Alex Bradley
Analyst · Baird
Thanks, Mark. Before reviewing our Q2 results, on slide 6, I'd like to provide an overview of two events, which impact both this quarter's results as well as our full year outlook. Both relate to our legacy systems business and impact our non-module or other business segment. The first is the recently completed sale of our Japanese project development platform and the pending sale of our Japanese O&M platform. The first discussed on our Q4 2021 earnings and guidance call, in late 2021, we received an unsolicited offer to acquire our Japanese project development and O&M platforms. And our full year 2022 guidance assumed a gain on the sale of these businesses of $270 million to $290 million. On our Q1 2020 earnings call in April, we indicated that negotiations toward the sale were progressing well. In May of this year, we entered into definitive agreements to sell these businesses to PAG Real Assets, subject to customary closing conditions. As previously disclosed and mentioned by Mark earlier in the call, in June, the conditions related to the sale of the project development platform were met. And accordingly, we closed the sale of that business for gross proceeds of JPY 66 billion, including a gain on sale of JPY 33 billion. These results were in line with the assumptions included in our full year guidance. However, due to the sudden and significant weakening of the Japanese yen relative to the U.S. dollar that has taken place in 2022 largely as a function of the contrast between the Bank of Japan's continued commitment to economic stimulus and the tightening of U.S. monetary policy, the U.S. dollar gain on sale of $245 million was $35 million lower than the midpoint of our previous forecast. From a cash perspective, we received net cash proceeds in Q2 of $262 million with an additional $164 million forecasted to be received within the calendar year. And note, the remaining conditions precedent to close the sale of the Japan O&M platform, including regulatory approvals, receipt of third-party consents and other customary closing conditions, are expected to be met in the second half of 2022. The second event impacting both, Q2 results and full year guidance relates to our 141-megawatt Luz del Norte project located in Chile. As disclosed since last year's second quarter 10-Q filing, we've continued to evaluate whether to hold or pursue a sale of the project. We also noted that should we be unable to recover our net carrying value in the project, any future sale could result in an impairment charge. Given that no decision has been made with regards to a sale, no impact from any potential sale was included in our 2022 guidance. In cooperation with the project lenders, we've recently begun a sale process, and in Q2, received multiple nonbinding bids to acquire the Luz del Norte project. Based on analysis of these bids, in Q2, we recorded a pretax impairment in cost of sales of $58 million and additional tax expense of $23 million associated with the Luz del Norte project. As it relates to the full year, assuming a sale is completed later this year, in line with the bids received to date, we expect revenue of $150 million to $200 million from the sale, a reduction in gross profit of $40 million to $50 million, including the Q2 impairment net of future proceeds from the sale, a $30 million to $35 million benefit to non-operating income from debt forgiveness and reduced interest expense, and $30 million to $40 million of tax expense due to the generation of net operating losses, which no future benefit we received and the jurisdictional mix of the income amongst our Chilean entities. The total net impact from the expected sale of Luz del Norte, which was not previously assumed in our guidance for the year, is a $10 million to $15 million loss before taxes and a $40 million to $55 million loss on a post-tax basis, equivalent to an implied loss per share of $0.38 to $0.52. Note that given the early stages of the sale process and uncertainty around the ultimate structuring of any potential sale, although we believe the forecasted range for revenue, pretax losses, tax expense and after-tax losses to be appropriate, there remains significant uncertainty related to the impact of the gross profit and non-operating income lines of the P&L. With this background, starting on slide 7, I'll cover the income statement highlights for the second quarter. Net sales in Q2 were $621 million, an increase of $254 million compared to the prior quarter. On a segment basis, our module segment revenue in Q2 was $607 million compared to $355 million in the prior quarter. The increase in net sales was primarily driven by higher module volumes sold and also benefited by sales freight recoveries. Gross margin was negative 4% in Q2 compared to positive 3% in the prior quarter, primarily driven by the impairment of the Luz del Norte project, which impacted gross margin by 9 percentage points. Q2 module segment gross margin of 5%, up from 3% in Q1, was positively impacted by increased volumes sold. Additionally, sales freight included in our cost of sales reduced module segment gross margin by 16 percentage points in Q2 compared to 14 percentage points in the prior quarter. SG&A and R&D expenses totaled $64 million in the second quarter, unchanged from the prior quarter. Production startup, which is included in operating expenses, totaled $13 million in the second quarter, an increase of $6 million compared to the prior quarter, driven by increased startup costs associated with our third Ohio factory. We recorded the aforementioned $245 million gain on sale associated with the closing of the sale of the project development platform in Japan. Q2 operating income was $145 million, which included depreciation and amortization of $67 million and the utilization of production startup expense totaling $17 million, share-based compensation of $6 million, gain on the sale of the Japan project development platform of $245 million and an impairment of $58 million associated with the Luz del Norte project in Chile. We recorded tax expense of $84 million in the second quarter compared to a tax benefit of $19 million in the prior quarter. The increase in tax expense is primarily attributable to an increase in pretax profit from the sale of our Japan project development platform and an increase in tax expense related to the Luz del Norte project. A combination of the aforementioned items led to second quarter earnings per share of $0.52 compared to a Q1 loss per share of $0.41 on a diluted basis. I'll next turn to slide 8 to discuss select balance sheet items and summary cash flow information. Cash flows generated from operations were $88 million and capital expenditures were $199 million in the second quarter. Our cash, marketable securities and restricted cash balance ended the quarter at $1.9 billion compared to $1.6 billion at the end of the prior quarter. Module segment operating cash flow and proceeds from the sale of our Japan project development platform were partially offset by other operating expenses and capital expenditures associated with our new Ohio and India factories. Total debt at the end of the second quarter was $175 million, a decrease of $77 million from the end of Q1, primarily due to the repayment of a credit facility before transferring the associated project with the sale of the Japan project development platform. All of our outstanding debt is nonrecourse project debt and will come off the balance sheet if the Luz del Norte project is sold. Our net cash position, which includes cash, restricted cash and marketable securities less debt, increased by approximately $372 million to $1.7 billion as a result of the aforementioned factors. Continuing on slide 9. Our full year 2022 guidance is updated as follows. Our previous revenue guidance of $2.4 billion to $2.6 billion was predominantly module segment revenue, which remains unchanged. We are adding other segment revenue guidance of $150 million to $200 million for total revenue guidance of between $2.55 billion and $2.8 billion to reflect the expected sale of the Luz del Norte project in the second half of the year. With half year behind us, we have greater clarity into our full year module segment performance. Whilst the midpoint of our module segment gross profit guidance remains unchanged, we've revised the range from $165 million to $225 million to $175 million to $215 million. Our other segment, which previously was forecast to reduce gross profit by $10 million, is now forecast to reduce gross profit by $50 million to $60 million due to the anticipated Luz del Norte sale, resulting in total forecasted gross profit of $115 million to $165 million. Within gross profit, assumptions related to underutilization losses of $10 million to $15 million and a sales freight impact of 18 to 20 points of gross margin remain unchanged. Additionally, our forecasted cost per watt produced reduction from year-end 2021 to year-end 2022 of 4% to 6%, and our forecasted flat year-over-year cost per watt sold forecasts both remain unchanged. Note, the midpoint of our full year module segment gross margin guidance of approximately 8% remains unchanged from our previous forecast. Following a 3% and 5% module segment gross margin result in the first and second quarters of 2022, module margin improvement is expected to continue in the second half of the year. SG&A and R&D expenses are forecast to total $270 million to $280 million, down from $280 million to $290 million in our previous guidance. In addition, our forecast startup expense of $80 million to $85 million is down from $85 million to $90 million previously for a total forecast operating expenses forecast of $350 million to $365 million. The gain on sale of businesses previously forecasted $270 million to $290 million is now forecast to be $245 million given the aforementioned currency impact. Operating income is estimated to be between $5 million and $70 million, down from previous guidance of $55 million to $150 million as a function of the reduction in the U.S. dollar value of the Japan business sale and the inclusion of the expected Luz del Norte sale in guidance, partially offset by SG&A, R&D and startup expenses savings. Other income and expense guidance moves from $20 million to $30 million of expense in prior guidance to $25 million of income in current guidance as a function of increased interest income and forecast debt forgiveness upon the anticipated sale of the Luz del Norte project. Full year tax expense increases from $35 million to $55 million previously to $55 million to $70 million, following the inclusion of the expected sale of the Luz del Norte project this year, partially offset by a lower-than-forecast gain on sale of the Japan development platform. This results in full year 2022 earnings per diluted share guidance range of negative $0.25 to positive $0.25. Capital expenditures guidance of $850 million to $1.1 billion and shipments guidance of 8.9 gigawatts to 9.4 gigawatts remain unchanged. Our year-end 2022 net cash balance is anticipated to be between $1.3 billion and $1.5 billion, an increase of $200 million following the assumed sale of Luz del Norte and the corresponding reduction in project-level debt. Before handing call back to Mark, given our record backlog and significant recent bookings, I'd like to provide some insight into our pricing strategy and our vision for gross margin expansion for the next three years and beyond. The components of this strategy include our approach of contracting out our capacity several years in advance of production, the anticipated reduction of our cost per watt produced, the expected benefits from capacity expansion, including through scaling a largely fixed overhead structure, and our agile contracting approach, which provides for the potential realization of both incremental revenue and is expected to mitigate freight and certain commodity cost risk. Now with respect to our agile contracting structure, every contract is different, and not every recent contract includes every technology and commodity adjustor we've been describing. Accordingly, while we anticipate seeing some incremental revenue contribution and gross margin protection from these adjustors in 2023, the majority of these potential revenue and gross margin benefits, if we're able to achieve our technology road map, are expected to be recognized in 2024 and 2025. Firstly, as it relates to ASPs, between the pricing reflected in the current contracted backlog and the pricing for the bookings realized in July, we expect the profile of our annual base contracted ASPs will remain effectively flat, and therefore, not decline for 2022 through 2025. Against this pricing backdrop, we anticipate a reduction in cost per watt produced from year-end 2021 to year-end 2022 of between 4% and 6%. Even making the highly conservative assumption of no further reductions to cost per watt produced beyond this point, we expect cost per watt produced exiting 2022 to provide an annual gross margin benefit in 2023 and beyond. On a cost mitigation basis, as it relates to sales freight as well as steel and aluminum costs relative to 2022, we would expect future years to see either a reduced cost profile or should costs remain elevated relative to pre-pandemic norms, the inclusion of adjustors would provide for an increase in ASP to offset such costs. Under either scenario, we would see an expansion of gross profit relative to 2022. As mentioned on the April earnings call, indicatively, assuming today's sales freight and aluminum environment, a contract with sales freight aluminum adjustors is expected to increase ASPs by approximately $0.03 per watt above the baseline. From a growth perspective, relative to today, we expect the announced Series 7 factories in Ohio and India will add approximately 6 gigawatts of annual production starting in 2024. That additional volume is anticipated to provide significant incremental gross profit. In addition, we see the benefit of scale from our largely fixed operating cost structure as we anticipate adding this capacity with limited incremental OpEx. Assuming the midpoint of our current full year 2022 R&D and SG&A guidance of $275 million, this incremental production reduces combined R&D and SG&A cost per watt by approximately $0.01. As it relates to our Indian manufacturing facility, while ASPs in that market are anticipated to be lower than those in the U.S. and other markets, we expect gross profit per watt for the Indian factory to be equal to or higher than the fleet average. This is due to a combination of factory scale, domestic CapEx incentives and other incentives, lower labor costs and the elimination of ocean freight to deliver the domestically produced product. The combined impact of flat ASPs, cost per watt reduction, sales freight and commodity adjustors and capacity expansion against a largely fixed operating cost base provides a compelling case for gross margin expansion over the period we've been discussing. Moreover, this potential for gross margin expansion is further enhanced to the extent that we're able to make achievements within our technology road map. As described on the April earnings call, under our updated contracting approach, we forward-sell today's technology. To the extent we accomplish future module technology improvements, including new product designs and energy-related enhancements, we have the opportunity to realize incremental revenue under sales contracts that include technology adjustors. As Mark noted earlier, this does not include either potential adjustments to the ultimate bin delivered to the customer, which may adjust the ASP under the sales contract upwards or downwards, or for those contracts in the United States that include sharing related to a potential upside for U.S.-made modules on an extension of the investment tax credit. And finally, the gross profit opportunity described here is within the context of our current capacity plan. Additional capacity would be expected to be gross profit accretive to the above scenario. And while we're not making a new additional plant announcement today, I'll now turn the call back over to Mark, who will provide an update on policy and our current thinking with respect to capacity expansion.