SPI SPI Energy Company Ltd

SPI Energy Co., Ltd. (“SPI Energy” or the “Company”) (NASDAQ:SPI), a global clean energy market place for business, residential, government and utility customers and investors, today reported its unaudited interim report for the six months ended June 30, 2016.

As previously reported on January 13, 2017, the Company received a letter from Nasdaq stating that the Company was not in compliance with Nasdaq listing rules because the Company had not submitted on a  Form 6-K an interim balance sheet and income statement for the six-month period ended June 30, 2016. In the letter, Nasdaq requested that the Company submit a plan to regain compliance with Nasdaq listing rules within 60 days.

As previously reported on March 20, 2017, the Company submitted to Nasdaq a plan to regain compliance with Nasdaq listing rules and Nasdaq granted an exception to enable the Company to regain compliance, under the condition that the Company must submit its interim balance sheet and income statement for the six-month period ended June 30, 2016 on or before May 15, 2017.

The Company hereby furnishes its Unaudited Condensed Consolidated Statements of Balance Sheet and Unaudited Condensed Consolidated Statements of Operations for the six-month period ended June 30, 2016 (the “Interim Report”) as attached in Exhibit A. Upon filing of Form 6-K, the Company anticipates that it will regain compliance with relevant Nasdaq listing rules solely with respect to its failure to file its Interim Report.

The Company’s Interim Report is prepared and presented in accordance with U.S. GAAP. However, they have not been audited or reviewed by the Company’s independent registered accounting firm. During the course of preparing the Interim Report, the Company noted various significant outstanding and uncertain matters, including but not limited to, its liquidity and ability to continue as a going concern, contingent liabilities arising from litigations, suspected related party transactions and unusual transactions and compliance with laws and regulations. The Company has formulated certain liquidity plan as previously disclosed on its 2015 annual report on Form 20-F. However, the Company cannot assure you that it will be able to successfully execute its liquidity plan. The level of liquidity that the Company needs may be greater than the Company currently anticipates as a result of both general industry and market factors and Company-specific factors, such as global economic slowdown, continued downturn in the global PV market, changes in the regulatory and business environments, and the ongoing dispute with the Company’s investors regarding its Solarbao investment programs. All of these and other factors and occurrences may increase the Company’s cash requirements and make the Company unable to satisfy its liquidity requirements and the Company may, as a result, be unable to continue as a going concern.

The company is preparing and finalizing the Consolidated Financial Statement as of and for the year ended December 31, 2016. Further evidences obtained subsequently during the finalizing process may provide additional information, which may cause the Consolidated Statement of Financial Position and Consolidated Statement of Operation as of and for the six-month period ended June 31, 2016 to be adjusted accordingly. In addition, accounting estimates and assumptions made in preparing the Company’s consolidated financial statements for the financial year ended December 31, 2016 may differ from that used in Interim Report due to the differences in reporting periods and changes in the Company’s financial conditions during those periods. As a result, the Company cannot assure you that its consolidated financial statements as of and for the year ended December 31, 2016 will not contain significant difference, adjustment or discrepancies from its Interim Report. The Company’s historical results do not necessarily indicate results expected for any future periods.

Exhibit ASPI Energy Co., Ltd. Unaudited Condensed Consolidated Statements of Balance Sheet and Unaudited Condensed Consolidated Statements of Operations for the six-month period ended June 30, 2016.

SPI Energy Co., Ltd.
Unaudited Condensed Consolidated Balance Sheet
(In thousands, except for share and per share data)
		June 30,				December 31,
		2016				2015
ASSETS
Current assets:
Cash and cash equivalents		$	31,015			$	82,124
Restricted cash			7,443				83,191
Accounts receivable, net of allowance for doubtful accounts of $27,810 and $36,553,respectively			44,224				73,383
Accounts receivable, related party			110				-
Notes receivable			9,680				3,541
Costs and estimated earnings in excess of billings on uncompleted contracts, net ofallowance for doubtful accounts of $15,655 and nil, respectively			22,150				32,426
Inventories, net			15,049				27,245
Project assets			41,178				35,355
Prepaid expenses and other current assets			44,034				41,197
Other receivable, related parties			38				2,589
Finance lease receivable			15,328				12,518
Total current assets			230,249				393,569
Intangible assets			4,409				4,526
Goodwill			75,969				75,969
Accounts receivable, noncurrent			7,652				7,463
Other receivable, noncurrent			550				550
Notes receivable, noncurrent			5,769				6,399
Property, plant and equipment, net			124,485				125,793
Project assets, noncurrent			48,281				60,371
Derivative asset			-				2,328
Investment in an affiliate			11,913				13,950
Deferred tax assets, net			832				848
Finance lease receivable, noncurrent			39,260				17,804
Total assets		$	549,369			$	709,570
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	77,420			$	97,803
Accounts payable, related parties			7,723				5,128
Notes payable			9,073				34,301
Accrued liabilities			29,252				26,741
Income taxes payable			3,716				4,002
Advance from customers			25,656				19,693
Short term borrowings			94,384				160,400
Convertible bonds			55,000				54,062
Other current liabilities, related parties			62				42
Other current liabilities			36,661				71,379
Total current liabilities			338,947				473,551
Financing and capital lease obligations			23,194				8,796
Long term borrowings			6,081				4,451
Deferred tax liability, net			4,275				4,199
Other noncurrent liabilities			42,469				2,015
Total liabilities			414,966				493,012
Commitments and contingencies			-				-
Stockholders’ equity:
Common stock, par $0.000001, 150,000,000,000 shares authorized, respectively;641,665,172 and 639,065,172 shares  issued and outstanding, respectively			64				64
Additional paid in capital			481,771				475,492
Accumulated other comprehensive loss			(17,707	)			(16,509	)
Accumulated deficit			(333,122	)			(246,068	)
Total equity attributable to the shareholders of the Company			131,006				212,979
Noncontrolling interests			3,397				3,579
Total stockholders’ equity			134,403				216,558
Total liabilities and stockholders’ equity		$	549,369			$	709,570

SPI Energy Co., Ltd.
Unaudited Condensed Consolidated Statements of Operation
(In thousands, except for share and per share data)
		For the Six Months Ended
		June 30,
		2016				2015
Net sales:
Net sales		$	65,396			$	59,879
Cost of goods sold:
Cost of goods sold			(54,856	)			(48,954	)
Provision for losses on contracts			(396	)			(329	)
Total cost of goods sold			(55,252	)			(49,283	)
Gross profit			10,144				10,596
Operating expenses:
General and administrative			17,284				49,915
Sales, marketing and customer service			16,525				12,404
Provision for doubtful accounts and notes and impairmentchanges			52,560				-
Total operating expenses			86,369				62,319
Operating loss			(76,225	)			(51,723	)
Other income (expense):
Interest expense			(3,796	)			(3,878	)
Interest income			830				1,665
Change in fair value of derivative asset/liability			(2,328	)			-
Loss on investment in affiliates			(6,551	)			-
Net foreign exchange gain			1,309				3,443
Others			(324	)			142
Total other expense, net			(10,860	)			1,372
Loss before income taxes			(87,085	)			(50,351	)
Income tax expense			(255	)			(1,306	)
Net loss		$	(87,340	)		$	(51,657	)
Net loss attributable to noncontrolling interests			(286	)			(53	)
Net loss attributable to stockholders of the Company		$	(87,054	)		$	(51,604	)
Net loss per common share:
Basic and Diluted			(0.14	)			(0.09	)
Weighted average number of common shares used in computing per shareamounts:
Basic and Diluted			641,457,479				595,100,462

About SPI Energy Co., Ltd.

SPI Energy Co., Ltd. is a global provider of photovoltaic (PV) solutions for business, residential, government and utility customers and investors. SPI Energy focuses on the downstream PV market including the development, financing, installation, operation and sale of utility-scale and residential solar power projects in China, Japan, Europe and North America. The Company operates an innovative online energy e-commerce and investment platform, www.solarbao.com, which enables individual and institutional investors to purchase innovative PV-based investment and other products; as well as www.solartao.com, a B2B e-commerce platform offering a range of PV products for both upstream and downstream suppliers and customers. The Company has its operating headquarters in Hong Kong and maintains global operations in Asia, Europe, North America and Australia. For additional information, please visit: www.spisolar.com

Safe Harbor Statement

This release contains certain “forward-looking statements.” These statements are forward-looking in nature and subject to risks and uncertainties that may cause actual results to differ materially. All forward-looking statements included in this release are based upon information available to the Company as of the date of this release, which may change, and the Company undertakes no obligation to update or revise any forward-looking statements, except as may be required under applicable securities law.

For investors and media inquiries please contact:
SPI Energy Co., Ltd.
IR Department
Email: ir@spisolar.com