- Report of Foreign Issuer (6-K)
2010年11月30日 - 9:13PM
Edgar (US Regulatory)
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 November 2010
Commission File Number: 001-33340
TONGJITANG CHINESE MEDICINES COMPANY
5
th
Floor, Block B
Nanshan Medical Device Park
1019 Nanhai Avenue, Shekou, Nanshan District
Shenzhen, 518067 Guangdong Province
Peoples Republic of China
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under the cover of
Form 20-F or Form 40-F:
Form 20-F
þ
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
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.
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Tongjitang Chinese Medicines Company
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By:
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/s/ Charles Wang
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Name:
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Charles Wang
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Title:
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Chief Financial Officer
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Date: November 30, 2010
2
EXHIBIT INDEX
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Exhibit No.
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Description
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99.1
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Press Release
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3
Exhibit 99.1
Tongjitang Chinese Medicines Company Reports
Third Quarter 2010 Financial Results
SHENZHEN, China, November 29, 2010 (BUSINESS WIRE) Tongjitang Chinese Medicines Company (the
Company or Tongjitang) (NYSE: TCM), a leading specialty pharmaceutical company focusing on the
development, manufacturing, marketing and selling of modernized traditional Chinese medicine in
China, today announced its financial results for the quarter ended September 30, 2010.
As announced on September 28, 2010, Tongjitang has entered into a share transfer agreement with
Guizhou Huixian Investment Management Company Limited (the Buyer) to sell 100% of the equity
interest in Guizhou Tongjitang Asset Management Company Limited (the Asset Management Co.), which
holds Guizhou Tongjitang Pharmaceutical Distribution Co., Ltd., Guizhou Tongjitang Pharmacy Chain
Stores Co., Ltd. and a 95% equity interest in Gui Liquor Co., Ltd., for a total cash consideration
of RMB259.3 million.
In accordance with FASB Accounting Standards Codification (ASC) Subtopic 205 20 Presentation of
Financial Statements Discontinued Operations, the Company determined that the disposal of Asset
Management Co. met the requirements as of September 30, 2010 to be reflected as assets and
liabilities held for sale and discontinued operations in both the current and prior periods and
accordingly, the Company adjusted the balance sheets as of December 31, 2009 and June 30, 2010 and
statement of operations for the three and nine months ended September 30, 2009.
Financial Results for the Quarter Ended September 30, 2010
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Net revenue from continuing operations increased 35.2% to RMB129.2 million ($19.3
million)
1
, from RMB95.6 million in the prior year period.
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Operating loss from continuing operations was RMB3.1 million ($0.5 million), compared to
RMB15.3 million in the prior year period.
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Net loss from continuing operations was RMB3.4 million ($0.5 million), which yielded net
loss from continuing operations per share
2
of RMB0.03 ($0.00).
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Total net loss attributable to the Company was RMB6.2 million ($0.9 million), which
yielded net loss per ADS of RMB0.24 ($0.04) and net loss per share of RMB0.06 ($0.01).
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Non-GAAP adjusted EBITDA per share was RMB0.03 ($0.00), compared to negative EBITDA per
share of RMB0.06 in the third quarter of 2009.
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Xiaochun Wang, Chief Executive Officer and Chairman of Tongjitang, stated, Our strong revenue
performance in the third quarter reflects notable and increasing contributions from our two major
drugs, Xianling Gubao and Jingshu Granules, due to their inclusion in the National Essential Drug
List (EDL). This revenue improvement shows the long-anticipated benefits of the healthcare
reform and reflects gradual implementation of the EDL by local governments. We have started to
realize gains from the industry reform and are confident that further implementation will continue
to contribute to our long-term success.
Net revenue from continuing operations in the third quarter of 2010 increased 35.2% to RMB129.2
million ($19.3 million) from RMB95.6 million in the third quarter of 2009. Xianling Gubao sales
were RMB72.4 million ($10.8 million) in the third quarter of 2010, compared to RMB60.6 million in
the third quarter of 2009. Net revenue from Moisturizing & Anti-itching Capsules and Zaoren Anshen
Capsules increased to RMB19.4 million ($2.9 million) in the third quarter of 2010, compared to
RMB12.8 million in the third quarter of 2009. Net revenue from Jingshu Granules increased to
RMB15.4 million ($2.3 million) in the third quarter of 2010, compared to RMB5.8 million in the
third quarter of 2009. Net revenue from the Companys other products increased 34.1% to RMB22.0
million ($3.3 million) from RMB16.4 million in the third quarter of 2009.
Gross profit from continuing operations increased 14.4% to RMB65.9 million ($9.9 million) in the
third quarter of 2010 from RMB57.7 million in the third quarter of 2009. Gross margin from
continuing operations was 51.0% in the third quarter of 2010, compared to 60.3% in the same period
of 2009. The gross margin decline mainly reflects increased costs of raw materials related to
herbal medicines. In particular, the cost of San Qi, the major ingredient used in Jingshu
Granules, tripled, during the first half of the year. Although its price has steadied since then, the impact on gross
margin became increasingly apparent in the third quarter when the Company depleted its inventory
and started to consume the higher-cost inventory purchased in the first half of the year for
production. The price of barrenwort, used in the production of Xianling Gubao, remained stable in
the third quarter of 2010.
Operating loss from continuing operations in the third quarter of 2010 decreased to RMB3.1 million
($0.5 million) from RMB15.3 million in the third quarter of 2009. The reduced operating loss was
mainly attributable to decreased general and administrative expenses, reflecting the lower
provision of bad debt compared to last year.
Net loss from continuing operations was RMB3.4 million ($0.5 million), which yielded net loss from
continuing operations per share of RMB0.03 ($0.00).
Total net loss attributable to the Company was RMB6.2 million ($0.9 million), which yielded net
loss per ADS of RMB0.24 ($0.04) and net loss per share of RMB0.06 ($0.01).
Non-GAAP adjusted EBITDA in the third quarter of 2010 was RMB3.0 million ($0.4 million), compared
to negative EBITDA of RMB8.2 million in the third quarter of 2009. Non-GAAP adjusted EBITDA per
share was RMB0.03 ($0.00) in the third quarter of 2010, compared to negative EBITDA per share of
RMB0.06 in the third quarter of 2009. For the third quarter of 2010, the number of shares used in
the computation of GAAP earnings per share and Non-GAAP adjusted EBITDA per share was 104.1
million, compared to 126.8 million in the prior year period. Please refer to the Companys GAAP to
non-GAAP reconciliation table provided below for additional details.
Balance Sheet
As of September 30, 2010, the Companys continuing operations had cash and cash equivalents of
RMB244.1 million ($36.5 million). This compares to RMB230.4 million as of December 31, 2009 and
RMB 205.8 million as of June 30, 2010.
Financial Results for the Nine Months Ended September 30, 2009
For the nine months ended September 30, 2010, revenues from continuing operations were RMB355.7
million ($53.2 million), up from RMB305.1 million in the first nine months of 2009. During this
same time period, gross profit from continuing operations was RMB197.2 million ($29.5 million), up
from RMB186.4 million. Operating loss from continuing operations decreased to RMB12.0 million
($1.8 million) from RMB15.4 million in the first nine months of 2009. Total net loss attributable
to the Company was RMB24.3 million ($3.6 million), or a loss of RMB0.23 ($0.03) per share, compared
to RMB7.9 million, or RMB0.06 per share, in the first nine months of 2009. Net loss per ADS was
RMB0.93 ($0.14) in the first nine months of 2010, compared with net income per ADS of RMB0.25 in
the first nine months of 2009. On a year over year basis, weighted average number of shares
outstanding for the first nine months of 2010 was 104.1 million.
Business Updates
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On November 1, 2010, Tongjitang announced that it has entered into a definitive
agreement and plan of merger with Hanmax Investment Limited (Hanmax), Fosun Industrial
Co., Limited (Fosun) and Tonsun International Company Limited (Tonsun), a Cayman
Islands exempted company, all of the outstanding shares of which are owned by Hanmax and
Fosun. Mr. Xiaochun Wang, Chairman of the Companys board of directors, Chief Executive
Officer of the Company and the beneficial owner of approximately 51% of the Companys
outstanding ordinary shares, controls Hanmax. Fosun beneficially owns approximately 32% of
the Companys outstanding ordinary shares.
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Pursuant to the merger agreement, each ordinary share of the Company (including shares
represented by American Depositary Shares, each of which represents four ordinary shares)
issued and outstanding immediately prior to the effective time of the merger, other than the
ordinary shares and ordinary shares represented by American Depositary Shares owned by
Hanmax, Tonsun and Fosunwill be cancelled in exchange for the right to receive $1.125 (or
$4.50 per American Depositary Share, not including the fees and expenses of the ADS
depositary) in cash without interest. The offer represents a 13.6% premium over the closing
price of $3.96 per American Depositary Share on October 28, 2010, and a 14.8% premium over
the last month volume weighted average closing price of $ 3.92 per American Depositary Share.
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The Companys board of directors, acting upon the unanimous recommendation of a special
committee of independent directors, approved the merger agreement and resolved to recommend
that the Companys shareholders vote to adopt the merger agreement. The special committee, which is composed
solely of directors unrelated to any of Tonsun, Fosun, Mr. Xiaochun Wang and Hanmax,
negotiated and approved the terms of the merger agreement with the assistance of its
financial and legal advisors.
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On September 28, 2010, Tongjitang announced that it has entered into a share transfer
agreement with the Buyer to sell 100% of the equity interest in the Asset Management Co.,
which holds Guizhou Tongjitang Pharmaceutical Distribution Co., Ltd., Guizhou Tongjitang
Pharmacy Chain Stores Co., Ltd. and a 95% equity interest in Gui Liquor Co., Ltd., for a
total cash consideration of RMB259.3 million. Additionally, the Buyer will release Guizhou
Tongjitang Pharmaceutical Co., Ltd., the Companys wholly owned subsidiary, from its
obligation to guarantee RMB105.0 million bank loans of Gui Liquor Co., Ltd.
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Pursuant to the share transfer agreement, the purchase price will be payable in four
installments of 5%, 5%, 45% and 45%, respectively. As of the date of this press release, the
Company has received the first installment of RMB13.0 million from the Buyer.
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On September 8, 2010, Tongjitang announced that Mr. Charles Wang submitted his
resignation as Chief Financial Officer for personal reasons on September 3, 2010. The
resignation will be effective on December 2, 2010. The Company has commenced an executive
search in order to find a replacement.
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Conference Call
Tongjitangs management team will hold a conference call on Tuesday, November 30, at 8:00 a.m. U.S.
Eastern Time (9:00 p.m. Beijing/Hong Kong time) following the announcement. Listeners may access
the call by dialing the following numbers:
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United States toll free:
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1-800-391-9278
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Hong Kong toll free:
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800-968-103
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Northern China toll free:
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10 800 712 0046
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Southern China toll free:
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10 800 120 0046
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International:
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1-719-325-2189
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Listeners may access the replay from approximately two hours after the call ends through December
7, 2010 by dialing the following numbers:
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United States toll free:
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1-877-870-5176
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International:
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1-858-384-5517
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Password:
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6958069
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An audio webcast of the call will also be available through the Companys website at
www.tongjitang.com
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About Non-GAAP Financial Measures
To supplement the Companys unaudited condensed consolidated financial information presented in
accordance with the United States Generally Accepted Accounting Principles (GAAP), the Company
also provides non-GAAP financial measures, non-GAAP adjusted EBITDA and non-GAAP adjusted EBITDA
per share, all of which exclude depreciation and amortization, interest (income) expense, provision
for income taxes, (gain) loss from discontinued operations (net of tax) and share-based
compensation expenses recorded under FASB ASC Subtopic 718 10 Compensation Stock Compensation:
Overall (Pre-codification: SFAS No. 123(R), Share-Based Payment.) The Companys management
believes the non-GAAP financial measures facilitate better understanding of operating results from
quarter to quarter and allows the management team to better plan and forecast future periods, as
the non-GAAP financial measures provide additional information to the investors. The non-GAAP
information is not in accordance with GAAP and may be different from non-GAAP methods of accounting
and reporting used by other companies. The presentation of this additional information should not
be considered a substitute for the GAAP results. A limitation of using these non-GAAP financial
measures is that these non-GAAP measures exclude share-based compensation expenses that have been
and will continue to be significant recurring expenses in the Companys business for the
foreseeable future. Reconciliations of the Companys non-GAAP financial data to the most
comparable GAAP data are included at the end of this press release.
About Tongjitang Chinese Medicines Company
Tongjitang Chinese Medicines Company, through its operating subsidiaries Guizhou Tongjitang
Pharmaceutical Co., Ltd., Guizhou Long-Life Pharmaceutical Company Limited, Qinghai Pulante
Pharmaceutical Co., Ltd. and Anhui Jingfang Pharmaceutical Co., Ltd., is a vertically integrated specialty pharmaceutical company focused on
the development, manufacturing, marketing and selling of modernized traditional Chinese medicine in
China. Tongjitangs principal executive offices are located in Shenzhen, China.
Tongjitangs flagship product, Xianling Gubao, is the leading traditional Chinese medicine for the
treatment of osteoporosis in China as measured by sales in Renminbi. In addition to Xianling
Gubao, the Company manufactures and markets 35 other modernized traditional Chinese medicine
products and 36 western medicines. Please visit
www.tongjitang.com
for more information.
Safe Harbor Statements
This announcement contains forward-looking statements within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. All statements other than
statements of historical fact in this announcement are forward-looking statements. These
forward-looking statements involve known and unknown risks and uncertainties and are based on
current expectations, assumptions, estimates and projections about the Company and the industry.
Information regarding these risks, uncertainties and other factors is included in the Companys
most recent annual report on
Form 20-F
and other filings with the SEC. The Company undertakes no
obligation to update forward-looking statements to reflect subsequent occurring events or
circumstances, or to changes in its expectations, except as may be required by law. Although the
Company believes that the expectations expressed in these forward looking statements are
reasonable, they cannot assure you that their expectations will turn out to be correct, and
investors are cautioned that actual results may differ materially from the anticipated results.
1.
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This announcement contains translations of certain Renminbi amounts into US dollars at
specified rates solely for the convenience of readers. Unless otherwise noted, all
translations from Renminbi to US dollars as of and for the quarter ended September 30, 2010
were made at the noon buying rate on September 30, 2010 in the City of New York for cable
transfers in Renminbi per US dollar as certified for customs purposes by the Federal Reserves
Bank of New York, which was RMB 6.6905 to USD1.00. Tongjitang makes no representation that the
Renminbi or US dollar amounts referred to in this release could have been or could be
converted into US dollars or Renminbi, as the case may be, at any particular rate or at all.
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2.
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All references to shares are to the Companys ordinary shares. Each of the Companys
American Depositary Shares, which are traded on the New York Stock Exchange, represents four
ordinary shares.
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CONTACT
ICR, Inc.
Christine Duan or Ashley M. Ammon
203-682-8200 (Investor Relations)
Tongjitang Chinese Medicines Company
Condensed Consolidated Statements of Operations
(In thousands, except share and per share data)
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Third Quarter Ended September 30
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First 3 Quarters Ended September 30
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2009
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2010
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2010
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2009
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2010
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2010
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RMB
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RMB
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US$
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RMB
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RMB
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US$
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(Note)
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(Note)
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Net revenues
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95,569
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129,163
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19,305
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305,078
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355,746
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53,172
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Cost of revenues
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37,917
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63,227
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9,450
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118,702
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158,536
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23,696
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Gross profit
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57,652
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65,936
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9,855
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186,376
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197,210
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29,476
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Advertising expenses
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(5,458
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(6,230
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(931
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(21,856
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)
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(12,102
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)
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(1,809
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)
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Other selling and marketing expenses
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(41,664
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)
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(46,666
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)
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(6,975
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)
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(107,198
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)
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(139,001
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)
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(20,776
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)
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General and administrative expenses
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(22,439
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)
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(11,203
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)
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(1,674
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)
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(62,576
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)
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(47,560
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)
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(7,109
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)
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Research and development expenses
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(3,372
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)
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(4,961
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)
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(741
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)
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(10,177
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)
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(10,579
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)
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(1,581
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)
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Gain on disposal of property, plant and equipment and land use rights
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34
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5
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Loss from operations
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(15,281
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)
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(3,124
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)
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(466
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)
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(15,431
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)
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(11,998
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)
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(1,794
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)
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Other income (expenses):
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Interest income
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803
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657
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98
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3,463
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1,225
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183
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Interest expense
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(2,159
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)
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(2,477
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)
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(370
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)
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(6,424
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)
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(6,948
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)
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(1,038
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)
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Government grants
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1,157
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1,191
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178
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3,577
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3,475
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519
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Investment (loss) / gain
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(95
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)
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130
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19
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520
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(89
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)
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(13
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)
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Other (expenses) / income, net
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(143
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)
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(104
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)
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(16
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)
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6,326
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(215
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)
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|
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(32
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)
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|
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Loss from continuing operations before income taxes
|
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(15,718
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)
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(3,727
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)
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(557
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)
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(7,969
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)
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|
|
(14,550
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)
|
|
|
(2,175
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)
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Income tax (expense) / benefit
|
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(227
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)
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334
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|
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50
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(3,809
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)
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|
|
(2,337
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)
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|
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(349
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)
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Net loss from continuing operations
|
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(15,945
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)
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(3,393
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)
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(507
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)
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(11,778
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)
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(16,887
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)
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|
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(2,524
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)
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Gain / (loss) from discontinued operations, net of tax
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2,251
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(2,816
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)
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|
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(421
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)
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|
|
3,879
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|
|
|
(7,431
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)
|
|
|
(1,111
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)
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Net loss attributable to the Company
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(13,694
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)
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(6,209
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)
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(928
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)
|
|
|
(7,899
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)
|
|
|
(24,318
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)
|
|
|
(3,635
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)
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Net loss from continuing operations per share
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Ordinary shares
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-Basic
|
|
|
-0.13
|
|
|
|
-0.03
|
|
|
|
0.00
|
|
|
|
-0.09
|
|
|
|
-0.16
|
|
|
|
-0.02
|
|
-Diluted
|
|
|
-0.13
|
|
|
|
-0.03
|
|
|
|
0.00
|
|
|
|
-0.09
|
|
|
|
-0.16
|
|
|
|
-0.02
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain / (loss) from discontinued operations per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-Basic
|
|
|
0.02
|
|
|
|
-0.03
|
|
|
|
0.00
|
|
|
|
0.03
|
|
|
|
-0.07
|
|
|
|
-0.01
|
|
-Diluted
|
|
|
0.02
|
|
|
|
-0.03
|
|
|
|
0.00
|
|
|
|
0.03
|
|
|
|
-0.07
|
|
|
|
-0.01
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-Basic
|
|
|
-0.11
|
|
|
|
-0.06
|
|
|
|
-0.01
|
|
|
|
-0.06
|
|
|
|
-0.23
|
|
|
|
-0.03
|
|
-Diluted
|
|
|
-0.11
|
|
|
|
-0.06
|
|
|
|
-0.01
|
|
|
|
-0.06
|
|
|
|
-0.23
|
|
|
|
-0.03
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares used in computation of earnings per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-Basic
|
|
|
126,798,407
|
|
|
|
104,066,526
|
|
|
|
104,066,526
|
|
|
|
128,598,030
|
|
|
|
104,066,526
|
|
|
|
104,066,526
|
|
-Diluted
|
|
|
126,798,407
|
|
|
|
104,066,526
|
|
|
|
104,066,526
|
|
|
|
128,598,030
|
|
|
|
104,066,526
|
|
|
|
104,066,526
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note:
|
|
The condensed consolidated financial statements of Tongjitang Chinese Medicines Company are stated
in Renminbi (RMB). The translation of RMB amounts as of and for the period ended September 30,
2010 into United States dollar (US$) is included solely for the convenience of readers and has
been made at the rate of RMB6.6905 to US$1.00, which is based on the noon buying rate in The City
of New York for cable transfers of Renminbi as certified for customs purposes by the Federal
Reserve Bank of New York at September 30, 2010. Such translations should not be construed as
representations that RMB amounts could be converted into US$ at that rate or any other rate.
|
Tongjitang Chinese Medicines Company
Condensed Consolidated Balance Sheets
(In thousands, except share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dec. 31
|
|
|
Jun. 30
|
|
|
Sept. 30
|
|
|
Sept. 30
|
|
|
|
2009
|
|
|
2010
|
|
|
2010
|
|
|
2010
|
|
|
|
RMB
|
|
|
RMB
|
|
|
RMB
|
|
|
US$
|
|
|
|
|
|
|
|
|
|
|
|
|
(Note)
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
230,421
|
|
|
|
205,836
|
|
|
|
244,145
|
|
|
|
36,491
|
|
Short-term bank deposit
|
|
|
50,000
|
|
|
|
82,500
|
|
|
|
82,500
|
|
|
|
12,331
|
|
Notes receivable
|
|
|
62,662
|
|
|
|
48,453
|
|
|
|
40,523
|
|
|
|
6,057
|
|
Accounts receivable, net of allowance for doubtful accounts
|
|
|
244,220
|
|
|
|
238,068
|
|
|
|
222,022
|
|
|
|
33,185
|
|
Inventories
|
|
|
129,329
|
|
|
|
138,391
|
|
|
|
135,993
|
|
|
|
20,326
|
|
Trading securities
|
|
|
1,447
|
|
|
|
1,193
|
|
|
|
1,291
|
|
|
|
193
|
|
Prepaid advertising expenses
|
|
|
1,204
|
|
|
|
3,949
|
|
|
|
1,640
|
|
|
|
245
|
|
Receivable on sales of property, plant and equipment
|
|
|
9,320
|
|
|
|
9,320
|
|
|
|
9,320
|
|
|
|
1,393
|
|
Other prepaid expenses and current assets, net of allowance for doubtful accounts
|
|
|
78,654
|
|
|
|
83,732
|
|
|
|
87,424
|
|
|
|
13,068
|
|
Deferred tax assets
|
|
|
5,886
|
|
|
|
5,539
|
|
|
|
4,830
|
|
|
|
722
|
|
Current assets held for sale
|
|
|
267,220
|
|
|
|
546,377
|
|
|
|
565,103
|
|
|
|
84,463
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
|
1,080,363
|
|
|
|
1,363,358
|
|
|
|
1,394,791
|
|
|
|
208,474
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment, net
|
|
|
113,642
|
|
|
|
107,457
|
|
|
|
104,527
|
|
|
|
15,623
|
|
Land use rights, net
|
|
|
21,456
|
|
|
|
21,128
|
|
|
|
21,014
|
|
|
|
3,141
|
|
Deposit for acquisition of a subsidiary
|
|
|
120,599
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits for acquisition of property, plant and equipment,
and intangible assets
|
|
|
21,457
|
|
|
|
21,373
|
|
|
|
21,373
|
|
|
|
3,195
|
|
Deferred tax assets
|
|
|
2,809
|
|
|
|
2,660
|
|
|
|
3,470
|
|
|
|
519
|
|
Long-term other assets
|
|
|
1,000
|
|
|
|
1,000
|
|
|
|
1,000
|
|
|
|
149
|
|
Acquired intangible assets, net
|
|
|
27,592
|
|
|
|
25,459
|
|
|
|
24,413
|
|
|
|
3,649
|
|
Goodwill
|
|
|
2,345
|
|
|
|
2,345
|
|
|
|
2,345
|
|
|
|
350
|
|
Receivable on sales of property, plant and equipment
|
|
|
9,170
|
|
|
|
4,510
|
|
|
|
2,180
|
|
|
|
326
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
1,400,433
|
|
|
|
1,549,290
|
|
|
|
1,575,113
|
|
|
|
235,426
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term borrowings
|
|
|
(101,100
|
)
|
|
|
(91,100
|
)
|
|
|
(138,100
|
)
|
|
|
(20,641
|
)
|
Accounts payable
|
|
|
(22,580
|
)
|
|
|
(19,272
|
)
|
|
|
(25,510
|
)
|
|
|
(3,813
|
)
|
Accrued expenses and other current liabilities
|
|
|
(147,392
|
)
|
|
|
(151,818
|
)
|
|
|
(160,836
|
)
|
|
|
(24,039
|
)
|
Income taxes payable
|
|
|
(3,193
|
)
|
|
|
(2,075
|
)
|
|
|
(474
|
)
|
|
|
(71
|
)
|
Unrecognized tax benefit
|
|
|
(937
|
)
|
|
|
(976
|
)
|
|
|
(989
|
)
|
|
|
(148
|
)
|
Amounts due to related parties
|
|
|
(900
|
)
|
|
|
(900
|
)
|
|
|
(900
|
)
|
|
|
(135
|
)
|
Current liabilities held for sale
|
|
|
(124,872
|
)
|
|
|
(286,443
|
)
|
|
|
(307,233
|
)
|
|
|
(45,921
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
|
(400,974
|
)
|
|
|
(552,584
|
)
|
|
|
(634,042
|
)
|
|
|
(94,768
|
)
|
Long-term bank loans
|
|
|
(50,000
|
)
|
|
|
(62,000
|
)
|
|
|
(15,000
|
)
|
|
|
(2,242
|
)
|
Deferred tax liabilities
|
|
|
(11,868
|
)
|
|
|
(13,245
|
)
|
|
|
(13,761
|
)
|
|
|
(2,057
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
(462,842
|
)
|
|
|
(627,829
|
)
|
|
|
(662,803
|
)
|
|
|
(99,067
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total shareholders equity attributable to the Company
|
|
|
(937,591
|
)
|
|
|
(919,837
|
)
|
|
|
(910,873
|
)
|
|
|
(136,144
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interest
|
|
|
|
|
|
|
(1,624
|
)
|
|
|
(1,437
|
)
|
|
|
(215
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity
|
|
|
(937,591
|
)
|
|
|
(921,461
|
)
|
|
|
(912,310
|
)
|
|
|
(136,359
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
|
(1,400,433
|
)
|
|
|
(1,549,290
|
)
|
|
|
(1,575,113
|
)
|
|
|
(235,426
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note:
|
|
The condensed consolidated financial statements of Tongjitang Chinese Medicines Company are stated
in Renminbi (RMB). The translation of RMB amounts as of and for the period ended September 30,
2010 into United States dollar (US$) is included solely for the convenience of readers and has
been made at the rate of RMB6.6905 to US$1.00, which is based on the noon buying rate in The City
of New York for cable transfers of Renminbi as certified for customs purposes by the Federal
Reserve Bank of New York at September 30, 2010. Such translations should not be construed as
representations that RMB amounts could be converted into US$ at that rate or any other rate.
|
Tongjitang Chinese Medicines Company
Reconciliation of GAAP to Non-GAAP
(In thousands, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Third Quarter Ended September 30
|
|
|
First 3 Quarters Ended September 30
|
|
|
|
2009
|
|
|
2010
|
|
|
2010
|
|
|
2009
|
|
|
2010
|
|
|
2010
|
|
|
|
RMB
|
|
|
RMB
|
|
|
US$
|
|
|
RMB
|
|
|
RMB
|
|
|
US$
|
|
|
|
|
|
|
|
|
|
|
|
(Note 1)
|
|
|
|
|
|
|
|
|
|
|
(Note 1)
|
|
GAAP net loss
|
|
|
(13,694
|
)
|
|
|
(6,209
|
)
|
|
|
(928
|
)
|
|
|
(7,899
|
)
|
|
|
(24,318
|
)
|
|
|
(3,635
|
)
|
Share-based compensation expenses
(Note 2)
|
|
|
132
|
|
|
|
131
|
|
|
|
20
|
|
|
|
4,200
|
|
|
|
290
|
|
|
|
43
|
|
(Gain) loss from discontinued operations, net of tax
|
|
|
(2,251
|
)
|
|
|
2,816
|
|
|
|
421
|
|
|
|
(3,879
|
)
|
|
|
7,431
|
|
|
|
1,111
|
|
Depreciation and amortisation
|
|
|
5,992
|
|
|
|
4,769
|
|
|
|
713
|
|
|
|
15,353
|
|
|
|
14,605
|
|
|
|
2,183
|
|
Interest (income) expense, net
|
|
|
1,356
|
|
|
|
1,820
|
|
|
|
272
|
|
|
|
2,961
|
|
|
|
5,723
|
|
|
|
855
|
|
Provision for income taxes
|
|
|
227
|
|
|
|
(334
|
)
|
|
|
(50
|
)
|
|
|
3,809
|
|
|
|
2,337
|
|
|
|
349
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP adjusted EBITDA
|
|
|
(8,238
|
)
|
|
|
2,993
|
|
|
|
448
|
|
|
|
14,545
|
|
|
|
6,068
|
|
|
|
906
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP net loss per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-Basic
|
|
|
-0.11
|
|
|
|
-0.06
|
|
|
|
-0.01
|
|
|
|
-0.06
|
|
|
|
-0.23
|
|
|
|
-0.03
|
|
-Diluted
|
|
|
-0.11
|
|
|
|
-0.06
|
|
|
|
-0.01
|
|
|
|
-0.06
|
|
|
|
-0.23
|
|
|
|
-0.03
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP adjusted EBITDA per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-Basic
|
|
|
-0.06
|
|
|
|
0.03
|
|
|
|
0.00
|
|
|
|
0.11
|
|
|
|
0.06
|
|
|
|
0.01
|
|
-Diluted
|
|
|
-0.06
|
|
|
|
0.03
|
|
|
|
0.00
|
|
|
|
0.11
|
|
|
|
0.06
|
|
|
|
0.01
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares used in computation of GAAP net loss per
share / Non-GAAP adjusted EBITDA per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-Basic
|
|
|
126,798,407
|
|
|
|
104,066,526
|
|
|
|
104,066,526
|
|
|
|
128,598,030
|
|
|
|
104,066,526
|
|
|
|
104,066,526
|
|
-Diluted
|
|
|
126,798,407
|
|
|
|
104,066,526
|
|
|
|
104,066,526
|
|
|
|
128,598,030
|
|
|
|
104,066,526
|
|
|
|
104,066,526
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note 1:
|
|
The condensed consolidated financial statements and the related amounts of Tongjitang Chinese
Medicines Company are stated in Renminbi (RMB). The translation of RMB amounts as of and for the
period ended September 30, 2010 into United States dollar (US$) is included solely for the
convenience of readers and has been made at the rate of RMB6.6905 to US$1.00, which is based on the
noon buying rate in The City of New York for cable transfers of Renminbi as certified for customs
purposes by the Federal Reserve Bank of New York at September 30, 2010. Such translations should
not be construed as representations that RMB amounts could be converted into US$ at that rate or
any other rate.
|
|
Note 2:
|
|
Share-based compensation expenses recorded in accordance to ASC subtopic 718-10 (ASC 718-10),
Compensation Stock Compensation: Overall (Pre-codification:
SFAS No. 123(R), Share-Based Payment)
are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Third Quarter Ended September 30
|
|
|
First 3 Quarters Ended September 30
|
|
|
|
2009
|
|
|
2010
|
|
|
2010
|
|
|
2009
|
|
|
2010
|
|
|
2010
|
|
|
|
RMB
|
|
|
RMB
|
|
|
US$
|
|
|
RMB
|
|
|
RMB
|
|
|
US$
|
|
|
|
|
|
|
|
|
|
|
|
(Note 1)
|
|
|
|
|
|
|
|
|
|
|
(Note 1)
|
|
General and administrative expenses
|
|
|
132
|
|
|
|
131
|
|
|
|
20
|
|
|
|
4,200
|
|
|
|
290
|
|
|
|
43
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tycom Ltd (NYSE:TCM)
過去 株価チャート
から 5 2024 まで 6 2024
Tycom Ltd (NYSE:TCM)
過去 株価チャート
から 6 2023 まで 6 2024