8-K

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

March 1, 2022

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 85281

(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 March 1, 2022, First Solar, Inc. is issuing a press release and holding a conference call regarding its financial results for the fourth quarter ended December 31, 2021. 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 March 1, 2022
104	Cover Page Interactive Data File (embedded within the Inline XBRL Document)

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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: March 1, 2022	By:	/s/ JASON DYMBORT
	Name:	Jason Dymbort
	Title:	General Counsel & Secretary

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EX-99.1

EXHIBIT 99.1

News Release

First Solar, Inc. Announces Fourth Quarter and Full Year 2021 Financial Results and 2022 Guidance

•Net sales of $2.9 billion for 2021 and $0.9 billion for the fourth quarter

•Net income per diluted share of $4.38 for 2021 and $1.23 for the fourth quarter

•Year-end 2021 cash, cash equivalents, restricted cash, and marketable securities of $1.8 billion

•17.5 GWDC of 2021 net bookings; 11.8 GWDC since third quarter earnings call

•2022 net sales guidance of $2.4 billion to $2.6 billion

•2022 EPS guidance of $0.00 to $0.60

•Year-end 2022 net cash balance guidance of $1.1 billion to $1.35 billion

•Company in advanced stage discussions to sell Japan project development and O&M platform

TEMPE, Ariz., March 1, 2022 –First Solar, Inc. (Nasdaq: FSLR) today announced financial results for the fourth quarter and year ended December 31, 2021. Net sales for the fourth quarter were $0.9 billion, an increase of $0.3 billion from the prior quarter. The increase was primarily a result of international project sales and increased module sales in the fourth quarter.

“I would like to express my gratitude to the entire First Solar team for their hard work and perseverance in a year where much of the solar PV manufacturing industry faced supply chain, logistics, cost, and pandemic-related challenges,” said Mark Widmar, CEO of First Solar. “Despite these dynamics, our full year 2021 earnings per diluted share result came in above the mid-point of the guidance range we provided at the time of our third quarter earnings call, and is solidly within the original guidance range provided last February.”

The Company reported fourth quarter net income per diluted share of $1.23, and full year net income per diluted share of $4.38.

Cash, cash equivalents, restricted cash, and marketable securities at the end of the fourth quarter decreased to $1.8 billion from $1.9 billion at the end of the prior quarter. The decrease was primarily a result of capital expenditures related to expansion in India and Ohio and operating expenses.

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Forecasted net sales for 2022 are $2.4 billion to $2.6 billion. Operating income is forecasted to be $55 million to $150 million, which includes production start-up expense of $85 million to $90 million, underutilization losses related to factory upgrades of $10 million to $15 million, and a pre-tax gain related to the potential sale of the Japan project development and O&M platform of approximately $270 million to $290 million. Forecasted net income per diluted share is $0.00 to $0.60. The year-end 2022 ending net cash balance is projected to be in the range of $1.1 billion to $1.35 billion. The complete 2022 guidance is as follows:

	2022 Guidance
Net Sales	$2.4B to $2.6B
Gross Margin (1)	$155M to $215M
Operating Expenses (2)	$365M to $380M
Operating Income (3)(4)	$55M to $150M
Earnings per Diluted Share	$0.00 to $0.60
Net Cash Balance (5)	$1.1B to $1.35B
Capital Expenditures	$850M to $1.1B
Shipments	8.9GW to 9.4GW

——————————

(1)Includes $10 million to $15 million of underutilization losses

(2)Includes $85 million to $90 million of production start-up expense

(3)Includes $95 million to $105 million of production start-up expense and underutilization losses

(4)Includes $270 million to $290 million pre-tax gain related to the potential sale of the Japan project development and O&M platform

(5)Defined as cash, cash equivalents, marketable securities, and restricted cash less expected debt at the end of 2022

“We will continue to navigate near-term headwinds with a focus on the future, as we invest in realizing the full value of our differentiated thin-film technology,” said Mark Widmar, CEO of First Solar. “This pivotal year will revolve around continued significant investment in R&D, new products, manufacturing expansion, and employing new contracting strategies, all of which we believe set the stage for sustained growth in 2023 and beyond.”

First Solar also announced today that it is in advanced stage discussions to sell its project development and O&M platform in Japan. The consideration of a potential sale for its Japan project development and O&M platform by First Solar is at a preliminary stage and may not result in any transaction being consummated. First Solar does not intend to disclose further developments with respect to this process except to the extent the process is concluded or it is required by law or otherwise deemed appropriate.

The guidance figures presented above are forward-looking statements that are subject to a variety of assumptions and estimates. Investors are encouraged to listen to the conference call and to review the accompanying materials, which contain more information about First Solar’s fourth quarter and full year 2021 financial results, 2022 guidance, and financial outlook.

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Conference Call Details

First Solar has scheduled a conference call for today, March 1, 2022 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. An audio replay of the conference call will be available through Tuesday, March 15, 2022 and can be accessed by dialing +1 (800) 585-8367 if you are calling from within the United States or +1 (416) 621-4642 if you are calling from outside the United States and entering the replay passcode 2254797. A replay of the webcast will also be available on the Investors section of the Company’s website approximately five hours after the conclusion of the call and remain available for 90 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 R&D 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; our financial guidance for 2022, net sales, gross margin, operating expenses, operating income, earnings per share, net cash balance, capital expenditures, shipments, bookings, products and our business and financial objectives for 2022. 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; interest rate fluctuations and both our and our customers’ ability to secure financing; 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; the creditworthiness of our offtake counterparties and the ability of our offtake counterparties to fulfill their contractual obligations to us; 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; our ability to successfully develop and complete our systems business projects; our ability to convert existing production facilities to support new product lines, such as Series 6 module manufacturing; 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

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with, government regulations and environmental, health, and safety requirements; effects resulting from pending litigation; future collection and recycling costs for solar modules covered by our module collection and recycling program; supply chain disruption, including the availability of shipping containers, port congestion, canceled shipments by logistic providers, and the cost of fuel, all of which may be exacerbated by the COVID-19 pandemic; our ability to protect our intellectual property; our ability to prevent and/or minimize the impact of cyber-attacks or other breaches 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 convert existing or construct production facilities to support new product lines; our ability to attract and retain key executive officers and associates; the severity and duration of the COVID-19 pandemic, including its 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 Conditions and Results of Operations” of our most recent Annual Report on Form 10-K and our subsequently filed Quarterly Reports on Form 10-Q, as supplemented by our other filings with the Securities and Exchange Commission.

Contacts

First Solar Investors

investor@firstsolar.com

First Solar Media

media@firstsolar.com

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FIRST SOLAR, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

(Unaudited)

	December 31,
	2021		2020
ASSETS
Current assets:
Cash and cash equivalents	$	1,450,654	$	1,227,002
Marketable securities	375,389		520,066
Accounts receivable trade, net	429,436		266,086
Accounts receivable unbilled, net	25,273		26,370
Inventories	666,299		567,587
Assets held for sale	—		155,685
Other current assets	244,192		251,739
Total current assets	3,191,243		3,014,535
Property, plant and equipment, net	2,649,587		2,402,285
PV solar power systems, net	217,293		243,396
Project assets	315,488		373,377
Deferred tax assets, net	59,162		104,099
Restricted marketable securities	244,726		265,280
Goodwill	14,462		14,462
Intangible assets, net	45,509		56,138
Inventories	237,512		201,229
Other assets	438,764		434,130
Total assets	$	7,413,746	$	7,108,931
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	193,374	$	183,349
Income taxes payable	4,543		14,571
Accrued expenses	288,450		310,467
Current portion of long-term debt	3,896		41,540
Deferred revenue	201,868		188,813
Liabilities held for sale	—		25,621
Other current liabilities	34,747		83,037
Total current liabilities	726,878		847,398
Accrued solar module collection and recycling liability	139,145		130,688
Long-term debt	236,005		237,691
Other liabilities	352,167		372,226
Total liabilities	1,454,195		1,588,003
Commitments and contingencies
Stockholders’ equity:
Common stock, $0.001 par value per share; 500,000,000 shares authorized; 106,332,315 and 105,980,466 shares issued and outstanding at December 31, 2021 and 2020, respectively	106		106
Additional paid-in capital	2,871,352		2,866,786
Accumulated earnings	3,184,455		2,715,762
Accumulated other comprehensive loss	(96,362)		(61,726)
Total stockholders’ equity	5,959,551		5,520,928
Total liabilities and stockholders’ equity	$	7,413,746	$	7,108,931

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FIRST SOLAR, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)

	Three Months Ended						Year Ended
	December 31, 2021		September 30, 2021		December 31, 2020		December 31, 2021		December 31, 2020
Net sales	$	907,319	$	583,504	$	609,232	$	2,923,377	$	2,711,332
Cost of sales	660,830		458,924		449,372		2,193,423		2,030,659
Gross profit	246,489		124,580		159,860		729,954		680,673
Operating expenses:
Selling, general and administrative	38,411		43,476		62,700		170,320		222,918
Research and development	29,881		25,426		22,670		99,115		93,738
Production start-up	5,038		2,945		16,716		21,052		40,528
Litigation loss	—		—		—		—		6,000
Total operating expenses	73,330		71,847		102,086		290,487		363,184
Gain on sales of businesses, net	—		(1,866)		—		147,284		—
Operating income	173,159		50,867		57,774		586,751		317,489
Foreign currency loss, net	(3,362)		(1,018)		(1,341)		(7,975)		(4,890)
Interest income	2,183		1,752		1,446		6,179		16,559
Interest expense, net	(2,530)		(2,958)		(3,018)		(13,107)		(24,036)
Other (expense) income, net	(2,284)		(2,603)		(3,279)		314		(11,932)
Income before taxes and equity in earnings	167,166		46,040		51,582		572,162		293,190
Income tax (expense) benefit	(35,796)		(837)		66,400		(103,469)		107,294
Equity in earnings, net of tax	—		—		(2,279)		—		(2,129)
Net income	$	131,370	$	45,203	$	115,703	$	468,693	$	398,355
Net income per share:
Basic	$	1.24	$	0.43	$	1.09	$	4.41	$	3.76
Diluted	$	1.23	$	0.42	$	1.08	$	4.38	$	3.73
Weighted-average number of shares used in per share calculations:
Basic	106,327		106,320		105,976		106,263		105,867
Diluted	107,007		106,899		106,944		106,924		106,686

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XML

Document and Entity Information Document	Mar. 01, 2022
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Mar. 01, 2022
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	85281
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