Form 8-K - Current report

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

July 30, 2024

Date of Report (Date of earliest event reported)

FIRST SOLAR, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-33156

20-4623678

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

350 West Washington Street, Suite 600

Tempe, Arizona 85288

(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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common stock, $0.001 par value

FSLR

The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition

On July 30, 2024, First Solar, Inc. is issuing a press release and holding a conference call regarding its financial results for the second quarter ended June 30, 2024. 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.


Exhibit Number						Description
99.1						Press Release of First Solar, Inc. dated July 30, 2024
104						Cover Page Interactive Data File (embedded within the Inline XBRL Document)

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.


	FIRST SOLAR, INC.

Date: July 30, 2024	By:	/s/ JASON DYMBORT
	Name:	Jason Dymbort
	Title:	General Counsel & Secretary

EXHIBIT 99.1

News Release

First Solar, Inc. Announces Second Quarter 2024 Financial Results

•Net sales of $1.0 billion

•Net income per diluted share of $3.25

•Net cash balance of $1.2 billion

•Maintain full-year 2024 guidance

•YTD net bookings of 3.6 GW; 0.9 GW since first quarter earnings call with an average selling price of 31.6 cents per watt, excluding adjusters and India domestic sales

•Expected sales backlog of 75.9 GW

TEMPE, Ariz., July 30, 2024 – First Solar, Inc. (Nasdaq: FSLR) (the “Company”) today announced financial results for the second quarter ended June 30, 2024.

Net sales for the second quarter were $1.0 billion, an increase of $0.2 billion from the prior quarter. The increase was primarily driven by an increase in the volume of modules sold and an increase in the average selling price per watt of our modules.

The Company reported second quarter net income per diluted share of $3.25, compared to net income per diluted share of $2.20 in the first quarter of 2024.

Cash, cash equivalents, restricted cash, restricted cash equivalents, and marketable securities, less debt at the end of the second quarter, decreased to $1.2 billion from $1.4 billion at the end of the prior quarter. The decrease was primarily a result of capital expenditures associated with our new U.S. factories in Alabama and Louisiana along with the repayment of working capital loans in India, partially offset by increased operating cash flows from our modules business.

“We are pleased with our financial and operational execution through the first half of this year as we continue to deliver on our commitments,” said Mark Widmar, CEO of First Solar. “Our balanced approach to growth, profitability, and liquidity, combined with multiple technological and business model points of differentiation is enabling us to deliver value for both our customers and our shareholders”.

www.firstsolar.com

Our 2024 guidance remains unchanged. The complete 2024 guidance is as follows:


	Prior	Current
Net Sales (1)	$4.4B to $4.6B	Unchanged
Gross Margin (1) (2)	$2.0B to $2.1B	Unchanged
Operating Expenses (1) (3)	$455M to $485M	Unchanged
Operating Income (1) (4)	$1.5B to $1.6B	Unchanged
Earnings per Diluted Share (1)	$13.00 to $14.00	Unchanged
Net Cash Balance (5)	$0.6B to $0.9B	Unchanged
Capital Expenditures	$1.8B to $2.0B	Unchanged
Volume Sold (1)	15.6GW to 16.3GW	Unchanged

——————————

(1)From a second half earnings cadence perspective, we anticipate our net sales and cost of sales profile, excluding the advanced manufacturing production credit available to us under Section 45X of the Internal Revenue Code (“Section 45X tax credit”), to be approximately 40 % in the third quarter and 60% in the fourth quarter. We forecast Section 45X tax credits of approximately $240 million in the third quarter and $335 million in the fourth quarter. With an operating expense profile roughly evenly split across the remainder of the year, this results in a forecasted earnings per share profile of approximately 40% in the third quarter of the year and 60% in the fourth quarter.

(2)Assumes $40 million to $60 million of ramp costs and $1.0 billion to $1.05 billion of Section 45X tax credits

(3)Assumes $70 million to $80 million of production start-up expense

(4)Assumes $110 million to $140 million of production start-up expense and ramp costs, and $1.0 billion to $1.05 billion of Section 45X tax credits

(5)Defined as cash, cash equivalents, restricted cash, restricted cash equivalents, and marketable securities, less expected debt at the end of 2024

The guidance figures presented above are forward-looking statements that are subject to a variety of assumptions and estimates, including with respect to certain factors related to the Inflation Reduction Act of 2022 (the “IRA”). Among other things, such factors include (i) the total Section 45X tax credit and (ii) the timing and ability to monetize such credit. Investors are encouraged to listen to the conference call and to review the accompanying materials, which contain more information about First Solar’s second quarter 2024 financial results, 2024 guidance, and financial outlook.

Conference Call Details

First Solar has scheduled a conference call for today, July 30, 2024, at 4:30 p.m. ET, to discuss this announcement. A live webcast of this conference call and accompanying materials are available at investor.firstsolar.com. 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 30 days.

About First Solar, Inc.

First Solar is a leading American solar technology company and global provider of responsibly produced eco-efficient solar modules advancing the fight against climate change. Developed at research and development labs in California and Ohio, the Company’s advanced thin film photovoltaic (“PV”) modules represent the next generation of solar technologies, providing a competitive, high-performance, lower-carbon alternative to conventional crystalline silicon PV panels. From raw material sourcing and manufacturing through end-of-life module recycling, First Solar’s approach to technology embodies sustainability and a responsibility towards people and the planet. For more information, please visit www.firstsolar.com.

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. All statements in this release, other than statements of historical fact, are forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning: demand for our technology; increased research and development investment; new domestic and international capacity coming online; production and delivery of our modules; our financial guidance for 2024, including future financial results, net sales, gross margin, operating expenses, operating income, earnings per diluted share, net cash balance, capital expenditures, expected earnings cadence, volume sold, shipments, bookings, products and our business and financial objectives for 2024; the availability of benefits under certain production linked incentive programs, and the impact of the IRA including the total advanced manufacturing production credit available to us under Section 45X of the Internal Revenue Code. These forward-looking statements are often characterized by the use of words such as “estimate,” “expect,” “anticipate,” “project,” “plan,” “intend,” “seek,” “believe,” “forecast,” “foresee,” “likely,” “may,” “should,” “goal,” “target,” “might,” “will,” “could,” “predict,” “continue,” “contingent” 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 and therefore speak only as of the date of this release. 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, whether as a result of new information, future developments or otherwise. 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 our forward-looking statements. These factors include, but are not limited to: structural imbalances in global supply and demand for PV solar modules; our competitive position and other key competitive factors; the market for renewable energy, including solar energy; the reduction, elimination, expiration or introduction of government subsidies, policies, and support programs for solar energy projects; the impact of public policies, such as tariffs or other trade remedies imposed on solar cells and modules; the passage of legislation intended to encourage renewable energy investments through tax credits, such as the IRA; the impact of the IRA on our expected results of operations in future periods, which may be affected by technical guidance, regulations, subsequent amendments or interpretations of the law; interest rate fluctuations and both our and our customers’ ability to secure financing; changes in the exchange rates between the functional currencies of our subsidiaries and other currencies in which assets and liabilities are denominated; our ability to execute on our long-term strategic plans; the loss of any of our large customers, or the ability of our customers and counterparties to perform under their contracts with us; our ability to execute on our solar module technology and cost reduction roadmaps; our ability to improve the wattage of our solar modules; our ability to incorporate technology improvements into our manufacturing process, including the production of bifacial solar modules and the implementation of our Copper Replacement (“CuRe”) program; the satisfaction of conditions precedent in our sales agreements; our ability to attract new customers and to develop and maintain existing customer and supplier relationships; general economic and business conditions, including those influenced by U.S., international, and geopolitical events; environmental responsibility, including with respect to cadmium telluride (“CdTe”) and other semiconductor materials; claims under our limited warranty obligations; changes in, or the failure to comply with, government regulations and environmental, health, and safety requirements; effects arising from and results of pending litigation; future collection and recycling costs for solar modules covered by our module collection and recycling program or otherwise as required by laws and regulations; supply chain disruptions; our ability to protect our intellectual property; our ability to prevent and/or minimize the impact of cybersecurity incidents including breaches or outages of our information systems; our continued investment in research and development; the supply and price of components and raw materials, including CdTe; our ability to construct new production facilities to support new product lines in line with anticipated timing; evolving corporate governance and public disclosure regulations and expectations, including with respect to environmental, social and governance matters; our ability to avoid manufacturing interruptions, including during the ramp of our manufacturing facilities; our ability to attract and retain key executive officers and associates; the severity and duration of public health threats, including the potential impact on our business, financial condition, and results of operations; and the matters discussed under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of

www.firstsolar.com

Operations” of our most recent Annual Report on Form 10-K, as supplemented by our other filings with the Securities and Exchange Commission.

Contacts

First Solar Investors First Solar Media

investor@firstsolar.com media@firstsolar.com

www.firstsolar.com

FIRST SOLAR, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

(Unaudited)


	June 30, 2024		December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents	$	1,702,913	$	1,946,994
Marketable securities	37,430		155,495
Accounts receivable trade, net	647,565		660,776
Government grants receivable, net	6,034		659,745
Inventories	1,027,872		819,899
Other current assets	527,109		391,900
Total current assets	3,948,923		4,634,809
Property, plant and equipment, net	5,139,000		4,397,285
Deferred tax assets, net	201,801		142,819
Restricted marketable securities	200,243		198,310
Government grants receivable	607,086		152,208
Goodwill	28,834		29,687
Intangible assets, net	59,267		64,511
Inventories	273,977		266,899
Other assets	555,124		478,604
Total assets	$	11,014,255	$	10,365,132
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	230,894	$	207,178
Income taxes payable	81,172		22,134
Accrued expenses	540,126		524,829
Current portion of debt	140,175		96,238
Deferred revenue	689,468		413,579
Other current liabilities	90,794		42,200
Total current liabilities	1,772,629		1,306,158
Accrued solar module collection and recycling liability	134,803		135,123
Long-term debt	418,725		464,068
Deferred revenue	1,258,880		1,591,604
Other liabilities	173,821		180,710
Total liabilities	3,758,858		3,677,663
Commitments and contingencies
Stockholders’ equity:
Common stock, $0.001 par value per share; 500,000,000 shares authorized; 107,045,972 and 106,847,475 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively	107		107
Additional paid-in capital	2,886,569		2,890,427
Accumulated earnings	4,557,038		3,971,066
Accumulated other comprehensive loss	(188,317)		(174,131)
Total stockholders’ equity	7,255,397		6,687,469
Total liabilities and stockholders’ equity	$	11,014,255	$	10,365,132

www.firstsolar.com

FIRST SOLAR, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)


	Three Months Ended						Six Months Ended
	June 30, 2024		March 31, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Net sales	$	1,010,482	$	794,108	$	810,673	$	1,804,590	$	1,358,959
Cost of sales	511,593		448,105		500,253		959,698		936,488
Gross profit	498,889		346,003		310,420		844,892		422,471
Operating expenses:
Selling, general and administrative	46,560		45,827		46,328		92,387		90,356
Research and development	51,937		42,742		36,745		94,679		67,255
Production start-up	27,451		15,408		23,377		42,859		42,871
Litigation loss	430		—		35,590		430		35,590
Total operating expenses	126,378		103,977		142,040		230,355		236,072
Gain on sales of businesses, net	—		1,115		135		1,115		118
Operating income	372,511		243,141		168,515		615,652		186,517
Foreign currency loss, net	(9,649)		(2,858)		(4,652)		(12,507)		(10,599)
Interest income	24,599		27,245		25,026		51,844		50,848
Interest expense, net	(9,765)		(9,210)		(1,415)		(18,975)		(2,163)
Other (expense) income, net	(565)		(2,799)		997		(3,364)		(459)
Income before taxes	377,131		255,519		188,471		632,650		224,144
Income tax expense	(27,775)		(18,903)		(17,892)		(46,678)		(11,004)
Net income	$	349,356	$	236,616	$	170,579	$	585,972	$	213,140

Net income per share:
Basic	$	3.26	$	2.21	$	1.60	$	5.48	$	2.00
Diluted	$	3.25	$	2.20	$	1.59	$	5.45	$	1.99
Weighted-average number of shares used in per share calculations:
Basic	107,042		106,910		106,827		107,011		106,791
Diluted	107,525		107,407		107,278		107,502		107,256

www.firstsolar.com

FIRST SOLAR, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)


	Six Months Ended June 30,
	2024		2023
Cash flows from operating activities:
Net income	$	585,972	$	213,140
Adjustments to reconcile net income to cash provided by (used in) operating activities:
Depreciation, amortization and accretion	187,921		140,560
Share-based compensation	15,191		15,011
Deferred income taxes	(58,399)		(42,607)
Gain on sales of businesses, net	(1,115)		(118)

Other, net	1,650		(8,843)
Changes in operating assets and liabilities:
Accounts receivable, trade	29,613		(177,591)
Inventories	(215,493)		(131,625)
Government grants receivable	205,528		(225,121)
Other assets	(168,363)		(96,617)
Income tax receivable and payable	3,774		(20,090)
Accounts payable and accrued expenses	(113,255)		(42,994)
Deferred revenue	(12,499)		211,721
Other liabilities	212		40,898
Net cash provided by (used in) operating activities	460,737		(124,276)
Cash flows from investing activities:
Purchases of property, plant and equipment	(778,618)		(753,656)
Purchases of marketable securities and restricted marketable securities	(1,113,826)		(2,492,495)
Proceeds from sales and maturities of marketable securities	1,224,167		2,538,069
Acquisitions, net of cash acquired	—		(35,540)
Other investing activities	(7,697)		—
Net cash used in investing activities	(675,974)		(743,622)
Cash flows from financing activities:
Proceeds from borrowings under debt arrangements, net of issuance costs	110,395		246,825
Repayment of debt	(111,375)		—
Payments of tax withholdings for restricted shares	(19,148)		(30,247)
Contingent consideration payment and other financing activities	(7,527)		—
Net cash (used in) provided by financing activities	(27,655)		216,578
Effect of exchange rate changes on cash, cash equivalents, restricted cash, and restricted cash equivalents	(5,600)		2,454
Net decrease in cash, cash equivalents, restricted cash, and restricted cash equivalents	(248,492)		(648,866)
Cash, cash equivalents, restricted cash, and restricted cash equivalents, beginning of the period	1,965,069		1,493,462
Cash, cash equivalents, restricted cash, and restricted cash equivalents, end of the period	$	1,716,577	$	844,596
Supplemental disclosure of noncash investing and financing activities:
Property, plant and equipment acquisitions funded by liabilities	$	402,263	$	183,482
Proceeds to be received from asset-based government grants	$	158,908	$	—
Acquisitions funded by liabilities and contingent consideration	$	11,000	$	18,686

www.firstsolar.com

Document and Entity Information Document	Jul. 30, 2024
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Jul. 30, 2024
Entity Registrant Name	FIRST SOLAR, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-33156
Entity Tax Identification Number	20-4623678
Entity Address, Address Line One	350 West Washington Street, Suite 600
Entity Address, City or Town	Tempe
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85288
City Area Code	602
Local Phone Number	414-9300
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, $0.001 par value
Trading Symbol	FSLR
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001274494
Amendment Flag	false