CANADIAN SOLAR INC.
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of November 2007
Commission File Number: 001-33107
CANADIAN SOLAR INC.
Xin Zhuang Industry Park,
Changshu, Suzhou
Jiangsu 215562
Peoples Republic of China
(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 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
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 o No þ
If Yes is marked, indicate below the file number assigned to the registrant in connection with
Rule 12g3-2(b):
82- N/A
CANADIAN SOLAR INC.
Form 6-K
TABLE OF CONTENTS
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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CANADIAN SOLAR INC.
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By: |
/s/ Bing Zhu
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Name: |
Bing Zhu |
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Title: |
Chief Financial Officer |
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Date:
November 15, 2007
EX-99.1 PRESS RELEASE
Exhibit 99.1
Canadian Solar Reports Third Quarter 2007 Results
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Q3 net revenues of $97.4 million, a 61% increase over Q2 net
revenues of $60.4 million |
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Q3 earnings per diluted share of $0.02 compared to Q2 loss per
diluted share of $0.11 |
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Full year 2007 net revenue guidance increased to $285-$295 million
from previous guidance of $255-$265 million |
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Full year 2008 net revenue expected to be $650-$750 million and
shipments expected to be 200-220MW |
Jiangsu, China, November 14, 2007 Canadian Solar Inc. (the Company, CSI, or we) (NASDAQ:
CSIQ) today reported its preliminary unaudited US GAAP financial information for the third quarter
of 2007 ended September 30, 2007.
Net revenues for the quarter were $97.4 million, including $3.8 million of silicon material sales,
compared to net revenues of $17.8 million for the third quarter of 2006 and $60.4 million for the
second quarter of 2007. Net revenues for the second quarter of 2007 included $2.7 million of
silicon material sales. Net income for the quarter was $0.5 million, or $0.02 per diluted share,
compared to net income of $0.24 million, or $0.01 per diluted share, for the third quarter of 2006
and net loss of $2.9 million, or $0.11 per diluted share, for the second quarter of 2007.
Excluding share-based compensation expenses of $2.4 million, non-GAAP net income for the quarter
would have been $3.0 million, or $0.11 per diluted share.
Dr. Shawn Qu, Chairman and CEO of CSI, commented: Q3 was another strong quarter for us as we
achieved revenues above our guidance for the second quarter in a row. Our return to profitability
was achieved through continued sales momentum, improved production yields, better inventory
controls, improved cash management and stable pricing. As a result, we were able to increase our
product shipments and improve our profit margins as forecast despite modest price increases in
materials from some suppliers. Our second 25MW solar cell manufacturing line is now operating at
full production capacity. In addition, we have completed the installation of our third and fourth
lines, and expect to bring our total internal solar cell manufacturing capacity to 100MW starting
next month. During the quarter, we also added new members to our Board of Directors and expanded
our executive management team to help manage the next phase of our growth. Our strengthened supply
situation and execution have led to increased confidence in our forecasts for revenue growth and
margin improvement in Q4 and 2008.
Bing Zhu, CFO of CSI, noted: As expected, our gross margins improved in Q3 due to the combination
of continued sales growth and effective cost controls, as well as our increased in-house solar cell
manufacturing capability. Our current progress in Q4 gives us confidence that we will be able to
continue our pace of growth and profitability improvement in 2008.
Page 1
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Revenue by Geography (US $ thousands) |
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Q307 |
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Q207 |
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Q306 |
Region |
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Revenue |
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% |
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Revenue |
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% |
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Revenue |
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% |
Asia |
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4,097 |
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4.20 |
% |
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2,959 |
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4.90 |
% |
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569 |
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3.20 |
% |
Europe |
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93,036 |
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95.48 |
% |
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57,282 |
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94.82 |
% |
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16,613 |
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93.33 |
% |
Americas |
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142 |
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0.23 |
% |
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575 |
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3.23 |
% |
Other |
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304 |
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0.32 |
% |
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30 |
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0.05 |
% |
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43 |
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0.24 |
% |
Total Net Revenue |
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97,437 |
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100.00 |
% |
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60,413 |
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100.0 |
% |
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17,800 |
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100.00 |
% |
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Note: |
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Asian revenue included $3.8 million of silicon materials sales in the third quarter of 2007
and $2.7 million of silicon materials sales in the second quarter of 2007. |
Recent Developments
The construction of our new Changshu solar module plant is currently on schedule. We expect the
new plant, which will have 24,000 square meters of production and training space, to open in
January 2008, bringing our total annual solar module production capacity to 400MW.
We have commenced work on two new projects:
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Expansion of our solar cell manufacturing capacity from 100MW to 250 MW. We expect to
complete this project by the summer of 2008; and |
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Construction of a solar ingot and wafer plant in the City of Luoyang, China. We expect to
complete Phase One of this project by the summer of 2008, which will give us an annual solar
wafer capacity of 40-60MW. |
Outlook
Dr. Qu continued: We recently announced sales contracts in Spain, the U.S. and Germany, all of
which are important solar industry growth markets. Customer demand remains strong and our
operational structure is now much leaner. We are positioned for further growth as we demonstrate
the successful leveraging of our operating model.
Based on current market conditions, our order backlog and our production capacity, we are
increasing our prior guidance of net revenues for the full year 2007 to $285-$295 million from the
previous guidance of $255-$265 million. The total annual shipments are expected to be about 80MW,
including some OEM tolling business.
Net revenue for the fourth quarter of 2007 is expected to be $110-$120 million, with non-GAAP
operating income, determined by excluding share based compensation expenses expected to be in the
range from $8.0-$8.5 million. Shipments for the fourth quarter of 2007 are expected to be
approximately 35 MW.
Based on current customer orders and market forecasts, we expect net revenue for 2008 to be
$650-$750 million. The Company intends to continue its long-term supply chain strategy, which
combines internal solar wafer and cell production and direct purchasing from a selected number of
long-term strategic wafer and cell suppliers. The Company believes that it has contractually
secured 90% of its silicon or cell requirements to
support module production of 200-220MW in 2008. The Company continues to evaluate new
technologies, including the use of metallurgical silicon (UMG) products, which, if successful,
would have the potential to increase total shipments by 30-40MW in 2008.
Page 2
Investor Conference Call / Webcast Details
A conference call has been scheduled for 10:00 p.m. on Wednesday, November 14, 2007 (in Jiangsu).
This will be 9:00 a.m. on Wednesday, November 14, 2007 in New York. During the call, time will be
set aside for analysts and interested investors to ask questions of senior executive officers of
the Company.
The call may be accessed by dialing: +1-800-435-1398 (domestic) or +1-617-614-4078 (international).
The passcode to access the call is: 74227024. A replay of the call will be available starting one
hour after the call and continuing until 12:00 a.m. on Thursday, November 22, 2007 (in Jiangsu) or
11:00a.m. on Wednesday, November 21, 2007 (in New York) at www.csisolar.com and by telephone at
+1-888-286-8010 (domestic) or +1-617-801-6888 (international). The passcode to access the replay
is: 90058052 .
About Canadian Solar Inc. (NASDAQ: CSIQ)
Founded in 2001, Canadian Solar Inc. (CSI) is a vertically integrated manufacturer of solar cell,
solar module and custom-designed solar application products serving customers worldwide. CSI is
incorporated in Canada and conducts all of its manufacturing operations in China. Backed by years
of experience and knowledge in the solar power market and the silicon industry, CSI has become a
major global provider of solar power products for a wide range of applications. For more
information, please visit http://www.csisolar.com.
Contacts:
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In Jiangsu, P.R. China |
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In the U.S. |
Bing Zhu, Chief Financial Officer |
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David Pasquale |
Canadian Solar Inc. |
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The Ruth Group |
Phone: +86-512-62696755 |
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Phone: +1-646-536-7006 |
ir@csisolar.com |
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dpasquale@theruthgroup.com |
Safe Harbor/Forward-Looking Statements
Certain statements in this press release including statements regarding expected future
financial and industry growth are forward-looking statements that involve a number of risks and
uncertainties that could cause actual results to differ materially. These statements are made
under the Safe Harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995.
In some cases, you can identify forward-looking statements by such terms as believes, expects,
anticipates, intends, estimates, the negative of these terms, or other comparable
terminology. Factors that could cause actual results to differ include general business and
economic conditions and the state of the solar industry; governmental support for the deployment of
solar power; future shortage or availability of the supply of high-purity silicon; demand for
end-use products by consumers and inventory levels of such products in the supply chain; changes in
demand from significant customers, including customers of our silicon materials sales; changes in
demand from major markets such as Germany; changes in customer order patterns; changes in product
mix; capacity utilization; level of competition; pricing pressure and declines in average selling
price; delays in new product introduction; continued success in technological innovations and
delivery of products with the features customers demand; shortage in supply of materials or
capacity requirements; availability of financing; exchange rate fluctuations; litigation and other
risks as described in the Companys SEC filings, including its annual report on Form 20-F
originally filed on May 29, 2007. Although the Company believes that the expectations reflected in
the forward looking statements are reasonable, it cannot guarantee future results, level of
activity, performance, or achievements. You should not place undue reliance on these
forward-looking statements. All information provided in this press release is as of todays date,
unless otherwise stated, and Canadian Solar undertakes no duty to update such information, except
as required under applicable law.
Page 3
Canadian Solar Inc.
Condensed Consolidated Statements of Operations
(In Thousands of U.S. Dollars, except share and per share data and unless otherwise stated)
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9 Months |
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9 Months |
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Q3 2007 |
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Q3 2006 |
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2007 |
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2006 |
Net revenues: |
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Net revenues product |
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97,437 |
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17,799 |
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175,339 |
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43,773 |
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Net revenues others |
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68 |
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Total net revenues |
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97,437 |
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17,799 |
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175,339 |
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43,841 |
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Cost of revenues: |
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Cost of revenues product |
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91,088 |
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12,977 |
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166,172 |
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31,533 |
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Cost of revenues others |
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68 |
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Total cost of sales |
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91,088 |
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12,977 |
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166,172 |
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31,601 |
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Gross profit |
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6,349 |
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4,822 |
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9,167 |
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12,240 |
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Operating expenses: |
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Selling expenses |
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2,214 |
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1,147 |
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4,560 |
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1676 |
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General and administrative expenses |
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4,527 |
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2,733 |
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11,378 |
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4,483 |
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Research and development expenses |
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287 |
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70 |
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677 |
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115 |
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Total operating expenses |
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7,028 |
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3,950 |
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16,615 |
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6,274 |
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Income/(loss) from operations |
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(679 |
) |
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872 |
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(7,448 |
) |
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5,966 |
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Other income (expenses): |
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Interest expenses |
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(601 |
) |
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(346 |
) |
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(943 |
) |
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(1,980 |
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Interest income |
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70 |
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38 |
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396 |
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91 |
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Loss on change in fair value of derivatives |
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(6,997 |
) |
Loss on change in fair value of
instruments related to convertible notes |
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(1,190 |
) |
Others net |
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1,716 |
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(12 |
) |
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1,716 |
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(13 |
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Income (loss) before taxes |
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506 |
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552 |
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(6,279 |
) |
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(4,123 |
) |
Income taxes |
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16 |
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(313 |
) |
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77 |
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(202 |
) |
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Net income (loss) |
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522 |
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239 |
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(6,202 |
) |
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(4,325 |
) |
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Basic gain (loss) per share |
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0.02 |
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0.01 |
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(0.23 |
) |
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(0.25 |
) |
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Basic weighted average outstanding shares |
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27,290,298 |
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20,970,000 |
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27,279,021 |
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17,275,330 |
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Diluted gain (loss) per share |
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0.02 |
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0.01 |
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(0.23 |
) |
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(0.25 |
) |
Diluted weighted average outstanding shares |
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27,416,859 |
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20,998,334 |
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27,279,021 |
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17,275,330 |
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Page 4
Canadian Solar Inc.
Reconciliation of US GAAP Gross Profit, Operating Income (Loss) and Net Income (Loss) to
Non-US GAAP Gross Profit, Operating Income (Loss) and Net Income (Loss)
(Unaudited)
Use of Non-GAAP Financial Information
To supplement its condensed consolidated financial statements presented in accordance with GAAP, CSI uses the following measures as defined as non-GAAP
financial measures by the SEC: adjusted gross profit, adjusted operating income (loss) and adjusted net income (loss), each excluding share-based
compensation and other one-time non-cash charges, expenses or gains, which we refer to as special items. CSI believes that non-GAAP adjusted gross
profit, adjusted operating income (loss) and adjusted net income (loss) measures indicate the companys baseline performance before subtracting those
charges. In addition, these non-GAAP measures are among the primary indicators used by the management as a basis for its planning and forecasting of
future periods. The presentation of these non-GAAP measures is not intended to be considered in isolation or as a substitute for the financial
information prepared and presented in accordance with GAAP.
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Q3 2007 |
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Q3 2006 |
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Gross |
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Operating |
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Net |
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Gross |
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Operating |
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Net |
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Profit |
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Income |
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Income |
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Profit |
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Income |
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Income |
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(Loss) |
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(Loss) |
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(Loss) |
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(Loss) |
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US GAAP Profit (Loss) |
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6,349 |
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(679 |
) |
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522 |
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4,822 |
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872 |
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239 |
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Share-based compensation |
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36 |
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2,428 |
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2,428 |
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73 |
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2,904 |
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2,904 |
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Total Special Items |
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36 |
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2,428 |
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2,428 |
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73 |
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2,904 |
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2,904 |
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Non-US GAAP Profit (Loss) |
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6,385 |
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1,749 |
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2,950 |
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4,895 |
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3,776 |
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3,143 |
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Non-US GAAP Gain (Loss) per Diluted Share |
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0.11 |
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0.15 |
|
Adjusted Gross Margin |
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6.55 |
% |
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27.50 |
% |
Adjusted Operating Margin |
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|
1.80 |
% |
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21.21 |
% |
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9 Months 2007 |
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9 Months 2006 |
|
|
Gross |
|
Operating |
|
Net |
|
Gross |
|
Operating |
|
Net |
|
|
Profit |
|
Income |
|
Income |
|
Profit |
|
Income |
|
Income |
|
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|
|
(Loss) |
|
(Loss) |
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|
(Loss) |
|
(Loss) |
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|
|
US GAAP Profit (Loss) |
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|
9,167 |
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(7,448 |
) |
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(6,202 |
) |
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|
12,240 |
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5,966 |
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|
(4,325 |
) |
Convertible Note charge |
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|
|
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|
8,893 |
|
Share-based compensation |
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|
162 |
|
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|
7,018 |
|
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|
7,018 |
|
|
|
97 |
|
|
|
3,494 |
|
|
|
3,494 |
|
Total Special Items |
|
|
162 |
|
|
|
7,018 |
|
|
|
7,018 |
|
|
|
97 |
|
|
|
3,494 |
|
|
|
12,387 |
|
Non-US GAAP Profit (Loss) |
|
|
9,329 |
|
|
|
(430 |
) |
|
|
816 |
|
|
|
12,337 |
|
|
|
9,460 |
|
|
|
8,062 |
|
Non-US GAAP Gain (Loss) per Diluted Share |
|
|
|
|
|
|
|
|
|
|
0.03 |
|
|
|
|
|
|
|
|
|
|
|
0.47 |
|
Adjusted Gross Margin |
|
|
|
|
|
|
|
|
|
|
5.32 |
% |
|
|
|
|
|
|
|
|
|
|
28.14 |
% |
Adjusted Operating Margin |
|
|
|
|
|
|
|
|
|
|
(0.25 |
)% |
|
|
|
|
|
|
|
|
|
|
21.58 |
% |
Non-US GAAP adjusted condensed consolidated statements of operations are intended to present the Companys operating results, excluding special
items.
Page 5
Canadian Solar Inc.
Unaudited Condensed Consolidated Balance Sheets
(In Thousands of U.S. Dollars)
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September 30 |
|
December 31 |
|
|
2007 |
|
2006 |
ASSETS |
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|
|
Current assets: |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
27,402 |
|
|
|
40,911 |
|
Restricted cash |
|
|
3,357 |
|
|
|
825 |
|
Accounts receivable, net |
|
|
49,061 |
|
|
|
17,344 |
|
Inventories |
|
|
65,918 |
|
|
|
39,700 |
|
Value added tax recoverable |
|
|
7,926 |
|
|
|
2,281 |
|
Advances to suppliers |
|
|
18,731 |
|
|
|
13,484 |
|
Prepaid and other current assets |
|
|
2,473 |
|
|
|
2,398 |
|
|
|
|
Total current assets |
|
|
174,868 |
|
|
|
116,943 |
|
|
|
|
Property, plant and equipment, net |
|
|
31,688 |
|
|
|
7,910 |
|
Intangible assets |
|
|
91 |
|
|
|
39 |
|
Prepaid lease payments |
|
|
1,178 |
|
|
|
1,103 |
|
Deferred tax assets non current |
|
|
3,837 |
|
|
|
3,639 |
|
|
|
|
TOTAL ASSETS |
|
|
211,662 |
|
|
|
129,634 |
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS EQUITY |
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Short term borrowings |
|
|
51,651 |
|
|
|
3,311 |
|
Accounts payable |
|
|
14,919 |
|
|
|
6,874 |
|
Other payables |
|
|
5,189 |
|
|
|
993 |
|
Advances from suppliers and customers |
|
|
9,496 |
|
|
|
3,225 |
|
Income tax payable |
|
|
509 |
|
|
|
112 |
|
Amounts due to related parties |
|
|
202 |
|
|
|
149 |
|
Other current liabilities |
|
|
1,330 |
|
|
|
1,191 |
|
|
|
|
Total current liabilities |
|
|
83,296 |
|
|
|
15,855 |
|
|
|
|
Accrued warranty costs |
|
|
2,552 |
|
|
|
875 |
|
Long term debt |
|
|
10,003 |
|
|
|
|
|
|
|
|
TOTAL LIABILITIES |
|
|
95,851 |
|
|
|
16,730 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders equity |
|
|
|
|
|
|
|
|
Common shares |
|
|
97,354 |
|
|
|
97,302 |
|
Additional paid in capital |
|
|
24,352 |
|
|
|
17,334 |
|
Accumulated deficit |
|
|
(9,597 |
) |
|
|
(2,783 |
) |
Accumulated other comprehensive income |
|
|
3,702 |
|
|
|
1,051 |
|
|
|
|
TOTAL STOCKHOLDERS EQUITY |
|
|
115,811 |
|
|
|
112,904 |
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY |
|
|
211,662 |
|
|
|
129,634 |
|
|
|
|
Page 6