UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 2017

 

Commission File Number: 001-34541

 

CHINA CORD BLOOD CORPORATION

(Translation of registrant’s name into English)

 

48th Floor, Bank of China Tower
1 Garden Road
Central
Hong Kong S.A.R.

(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 o

 

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): o

 

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): o

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes o                    No x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-               .

 

 

 



 

EXPLANATORY NOTE

 

This Report of Foreign Private Issuer on Form 6-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. These statements relate to future events or China Cord Blood Corporation’s (the “Company”) future financial performance. The Company has attempted to identify forward-looking statements by terminology including “anticipates”, “believes”, “expects”, “can”, “continue”, “could”, “estimates”, “intends”, “may”, “plans”, “potential”, “predict”, “should” or “will” or the negative of these terms or other comparable terminology. These statements are only predictions, uncertainties and other factors may cause the Company’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. The information in this Report on Form 6-K is not intended to project future performance of the Company. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company does not guarantee future results, levels of activity, performance or achievements. The Company’s expectations are as of the date of this Report on Form 6-K, and the Company does not intend to update any of the forward-looking statements after the date of this Report on Form 6-K to conform these statements to actual results, unless required by law.

 

The forward-looking statements included in this Report on Form 6-K are subject to risks, uncertainties and assumptions about the Company’s businesses and business environments. These statements reflect the Company’s current views with respect to future events and are not a guarantee of future performance. Actual results of the Company’s operations may differ materially from information contained in the forward-looking statements as a result of risk factors some of which include, among other things: continued compliance with government regulations regarding cord blood banking in the People’s Republic of China, or PRC and any other jurisdiction in which the Company conducts its operations; changing legislation or regulatory environments (including the relaxation of China’s one child policy) in the PRC and any other jurisdiction in which the Company conducts its operations; the acceptance by subscribers of the Company’s different pricing and payment options and reaction to the introduction of the Company’s premium-quality pricing strategy; demographic trends in the regions of the PRC in which the Company is the exclusive licensed cord blood banking operator; labor and personnel relations; the existence of a significant shareholder able to influence and direct the corporate policies of the Company; credit risks affecting the Company’s revenue and profitability; changes in the healthcare industry, including those which may result in the use of stem cell therapies becoming redundant or obsolete; the Company’s ability to effectively manage its growth, including implementing effective controls and procedures and attracting and retaining key management and personnel; changing interpretations of generally accepted accounting principles; the availability of capital resources, including in the form of capital markets financing opportunities, in light of industry developments affecting issuers that have pursued a “reverse merger” with an operating company based in the PRC, as well as general economic conditions; the proposed transactions between an affiliate of Golden Meditech Holdings Limited and Nanjing Ying Peng Hui Kang Medical Industry Investment Partnership (limited partnership); and other relevant risks detailed in the Company’s filings with the Securities and Exchange Commission in the United States.

 

2



 

Results of Operations and Financial Condition

 

Following this cover page are the unaudited condensed consolidated financial results for the three months ended June 30, 2017 of the Company.

 

3



 

CHINA CORD BLOOD CORPORATION

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

As of March 31 and June 30, 2017

 

 

 

March 31,

 

June 30,

 

 

 

2017

 

2017

 

 

 

RMB

 

RMB

 

US$

 

 

 

(in thousands except share data)

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

Cash and cash equivalents

 

3,510,264

 

3,724,699

 

549,422

 

Accounts receivable, less allowance for doubtful accounts (March 31, 2017: RMB46,858; June 30, 2017: RMB53,475 (US$7,888))

 

112,533

 

111,469

 

16,443

 

Inventories

 

30,987

 

35,794

 

5,280

 

Prepaid expenses and other receivables

 

17,524

 

17,397

 

2,566

 

Total current assets

 

3,671,308

 

3,889,359

 

573,711

 

Property, plant and equipment, net

 

551,434

 

545,684

 

80,493

 

Non-current deposits

 

237,487

 

237,810

 

35,079

 

Non-current accounts receivable, less allowance for doubtful accounts (March 31, 2017: RMB70,744; June 30, 2017: RMB68,386 (US$10,087))

 

135,148

 

129,498

 

19,102

 

Inventories

 

68,775

 

69,497

 

10,251

 

Intangible assets, net

 

106,686

 

105,531

 

15,567

 

Available-for-sale equity securities

 

200,790

 

184,829

 

27,264

 

Other investment

 

189,129

 

189,129

 

27,898

 

Deferred tax assets

 

22,155

 

24,098

 

3,555

 

Total assets

 

5,182,912

 

5,375,435

 

792,920

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

Convertible notes, net

 

1,031,154

 

 

 

Accounts payable

 

11,060

 

14,251

 

2,102

 

Accrued expenses and other payables

 

65,162

 

85,003

 

12,539

 

Deferred revenue

 

323,690

 

347,074

 

51,196

 

Amount due to related party

 

4,679

 

10,459

 

1,543

 

Income tax payable

 

11,383

 

13,641

 

2,012

 

Total current liabilities

 

1,447,128

 

470,428

 

69,392

 

Non-current deferred revenue

 

1,569,579

 

1,648,138

 

243,113

 

Other non-current liabilities

 

302,233

 

315,725

 

46,572

 

Deferred tax liabilities

 

21,423

 

21,274

 

3,138

 

Total liabilities

 

3,340,363

 

2,455,565

 

362,215

 

 

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

 

 

Shareholders’ equity of China Cord Blood Corporation

 

 

 

 

 

 

 

Ordinary shares

 

 

 

 

 

 

 

- US$0.0001 par value, 250,000,000 shares authorized, 73,140,147 shares issued and 73,003,248 shares outstanding as of March 31, 2017 and 113,661,641 shares issued and 113,524,742 shares outstanding as of June 30, 2017

 

50

 

78

 

12

 

Additional paid-in capital

 

936,417

 

1,967,406

 

290,208

 

Treasury stock, at cost (March 31 and June 30, 2017: 136,899 shares, respectively)

 

(2,815

)

(2,815

)

(415

)

Accumulated other comprehensive income

 

24,428

 

772

 

114

 

Retained earnings

 

879,775

 

948,910

 

139,972

 

Total equity attributable to China Cord Blood Corporation

 

1,837,855

 

2,914,351

 

429,891

 

Non-controlling interests

 

4,694

 

5,519

 

814

 

Total equity

 

1,842,549

 

2,919,870

 

430,705

 

Total liabilities and equity

 

5,182,912

 

5,375,435

 

792,920

 

 

4



 

CHINA CORD BLOOD CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the Three Months Ended June 30, 2016 and 2017

 

 

 

Three months ended June 30,

 

 

 

2016

 

2017

 

 

 

RMB

 

RMB

 

US$

 

 

 

(in thousands except per share data)

 

 

 

 

 

 

 

 

 

Revenues

 

172,952

 

224,222

 

33,074

 

Direct costs

 

(37,433

)

(44,782

)

(6,606

)

Gross profit

 

135,519

 

179,440

 

26,468

 

Operating expenses

 

 

 

 

 

 

 

Research and development

 

(1,949

)

(2,679

)

(394

)

Sales and marketing

 

(38,192

)

(43,450

)

(6,409

)

General and administrative

 

(43,243

)

(50,350

)

(7,427

)

Total operating expenses, net

 

(83,384

)

(96,479

)

(14,230

)

Operating income

 

52,135

 

82,961

 

12,238

 

Other (expenses)/income, net

 

 

 

 

 

 

 

Interest income

 

4,277

 

4,827

 

712

 

Interest expense

 

(28,833

)

(3,257

)

(480

)

Foreign currency exchange gains

 

135

 

1

 

 

Others

 

152

 

1,149

 

169

 

Total other (expenses)/income, net

 

(24,269

)

2,720

 

401

 

Income before income tax

 

27,866

 

85,681

 

12,639

 

Income tax expense

 

(11,676

)

(15,721

)

(2,319

)

Net income

 

16,190

 

69,960

 

10,320

 

Net income attributable to non-controlling interests

 

(468

)

(825

)

(122

)

Net income attributable to China Cord Blood Corporation’s shareholders

 

15,722

 

69,135

 

10,198

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

Attributable to ordinary shares

 

 

 

 

 

 

 

- Basic

 

0.22

 

0.62

 

0.09

 

- Diluted

 

0.22

 

0.62

 

0.09

 

 

 

 

 

 

 

 

 

Other comprehensive losses, net of nil income taxes

 

 

 

 

 

 

 

- Foreign currency translation adjustments

 

(6,960

)

(11,731

)

(1,730

)

- Unrealized holding losses in available-for-sale equity securities

 

(6,470

)

(11,925

)

(1,759

)

Total other comprehensive losses

 

(13,430

)

(23,656

)

(3,489

)

Comprehensive income

 

2,760

 

46,304

 

6,831

 

 

 

 

 

 

 

 

 

Comprehensive income attributable to non-controlling interests

 

(468

)

(825

)

(122

)

Comprehensive income attributable to China Cord Blood Corporation’s shareholders

 

2,292

 

45,479

 

6,709

 

 

5



 

Other Events

 

On August 23, 2017, the Company issued a press release announcing unaudited condensed consolidated financial results for the three months ended June 30, 2017. A copy of the press release is attached as Exhibit 99.1.

 

Exhibits

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release dated August 23, 2017

 

6



 

SIGNATURES

 

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 hereunto duly authorized.

 

 

CHINA CORD BLOOD CORPORATION

 

 

 

By:

/s/ Albert Chen

 

Name:

Albert Chen

 

Title:

Chief Financial Officer

 

 

Dated: August 23, 2017

 

 

7


Exhibit 99.1

 

 

China Cord Blood Corporation Reports Financial Results

for the First Quarter of Fiscal 2018

 

1Q18 Added 22,523 New Subscribers

1Q18 Revenues Up 29.6% YOY to RMB224.2 Million ($33.1 Million)

1Q18 Operating Income Reached RMB83.0 Million ($12.2 Million)

Conference Call to be Held on August 24, 2017 at 8:00 a.m. ET

 

HONG KONG, China, August 23, 2017 — China Cord Blood Corporation (NYSE: CO) (“CCBC” or the “Company”), China’s leading provider of cord blood collection, laboratory testing, hematopoietic stem cell processing and stem cell storage services, today announced its unaudited financial results for the first quarter of fiscal 2018 ended June 30, 2017.

 

First Quarter of Fiscal 2018 Highlights

 

·                  Revenues for the first quarter of fiscal 2018 increased by 29.6% to RMB224.2 million ($33.1 million) from RMB173.0 million in the prior year period.

·                  New subscribers and accumulated subscriber base were 22,523 and 597,1751, respectively.

·                  Gross profit increased to RMB179.4 million ($26.5 million) from RMB135.5 million in the prior year period.

·                  Gross margin increased to 80.0% from 78.4% in the prior year period.

·                  Operating income increased to RMB83.0 million ($12.2 million) from RMB52.1 million in the prior year period.

·                  Operating income before depreciation and amortization and share-based compensation expenses was RMB92.3 million ($13.6 million), up 15.7% from RMB79.8 million in the prior year period.2

·                  Interest expense decreased to RMB3.3 million ($0.5 million) compared to RMB28.8 million in the prior year period, following the conversion of all outstanding convertible notes.

·                  Net income attributable to the Company’s shareholders amounted to RMB69.1 million ($10.2 million) from RMB15.7 million in the prior year period.

·                  Net cash provided by operating activities for the first quarter of fiscal 2018 amounted to RMB226.4 million ($33.4 million).

 

“In the first quarter of fiscal 2018, we recorded 22,523 new subscribers, representing a year-over-year growth of 35.4%. The strong growth was mainly due to our ongoing efforts to enhance our sales team and the more effective and precise sales and marketing strategy. During this quarter, the majority of our new subscribers still came from the Guangdong market and the Beijing market performed steadily as expected.” said Ms. Ting Zheng, Chief Executive Officer of China Cord Blood Corporation.

 

“In the reporting period, the National Health and Family Planning Commission and five other ministries in China collectively issued the “13th Five-Year Plan - A Specific Program for Health and Health Science and Technology Innovation”3, which signals their full support to the stem cell and regenerative medicine industry and provided clarity on regulations for the clinical applications of biotherapies. At the same time, the China Maternal and Child Health Association formed its Umbilical Cord Blood Application Committee in Beijing. We believe such developments will be beneficial to the long-term development of the PRC cord blood banking industry. In the near term, we will continue to explore various sales and marketing tactics to improve demand and expand revenue sources to offset the negative impact of low consumer sentiment and few newborns in certain regions of the PRC.”

 



 

 

Summary — First Quarter Ended June 30, 2016 and 2017

 

 

 

Three Months Ended June 30,

 

(in thousands)

 

2016

 

2017

 

 

 

RMB

 

RMB

 

US$

 

Revenues

 

172,952

 

224,222

 

33,074

 

Gross Profit

 

135,519

 

179,440

 

26,468

 

Operating Income4

 

52,135

 

82,961

 

12,238

 

Interest Expense

 

(28,833

)

(3,257

)

(480

)

Net Income Attributable to the Company’s Shareholders

 

15,722

 

69,135

 

10,198

 

Earnings per Ordinary Share  

 

 

 

 

 

 

 

– Basic and Diluted5

 

 

 

 

 

 

 

(RMB/US$)

 

0.22

 

0.62

 

0.09

 

Revenue Breakdown (%)

 

 

 

 

 

 

 

Processing Fees

 

61.8

%

65.6

%

 

 

Storage Fees

 

38.2

%

34.4

%

 

 

 

 

 

 

 

 

 

 

New Subscribers (persons)

 

16,637

 

22,523

 

 

 

Total Accumulated Subscribers (persons)

 

520,905

 

597,175

1

 

 

 

Summary — Selected Cash Flow Statement Items

 

 

 

Three Months Ended June 30,

 

(in thousands)

 

2016

 

2017

 

 

 

RMB

 

RMB

 

US$

 

Net cash provided by operating activities

 

131,014

 

226,417

 

33,398

 

Net cash used in investing activities

 

(79,129

)

(10,663

)

(1,573

)

Net cash provided by financing activities

 

 

 

 

 

First Quarter of Fiscal 2018 Financial Results

 

REVENUES. Revenues increased by 29.6% to RMB224.2 million ($33.1 million) in the first quarter of fiscal 2018 from RMB173.0 million in the prior year period. The increase was mostly driven by the strong growth in new subscriber sign-ups of 22,523 during the quarter.

 

Revenues generated from processing fees and other services in the first quarter of fiscal 2018 were RMB147.0 million ($21.7 million), up 37.5% from RMB106.9 million in the prior year period. Revenues generated from processing fees accounted for 65.6% of total revenues.

 

Revenues generated from storage fees increased by 16.8% to RMB77.2 million ($11.4 million) in the first quarter of fiscal 2018 from RMB66.1 million in the prior year period. The increase was due to the increase of the accumulated subscriber base, which grew to 597,1751 by the end of June 2017. Storage fee revenues accounted for 34.4% of total revenues.

 

GROSS PROFIT. Gross profit for the first quarter of fiscal 2018 increased by 32.4% to RMB179.4 million ($26.5 million) from RMB135.5 million in the prior year period. Gross margin improved to 80.0% from 78.4% in the prior year period, benefiting from economy of scale.

 



 

 

OPERATING INCOME. Operating income for the first quarter of fiscal 2018 increased to RMB83.0 million ($12.2 million) from RMB52.1 million in the prior year period. Driven by the increase in gross profit partly netted by higher operating expenses, operating margin increased to 37.0% from 30.1% in the prior year period. Depreciation and amortization expenses for the reporting quarter were RMB12.8 million ($1.9 million), compared to RMB12.6 million in the prior year period. Net share-based compensation expense related to the Company’s restricted share units (“RSUs”) scheme recorded a reversal of RMB3.4 million ($0.5 million) for the first quarter of fiscal 2018. Such reversal was resulted from the write back of previously recognized share-based compensation expense due to the cancellation of RSUs forfeited on the resignation of one of the grantees, partially offset by additional expense charged on the RSUs granted during the first quarter. Comparatively, share-based compensation expense was RMB15.1 million in the prior year period. Operating income before depreciation and amortization and share-based compensation expenses totaled RMB92.3 million ($13.6 million), representing a 15.7% increase from RMB79.8 million in the prior year period.2

 

Research and Development Expenses. Research and development expenses were RMB2.7 million ($0.4 million) in the first quarter of fiscal 2018, compared to RMB1.9 million in the prior year period.

 

Sales and Marketing Expenses. Sales and marketing expenses for the first quarter amounted to RMB43.5 million ($6.4 million), compared to RMB38.2 million in the prior year period. Our efforts to strengthen our sales team and promote our service to target clients in a more comprehensive manner led to the increase. As a percentage of revenues, sales and marketing expenses were 19.4%, down from 22.1% in the prior year period.

 

General and Administrative Expenses. General and administrative expenses for the first quarter increased to RMB50.4 million ($7.4 million) from RMB43.2 million in the prior year period. General and administrative expenses as the percentage of revenues remained in check at 22.5%, down from 25.0% in the prior year period.

 

OTHER INCOME AND EXPENSES.

 

Interest Expense. Interest expense was down from RMB28.8 million to RMB3.3 million ($0.5 million) in the current period. The decrease was mainly because of the conversion of the Company’s convertible notes into ordinary shares in early April 2017 and no convertible notes related interest expense was incurred thereafter.

 

NET INCOME ATTRIBUTABLE TO THE COMPANY’S SHAREHOLDERS. As a result of the increase in operating income and the decline in interest expense, income before income tax for the first quarter of fiscal 2018 increased significantly to RMB85.7 million ($12.6 million) from RMB27.9 million in the prior year period. Income tax expense for the first quarter of fiscal 2018 was RMB15.7 million ($2.3 million), compared to RMB11.7 million in the prior year period. Net income attributable to the Company’s shareholders for the first quarter of fiscal 2018 reached RMB69.1 million ($10.2 million) from RMB15.7 million in the prior year period. Net margin for the first quarter of fiscal 2018 improved to 30.8% from 9.1% in the prior year period.

 

EARNINGS PER SHARE. Basic and diluted earnings per ordinary share for the first quarter of fiscal 2018 increased to RMB0.62 ($0.09)5 from RMB0.22 in the prior year period.

 

LIQUIDITY. As of June 30, 2017, the Company had cash and cash equivalents of RMB3,724.7 million ($549.4 million) with aggregate current and non-current deferred revenues amounted to RMB1,995.2 million ($294.3 million). Net cash provided by operating activities for the first quarter of fiscal 2018 amounting to RMB226.4 million ($33.4 million).

 



 

 

Conference Call

 

The Company will host a conference call at 8:00 a.m. ET on Thursday, August 24, 2017 to discuss its financial performance and give a brief overview of the Company’s recent developments, followed by a question and answer session. Interested parties can access the audio webcast through the Company’s IR website at http://ir.chinacordbloodcorp.com. A replay of the webcast will be accessible two hours after the conference call and available for three weeks at the same URL above. Listeners can also access the call by dialing 1-719-325-2213 or 1-866-564-2842 for US callers, or +852-3008-1527 for Hong Kong callers, access code: 2659383.

 


1 During the three months ended June 30, 2017, 22,523 new subscribers were recruited and the Company reclassified 388 private cord blood units as donated cord blood units after the Company determined that the recoverability of these prior private cord blood banking subscribers was low therefore the Company terminated their subscription services according to the subscription contracts. These units are being treated as if they were donated cord blood units and will be part of the Company’s non-current inventories. Hence the net accumulated subscriber base was 597,175 as of June 30, 2017.

 

2 See exhibit 3 of this press release for a reconciliation of operating income to exclude the non-cash items related to the depreciation and amortization and share-based compensation expenses to the comparable financial measure prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”).

 

3 http://www.most.gov.cn/mostinfo/xinxifenlei/fgzc/gfxwj/gfxwj2017/201706/t20170614_133527.htm

 

4 The reported operating income for the three months ended June 30, 2016 and 2017 included the following:

(i)       Depreciation and amortization expenses for the three months ended June 30, 2016 and 2017 were RMB12.6 million and RMB12.8 million ($1.9 million); and

(ii)     As of June 30, 2017, a total of 7,300,000 RSUs were issued and outstanding under the Company’s RSU scheme, subject to certain performance conditions. Share-based compensation expenses related to this RSU scheme were RMB15.1 million for the three months ended June 30, 2016. During the three months ended June 30, 2017, a net reversal of RMB3.4 million ($0.5 million) share-based compensation expense was recorded.

 

5 Out of 7,300,000 RSUs issued and outstanding as of June 30, 2017, 7,080,000 ordinary shares (“Shares”) were issued and deposited into a trust sponsored and funded by the Company (“Trust”), and will be transferred to respective executives, directors and key employees (or their designated nominees) under the Company’s RSU scheme when the performance conditions are met. The Trust facilitates the granting (and subsequent vesting) of incentive RSUs and holds such Shares for the benefit of such executives, directors and key employees as a class. Taking into account of such Shares, in addition to 113,524,742 outstanding shares (73,003,248 outstanding shares for the three months ended June 30, 2016), basic and diluted earnings per ordinary share would be RMB0.20 and RMB0.59 ($0.09) for the three months ended June 30, 2016 and 2017, respectively.

 



 

 

Use of Non-GAAP Financial Measures

 

GAAP results for the three months ended June 30, 2017 include non-cash items related to the depreciation and amortization and share-based compensation expenses. To supplement the Company’s unaudited condensed consolidated financial statements presented on a U.S. GAAP basis, the Company has provided adjusted financial information excluding the impact of these items in this press release. The non-GAAP financial measure represents non-GAAP operating income. Such adjustment is a departure of U.S. GAAP; however, the Company’s management believes that these adjusted measures provide investors with a better understanding of how the results relate to the Company’s historical performance. Also, management uses non-GAAP operating income as a measurement tool for evaluating actual operating performance compared to budget and prior periods. These adjusted measures should not be considered an alternative to operating income, or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP. These measures are not necessarily comparable to a similarly titled measure of another company. A reconciliation of the adjustments to U.S. GAAP results appears in exhibit 3 accompanying this press release. This additional adjusted information is not meant to be considered in isolation or as a substitute for U.S. GAAP financials. The adjusted financial information that the Company provides also may differ from the adjusted information provided by other companies.

 

About China Cord Blood Corporation

 

China Cord Blood Corporation is the first and largest umbilical cord blood banking operator in China in terms of geographical coverage and the only cord blood banking operator with multiple licenses.  Under current PRC government regulations, only one licensed cord blood banking operator is permitted to operate in each licensed region and no new licenses will be granted before 2020 in addition to the seven licenses authorized as of today.  China Cord Blood Corporation provides cord blood collection, laboratory testing, hematopoietic stem cell processing, and stem cell storage services.  For more information, please visit our website at http://www.chinacordbloodcorp.com.

 



 

 

Safe Harbor Statement

 

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. These statements relate to future events or the Company’s future financial performance. The Company has attempted to identify forward-looking statements by terminology including “anticipates”, “believes”, “expects”, “can”, “continue”, “could”, “estimates”, “intends”, “may”, “plans”, “potential”, “predict”, “should” or “will” or the negative of these terms or other comparable terminology. These statements are only predictions, uncertainties and other factors may cause the Company’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. The information in this press release is not intended to project future performance of the Company. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company does not guarantee future results, levels of activity, performance or achievements. The Company expectations are as of the date this press release is issued, and the Company does not intend to update any of the forward-looking statements after the date this press release is issued to conform these statements to actual results, unless required by law.

 

The forward-looking statements included in this press release are subject to risks, uncertainties and assumptions about the Company’s businesses and business environments. These statements reflect the Company’s current views with respect to future events and are not a guarantee of future performance. Actual results of the Company’s operations may differ materially from information contained in the forward-looking statements as a result of risk factors some of which include, among other things: continued compliance with government regulations regarding cord blood banking in the People’s Republic of China, or PRC and any other jurisdiction in which the Company conducts its operations; changing legislation or regulatory environments (including the relaxation of China’s one child policy) in the PRC and any other jurisdiction in which the Company conducts its operations; the acceptance by subscribers of the Company’s different pricing and payment options and reaction to the introduction of the Company’s premium-quality pricing strategy; demographic trends in the regions of the PRC in which the Company is the exclusive licensed cord blood banking operator; labor and personnel relations; the existence of a significant shareholder able to influence and direct the corporate policies of the Company; credit risks affecting the Company’s revenue and profitability; changes in the healthcare industry, including those which may result in the use of stem cell therapies becoming redundant or obsolete; the Company’s ability to effectively manage its growth, including implementing effective controls and procedures and attracting and retaining key management and personnel; changing interpretations of generally accepted accounting principles; the availability of capital resources, including in the form of capital markets financing opportunities, in light of industry developments affecting issuers that have pursued a “reverse merger” with an operating company based in China, as well as general economic conditions; the proposed transactions between an affiliate of Golden Meditech Holdings Limited and Nanjing Ying Peng Hui Kang Medical Industry Investment Partnership (limited partnership); and other relevant risks detailed in the Company’s filings with the Securities and Exchange Commission in the United States.

 

This announcement contains translations of certain Renminbi amounts into U.S. dollars at specified rates solely for the convenience of readers. Unless otherwise noted, all translations from Renminbi to U.S. dollars as of and for the period ending June 30, 2017 were made at the noon buying rate of RMB6.7793 to $1.00 on June 30, 2017 in the City of New York for cable transfers in Renminbi per U.S. dollar as certified for customs purposes by the Federal Reserve Bank of New York. China Cord Blood Corporation makes no representation that the Renminbi or U.S. dollar amounts referred to in this press release could have been or could be converted into U.S. dollars or Renminbi, at any particular rate or at all.

 

For more information, please contact:

 

China Cord Blood Corporation

Investor Relations Department

Tel: (+852) 3605-8180

Email: [email protected]

 

ICR, Inc.

William Zima

Tel: (+86) 10-6583-7511

U.S. Tel: (646) 405-5185

Email: [email protected]

 



 

 

EXHIBIT 1

 

CHINA CORD BLOOD CORPORATION

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

As of March 31 and June 30, 2017

 

 

 

March 31,

 

June 30,

 

 

 

2017

 

2017

 

 

 

RMB

 

RMB

 

US$

 

 

 

(in thousands except share data)

 

ASSETS

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

Cash and cash equivalents

 

3,510,264

 

3,724,699

 

549,422

 

Accounts receivable, less allowance for doubtful accounts (March 31, 2017: RMB46,858; June 30, 2017: RMB53,475 (US$7,888))

 

112,533

 

111,469

 

16,443

 

Inventories

 

30,987

 

35,794

 

5,280

 

Prepaid expenses and other receivables

 

17,524

 

17,397

 

2,566

 

Total current assets

 

3,671,308

 

3,889,359

 

573,711

 

Property, plant and equipment, net

 

551,434

 

545,684

 

80,493

 

Non-current deposits

 

237,487

 

237,810

 

35,079

 

Non-current accounts receivable, less allowance for doubtful accounts (March 31, 2017: RMB70,744; June 30, 2017: RMB68,386 (US$10,087))

 

135,148

 

129,498

 

19,102

 

Inventories

 

68,775

 

69,497

 

10,251

 

Intangible assets, net

 

106,686

 

105,531

 

15,567

 

Available-for-sale equity securities

 

200,790

 

184,829

 

27,264

 

Other investment

 

189,129

 

189,129

 

27,898

 

Deferred tax assets

 

22,155

 

24,098

 

3,555

 

Total assets

 

5,182,912

 

5,375,435

 

792,920

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

Convertible notes, net

 

1,031,154

 

 

 

Accounts payable

 

11,060

 

14,251

 

2,102

 

Accrued expenses and other payables

 

65,162

 

85,003

 

12,539

 

Deferred revenue

 

323,690

 

347,074

 

51,196

 

Amount due to related party

 

4,679

 

10,459

 

1,543

 

Income tax payable

 

11,383

 

13,641

 

2,012

 

Total current liabilities

 

1,447,128

 

470,428

 

69,392

 

Non-current deferred revenue

 

1,569,579

 

1,648,138

 

243,113

 

Other non-current liabilities

 

302,233

 

315,725

 

46,572

 

Deferred tax liabilities

 

21,423

 

21,274

 

3,138

 

Total liabilities

 

3,340,363

 

2,455,565

 

362,215

 

 

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

 

 

Shareholders’ equity of China Cord Blood Corporation

 

 

 

 

 

 

 

Ordinary shares

 

 

 

 

 

 

 

- US$0.0001 par value, 250,000,000 shares authorized, 73,140,147 shares issued and 73,003,248 shares outstanding as of March 31, 2017 and 113,661,641 shares issued and 113,524,742 shares outstanding as of June 30, 2017

 

50

 

78

 

12

 

Additional paid-in capital

 

936,417

 

1,967,406

 

290,208

 

Treasury stock, at cost (March 31 and June 30, 2017: 136,899 shares, respectively)

 

(2,815

)

(2,815

)

(415

)

Accumulated other comprehensive income

 

24,428

 

772

 

114

 

Retained earnings

 

879,775

 

948,910

 

139,972

 

Total equity attributable to China Cord Blood Corporation

 

1,837,855

 

2,914,351

 

429,891

 

Non-controlling interests

 

4,694

 

5,519

 

814

 

Total equity

 

1,842,549

 

2,919,870

 

430,705

 

Total liabilities and equity

 

5,182,912

 

5,375,435

 

792,920

 

 



 

 

EXHIBIT 2

 

CHINA CORD BLOOD CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the Three Months Ended June 30, 2016 and 2017

 

 

 

Three months ended June 30,

 

 

 

2016

 

2017

 

 

 

RMB

 

RMB

 

US$

 

 

 

(in thousands except per share data)

 

 

 

 

 

 

 

 

 

Revenues

 

172,952

 

224,222

 

33,074

 

Direct costs

 

(37,433

)

(44,782

)

(6,606

)

Gross profit

 

135,519

 

179,440

 

26,468

 

Operating expenses

 

 

 

 

 

 

 

Research and development

 

(1,949

)

(2,679

)

(394

)

Sales and marketing

 

(38,192

)

(43,450

)

(6,409

)

General and administrative

 

(43,243

)

(50,350

)

(7,427

)

Total operating expenses

 

(83,384

)

(96,479

)

(14,230

)

Operating income

 

52,135

 

82,961

 

12,238

 

Other (expense)/income, net

 

 

 

 

 

 

 

Interest income

 

4,277

 

4,827

 

712

 

Interest expense

 

(28,833

)

(3,257

)

(480

)

Foreign currency exchange gains

 

135

 

1

 

 

Others

 

152

 

1,149

 

169

 

Total other (expense)/income, net

 

(24,269

)

2,720

 

401

 

Income before income tax

 

27,866

 

85,681

 

12,639

 

Income tax expense

 

(11,676

)

(15,721

)

(2,319

)

Net income

 

16,190

 

69,960

 

10,320

 

Net income attributable to non-controlling interests

 

(468

)

(825

)

(122

)

Net income attributable to China Cord Blood Corporation’s shareholders

 

15,722

 

69,135

 

10,198

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

Attributable to ordinary shares

 

 

 

 

 

 

 

- Basic

 

0.22

 

0.62

 

0.09

 

- Diluted

 

0.22

 

0.62

 

0.09

 

Other comprehensive losses, net of nil income taxes

 

 

 

 

 

 

 

- Foreign currency translation adjustments

 

(6,960

)

(11,731

)

(1,730

)

- Unrealized holding losses in available-for-sale equity securities

 

(6,470

)

(11,925

)

(1,759

)

Total other comprehensive losses

 

(13,430

)

(23,656

)

(3,489

)

Comprehensive income

 

2,760

 

46,304

 

6,831

 

 

 

 

 

 

 

 

 

Comprehensive income attributable to non-controlling interests

 

(468

)

(825

)

(122

)

Comprehensive income attributable to China Cord Blood Corporation’s shareholders

 

2,292

 

45,479

 

6,709

 

 



 

 

EXHIBIT 3

 

CHINA CORD BLOOD CORPORATION

RECONCILIATION OF NON-GAAP OPERATING INCOME

For the Three Months Ended June 30, 2016 and 2017

 

 

 

Three months ended June 30,

 

 

 

2016

 

2017

 

 

 

RMB

 

RMB

 

US$

 

 

 

(in thousands)

 

 

 

 

 

 

 

 

 

GAAP amount of operating income

 

52,135

 

82,961

 

12,238

 

 

 

 

 

 

 

 

 

Depreciation and amortization expenses6

 

12,584

 

12,752

 

1,881

 

 

 

 

 

 

 

 

 

Share-based compensation expense7

 

15,059

 

(3,438

)

(507

)

 

 

 

 

 

 

 

 

Non-GAAP operating income

 

79,778

 

92,275

 

13,612

 

 


6 Depreciation and amortization expenses relate to property, plant and equipment and intangible assets respectively.

 

7 Share-based compensation expense relates to the Company’s RSU scheme, in which 7,300,000 RSUs were issued and outstanding as of June 30, 2017.