Exhibit 99.2
Hanwha Q CELLS Co., Ltd.
Interim Condensed Consolidated Balance Sheets
(in millions of US dollars, except share data)
| | | | | | | | | | | | |
| | June 30, 2015 | | | March 31, 2015 | | | December 31, 2014 | |
| | (unaudited) | | | (unaudited) | | | | |
ASSETS | | | | | | | | | | | | |
Current assets | | | | | | | | | | | | |
Cash and cash equivalents | | | 475.9 | | | | 194.5 | | | | 156.7 | |
Restricted cash | | | 149.1 | | | | 123.2 | | | | 2.4 | |
Trade accounts receivable | | | 304.6 | | | | 308.5 | | | | 31.0 | |
Receivables from related parties | | | 294.5 | | | | 198.6 | | | | 159.5 | |
Inventories | | | 444.6 | | | | 402.4 | | | | 204.4 | |
Loans to related parties | | | 45.5 | | | | 15.2 | | | | 9.1 | |
Derivative contracts | | | 6.3 | | | | 7.6 | | | | 0.8 | |
Other current assets | | | 119.2 | | | | 101.3 | | | | 21.0 | |
| | | | | | | | | | | | |
Total current assets | | | 1,839.7 | | | | 1,351.3 | | | | 584.9 | |
| | | |
Long-term prepayments | | | 3.3 | | | | 7.3 | | | | — | |
Property, plant and equipment - net | | | 814.4 | | | | 768.1 | | | | 147.8 | |
Intangible assets | | | 16.0 | | | | 16.1 | | | | 13.7 | |
Land use right - net | | | 55.0 | | | | 55.3 | | | | — | |
Deferred income taxes | | | 6.2 | | | | 5.8 | | | | 3.6 | |
Other long-term assets | | | 7.9 | | | | 19.3 | | | | 16.4 | |
| | | | | | | | | | | | |
Total assets | | | 2,742.5 | | | | 2,223.2 | | | | 766.4 | |
| | | | | | | | | | | | |
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | | | | | | |
Current liabilities | | | | | | | | | | | | |
Trade accounts payable | | | 262.2 | | | | 242.7 | | | | 50.8 | |
Notes payable | | | 127.0 | | | | 101.8 | | | | — | |
Payables to related parties | | | 346.6 | | | | 256.3 | | | | 87.1 | |
Deferred revenue | | | 442.2 | | | | — | | | | — | |
Accrued expenses | | | 35.5 | | | | 30.5 | | | | 1.1 | |
Other payables | | | 17.9 | | | | 14.8 | | | | 8.9 | |
Short-term debt | | | 292.4 | | | | 235.1 | | | | 1.1 | |
Current portion of long-term debt | | | 164.1 | | | | 266.0 | | | | 1.2 | |
Current portion of obligations under capital leases | | | 3.8 | | | | 4.5 | | | | 5.7 | |
Customer deposits | | | 3.7 | | | | 7.7 | | | | 1.4 | |
Unrecognized tax benefit | | | 18.7 | | | | 18.7 | | | | — | |
Derivative contracts | | | 0.5 | | | | 0.9 | | | | — | |
Litigation accruals | | | 73.1 | | | | 82.4 | | | | 58.5 | |
Deferred income taxes | | | 9.4 | | | | 9.0 | | | | 5.4 | |
Warranty provision | | | 37.3 | | | | 38.0 | | | | 10.5 | |
Other current liabilities | | | 1.8 | | | | 1.7 | | | | 3.3 | |
| | | | | | | | | | | | |
Total current liabilities | | | 1,836.2 | | | | 1,310.1 | | | | 235.0 | |
| | | |
Long-term debt, net of current portion | | | 619.1 | | | | 611.8 | | | | 283.5 | |
Long-term obligations under capital leases | | | 0.1 | | | | 0.5 | | | | 1.2 | |
Long-term warranty provision | | | 16.2 | | | | 15.7 | | | | 17.0 | |
Deferred income taxes | | | 3.8 | | | | 4.2 | | | | — | |
| | | | | | | | | | | | |
Total liabilities | | | 2,475.4 | | | | 1,942.3 | | | | 536.7 | |
| | | | | | | | | | | | |
Redeemable ordinary shares | | | — | | | | — | | | | — | |
Stockholders’ Equity | | | | | | | | | | | | |
Ordinary shares | | | 0.4 | | | | 0.4 | | | | 0.4 | |
Additional paid-in capital | | | 430.9 | | | | 430.6 | | | | 329.8 | |
Accumulated deficit | | | (98.6 | ) | | | (84.4 | ) | | | (64.0 | ) |
Accumulated other comprehensive loss | | | (65.6 | ) | | | (65.7 | ) | | | (36.5 | ) |
| | | | | | | | | | | | |
Total stockholders’ equity | | | 267.1 | | | | 280.9 | | | | 229.7 | |
| | | | | | | | | | | | |
Total liabilities, redeemable ordinary shares and stockholders’ equity | | | 2,742.5 | | | | 2,223.2 | | | | 766.4 | |
| | | | | | | | | | | | |
Hanwha Q CELLS Co., Ltd.
Unaudited Interim Condensed Consolidated Statements of Operations and Comprehensive Loss
(in millions of US dollars, except share data and net loss per share)
| | | | | | | | | | | | |
| | For the three months ended | | | For the six months ended | |
| | June 30, 2015 | | | March 31, 2015 | | | June 30, 2015 | |
| | (unaudited) | | | (unaudited) | | | (unaudited) | |
Net sales | | | 338.0 | | | | 333.5 | | | | 671.5 | |
Cost of goods sold | | | 279.6 | | | | 285.1 | | | | 564.7 | |
| | | | | | | | | | | | |
Gross profit | | | 58.4 | | | | 48.4 | | | | 106.8 | |
Selling and marketing expenses | | | 19.8 | | | | 15.2 | | | | 35 | |
General and administrative expenses | | | 25.7 | | | | 18.5 | | | | 44.2 | |
Research and development expenses | | | 11.9 | | | | 9.9 | | | | 21.8 | |
Restructuring charges | | | — | | | | 22.1 | | | | 22.1 | |
| | | | | | | | | | | | |
Operating income (loss) | | | 1.0 | | | | (17.3 | ) | | | (16.3 | ) |
Other expense | | | | | | | | | | | | |
Interest income | | | 2.1 | | | | 0.3 | | | | 2.4 | |
Interest expense | | | (16.9 | ) | | | (11.2 | ) | | | (28.1 | ) |
Foreign exchange gain (loss) | | | — | | | | 0.9 | | | | 0.9 | |
Changes in fair value of derivative contracts | | | 1.2 | | | | 8.2 | | | | 9.4 | |
Investment loss | | | (1.5 | ) | | | — | | | | (1.5 | ) |
Miscellaneous income, net | | | 0.7 | | | | 1.0 | | | | 1.70 | |
| | | | | | | | | | | | |
Other expense, net | | | (14.4 | ) | | | (0.8 | ) | | | (15.2 | ) |
Loss before income taxes | | | (13.4 | ) | | | (18.1 | ) | | | (31.5 | ) |
Income taxes expenses (benefit) | | | 0.8 | | | | 2.3 | | | | 3.10 | |
| | | | | | | | | | | | |
Net loss | | | (14.2 | ) | | | (20.4 | ) | | | (34.6 | ) |
| | | |
Net loss attributable to Hanwha Q CELLS Co., Ltd.’s stockholders per share: | | | | | | | | | | | | |
Basic | | US$ | (0.00 | ) | | US$ | (0.01 | ) | | US$ | (0.01 | ) |
Diluted | | US$ | (0.00 | ) | | US$ | (0.01 | ) | | US$ | (0.01 | ) |
| | | |
Number of shares used in computation of net loss per share: | | | | | | | | | | | | |
Basic | | | 4,158,310,368 | | | | 4,005,718,692 | | | | 4,082,030,404 | |
Diluted | | | 4,158,310,368 | | | | 4,005,718,692 | | | | 4,082,030,404 | |
| | | |
Other comprehensive loss | | | | | | | | | | | | |
Foreign currency translation adjustment | | | 0.1 | | | | (29.2 | ) | | | (29.1 | ) |
| | | | | | | | | | | | |
Comprehensive loss | | | (14.1 | ) | | | (49.6 | ) | | | (63.7 | ) |
| | | | | | | | | | | | |
Hanwha Q CELLS Co., Ltd.
Unaudited Interim Condensed Consolidated Statement of Cash Flows
(in millions of US dollars)
| | | | | | | | | | | | |
| | For the three months ended | | | For the six months ended | |
| | June 30, 2015 | | | March 31, 2015 | | | June 30, 2015 | |
| | (unaudited) | | | (unaudited) | | | (unaudited) | |
Cash flows from operating activities | | | | | | | | | | | | |
Net loss | | | (14.2 | ) | | | (20.4 | ) | | | (34.6 | ) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities | | | | | | | | | | | | |
Depreciation, amortization and impairment | | | 29.9 | | | | 31.1 | | | | 61.0 | |
Allowance for doubtful accounts | | | — | | | | 0.7 | | | | 0.7 | |
Non-cash interest expense on amortization of long-term debt and litigation accruals | | | 4.0 | | | | 5.7 | | | | 9.7 | |
Unrealized (gains) loss on derivative contracts | | | 0.9 | | | | (6.6 | ) | | | (5.7 | ) |
Stock compensation expense | | | 0.4 | | | | — | | | | 0.4 | |
Loss from disposal of subsidiaries | | | 1.5 | | | | — | | | | 1.5 | |
Deferred tax expense | | | 0.8 | | | | 2.3 | | | | 3.1 | |
Changes in operating assets and liabilities | | | | | | | | | | | | |
Trade accounts receivable | | | (0.7 | ) | | | (121.7 | ) | | | (122.4 | ) |
Inventories | | | (44.4 | ) | | | (40.2 | ) | | | (84.6 | ) |
Restricted cash | | | (28.5 | ) | | | (15.9 | ) | | | (44.4 | ) |
Other current assets | | | (109.5 | ) | | | 24.7 | | | | (84.8 | ) |
Other non current assets | | | (1.2 | ) | | | — | | | | (1.2 | ) |
Trade accounts payable | | | 29.8 | | | | 44.3 | | | | 74.1 | |
Notes payable | | | 25.2 | | | | (0.4 | ) | | | 24.8 | |
Warranty provisions | | | 1.1 | | | | 12.5 | | | | 13.6 | |
Accrued expenses | | | 5.0 | | | | 3.4 | | | | 8.4 | |
Deferred revenue | | | 442.2 | | | | — | | | | 442.2 | |
Other current liabilities | | | 81.2 | | | | 51.3 | | | | 132.5 | |
| | | | | | | | | | | | |
Cash provided by (used in) operating activities | | | 423.5 | | | | (29.2 | ) | | | 394.3 | |
| | | |
Cash flows from investing activities | | | | | | | | | | | | |
Net cash received from an acquisition | | | (0.0 | ) | | | 70.2 | | | | 70.2 | |
Capital expenditures | | | (40.7 | ) | | | (17.8 | ) | | | (58.5 | ) |
Changes in restricted cash | | | 2.6 | | | | 2.3 | | | | 4.9 | |
Proceeds from disposal of a subsidiary | | | 0.5 | | | | | | | | 0.5 | |
Issuance of loans to related parties | | | (30.3 | ) | | | (6.1 | ) | | | (36.4 | ) |
| | | | | | | | | | | | |
Net cash provided by (used in) investing activities | | | (67.9 | ) | | | 48.6 | | | | (19.3 | ) |
| | | |
Cash flows from financing activities | | | | | | | | | | | | |
Proceeds from borrowings from banks | | | 306.3 | | | | 74.1 | | | | 380.4 | |
Principal payments on bank borrowings | | | (366.8 | ) | | | (61.6 | ) | | | (428.4 | ) |
Principal payments on capital lease obligations | | | (1.3 | ) | | | (1.4 | ) | | | (2.7 | ) |
Proceeds from related party borrowings | | | — | | | | 8.0 | | | | 8.0 | |
Principal payments on related party borrowings | | | (11.4 | ) | | | — | | | | (11.4 | ) |
Arrangement fee and other related costs for bank borrowings | | | (0.7 | ) | | | (0.9 | ) | | | (1.6 | ) |
Arrangement fee and other related cost for long-term notes | | | — | | | | (1.0 | ) | | | (1.0 | ) |
| | | | | | | | | | | | |
Net cash provided by (used in) financing activities | | | (73.9 | ) | | | 17.2 | | | | (56.7 | ) |
| | | | | | | | | | | | |
Net increase in cash and cash equivalents | | | 281.7 | | | | 36.6 | | | | 318.3 | |
| | | | | | | | | | | | |
| | | |
Effect of exchange rate changes on cash and cash equivalents | | | (0.3 | ) | | | 1.2 | | | | 0.9 | |
| | | |
Cash and cash equivalents at beginning of period | | | 194.5 | | | | 156.7 | | | | 156.7 | |
Cash and cash equivalents at end of period | | | 475.9 | | | | 194.5 | | | | 475.9 | |
| | | | | | | | | | | | |
| | | |
check | | | — | | | | — | | | | — | |