Form 6-K
Table of Contents

 

 

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 OF

THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2011

Commission File Number: 001-34563

 

 

CONCORD MEDICAL SERVICES HOLDINGS LIMITED

 

 

18/F, Tower A, Global Trade Center

36 North Third Ring Road East, Dongcheng District

Beijing 100013

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 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):  ¨

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):  ¨

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

Yes  ¨             No  x

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

 

 

 


Table of Contents

TABLE OF CONTENTS

 

SIGNATURE

EX-99.1


Table of Contents

TABLE OF CONTENTS

Exhibit 99.1 – Press release


Table of Contents

SIGNATURE

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.

 

  CONCORD MEDICAL SERVICES HOLDINGS LIMITED
  By:  

/s/ Jianyu Yang

  Name:   Jianyu Yang
  Title:   Director, Chief Executive Officer and President

Date: August 16, 2011

EX-99.1

Exhibit 99.1

Concord Medical Announces Higher Revenues, Net income, and Earnings per ADS for

the Second Quarter 2011

BEIJING, Aug. 16, 2011 – Concord Medical Services Holdings Limited (“Concord Medical” or the “Company”) (NYSE: CCM), the operator of the largest network of radiotherapy and diagnostic imaging centers in China, today announced higher revenues, net income, and earnings per ADS for its unaudited consolidated financial results for the second quarter ended June 30, 2011 compared with the second quarter ended June 30, 2010.

Second quarter 2011 highlights

 

   

Total net revenues were RMB123.8 million ($19.2 million)(a) in the second quarter 2011, up 24.5% from the second quarter 2010.

 

   

Gross profit was RMB83.7 million ($13.0 million) in the second quarter 2011, up 20.9% from the second quarter 2010.

 

   

Net income was RMB37.4 million ($5.8 million) in the second quarter 2011, up 16.1% from the second quarter 2010.

 

   

Basic and diluted earnings per American depositary share (“ADS”) for the second quarter of 2011 were RMB0.79 ($0.12), up 19.7 % from the second quarter 2010. Each ADS represents 3 ordinary shares.

 

   

Non-GAAP net income(b) was RMB39.6 million ($6.1 million) in the second quarter 2011, up 13.7% from the second quarter 2010.

 

   

Non-GAAP basic and diluted earnings per ADS were RMB0.84 ($0.13) in the second quarter 2011, up 18.3% from the second quarter 2010.

 

   

Adjusted EBITDA (non-GAAP)(c) was RMB85.2 million ($13.2 million) in the second quarter 2011, up 11.8% from the second quarter 2010.

 

   

Concord Medical added 4 radiotherapy and diagnostic imaging centers in the second quarter of 2011, bringing the total number of centers in operation to 125 in 46 cities in China, as of June 30, 2011. To date, the Company has entered into agreements to establish 32 additional centers.

 

   

During the second quarter 2011, the Company handled 8,608 patient treatment cases and 42,019 patient diagnostic cases, representing an increase of 0.7% and 17.4%, respectively, from the second quarter 2010.

Dr. Jianyu Yang, Director, President, and Chief Executive Officer of Concord Medical, commented, “We delivered a quarter of solid financial growth, in both revenues and net income, mainly due to higher patient volumes at existing centers, the contribution from centers added since last year, and the results from the Chang’an CMS International Cancer Center (“CCICC”).

“We established six new centers in the first half of this year, which were fewer than we expected, mainly due to delays in hospital construction by our partners and in deliveries of gamma knife equipment by our suppliers. We remain committed to executing our long-term strategy to develop new radiotherapy and diagnostic imaging centers with hospital partners, increase utilization and efficiency at our existing centers, establish new specialty hospitals and stand-alone centers, and pursue prudent acquisitions.

“In summary, we are pleased that our operations continued to perform well in the second quarter. Although it is likely that we will open fewer centers in 2011 than the 25 to 30 centers that we had previously expected, our revenue outlook for the year 2011 remains unchanged, given our solid growth in the first half of 2011 and our anticipated volume growth and additional centers in the second half.”


Other developments

In July, the Board of Directors declared a special dividend of $0.18 per American depositary share to provide shareholders with a tangible recognition of Concord Medical’s growth and financial performance since its initial public offering in December 2009. The dividend is payable on September 30, 2011 to shareholders of record at the close of business on August 31, 2011.

The acquisition of the Chang’an Hospital is still pending the conclusion of the due diligence and the required government approval.

Second quarter 2011 results

Net revenues were RMB123.8 million ($19.2 million)(a) in the second quarter 2011, up 24.5% from the second quarter 2010, primarily due to an increase in patient cases from existing centers, the opening of new centers, and revenues from the Chang’an CMS International Cancer Center, which did not exist in the second quarter last year.

Cost of revenues was RMB40.1 million ($6.2 million) in the second quarter 2011, up 32.9% from the second quarter 2010, primarily due to higher consumables and equipment maintenance charges in support of higher revenues.

Gross profit margin was 67.6% in the second quarter of 2011 compared with 69.7% in the second quarter 2010. The lower gross profit margin was primarily due to the higher consumables and equipment maintenance charges in support of higher revenues.

Operating expenses, consisting of selling expenses and general and administrative expenses, were RMB 28.6 million ($4.4 million) in the second quarter 2011, up 29.0% from RMB22.2 million in the second quarter 2010.The increase was primarily due to increases in office and travel expenses and higher selling expenses in support of higher revenues.

Operating income was RMB 55.2 million ($8.5 million) in the second quarter of 2011, up 17.2% from RMB 47.1 million in the second quarter 2010.

Operating income excluding share-based compensation expenses (non-GAAP)(b) was RMB57.4 million ($8.9 million) in the second quarter 2011, up 15.4% from RMB49.7 million the second quarter 2010.

Income tax expense was RMB 14.0 million ($2.2 million) in the second quarter of 2011, up 9.0% from RMB12.9 million in the second quarter 2010, mainly due to the higher pretax income. The effective tax rate for the second quarter of 2011 was 27.2% compared with 28.6% in the second quarter 2010.

Net income was RMB 37.4 million ($5.8 million) in the second quarter of 2011, up 16.1% from RMB 32.2 million in the second quarter 2010.

Basic and diluted earnings per ADS for the second quarter of 2011 were RMB0.79 ($0.12), up 19.7% from basic and diluted earnings per ADS of RMB0.66 in the second quarter 2010.

Non-GAAP net income(b) was RMB39.6 million ($6.1 million) in the second quarter 2011, up 13.7% from RMB 34.8 million in the second quarter 2010.

Non-GAAP basic and diluted earnings per ADS were RMB0.84 ($0.13) in the second quarter of 2011, up 18.3% from RMB0.71in the second quarter of 2010.


Adjusted EBITDA (non-GAAP)(c) was RMB85.2 million ($13.2 million) for the second quarter 2011, up 11.8% from RMB76.2 million the second quarter 2010.

In the second quarter 2011, capital expenditures were RMB85.7 million ($13.3 million), total depreciation expenses were RMB 21.1 million ($3.3 million), and amortization of acquired intangibles was RMB 6.5 million ($1.0 million).

As of June 30, 2011, the Company had total fixed assets of RMB969.5 million ($150.0 million), cash of RMB417.9 million ($64.7 million), and current and noncurrent restricted cash of RMB35.9 million ($5.6million).

Accounts receivable was RMB228.8 million ($35.4 million) as of June 30, 2011, compared with RMB169.4 million as of December 31, 2010. The average period of sales outstanding for accounts receivable (also known as days sales outstanding) was 149 days in the second quarter 2011, down from 181 days in the first quarter of 2011 primarily due to the normal seasonal payment pattern during the year.

As of June 30, 2011, the Company had bank credit lines of RMB2.1 billion ($329 million), of which RMB71.3 million ($11.0 million) were drawn down.

Concord Medical believes its existing cash and available bank borrowing capacity will be sufficient to finance its special dividend to be paid in the third quarter 2011, investments in new facilities, and working capital needs over the next 12 months.

Outlook for the year 2011

Based on current market and operating conditions, estimated business expansion, and expected patient volume, Concord Medical reiterates its prior revenue outlook for the year 2011, as shown below.

The Company expects to generate net revenues in an estimated range of RMB480 million to RMB520 million for the year 2011, which would be an estimated increase of approximately 23% to 33% in net revenues from 2010. This estimated range excludes any potential future revenue arising as a result of the currently pending acquisition of equity interests in Chang’an Hospital but includes revenues from CCICC’s preliminary operations. The Company notes that any unanticipated delays in completing the acquisition of Chang’an Hospital, any failure to obtain CCICC’s clinical license, and other uncertainties may result in CCICC not achieving its expected contribution to the Company, which in turn could have a material adverse effect on the Company’s business, financial condition, and results of operations in 2011 and future periods.

Because of issues not under the control of Concord Medical, the Company is not able to provide an outlook for the number of new radiotherapy and diagnostic imaging centers it expects to open in the second half of 2011, compared with the 25 to 30 centers for the year 2011 that it stated in its prior outlook. The Company believes that variations in the number and timing of centers to be opened in the second half of 2011 will not have a material effect on its revenue outlook for the year 2011.

Notes

(a) This news release contains translations of certain RMB amounts into U.S. dollars at specified rates solely for the convenience of the reader and do not represent the Company’s financial performance accounted in US dollars, since its accounting and primary reporting are in renminbi, the currency of the People’s Republic of China. Unless otherwise noted, all translations from renminbi to U.S. dollars are made at a rate of RMB6.4635 to US$1.00, the effective noon buying rate as of June 30, 2011 in The City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York.


(b) Non-GAAP net income is defined in this news release as net income excluding share-based compensation expenses. Share-based compensation was RMB2.2 million ($0.34 million) in the second quarter 2011 and RMB2.6 million in the second quarter 2010.

(c) Adjusted EBITDA is defined in this news release as net income plus interest expense, taxes, depreciation and amortization, share-based compensation expenses, and other adjustments, including foreign exchange losses and other income.

Conference call information

Concord Medical’s management will hold an earnings conference call at 8:00 a.m. Eastern Daylight Time (NY) on August 16, 2011, which is also 8:00 p.m. in Beijing and Hong Kong on August 16, 2011.

Dial-in details for the earnings conference call are as follows:

 

International dial-in    +1 617 614 4072
UK dial-in    +44 20 7365 8425
Hong Kong toll free    +800 96 3844
China Netcom (south)    +10 800 852 1490
China Telecom (north)    +10 800 152 1490
China Telecom (south)    +10 800 130 0399
Passcode    5159 8172

A live webcast of the conference call will be available on the investor relations section of the Company’s website at http://ir.concordmedical.com. A replay of the webcast will be available for one month.

A telephone replay of the call will be available for seven days after the conclusion of the conference call. The dial-in details for the replay are as follows:

 

U.S. toll free    +1 888 286 8010
International dial-in    +617 801 6888
Passcode    6995 0652

About Concord Medical

Concord Medical Services Holdings Limited operates the largest network of radiotherapy and diagnostic imaging centers in China, measured by revenues and the number of centers in operation. As of June 30, 2011, the Company operated a network of 125 centers with 68 hospital partners that spanned 46 cities and 24 provinces and administrative regions in China. Under long-term arrangements with top-tier hospitals in China, Concord Medical provides radiotherapy and diagnostic imaging equipment and manages the daily operations of these centers, which are located on the premises of its hospital partners. The Company also provides ongoing training to doctors and other medical professionals in its network of centers to ensure a high level of clinical care for patients. For more information, please see http://ir.concordmedical.com.

Safe harbor statement

This news release may contain “forward-looking” statements within the meaning of 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 “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “project,” “predict,” “should” and “will” and similar expressions. These forward looking statements are based upon management’s current views and expectations with respect to future events and are not a guarantee of future performance. Furthermore, these statements are, by their nature, subject to a number of risks and uncertainties that could cause actual performance and results to differ materially from those discussed in the forward-looking statements as a result of a number of factors. Such factors include: the number of new radiotherapy and diagnostic imaging centers opened; the increase in the number of patients in existing centers; the establishment of specialty cancer hospitals; changes in the healthcare industry in China, including changes in the healthcare policies and regulations of the PRC government; technological or therapeutic changes affecting the field of cancer treatment and diagnostic imaging; and possible effects on consumers and hospitals, hospital construction, and suppliers, as a result of inflation and the Chinese government’s policies and actions to control inflation. Further information regarding these and other risks is included in the Company’s filings with the U.S. Securities and Exchange Commission at www.sec.gov. The Company does not assume any obligation to update any forward-looking statement, except as required by law.

About non-GAAP financial measures

To supplement the consolidated financial statements presented in accordance with United States Generally Accepted Accounting Principles (GAAP), Concord Medical uses certain non-GAAP measures. The Company presents certain of its financial information that is adjusted from results based on GAAP to exclude the impact of share-based compensation expense. The Company believes excluding share-based compensation expense from its non-GAAP financial measures is useful for its management and investors to assess and analyze the Company’s core operating results as such expense is not directly attributable to the underlying performance of the Company’s business operations and do not impact its cash earnings. Concord Medical also believes these non-GAAP measures excluding share-based compensation expense are important in helping investors to understand the Company’s current financial performance and future prospects and to compare business trends among different reporting periods on a consistent basis. In addition, Concord Medical also presents the non-GAAP measure of Adjusted EBITDA, which is defined in this announcement as net income plus interest, taxes, depreciation and amortization, share-based compensation expenses and other adjustments. Other adjustments include foreign exchange losses and other income. Furthermore, Adjusted EBITDA eliminates the impact of items that the Company does not consider indicative of the performance of its network of centers. The Company believes investors will similarly use Adjusted EBITDA as one of the key metrics to evaluate its financial performance and to compare its current operating results with corresponding historical periods and with other companies in the healthcare services industry. The presentation of these additional measures should not be considered a substitute for or superior to GAAP results or as being comparable to results reported or forecasted by other companies. The non-GAAP measures have been reconciled to GAAP measures in the attached financial statements.

 

For more information, please contact:
Concord Medical Services
Mr. Tony Tian (Chinese and English)
+86 10 5957 5287
tony.tian@concordmedical.com
Christensen
Ms. Teal Willingham (English and Chinese)
+86 131 2179 3446

twillingham@christensenir.com

Ms. Kimberly Minarovich (English)

+1 212 618 1978

kminarovich@christensenir.com

 

ir.concordmedical.com

Financial statements follow.


Concord Medical Services Holdings Limited

Unaudited Condensed Consolidated Statements of Income

(in thousands, except per ADS data)

 

     For The Three Months Ended  
     June 30, 2010  (*)
RMB
    June 30, 2011  
       RMB     US$  

Revenues, net of business tax, value-added tax and related surcharges

      

Lease and management services

     97,035        115,434        17,859   

Others, net

     2,407        8,413        1,302   
  

 

 

   

 

 

   

 

 

 

Total net revenues

     99,442        123,847        19,161   

Cost of revenues

      

Depreciation

     (19,480     (20,657     (3,196

Amortization of acquired intangibles

     (6,704     (6,463     (1,000

Others

     (3,995     (12,998     (2,011
  

 

 

   

 

 

   

 

 

 

Total cost of revenues

     (30,179     (40,118     (6,207
  

 

 

   

 

 

   

 

 

 

Gross profit

     69,263        83,729        12,954   

Operating expenses

      

Selling expenses

     (2,985     (11,144     (1,724

General and administrative expenses

     (19,168     (17,424     (2,696
  

 

 

   

 

 

   

 

 

 

Operating income

     47,110        55,161        8,534   

Interest expenses

     (2,054     (1,661     (257

Foreign exchange losses

     (971     (3,108     (481

Gain from disposal of property, plant and equipment

     81        —          —     

Interest income

     935        1,052        163   
  

 

 

   

 

 

   

 

 

 

Income before income taxes

     45,101        51,444        7,959   

Income tax expenses

     (12,857     (14,015     (2,168
  

 

 

   

 

 

   

 

 

 

Net income

     32,244        37,429        5,791   
  

 

 

   

 

 

   

 

 

 

Net income attributable to noncontrolling interests

     —          (1,495     (231
  

 

 

   

 

 

   

 

 

 

Net income attributable to ordinary shareholders

     32,244        35,934        5,560   
  

 

 

   

 

 

   

 

 

 

Earnings per ADS

      

Basic and Diluted

     0.66        0.79        0.12   

Weighted average number of ADS outstanding

      

Basic and Diluted

     49,151,833        47,451,177        47,451,177   

 

(*) Certain amounts in the prior year quarterly financial information are being reclassified for comparison purposes.


Concord Medical Services Holdings Co., Ltd.

Unaudited Condensed Consolidated Balance Sheets

(in thousands)

 

    December 31, 2010 (*)     June 30, 2011  
    RMB     RMB      US$  

ASSETS

      

Current assets

      

Cash

    535,783        417,918         64,658   

Restricted cash, current portion

    102,873        17,214         2,663   

Available-for-sale securities

    —          12,090         1,871   

Notes receivable

    900        —           —     

Accounts receivable

    169,389        228,801         35,399   

Prepayments and other current assets

    74,469        76,469         11,831   

Net investments in financing leases, current portion

    19,498        31,702         4,905   

Deferred tax assets, current portion

    1,504        2,099         325   
 

 

 

   

 

 

    

 

 

 

Total current assets

    904,416        786,293         121,652   

Non-current assets

      

Property, plant and equipment, net

    907,336        969,480         149,993   

Goodwill

    300,163        300,163         46,440   

Acquired intangible assets, net

    146,113        141,591         21,906   

Deposits for non-current assets

    222,019        211,582         32,735   

Net investments in financing leases, non-current portion

    66,356        60,200         9,314   

Deferred tax assets, non-current portion

    21,869        20,547         3,179   

Other non-current assets

    51,867        53,978         8,351   

Restricted cash, non-current portion

    14,792        18,692         2,892   

Prepaid land lease payments

    28,113        27,741         4,292   
 

 

 

   

 

 

    

 

 

 

Total non-current assets

    1,758,628        1,803,974         279,102   
 

 

 

   

 

 

    

 

 

 

Total assets

    2,663,044        2,590,267         400,754   
 

 

 

   

 

 

    

 

 

 

LIABILITIES AND EQUITY

      

Current liabilities

      

Short-term bank borrowings

    83,000        —           —     

Long-term bank borrowings, current portion

    60,906        57,876         8,954   

Accounts payable

    10,332        687         106   

Accrual for purchase of property, plant and equipment

    10,404        11,100         1,717   

Obligations under capital leases, current portion

    3,582        3,582         554   

Accrued expenses and other liabilities

    49,935        41,698         6,451   

Income tax payable

    25,401        24,608         3,807   

Deferred revenue, current portion

    11,520        11,520         1,782   

Contingent business acquisition consideration

    14,072        14,072         2,177   
 

 

 

   

 

 

    

 

 

 

Total current liabilities

    269,152        165,143         25,548   

Non-current liabilities

      

Long-term bank borrowings, non-current portion

    45,089        17,666         2,733   

Deferred revenue, non-current portion

    9,081        8,060         1,247   

Obligations under capitalized leases, non-current portion

    5,325        3,845         595   

Lease deposits

    5,110        5,610         868   

Deferred tax liabilities, non-current portion

    27,452        25,315         3,917   
 

 

 

   

 

 

    

 

 

 

Total non-current liabilities

    92,057        60,496         9,360   
 

 

 

   

 

 

    

 

 

 

Total liabilities

    361,209        225,639         34,908   


Commitments and contingencies

      

EQUITY

      

Ordinary shares

     105        105        16   

Additional paid-in capital

     2,604,704        2,609,271        403,693   
Accumulated other comprehensive loss      (14,835     (16,927     (2,616

Accumulated deficit

     (384,883     (326,588     (50,528
  

 

 

   

 

 

   

 

 

 

Total Concord Medical Services Holdings Limited shareholders’ equity

     2,205,091        2,265,861        350,565   

Non-controlling interests

     96,744        98,767        15,281   
  

 

 

   

 

 

   

 

 

 

Total equity

     2,301,835        2,364,628        365,846   
  

 

 

   

 

 

   

 

 

 

Total liabilities and equity

     2,663,044        2,590,267        400,754   
  

 

 

   

 

 

   

 

 

 

 

(*) Amounts for the year ended December 31, 2010 were derived from the December 31, 2010 audited consolidated financial statements.

Reconciliation of non-GAAP results of operations measures to the nearest comparable GAAP measures (*) (in RMB thousands, unaudited)

 

     For the three months ended June 30, 2010      For the three months ended June 30, 2011  
     GAAP Result      Adjustment      Non-GAAP Results      GAAP Result      Adjustment      Non-GAAP Results  

Operating income

     47,110         2,600         49,710         55,161         2,200         57,361   

Net income

     32,244         2,600         34,844         37,429         2,200         39,629   

Basic earnings per ADS

     0.66         0.05         0.71         0.79         0.05         0.84   

Diluted earnings per ADS

     0.66         0.05         0.71         0.79         0.05         0.84   

 

(*) The only adjustment is share-based compensation.

Reconciliation from net income to adjusted EBITDA(*) (in RMB thousands, unaudited)

 

     For the three months ended      For the three months ended  
     June 30, 2010      June 30, 2011  

Net income

     32,244         37,429   

Interest expenses, net

     1,119         609   

Income tax expenses

     12,857         14,015   

Depreciation and amortization

     26,508         27,858   

Share-based compensation

     2,600         2,200   

Other adjustments

     890         3,108   
  

 

 

    

 

 

 

Adjusted EBITDA

     76,218         85,219   
  

 

 

    

 

 

 

 

(*) Definition of adjusted EBITDA: Adjusted EBITDA is defined as net income plus interest, taxes, depreciation and amortization, share-based compensation expenses and other adjustments. Other adjustments include foreign exchange losses, gain from disposed of PPE and other income.