of tax | | (115 | ) | | (4,345 | ) | | 1,640 |
| | (6,321 | ) |
Net income | | $ | 346,205 |
| | $ | 88,424 |
| | $ | 378,403 |
| | $ | 204,959 |
|
Net income per share: | | | | | | | | |
Basic | | $ | 3.43 |
| | $ | 0.88 |
| | $ | 3.76 |
| | $ | 2.05 |
|
Diluted | | $ | 3.38 |
| | $ | 0.87 |
| | $ | 3.72 |
| | $ | 2.02 |
|
Weighted-average number of shares used in per share calculations: | | | | | | | | |
Basic | | 100,906 |
| | 100,197 |
| | 100,713 |
| | 99,981 |
|
Diluted | | 102,299 |
| | 101,415 |
| | 101,845 |
| | 101,686 |
|
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