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 registrants 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 Corporations (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 Companys 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 Companys 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 Companys businesses and business environments. These statements reflect the Companys current views with respect to future events and are not a guarantee of future performance. Actual results of the Companys 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 Peoples 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 Chinas one child policy) in the PRC and any other jurisdiction in which the Company conducts its operations; the acceptance by subscribers of the Companys different pricing and payment options and reaction to the introduction of the Companys 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 Companys 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 Companys 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 Companys filings with the Securities and Exchange Commission in the United States.
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.
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$0.0001 par value, 250,000,000 shares authorized, 73,140,147 shares issued and 73,003,248 shares outstanding as of March 31, 2017 and 113,661,641 shares issued and 113,524,742 shares outstanding as of June 30, 2017 |
|
50 |
|
78 |
|
12 |
|
Additional paid-in capital |
|
936,417 |
|
1,967,406 |
|
290,208 |
|
Treasury stock, at cost (March 31 and June 30, 2017: 136,899 shares, respectively) |
|
(2,815 |
) |
(2,815 |
) |
(415 |
) |
Accumulated other comprehensive income |
|
24,428 |
|
772 |
|
114 |
|
Retained earnings |
|
879,775 |
|
948,910 |
|
139,972 |
|
Total equity attributable to China Cord Blood Corporation |
|
1,837,855 |
|
2,914,351 |
|
429,891 |
|
Non-controlling interests |
|
4,694 |
|
5,519 |
|
814 |
|
Total equity |
|
1,842,549 |
|
2,919,870 |
|
430,705 |
|
Total liabilities and equity |
|
5,182,912 |
|
5,375,435 |
|
792,920 |
|
CHINA CORD BLOOD CORPORATION
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Three Months Ended June 30, 2016 and 2017
|
|
Three months ended June 30, |
| ||||
|
|
2016 |
|
2017 |
| ||
|
|
RMB |
|
RMB |
|
US$ |
|
|
|
(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 Corporations 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 Corporations shareholders |
|
2,292 |
|
45,479 |
|
6,709 |
|
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 |
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 |
|
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), Chinas 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 Companys 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 ($33.4 million).
In the first quarter of fiscal 2018, we recorded 22,523 new subscribers, representing a year-over-year growth of 35.4%. The strong growth was mainly due to our ongoing efforts to enhance our sales team and the more effective and precise sales and marketing strategy. During this quarter, the majority of our new subscribers still came from the Guangdong market and the Beijing market performed steadily as expected. said Ms. Ting Zheng, Chief Executive Officer of China Cord Blood Corporation.
In the reporting period, the National Health and Family Planning Commission and five other ministries in China collectively issued the 13th Five-Year Plan - A Specific Program for Health and Health Science and Technology Innovation3, which signals their full support to the stem cell and regenerative medicine industry and provided clarity on regulations for the clinical applications of biotherapies. At the same time, the China Maternal and Child Health Association formed its Umbilical Cord Blood Application Committee in Beijing. We believe such developments will be beneficial to the long-term development of the PRC cord blood banking industry. In the near term, we will continue to explore various sales and marketing tactics to improve demand and expand revenue sources to offset the negative impact of low consumer sentiment and few newborns in certain regions of the PRC.
Summary First Quarter Ended June 30, 2016 and 2017
|
|
Three Months Ended June 30, |
| ||||
(in thousands) |
|
2016 |
|
2017 |
| ||
|
|
RMB |
|
RMB |
|
US$ |
|
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 Companys 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 Companys 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 Companys convertible notes into ordinary shares in early April 2017 and no convertible notes related interest expense was incurred thereafter.
NET INCOME ATTRIBUTABLE TO THE COMPANYS 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 Companys 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 Companys recent developments, followed by a question and answer session. Interested parties can access the audio webcast through the Companys 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 Companys 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 Companys 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 Companys 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 Companys 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 Companys management believes that these adjusted measures provide investors with a better understanding of how the results relate to the Companys 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 Companys 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 Companys 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 Companys businesses and business environments. These statements reflect the Companys current views with respect to future events and are not a guarantee of future performance. Actual results of the Companys 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 Peoples 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 Chinas one child policy) in the PRC and any other jurisdiction in which the Company conducts its operations; the acceptance by subscribers of the Companys different pricing and payment options and reaction to the introduction of the Companys 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 Companys 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 Companys 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 Companys 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 Corporations 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 Corporations 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 Companys RSU scheme, in which 7,300,000 RSUs were issued and outstanding as of June 30, 2017.