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

October 29, 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 October 29, 2024, First Solar, Inc. is issuing a press release and holding a conference call regarding its financial results for the third quarter ended September 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 October 29, 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: October 29, 2024	By:	/s/ JASON DYMBORT
	Name:	Jason Dymbort
	Title:	General Counsel & Secretary

EXHIBIT 99.1

News Release

First Solar, Inc. Announces Third Quarter 2024 Financial Results

•Net sales of $0.9 billion

•Net income per diluted share of $2.91, impacted by $50 million product warranty reserve charge

•Net cash balance of $0.7 billion

•YTD net bookings of 4.0 GW; 0.4 GW since second quarter earnings call

•Expected sales backlog of 73.3 GW

TEMPE, Ariz., October 29, 2024 – First Solar, Inc. (Nasdaq: FSLR) (the “Company”) today announced financial results for the third quarter ended September 30, 2024.

Net sales for the third quarter were $0.9 billion, a decrease of $0.1 billion from the prior quarter. The decrease was primarily driven by a decrease in the volume of MW sold and a product warranty reserve charge, partially offset by termination payments from certain customers in the U.S. and India.

The Company reported third quarter net income per diluted share of $2.91, compared to net income per diluted share of $3.25 in the second quarter of 2024.

Cash, cash equivalents, restricted cash, restricted cash equivalents, and marketable securities, less debt at the end of the third quarter, decreased to $0.7 billion from $1.2 billion at the end of the prior quarter. The decrease was primarily driven by capital expenditures associated with our new U.S. factories in Alabama and Louisiana along with an increase in working capital.

“As we approach the end of 2024, we remain pleased with the progress made across our business, navigating against a backdrop of industry volatility and political uncertainty, with a continued focus on balancing growth, profitability, and liquidity,” said Mark Widmar, CEO of First Solar. “We expect that our disciplined, long-term approach will allow us to work through the outcomes of the upcoming US elections as well as the continued volatility across the solar manufacturing industry.”

www.firstsolar.com

Our 2024 guidance has been updated as follows:


	Prior	Current
Net Sales	$4.4B to $4.6B	$4.10B to $4.25B
Gross Margin (1)	$2.0B to $2.1B	$1.95B to $2.00B
Operating Expenses (2)	$455M to $485M	$445M to $475M
Operating Income (3)	$1.5B to $1.6B	$1.48B to $1.54B
Earnings per Diluted Share	$13.00 to $14.00	$13.00 to $13.50
Net Cash Balance (4)	$0.6B to $0.9B	$0.5B to $0.7B
Capital Expenditures	$1.8B to $2.0B	$1.55B to $1.65B
Volume Sold	15.6GW to 16.3GW	14.2GW to 14.6GW

——————————

(1)Assumes $60 million to $75 million of ramp costs and $1.02 billion to $1.05 billion of Section 45X tax credits

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

(3)Assumes $130 million to $155 million of production start-up expense and ramp costs, and $1.02 billion to $1.05 billion of Section 45X tax credits

(4)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 third quarter 2024 financial results, 2024 guidance, and financial outlook.

Conference Call Details

First Solar has scheduled a conference call for today, October 29, 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.

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; anticipated claims under our limited product warranty obligations and any related remediation commitments; our financial guidance for 2024, including future financial results, net sales, gross margin, operating expenses, operating income, earnings per diluted share, net

www.firstsolar.com

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; the performance of our solar modules upon installation; 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 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)


	September 30, 2024		December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents	$	1,005,130	$	1,946,994
Marketable securities	264,691		155,495
Accounts receivable trade, net	762,138		660,776
Government grants receivable, net	6,659		659,745
Inventories	1,250,629		819,899
Other current assets	528,856		391,900
Total current assets	3,818,103		4,634,809
Property, plant and equipment, net	5,326,121		4,397,285
Deferred tax assets, net	237,868		142,819
Restricted marketable securities	211,130		198,310
Government grants receivable	871,745		152,208
Goodwill	29,585		29,687
Intangible assets, net	56,645		64,511
Inventories	269,675		266,899
Other assets	615,766		478,604
Total assets	$	11,436,638	$	10,365,132
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	265,320	$	207,178
Income taxes payable	98,446		22,134
Accrued expenses	520,835		524,829
Current portion of debt	208,261		96,238
Deferred revenue	645,050		413,579
Other current liabilities	44,253		42,200
Total current liabilities	1,782,165		1,306,158
Accrued solar module collection and recycling liability	139,035		135,123
Long-term debt	373,321		464,068
Deferred revenue	1,320,331		1,591,604
Other liabilities	228,138		180,710
Total liabilities	3,842,990		3,677,663
Commitments and contingencies
Stockholders’ equity:
Common stock, $0.001 par value per share; 500,000,000 shares authorized; 107,057,732 and 106,847,475 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively	107		107
Additional paid-in capital	2,892,407		2,890,427
Accumulated earnings	4,869,994		3,971,066
Accumulated other comprehensive loss	(168,860)		(174,131)
Total stockholders’ equity	7,593,648		6,687,469
Total liabilities and stockholders’ equity	$	11,436,638	$	10,365,132

www.firstsolar.com

FIRST SOLAR, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)


	Three Months Ended						Nine Months Ended
	September 30, 2024		June 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Net sales	$	887,668	$	1,010,482	$	801,090	$	2,692,258	$	2,160,049
Cost of sales	442,357		511,593		424,915		1,402,055		1,361,403
Gross profit	445,311		498,889		376,175		1,290,203		798,646
Operating expenses:
Selling, general and administrative	46,293		46,560		50,172		138,680		140,528
Research and development	50,197		51,937		41,190		144,876		108,445
Production start-up	26,822		27,451		12,059		69,681		54,930
Litigation loss	—		430		—		430		35,590
Total operating expenses	123,312		126,378		103,421		353,667		339,493
Gain on sales of businesses, net	—		—		211		1,115		329
Operating income	321,999		372,511		272,965		937,651		459,482
Foreign currency loss, net	(5,158)		(9,649)		(987)		(17,665)		(11,586)
Interest income	22,580		24,599		23,254		74,424		74,102
Interest expense, net	(9,008)		(9,765)		(3,734)		(27,983)		(5,897)
Other expense, net	(3,071)		(565)		(1,033)		(6,435)		(1,492)
Income before taxes	327,342		377,131		290,465		959,992		514,609
Income tax expense	(14,386)		(27,775)		(22,067)		(61,064)		(33,071)
Net income	$	312,956	$	349,356	$	268,398	$	898,928	$	481,538

Net income per share:
Basic	$	2.92	$	3.26	$	2.51	$	8.40	$	4.51
Diluted	$	2.91	$	3.25	$	2.50	$	8.36	$	4.49
Weighted-average number of shares used in per share calculations:
Basic	107,049		107,042		106,834		107,015		106,795
Diluted	107,562		107,525		107,498		107,514		107,326

www.firstsolar.com

FIRST SOLAR, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)


	Nine Months Ended September 30,
	2024		2023
Cash flows from operating activities:
Net income	$	898,928	$	481,538
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation, amortization and accretion	299,079		218,303
Share-based compensation	21,987		23,209
Deferred income taxes	(85,343)		(46,053)
Gain on sales of businesses, net	(1,115)		(329)

Other, net	3,238		393
Changes in operating assets and liabilities:
Accounts receivable, trade	(68,823)		(385,046)
Inventories	(434,375)		(262,665)
Government grants receivable	(59,181)		(429,744)
Other assets	(183,127)		(126,073)
Income tax receivable and payable	35,708		(16,809)
Accounts payable and accrued expenses	(8,953)		121,382
Deferred revenue	(13,159)		472,934
Other liabilities	2,139		(9,889)
Net cash provided by operating activities	407,003		41,151
Cash flows from investing activities:
Purchases of property, plant and equipment	(1,212,537)		(1,039,863)
Purchases of marketable securities and restricted marketable securities	(2,014,764)		(3,220,467)
Proceeds from sales and maturities of marketable securities	1,897,997		3,996,439
Acquisitions, net of cash acquired	—		(35,739)
Other investing activities	(12,617)		—
Net cash used in investing activities	(1,341,921)		(299,630)
Cash flows from financing activities:
Proceeds from borrowings under debt arrangements, net of issuance costs	227,654		307,214
Repayment of debt	(205,821)		—
Payments of tax withholdings for restricted shares	(20,144)		(31,100)
Contingent consideration payment and other financing activities	(7,568)		—
Net cash (used in) provided by financing activities	(5,879)		276,114
Effect of exchange rate changes on cash, cash equivalents, restricted cash, and restricted cash equivalents	(2,805)		(855)
Net (decrease) increase in cash, cash equivalents, restricted cash, and restricted cash equivalents	(943,602)		16,780
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	$	1,021,467	$	1,510,242
Supplemental disclosure of noncash investing and financing activities:
Property, plant and equipment acquisitions funded by liabilities	$	264,480	$	185,064
Proceeds to be received from asset-based government grants	$	159,490	$	152,458
Acquisitions funded by contingent consideration	$	11,000	$	18,500

www.firstsolar.com

Document and Entity Information Document	Oct. 29, 2024
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Oct. 29, 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