Item 7.01 Regulation FD Disclosure
On April 23, 2020, TPI Composites, Inc. (the "Company"), issued a press release
announcing that as a result of the uncertainty relating to: (i) the rapidly
evolving nature, magnitude and duration of the COVID-19 pandemic, (ii) the
variety of measures implemented by governments around the world to address its
effects and (iii) the impact on its manufacturing operations, the Company is
withdrawing its financial guidance issued on February 27, 2020 for the fiscal
year ending December 31, 2020 and subsequently updated on April 3, 2020. The
Company also announced that it will provide an update on the impact of COVID-19
on its liquidity, business operations, financial condition and results of
operations in its first quarter 2020 earnings release, during its first quarter
2020 earnings call and in its Form 10-Q for the quarter ended March 31, 2020.
The Company stated that it is managing its liquidity to ensure the long-term
viability of the Company until the pandemic abates. The press release is
furnished herewith as Exhibit 99.1.
On April 23, 2020, the Company also issued a press release regarding certain of
the matters discussed in Item 8.01 of this Current Report on Form 8-K. The press
release is furnished herewith as Exhibit 99.2.
The information furnished in this Current Report on Form 8-K in Item 7.01 and
Item 9.01, including Exhibit 99.1 and Exhibit 99.2 attached hereto, shall not be
deemed "filed" for purposes of Section 18 of the Exchange Act of 1934, as
amended, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended, except as shall be expressly set forth
by specific reference in such filing.
Item 8.01. Other Events
The Company decided to voluntarily pause production at its Newton, Iowa
manufacturing facility due to an increase in COVID-19 levels in the surrounding
counties, including a significant increase in the number of confirmed cases in
the past week among its associates at our Newton, Iowa facility. The Company
plans to perform an additional deep cleaning of its Newton, Iowa manufacturing
facility and implement a testing program for all Newton, Iowa associates in
collaboration with the State of Iowa prior to resuming production which the
Company anticipates to be in the middle of next week.
The Company also has temporarily suspended production at one of its
manufacturing facilities in Juarez, Mexico as a result of an order from a
division of the Mexico Secretary of Labor. This order, which the Company intends
to administratively challenge, does not apply to any of its other manufacturing
facilities in Juarez, Mexico. If this order is not overturned, it may result in
the suspension of production at this plant through May 31, 2020. As of April 22,
2020, the Company has had no confirmed cases of COVID-19 at any of its Juarez,
Mexico manufacturing facilities.
As previously disclosed, the Company has been operating its Matamoros, Mexico
facility manufacturing facility at reduced capacity since early April and now
expects to continue to operate at a reduced capacity through May 31, 2020 due to
the Mexican Federal Government extending its "sanitary emergency" order through
May 31, 2020 and demands from the Company's union in Matamoros, Mexico. The
Company has been operating its Chennai, India manufacturing facility with a
skeleton crew since early April and resumed limited production on April 21, 2020
with additional personnel. These temporary reductions and suspensions of
production may last longer than the Company currently anticipates if the
government-mandated orders are extended or if the number COVID-19 cases
continues to increase in the areas surrounding our manufacturing facilities or
amongst our associates at our manufacturing facilities. The Company may also
have to temporarily reduce or suspend production at its other manufacturing
facilities due to the impact of COVID-19 and the imposition of any new or
amended government-mandated orders. The Company currently is operating its other
manufacturing facilities at normal production levels, including its
manufacturing facilities in China and Turkey.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 - Press Release dated April 23, 2020
99.2 - Press Release dated April 23, 2020
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements which are
made pursuant to safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements include statements, among
other things, concerning: the impact of the COVID-19 pandemic on our business;
effects on our financial statements and our financial outlook; our business
strategy, including anticipated trends and developments in and management plans
for our business and the wind industry and other markets in which we operate;
our projected annual revenue growth; competition; future financial results,
operating results, revenues, gross margin, operating expenses, profitability,
products, projected costs, warranties, our ability to improve our operating
margins, and capital expenditures. These forward-looking statements are often
characterized by the use of words such as "estimate," "expect," "anticipate,"
"project," "plan," "intend," "seek," "believe," "forecast," "foresee," "likely,"
"may," "should," "goal," "target," "might," "will," "could," "predict,"
"continue" and the negative or plural of these words and other comparable
terminology. Forward-looking statements are only predictions based on our
current expectations and our projections about future events. You should not
place undue reliance on these forward-looking statements. We undertake no
obligation to update any of these forward-looking statements for any reason.
These forward-looking statements involve known and unknown risks, uncertainties
and other factors that may cause our actual results, levels of activity,
performance or achievements to differ materially from those expressed or implied
by these statements. These factors include, but are not limited to, the matters
discussed in "Risk Factors," in our Annual Report on Form 10-K and other reports
that we will file with the SEC.
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