Ladies and gentlemen, thank you for standing by for the ReneSola Power's third quarter 2022 earnings conference call. Please note that we are recording today's conference call. I would now like to turn the call over to Mr. Yujia Zhai, Managing Director of The Blueshirt Group. Please go ahead, Mr. Zhai. Thank you, operator. Hello everyone. Thank you for joining us today to discuss our third quarter 2022 results. We released our shareholder letter after the market closed today. It is available on our website at ir.renesolapower.com. There is also a supplemental slide deck posted on our website that we will reference during our prepared remarks. On the call with me today are Mr. Yumin Liu, Chief Executive Officer, and Mr. Ke Chen, Chief Financial Officer, and Mr. John Ewen, CEO of North America. Before we continue, please turn to slide two. Let me remind you that the remarks made during this call may include predictions, estimates, or other information that might be considered forward-looking. These forward-looking statements represent ReneSola Power's current judgment for the future. They are subject to risks and uncertainties that could cause actual results to differ materially. Those risks are described under risk factors and elsewhere in ReneSola Power's filings with the SEC. Please do not place undue reliance on these forward-looking statements, which reflect ReneSola Power's opinions only as of the date of this call. ReneSola Power is not obliged to update you on any revisions to these forward-looking statements. Also, please note, unless otherwise stated, all figures mentioned during the conference call are in US dollars. With that, let me now turn the call over to Mr. Yumin. Thanks, Yujia, and good day, everyone. Thank you for joining our call today. I'll give a high-level summary of our third quarter results and then elaborate our recent strategic initiatives as well as provide an update on our guidance. Ke, our company CFO, will review our financial results for Q3 in detail. After that, we'll be joined by our U.S. CEO, John, for Q&A. Beginning with our financial performance, Q3 results outperformed the high end of our guidance range and represents one of our best quarters in the last three years. Revenue grew 86% year-over-year to $28.9 million. Gross margin was 29.6%, and net income was $3 million, compared to $711,000 a year ago. We achieved these results despite economic challenges and a strong dollar, which negatively impact our revenue and earnings from Europe and China by approximately $3 million. Excluding this foreign change impact, results would have been even stronger, with nearly $32 million revenue and over $5 million in net income. These results were driven by solid performance of our project pipeline and our IPP solar assets in the U.S. and China, and the recently acquired 50 MW solar farm in Branston, UK. We closed the acquisition of Branston on September 30th. The total transaction value was $41 million, of which $20 million was cash and $21 million was non-recourse project financing. This acquisition marks the beginning of our European IPP strategy, which will add predictable and stable cash flows to complement our project sales business. PPA prices have been trending strongly across Europe due to energy shortages and favorable regulatory conditions. In fact, we have already signed attractive multi-year PPA for Branston project through March 31, 2027, which we estimate will provide over $25 million EBITDA by the end of 2026. In addition to Branston, we completed the acquisition of Emeren on October 10 through an all cash deal of $16 million with earn-out provisions. Emeren is an Italian-based utility-scale solar power and battery storage company. They have over 2.5 GW of projects under development in different stages, including over 2 GW of solar projects and over 500 MW of storage projects. As part of our European IPP strategy, we decided to withhold 110 MW of project sales in Poland and Hungary that we originally planned to sell at NTP stage in Q4 2022. We will now construct these projects and operate them in our European IPP portfolio. In October, we completed the first 10 MW across two solar farms in Hungary and expect the remaining 100 MW will be energized by Q3 of 2023. Of this shift from sale to IPP, we will forego over $20 million revenue and $5 million-$6 million of net income in Q4 2022, but will gain significantly higher lifetime revenues and stable cash flows. We estimate the payback period for these IPP projects to be 4 years or less, while still retaining the optionality to sell these IPP assets in the future. Due to the strategy shift in Poland and Hungary and approximately $6 million of unexpected negative foreign exchange impact. We now expect our 2022 full year revenue to be in the range of $85 million-$90 million. We expect 2022 gross margin to be 25%-30%. For net income, we anticipate full year net income will be approximately $7 million-$8 million. Looking forward to 2023 and beyond, we have many things to be excited about. We have strong presence in the world's fastest growing solar markets, thanks to growing clean energy demand, rising PPA prices, and supportive government policies. In Europe, we are excited about our newly acquired assets and growing IPP portfolios. For Branston, Emeren, and the 110 MW of IPP projects in Poland and Hungary, we have good visibility into 2023, and expect these assets to contribute approximately $35 million-$40 million revenue and $10 million-$15 million EBITDA. We are also aligning our China strategy to the rest of the world under one strategy of develop, own, or sell. Compared to the original strategy in China as develop, build, own as IPP. In the immediate near term, we are in the process of monetizing certain China projects and expect to close the sale before the year-end. For our project development business, we expect to monetize approximately 400 MW of our mid to late stage pro-pipeline in 2023. We are targeting to achieve a total pipeline of 4 GW by end of 2023. To conclude, the future looks bright for solar energy and also definitely great for our company. We believe we are well-positioned to capitalize on accelerating solar adoption across the world. Given our deep expertise in developing and operating solar projects, our extensive network of industry partnerships, our well-capitalized balance sheet, and our unmatched track record in closing financing transactions and profitability monetizing projects, we are progressing steadily in our goal of becoming a leading global solar developer and operator. With that, I'll now turn the call over to our CFO, Ke Chen. Ke? Thank you, Yumin, and thanks everyone again for joining us on the call today. As a reminder, a non-GAAP to GAAP reconciliation is included in our shareholder letter. We use non-GAAP measures because we believe they provide useful information about our operating performance that should be considered by investors along with the GAAP measures. Revenue was $28.9 million, up 252% sequentially, and 86% year-over-year. Largely driven by our project development business in the U.S., strong EPC revenue in Poland, and IPP solar assets. GAAP gross profit was $8.5 million, up from $3.7 million in Q2 2022, and $6.1 million in Q3 2021. The gross margin was 39.6%. Turning to our operating expenses. Operating expenses were $3.5 million compared to $3.9 million in Q2 2022, and $3.4 million in Q3 2021. Net income attributed to ReneSola Power common shareholder was $3 million. Diluted earning per ADS was $0.04 compared to diluted net loss per ADS of $0 in Q2 2022, and diluted net income per ADS of $0.01 in Q3 2021. Cash used in operating activity was $5.2 million. Cash used in investing activity was $31.2 million. Cash used in financing activity was $45.7 million. Cash used in operating activity were mainly driven by project expenditure for Poland, Hungary, and U.S. NTP projects. Cash used in investing activity were primarily due to Hungary IPP and acquisition of Branston. Cash used in financing activity primarily related to $42 million share repurchase transact on September 2, 2022 with ReneSola Singapore. Let's review the balance sheet. Our cash balance as of September 30, 2022 was $123 million, compared to $208 million at the end of Q2 2022. The decrease was primarily due to the share repurchases, the Branston acquisition, and project capital expenditure related to the construction of our IPP assets in Poland, Hungary. Our debt to asset ratio at end of Q3 increased to 12.8% compared to 8.3% in Q2 2022 as a result of loan recourse debt acquired as part of Branston acquisition. For guidance. We now expect full year 2022 revenue to be $85 million-$90 million, gross margin to be 25%-30%, and net income to be $7 million-$8 million. For Q4, we expect revenue to be $44 million-$49 million, and gross margin to be 20%-25%. We would like to open up the call for any questions. Operator, please go ahead. Certainly. Ladies and gentlemen, if you have a question at this time, please press star one one on your telephone. One moment for our first question. Our first question comes from the line of Philip Shen from Roth. Your question please. Hey, guys. Thanks for taking my questions. The first one is on 2023. I know you haven't given official guidance, was wondering if you could talk about how much you might sell NTP next year. It sounds like you have plans to build 200 MW and keeping those on balance sheets in Europe by the end of 2023. What's the expectation for the other geographies? It sounds like China is gonna be sold by end of this year. What are the NTP expectations, NTP sale expectations for next year? Total build out beyond 200 MW if you expect to take on assets in the U.S., that would be useful to know as well. Thanks for taking the question. Hey, thank you, Phil. We do expect to close the year with 4 GW of the pipeline by 2023. We also target to sell at NTP 400 MW in this pipeline. In addition, we plan to build 200 MW, to build a total 200 MW by the end of literally Q3, Q4 next year. That include the already existing 50 Branston and 10 MW in Hungary. That means we have 140 MW to go, including 100 MW is being planned and constructed in Poland and Hungary. Those are the big numbers, 400 MW sales, 200 MW IPP, 4 GW of pipeline. That 400 MW sales, including all three regions, U.S., Europe and China. Great. Okay. The 165 MW, is that expected to be sold all by the end of this year? How much do you think you'll recognize in Q4 in terms of the China IPP, or China megawatt sales? How much do you think is in 2023? The majority will be in 2023. We apply the, as I mentioned, we apply the similar or same strategy, build, develop, build, and sell or own. Okay? In the past, in China, as we announced like 18 months ago, we say we'll do everything in China as on the IPP basis. Now we change it up to about two, three months ago. We will use the same model as we use in the U.S. and Europe. We are in the process of setting our first project portfolios in China. We'll continue doing so in the year of 2023. Okay, great. For the 200 MW that you expect to build, well, in Europe, you know, you mentioned 50 is Branston, and then 10 is Hungary. What's the incremental amount of cash or equity that you would expect to invest in either that 140 or the 200? For the first 100 MW in the remaining part of the 100 MW in Poland and Hungary, we expect the equity portion about $30 million and additional 40 to 50 MW that will take another $10 million-$20 million. The total will be $40 million-$50 million for the total equity injection for the additional 140 MW of projects. Okay. Got it. Historically, because your strategy before was to sell at NTP, you were not procurers or buyers of modules and tracker. Is it fair to say now that you'll be in charge of the EPCs and you will make the module and tracker procurement decisions in Europe? Yes and no. The, in general, the answer is yes. In fact, even in 2020, 2021, and even this year, we have been acquiring modules, trackers, and making those EPC management, including the major procurement in Europe. Not in the U.S., but in Europe and China, we do have those procurement obligations. Okay? In 2023, we expect we'll continue working on the necessary EPC activities. At the same time, build our 100 MW in Poland and Hungary and continue doing either self-built or self-develop and build 40 MW or more, or acquire a couple smaller size M&A. Through M&A, acquire a couple smaller size operating projects in Europe. That is the target to go to 200 MW in Europe by end of 2023. Okay. Thanks, Yumin. I know I've taken a lot of questions, but can I ask another one on 23? You know, you gave us the megawatts. Was wondering if you could kinda help us understand what the revenue might be for next year. You know, if you have 400 MW being sold, I'm guessing that you could generate close to, you know, $500 million of revenue. I know the China assets will be less, but the European and the U.S. assets should be close to $1. Just curious if. Maybe it's closer to $400 million. Are we in the right ballpark in terms of revenue for 2023? Thanks. We are not ready to give the 2023 detail forecast yet as today. We will do it when we conclude the 2022 number. In the meantime, we do know we'll grow. Not only we grow from these three acquisitions we talk about. The two acquisitions I'm talking about is really Branston IPP and plus another 150+ MW in Europe and plus the Emeren acquisition. Those three, as I mentioned, will contribute around $40 million top-line revenue and also about $10 million-$50 million EBITDA in the year of 2023. Other pipeline sales, 400 MW and plus other sales and the EPC activities will absolutely help on both top line and bottom line. We are not ready to release that number yet. Okay. I can appreciate that. Thanks for taking all my questions, and I'll pass it on. Thanks, Yumin. Thank you, Phil. Thank you. One moment for our next question. Our next question comes from the line of Amit Dayal from H.C. Wainwright. Your question, please. Thank you. Good afternoon, everyone. congrats on all the progress. just with respect to the full Q guidance for 2022, does this factor in the monetization from China assets, or will that be upside to the guidance? It reflected a portion of it as we are closing the first portfolio of, in China, and the, we are working on the second portfolio right now. It represent the, understanding of the first portfolio, which to be closed very, very soon. We know the number. The second one is, still in the negotiation mode. That's not in the guidance, I guess, right? That is right. Got it. Okay. Okay. Thank you. Thank you. You know, just looking at operating costs after these recent acquisitions and then moving more towards IPP ownership in Europe, et cetera, you know, how should we think about operating cost changes going forward? Amit, I think first of all, for Branston is operating projects, so we don't expect a whole lot of operating cost increase. For Emeren, we do have a, additional 22 people on our payroll. Again, we only expect a small increase of operating cost. Again, I would say between $3.5 and $3.7 that way expecting quarterly. Okay. Understood. Understood. Okay. Then, you know, with respect to these recent board changes, is there any strategic implications from that we should, you know, think about? You talk about ownership change? Yes. You know, with the new board appointments, et cetera. I know you had pointed towards. Yeah, we do have- In corporation, et cetera, you know, moving towards the Delaware Incorporation. Is that still in play? You know, what should we be reading into, you know, those types of implications from these changes? Okay. Let me answer the first part of the story, then I'll Ke to kick in about the next steps, which is in the process we are in the process for access. Okay. The first one is we do have a bunch of changes. One is the ownership change, as we explained in our in earlier, also from the press release, like last month or a couple of months ago. We did the share repurchase from the ReneSola Limited Singapore and controlled by Mr. Li, the founder of the company, 6 million shares. 7 million shares. Mr. Li's ownership goes from 22% to about 8%+ now at this time. At the other side, the board has also appointed Shah Capital's Managing Director and CIO, Himanshu H. Shah, as our Board Chairman. In addition, we also restructure our committees of the board. On top of that, we are making more moves in different regions, considering how to refund, how to report to our investors. On the other side, especially on meeting the SEC demand or requirement, I'll let Ke to comment on this. Yes. First of all, Amit, let me point out the business first. If you look at our revenues since 2020 and 2021, and now you will see that U.S., Europe business will account for majority of business this quarter, almost 80%. That's our strategic decision about three years ago. We continue drive the business in this direction. This is in line with our shareholder structure change to focus on U.S. and European market, which is the best market right now for renewable energy. Again, with Himanshu Shah become the chairman, we are even more focused and clearly strategically driven shareholder value here. Also, we are, again, to make the requirement to SEC requirement and also maybe, again, become a U.S. supplier here going forward. Understood. Yeah, that's all I have for now, guys. We'll take more of your questions offline. Thank you. Thank you, Amit. Thank you. As a reminder, ladies and gentlemen, if you have a question, please press star one one on your telephone. Our next question comes from the line of Donovan Schafer from Northland Capital. Your question, please. Hey, guys. Thanks for taking my questions. Sorry for some background noise, I'm at the airport right now. The first question I have is just, so just to be clear for the kind of lower revenue outlook for the fourth quarter, it seems like you were saying that it was not a matter of sort of delays at a project level or pushouts, but just it was a decision at the corporate level to retain them, so then there's lower revenue recognition. Was this an incremental? Because you kinda hinted at this on the second quarter call, you know, desire to hold because of PPA pricing that, you know, made it more attractive to hold on to these assets. Was this an incremental kind of an additional tranche of assets you decided, "Hey, we're gonna hang on. Here's an extra cluster of assets we wanna hang on to in Poland and Hungary?" You are absolutely right that for two reasons. Not only we see the demand in Europe and the PPA price going up, but also, as we are so active in Europe, we want to be a local player operating the solar farms long term. Definitely more importantly, the solar farms, owning the ownership as IPP player in Europe give us tremendous great economic returns from those deals. Literally speaking, about 6 months ago, the management decided not to sell those 110 MW in Q4 of this year, and instead will keep all of them. We do have this plan to build them in the next, I would say nine to 10 months. The deals, the projects are under construction. Bunch of them are under construction now, and some are under financing now. But in any case, this will add the stable cash flow and significant good returns to the company. As I also mentioned earlier, that the return changing from the sale, NTP sale to IPP, the payback is less than four years. Thank you. Less than, by the way, less than four years, we already use a pretty conservative PPA price in merchant curve, estimate in the Europe, not really counting those $300, $400, $500 per megawatt-hour. For Donovan, a lot of reason for lower revenue is because currency impact of weak euro. I just wanna point out that. Right. Right. Weak EUR, and okay. I also wanted to ask if you're seeing any kind of trends, you know, this is in some way kind of a follow-up on Phil's question, about for the projects you do take to COD and sell or NTP, 'cause, you know, of course, those are still potentially parts of the strategy. I think NTP has favored the COD, but that could happen sometimes. When you're doing those sales, you know, I tend to think of NTP as often being kind of in a range of $0.10-$0.20 a watt and COD sales, often, you know, in the U.S. and Europe are typically around $1 a watt. So much has been changing. Kind of just wanted to check in on that. If you've been seeing. Thank you. You talked a lot about PPA prices. Have you been seeing significant changes or trends for the ASPs when you're doing an NTP sale or you're doing a COD sale? Kind of I just want to get kind of an update there. I think you are- You. Oh, maybe you could, if you're okay with sharing it, you know, perhaps you could refer to the ASP you got on the Pennsylvania megawatts, if that's at all helpful. I know those are more sort of on the utility scale size, so, maybe that's lower ASP than traditionally, but, and that could be useful as an example. You know, in fact, I cannot really release the details on the project, for example, you mentioned Pennsylvania deal sales. Uh- In general, the smaller deals in some regions or some countries in Europe or U.S. normally enjoys a better per watt price. Okay? Big utility scale sounds like normally smaller per watt price will be lower. Okay? That's number one, the big concept. Another one is that the PPA price goes, in normal cases, very high in Europe, which in turn drives the sales price very high. You are right. The COD buyer, COD payment normally is in the $1 million-$1.1 million per megawatt in Europe. In the U.S. a bit different, the way you put the structure of that tax equity into it. In Europe, it's very easy to say that people are offering $1.1 million-$1.2 million per megawatt. That's the typical price. On NTP, that could go as much as from let's just use the per watt by cents, from $0.20-$0.50. It's really have a big range and vary from country to country, and also from the different functions of the solar farm. For example, in Italy, the industrial land, the NTP sales price can be as high as $300-$400 per megawatt. No, I'm sorry, $300,000-$400,000 per megawatt. For farmland, it is around $200,000. And also in countries of Poland and Hungary, all those numbers can be different. Depending on the size, depending on the countries. In general, all the average sales price go up in average. Okay. Okay. Okay. Right. It's just sort of a lagging. It follows PPAs probably on kind of a lagging basis. Maybe less sensitivity to. Yeah, okay. You know, Donovan, another good thing is that we do have noticed that the supply chain is coming down. We do have as we are continuously acquiring, procuring modules, we do have seen the modules price comes down in the last couple months. We forecast that starting Q2 next year, it will go further down. That will help our IPP initiative, also help driving our EPC activities more profitable. Donovan, I will add, for U.S. communities solar projects, the price is much, much higher than you just mentioned here. We also have community business here in U.S., so the pricing is pretty good right now. Okay, great. If I can just squeeze in one last question for the Emeren, for the team. If I recall correctly, I think you, Yumin, you used to work with a couple of these guys, back at Recurrent, or that was before, I guess Recurrent was acquired by Canadian, and you guys partnered with them back in July, not this July, but I guess it would be a year and a half ago now. It seems like you have a pretty good familiarity with them, and they were kind of I guess maybe there's sort of two questions on this, where, one, if you could just kinda remind me what the background is there that gives you some familiarity. Two, what kinda like there's a sort of a good match here, because as I understand it, they kinda did this land grab move in Italy where, you know, you can put down small sort of deposits with the land rights owners and whatnot to kinda secure the site. There are these to go from early stage to mid or late stage, you need more meaningful cash to put down for deposits, for interconnections and whatnot. What kinda cash, you know, requirements will that have? You know, you have the healthy cash balance, but it seems like that's part of what you're bringing to the part of what you're bringing to the party, if you will. What would the cash needs be there to help move, advance these projects forward, say, over the next 12 months, 24 months, kinda however you wanna frame it? Okay. Let me address your two, three questions separately. One is, you are right. The founder of the company and a couple key guys in the company driving the development, finance, and legal, all used to work for me when I run the EMEA region for Canadian Solar. Okay. They started the partnership with us back to 18 months ago, since summer of last year. We know them well. We absolutely trust their capabilities developing projects. The second point is that Italy is one of the top 3 solar market in Europe. We've been thinking to go to Italy and driving or hiring a local team and build up the local structure to develop this market, very important market. That is why, to the point, when we partnering with Emeren, we believe it's better for them to join us. That comes to the conclusion of the acquisition. Another point is that Italy, for Emeren's structure, they have 5 DSA partnerships. DSA, really development service agreement. Literally speaking, that answers your question about cash flow. This company, Emeren, has a very unique structure of the development. All the projects they have developed before we joined are to be allocated to the five DSA partners. The DSA partners will pay Emeren based on the milestone achievements. Milestone 0, 1, 2, 3. As such, the cash need is pretty minimal. At the same time, they do have the need in short term, for example, for the land and sometime interconnection, they do need some cash in the short term before we turn those to the DSA partners. After the acquisition, we decided not only we work with the DSA partners, other four, but also we will develop internally our pipelines, which is about 500 MW internal pipelines on solar side and also another 500 MW storage pipeline. That's storage, 500 MW, now 500 MW hours. Okay? That is how meaningful we say this acquisition really is. Okay, great. Well, thank you, Yumin. I'll take the rest of my questions offline. Thanks, guys. Thank you, Donovan. Thank you. Thank you. One moment for our next question. Our next question comes from the line of Pavel Molchanov from Raymond James. Your question please. Thanks for for taking the questions. As you own and operate more power plants in Europe, I suppose you have to start thinking about these price caps in the EU and separately in the UK that governments are imposing. Is there any financial impact on any of your IPP assets from these regulations? Great question, Pavel. I will say that the situation is still uncertain. We have news one day, news the other day, especially UK. The current news reflected to us. We can't really say, affirmatively say, "Oh, it will not impact us at all." We do have considered all those potential price caps. As I mentioned, Pavel, earlier that the, we say our IPPs, we decided not sell but keep. In part of Hungary, the payback time is less than four years, and that is not based on the aggressive merchant curve power price. As the merchant curve price for the 2023, 2024 are still $250, $350 per megawatt hour. We use neural model pretty conservatively in consideration, especially on the potential price caps. In UK, the same thing. We signed the long-term PP. Not long-term, multi-year PPA for Branston to secure in the water and tow market a very good cash flow. Those PPAs, as we know by far, will not be impacted. Also they are reasonable, nice PPAs, and should not be impacted by the UK to come, to be executed price caps. Okay. That's helpful. Turning to the U.S. opportunities, you know, like every utility scale developer are watching the AD/CVD tariff saga and the restrictions on imports from China. Just to ask the question in a general sense, are you having any difficulty importing modules for your U.S. assets? I will turn this one to John, our North American CEO. As you know, we do not do any procurement in the U.S., although we absolutely care about AD/CVD case or any false labor issues. John, please. Yeah. I mean, I would just echo that. I think Yumin's answer is the answer. Although it's the same thing as when COVID... You know, it's the same type of answer as when COVID started and pushed, you know, supply chain prices up. We are somewhat insulated. You know, the value of the development slice, I still, you know, I maintain that it's... I'm not saying it's a fixed component forever and ever, but it is a valued piece of the, of the chain 'cause you can't build solar projects without development. We're somewhat insulated from it. I think insulated from it because we're not the procurer directly, but we're also insulated from it because in a competitive process, the NTP assets are valued and paid up for, and some of that, you know, inflation probably, you know, makes its way to the PPA pricing. The development slice is relatively protected, on both ends, so. Okay. Maybe just an kind of a counting question. Given how much M&A and buyback you've done recently, can you give your cash balance as of, let's say, November 1st or December 1st? Well, Pavel, we actually have a very strong cash flow. We're collecting operating cash from the project we're selling this quarter. Our cash position is still pretty strong right now. Okay. Appreciate it, guys. Thank you, Pavel. Thank you. Thank you. This does conclude the question and answer session of today's program. I'd like to hand the program back to management for any further remarks. Thank you, operator. We believe that our strategy is sound and our track record of execution is strong. We continue growing profitability. We are energized by the opportunities ahead and looking forward to updating you on our progress again in a few months. Thank you again for joining us today and for your continued support. If you have any questions, please contact our investor relations team. Wish you all a wonderful holiday season. This concludes our call today. You may all disconnect. Thank you, ladies and gentlemen, for your participation in today's conference. This does conclude the program. You may now disconnect. Good day.
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