0001104659-17-034754.txt : 20170524 0001104659-17-034754.hdr.sgml : 20170524 20170524103445 ACCESSION NUMBER: 0001104659-17-034754 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170531 FILED AS OF DATE: 20170524 DATE AS OF CHANGE: 20170524 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JA Solar Holdings Co., Ltd. CENTRAL INDEX KEY: 0001385598 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33290 FILM NUMBER: 17865721 BUSINESS ADDRESS: STREET 1: 7/F, 36 JIANG CHANG SAN ROAD STREET 2: ZHABEI CITY: SHANGHAI STATE: F4 ZIP: 200436 BUSINESS PHONE: (86-21) 6095-5888 MAIL ADDRESS: STREET 1: 7/F, 36 JIANG CHANG SAN ROAD STREET 2: ZHABEI CITY: SHANGHAI STATE: F4 ZIP: 200436 6-K 1 a17-14135_16k.htm 6-K

 

 

FORM 6-K

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

 

For the month of May 2017

 

Commission File Number: 001-33290

 

JA Solar Holdings Co., Ltd.

 

Building No.8, Noble Center, Automobile Museum East Road

Fengtai, Beijing 100070

The People’s Republic of China

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F x   Form 40-F o

 

Indicate by check mark if the registrant is submitting the Form 6-K in papers 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 papers as permitted by Regulation S-T Rule 101(b)(7): o

 

Indicate by check mark whether the registrant by furnishing the information contained in this form 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 x

 

If “Yes” is marked, indicate below the file number assigned to 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 under-signed, thereunto duly authorized.

 

 

JA Solar Holdings Co., Ltd.

 

 

 

By

/s/ Baofang Jin

 

 

Name:

Baofang Jin

 

 

Title:

Chief Executive Officer

 

 

Date: May 24, 2017

 

 

2



 

Exhibit Index

 

Exhibit No.

 

Description

 

 

 

Exhibit 99.1

 

Press release dated May 24, 2017 —JA Solar Announces First Quarter 2017 Results

 

3


EX-99.1 2 a17-14135_1ex99d1.htm EX-99.1

Exhibit 99.1

 

JA Solar Announces First Quarter 2017 Results

 

BEIJING, May 24, 2017— JA Solar Holdings Co., Ltd. (Nasdaq:JASO) (“JA Solar” or the “Company”), one of the world’s largest manufacturers of high-performance solar power products, today announced its unaudited financial results for its first quarter ended March 31, 2017.

 

First Quarter 2017 Highlights

 

·                  Total shipments were 1,392.7 megawatts (“MW”), consisting of 1,325.1 MW of modules and 50.2 MW of cells to external customers, and 17.4 MW of modules to the Company’s downstream projects.  External shipments were up 32.5% y/y and down 2.6% sequentially

 

·                  Shipments of modules were 1,325.1 MW, an increase of 44.1% y/y and a decrease of 2.1% sequentially

 

·                  Shipments of cells were 50.2 MW, a decrease of 57.8% y/y and 14.8% sequentially

 

·                  Net revenue was RMB 3.7 billion ($536.4 million), an increase of 6.4% y/y and a decrease of 7.5% sequentially

 

·                  Gross margin was 11.7%, a decrease of 490 basis points y/y and 120 basis points sequentially

 

·                  Operating profit was RMB 80.0 million ($11.6 million), compared to RMB 223.3 million ($32.4 million) in the first quarter of 2016, and RMB 370.5 million ($53.8 million) in the fourth quarter of 2016

 

·                  Net income was RMB 8.1 million ($1.2 million), compared to RMB 158.0 million ($23.0 million) in the first quarter of 2016, and RMB 353.4 million ($51.3 million) in the fourth quarter of 2016

 

·                  Earnings per diluted ADS were RMB 0.17 or $0.03, compared to RMB 2.74 or $0.40 in the first quarter of 2016, and RMB 6.80 or $0.99 in the fourth quarter of 2016

 



 

·                  Cash and cash equivalents were RMB 2.3 billion ($332.1 million), a decrease of RMB 283.4 million ($41.2 million) during the quarter

 

·                  Non-GAAP earnings1 per diluted ADS were RMB 0.17 or $0.03, compared to RMB 2.33 or $0.34 in the first quarter of 2016, and RMB 6.80 or $0.99 in the fourth quarter of 2016

 

Mr. Baofang Jin, Chairman and CEO of JA Solar, commented, “Our operating results were in line with our expectations. We delivered high-single-digit year over year revenue growth on robust external shipments, driven by strength in the Asia Pacific markets. We expect solid demand from China in the second quarter, driven by accelerated activity ahead of subsidy reductions.  Despite this near-term strength, we are cautious on the business outlook for the second half of 2017, given limited visibility into customer demand, as well as the competitive pricing environment across multiple geographies.”

 

Mr. Jin continued, “We remain committed to streamlining our operations in order to optimize efficiencies, and are focused on executing our business strategy to provide our customers with high-quality products.  We continue to believe that our geographic exposure, prudent cost control and flexible business model will enable us to navigate through industry cycles. As market conditions improve, we will be positioned for sustainable long-term growth.”

 

All shipment and financial figures refer to the quarter ended March 31, 2017, unless otherwise specified.  All “year over year” or “y/y” comparisons are against the quarter ended March 31, 2016.  All “sequential” comparisons are against the quarter ended December 31, 2016.

 

Total shipments were 1,392.7 MW, in line with our previously announced guidance. External shipments of 1,375.3 MW increased 32.5% year over year and decreased 2.6% sequentially.

 

External shipments breakdown by product (MW)

 

 

 

2016Q1

 

2016Q4

 

2017Q1

 

QoQ%

 

YoY%

 

Modules and module tolling

 

919.4

 

1,353.0

 

1,325.1

 

-2.1

%

44.1

%

Cells and cell tolling

 

118.9

 

58.9

 

50.2

 

-14.8

%

-57.8

%

Total

 

1,038.3

 

1,411.9

 

1,375.3

 

-2.6

%

32.5

%

 


1  JA Solar adjusts net income attributable to the Company’s ordinary shareholders to exclude changes in fair value of certain warrants granted to certain investors in a registered direct offering (the “Offering”) closed on August 16, 2013.

 



 

External shipments breakdown by region (percentage)

 

 

 

2016Q1

 

2016Q4

 

2017Q1

 

QoQ(pp)

 

YoY(pp)

 

China

 

59.6

%

58.0

%

39.7

%

-18.3pp

 

-19.9pp

 

APAC ex-China

 

26.7

%

25.2

%

44.2

%

19.0pp

 

17.5pp

 

Europe

 

5.6

%

3.3

%

5.5

%

2.2pp

 

-0.1pp

 

North America

 

4.5

%

7.4

%

8.1

%

0.7pp

 

3.6pp

 

South America

 

2.8

%

5.6

%

0.1

%

-5.5pp

 

-2.7pp

 

Others

 

0.8

%

0.5

%

2.4

%

1.9pp

 

1.6pp

 

 

Net revenue was RMB 3.7 billion ($536.4 million), an increase of 6.4% y/y and a decrease of 7.5% sequentially.

 

Gross profit of RMB 433.3 million ($63.0 million) decreased 24.7% y/y and 15.9% sequentially.  Gross margin was 11.7%, which compares to 16.6% in the year-ago quarter, and 12.9% in the fourth quarter of 2016. The decrease in gross margin was primarily due to a decline of average selling price of solar modules in the first quarter of 2017.

 

Total operating expenses of RMB 353.3 million ($51.3 million) were 9.6% of revenue.  This compares to operating expenses of 10.1% of revenue in the year-ago quarter, and 3.6% of revenue in the fourth quarter of 2016. Included in operating expenses in the fourth quarter of 2016 were a one-time reversal of RMB 348.3 million ($50.6 million) of previously recorded expenses due to the resolution of the Company’s dispute with Hemlock Semiconductor Pte. Ltd, and a one-time charge of RMB 99.6 million ($14.5 million) resulted from the termination of business relationship with one of the Company’s business partners.

 

Operating profit was RMB 80.0 million ($11.6 million), compared to RMB 223.3 million ($32.4 million) in the year-ago quarter, and RMB 370.5 million ($53.8 million) in the fourth quarter of 2016.  Operating margin was 2.2%, compared with 6.4% in the prior year period and 9.3% in the previous quarter.

 

Interest expense was RMB 83.3 million ($12.1 million), compared to RMB 67.3 million ($9.8 million) in the year-ago quarter, and RMB 72.9 million ($10.6 million) in the fourth quarter of 2016.

 

The change in fair value of warrant derivatives was nil, compared with positive RMB 23.4 million ($3.4 million) in the year-ago quarter, and nil in the fourth quarter of 2016. The warrants were issued on August 16, 2013 in conjunction with the Company’s $96 million registered direct offering, and expired on August 16, 2016.

 

Earnings per diluted ADS were RMB 0.17 or $0.03, compared to earnings per diluted ADS of RMB 2.74 or $0.40 in the year-ago quarter, and earnings per diluted ADS of RMB 6.80 or $0.99 in the fourth quarter of 2016.

 

Liquidity

 

As of March 31, 2017, the Company had cash and cash equivalents of RMB 2.3 billion ($332.1 million), and total working capital of RMB 0.8 billion ($118.0 million).  Total short-term borrowings were RMB 3.2 billion ($467.1 million). Total long-term borrowings were RMB 2.9 billion ($425.4 million), of which RMB 870.9 million ($126.5 million) were due in one year.

 

Business Outlook

 

For the second quarter of 2017, the Company expects total cell and module shipments to be in the range of 1,550 to 1,650 MW.  Nearly all will be external shipments.

 



 

Investor Conference Call / Webcast Details

 

JA Solar’s management will host an earnings conference call on May 24, 2017 at 8:00 a.m. U.S. Eastern Time (8:00 p.m. China Time).

 

Dial-in details for the earnings conference call are as follows:

 

 

Phone Number

Toll-Free Number

United States

+1 8456750437

+1 8665194004

Hong Kong

+852 30186771

+852 800906601

Mainland China

+86 8008190121
+86 4006208038

 

Other International

+65 67135090

 

 

Please dial in 10 minutes before the call is scheduled to begin and provide the passcode to join the call. The passcode is 21961068.

 

A replay of the conference call may be accessed by phone at the following numbers until June 1, 2017.  To access the replay, please reference the conference ID 21961068.

 

 

 

Phone Number

 

Toll-Free Number

United States

 

+1 6462543697

 

+1 8554525696

Hong Kong

 

+852 30512780

 

+852 800963117

Mainland China

 

+86 8008700206
+86 4006322162

 

 

Other International

 

+61 281990299

 

 

 

Currency Convenience Translation

 

The conversion of Renminbi into U.S. dollars in this release, made solely for the convenience of the reader, is based on the noon buying rate in the city of New York for cable transfers of Renminbi as certified for customs purposes by the Federal Reserve Bank of New York as of March 31, 2017, which was RMB 6.8832 to $1.00. No representation is intended to imply that the Renminbi amounts could have been, or could be, converted, realized or settled into U.S. dollars at that rate on March 31, 2017, or at any other date. The percentages stated in this press release are calculated based on Renminbi.

 

Forward-looking Statements

 

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by words such as “may,” “expect,” “anticipate,” “aim,” “intend,” “plan,” “believe,” “estimate,” “potential,” “continue,” and other similar statements. Statements other than statements of historical facts in this announcement are forward-looking statements, including but not limited to, our expectations regarding the expansion of our manufacturing capacities, our future business development, and our beliefs regarding our production output and production outlook. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates and projections about the Company and the industry. Further information regarding these and other risks is included in Form 20-F and other documents filed with the Securities and Exchange Commission. The Company undertakes no obligation to update forward-looking statements, 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.

 

About JA Solar Holdings Co., Ltd.

 

JA Solar Holdings Co., Ltd. is a leading manufacturer of high-performance solar power products that convert sunlight into electricity for residential, commercial, and utility-scale power generation. The Company is one of the world’s largest producers of solar power products. Its standard and high-efficiency product offerings are among the most powerful and cost-effective in the industry. The Company distributes products under its own brand and also produces on behalf of its clients. The Company shipped 5.2 GW of solar power products in 2016. JA Solar is headquartered in Beijing, China, and maintains production facilities in Shanghai, Hebei, Jiangsu and Anhui provinces in China, as well as Penang, Malaysia and Hanoi, Vietnam.

 

For more information, please visit www.jasolar.com.

 

Contact:

 

The Blueshirt Group

 

Ralph Fong

Phone: +1 (415) 489-2195

Email: ralph@blueshirtgroup.com

 



 

JA Solar Holdings Co., Ltd.

Condensed Consolidated Statements of Operations and Comprehensive Income

(Unaudited)

 

 

 

For three months ended

 

 

 

Mar. 31, 2016

 

Dec. 31, 2016

 

Mar. 31, 2017

 

Mar. 31, 2017

 

 

 

RMB’000

 

RMB’000

 

RMB’000

 

USD’000

 

 

 

 

 

 

 

 

 

 

 

Net revenues

 

3,469,714

 

3,990,642

 

3,692,405

 

536,437

 

Cost of sales

 

(2,894,352

)

(3,475,213

)

(3,259,070

)

(473,482

)

Gross profit

 

575,362

 

515,429

 

433,335

 

62,955

 

Selling, general and administrative expenses

 

(312,475

)

(99,969

)

(312,858

)

(45,452

)

Research and development expenses

 

(39,599

)

(44,937

)

(40,460

)

(5,878

)

Total operating expenses

 

(352,074

)

(144,906

)

(353,318

)

(51,330

)

Income from operations

 

223,288

 

370,523

 

80,017

 

11,625

 

Interest expense

 

(67,273

)

(72,879

)

(83,274

)

(12,098

)

Change in fair value of warrant derivatives

 

23,447

 

 

 

 

Other income, net

 

16,281

 

95,596

 

22,516

 

3,271

 

Income before income taxes

 

195,743

 

393,240

 

19,259

 

2,798

 

Income tax expense

 

(37,769

)

(39,814

)

(11,136

)

(1,618

)

Net income

 

157,974

 

353,426

 

8,123

 

1,180

 

Less: income attributable to noncontrolling interest

 

1,317

 

34,922

 

 

 

Net income attributable to JA Solar Holdings

 

156,657

 

318,504

 

8,123

 

1,180

 

 

 

 

 

 

 

 

 

 

 

Net income per share attributable to ordinary shareholders:

 

 

 

 

 

 

 

 

 

Basic

 

0.55

 

1.36

 

0.03

 

0.01

 

Diluted

 

0.55

 

1.36

 

0.03

 

0.01

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

234,290,842

 

234,290,842

 

234,290,842

 

234,290,842

 

Diluted

 

234,521,962

 

234,305,887

 

234,300,567

 

234,300,567

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

Net income

 

157,974

 

353,426

 

8,123

 

1,180

 

Foreign currency translation adjustments, net of tax

 

(140

)

(18,532

)

1,082

 

157

 

Other comprehensive loss

 

(140

)

(18,532

)

1,082

 

157

 

Comprehensive income

 

157,834

 

334,894

 

9,205

 

1,337

 

Income attributable to noncontrolling interest

 

1,317

 

34,922

 

 

 

Comprehensive income attributable to JA Solar Holdings

 

156,517

 

299,972

 

9,205

 

1,337

 

 

 

 

 

 

 

 

 

 

 

NON-GAAP RECONCILIATION

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP net income attributable to JA Solar Holdings

 

156,657

 

318,504

 

8,123

 

1,180

 

Change in fair value of warrant derivatives

 

(23,447

)

 

 

 

Non-GAAP net income attributable to JA Solar Holdings

 

133,210

 

318,504

 

8,123

 

1,180

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP net income per share attributable to ordinary shareholders:

 

 

 

 

 

 

 

 

 

Basic

 

0.47

 

1.36

 

0.03

 

0.01

 

Diluted

 

0.47

 

1.36

 

0.03

 

0.01

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP weighted average number of shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

234,290,842

 

234,290,842

 

234,290,842

 

234,290,842

 

Diluted

 

234,521,962

 

234,305,887

 

234,300,567

 

234,300,567

 

 



 

JA Solar Holdings Co., Ltd.

Condensed Consolidated Balance Sheets

(Unaudited)

 

 

 

Dec. 31,

 

Mar. 31,

 

 

 

2016

 

2017

 

2017

 

 

 

RMB’000

 

RMB’000

 

USD’000

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

2,569,402

 

2,286,016

 

332,115

 

Restricted cash

 

836,761

 

756,005

 

109,833

 

Accounts receivable

 

2,753,678

 

3,150,949

 

457,774

 

Notes receivable

 

563,144

 

256,065

 

37,202

 

Inventories

 

2,460,488

 

3,093,926

 

449,490

 

Advances to suppliers

 

282,369

 

218,555

 

31,752

 

Other current assets

 

799,314

 

665,091

 

96,625

 

Total current assets

 

10,265,156

 

10,426,607

 

1,514,791

 

Property and equipment, net

 

5,219,501

 

5,443,995

 

790,911

 

Project asset

 

2,338,648

 

2,480,227

 

360,330

 

Advances to suppliers

 

97,429

 

74,857

 

10,875

 

Prepaid land use rights

 

524,208

 

535,198

 

77,754

 

Long-term investment

 

69,022

 

66,671

 

9,686

 

Other long term assets

 

517,292

 

682,469

 

99,150

 

Total assets

 

19,031,256

 

19,710,024

 

2,863,497

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Short-term borrowings

 

2,912,866

 

3,214,871

 

467,061

 

Accounts payable

 

2,635,525

 

2,909,599

 

422,710

 

Advances from customers

 

610,718

 

934,950

 

135,831

 

Current portion of long term borrowings

 

525,256

 

870,886

 

126,523

 

Accrued and other liabilities

 

1,966,475

 

1,684,278

 

244,694

 

Total current liabilities

 

8,650,840

 

9,614,584

 

1,396,819

 

Long-term borrowings

 

2,701,438

 

2,057,336

 

298,892

 

Other long term liabilities

 

1,217,648

 

1,567,444

 

227,720

 

Total liabilities

 

12,569,926

 

13,239,364

 

1,923,431

 

Total JA Solar Holdings shareholders’ equity

 

6,461,130

 

6,470,460

 

940,037

 

Noncontrolling interest

 

200

 

200

 

29

 

Total shareholders’ equity

 

6,461,330

 

6,470,660

 

940,066

 

Total liabilities and shareholders’ equity

 

19,031,256

 

19,710,024

 

2,863,497