UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest event Reported):
March 2, 2015
CHINA BIOLOGIC PRODUCTS, INC.
(Exact name of registrant as specified
in its charter)
Delaware |
001-34566 |
75-2308816 |
(State or other jurisdiction of |
(Commission File No.) |
(IRS Employer ID No.) |
incorporation or organization) |
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18th Floor, Jialong International Building |
19 Chaoyang Park Road |
Chaoyang District, Beijing 100125 |
People’s Republic of China |
(Address of Principal Executive Offices)
86-10-6598-3166
Registrant's telephone number, including
area code
____________________________________________________________
(Former name or former address,
if changed since last report)
Check the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions
(see General Instruction A.2. below):
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))
ITEM 2.02 RESULTS OF OPERATIONS AND
FINANCIAL CONDITION
On March 4, 2015, China Biologic Products,
Inc. (the “Company”) issued a press release announcing its financial results for its fiscal year ended December 31,
2014. A copy of the press release, which the Company is furnishing to the Securities and Exchange Commission, is attached as Exhibit
99.1 and incorporated by reference herein.
ITEM 5.02 DEPARTURE OF DIRECTORS OR
CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On March 2, 2015, Mr. Dai Feng resigned
from the board of directors (the “Board”) of the Company, effective from the same date. Mr. Feng’s resignation
was due to personal reasons and not because of any disagreement with the Company on any matter relating to the Company’s
operations, policies or practices.
On the same date, the Board appointed Mr.
Min Fang, as a director of the Company with immediate effect to fill the vacancy resulting from Mr. Fang’s resignation from
the Board.
Mr. Fang has been a principal at Beijing
Warburg Pincus Investment Consulting Company Limited Shanghai Branch (“Warburg Pincus”) since July 2011, and a core
member of the China healthcare team. In addition to his role with the Company, Mr. Fang currently serves on the board of several
private companies including, among others, EA Inc. and Beijing Amcare Women’s and Children’s Hospital Co., Ltd. From
Mar 2010 to July 2011, he was a vice president at Carlyle Asia Private Equity. From July 2007 to Feb 2010, Mr. Fang was an associate
at Warburg Pincus. Prior to Warburg Pincus, he worked at the Boston Consulting Group focusing on management consultancy for pharmaceutical
and medical device companies. Mr. Fang received a B.A. in International Finance from Fudan University and an M.B.A. from the Stanford
Graduate School of Business.
The Company entered into a director agreement
and an indemnification agreement with Mr. Fang on March 4, 2015. At Mr. Fang’s request, he will receive no compensation for
his service as a director of the Company, under the terms of the director agreement. Under the terms of the indemnification agreement,
the Company agreed to indemnify Mr. Fang against expenses, judgments, fines, penalties, or other amounts actually and reasonably
incurred by him in connection with any proceeding, provided that he has acted in good faith and in the best interests of the Company.
The description of the terms of the director agreement herein is qualified in its entirety by the provisions of the director agreement
filed as Exhibit 10.1 to this Current Report on Form 8-K. The description of the terms of the indemnification agreement herein
is qualified by reference to the provisions of the indemnification agreement, the forms of which was filed as an exhibit to the
Company’s Current Report on Form 8-K filed on July 30, 2008.
There is no family relationship between
Mr. Fang and any directors or executive officers of the Company. In addition, there has been no transaction, nor is there any currently
proposed transaction, between Mr. Fang and the Company that would require disclosure under Item 404(a) of Regulation S-K.
ITEM 7.01 REGULATION FD DISCLOSURE.
The information set forth in Item 2.02
above is incorporated by reference herein.
The information set forth in Item 2.02
and Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed to be “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject
to the liabilities of that section, nor shall such information or such exhibits be deemed incorporated by reference in any filing
under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference
in such a filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit Number |
Description |
10.1 |
Director Agreement between Min Fang and China Biologic Products, Inc. dated March 4, 2015 |
99.1 |
Press release dated March 4, 2015 |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: March 4, 2015 |
CHINA BIOLOGIC PRODUCTS,
INC. |
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By: |
/s/ David (Xiaoying) Gao |
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David (Xiaoying) Gao Chief Executive Officer |
Exhibit 10.1
CHINA BIOLOGIC PRODUCTS, INC.
DIRECTOR AGREEMENT
THIS AGREEMENT (The “Agreement”)
is made on March 4, 2015 and is by and between China Biologic Products, Inc., a Delaware corporation (hereinafter referred to as
the “Company”), and Mr. Min Fang (hereinafter referred to as the “Director”).
BACKGROUND
The Board of Directors
of the Company desires to appoint the Director to fill an existing vacancy due to resignation of Mr. Dai Feng and to have the Director
perform the duties of a director and the Director desires to be so appointed for such position and to perform the duties required
of such position in accordance with the terms and conditions of this Agreement.
AGREEMENT
In consideration for
the above recited promises and the mutual promises contained herein, the adequacy and sufficiency of which are hereby acknowledged,
the Company and the Director hereby agree as follows:
1. DUTIES.
The Company requires that the Director be available to perform the duties of a director customarily related to this function as
may be determined and assigned by the Board of Directors of the Company and as may be required by the Company’s constituent
instruments, including its certificate or articles of incorporation, bylaws and its corporate governance and board committee charters,
each as amended or modified from time to time, and by applicable law, including by the Delaware General Corporation Law (the “DGCL”).
The Director agrees to devote as much time as is necessary to perform completely the duties as the Director of the Company. The
Director will perform such duties described herein in accordance with the general fiduciary duty of directors arising under the
DGCL.
2. TERM.
The term of this Agreement shall commence as of the date of the Director’s appointment by the Board of Directors of the Company
and shall continue until the Director’s removal or resignation.
3. COMPENSATION. The
Director waives any right to compensation in connection with the services provided hereunder.
4. EXPENSES.
The Company will reimburse the Director for pre-approved reasonable business related expenses incurred in good faith in the performance
of the Director’s duties for the Company. Such payments shall be made by the Company upon submission by the Director of a
signed statement itemizing the expenses incurred. Such statement shall be accompanied by sufficient documentary matter to support
the expenditures.
5. CONFIDENTIALITY.
The Company and the Director each acknowledge that, in order for the intents and purposes of this Agreement to be accomplished,
the Director shall necessarily be obtaining access to certain confidential information concerning the Company and its affairs,
including, but not limited to business methods, information systems, financial data and strategic plans which are unique assets
of the Company (“Confidential Information”). The Director covenants not to, either directly or indirectly, in
any manner, utilize or disclose to any person, firm, corporation, association or other entity any Confidential Information.
6. NON-COMPETE.
During the term of this Agreement (the “Restricted Period”), the Director shall not, directly or indirectly,
(i) in any manner whatsoever engage in any capacity with any business competitive with the Company’s current lines of business
or any business then engaged in by the Company, any of its subsidiaries or any of its affiliates (the “Company's Business”)
for the Director’s own benefit or for the benefit of any person or entity other than the Company or any subsidiary or affiliate;
or (ii) have any interest as owner, sole proprietor, shareholder, partner, lender, director, officer, manager, employee, consultant,
agent or otherwise in any business competitive with the Company's Business; provided, however, that (x) this Clause
6 shall not be deemed to prohibit any investment activities of Warburg Pincus LLC and its affiliated funds and the Director’s
activities in connection therewith, provided further that the Director cannot act as a director in any company engaging in business
similar to or competing with the Company’s Business without the Company’s written consent, and (y) the Director may
hold, directly or indirectly, solely as an investment, not more than two percent (2%) of the outstanding securities of any person
or entity which are listed on any national securities exchange or regularly traded in the over-the-counter market notwithstanding
the fact that such person or entity is engaged in a business competitive with the Company's Business.
7. TERMINATION.
With or without cause, the Company and the Director may each terminate this Agreement at any time upon ten (10) days written notice,
and the Company shall be obligated to pay to the Director the compensation and expenses due up to the date of the termination.
Nothing contained herein or omitted herefrom shall prevent the shareholder(s) of the Company from removing the Director with immediate
effect at any time for any reason.
8. INDEMNIFICATION.
The Company shall indemnify, defend and hold harmless the Director, to the full extent allowed by the law of the State of Delaware,
and as provided by, or granted pursuant to, any charter provision, bylaw provision, agreement (including, without limitation, the
Indemnification Agreement executed herewith), vote of stockholders or disinterested directors or otherwise, both as to action in
the Director’s official capacity and as to action in another capacity while holding such office. The Company and the Director
are executing the Indemnification Agreement in the form attached hereto as Exhibit A.
9. EFFECT
OF WAIVER. The waiver by either party of the breach of any provision of this Agreement shall not operate as or be construed
as a waiver of any subsequent breach thereof.
10. NOTICE. Any and
all notices referred to herein shall be sufficient if furnished in writing at the addresses specified on the signature page hereto
or, if to the Company, to the Company’s address as specified in filings made by the Company with the U.S. Securities and
Exchange Commission and if by fax to +8610 6598 3222.
11. GOVERNING
LAW. This Agreement shall be interpreted in accordance with, and the rights of the parties hereto shall be determined by, the
laws of the State of New York without reference to that state’s conflicts of laws principles.
12. ASSIGNMENT.
The rights and benefits of the Company under this Agreement shall be transferable, and all the covenants and agreements hereunder
shall inure to the benefit of, and be enforceable by or against, its successors and assigns. The duties and obligations of the
Director under this Agreement are personal and therefore the Director may not assign any right or duty under this Agreement without
the prior written consent of the Company.
13. MISCELLANEOUS.
If any provision of this Agreement shall be declared invalid or illegal, for any reason whatsoever, then, notwithstanding such
invalidity or illegality, the remaining terms and provisions of the this Agreement shall remain in full force and effect in the
same manner as if the invalid or illegal provision had not been contained herein.
14. ARTICLE
HEADINGS. The article headings contained in this Agreement are for reference purposes only and shall not affect in any way
the meaning or interpretation of this Agreement.
15. COUNTERPARTS.
This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one instrument.
Facsimile execution and delivery of this Agreement is legal, valid and binding for all purposes.
16. ENTIRE
AGREEMENT. Except as provided elsewhere herein, this Agreement sets forth the entire agreement of the parties with respect
to its subject matter and supersedes all prior agreements, promises, covenants, arrangements, communications, representations or
warranties, whether oral or written, by any officer, employee or representative of any party to this Agreement with respect to
such subject matter.
[Signature Page Follows]
IN WITNESS WHEREOF,
the parties hereto have caused this Director Agreement to be duly executed and signed as of the day and year first above written.
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CHINA
BIOLOGIC PRODUCTS, INC. |
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By: |
/s/ David (Xiaoying) Gao |
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Name: David (Xiaoying) Gao
Title: Chairman & Chief Executive Officer |
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DIRECTOR |
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By: |
/s/ Min Fang |
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Name: Min Fang
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Address: |
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EXHIBIT A
Form of Indemnification Agreement
(See Attached)
Exhibit 99.1
![](companylogo.jpg)
FOR RELEASE March 4, 2015
China
Biologic Reports Financial Results for the Fourth Quarter and Fiscal Year 2014
-- 4Q14
Total Sales Up 36.2% to 58.0 Million / FY14 Total Sales Up 19.6% to $243.3 Million --
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4Q14 Operating Margin Up 470 Basis Points to 34.0% / FY14 Operating Margin Up 300 Basis Points to 45.7% --
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4Q14 Non-GAAP Net Income Up 53.1% to 14.7 Million / FY14 Non-GAAP Net Income Up 28.1% to $75.6 Million --
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Exceeds FY14 Non-GAAP Net Income Forecast --
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Issues FY15 Forecast --
BEIJING, March 4, 2015 /PRNewswire/ --
China Biologic Products, Inc. (NASDAQ: CBPO, "China Biologic" or the "Company"), a leading fully integrated
plasma-based biopharmaceutical company in China, today announced its financial results for the fourth quarter and fiscal year 2014.
Fourth Quarter 2014 Financial Highlights
| · | Total sales in the fourth quarter
of 2014 increased by 36.2%, or 36.8% excluding the impact of foreign currency exchange rate changes, to $58.0 million from $42.6
million in the same quarter of 2013. |
| · | Gross profit increased by 37.0%
to $37.0 million from $27.0 million in the last quarter of 2013. Gross margin increased to 63.8% from 63.4% in the fourth quarter
of 2013. |
| · | Income from operations increased
by 57.6% to $19.7 million from $12.5 million in the last quarter of 2013. Operating margin increased to 34.0%, or 42.8% excluding
the impact of a one-time provision in connection with certain advance payments made under an employee housing development project,
in the fourth quarter of 2014 from 29.3% in the same quarter of 2013. |
| · | Net income attributable to the Company
increased by 46.6% to $12.9 million from $8.8 million in the last quarter of 2013. Fully diluted net income per share was
$0.48 in the fourth quarter of 2014 as compared to $0.32 in the fourth quarter of 2013. |
| · | Non-GAAP adjusted net income attributable
to the Company was $14.7 million, representing a 53.1% increase from $9.6 million in the same quarter of 2013. Non-GAAP
adjusted net income per share was $0.56, compared to $0.35 in the last quarter of 2013. |
Fiscal Year 2014 Financial Highlights
| · | Total sales in 2014 increased by
19.6% to $243.3 million from $203.4 million in 2013. |
| · | Gross profit in 2014 increased
by 18.3% to $163.2 million from $137.9 million in 2013. Gross margin decreased slightly to 67.1% in 2014 from 67.8% in 2013. |
| · | Income from operations in 2014
increased by 28.0% to $111.2 million from $86.9 million in 2013. Operating margin increased to 45.7% in 2014 from 42.7% in 2013.
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| · | Net income attributable to the Company
in 2014 increased by 29.9% to $70.9 million from $54.6 million in 2013. Fully diluted net income per share was $2.71 in 2014 as
compared to $1.96 in 2013. |
| · | Non-GAAP adjusted net income attributable
to the Company in 2014 was $75.6 million, exceeding the Company’s prior estimate, which represents a 28.1% increase from
$59.0 million in 2013. Non-GAAP adjusted net income per share was $2.89, compared to $2.12 in 2013. |
Note:
The net income and non-GAAP adjusted net income figures in this news release reflected the one-time impact of the previously
disclosed $3.6 million bad-debt provision attributable to the Company for the employee housing project in Shandong. See
the Company’s press release dated November 5, 2014.
Mr. David (Xiaoying) Gao, Chairman and
Chief Executive Officer of China Biologic, commented, "We are very pleased to finish 2014 with strong top line and bottom
line growth, significant operational developments, as well as an improved shareholder structure. Our healthy financial growth was
supported by strong market demand, stable product pricing, increased production capacity after the renewal of GMP certification
at our Guizhou facility, stringent cost control measures, the optimization of our product portfolio mix and the successful implementation
of our sales strategy in tier-one cities.”
“In 2014, we experienced a double-digit
increase in our plasma collection volume for the third consecutive year, primarily through organic growth at our existing collection
centers. We are pleased with our many accomplishments throughout the year. Highlights include receiving the approval to build two
new plasma collection centers in Hebei Province, receiving production approval for human PCC products, increasing IVIG sales in
tier-one cities, and expanding our production capacity of, and implementing an in-house sales strategy for, placenta polypeptide
products. These combined efforts contributed to our considerable top line growth and improved operational efficiency in the fourth
quarter and will contribute to our overall growth in the years to come.”
Mr. Gao continued, "At the non-operational
level, we continued to improve our shareholding structure and create shareholder value. In early 2014, we repurchased an aggregate
of 2.5 million shares of common stock, for a total consideration of $70 million. Additionally, we completed a following-on offering
with net proceeds of $33.2 million in the middle of year and acquired an additional 19.84% equity stake in Guizhou Taibang in September
2014, which resulted in earnings accretion as well as the super majority ownership with significantly enhanced control of Guizhou
Taibang’s long-term strategy and development. Looking ahead, we will continue our efforts in 2015 to grow China Biologic
into a national leader in the plasma biopharmaceutical industry."
Fourth Quarter 2014 Financial Performance
Total sales in the fourth quarter
of 2014 were $58.0 million, representing an increase of 36.2%, or 36.8% excluding the foreign exchange effect, from
$42.6 million in the same quarter of 2013. The increase was primarily attributable to the sales increases in major plasma-based
products and placenta polypeptide.
Cost of sales increased by 34.6%
to $21.0 million in the fourth quarter of 2014 from $15.6 million in the same quarter of 2013, mainly in line with the
total sales growth.
Gross profit increased by 37.0%
to $37.0 million from $27.0 million in the same quarter of 2013. Gross margin increased to 63.8% in the fourth quarter of 2014,
from 63.4% in the fourth quarter of 2013 primarily due to the combined effects of higher raw material costs, more profitable production
mix and certain one-time non-recurring production charges in connection with new production lines and new products.
Total operating expenses in the
fourth quarter of 2014 increased by 19.3% to $17.3 million from $14.5 million in the same quarter of 2013, mainly due to effective
cost control, partially offset by a $5.1 million one-time provision in connection with an employee housing development project
in Shandong. As a percentage of total sales, total operating expenses decreased to 29.8%, or 21.0% excluding the impact
of the one-time housing project provision, from 34.0% in the same quarter of 2013.
Income from operations increased
by 57.6% to $19.7 million from $12.5 million in the same period of 2013. Operating margin increased to 34.0%, or 42.8% excluding
the impact of the one-time bad-debt provision for the employee housing project in Shandong, in the reporting quarter from 29.3%
in the same quarter of 2013.
Net income attributable to the
Company increased by 46.6% to $12.9 million in the fourth quarter of 2014, from $8.8 million in the same quarter of 2013. Fully
diluted net income per share was $0.48 in the fourth quarter of 2014, as compared to $0.32 in the same quarter of 2013.
Non-GAAP adjusted net income attributable
to the Company was $14.7 million, or $0.56 per diluted share in the fourth quarter of 2014, representing an increase of 53.1%
from $9.6 million, or 60.0% increase, from $0.35 per diluted share in the same quarter of 2013.
Fiscal Year 2014 Financial Performance
Total sales in 2014 were $243.3
million, an increase of 19.6% from $203.4 million in 2013. The increase in sales was primarily attributable to volume increases
in major plasma-based products and placenta polypeptide products.
During 2014, human albumin and IVIG products
remained the Company’s largest two sales contributors. The average price for both products remained relatively stable as
a result of the combined effects of the higher government-imposed retail price ceiling, reduced value added tax rate and our sales
effort to increase market share in tier-one cities and new markets in 2014.
| · | As a percentage of total sales, revenue
from human albumin products was 39.3% in 2014 as compared to 44.1% in 2013. Sales volume of human albumin products increased by
5.1% in 2014, mainly due to the increased sales volume at Shandong Taibang, partially offset by the decreased sales volume at Guizhou
Taibang as a result of the planned production suspension from June 2013 to March 2014. |
| · | As a percentage of total sales, revenue
from IVIG products was 40.4% in 2014 as compared to 38.0% in 2013. Sales volume of IVIG products increased by 27.4% in 2014, primarily
due to increased market demand from the outburst of Hand-Foot-and-Mouth Disease and from increased sales through distributors in
tier-one cities and new markets during 2014. |
| · | As a percentage of total sales, revenue
from placenta polypeptide was 9.9% in 2014 as compared to 6.0% in 2013. The sales increase was due to higher volume from the expanded
placenta polypeptide production capacity at Guizhou Taibang after its receipt of the GMP certification for the upgraded production
facilities in January 2014. |
Cost of sales increased by 22.1%
to $80.0 million in 2014, from $65.5 million in 2013. Cost of sales as a percentage of total sales was 32.9%, as compared to 32.2%
in 2013. Volume and percentage increases in cost of sales were mainly due to the increases in sales volume, cost of plasma and
overhead, partially offset by a more profitable product mix.
Gross profit increased by 18.3%
to $163.2 million in 2014 from $137.9 million in 2013. Gross margin was 67.1% in 2014 compared to 67.8% in 2013.
Total operating expenses in 2014
increased by 2.4% to $52.1 million from $50.9 million in 2013. As a percentage of total sales, total operating expenses decreased
to 21.4% in 2014, from 25.0% in 2013. The operating expenses for 2014 included a one-time provision of $5.1 million in connection
with an employee housing development project in Shandong. Excluding the impact of such provision, total operating expenses decreased
by 7.7% in 2014, mainly due to decreased general and administrative expenses.
Selling expenses in 2014 increased
slightly by 0.9% to $10.7 million from $10.6 million in 2013. As a percentage of total sales, selling expenses were 4.4%, down
from 5.2% in 2013, which was primarily due to the decreased per-unit selling expense of placenta
polypeptide during the year.
General and administrative expenses
in 2014 decreased by 11.1% to $32.1 million from $36.1 million in 2013. As a percentage of total sales, general and administrative
expenses were 13.2% and 17.7% in 2014 and 2013, respectively. The decrease in general and administrative expenses was mainly due
to a decrease in legal expenses and amortization expenses of intangible assets in connection with the Company’s acquisition
of a majority stake in Guizhou Taibang in 2008.
Research and development expenses
in 2014 were $4.2 million, compared to $4.2 million in 2013. As a percentage of total sales, research and development expenses
for 2014 and 2013 were 1.7% and 2.1%, respectively. During 2014, the Company received one-off government grants totaling $2.1 million.
Excluding this impact, research and development expenses increased by $2.1 million in 2014 from 2013. The increase was primarily
due to the expenditure paid for certain clinical trial programs and the engagement of external experts for certain pipeline products.
Income from operations for 2014
was $111.2 million, representing an increase of 28.0% from $86.9 million in 2013. Operating margin increased to 45.7% in 2014 from
42.7% in 2013.
Other income for 2014 was $11.6
million, representing an increase of 110.9% from $5.5 million in 2013. The increase was mainly due to a non-recurring real estate
gain of $6.7 million, reflected in investment income as a result of a land use right disposal at Xi’an Huitian.
Income
tax expense in 2014 was $26.6 million, as compared to $15.5 million in 2013. The effective income tax rates were 21.7% and
16.8% for 2014 and 2013, respectively. For 2014, the dividend withholding income tax attributable to Shandong Taibang increased
by $6.2 million, as compared to 2013, due to an increase in dividend distribution in Shandong Taibang. The dividends from Shandong
Taibang are subject to withholding tax at a rate of 10%. Excluding
the impact of dividend withholding income tax, effective income tax rates were 14.4% and 13.9% for 2014 and 2013, respectively.
Net income attributable to the
Company increased by 29.9% to $70.9 million for 2014, from $54.6 million in 2013. Net margins were 29.1% and 26.8% for the
years ended December 31, 2014 and 2013, respectively. Fully diluted net income per share was $2.71, as compared to $1.96
in 2013.
Non-GAAP adjusted net income attributable
to the Company was $75.6 million, or $2.89 per diluted share 2014, representing an increase of 28.1% from $59.0 million, or
36.3% from $2.12 per diluted share, in 2013.
Non-GAAP adjusted net income and diluted
earnings per share in 2014 excluded $4.6 million of non-cash employee share-based compensation expenses.
As of December 31, 2014, the Company had
cash and cash equivalents of $80.8 million, compared to $144.1 million as of December 31, 2013.
Net
cash provided by operating activities for 2014 was $93.5 million, as compared to $74.3 million for 2013. The increase in inventory
for 2014 and 2013 were $13.4 million and $10.4 million, respectively. The increase in inventories was mainly due to an increase
in raw materials from the continued supply of plasma by plasma stations of Guizhou Taibang during the production suspension for
GMP renewal. Accounts receivable increased by $2.2 million for 2014,
in-line with the expansion of our sales during the period. The increase in accounts receivable for 2013 was $5.7 million.
Net cash used in investing activities
for 2014 was $13.4 million, as compared to $25.6 million for 2013. For 2014 and 2013, the Company paid $17.2 million and $20.5
million, respectively, for the acquisition of property, plant and equipment at both Shandong Taibang and Guizhou Taibang. In addition,
the Company made a refundable payment of $13.3 million in 2012 to the local government in connection with its bid for a land use
right in Guizhou Province and received the refunded deposits of $1.6 million and $2.1 million in 2014 and 2013, respectively, due
to a decrease in the size of the land provided by the local government. Further, Guizhou Taibang made a time deposit of $6.6 million
in 2013, which matured in 2014.
Net cash used in financing activities
for 2014 was $142.8 million, as compared to $38.5 million for 2013. Net cash used in financing activities for 2014 mainly consisted
of a payment of $86.8 million for the acquisition of non-controlling interest in Guizhou Taibang, a dividend payment of $8.8 million
by the Company’s subsidiaries to non-controlling interest shareholders and a payment of $70.0 million for share repurchase
from an individual stockholder, partially offset by proceeds of $33.2 million from the follow-on offering of the Company's common
stock. The net cash used in financing activities for 2013 mainly consisted of a payment of $29.6 million for share repurchase and
a dividend of $16.9 million paid by the Company’s subsidiaries to the non-controlling interest shareholders.
Financial Outlook
Excluding the potential adverse impact of foreign currency,
the Company expects total sales for 2015 to be in the range of $287 million to $292 million, which represents growth of 18% to
20% over 2014, and full year non-GAAP adjusted net income attributable to the Company for 2015 to be in the range of $95 million
to $97 million, which represents growth of 26% to 28% over 2014.
Taking
into account the potential impact of foreign currency, the Company expects sales and non-GAAP adjusted net income to be negatively
impacted by approximately 4% to 5% by applying a current twelve-month forward exchange rate projection of RMB6.41 = $1.00.
This guidance assumes only organic growth
and excludes acquisitions and necessarily assumes no significant adverse price or sales volume changes during 2015. This guidance
reflects the Company’s current and preliminary views, which are subject to change.
Conference Call
The Company will host a conference call
at 7:30 am, Eastern Time on Thursday, March 5, 2014, which is 8:30 pm, Beijing Time on March 5, 2014, to discuss fourth quarter
and fiscal year 2014 results and answer questions from investors. Listeners may access the call by dialing:
US: |
1 888 346 8982 |
International: |
1 412 902 4272 |
Hong Kong: |
800 905 945 |
China: |
400 120 6113 |
A telephone replay will be available one
hour after the conclusion of the conference call through March 12, 2014. The dial-in details are:
US: |
1 877 344 7529 |
International: |
1 412 317 0088 |
Passcode: |
10060992 |
A live and archived webcast of the conference
call will be available through the Company's investor relations website at http://chinabiologic.investorroom.com.
About China Biologic Products, Inc.
China Biologic is a leading fully integrated
plasma-based biopharmaceutical company in China. The Company's products are used as critical therapies during medical emergencies
and for the prevention and treatment of life-threatening diseases and immune-deficiency related diseases. China Biologic is headquartered
in Beijing and manufactures over 20 different dosages of plasma-based products through its indirect majority-owned subsidiaries,
Shandong Taibang Biological Products Co., Ltd. and Guizhou Taibang Biological Products Co., Ltd. The Company also has an equity
investment in Xi'an Huitian Blood Products Co., Ltd. The Company sells its products to hospitals and inoculation centers, as well
as distributors, in China. For additional information, please see the Company's website www.chinabiologic.com.
Non-GAAP Disclosure
This news release contains non-GAAP financial
measures that exclude non-cash compensation expenses related to options and restricted shares granted to employees and directors
under the Company's 2008 Equity Incentive Plan. To supplement the Company's unaudited condensed consolidated financial statements
presented on a GAAP basis, the Company has provided non-GAAP financial information excluding the impact of these items in this
release. The Company's management believes that these non-GAAP measures provide investors with a better understanding of how the
results relate to the Company's historical performance. A reconciliation of the adjustments to GAAP results appears in the table
accompanying this news release. This additional non-GAAP information is not meant to be considered in isolation or as a substitute
for GAAP financials. The non-GAAP financial information that the Company provides also may differ from the non-GAAP information
provided by other companies.
Safe Harbor Statement
This news release may contain certain "forward-looking
statements" relating to the business of China Biologic Products, Inc. and its subsidiaries. All statements, other than statements
of historical fact included herein, are "forward-looking statements." These forward-looking statements are often identified
by the use of forward-looking terminology such as "intend," "believe," "expect," "are expected
to," "will," or similar expressions, and involve known and unknown risks and uncertainties. Among other things,
the Company's plan regarding the construction of the collection stations, the time required for the collection stations to reach
their designed capacities, and the management's quotations and forecast of the Company's financial performance in this news release
contain forward-looking statements. Although the Company believes that the expectations reflected in these forward-looking statements
are reasonable, they involve assumptions, risks, and uncertainties, and these expectations may prove to be incorrect.
Investors should not place undue reliance
on these forward-looking statements, which speak only as of the date of this news release. The Company's actual results could differ
materially from those anticipated in these forward-looking statements as a result of a variety of factors, including, without limitation
potential delay or failure in acquiring land use rights, obtaining construction permits, completing the design or construction,
or passing the government inspection and certification process for the new collection stations in Hebei province, potential inability
to achieve the designed collection capacities at the new collection stations, potential inability to achieve the expected operating
and financial performance, potential inability to find alternative sources of plasma, potential inability to increase production
at permitted sites, and potential additional regulatory restrictions on its operations and those additional risks and uncertainties
discussed in the Company's periodic reports that are filed with the Securities and Exchange Commission and available on its website
(http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly
qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty
to update these forward-looking statements.
Contact:
China Biologic Products, Inc.
Mr. Ming Yin
Senior Vice President
Phone: +86-10-6598-3099
Email: ir@chinabiologic.com
ICR Inc.
Mr. Bill Zima
Phone: +86-10-6583-7511 or +1-646-405-5191
E-mail: bill.zima@icrinc.com
Financial statements follow.
CHINA BIOLOGIC PRODUCTS, INC. AND SUBSIDIARIES |
CONSOLIDATED BALANCE SHEETS |
| |
| | |
| |
| |
December 31, | | |
December 31, | |
| |
2014 | | |
2013 | |
| |
USD | | |
USD | |
ASSETS | |
| | | |
| | |
Current Assets | |
| | | |
| | |
Cash and cash equivalents | |
| 80,820,224 | | |
| 144,138,487 | |
Time deposit | |
| - | | |
| 6,608,612 | |
Restricted cash deposits | |
| 63,677,610 | | |
| - | |
Accounts receivable, net of allowance for doubtful accounts | |
| 19,402,820 | | |
| 17,270,132 | |
Inventories | |
| 101,304,932 | | |
| 88,634,855 | |
Prepayments and other current assets, net of allowance for doubtful accounts | |
| 14,781,658 | | |
| 7,641,061 | |
Total Current Assets | |
| 279,987,244 | | |
| 264,293,147 | |
| |
| | | |
| | |
Property, plant and equipment, net | |
| 80,230,888 | | |
| 73,149,072 | |
Land use rights, net | |
| 11,909,136 | | |
| 8,213,145 | |
Deposits related to land use rights | |
| 12,792,355 | | |
| 13,667,130 | |
Restricted cash and cash deposits, excluding current portion | |
| 40,230,250 | | |
| 30,523,674 | |
Equity method investment | |
| 18,221,777 | | |
| 11,349,807 | |
Other non-current assets | |
| 3,475,442 | | |
| 2,585,232 | |
Total Assets | |
| 446,847,092 | | |
| 403,781,207 | |
| |
| | | |
| | |
LIABILITIES AND STOCKHOLDERS' EQUITY | |
| | | |
| | |
Current liabilities | |
| | | |
| | |
Short-term bank loans, including current portion of long-term bank loans | |
| 57,902,600 | | |
| 9,822,000 | |
Accounts payable | |
| 4,829,350 | | |
| 4,445,732 | |
Due to related parties | |
| - | | |
| 7,206,970 | |
Other payables and accrued expenses | |
| 49,692,757 | | |
| 37,761,593 | |
Income tax payable | |
| 8,257,133 | | |
| 4,202,405 | |
Total Current Liabilities | |
| 120,681,840 | | |
| 63,438,700 | |
| |
| | | |
| | |
Long-term bank loans, excluding current portion | |
| 40,000,000 | | |
| 30,000,000 | |
Deferred income | |
| 2,765,024 | | |
| 3,003,895 | |
Other liabilities | |
| 8,138,498 | | |
| 3,369,003 | |
Total Liabilities | |
| 171,585,362 | | |
| 99,811,598 | |
| |
| | | |
| | |
Stockholders' Equity | |
| | | |
| | |
Common stock: | |
| | | |
| | |
par value $0.0001; | |
| | | |
| | |
100,000,000 shares authorized; | |
| | | |
| | |
27,865,871 and 27,341,744 shares issued at December 31, 2014 and 2013, respectively; | |
| | | |
| | |
24,806,167 and 25,862,040 shares outstanding at December 31, 2014 and 2013, respectively | |
| 2,787 | | |
| 2,734 | |
Additional paid-in capital | |
| 24,008,281 | | |
| 72,031,864 | |
Treasury stock: 3,059,704 and 1,479,704 shares at December 31, 2014 and 2013, respectively, at cost | |
| (76,570,621 | ) | |
| (29,594,080 | ) |
| |
| | | |
| | |
Retained earnings | |
| 244,661,391 | | |
| 173,744,551 | |
Accumulated other comprehensive income | |
| 19,985,189 | | |
| 21,506,494 | |
Total equity attributable to China Biologic Products, Inc. | |
| 212,087,027 | | |
| 237,691,563 | |
| |
| | | |
| | |
Noncontrolling interest | |
| 63,174,703 | | |
| 66,278,046 | |
| |
| | | |
| | |
Total Stockholders' Equity | |
| 275,261,730 | | |
| 303,969,609 | |
| |
| | | |
| | |
Commitments and contingencies | |
| - | | |
| - | |
| |
| | | |
| | |
Total Liabilities and Stockholders' Equity | |
| 446,847,092 | | |
| 403,781,207 | |
CHINA BIOLOGIC PRODUCTS, INC. AND SUBSIDIARIES |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME |
| |
| | |
| | |
| |
| |
For the Years Ended | |
| |
December 31, | | |
December 31, | | |
December 31, | |
| |
2014 | | |
2013 | | |
2012 | |
| |
USD | | |
USD | | |
USD | |
Sales | |
| 243,251,658 | | |
| 203,356,856 | | |
| 184,813,495 | |
Cost of sales | |
| 80,025,375 | | |
| 65,484,153 | | |
| 58,835,998 | |
Gross profit | |
| 163,226,283 | | |
| 137,872,703 | | |
| 125,977,497 | |
| |
| | | |
| | | |
| | |
Operating expenses | |
| | | |
| | | |
| | |
Selling expenses | |
| 10,707,409 | | |
| 10,643,149 | | |
| 14,421,258 | |
General and administrative expenses | |
| 32,129,985 | | |
| 36,073,871 | | |
| 34,034,360 | |
Research and development expenses | |
| 4,161,901 | | |
| 4,223,165 | | |
| 3,032,719 | |
Provision for other receivables in respect of an employee housing
development project | |
| 5,068,075 | | |
| - | | |
| - | |
Income from operations | |
| 111,158,913 | | |
| 86,932,518 | | |
| 74,489,160 | |
| |
| | | |
| | | |
| | |
Other income (expenses) | |
| | | |
| | | |
| | |
Equity in income of an equity method investee | |
| 8,646,181 | | |
| 2,170,473 | | |
| 2,665,881 | |
Change in fair value of derivative liabilities | |
| - | | |
| - | | |
| 1,769,140 | |
Interest income | |
| 6,644,886 | | |
| 4,433,326 | | |
| 2,910,297 | |
Interest expense | |
| (3,697,819 | ) | |
| (1,134,952 | ) | |
| (1,269,850 | ) |
Other income (expense), net | |
| - | | |
| - | | |
| 570,511 | |
Total other income, net | |
| 11,593,248 | | |
| 5,468,847 | | |
| 6,645,979 | |
| |
| | | |
| | | |
| | |
Earnings before income tax expense | |
| 122,752,161 | | |
| 92,401,365 | | |
| 81,135,139 | |
| |
| | | |
| | | |
| | |
Income tax expense | |
| 26,639,527 | | |
| 15,540,301 | | |
| 15,163,147 | |
| |
| | | |
| | | |
| | |
Net income | |
| 96,112,634 | | |
| 76,861,064 | | |
| 65,971,992 | |
| |
| | | |
| | | |
| | |
Less: Net income attributable to noncontrolling interest | |
| 25,195,794 | | |
| 22,259,513 | | |
| 20,749,803 | |
| |
| | | |
| | | |
| | |
Net income attributable to China Biologic Products, Inc. | |
| 70,916,840 | | |
| 54,601,551 | | |
| 45,222,189 | |
| |
| | | |
| | | |
| | |
Net income per share of common stock: | |
| | | |
| | | |
| | |
Basic | |
| 2.85 | | |
| 2.05 | | |
| 1.73 | |
Diluted | |
| 2.71 | | |
| 1.96 | | |
| 1.62 | |
Weighted average shares used in computation: | |
| | | |
| | | |
| | |
Basic | |
| 24,427,196 | | |
| 26,410,819 | | |
| 26,153,540 | |
Diluted | |
| 25,685,064 | | |
| 27,572,111 | | |
| 26,839,723 | |
| |
| | | |
| | | |
| | |
Net income | |
| 96,112,634 | | |
| 76,861,064 | | |
| 65,971,992 | |
| |
| | | |
| | | |
| | |
Other comprehensive income: | |
| | | |
| | | |
| | |
Foreign currency translation adjustment, net of nil income taxes | |
| (1,918,715 | ) | |
| 9,126,218 | | |
| 1,735,492 | |
| |
| | | |
| | | |
| | |
Comprehensive income | |
| 94,193,919 | | |
| 85,987,282 | | |
| 67,707,484 | |
| |
| | | |
| | | |
| | |
Less: Comprehensive income attributable to noncontrolling interest | |
| 24,798,384 | | |
| 23,951,559 | | |
| 21,163,655 | |
| |
| | | |
| | | |
| | |
Comprehensive income attributable to China Biologic Products, Inc. | |
| 69,395,535 | | |
| 62,035,723 | | |
| 46,543,829 | |
CHINA BIOLOGIC PRODUCTS, INC. AND SUBSIDIARIES |
CONSOLIDATED STATEMENTS OF CASH FLOWS |
| |
| | |
| | |
| |
| |
For the Years Ended | |
| |
December 31, | | |
December 31, | | |
December 31, | |
| |
2014 | | |
2013 | | |
2012 | |
| |
USD | | |
USD | | |
USD | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |
| | | |
| | | |
| | |
Net income | |
| 96,112,634 | | |
| 76,861,064 | | |
| 65,971,992 | |
Adjustments to reconcile net income to net cash provided by
operating activities: | |
| | | |
| | | |
| | |
Depreciation | |
| 6,989,222 | | |
| 6,096,650 | | |
| 5,792,418 | |
Amortization | |
| 758,232 | | |
| 1,365,734 | | |
| 3,088,320 | |
Loss (gain) on sale of property, plant and equipment | |
| 172,032 | | |
| (123,777 | ) | |
| 828,296 | |
(Reversal of) provision for allowance for doubtful accounts,
net – accounts receivable | |
| (24,462 | ) | |
| 31,567 | | |
| (1,904 | ) |
Allowance for doubtful accounts - other receivables and prepayments | |
| 5,068,075 | | |
| 65,094 | | |
| 110,123 | |
Write-down of obsolete inventories | |
| 324,584 | | |
| - | | |
| - | |
Deferred tax expense | |
| 3,483,890 | | |
| 112,632 | | |
| 1,127,433 | |
Share-based compensation | |
| 5,396,271 | | |
| 5,050,796 | | |
| 4,544,927 | |
Change in fair value of derivative liabilities | |
| - | | |
| - | | |
| (1,769,140 | ) |
Equity in income of an equity method investee | |
| (8,646,181 | ) | |
| (2,170,473 | ) | |
| (2,665,881 | ) |
Excess tax benefits from share-based compensation arrangements | |
| (1,611,399 | ) | |
| - | | |
| - | |
Change in operating assets and liabilities: | |
| | | |
| | | |
| | |
Accounts receivable | |
| (2,191,118 | ) | |
| (5,667,386 | ) | |
| 5,689,638 | |
Prepayment and other current assets | |
| (9,236,125 | ) | |
| (624,159 | ) | |
| (268,498 | ) |
Inventories | |
| (13,418,971 | ) | |
| (10,432,492 | ) | |
| (3,750,200 | ) |
Accounts payable | |
| 405,071 | | |
| 1,621,917 | | |
| (2,184,674 | ) |
Other payables and accrued expenses | |
| 4,525,635 | | |
| 2,496,390 | | |
| (5,244,915 | ) |
Due to related parties | |
| (276,984 | ) | |
| 66,349 | | |
| 734,037 | |
Income tax payable | |
| 5,683,912 | | |
| (446,911 | ) | |
| (904,655 | ) |
Net cash provided by operating activities | |
| 93,514,318 | | |
| 74,302,995 | | |
| 71,097,317 | |
| |
| | | |
| | | |
| | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |
| | | |
| | | |
| | |
Payment for property, plant and equipment | |
| (17,194,201 | ) | |
| (20,492,159 | ) | |
| (13,886,045 | ) |
Payment for intangible assets and land use rights | |
| (4,677,358 | ) | |
| (1,327,148 | ) | |
| (14,059,397 | ) |
Refund of deposits related to land use right | |
| 1,635,200 | | |
| 2,100,150 | | |
| - | |
Dividends received | |
| - | | |
| 565,425 | | |
| 1,109,115 | |
Purchase of time deposit | |
| - | | |
| (6,608,612 | ) | |
| - | |
Proceeds upon maturity of time deposit | |
| 6,608,612 | | |
| - | | |
| - | |
Proceeds from sale of property, plant and equipment | |
| 220,135 | | |
| 194,749 | | |
| 83,134 | |
Net cash used in investing activities | |
| (13,407,612 | ) | |
| (25,567,595 | ) | |
| (26,753,193 | ) |
| |
| | | |
| | | |
| | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |
| | | |
| | | |
| | |
Proceeds from stock option exercised | |
| 3,860,401 | | |
| 5,394,070 | | |
| 727,317 | |
Proceeds from warrants exercised | |
| - | | |
| - | | |
| 4,500,000 | |
Payment for share repurchase | |
| (70,000,000 | ) | |
| (29,594,080 | ) | |
| - | |
Proceeds from short-term bank loans | |
| 44,500,340 | | |
| 9,693,000 | | |
| 11,076,100 | |
Repayment of short-term bank loans | |
| (22,833,400 | ) | |
| (8,014,000 | ) | |
| (14,286,800 | ) |
Proceeds from long-term bank loans | |
| 70,000,000 | | |
| 30,000,000 | | |
| - | |
Repayment of long-term bank loans | |
| (33,700,000 | ) | |
| - | | |
| - | |
Payment for cash deposit as security for long-term bank loans | |
| (72,290,922 | ) | |
| (30,000,000 | ) | |
| - | |
Payment for cash deposit as security for short-term bank loan | |
| (31,881,083 | ) | |
| - | | |
| - | |
Proceeds from maturity of cash deposit as security for long-term
bank loan | |
| 30,370,670 | | |
| - | | |
| - | |
Net proceeds from reissuance of treasury stock | |
| 33,212,518 | | |
| - | | |
| - | |
Acquisition of noncontrolling interest | |
| (86,830,499 | ) | |
| (1,963,913 | ) | |
| - | |
Excess tax benefits from share-based compensation arrangements | |
| 1,611,399 | | |
| - | | |
| - | |
Dividend paid by subsidiaries to noncontrolling interest shareholders | |
| (8,846,984 | ) | |
| (16,931,149 | ) | |
| (7,120,693 | ) |
Contribution from noncontrolling interest shareholders | |
| - | | |
| 2,891,422 | | |
| - | |
Net cash used in financing activities | |
| (142,827,560 | ) | |
| (38,524,650 | ) | |
| (5,104,076 | ) |
| |
| | | |
| | | |
| | |
EFFECT OF FOREIGN EXCHANGE RATE CHANGES ON CASH | |
| (597,409 | ) | |
| 4,318,420 | | |
| 957,434 | |
| |
| | | |
| | | |
| | |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | |
| (63,318,263 | ) | |
| 14,529,170 | | |
| 40,197,482 | |
| |
| | | |
| | | |
| | |
Cash and cash equivalents at beginning of year | |
| 144,138,487 | | |
| 129,609,317 | | |
| 89,411,835 | |
| |
| | | |
| | | |
| | |
Cash and cash equivalents at end of year | |
| 80,820,224 | | |
| 144,138,487 | | |
| 129,609,317 | |
| |
| | | |
| | | |
| | |
Supplemental cash flow information | |
| | | |
| | | |
| | |
Cash paid for income taxes | |
| 17,652,514 | | |
| 15,947,939 | | |
| 14,940,369 | |
Cash paid for interest expense | |
| 3,150,381 | | |
| 347,602 | | |
| 446,381 | |
Noncash investing and financing activities: | |
| | | |
| | | |
| | |
Transfer from prepayments and deposits to property, plant
and equipment | |
| 1,433,376 | | |
| 7,728,824 | | |
| 38,452 | |
Land use right acquired with prepayments made in prior periods | |
| - | | |
| 1,147,561 | | |
| - | |
Acquisition of property, plant and equipment included in payables | |
| 3,300,284 | | |
| 4,252,428 | | |
| 104,300 | |
Exercise of warrants that were liability classified | |
| - | | |
| - | | |
| 3,641,279 | |
Restricted cash spent for property, plant and equipment | |
| - | | |
| 2,928,421 | | |
| - | |
CHINA BIOLOGIC PRODUCTS, INC. AND SUBSIDIARIES |
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES |
| |
| | |
| |
| |
For the Three Months Ended | |
| |
December 31, | | |
December 31, | |
| |
2014 | | |
2013 | |
| |
USD | | |
USD | |
Adjusted Net Income Attributable to the Company - Non GAAP | |
| 14,723,811 | | |
| 9,623,074 | |
Diluted EPS - Non GAAP | |
| 0.56 | | |
| 0.35 | |
Non-cash employee stock compensation | |
| (1,865,663 | ) | |
| (795,332 | ) |
Net Income Attributable to the Company | |
| 12,858,148 | | |
| 8,827,742 | |
Weighted average number of shares used in computation of Non GAAP diluted EPS | |
| 25,949,267 | | |
| 26,910,788 | |
| |
| | |
| |
| |
For the Years Ended | |
| |
| | |
| |
| |
December 31, | | |
December 31, | |
| |
2014 | | |
2013 | |
| |
USD | | |
USD | |
Adjusted Net Income Attributable to the Company - Non GAAP | |
75,555,173 | | |
58,974,178 | |
Diluted EPS - Non GAAP | |
2.89 | | |
2.12 | |
Non-cash employee stock compensation | |
(4,638,333) | | |
(4,372,627) | |
Net Income Attributable to the Company | |
| 70,916,840 | | |
| 54,601,551 | |
Weighted average number of shares used in computation of Non GAAP diluted EPS | |
| 25,685,064 | | |
| 27,572,111 | |
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