Form 6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 August 2011

Commission File Number: 001-33195

 

 

TRINA SOLAR LIMITED

 

 

No. 2 Tian He Road

Electronics Park, New District

Changzhou, Jiangsu 213031

People’s Republic of China

(Address of principal executive offices)

 

 

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  ¨

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):  ¨

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):  ¨

 

 

 


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.

 

TRINA SOLAR LIMITED
By:  

/s/ Terry Wang

Name:   Terry Wang
Title:   Chief Financial Officer

Date: August 24, 2011


Exhibit Index

Exhibit 99.1 – Press Release


Exhibit 99.1

LOGO

Trina Solar Announces Second Quarter 2011 Results

Changzhou, China – August 23, 2011 – Trina Solar Limited (TSL) (“Trina Solar” or the “Company”), a leading integrated manufacturer of solar photovoltaic products from the production of ingots, wafers and cells to the assembly of PV modules, announced today its financial results for the second quarter of 2011.

Second Quarter 2011 Financial and Operating Highlights

 

 

Solar module shipments were approximately 396 MW for the second quarter of 2011, representing an increase of 23.7% sequentially and an increase of 77.9% year-over-year

 

 

Net revenues were $579.5 million, an increase of 5.2% sequentially and 56.3% year-over-year

 

 

Gross profit was $98.3 million, a decrease of 35.0% sequentially and 17.3% year-over-year

 

 

Gross margin was 17.0%, compared to 27.5% in the first quarter of 2011 and 32.1% in the second quarter of 2010

 

 

Gross margin relating to the Company’s in-house wafer production to module production was 20.4%

 

 

Operating income was $32.8 million, compared to $84.5 million in the first quarter of 2011 and $83.3 million in the second quarter of 2010

 

 

Operating margin was 5.7%, compared to 15.3% in the first quarter of 2011 and 22.5% in the second quarter of 2010

 

 

Net income was $11.8 million, compared to net income of $47.7 million in the first quarter of 2011 and $38.7 million in the second quarter of 2010

 

 

Earnings per fully diluted American Depositary Share (“ADS”) were $0.17, compared to $0.63 in the first quarter of 2011 and $0.52 in the second quarter of 2010

“Amidst continuing demand environment challenges, we achieved record shipment volumes in the second quarter,” said Mr. Jifan Gao, Chairman and CEO of Trina Solar. “Despite this increase, our sales were affected by end-market financing and high industry inventory due in part to recently-issued regulatory revisions and reduction of solar subsidies in Italy.”

“In the third quarter, we expect a significant reduction in our manufacturing costs due in large part to recently completed renegotiation of the majority of our long term polysilicon feedstock and wafer agreements. We have seen substantial improvement in order pipeline from our distributors and large commercial and utility segment customers across Europe and North America. In addition to recently concluded agreements, we are also advancing discussions with new and existing customers to secure a growing number of sales agreements that extend through the second half of the year and early 2012.

We are very encouraged by China’s solar feed-in-tariff updates announced on August 1, which we believe reflect the improved economics and efficiency of solar energy. Since our recently announced agreements to supply two large-scale solar projects in Qinghai, we have seen increased opportunities to expand our domestic shipment allocations as the market expands.

 

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We remain focused on quality performance, product innovation and improved manufacturing efficiency, with the ultimate goal of improving total PV system performance, reliability and cost factors to further differentiate our product offerings. To support these goals, we recently announced our collaboration with Australia National University to develop high efficiency n-type monocrystalline solar cells with conversion efficiencies of 20%, and the launch of our innovative Trinamount mounting solutions to reduce overall system costs through systems-level innovation and product design.

Lastly, we are excited to announce an improved warranty program that extends our product workmanship warranty from five to ten years and offers a 25-year linear performance warranty that positions Trina Solar’s modules as one of the safest investments in the renewable energy marketplace.”

Recent Business Highlights

During the second quarter of 2011, the Company:

 

   

Announced that it was ranked No. 2 globally for environmental and social performance in the 2011 Solar Company Scorecard, an award system established by the Silicon Valley Toxics Coalition;

 

   

Announced that its subsidiary, Trina Solar (U.S.) Inc., signed a sales agreement with US-based FRV AE Solar, LLC, a subsidiary of Fotowatio Renewable Ventures, Inc., to supply approximately 35 MW of the Company’s powerful utility-scale solar modules for one of the largest PV projects in the United States;

 

   

Announced through its subsidiary, Changzhou Trina Solar Energy Co. Ltd., the extension of its national distribution agreement with Australia’s leading renewable energy distributor, RF Industries Pty Ltd. (“RFI”) through December 31, 2012. Under the terms of the agreement, Trina Solar is expected to supply RFI with up to 40 MW of PV modules during 2011;

 

   

Announced through its subsidiary, Changzhou Trina Solar Energy Co. Ltd., the signing of a three year research agreement with the Australian National University (“ANU”). Under the terms of the agreement, Trina Solar will collaborate with ANU to develop high efficiency n-type silicon solar cells with conversion efficiencies of 20% for mass production by leveraging existing and proven processing tools currently used for p-type cells;

 

   

Announced the opening of its new sales and business development office in Sydney, Australia, to support its growing base of customers and to seek out business development opportunities in the region;

 

   

Announced through its subsidiary, Trina Solar (Germany) GmbH, the signing of a sales agreement to supply 130 MW of module products to Möhring Energie GmbH, a well-established German-based project developer and engineering, procurement and construction services company, with deliveries commencing in the second quarter of 2011;

 

   

The appointment of Mr. Mark Kingsley to the new position of Chief Commercial Officer. His joining is expected to enhance the Company’s first class customer service and product management in an increasing number of end-markets and distribution channels worldwide as well as help the Company to realize its anticipated market share increases in 2011 and beyond;

 

   

Announced the introduction of an improved warranty program, which extends its product workmanship warranty to ten years, improving on the industry standard of five years. Additionally, the Company has replaced its two-step performance warranty with a linear performance warranty that guarantees module power output will not decrease by more than approximately 0.7% per year after the initial year of service. The Company does not expect that there will be a significant increase in its warranty cost as a result of this improved warranty program;

 

   

Announced that Trinamount mounting solutions are ready for shipment to the North American market. These innovative mounting solutions are expected to considerably reduce overall system costs and increase the pricing competitiveness of solar energy compared to traditional energy sources. Trinamount hardware will be compatible with a wide variety of roof types, from tile to commercial flat roofs; and

 

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Announced that through its subsidiary, Trina Solar (Spain) S.L.U., it has signed a sales agreement with Gestamp Asetym Solar, S.L. (“Gestamp Solar”), a well-established Spanish-based developer of large-scale solar energy projects, to power Renault’s manufacturing plants in France. Under the terms of the agreement, Trina Solar is expected to supply Gestamp Solar with 55 MW of the Company’s solar modules which are expected to be installed on Renault’s manufacturing sites in France, including Douai, Maubeuge, Flins, Batilly and Sandouville.

Subsequent Events

Subsequent to the second quarter of 2011, the Company:

 

   

Announced changes to its board and board committees, including its audit and corporate governance and nominating committees. In light of Peter Mak’s departure from the Company’s board of directors, Mr. Jerome Corcoran, an independent director of the Company, has been appointed as chairman of the audit committee of the board to replace Mr. Mak.

Dr. Yeung Kwok On, an independent director of the Company, has been appointed as chairman of the corporate governance and nominating committee of the board.

Mr. Qian Zhao, an independent director of the Company, has been appointed to the corporate governance and nominating committee of the board.

 

   

Announced that its subsidiary, Changzhou Trina Solar Energy Co. Ltd, has signed supply agreements with Huanghe Hydropower Development Co., Ltd, a subsidiary of China Power Investment Corporation, for two ground-mounted solar projects in China for a total of 30 MW of PV modules;

 

   

Announced that the right of the holders of the Company’s 4.00% Convertible Senior Notes due 2013 to surrender their Securities for purchase (the “Option”) by the Company expired at 5:00 p.m., New York City time, on August 9, 2011. Securities with an aggregate principal amount of $320,000 were validly surrendered prior to the expiration of the Option. After this purchase, $137,680,000 principal amount of the Securities remains outstanding;

 

   

Announced that its Mono and Multi Module Series have successfully received the ammonia gas resistance certificate from TÜV Rheinland (“TÜV”) and its Multi Module Series has already received salt mist certificate from Intertek Testing Services (“Intertek”); and

 

   

Announced that through its subsidiary, Trina Solar Australia Pty Ltd, it has signed a strategic partnership with Origin Energy Australia (“Origin”), the leading Australian integrated energy company. Under the terms of the agreement, Trina Solar is expected to supply Origin with approximately 22 MW of PV modules over the next twelve months starting from the third quarter of 2011.

 

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Second Quarter 2011 Results

Net Revenues

Net revenues in the second quarter of 2011 were $579.5 million, an increase of 5.2% sequentially and 56.3% year-over-year. Total shipments were 396.4 MW, compared to 320.4 MW in the first quarter of 2011 and 222.8 MW in the second quarter of 2010. The sequential increase in total shipments was primarily due to the Company’s increased sales in Germany and the United States, which were supported by recent increases in manufacturing capacity.

Gross Profit and Margin

Gross profit in the second quarter of 2011 was $98.3 million, compared to $151.3 million in the first quarter of 2011 and $118.9 million in the second quarter of 2010.

Gross margin was 17.0% in the second quarter of 2011, compared to 27.5% in the first quarter of 2011 and 32.1% in the second quarter of 2010.

Gross margin relating to the Company’s in-house wafer production to module production was 20.4% in the second quarter of 2011, compared to 32.1% in the first quarter of 2011. The sequential decline was primarily due to lower average module selling price.

Operating Expense, Income and Margin

Operating expenses in the second quarter of 2011 were $65.5 million, a decrease of 2.0% sequentially and an increase of 83.6% year-over-year. The Company’s operating expenses represented 11.3% of its second quarter net revenues, a decrease from 12.1% in the first quarter of 2011 and an increase from 9.6% in the second quarter of 2010. The sequential percentage decrease was primarily due to a decrease in general and administrative expenses. The year-to-year percentage increase was primarily due to the continued expansion of the Company’s global management structure to meet its strategic growth objectives and increased investment in research and development initiatives, partially offset by expense control measures implemented starting from 2010. Operating expenses in the second quarter of 2011 also included $2.3 million in share-based compensation expenses, compared to $1.6 million in the first quarter of 2011 and $1.7 million in the second quarter of 2010.

As a result of the foregoing, operating income in the second quarter of 2011 was $32.8 million, compared to $84.5 million in the first quarter of 2011 and $83.3 million in the second quarter of 2010. Operating margin was 5.7% in the second quarter of 2011, compared to 15.3% in the first quarter of 2011 and 22.5% in the second quarter of 2010.

Net Interest Expense

Net interest expense in the second quarter of 2011 was $7.2 million, compared to $6.7 million in the first quarter of 2011 and $8.2 million in the second quarter of 2010. The sequential increase in net interest expense was primarily due to a reduction in interest income in the second quarter of 2011.

Foreign Currency Exchange

The Company had a foreign currency exchange loss of $10.8 million in the second quarter of 2011, which was net of changes in fair value of derivative instruments, compared to a net loss of $24.1 million in the first quarter of 2011 and a net loss of $29.2 million in the second quarter of 2010. This net loss was primarily due to the loss from foreign currency forward contracts used by the Company to hedge its foreign currency risk exposure, which was partially offset by gains from the appreciation of the Euro against the U.S. dollar.

The Company continued to hedge for foreign exchange rate volatility during the second quarter of 2011 using forward contracts involving the Euro, Renminbi, and U.S. dollar currencies.

Income Tax

The Company’s effective tax rate during the second quarter of 2011 period was 20.54%, compared to 20.54% in the first quarter of 2011 and 15.00% in the second quarter of 2010. The year-on-year increase is due to the fact that its major subsidiary, Changzhou Trina Solar Energy Co., Ltd., (“Changzhou Trina”) in China is currently in the process of renewing its preferential tax rate from the local tax authority. In 2010, Changzhou Trina benefited from the preferential tax rate for High and New Technology Enterprises.

 

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Net Income and EPS

Net income was $11.8 million in the second quarter of 2011, a decrease from $47.7 million in the first quarter of 2011 and $38.7 million in the second quarter of 2010. Net foreign currency exchange loss included in net income was $10.8 million in the second quarter of 2011, compared to $24.1 million in the first quarter of 2011 and $29.2 million in the second quarter of 2010.

Net margin was 2.0% in the second quarter of 2011, compared to 8.7% in the first quarter of 2011 and 10.4% in the second quarter of 2010.

Earnings per fully diluted ADS were $0.17 in the second quarter of 2011. The effects of the net second quarter foreign currency exchange net loss was approximately $0.15 per fully diluted ADS.

Financial Condition

As of June 30, 2011, the Company had $684.2 million in cash and cash equivalents and restricted cash and a working capital balance of $758.1 million. Total bank borrowings were $725.6 million, of which $382.6 million were long-term borrowings. The Company increased its short-term borrowings by $189.7 million to approximately $343.0 million as of June 30, 2011.

Shareholders’ equity was $1.24 billion as of June 30, 2011, an increase from $1.22 billion at the end of the first quarter of 2011.

Third Quarter and Fiscal Year 2011 Guidance

For the third quarter of 2011, the Company expects to ship between 480 MW to 520 MW of PV modules.

The Company expects its gross margin relating to its in-house wafer production to module production to be in the high teens in percentage terms during the third quarter of 2011. The Company believes its overall gross margin, taking into account wafer and cell requirements outsourced to third party suppliers to meet demand in excess of its internal capacity, for the third quarter will be in the mid to high teens in percentage terms. Such guidance is based on an exchange rate between the Euro and U.S. dollar of approximately $1.40. For the full year 2011, the Company expects total PV module shipments to be between 1.75 GW to 1.8 GW, representing an increase of 65.6% to 70.3% from 2010.

Operations and Business Outlook

Non-Silicon Cost

In the second quarter of 2011, the Company’s non-silicon manufacturing cost for its core raw materials to module production was approximately $0.73 per watt, unchanged from the previous quarter. By the end of 2011, the Company expects its non-silicon manufacturing cost to decline to below $0.70 through the continuation of technology and manufacturing process improvements involving proprietary processes for ingot, wafer, cell and module manufacturing, higher cell conversion efficiencies, and supply chain and logistics management initiatives currently under testing or development.

Silicon Procurement

Through its diversified range of short, medium, and long-term supply agreements, the Company will continue to maintain competitive silicon costs relative to the current market price.

 

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As a result of renegotiation of a significant portion of its long-term silicon supply agreements, the Company expects a sequential reduction in its manufacturing costs in the third quarter of 2011.

2011 Capacity Expansion

As of July 31, 2011, the Company’s annualized in-house ingot and wafer production capacity was approximately 1.0 GW and its PV cell and module production capacity was approximately 1.9 GW.

To meet expected demand for its PV solar modules, the Company expects to raise its annualized in-house ingot and wafer production capacity to approximately 1.2 GW in the second half of 2011, based on actual manufacturing yield.

Conference Call

The Company will host a conference call at 8:00 a.m. ET on August 23, 2011, to discuss the results for the quarter ended June 30, 2011. Joining Jifan Gao, Chairman and CEO of Trina Solar, will be Terry Wang, Chief Financial Officer, Mark Kingsley, Chief Commercial Officer, Gary Yu, Senior Vice President, Operations, and Thomas Young, Senior Director, Investor Relations. Supplemental information will be made available on the Investors Section of the Trina Solar’s website at http://www.trinasolar.com. To participate in the conference call, please dial the following number five to ten minutes prior to the scheduled conference call time: 1 (800) 884-2382. International callers should dial +1 (660) 422-4933. The conference ID for the call is 8623-9064.

If you are unable to participate in the call at this time, a replay will be available on August 23 at 10:00 a.m. ET, through September 6, at 11:59 p.m. ET. To access the replay, dial 1 (855) 859-2056, international callers should dial +1 (404) 537-3406, and enter the conference ID 8623-9064.

This conference call will be broadcast live over the Internet and can be accessed by all interested parties on Trina Solar’s website at http://www.trinasolar.com. To listen to the live webcast, please go to Trina Solar’s website at least fifteen minutes prior to the start of the call to register, download, and install any necessary audio software. For those unable to participate during the live broadcast, a replay will be available shortly after the call on Trina Solar’s website for 90 days.

About Trina Solar Limited

Trina Solar Limited (NYSE: TSL) is a leading manufacturer of high quality modules and has a long history as a solar PV pioneer since it was founded in 1997 as a system installation company. Trina Solar is one of the few PV manufacturers that have developed a vertically integrated business model from the production of monocrystalline and multicrystalline ingots, wafers and cells to the assembly of high quality modules. Trina Solar’s products provide reliable and environmentally-friendly electric power for a growing variety of end-user applications worldwide. For further information, please visit Trina Solar’s website at http://www.trinasolar.com.

 

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Safe Harbor Statement

This announcement contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact in this announcement are forward-looking statements, including but not limited to, the Company’s ability to raise additional capital to finance the Company’s activities; the effectiveness, profitability, and marketability of its products; the future trading of the securities of the Company; the ability of the Company to operate as a public company; the period of time for which its current liquidity will enable the Company to fund its operations; the Company’s ability to protect its proprietary information; general economic and business conditions; the volatility of the Company’s operating results and financial condition; the Company’s ability to attract or retain qualified senior management personnel and research and development staff; and other risks detailed in the Company’s filings with the Securities and Exchange Commission. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates and projections about the Company and the industry. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or to changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward looking statements are reasonable, they cannot assure you that their expectations will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results.

 

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Trina Solar Limited

Unaudited Consolidated Statement of Operations

(US dollars in thousands, except ADS and share data)

 

     For the Three Months Ended  
    

June 30,

2011

    March 31,
2011
   

June 30,

2010

 

Net revenues

   $ 579,459      $ 550,853      $ 370,762   

Cost of revenues

     481,138        399,573        251,838   
  

 

 

   

 

 

   

 

 

 

Gross profit

     98,321        151,280        118,924   
  

 

 

   

 

 

   

 

 

 

Operating expenses

      

Selling expenses

     25,573        22,867        17,466   

General and administrative expenses

     28,179        31,936        15,461   

Research and development expenses

     11,727        11,983        2,744   
  

 

 

   

 

 

   

 

 

 

Total operating expenses

     65,479        66,786        35,671   
  

 

 

   

 

 

   

 

 

 

Operating income

     32,842        84,494        83,253   

Foreign exchange gain (loss)

     6,817        15,613        (42,835

Interest expenses

     (7,690     (8,095     (8,591

Interest income

     477        1,386        362   

(Loss) gain on change in fair value of derivative

     (17,583     (39,698     13,644   

Other (expenses) income, net

     (63     6,273        (285
  

 

 

   

 

 

   

 

 

 

Income before income taxes

     14,800        59,973        45,548   

Income tax expenses

     (3,040     (12,320     (6,835
  

 

 

   

 

 

   

 

 

 

Net income

   $ 11,760      $ 47,653      $ 38,713   
  

 

 

   

 

 

   

 

 

 

Earnings per ADS

      

Basic

     0.17        0.68        0.55   

Diluted

     0.17        0.63        0.52   

Weighted average ADS outstanding

      

Basic

     70,318,629        70,226,257        69,925,214   

Diluted

     70,789,716        79,041,486        78,537,613   

 

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Trina Solar Limited

Unaudited Consolidated Balance Sheet

(US dollars in thousands)

 

    

June 30

2011

     March 31
2011
    

June 30

2010

 

ASSETS

        

Current assets:

        

Cash and cash equivalents

   $ 630,978       $ 489,820       $ 639,517   

Restricted cash

     53,260         64,813         45,758   

Marketable Securities

     315         426         443   

Inventories

     226,303         179,780         96,395   

Project assets

     43,472         42,110         23,877   

Accounts receivable, net

     584,046         542,967         313,042   

Current portion of advances to suppliers

     64,049         82,370         42,895   

Prepaid expenses and other current assets, net

     101,948         90,297         53,256   
  

 

 

    

 

 

    

 

 

 

Total current assets

     1,704,371         1,492,583         1,215,183   

Property, plant and equipment

     751,480         663,851         533,795   

Project assets- long term

     2,614         —           —     

Prepaid land use right

     36,661         36,854         27,139   

Advances to suppliers - long-term

     129,138         94,807         87,205   

Investment in affiliates

     320         319         —     

Deferred tax assets

     14,667         15,405         10,481   

Other noncurrent assets

     28         196         1,352   
  

 

 

    

 

 

    

 

 

 

TOTAL ASSETS

   $ 2,639,279       $ 2,304,015       $ 1,875,155   
  

 

 

    

 

 

    

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

        

Current liabilities:

        

Short-term borrowings, including current portion of long-term debt

   $ 342,953       $ 153,286       $ 161,557   

Accounts payable

     315,004         253,223         197,789   

Convertible note payable

     137,870         137,065      

Income tax payable

     20,139         46,656         9,436   

Accrued expenses and other current liabilities

     130,305         132,487         60,220   
  

 

 

    

 

 

    

 

 

 

Total current liabilities

     946,271         722,717         429,002   

Long-term bank borrowings

     382,631         295,652         331,152   

Convertible note payable

     —           —           134,644   

Accrued warranty costs

     50,205         44,194         27,508   

Other noncurrent liabilities

     17,223         18,454         14,740   
  

 

 

    

 

 

    

 

 

 

Total liabilities

     1,396,330         1,081,017         937,046   
  

 

 

    

 

 

    

 

 

 

Ordinary shares

     40         40         40   

Additional paid-in capital

     646,925         644,628         638,457   

Retained earnings

     579,183         567,423         291,572   

Other comprehensive income

     16,601         10,707         8,040   
  

 

 

    

 

 

    

 

 

 

Total shareholders’ equity

     1,242,749         1,222,798         938,109   

Non-controlling interest

     200         200         —     
  

 

 

    

 

 

    

 

 

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

   $ 2,639,279       $ 2,304,015       $ 1,875,155   
  

 

 

    

 

 

    

 

 

 

 

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* Notes to unaudited consolidated financial statements:

In July 2010 the Company was made aware of a contingent liability in the form of legal action brought against its Hong Kong subsidiary, Top Energy International Limited (“TEI”). The action stems from a 2008 transaction involving the exchange of silicon materials and subsequent claims involving material qualities. Given the claims were made outside contractual time limitations and upon disputed testing methodology, the Company believes the claimant would be unlikely to prevail. If, however, the claimant proved successful in such legal actions, the Company may incur damages of up to approximately $4.0 million.

For further information, please contact:

 

Trina Solar Limited    Brunswick Group
Terry Wang, CFO    Caroline Jinqing Cai
Phone: + (86) 519-8548-2009 (Changzhou)    Phone: + (86) 10-6566-2256
Thomas Young, Senior Director of Investor Relations    Michael Fuchs
Phone: + 1 (408) 459-6706 (San Jose)    Phone: + (86) 10-6566-2256
Email: ir@trinasolar.com    Email: trina@brunswickgroup.com

 

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