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 June 2011
Commission File Number: 001-34541
CHINA CORD BLOOD CORPORATION
(Translation of registrant’s name into English)
48th Floor, Bank of China Tower
1 Garden Road
Central
Hong Kong S.A.R.
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F
x
Form 40-F
o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
o
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes
o
No
x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_______________.
EXPLANATORY NOTE
This Report of Foreign Private Issuer on Form 6-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. These statements relate to future events or China Cord Blood Corporation’s (the “Company”) future financial performance. The Company has attempted to identify forward-looking statements by terminology including “anticipates”, “believes”, “expects”, “can”, “continue”, “could”, “estimates”, “intends”, “may”, “plans”, “potential”, “predict”, “should” or “will” or the negative of these terms or other comparable terminology. These statements are only predictions, uncertainties and other factors may cause the Company’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. The information in this Report on Form 6-K is not intended to project future performance of the Company. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company does not guarantee future results, levels of activity, performance or achievements. The Company’s expectations are as of the date this Report on Form 6-K is filed, and the Company does not intend to update any of the forward-looking statements after the date this Report on Form 6-K is filed to confirm these statements to actual results, unless required by law.
The forward-looking statements included in this Report on Form 6-K are subject to risks, uncertainties and assumptions about the Company
’
s businesses and business environments. These statements reflect the Company
’
s current views with respect to future events and are not a guarantee of future performance. Actual results of the Company
’
s operations may differ materially from information contained in the forward-looking statements as a result of risk factors some of which include, among other things: continued compliance with government regulations regarding cord blood banking in the People’s Republic of China, or PRC; changing legislation or regulatory environments in the PRC; the acceptance by subscribers of the Company’s different pricing and payment options and reaction to the introduction of the Company’s premium-quality pricing strategy; demographic trends in the regions of the PRC in which the Company is the exclusive licensed cord blood banking operator; labor and personnel relations; credit risks affecting the Company's revenue and profitability; changes in the healthcare industry, including those which may result in the use of stem cell therapies becoming redundant or obsolete; the Company’s ability to effectively manage its growth, including implementing effective controls and procedures and attracting and retaining key management and personnel; changing interpretations of generally accepted accounting principles; the availability of capital resources, including in the form of capital markets financing opportunities, in light of industry developments affecting issuers that have pursued a “reverse merger” with an operating company based in the PRC, as well as general economic conditions; and other relevant risks detailed in the Company’s filings with the Securities and Exchange Commission.
This report is hereby incorporated by reference to the Registration Statement on Form F-3 (File No. 333-168873) of the Company.
Results of Operations and Financial Condition
Following this cover page are the preliminary unaudited consolidated financial results for the three months and year ended March 31, 2011 of the Company.
CHINA CORD BLOOD CORPORATION
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
As of March 31, 2010 and 2011
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2010
|
|
|
2011
|
|
|
|
RMB
|
|
|
RMB
|
|
|
US$
|
|
|
|
(in thousands except share data)
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
280,835
|
|
|
|
611,387
|
|
|
|
93,366
|
|
Accounts receivable, less allowance for doubtful accounts
(March 31, 2010: RMB8,016; March 31, 2011: RMB11,850)
|
|
|
61,349
|
|
|
|
77,402
|
|
|
|
11,820
|
|
Inventories
|
|
|
5,070
|
|
|
|
6,729
|
|
|
|
1,028
|
|
Prepaid expenses and other receivables
|
|
|
13,137
|
|
|
|
9,982
|
|
|
|
1,524
|
|
Deferred tax assets
|
|
|
3,443
|
|
|
|
5,373
|
|
|
|
821
|
|
Total current assets
|
|
|
363,834
|
|
|
|
710,873
|
|
|
|
108,559
|
|
Property, plant and equipment, net
|
|
|
250,491
|
|
|
|
250,348
|
|
|
|
38,231
|
|
Non-current prepayments
|
|
|
151,138
|
|
|
|
5,752
|
|
|
|
878
|
|
Non-current accounts receivable, less allowance for doubtful accounts
(March 31, 2010: RMB9,181; March 31, 2011: RMB28,106)
|
|
|
176,874
|
|
|
|
240,952
|
|
|
|
36,796
|
|
Inventories
|
|
|
29,637
|
|
|
|
31,600
|
|
|
|
4,826
|
|
Intangible asset, net
|
|
|
26,297
|
|
|
|
134,412
|
|
|
|
20,526
|
|
Available-for-sale equity securities
|
|
|
48,475
|
|
|
|
52,733
|
|
|
|
8,053
|
|
Other investment
|
|
|
-
|
|
|
|
134,363
|
|
|
|
20,519
|
|
Deferred tax assets
|
|
|
288
|
|
|
|
2,565
|
|
|
|
392
|
|
Total assets
|
|
|
1,047,034
|
|
|
|
1,563,598
|
|
|
|
238,780
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
Bank loan
|
|
|
45,000
|
|
|
|
45,000
|
|
|
|
6,872
|
|
Accounts payable
|
|
|
5,410
|
|
|
|
5,046
|
|
|
|
771
|
|
Accrued expenses and other payables
|
|
|
22,475
|
|
|
|
106,731
|
|
|
|
16,299
|
|
Deferred revenue
|
|
|
36,074
|
|
|
|
82,319
|
|
|
|
12,571
|
|
Amounts due to related parties
|
|
|
2,977
|
|
|
|
360
|
|
|
|
55
|
|
Income tax payable
|
|
|
4,098
|
|
|
|
11,156
|
|
|
|
1,704
|
|
Total current liabilities
|
|
|
116,034
|
|
|
|
250,612
|
|
|
|
38,272
|
|
Deferred revenue
|
|
|
93,155
|
|
|
|
162,668
|
|
|
|
24,841
|
|
Other non-current liabilities
|
|
|
15,978
|
|
|
|
30,036
|
|
|
|
4,587
|
|
Deferred tax liabilities
|
|
|
2,259
|
|
|
|
26,890
|
|
|
|
4,107
|
|
Total liabilities
|
|
|
227,426
|
|
|
|
470,206
|
|
|
|
71,807
|
|
CHINA CORD BLOOD CORPORATION
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
As of March 31, 2010 and 2011 – (continued)
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2010
|
|
|
2011
|
|
|
|
RMB
|
|
|
RMB
|
|
|
US$
|
|
|
|
(in thousands except share data)
|
|
|
|
|
|
|
|
|
|
|
|
EQUITY
|
|
|
|
|
|
|
|
|
|
Shareholders’ equity
|
|
|
|
|
|
|
|
|
|
Ordinary shares
|
|
|
|
|
|
|
|
|
|
- US$0.0001 par value, 250,000,000 shares authorized, 66,743,693 shares
and 75,406,875 shares issued and outstanding as of March 31, 2010 and
2011, respectively
|
|
|
46
|
|
|
|
52
|
|
|
|
8
|
|
Additional paid-in capital
|
|
|
719,329
|
|
|
|
910,316
|
|
|
|
139,016
|
|
Accumulated other comprehensive income/(loss)
|
|
|
2,221
|
|
|
|
(18,580
|
)
|
|
|
(2,838
|
)
|
Retained earnings
|
|
|
87,290
|
|
|
|
178,993
|
|
|
|
27,334
|
|
Total shareholders’ equity
|
|
|
808,886
|
|
|
|
1,070,781
|
|
|
|
163,520
|
|
Noncontrolling interests
|
|
|
10,722
|
|
|
|
22,611
|
|
|
|
3,453
|
|
Total equity
|
|
|
819,608
|
|
|
|
1,093,392
|
|
|
|
166,973
|
|
Total liabilities and equity
|
|
|
1,047,034
|
|
|
|
1,563,598
|
|
|
|
238,780
|
|
CHINA CORD BLOOD CORPORATION
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months and Year Ended March 31, 2010 and 2011
|
|
Three months ended March 31,
|
|
|
Year ended March 31,
|
|
|
|
2010
|
|
|
2011
|
|
|
2010
|
|
|
2011
|
|
|
|
RMB
|
|
|
RMB
|
|
|
US$
|
|
|
RMB
|
|
|
RMB
|
|
|
US$
|
|
|
|
(in thousands except per share)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
70,806
|
|
|
|
94,671
|
|
|
|
14,457
|
|
|
|
261,536
|
|
|
|
339,532
|
|
|
|
51,850
|
|
Direct costs
|
|
|
(15,115
|
)
|
|
|
(20,001
|
)
|
|
|
(3,054
|
)
|
|
|
(65,730
|
)
|
|
|
(77,376
|
)
|
|
|
(11,816
|
)
|
Gross profit
|
|
|
55,691
|
|
|
|
74,670
|
|
|
|
11,403
|
|
|
|
195,806
|
|
|
|
262,156
|
|
|
|
40,034
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development
|
|
|
(5,816
|
)
|
|
|
(1,717
|
)
|
|
|
(262
|
)
|
|
|
(5,816
|
)
|
|
|
(6,960
|
)
|
|
|
(1,063
|
)
|
Sales and marketing
|
|
|
(12,553
|
)
|
|
|
(13,273
|
)
|
|
|
(2,027
|
)
|
|
|
(39,480
|
)
|
|
|
(47,583
|
)
|
|
|
(7,266
|
)
|
General and administrative
|
|
|
(12,421
|
)
|
|
|
(23,251
|
)
|
|
|
(3,551
|
)
|
|
|
(53,317
|
)
|
|
|
(83,794
|
)
|
|
|
(12,796
|
)
|
Total operating expenses
|
|
|
(30,790
|
)
|
|
|
(38,241
|
)
|
|
|
(5,840
|
)
|
|
|
(98,613
|
)
|
|
|
(138,337
|
)
|
|
|
(21,125
|
)
|
Operating income
|
|
|
24,901
|
|
|
|
36,429
|
|
|
|
5,563
|
|
|
|
97,193
|
|
|
|
123,819
|
|
|
|
18,909
|
|
Other income, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
|
1,365
|
|
|
|
2,694
|
|
|
|
411
|
|
|
|
6,411
|
|
|
|
9,065
|
|
|
|
1,384
|
|
Interest expense
|
|
|
(619
|
)
|
|
|
(657
|
)
|
|
|
(100
|
)
|
|
|
(2,431
|
)
|
|
|
(2,606
|
)
|
|
|
(398
|
)
|
Exchange (loss)/gain
|
|
|
(1,020
|
)
|
|
|
(61
|
)
|
|
|
(9
|
)
|
|
|
(417
|
)
|
|
|
486
|
|
|
|
74
|
|
Write-off of deferred reverse
capitalization costs
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(21,566
|
)
|
|
|
-
|
|
|
|
-
|
|
Others
|
|
|
148
|
|
|
|
269
|
|
|
|
41
|
|
|
|
473
|
|
|
|
1,378
|
|
|
|
210
|
|
Total other (expense)/income, net
|
|
|
(126
|
)
|
|
|
2,245
|
|
|
|
343
|
|
|
|
(17,530
|
)
|
|
|
8,323
|
|
|
|
1,270
|
|
Income before income tax
|
|
|
24,775
|
|
|
|
38,674
|
|
|
|
5,906
|
|
|
|
79,663
|
|
|
|
132,142
|
|
|
|
20,179
|
|
Income tax expense
|
|
|
(7,199
|
)
|
|
|
(10,867
|
)
|
|
|
(1,660
|
)
|
|
|
(24,770
|
)
|
|
|
(33,929
|
)
|
|
|
(5,181
|
)
|
Net income
|
|
|
17,576
|
|
|
|
27,807
|
|
|
|
4,246
|
|
|
|
54,893
|
|
|
|
98,213
|
|
|
|
14,998
|
|
Income attributable to noncontrolling
interests
|
|
|
(1,447
|
)
|
|
|
(1,548
|
)
|
|
|
(236
|
)
|
|
|
(5,369
|
)
|
|
|
(6,510
|
)
|
|
|
(994
|
)
|
Income attributable to redeemable
noncontrolling interests
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(347
|
)
|
|
|
-
|
|
|
|
-
|
|
Net income attributable to
shareholders
|
|
|
16,129
|
|
|
|
26,259
|
|
|
|
4,010
|
|
|
|
49,177
|
|
|
|
91,703
|
|
|
|
14,004
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to ordinary shares
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-Basic
|
|
|
0.24
|
|
|
|
0.35
|
|
|
|
0.05
|
|
|
|
0.82
|
|
|
|
1.31
|
|
|
|
0.20
|
|
-Diluted
|
|
|
0.23
|
|
|
|
0.35
|
|
|
|
0.05
|
|
|
|
0.78
|
|
|
|
1.31
|
|
|
|
0.20
|
|