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 June 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.
China Sunergy Co., Ltd. | |||
By: | /s/ Tingxiu Lu | ||
Name: | Tingxiu Lu | ||
Title: | Chairman and Chief Executive Officer |
Date: June 15, 2015
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Exhibit Index
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Exhibit 99.1 – Press Release | 1 |
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Exhibit 99.1
China Sunergy Announces Fourth Quarter and Full-Year 2014 Financial Results
NANJING, China, June 12, 2014 - 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 fourth quarter and full year ended December 31, 2014.
Mr. Tingxiu Lu, CEO of China Sunergy, commented, “I am pleased with the Company’s sharp turnaround in the fourth quarter. During the fourth quarter, we were able to increase module sales to China, improve manufacturing efficiency, and lower conversion cost, which combined to expand our gross margin by 790 basis points quarter-over-quarter.
Our ability to nimbly adapt to market conditions enabled us to quickly ramp up our overseas manufacturing base. I am delighted that our manufacturing plant in Turkey has grown stably since inception, as total revenue generated from Turkey grew to US$110.1 million in 2014 at a gross margin of 6.2%. We will continue to ramp up capacity utilization at our Turkey plant to serve the European market. We will also seek to duplicate our success in Turkey and migrate some of our existing capacities to other strategic geographies outside of China.”
Mr. Lu continued, “In 2015, we expect there will be robust demand for solar energy in China. The country is now deepening its commitments to lowering air pollution and reducing carbon emissions, and plans to boost the photovoltaic capacity by 19% to 17.8GW in 2015. We will continue to expand sales in China, as well as, explore BOT (build-operate-transfer) opportunities for small-to-mid-sized distributed solar power stations on the mainland. As we execute on our 2015 strategies, I expect our gross margin will improve and our customer base will be further diversified.”
Fourth Quarter 2014 Financial Highlights
Total revenue was US$126.7 million, an increase of 100.2% from US$63.3 million in the third quarter of 2014. Self-branded revenue totaled US$118.4 million and OEM revenue was US$7.4 million.
Shipments totaled 305.4MW, an increase of 121.6% (167.6MW) from 137.8MW in the third quarter of 2014. Module shipments including 61.5MW module processed under OEM arrangements were 218.9 MW. Cell shipments including 3.3MW cell processed under OEM arrangements were 86.5MW.
Average selling price (“ASP”) for the Company’s solar modules, excluding those processed under OEM arrangements, was US$0.59 per watt, a decrease of 6.3% from US$0.63 in the third quarter of 2014.
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Gross profit was US$5.2 million, and gross margin was 4.1%, compared with gross loss of US$2.4 million and gross margin of negative 3.8% in the third quarter of 2014.
Net loss attributable to ordinary shareholders was US$10.0million, compared with 25.6 million in the third quarter 2014.
Net loss attributable to ordinary shareholders per ADS was US$0.67, compared with US$1.73 in the third quarter of 2014.
Cash, cash equivalents and restricted cash totaled US$221.5 million, as of December 31, 2014.
Full Year 2014 Financial Highlights
Total revenue was US$341.1 million, an increase of 7.9% from US$316.2 million in the prior year. Self-branded revenue totaled US$316.7 million and OEM revenue was US$20.4 million.
Shipments totaled 767.8MW, an increase of 33.0% from 577.4 MW in the prior year. Module shipments including 110.4MW module processed under OEM arrangements were 531.1 MW Cell shipments including 69.0 MW cell processed under OEM arrangements were 236.7MW.
Average selling price (“ASP”) for the Company’s solar modules, excluding those processed under OEM arrangements, was US$0.63 per watt, an increase of 3.3% from US$0.61 in the prior year.
Gross profit was US$10.6 million, and gross margin was 3.1%, compared with gross profit of US$15.2 million and gross margin of 4.8% in 2013.
Net loss attributable to ordinary shareholders was US$56.1million, compared with US$50.6 million in 2013.
Net loss attributable to ordinary shareholders per ADS was US$4.08, compared to a net loss per ADS of US$3.7 in the prior year.
Fourth Quarter & Full-Year 2014 Financial Review
Total Revenue and Shipments
For the fourth quarter of 2014, total revenue was US$126.7 million, an increase of 100.0% from US$63.3 million in the third quarter of 2014, primarily driven by higher shipments from both modules and cells. Revenue for the full-year 2014 was US$341.1 million, an increase of 7.9% from US$316.2 in the prior year.
Total shipments for the fourth quarter of 2014 were 305.4MW, an increase of 167.6MW or 121.6% from 137.8MW in the prior quarter primarily driven by robust demand from China in the fourth quarter of 2014. Total module shipments, including module processed under OEM arrangement of 61.5MW were 218.9MW for the fourth quarter of 2014. Total cell shipments, including cell processed under OEM arrangement of 3.3MW, were 86.5MW for the fourth quarter of 2014.
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Total shipments in 2014 were 767.8MW, an increase of 190.4MW or 33.0% from 577.4MW in the prior year. Total module shipments, including module processed under OEM arrangement of 110.4MW were 531.1MW for the full year 2014. Total cell shipments, including cell processed under OEM arrangement of 69.0MW, were 236.7MW for the full year 2014.
Sales revenue generated from Asia accounted for 68.6% of total revenue in the fourth quarter of 2014, of which China and Japan accounted for 55.6% and 10.1% of total revenue, respectively. Sales to European markets represented 26.7% of total revenue in the fourth quarter 2014, of which France accounted for 19.8% of total revenue.
Driven by the robust demand from China and Japan, revenue generated from Asia accounted for 64.6% of the total revenue in 2014, compared with 49.7% of the total revenue in 2013.
ASP
ASP for the Company’s self-branded module for the fourth quarter was US$0.59 per watt, decreased by four cents or 6.3% from US$0.63 per watt in the previous quarter. The decrease in self-branded module ASP was primarily due to higher shipments to lower-priced regions. ASP for the Company's self-branded cell during the fourth quarter of 2014 was US$0.31 per watt, unchanged from the previous quarter.
The Company’s self-branded module ASP in 2014 was US$0.63 per watt, compared with US$0.61per watt in the prior year. The increase in module ASP was mainly attributable the gradual recovery of Photovoltaic industry in Chinese market. The Company’s self-branded cell ASP in 2014 increased to US$0.31 per watt, compared withUS$0.19 per watt in the prior year. The increase in cell ASP was mainly attributable to the Company producing and selling higher quality cells.
Wafer and Conversion Costs
Blended wafer costs in the fourth quarter of 2014 were US$0.22 per watt, two cents lower than that in the previous quarter. Conversion costs of cells and modules manufactured in the fourth quarter of 2014 were US$0.12 per watt and US$0.18 per watt, compared with US$0.16 per watt and US$0.21 per watt, respectively, in the prior quarter. The reduction of conversion costs for both cells and modules was mainly attributable to the higher capacity utilization and shipments in the fourth quarter as compared to the third quarter of 2014.
Blended wafer costs in the full year of 2014 were US$0.23 per watt, compared with US$0.22 per watt in 2013. Conversion costs of cells and modules for the full year of 2014 were US$0.14 per watt and US$0.20 per watt, respectively, compared to US$0.15 per watt and US$0.20 per watt, respectively, in 2013.
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Gross Profit and Gross Margin
Gross profit for the fourth quarter of 2014 was US$5.2 million, and gross margin was 4.1%, compared with gross loss of US$2.4 million and gross margin of negative 3.8% for the third quarter of 2014. The quarter-over-quarter increase in gross profit and gross margin was mainly driven by higher module shipments, which increased by 122.3%.
Gross profit for the full year of 2014 was US$10.6 million, and gross margin was 3.1%, as compared to gross profit of US$15.2 million and gross margin of 4.8% for the full year of 2013. The decrease in gross profit and gross margin was mainly due to lower shipments of self-branded modules. During 2014, the shipments of self-branded modules were 420.7MW, a decrease of 52.1MW as compared to 472.8MW in previous year, whereas the total shipments of cells were 236.7 MW, compared with 29.3 MW in the year of 2013.
Operating Expenses, Operating Profit/Loss and Net Income/Loss
Operating expenses decreased to US$8.0 million in the fourth quarter of 2014, from US$9.2 million in the third quarter of 2014. The decrease in operating expenses was primarily due to the sequential reductions in general and administration expenses. Bad debt provision for the fourth quarter of 2014 was US$0.9 million versus the bad debt provision of US$3.4 million in the previous quarter. In addition, the Company recorded a US$1.4 million impairment provision for its 5MW power project in the U.K in the third quarter of 2014.
Operating expenses totaled US$41.6 million in 2014, significantly decreased from US$52.4 million in 2013, which was primarily attributable to the decrease in general and administrative expenses and selling expenses. General and administration expenses decreased by $4.8 million to US$25.2 million in 2014 from US$30.0 million in 2013, mainly attributable to a reversal of bad debt provision of approximately US$4.8 million in 2014, compared with a bad debt provision of US$0.5 million in 2013, as well as effective control in transportation expense, rental expense and consulting expense. Selling expenses reduced by US$3.2 million to US$13.2 million in 2014, from US$16.4 million in 2013, as a result of combined savings in salary expense, consulting expense and insurance expense.
Loss from operations narrowed to US$2.8 million in the fourth quarter of 2014, and to US$31.0 million for full year 2014
Correspondingly, net loss attributable to ordinary shareholders was US$10.0million in the fourth quarter of 2014 and US$ 56.1 million for full year 2014.
Amount Due from Related Parties
Amount due from related parties totaled US$88.1 million as of December 31, 2014, an increase of US$14.1 million from US$74.0 million as of September 30, 2014.
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Amount Due to Related Parties
Amount due to related parties totaled US$9.1 million as of December 31, 2014, unchanged as compared to that in September 30, 2014.
Inventory
Inventories at the end of the fourth quarter of 2014 totaled US$52.9 million, a decrease of US$16.7 million from US$69.6 million in the prior quarter, driven by higher shipment during the fourth quarter of 2014.
Cash Position
As of December 31, 2014, the Company had cash and cash equivalents of US$42.1 million, and restricted cash of US$179.4 million.
Additional Company Updates Subsequent to Fourth Quarter 2014
China Sunergy entered into a supply agreement with Blue Sun, S.L.U, a Honduras based customer, with total volume of 10.5MW.
China Sunergy obtained government approval of developing a 20MW ground solar power station in Shangdong Province, China.
China Sunergy obtained government approval of developing two distributed power projects with 20MW each, in Erdos, Inner Mongolia Autonomous Region, China.
China Sunergy signs 81MW solar cells supply agreement with Solar Park Korea, further demonstrating the Company’s strong brand awareness and products presence in global market.
China Sunergy sold the second solar power project in the UK to a third party purchaser in January 2015. The Company constructed two solar power projects in the UK in 2012. These solar power projects were connected to the grid and begun to generate power in March and April,2013, respectively. The first solar power project, which was connected to the grid in March 2013, was sold in later 2013.
For the full-year 2015, the Company estimates total shipment, including OEM arrangements will range between 900MW to 1000 MW, an increase of 17% to 30% from full-year 2014.
This guidance is based on the current market conditions and reflects the Company's current and preliminary estimates of market and operating conditions and customer demand, which are all subject to change.
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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.
Investor and Media Contacts:
China Sunergy Co., Ltd.
Wang Zhuo
Phone: + 86 25 5276 6696
Email: IR@chinasunergy.com
Asia Bridge Group Limited
Wendy Sun
Phone: + 86 10 8556 9033
Email: wendy.sun@asiabridgegroup.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.
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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 | ||||||||||||
Dec 31, 2014 | Sep 30,2014 | Dec 31, 2013 | ||||||||||
Total sales | 126,651 | 63,252 | 125,496 | |||||||||
Cost of goods sold | (121,444 | ) | (65,649 | ) | (118,934 | ) | ||||||
Gross profit | 5,207 | (2,397 | ) | 6,562 | ||||||||
Operating expenses: | ||||||||||||
Selling expenses | (4,011 | ) | (2,725 | ) | (3,907 | ) | ||||||
General and administrative expenses | (2,788 | ) | (5,657 | ) | (8,910 | ) | ||||||
Research and development expenses | (1,232 | ) | (855 | ) | (1,071 | ) | ||||||
Total operating expenses | (8,031 | ) | (9,237 | ) | (13,888 | ) | ||||||
Income(loss) from operations | (2,824 | ) | (11,634 | ) | (7,326 | ) | ||||||
Interest expense | (6,854 | ) | (7,082 | ) | (9,190 | ) | ||||||
Interest income | 1,208 | 1,668 | 1,521 | |||||||||
Other income/(expenses), net | (2,061 | ) | (9,478 | ) | 2,241 | |||||||
Changes in fair value of derivatives | - | - | 0 | |||||||||
Income(loss) before income tax | (10,531 | ) | (26,526 | ) | (12,754 | ) | ||||||
Income tax benefit(expense) | 445 | 190 | (565 | ) | ||||||||
Net income(loss) | (10,086 | ) | (26,336 | ) | (13,319 | ) | ||||||
Less: non-controlling interest | (88 | ) | (696 | ) | (156 | ) | ||||||
Net income (loss) attributable to ordinary shareholders | (9,998 | ) | (25,640 | ) | (13,163 | ) | ||||||
Net income (loss) attributable to ordinary shareholders per ADS | ||||||||||||
Basic | ($0.67 | ) | ($1.73 | ) | ($0.89 | ) | ||||||
Diluted | ($0.67 | ) | ($1.73 | ) | ($0.89 | ) | ||||||
Weighted average ADS outstanding | ||||||||||||
Basic | 14,849,292 | 14,849,292 | 14,849,292 | |||||||||
Diluted | 14,849,292 | 14,849,292 | 14,849,292 |
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China Sunergy Co., Ltd
Unaudited Condensed Consolidated Income Statement Information
(In US$’000, except ADS and per ADS data)
For the year ended December 31 | ||||||||
2014 | 2013 | |||||||
Total sales | 341,108 | 316,186 | ||||||
Cost of goods sold | (330,486 | ) | (300,974 | ) | ||||
Gross profit | 10,622 | 15,212 | ||||||
Operating expenses: | ||||||||
Selling expenses | (13,168 | ) | (16,416 | ) | ||||
General and administrative expenses | (25,247 | ) | (30,011 | ) | ||||
Research and development expenses | (3,170 | ) | (6,022 | ) | ||||
Total operating expenses | (41,585 | ) | (52,449 | ) | ||||
Income(loss) from operations | (30,963 | ) | (37,237 | ) | ||||
Interest expense | (27,919 | ) | (28,806 | ) | ||||
Interest income | 5,606 | 6,586 | ||||||
Other income/(expenses), net | (2,605 | ) | 8,975 | |||||
Income(loss) before income tax | (55,881 | ) | (50,482 | ) | ||||
Income tax benefit(expense) | (614 | ) | (1,127 | ) | ||||
Net income(loss) | (56,495 | ) | (51,609 | ) | ||||
Less: non-controlling interest | (399 | ) | (1,000 | ) | ||||
Net income (loss) attributable to ordinary shareholders | (56,097 | ) | (50,609 | ) | ||||
Net income (loss) attributable to ordinary shareholders per ADS | ||||||||
Basic | ($4.08 | ) | ($3.68 | ) | ||||
Diluted | ($4.08 | ) | ($3.68 | ) | ||||
Weighted average ADS outstanding | ||||||||
Basic | 13,741,542 | 13,741,542 | ||||||
Diluted | 13,741,542 | 13,741,542 |
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China Sunergy Co., Ltd
Unaudited Condensed Consolidated Balance Sheet Information
(In US$’000)
Dec 31,2014 | Sep 30,2014 | Dec 31,2013 | ||||||||||
Assets | ||||||||||||
Current Assets | ||||||||||||
Cash and cash equivalents | 42,079 | 21,462 | 54,296 | |||||||||
Restricted cash | 179,396 | 182,347 | 194,196 | |||||||||
Accounts receivable, net | 60,322 | 58,089 | 82,146 | |||||||||
Other receivable, net | 19,310 | 24,793 | 21,497 | |||||||||
Project assets | 8,222 | 8,628 | 10,155 | |||||||||
Inventories, net | 52,883 | 69,593 | 44,658 | |||||||||
Advance to suppliers, net | 5,882 | 6,922 | 7,193 | |||||||||
Amount due from related parties | 88,048 | 74,025 | 83,987 | |||||||||
Current deferred tax assets | 2,076 | 2,411 | 1,922 | |||||||||
Total current assets | 458,218 | 448,270 | 500,050 | |||||||||
Property, plant and equipment, net | 226,800 | 228,105 | 223,624 | |||||||||
Prepaid land use rights | 23,374 | 23,516 | 27,885 | |||||||||
Deferred tax assets | 7,492 | 6,781 | 7,491 | |||||||||
Long-term investment | 1 | 1 | - | |||||||||
Other long-term assets | 5,007 | 5,123 | 5,603 | |||||||||
Total assets | 720,892 | 711,796 | 764,653 | |||||||||
Liabilities and equity | ||||||||||||
Current liabilities | ||||||||||||
Short-term bank borrowings | 377,205 | 356,826 | 340,255 | |||||||||
Accounts payable | 90,162 | 94,586 | 97,029 | |||||||||
Notes payable | 13,281 | 9,483 | 39,900 | |||||||||
Accrued expenses and other current liabilities | 18,315 | 22,859 | 20,140 | |||||||||
Income tax payable | 3,445 | 3,929 | 3,368 | |||||||||
Amount due to related parties | 9,121 | 9,116 | 11,798 | |||||||||
Current deferred tax liability | - | - | 6 | |||||||||
Total current liabilities | 511,529 | 496,799 | 512,496 | |||||||||
Long-term debt | 272,348 | 268,529 | 265,976 | |||||||||
Long-term payables | 367 | 365 | - | |||||||||
Accrued warranty costs | 22,418 | 21,285 | 20,129 | |||||||||
Other liabilities | 14,721 | 14,757 | 10,438 | |||||||||
Total liabilities | 821,383 | 801,735 | 809,039 | |||||||||
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) | (321,293 | ) | (311,295 | ) | (265,196 | ) | ||||||
Accumulated other comprehensive income | 35,909 | 36,511 | 36,071 | |||||||||
Total equity attributable to China Sunergy Co. Ltd. | (99,990 | ) | (89,390 | ) | (43,731 | ) | ||||||
Non-controlling interests | (501 | ) | (549 | ) | (655 | ) | ||||||
Total equity | (100,491 | ) | (89,939 | ) | (44,386 | ) | ||||||
Total liabilities and equity | 720,892 | 711,796 | 764,653 |
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For the 3 months ended | ||||||||||||
Sept 30, 2013 | Jun 30, 2013 | Sept 30, 2012 | ||||||||||
GAAP Gross Profit | 1,726 | 6,661 | 392 | |||||||||
Inventory Write Down | 872 | 12 | 1,279 | |||||||||
Non-GAAP Gross Profit | 2,598 | 6,673 | 1,671 | |||||||||
GAAP Net loss attributable to ordinary shareholders | (13,176 | ) | (1,411 | ) | (23,222 | ) | ||||||
Inventory Write Down | 872 | 12 | 1,279 | |||||||||
Bad Debts provision | 1,271 | (2,031 | ) | 12,320 | ||||||||
Non-GAAP Net loss attributable to ordinary shareholders | (11,033 | ) | (3,430 | ) | (9,623 | ) | ||||||
Non-GAAP Net loss attributable to ordinary shareholders per ADS | ||||||||||||
Basic | ($0.83 | ) | ($0.26 | ) | ($0.72 | ) | ||||||
Diluted | ($0.83 | ) | ($0.26 | ) | ($0.72 | ) | ||||||
Weighted average ADS outstanding | ||||||||||||
Basic | 13,372,292 | 13,372,292 | 13,372,292 | |||||||||
Diluted | 13,372,292 | 13,372,292 | 13,372,292 |
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