Form 6-K/A
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON D.C. 20549

 

 

FORM 6-K/A

 

 

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 2014

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

 

 

 


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EXPLANATORY NOTE

The Registrant is furnishing this amendment (this “Amendment”) to its Form 6-K dated August 13, 2014 (the “Original 6-K”) solely to add the unaudited consolidated financial statements for the second quarter ended June 30, 2014. This Amendment contains no other changes from the Original 6-K.


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TABLE OF CONTENTS

 

SIGNATURE
EX-99.1


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TABLE OF CONTENTS

 

Exhibit 99.1 – Press release: Concord Medical Reports Second Quarter 2014 Financial Results


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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 14, 2014

EX-99.1

Exhibit 99.1

Concord Medical Reports Second Quarter 2014 Financial Results

—Reiterates FY14 Financial Forecast—

BEIJING, August 13, 2014 /PRNewswire/ — Concord Medical Services Holdings Limited (“Concord Medical” or the “Company”) (NYSE: CCM), a leading hospital management company and operator of the largest network of radiotherapy and diagnostic imaging centers in China, today announced its unaudited consolidated financial results for the second quarter ended June 30, 2014[1].

Second Quarter 2014 Highlights

 

    Total net revenue, which consists of net revenues generated from the network business and hospital business, was RMB285.3 million ($46.0 million) in the second quarter of 2014, a 12.3% increase from RMB254.0 million in the second quarter of 2013.

 

    Gross profit in the second quarter of 2014 was RMB110.1 million ($17.7 million), a 4.7% increase from RMB105.2 million in the second quarter of 2013.

 

    Net income attributable to ordinary shareholders in the second quarter of 2014 was RMB35.0 million ($5.6 million), a 20.4% increase from RMB29.1 million in the second quarter of 2013.

 

    Basic and diluted earnings per American Depositary Share (“ADS”)[2] in the second quarter of 2014 were RMB0.78 ($0.13) and RMB0.78 ($0.13), respectively, compared with RMB0.65 in the second quarter of 2013.

 

    Adjusted EBITDA[3] (non-GAAP) in the second quarter of 2014 was RMB122.1 million ($19.7 million), a 17.1% increase from RMB104.3 million in the second quarter of 2013.

Dr. Jianyu Yang, Chairman and Chief Executive Officer of Concord Medical, stated, “We are very pleased with the strong financial and operating performance of the Company in the second quarter as we continue to make progress on our plan to become a more diversified hospital management operator. Our top and bottom line increased by 12.3% and 20.4%, respectively over the previous year period. This strong performance was driven by improving patient mix at our radiotherapy and diagnostic centers and increasing patient visits at our Chang’an Hospital, as well as ongoing cost controls across our operations.”

“Since the start of the year, we have concentrated on a growth strategy to build Concord Medical into a nationwide hospital management company with a strong focus on cancer treatment, diagnosis and prevention. During the second quarter, we have engaged world-class architecture firms for the design of our Shanghai and Guangzhou hospitals. The design and pre-construction work of these two hospitals are currently underway. We have also finalized the site selection to open our first free-standing radiotherapy center, which is an exciting new development to our network expansion plans.”

“Given the solid operational and financial performance in the first half of the year, we reiterate our full year guidance forecast. We are also pleased to reward shareholders with the announcement of our second dividend payment this year.”


Second Quarter 2014 Results by Segment

Network business

The Company added two radiotherapy centers in the second quarter of 2014, bringing the total number of centers in operation to 141 in 56 cities around China as of June 30, 2014. The Company entered into agreements to establish two additional centers at the end of the second quarter.

Net revenues from the network business were RMB160.8 million ($25.9 million) for the second quarter of 2014, representing an increase of 10.4% from RMB145.6 million for the second quarter of 2013, primarily due to the increased contribution from PET-CT and Cyber Knife centers.

Gross profit margin of the network business was 57.2% for the second quarter of 2014, as compared with 59.7% for the second quarter of 2013. The lower gross profit margin was primarily due to increased depreciation expenses associated with the Company’s new centers.

Capital expenditure of the network business was RMB2.5 million ($0.4 million) for the second quarter of 2014, compared with RMB24.5 million in the second quarter of 2013.

Selling expenses in the network business were RMB20.6 million ($3.3 million) for the second quarter of 2014, representing a decrease of 19.5% from the second quarter of 2013. The decrease was primarily due to lower selling expenses incurred by the Company’s telemedicine and web business during the quarter.

General and administrative expenses in the network business were RMB20.9 million ($3.4 million), compared with RMB24.3 million for the second quarter of 2013. The decrease was primarily due to lower travel, rental and other expenses.

Accounts receivable from the network business was RMB281.9 million ($45.4 million) as of June 30, 2014, compared to RMB270.4 million as of March 31, 2014. The average period of sales outstanding for accounts receivable, or Days Sales Outstanding (DSO), was 156 days for the second quarter of 2014, compared to 171 days for the first quarter of 2014.

As of June 30, 2014, the Company, not including Chang’an Hospital, had bank credit lines of RMB2,985.5 million ($481.3 million), of which RMB1,000.4 million ($161.3 million) were utilized, inclusive of the IFC loan.

During the second quarter of 2014, the Company handled 8,220 patient treatment cases, flat over the same period last year. The Company handled 86,318 patient diagnostic cases in the network, representing a 1.6% increase from the second quarter of 2013.

Hospital business

Net revenues from the hospital business were RMB124.5 million ($20.1 million) for the second quarter of 2014, an increase of 14.8% from the second quarter of 2013. Net revenues from the hospital business for the second quarter of 2014 were comprised of:

 

    outpatient revenues of RMB30.3 million ($4.9 million), representing 24.3% of the net revenues from the hospital business;

 

    inpatient revenues of RMB38.7 million ($6.2 million), representing 31.1% of the net revenues from the hospital business; and

 

    medicine revenues of RMB55.5 million ($8.9 million), representing 44.6% of the net revenues from the hospital business.


Cost of service for the hospital business for the second quarter of 2014 was RMB106.5 million ($17.2 million), of which the medicine cost was RMB46.5 million ($7.5 million) and the medical service cost was RMB60.0 million ($9.7 million).

Gross profit margin of the hospital business was 14.5% for the second quarter of 2014, as compared with 16.9% from the second quarter of 2013. Higher compensation costs to the medical team were the main reason for the decrease in gross profit margin.

Capital expenditure of the hospital business was RMB11.1 million ($1.8 million) for the second quarter of 2014, compared with RMB13.3 million for the second quarter of 2013.

General and administrative expenses in the hospital business were RMB4.0 million ($0.6 million) for the second quarter of 2014, compared with RMB6.2 million for the second quarter of 2013.

As of June 30, 2014, Chang’an Hospital had accounts receivable of RMB43.9 million ($7.1 million), compared to RMB41.7 million as of March 31, 2014. The number of day sales outstanding was 31 days, compared to 34 days for the first quarter of 2014. The accounts receivable balance was mainly related to medical revenues covered by various government-sponsored insurance programs. Chang’an Hospital settles the balance with the local social insurance bureau on a periodic basis.

Chang’an Hospital received 169,208 outpatients and 8,452 inpatients for the second quarter of 2014. The average bed utilization for the quarter was 81.9%. The average number of days of hospital stay was 9.5 days per patient for the quarter. Chang’an Hospital operated 1,015 beds as of June 30, 2014.

Chang’an Hospital is a leading private-owned for-profit general hospital, located in Xi’an, Shaanxi Province. Established in 2002, Chang’an Hospital had 57 departments with over 1,482 medical and non-medical staff as of June 30, 2014.

Recent Developments

On June 25, 2014, the Board of Directors appointed Mr. Yaw Kong Yap as the chief financial officer, effective from July 1, 2014. Mr. Yap was formerly a Senior Vice President for CCM. Mr. Adam Jigang Sun, the Company’s former chief financial officer was appointed as chief investment officer, effective from July 1, 2014. In addition to leading the review and approval of Concord’s external investment projects, Mr. Sun is now also responsible for the Investor Relations of the Company.

On July 28, 2014, the Board of Directors declared a special cash dividend of US$0.30 per ordinary share (or US$0.90 per American Depositary Share (“ADS”)). The dividend is payable on or about September 30, 2014, to shareholders of record at the close of business on August 8, 2014.

2014 Outlook

For the 2014 fiscal year, the Company expects earnings in the range of $0.45 to $0.50 per ADS, or $20.3 million to $22.5 million in Net Income Attributable to Ordinary Shareholders. The Company forecasts construction will start on one specialty cancer hospital during 2014.


These estimates are based on current market and operating conditions, are subject to change, and may be impacted positively or negatively by factors outside the Company’s control, including but not limited to macroeconomic events in the markets in which the Company operates. See “Safe Harbor Statement” below for additional information regarding forward-looking statements.

 

[1] This announcement contains translations of certain RMB amounts into U.S. dollars at specified rates solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to U.S. dollars are made at a rate of RMB6.2036 to US$1.00, the effective noon buying rate as of June 30, 2014 in the City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York.
[2] Each ADS represents three ordinary shares of the Company.
[3] Definition of adjusted EBITDA: Adjusted EBITDA is defined as net income plus interest, taxes, depreciation and amortization, share-based compensation expenses, changes in fair value of derivatives and other adjustments. Other adjustments include foreign exchange gain (loss), loss from disposal of property, plant and equipment and other income or expense.

Conference Call Information

Concord Medical’s management will hold an earnings conference call at 8:00 a.m. Eastern Daylight Time on August 14, 2014 (8:00 p.m. Beijing/Hong Kong time on August 14, 2014).

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

 

  U.S. Toll Free:   1 866 519 4004
  International:   65 67239381
  U.K. Toll Free:   08082346646
  Hong Kong Toll Free:   800-930-346
  China Local:   400-620-8038 / 800-819-0121
  Passcode:   CCM

A replay of the conference call may be accessed by phone at the following numbers for 7 days:

 

  U.S. Toll Free:      1 855 452 5696
  International:      6 12 8199 0299
  Conference ID:      84718519

Additionally, a live and archived webcast of this conference call will be available at http://ir.concordmedical.com/.

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 and is the parent of Chang’an Hospital. As of June 30, 2014, the Company operated a network of 141 centers with 81 hospital partners that spanned 56 cities and 25 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, which are available 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 and changes in fair value of derivatives. The Company believes excluding share-based compensation expense and changes in fair value of derivatives from its 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 current cash earnings. Concord Medical also believes these non-GAAP measures excluding share-based compensation expense and changes in fair value of derivatives 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, changes in fair value of derivatives and other adjustments. Other adjustments include foreign exchange gain (loss), loss from disposal of property, plant and equipment and other income or expense. Furthermore, Adjusted EBITDA eliminates the impact of items that the Company does not consider to be indicative of the performance of the network business and hospital business. 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 information.


For more information, please contact:

Concord Medical Services

Mr. Adam J. Sun (Chinese and English)

+86 10 5957 5266

adam.sun@concordmedical.com

Mr. Ting Jia (Chinese and English)

+86 10 5903 6688 (ext. 809)

ting.jia@concordmedical.com

Ms. Fang Liu (Chinese and English)

+86 10 5903 6688 (ext. 639)

fang.liu@concordmedical.com

ICR Inc.

In China:

Ms. Rene Jiang

+86 10 6583-7521

rene.jiang@icrinc.com

In the United States:

Mr. William Zima

+1 203-682-8233

William.Zima@icrinc.com


Concord Medical Services Holdings Co., Ltd.

Consolidated Balance Sheets

(in thousands)

 

     December 31, 2013     June 30, 2014  
     RMB     RMB     US$  
           (Unaudited)     (Unaudited)  

ASSETS

      

Current assets

      

Cash and cash equivalents

     283,033        318,967        51,416   

Restricted cash, current portion

     422,140        416,408        67,124   

Accounts receivable

     313,909        325,722        52,505   

Inventories

     19,717        15,520        2,502   

Prepayments and other current assets

     111,480        120,573        19,436   

Net investments in direct financing leases, current portion

     128,814        126,363        20,369   

Deferred tax assets, current portion

     10,652        13,264        2,138   

Amount due from related parties

     10,265        13,171        2,123   
  

 

 

   

 

 

   

 

 

 

Total current assets

     1,300,010        1,349,988        217,613   
  

 

 

   

 

 

   

 

 

 

Non-current assets

      

Property, plant and equipment, net

     1,492,573        1,411,132        227,469   

Goodwill

     292,885        292,885        47,212   

Intangible assets, net

     116,843        100,371        16,179   

Deposits for non-current assets

     76,669        75,260        12,132   

Net investments in direct financing leases, non-current portion

     199,467        162,911        26,261   

Deferred tax assets, non-current portion

     17,721        16,601        2,676   

Equity method investments

     217,413        215,246        34,697   

Other non-current assets

     86,847        54,953        8,858   

Prepaid land lease payments

     140,201        138,089        22,259   

Indemnification assets

     59,518        59,518        9,594   

Loan to a non-controlling shareholder of a subsidiary

     93,410        72,609        11,704   
  

 

 

   

 

 

   

 

 

 

Total non-current assets

     2,793,547        2,599,575        419,041   
  

 

 

   

 

 

   

 

 

 

Total assets

     4,093,557        3,949,563        636,654   
  

 

 

   

 

 

   

 

 

 

LIABILITIES AND EQUITY

      

Current liabilities

      

Short-term bank borrowings

     487,964        489,132        78,846   

Long-term bank borrowings, current portion

     273,310        238,020        38,368   

Accounts payable

     149,209        167,842        27,056   

Accrual for purchase of property, plant and equipment

     49,741        37,599        6,061   

Accrued expenses and other liabilities

     146,489        193,200        31,143   

Income tax payable

     48,201        51,067        8,232   

Deferred revenue, current portion

     15,668        14,856        2,395   

Amount due to related parties, current portion

     3,217        1,147        185   

Deferred tax liabilities, current portion

     860        860        139   
  

 

 

   

 

 

   

 

 

 

Total current liabilities

     1,174,659        1,193,723        192,425   
  

 

 

   

 

 

   

 

 

 

Non-current liabilities

      

Long-term bank borrowings, non-current portion

     324,974        314,228        50,653   

Accrued unrecognized tax benefits & surcharge, non-current portion

     67,719        67,719        10,916   

Other long term liabilities

     32,769        32,094        5,173   

Amount due to related parties, non-current

     26,828        7,528        1,213   

Deferred tax liabilities, non-current portion

     32,891        34,890        5,624   
  

 

 

   

 

 

   

 

 

 

Total non-current liabilities

     485,181        456,459        73,579   
  

 

 

   

 

 

   

 

 

 

Total liabilities

     1,659,840        1,650,182        266,004   
  

 

 

   

 

 

   

 

 

 

Commitments and contingencies

      

EQUITY

      

Ordinary shares

     105        105        17   

Treasuary stock

     (5     (4     (1

Additional paid-in capital

     2,520,338        2,323,740        374,579   

Accumulated other comprehensive loss

     (15,283     (19,139     (3,087

Accumulated deficit

     (383,162     (321,098     (51,760
  

 

 

   

 

 

   

 

 

 

Total Concord Medical Services Holdings Limited shareholders’ equity

     2,121,993        1,983,604        319,748   

Noncontrolling interests

     311,724        315,777        50,902   
  

 

 

   

 

 

   

 

 

 

Total equity

     2,433,717        2,299,381        370,650   
  

 

 

   

 

 

   

 

 

 

Total liabilities and equity

     4,093,557        3,949,563        636,654   
  

 

 

   

 

 

   

 

 

 


Concord Medical Services Holdings Limited

Consolidated Statements of Income

(in thousands, except per ADS data)

 

     For The Three Months Ended  
     June 30, 2013     June 30, 2014  
     RMB     RMB     US$  
     (Unaudited)     (Unaudited)     (Unaudited)  

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

      

Network

     145,610        160,808        25,922   

Hospital-Medicine income

     44,846        55,482        8,944   

Hospital-Medical service income

     63,590        69,010        11,124   
  

 

 

   

 

 

   

 

 

 

Total net revenues

     254,046        285,300        45,990   

Cost of revenues

      

Network

     (58,750     (68,752     (11,083

Hospital-Medicine cost

     (38,499     (46,470     (7,491

Hospital-Medical service cost

     (51,630     (60,017     (9,675
  

 

 

   

 

 

   

 

 

 

Total cost of revenues

     (148,879     (175,239     (28,249

Gross profit

     105,167        110,061        17,741   

Operating expenses

      

Selling expenses

     (25,633     (20,643     (3,328

General and administrative expenses

     (30,359     (24,885     (4,011
  

 

 

   

 

 

   

 

 

 

Operating income

     49,175        64,533        10,402   

Interest expenses

     (10,926     (12,083     (1,948

Foreign exchange gain (loss), net

     597        (191     (31

Loss on disposal of property, plant and equipment

     (761     (1,303     (210

Interest income

     4,340        5,972        963   

Changes in fair value of derivatives

     —          (3,980     (642

Share of net profit of equity investees

     4,978        3,278        528   

Other income, net

     183        1,372        221   
  

 

 

   

 

 

   

 

 

 

Income before income taxes

     47,586        57,598        9,283   

Income tax expenses

     (15,089     (18,543     (2,989

Net income

     32,497        39,055        6,294   
  

 

 

   

 

 

   

 

 

 

Net income attributable to noncontrolling interests

     3,417        4,056        654   

Net income attributable to ordinary shareholders

     29,080        34,999        5,640   
  

 

 

   

 

 

   

 

 

 

Earnings per ADS

      

Basic

     0.65        0.78        0.13   

Diluted

     0.65        0.78        0.13   

Weighted average number of ADS outstanding:

      

Basic

     45,056,054        44,945,433     

Diluted

     45,056,054        45,083,464     

Other comprehensive income, net of tax

      

Foreign currency translation

     474        757        122   

Total other comprehensive income, net of tax of nil

     474        757        122   
  

 

 

   

 

 

   

 

 

 

Comprehensive income

     32,971        39,812        6,416   
  

 

 

   

 

 

   

 

 

 

Comprehensive income attributable to noncontrolling interests

     3,417        4,056        654   
  

 

 

   

 

 

   

 

 

 

Comprehensive income attributable to Concord Medical Services Holdings Limited’s shareholders

     29,554        35,756        5,762   
  

 

 

   

 

 

   

 

 

 


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

 

    For the three months ended June 30, 2013     For the three months ended June 30, 2014  
    GAAP Measure     Adjustment     Non-GAAP Measure     GAAP Measure     Adjustment     Non-GAAP Measure  

Operating income

    49,175        2,231        51,406        64,533        986        65,519   

Net income

    32,497        2,231        34,728        39,055        4,966        44,021   

Basic earnings per ADS

    0.65        0.05        0.70        0.78        0.11        0.89   

Diluted earnings per ADS

    0.65        0.05        0.70        0.78        0.11        0.89   

 

(*) The adjustments are share-based compensation and changes in fair value of derivatives.


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

 

     For the three months ended     For the three months ended  
     June 30, 2013     June 30, 2014  

Net income

     32,497        39,055   

Interest expenses, net

     6,586        6,111   

Income tax expenses

     15,089        18,543   

Depreciation and amortization

     47,918        53,314   

Share-based compensation

     2,231        986   

Changes in fair value of derivatives

     —          3,980   

Other adjustments

     (19     122   
  

 

 

   

 

 

 

Adjusted EBITDA

     104,302        122,111   
  

 

 

   

 

 

 

 

(*) Definition of adjusted EBITDA: Adjusted EBITDA is defined as net income plus interest, taxes, depreciation and amortization, share-based compensation expenses, changes in fair value of derivatives and other adjustments. Other adjustments include foreign exchange gain (loss), loss from disposal of property, plant and equipment and other income or expense.