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, 2009
(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
ü Form
40-F _______
(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
_______ No
ü
(If
"Yes" is marked, indicate below the file number assigned to registrant in
connection with Rule 12g3-2(b): 82-__________. )
N/A
JA
Solar Holdings Co., Ltd.
36
Jiang Chang San Road,
Zhabei,
Shanghai, China 200436
The
People’s Republic of China
This
Form 6-K consists of:
A
statement regarding financial results for first quarter 2009 of JA Solar Holding
Co., Ltd. (the “Registrant”), made by the Registrant in English on
May 19, 2009.
JA
Solar Announces First Quarter 2009 Financial Results
Shanghai,
May 19, 2009 -- JA Solar Holdings Co., Ltd., (Nasdaq: JASO) a leading
manufacturer of high-performance solar products, today announced financial
results for its first quarter ended March 31, 2009.
First
Quarter 2009 Results
Revenue
in the first quarter of 2009 was RMB 231.7 million ($33.9 million), a decrease
of 79.4 percent from RMB 1.1 billion ($164.2 million) in the first quarter of
2008 and a decrease of 76.3 percent from RMB 979.0 million ($143.3 million)
reported in the fourth quarter of 2008.
Total
gross loss in the first quarter was RMB 142.7 million (a loss of $20.9 million),
compared with gross profit of RMB 235.9 million ($34.5 million) in the first
quarter of 2008, and gross profit of RMB 9.7 million ($1.4 million) in the
fourth quarter of 2008. Inventory provision at the end of the first
quarter of 2009 was RMB 138.4 million ($20.3 million), an increase of RMB 60.4
million ($8.8 million) compared with the balance at the end of the fourth
quarter of 2008.
Total
operating expenses in the first quarter of 2009 were RMB 50.4 million ($7.4
million), compared with RMB 72.3 million ($10.6 million) in the first quarter of
2008 and RMB 130.8 million ($19.1 million) in the fourth quarter of
2008. Included in operating expenses was an RMB 11.9 million ($1.7
million) non-cash stock based compensation charge related to the hiring and
retention of key employees in the first quarter of 2009. Stock based
compensation charged to the income statement amounted to RMB 53.9 million ($7.9
million) and RMB 32.3 million ($4.7 million) for the first quarter of 2008 and
the fourth quarter of 2008, respectively. Operating loss in the first
quarter of 2009 was RMB 193.1 million (a loss of $28.3 million), compared with
operating income of RMB 163.6 million ($23.9 million) in the first quarter of
2008 and operating loss of RMB 121.1 million (a loss of $17.7 million) in the
fourth quarter of 2008.
Net
loss per diluted ADS in the first quarter of 2009 was RMB 1.20 (a loss of
$0.18), compared with net income per diluted ADS of RMB 0.99 ($0.15) in the same
period of 2008 and net loss per diluted ADS of RMB 0.68 (a loss of $0.10) in the
fourth quarter of 2008.
At
March 31, 2009, JA Solar had cash and cash equivalents of RMB 1.7 billion
($249.2 million), compared with RMB 1.9 billion ($282.4 million) at Dec. 31,
2008. Total working capital at March 31, 2009 was RMB 2.6 billion
($385.2 million). The company repurchased RMB 42.4 million ($6.2
million) of convertible bonds in the first quarter of 2009, and the convertible
bonds outstanding as of March 31, 2009 were RMB 2.2 billion ($315.3
million). Total credit facility available at March 31, 2009 was RMB
1.5 billion ($213.7 million), of which RMB 520.0 million ($76.1 million) has
been drawn down.
“The
first quarter of 2009 was the most challenging quarter for JA Solar since the
company was founded in 2005,” said Samuel Yang, CEO of JA Solar. “The global
industry conditions were particularly difficult, with the market affected by
worse than normal seasonality, a weak macro-economic environment and the
continuing impact of the credit crisis resulting in some issues with customer
project financing. However, we are actively managing our business to
prepare
for
what we hope to be the market’s recovery in the latter part of this year and we
are seeing encouraging signs of market improvement in key end
markets. We have sufficient liquidity to sustain the current
downturn and we are positioning ourselves for growth in the second half of 2009
and beyond,” he said.
2009
Outlook
The
first quarter results and the continuing market uncertainty are translating into
less visibility for the coming quarters. At this time, JA believes it is
unlikely to achieve the results as given in the 2009 guidance provided on March
10, 2009, which was for revenue of $830 million to $952 million and production
output of 500 MW to 550 MW. JA Solar has no plans to give further
guidance on its 2009 revenue or production unless and until the company has
better visibility of the global solar market conditions in the coming
quarters.
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, 2009, which was RMB 6.8329 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, 2009, or at any other date. The percentages stated in this
press release are calculated based on Renminbi.
Investor
Conference Call / Webcast Details
A
conference call has been scheduled for today, Tuesday, May 19, 2009 at 8:00 am
Eastern time. The call may be accessed by dialing 1.866.831.6267
(U.S.) or 1.617.213.8857
(international). The passcode is JA Solar. A live webcast of the
conference call will be available on the company's website at www.jasolar.com. A
replay of the call will be available beginning two hours after the live call and
will be accessible by dialing 1.888.286.8010
(U.S.) or 1.617.801.6888
(international). The passcode for the replay is 84524855.
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 "will," "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 F-20 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
cells. The company sells its products to solar manufacturers worldwide, who
assemble and integrate solar cells into modules and systems that convert
sunlight into electricity for residential, commercial, and utility-scale power
generation. For more information, please visit
http://www.jasolar.com.
Contact:
Deborah
Stapleton/Alexis Pascal
Stapleton
Communications
deb@stapleton.com/alexis@stapleton.com
1.650.470.0200
JA
Solar Holdings Co., Ltd.
Condensed
Consolidated Statements of Operations
(Unaudited)
|
For
three months ended
|
||||||||||||||||
|
Mar.
31, 2008
RMB'000
|
Dec.
31, 2008
RMB'000
|
Mar.
31, 2009
RMB'000
|
Mar.
31, 2009
USD'000
|
|||||||||||||
|
Net
revenues
|
1,122,033 | 979,032 | 231,684 | 33,907 | ||||||||||||
|
Cost
of sales
|
(886.175 | ) | (969,366 | ) | (374,424 | ) | (54,797 | ) | ||||||||
|
Gross
profit
|
235,858 | 9,666 | (1.42,740 | ) | (20,890 | ) | ||||||||||
|
Selling,
general and administrative expenses
|
(69,605 | ) | (117,443 | ) | (39,466 | ) | (5.776 | ) | ||||||||
|
Research
and development expenses
|
(2,697 | ) | (13.353 | ) | (10,937 | ) | (1.601 | ) | ||||||||
|
Total
operating expenses
|
(72,302 | ) | (130,796 | ) | (50,403 | ) | (7,377 | ) | ||||||||
|
Income/(loss)
from operations
|
163,556 | (121,130 | ) | (193,143 | ) | (28,267 | ) | |||||||||
|
Interest
expense
|
(492 | ) | (63,611 | ) | (58,155 | ) | (8,511 | ) | ||||||||
|
Change
in fair value of derivatives
|
40,723 | 118,570 | 33,318 | 4,876 | ||||||||||||
|
Gain
on buyback of convertible bond
|
203,514 | 13,817 | 2,022 | |||||||||||||
|
Other
income/(expenses)
|
(40,302 | ) | 1,071 | (8,524 | ) | (1.247 | ) | |||||||||
|
Income/(loss)
before income taxes
|
163,485 | 138,414 | (212,687 | ) | (31,127 | ) | ||||||||||
|
Income
tax benefit/(expenses)
|
(9,017 | ) | 10,377 | 19,419 | 2,842 | |||||||||||
|
Net
income/(loss)
|
154,468 | 148,791 | (193,268 | ) | (28,285 | ) | ||||||||||
|
Net
income/(loss) per share:
|
||||||||||||||||
|
Basic
|
1.00 | 0.92 | (1.20 | ) | (0.18 | ) | ||||||||||
|
Diluted
|
0.99 | (0.68 | ) | (1.20 | ) | (0.18 | ) | |||||||||
|
Weighted
average number of shares outstanding:
|
||||||||||||||||
|
Basic
|
154,058,500 | 161,366,977 | 161,419,260 | 161,419,260 | ||||||||||||
|
Diluted
|
155,773,928 | 174,981,652 | 161,419,260 | 161,419,260 | ||||||||||||
JA
Solar Holdings Co., Ltd.
Condensed
Consolidated Balance Sheets
(Unaudited)
|
December
31,
|
March
31,
|
|||||||||||
|
2008
RMB'000
|
2009
RMB'000
|
2009
USD'000
|
||||||||||
|
ASSETS
|
||||||||||||
|
Current
assets:
|
||||||||||||
|
Cash
and cash equivalents
|
1,929,433 | 1,702,612 | 249,178 | |||||||||
|
Available
for sale securities
|
68,277 | |||||||||||
|
Accounts
receivable
|
355,051 | 163,937 | 23,992 | |||||||||
|
Inventories
|
591,989 | 633,457 | 92,707 | |||||||||
|
Advances
to suppliers
|
680,447 | 688,066 | 100,699 | |||||||||
|
Other
current assets
|
205,227 | 289,407 | 42,355 | |||||||||
|
Total
current assets
|
3,830,424 | 3,477,479 | 508,931 | |||||||||
|
Property
and equipment, net
|
1,369,807 | 1,435,018 | 210,016 | |||||||||
|
Advances
to suppliers
|
1,944,912 | 2,006,368 | 293,633 | |||||||||
|
Derivative
asset-Capped call options
|
4,485 | 1,346 | 197 | |||||||||
|
Deferred
issuance cost
|
58,953 | 56,042 | 8,202 | |||||||||
|
Other
long term assets
|
70,603 | 74,476 | 10,900 | |||||||||
|
Total
assets
|
7,279,184 | 7,050,729 | 1,031,879 | |||||||||
|
LIABILITIES
AND SHAREHOLDERS' EQUITY
|
||||||||||||
|
Current
liabilities:
|
||||||||||||
|
Short-term
bank borrowings
|
490,000 | 520,000 | 76,102 | |||||||||
|
Accounts
payable
|
117,982 | 78,698 | 11,517 | |||||||||
|
Accrued
and other liabilities
|
262,842 | 246,501 | 36,076 | |||||||||
|
Total
current liabilities
|
870,824 | 845,199 | 123,695 | |||||||||
|
Convertible
Bond
|
1,532,600 | 1,531,131 | 224,082 | |||||||||
|
Embedded
derivatives
|
115,676 | 77,690 | 11,370 | |||||||||
|
Other
long term liabilities
|
5,185 | 21,822 | 3,194 | |||||||||
|
Total
liabilities
|
2,524,285 | 2,475,842 | 362,341 | |||||||||
|
Commitment
and Contingencies
|
||||||||||||
|
Shareholders'
equity
|
4,754,899 | 4,574,887 | 669,538 | |||||||||
|
Total
liabilities and shareholders' equity
|
7,279,184 | 7,050,729 | 1,031,879 | |||||||||
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/
Huaijin
Yang
Name: Huaijin
Yang
Title: Chief
Executive Officer
Date:
May 19, 2009