Table of Contents

 

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 6-K

 


 

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of December 2015

 

Commission File Number: 001-33107

 


 

CANADIAN SOLAR INC.

 


 

545 Speedvale Avenue West
Guelph, Ontario, Canada N1K 1E6

(Address of principal executive office)

 

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 x     Form 40-F o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

 

 

 



Table of Contents

 

CANADIAN SOLAR INC.

 

Form 6-K

 

TABLE OF CONTENTS

 

Signature

3

 

 

Exhibit Index

4

 

 

Exhibit 99.1

 

 

 

Exhibit 99.2

 

 

2



Table of Contents

 

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, thereunto duly authorized.

 

 

 

CANADIAN SOLAR INC.

 

 

 

 

 

 

 

By:

/s/ Shawn (Xiaohua) Qu

 

Name:

Shawn (Xiaohua) Qu

 

Title:

Chairman, President and

 

 

Chief Executive Officer

 

Date:  December 1, 2015

 

3



Table of Contents

 

EXHIBIT INDEX

 

Exhibit 99.1 — Press Release

 

Exhibit 99.2 — Press Release

 

4


Exhibit 99.1

 

 

Canadian Solar Subsidiary Recurrent Energy Partners in 157 MW Texas Solar Project

 

GUELPH, Ontario, Canada, November 30, 2015 — Canadian Solar Inc. (the “Company”, or “Canadian Solar”) (NASDAQ: CSIQ), one of the world’s largest solar power companies, today announced that its wholly owned subsidiary, Recurrent Energy, one of North America’s largest solar project developers, signed a partnership agreement with Southern Power, a subsidiary of Southern Company. The agreement gives Southern Power a controlling interest in the Roserock solar photovoltaic (PV) project in Texas. The 157.5 megawatt (MW)ac/212 MWp project, developed by Recurrent Energy, is now under construction in West Texas.

 

Under the terms of the agreement, Southern Power will acquire 51% of the equity in the solar generation project. Canadian Solar will retain 49% ownership and contribute its share of the investment required to complete the construction of the project, which the Company has financed through a construction and back-leveraged loan facility with a syndicate of five banks.

 

Projected to be one of the largest solar power plants in Texas when the Roserock solar project reaches commercial operation in late 2016, the facility is expected to generate enough energy to power more than 30,000 Texan homes. The electricity generated by the solar power plant will be delivered to Austin Energy pursuant to a 20-year Power Purchase Agreement.

 

“Cost-competitive, large-scale solar power has enormous potential in Texas,” said Shawn Qu, Chairman and CEO of Canadian Solar Inc. “The Roserock project and Recurrent Energy’s solar project pipeline in the state are each important steps forward as Texas approaches the more than 13 GW of solar that have been forecasted across the state.”

 

Roserock is being constructed on approximately 1,300 acres in Pecos County in West Texas, utilizing approximately 700,000 Canadian Solar CS6X-P PV solar modules. McCarthy Building Companies serves as the provider of engineering, procurement, and construction services for the project, which is estimated to create 500 local construction jobs. The facility layout was developed in cooperation with mineral operator Apache Corporation.

 

This transaction represents Recurrent Energy’s second partnership with Southern Power, which also holds a controlling interest in the Tranquillity solar facility in California.

 

About Recurrent Energy

 

Recurrent Energy, a subsidiary of Canadian Solar Inc., is redefining what it means to be a mainstream clean energy company, with utility-scale solar plants that provide competitive clean electricity. The company has more than 4 GW of solar projects in development in North America. Additional details are available at: www.recurrentenergy.com

 



 

About Canadian Solar Inc.

 

Founded in 2001 in Canada, Canadian Solar is one of the world’s largest and foremost solar power companies. As a leading manufacturer of solar photovoltaic modules and a provider of solar energy solutions, Canadian Solar has a geographically diversified pipeline of utility-scale power projects. In the past 14 years, Canadian Solar has successfully deployed over 12 GW of premium quality modules in over 70 countries around the world. Furthermore, Canadian Solar is one of the most bankable companies in the solar industry, having been publically listed on NASDAQ since 2006. For additional information about the company, follow Canadian Solar on Facebook, Twitter, LinkedIn, or on the website.

 

Safe Harbor/Forward-Looking Statements

 

Certain statements in this press release regarding the Company’s expected future shipment volumes, gross margins, business prospects and future quarterly or annual results, particularly the management quotations and the statements in the “Business Outlook” section, are forward-looking statements that involve a number of risks and uncertainties that could cause actual results to differ materially. These statements are made under the “Safe Harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by such terms as “believes,” “expects,” “anticipates,” “intends,” “estimates,” the negative of these terms, or other comparable terminology. Factors that could cause actual results to differ include the risks regarding the previously disclosed SEC investigation as well as general business and economic conditions and the state of the solar industry; governmental support for the deployment of solar power; future available supplies of high-purity silicon; demand for end-use products by consumers and inventory levels of such products in the supply chain; changes in demand from significant customers; changes in demand from major markets such as Germany, Japan, the U.S. and China; changes in customer order patterns; changes in product mix; capacity utilization; level of competition; pricing pressure and declines in average selling prices; delays in new product introduction; delays in utility-scale project approval process; delays in utility-scale project construction; continued success in technological innovations and delivery of products with the features customers demand; shortage in supply of materials or capacity requirements; availability of financing; exchange rate fluctuations; litigation and other risks as described in the Company’s SEC filings, including its annual report on Form 20-F filed on April 23, 2015. Although the Company believes that the expectations reflected in the forward looking statements are reasonable, it cannot guarantee future results, level of activity, performance, or achievements. Investors should not place undue reliance on these forward-looking statements. All information provided in this press release is as of today’s date, unless otherwise stated, and Canadian Solar undertakes no duty to update such information, except as required under applicable law.

 

Canadian Solar Inc. Contacts
Investors Relations

Ed Job, CFA

Director, Investor Relations

Canadian Solar Inc.

investors@canadiansolar.com

 

David Pasquale

Global IR Partners

Tel:  +1-914-337-8801

csiq@globalirpartners.com

 

Recurrent Energy Media Relations
415-501-9533
PR@RecurrentEnergy.com

 


Exhibit 99.2

 

 

Canadian Solar Subsidiary Recurrent Energy Secures Debt Financing for 157 MW Texas Solar Project

 

GUELPH, Ontario, Canada, November 30, 2015 — Canadian Solar Inc. (the “Company”, or “Canadian Solar”) (NASDAQ: CSIQ), one of the world’s largest solar power companies, today announced that its wholly owned subsidiary, Recurrent Energy, one of North America’s largest solar project developers, has closed on a combined construction and term debt facility, with a syndicate of five banks, for the 157.5 megawatt (MW)ac/ 212 MWp Roserock solar project in Texas. The project, developed by Recurrent Energy, is currently under construction. The electricity generated by the facility will be delivered to Austin Energy pursuant to a 20-year Power Purchase Agreement.

 

With KeyBank as the Coordinating Lead Arranger, five banks, including Rabobank, Santander, NORD/LB, and CIT will provide project-level construction debt, LC facilities and a back-leveraged term facility, totaling approximately $275 million.

 

“This top tier group of financiers’ attraction to the Roserock solar project is a clear indication that large-scale solar can compete and succeed in competitive energy markets like Texas,” said Dr. Shawn Qu, Chairman and Chief Executive Officer of Canadian Solar. “This agreement is a testament to our broader team’s ability to deliver bankable solar projects with strong fundamentals.”

 

“This is our fourth transaction with Recurrent Energy in 2015. We are proud to continue our working relationship and view Roserock as a strong investment in the fast growing Texas solar market,” said Andrew Redinger, Managing Director and Head of KeyBanc Capital Markets Utilities, Power & Renewables Group.

 

Roserock, located on approximately 1,300 acres in Pecos County in West Texas, is projected to create 500 construction jobs. The project will use approximately 700,000 Canadian Solar CS6X-P photovoltaic (PV) solar modules and is expected generate enough energy to power more than 30,000 Texan homes once it reaches commercial operation in late 2016. The facility layout was developed in cooperation with mineral operator Apache Corporation.

 

About Recurrent Energy

 

Recurrent Energy, a subsidiary of Canadian Solar Inc., is redefining what it means to be a mainstream clean energy company, with utility-scale solar plants that provide competitive clean electricity. The company has more than 4 GW of solar projects in development in North America. Additional details are available at: www.recurrentenergy.com

 

About Canadian Solar Inc.

 

Founded in 2001 in Canada, Canadian Solar is one of the world’s largest and foremost solar power companies. As a leading manufacturer of solar photovoltaic modules and a provider of solar energy solutions, Canadian Solar has a geographically diversified pipeline of utility-scale power projects. In the past 14 years, Canadian Solar has successfully deployed over 12 GW of premium quality modules in over 70 countries around the world. Furthermore, Canadian Solar is one of the most bankable companies in the solar industry, having been publically listed on NASDAQ since 2006. For additional information about the company, follow Canadian Solar on Facebook, Twitter, LinkedIn, or on the website.

 



 

Safe Harbor/Forward-Looking Statements

 

Certain statements in this press release regarding the Company’s expected future shipment volumes, gross margins, business prospects and future quarterly or annual results, particularly the management quotations and the statements in the “Business Outlook” section, are forward-looking statements that involve a number of risks and uncertainties that could cause actual results to differ materially. These statements are made under the “Safe Harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by such terms as “believes,” “expects,” “anticipates,” “intends,” “estimates,” the negative of these terms, or other comparable terminology. Factors that could cause actual results to differ include the risks regarding the previously disclosed SEC investigation as well as general business and economic conditions and the state of the solar industry; governmental support for the deployment of solar power; future available supplies of high-purity silicon; demand for end-use products by consumers and inventory levels of such products in the supply chain; changes in demand from significant customers; changes in demand from major markets such as Germany, Japan, the U.S. and China; changes in customer order patterns; changes in product mix; capacity utilization; level of competition; pricing pressure and declines in average selling prices; delays in new product introduction; delays in utility-scale project approval process; delays in utility-scale project construction; continued success in technological innovations and delivery of products with the features customers demand; shortage in supply of materials or capacity requirements; availability of financing; exchange rate fluctuations; litigation and other risks as described in the Company’s SEC filings, including its annual report on Form 20-F filed on April 23, 2015. Although the Company believes that the expectations reflected in the forward looking statements are reasonable, it cannot guarantee future results, level of activity, performance, or achievements. Investors should not place undue reliance on these forward-looking statements. All information provided in this press release is as of today’s date, unless otherwise stated, and Canadian Solar undertakes no duty to update such information, except as required under applicable law.

 

Canadian Solar Inc. Contacts
Investors Relations

Ed Job, CFA

Director, Investor Relations

Canadian Solar Inc.

investors@canadiansolar.com

 

David Pasquale

Global IR Partners

Tel:  +1-914-337-8801

csiq@globalirpartners.com

 

Recurrent Energy Media Relations
415-501-9533
PR@RecurrentEnergy.com