SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Month of February 2018
Commission File Number: 001-34615
JinkoSolar Holding Co., Ltd.
(Translation of registrant’s name into English)
1 Jingke Road
Shangrao Economic Development Zone
Jiangxi Province, 334100
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).
|Yes ¨||No x|
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).
|Yes ¨||No x|
Description of Document
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.
|JinkoSolar Holding Co., Ltd.|
|By:||/s/ Haiyun (Charlie) Cao|
|Name:||Haiyun (Charlie) Cao|
|Title:||Chief Financial Officer|
Date: February 7, 2018
JinkoSolar Announces Pricing of Follow-on Offering of 3,600,000 American Depositary Shares and US$35 Million Concurrent Private Placement
SHANGHAI, China, February 7, 2018 — JinkoSolar Holding Co., Ltd. (“JinkoSolar” or the "Company") (NYSE: JKS), a global leader in the solar PV industry, today announced that it priced the follow-on offering of 3,600,000 American depositary shares (the “ADSs”), each representing four ordinary shares of the Company, par value US$0.00002 per share (the “ADS Offering”), at US$18.15 per ADS. The ADS Offering, which is subject to customary closing conditions, is expected to close on February 9, 2018.
Credit Suisse Securities (USA) LLC and Barclays Capital Inc. are acting as the joint bookrunners for the ADS Offering. The Company has granted Credit Suisse Securities (USA) LLC and Barclays Capital Inc. a 30-day option to purchase up to 540,000 additional ADSs to cover over-allotments.
Concurrently with, and subject to, the completion of the ADS Offering, Tanka International Limited, an exempted company incorporated in the Cayman Islands held by Mr. Xiande Li, chairman of the Company, and Mr. Kangping Chen, chief executive officer of the Company, has agreed to purchase US$35 million of ordinary shares of the Company in a separate private placement at a price per share equal to the price of the ADS Offering adjusted to reflect the ADS-to-ordinary share ratio (the “Concurrent Private Placement”). The sale of these shares will not be registered under the Securities Act of 1933, as amended. Credit Suisse Securities (USA) LLC and Barclays Capital Inc. are acting as the joint placement agents for the Concurrent Private Placement.
JinkoSolar intends to use the net proceeds from the ADS Offering and the Concurrent Private Placement for general corporate purposes, including capital expenditures for the capacity expansion and upgrade including the construction and operation of our manufacturing facility in the United States, and working capital.
The ADS Offering is being made pursuant to the Company’s shelf registration statement on a Form F-3 filed with the Securities and Exchange Commission (the “SEC”) on August 11, 2017, which became effective on August 22, 2017. A preliminary prospectus supplement dated February 6, 2018 and a related base prospectus (included in the Company’s shelf registration statement on Form F-3) related to the ADS Offering have been filed with the SEC and are available at the SEC website at: www.sec.gov. A copy of the preliminary prospectus supplement and the related base prospectus may be obtained from Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, NY, 10010, by phone at (800) 221-1037, or by e-mail at email@example.com; and Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by phone toll free at 1-888-603-5847, or by email at firstname.lastname@example.org.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor will there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction. This press release contains information about the pending ADS Offering and Concurrent Private Placement, and there can be no assurance that these offerings will be completed.
About JinkoSolar Holding Co., Ltd.
JinkoSolar (NYSE: JKS) is a global leader in the solar industry. JinkoSolar distributes its solar products and sells its solutions and services to a diversified international utility, commercial and residential customer base in China, the United States, Japan, Germany, the United Kingdom, Chile, South Africa, India, Mexico, Brazil, United Arab Emirates, Italy, Spain, France, Belgium, and other countries and regions. JinkoSolar has built a vertically integrated solar product value chain, with an integrated annual capacity of 8.0 GW for silicon wafers, 5.0 GW for solar cells, and 8.0 GW for solar modules, as of December 31, 2017.
JinkoSolar has over 15,000 employees across its 8 productions facilities globally, 16 oversea subsidiaries in Japan (2), Singapore, India, Turkey, Germany, Italy, Switzerland, United States, Canada, Mexico, Brazil, Chile, Australia, South Africa and United Arab Emirates, and global sales offices in China, Hong Kong, Japan, India, Turkey, Germany, Switzerland, United States, Brazil, Chile, Australia, South Africa and United Arab Emirates.
To find out more, please see: www.jinkosolar.com
Safe Harbor Statement
This press release contains forward-looking statements. These statements constitute "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends, "plans," "believes," "estimates" and similar statements. Among other things, the quotations from management in this press release and the Company's operations and business outlook, contain forward-looking statements. Such statements involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Further information regarding these and other risks is included in JinkoSolar's filings with the U.S. Securities and Exchange Commission, including its annual report on Form 20-F. Except as required by law, the Company does not undertake any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.
For investor and media inquiries, please contact:
JinkoSolar Holding Co., Ltd.
Tel: +86 21-5183-3056
In the U.S.:
Ms. Linda Bergkamp