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):
August 13, 2014
China Automotive Systems, Inc.
(Exact Name of Registrant as Specified in
its Charter)
| Delaware |
000-33123 |
33-0885775 |
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
No. 1 Henglong Road, Yu Qiao Development
Zone
Shashi District, Jing Zhou City
Hubei Province
The People’s Republic of China
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including
area code (86) 27-8757 0027
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:
¨ 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 August 13, 2014, China Automotive Systems,
Inc. (the “Company”) issued a press release announcing financial results for the second quarter and six months ended
June 30, 2014. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 2.02 and in Exhibit
99.1 attached to this Form 8-K is furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for
purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section.
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit No |
Description |
| |
|
| 99.1 |
Press Release of China Automotive Systems, Inc., dated August 13, 2014. |
| 99.2 |
Press Release of China Automotive Systems, Inc., dated August 11, 2014. |
| |
|
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
| |
|
China Automotive Systems, Inc. |
| |
|
(Registrant) |
| |
|
|
|
| Date: August 13, 2014 |
|
By: |
/s/ Hanlin Chen |
| |
|
|
Hanlin Chen |
| |
|
|
Chairman |
EXHIBIT 99.1
China
Automotive Systems Reports 18% Growth in
2014
Second QUARTER sales
WUHAN, China, August 13, 2014 -- China
Automotive Systems, Inc. (“CAAS” or the “Company”) (NASDAQ: CAAS), a leading power steering components
and systems supplier in China, today announced its unaudited financial results for the second quarter and six months ended June
30, 2014.
Second Quarter 2014 Highlights
| · | Net sales increased by 18.0% to a second-quarter
record of $115.5 million, compared to $97.9 million in the second quarter of 2013. |
| · | Gross margin was 18.7%, compared to 18.8%
in the second quarter of 2013 and 18.7% in the first quarter of 2014. |
| · | Operating margin was 14.3%, compared to
8.0% in the second quarter of 2013 and 8.5% in the first quarter of 2014. |
| · | Net income attributable to parent company’s
common shareholders was $11.0 million, or diluted earnings per share of $0.39, compared to net income attributable to parent company’s
common shareholders of $5.0 million, or diluted earnings per share of $0.18, in the second quarter of 2013. |
| · | Cash and cash equivalents and short-term
investments were $94.2 million and $89.5 million as of June 30, 2014 and December 31, 2013, respectively. |
First Six Months of 2014 Highlights
| · | Net sales increased by 17.8% to a six-month
record high of $229.8 million, compared to $195.1 million in the first six months of 2013. |
| · | Gross profit increased by 13.7% to $42.9
million, compared to $37.8 million in the first six months of 2013; gross margin was 18.7% in the first six months of 2014, compared
to 19.4% in the same period last year. |
| · | Operating margin was 11.4%, compared to
8.8% in the first six months of 2013. |
| · | Diluted earnings per share attributable
to parent company’s common shareholders was $0.63, compared to $0.39 in the first six months of 2013. |
Mr. Qizhou Wu, chief executive officer
of CAAS, commented, "We are pleased to report that sales grew by 18.0% in the second quarter of 2014 compared with the second
quarter of 2013. Sales set a new second-quarter record as they exceeded the $100 million mark for the first time. We continued
to capture market share in the growing passenger vehicle market in China, especially with our joint venture brand customers, and
sales continued to grow in the North American market."
"Sales to North America increased
by 10.2% compared to the same period last year. Our key customer, Chrysler, reported its 51st consecutive month of year-over-year
sales gains in June 2014. The Jeep® brand reported that June 2014's sales were the highest June sales in its history. Jeep's
28% sales growth in June was the highest rate among all of Chrysler's segments in June 2014. RAM® pickup truck sales increased
by 12% in June, its highest June sales in the last 10 years."
"We remain confident that we have
the range of high-quality steering products, and the ability to quickly create new steering models such as our expanding line of
electric power steering, to further improve our leading market share in China."
Mr. Jie Li, chief financial officer of
CAAS, commented, “We generated positive cash flow from operations as we sold more units in China and North America. With
our strong financial condition, CAAS announced its first-ever cash dividend of US$0.18 per share in the second quarter of 2014
and it was paid in July. We continue to strengthen our financial resources to support the expansion of our operations and introduce
new products to increase our growth. We are updating established products and expanding our portfolio of new technology products,
especially our electric power steering offerings, to improve our growth opportunities. We have increased our operating expenses
more slowly than sales in the second quarter to control costs. We continue to focus our product development and operations to further
penetrate China and North America, the two largest vehicle markets in the world."
Second Quarter of 2014
In the second quarter of 2014, net sales
increased by 18.0% to a second-quarter record of $115.5 million, compared to $97.9 million in the same quarter of 2013. The net
sales increase was mainly due to higher sales of passenger vehicles in China and North America. Sales of certain new products such
as mid-level electric power steering ("EPS") units and upgraded legacy products expanded the Company’s market share
in China.
Gross profit increased by 17.4% to $21.6
million in the second quarter of 2014, compared to $18.4 million in the second quarter of 2013. The gross margin was 18.7% in the
second quarter of 2014, versus 18.8% in the second quarter of 2013 and 18.7% in the first quarter of 2014. The gross profit mainly
increased due to the greater volume of units sold.
Selling expenses increased by 13.9% to
$4.3 million in the second quarter of 2014, compared to $3.8 million in the second quarter of 2013. Selling expenses represented
3.7% of net sales in the second quarter of 2014, compared to 3.9% in the second quarter of 2013. The increase was mainly due to
higher warehousing, transporting and travel expenses related to the higher volume sold.
General and administrative expenses (“G&A
expenses”) increased by 17.4% to $3.8 million in the second quarter of 2014, compared to $3.2 million in the same quarter
of 2013. The increase was mainly due to higher personnel costs. G&A expenses represented 3.3% of net sales in both the second
quarter of 2014 and the second quarter of 2013.
Research and development expenses (“R&D
expenses”) increased by 12.2% to $5.2 million in the second quarter of 2014, compared to $4.6 million in the second quarter
of 2013. The increase in R&D expenses was mainly due to higher expenditures for the development of our EPS products, and included
higher personnel-related expenses and mold improvement expenses. R&D expenses represented 4.5% of net sales in the second quarter
of 2014, which was a decrease from 4.7% in the second quarter of 2013.
Income from operations increased by 111.5%
to $16.5 million in the second quarter of 2014, compared to $7.8 million in the same quarter of 2013. The increase in income from
operations was primarily due to higher gross profit, and a $7.5 million gain on other sales mainly from the sales of idle land
use rights. As a percentage of net sales, the operating margin was 14.3% in the second quarter of 2014, compared to 8.0% in the
second quarter of 2013.
Net financial expenses in the second quarter
of 2014 were nil compared with expense of $0.1 million in the second quarter of 2013. The decrease was mainly due lower interest
income from a decline in time deposits, and an increase in gain on foreign currency exchange.
Income before income tax expenses and equity
in earnings of affiliated companies was $16.6 million in the second quarter of 2014, compared to $7.7 million in the second quarter
of 2013. The increase of $8.9 million in the second quarter of 2014 was mainly due to an increase in operating income of $8.7 million.
Net income attributable to parent company’s
common shareholders was $11.0 million in the second quarter of 2014, compared to net income attributable to parent company’s
common shareholders of $5.0 million in the corresponding quarter of 2013. Diluted earnings per share were $0.39 in the second quarter
of 2014, compared to diluted earnings per share of $0.18 in the second quarter of 2013. The weighted average number of diluted
common shares outstanding was 28,064,376 in the second quarter of 2014, compared to 28,048,789 in the second quarter of 2013.
First Six Months of 2014
Net sales increased by 17.8% to a six-month
record high of $229.8 million, compared to $195.1 million in the first six months of 2013. Six-month gross profit was $42.9 million,
compared to $37.8 million in the corresponding period last year. Six-month gross margin was 18.7%, compared to 19.4% for the corresponding
period in 2013. The gain on other sales of $9.1 million in the first six months of 2014 consisted of income from the sale of idle
land use rights, which represented a pre-tax gain of $7.5 million calculated as the difference between the selling price and net
book value of related land use rights. Income from operations was $26.3 million, compared to $17.2 million in the first six months
of 2013. Operating margin was 11.4%, compared to 8.8% for the corresponding period of 2013. Net income attributable to parent company’s
common shareholders was $17.8 million in the first six months of 2014, compared to $10.9 million in the corresponding period in
2013. Diluted earnings per share were $0.63 in the first six months of 2014, compared to diluted earnings per share of $0.39 for
the corresponding period in 2013.
As of June 30, 2014, total cash and cash
equivalents and short-term investments were $94.2 million, compared to $89.5 million as of December 31, 2013. Working capital was
$181.9 million as of June 30, 2014, compared to $179.3 million as of December 31, 2013. Cash flow from operations was $7.7 million
for the six months ended June 30, 2014. Total parent company stockholders' equity was $237.4 million as of June 30, 2014, compared
to $226.7 million as of December 31, 2013.
Business Outlook
Management reiterates its revenue guidance
of 15% year-over-year growth for the full year 2014. This target is based on the Company’s current views on operating and
market conditions, which are subject to change.
Conference Call
Management will conduct a conference call
on August 13, 2014 at 8:00 A.M. EDT/8:00 P.M. Beijing Time to discuss these results. A question and answer session will follow
management’s presentation. To participate, please call the following numbers 10 minutes before the call start time and ask
to be connected to the “China Automotive Systems” conference call:
Phone Number: +1-877-407-8031
(North America)
Phone Number: +1-201-689-8031
(International)
A telephone replay of the call will be
available after the conclusion of the conference call through 11:59 P.M. EDT on September 16, 2014. The dial-in details for the
replay are:
U.S. Toll Free Number +1-877-660-6853
International dial-in number
+1-201-612-7415
Use Conference ID “13587802"
to access the replay.
About China Automotive Systems, Inc.
Based in Hubei Province, the People's
Republic of China, China Automotive Systems, Inc. is a leading supplier of power steering components and systems to the Chinese
automotive industry, operating through eight Sino-foreign joint ventures. The Company offers a full range of steering system parts
for passenger automobiles and commercial vehicles. The Company currently offers four separate series of power steering with an
annual production capacity of over 4.5 million sets of steering gears, columns and steering hoses. Its customer base is comprised
of leading auto manufacturers, such as China FAW Group, Corp., Dongfeng Auto Group Co., Ltd., BYD Auto Company Limited, Beiqi
Foton Motor Co., Ltd. and Chery Automobile Co., Ltd. in China, and Chrysler N.A. in North America. For more information, please
visit: http://www.caasauto.com.
Forward-Looking Statements
This press release contains statements
that are "forward-looking statements" as defined under the Private Securities Litigation Reform Act of 1995. Forward-looking
statements represent our estimates and assumptions only as of the date of this press release. These forward-looking statements
include statements regarding the qualitative and quantitative effects of the accounting errors, the periods involved, the nature
of the Company's review and any anticipated conclusions of the Company or its management and other statements that are not historical
facts. Our actual results may differ materially from the results described in or anticipated by our forward-looking statements
due to certain risks and uncertainties. As a result, the Company's actual results could differ materially from those contained
in these forward-looking statements due to a number of factors, including those described under the heading "Risk Factors"
in the Company's Form 10-K annual report filed with the Securities and Exchange Commission on March 31, 2014, and in documents
subsequently filed by the Company from time to time with the Securities and Exchange Commission. We expressly disclaim any duty
to provide updates to any forward-looking statements made in this press release, whether as a result of new information, future
events or otherwise.
For further information, please contact:
Jie Li
Chief Financial Officer
China Automotive Systems, Inc.
Email: jieli@chl.com.cn
Kevin Theiss
Investor Relations
Grayling
Tel: +1-646-284-9409
Email: kevin.theiss@grayling.com
(Tables Follow)
China
Automotive Systems, Inc. and Subsidiaries
Condensed Unaudited Consolidated Balance
Sheets
(In thousands of USD unless otherwise
indicated)
| | |
June 30, 2014 | | |
December 31, 2013 | |
| ASSETS | |
| | |
| |
| Current assets: | |
| | |
| |
| Cash and cash equivalents | |
$ | 55,757 | | |
$ | 53,979 | |
| Pledged cash deposits | |
| 26,959 | | |
| 33,963 | |
| Short-term investments | |
| 38,472 | | |
| 35,510 | |
| Accounts and notes receivable, net - unrelated parties | |
| 285,182 | | |
| 267,639 | |
| Accounts and notes receivable, net - related parties | |
| 24,658 | | |
| 17,194 | |
| Advance payments and others - unrelated parties | |
| 2,441 | | |
| 3,156 | |
| Advance payments and others - related parties | |
| 625 | | |
| 866 | |
| Inventories | |
| 63,308 | | |
| 51,392 | |
| Assets held for sale | |
| - | | |
| 925 | |
| Current deferred tax assets | |
| 6,032 | | |
| 5,783 | |
| Total current assets
| |
| 503,434 | | |
| 470,407 | |
| Non-current assets: | |
| | | |
| | |
| Property, plant and equipment, net | |
| 83,698 | | |
| 80,018 | |
| Intangible assets, net | |
| 1,424 | | |
| 686 | |
| Other receivables, net - unrelated parties | |
| 441 | | |
| 252 | |
| Other receivables, net - related parties | |
| 61 | | |
| 108 | |
| Advance payment for property, plant and equipment - unrelated parties | |
| 3,633 | | |
| 3,488 | |
| Advance payment for property, plant and equipment - related parties | |
| 1,522 | | |
| 2,097 | |
| Long-term investments | |
| 4,114 | | |
| 4,023 | |
| Goodwill | |
| 642 | | |
| - | |
| Non-current deferred tax assets | |
| 4,660 | | |
| 4,528 | |
| Total
assets | |
$ | 603,629 | | |
$ | 565,607 | |
| | |
| | | |
| | |
| LIABILITIES AND STOCKHOLDERS' EQUITY | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | |
| Bank and government loans | |
$ | 42,840 | | |
$ | 37,381 | |
| Accounts and notes payable - unrelated parties | |
| 207,889 | | |
| 198,419 | |
| Accounts and notes payable - related parties | |
| 4,921 | | |
| 4,634 | |
| Customer deposits | |
| 1,723 | | |
| 1677 | |
| Accrued payroll and related costs | |
| 6,201 | | |
| 7,052 | |
| Accrued expenses and other payables | |
| 43,968 | | |
| 29,062 | |
| Accrued pension costs | |
| 5,086 | | |
| 4,626 | |
| Taxes payable | |
| 8,287 | | |
| 7,792 | |
| Amounts due to shareholders/directors | |
| 376 | | |
| 312 | |
| Current deferred tax liabilities | |
| 217 | | |
| 117 | |
| Total current liabilities | |
| 321,508 | | |
| 291,072 | |
| Long-term liabilities: | |
| | | |
| | |
| Advances payable | |
| 2,867 | | |
| 2,764 | |
| Non-current deferred tax liabilities | |
| 339 | | |
| - | |
| Total liabilities
| |
$ | 324,714 | | |
$ | 293,836 | |
| | |
| | | |
| | |
| Commitments and Contingencies | |
| | | |
| | |
| | |
| | | |
| | |
| Stockholders’ equity: | |
| | | |
| | |
Common stock, $0.0001 par value - Authorized - 80,000,000 shares; Issued– 28,260,302 and 28,260,302 shares at
June 30, 2014 and December 31, 2013, respectively | |
$ | 3 | | |
$ | 3 | |
| Additional paid-in capital | |
| 34,518 | | |
| 39,565 | |
| Retained earnings- | |
| | | |
| | |
| Appropriated | |
| 10,178 | | |
| 10,048 | |
| Unappropriated | |
| 163,674 | | |
| 146,023 | |
| Accumulated other comprehensive income | |
| 30,044 | | |
| 32,061 | |
| Treasury stock – 217,283 and 217,283 shares at June 30, 2014 and December 31, 2013, respectively | |
| (1,000 | ) | |
| (1,000 | ) |
| Total parent company stockholders' equity | |
| 237,417 | | |
| 226,700 | |
| Non-controlling interests | |
| 41,498 | | |
| 45,071 | |
| Total stockholders' equity | |
| 278,915 | | |
| 271,771 | |
| Total liabilities and stockholders' equity | |
$ | 603,629 | | |
$ | 565,607 | |
China Automotive Systems, Inc.
and Subsidiaries
Condensed Unaudited Consolidated Statements
of Operations and Comprehensive Income
(Unaudited, in thousands of USD, except
share and per share amounts)
| | |
Three Months Ended June 30, | |
| | |
2014 | | |
2013 | |
| Net product sales, including $14,928 and $9,035 to related parties for the three months ended June 30, 2014 and 2013 | |
$ | 115,476 | | |
$ | 97,889 | |
| Cost of products sold, including $7,461 and $6,006z purchased from related parties for the three months ended June 30, 2014 and 2013 | |
| 93,893 | | |
| 79,500 | |
| Gross profit | |
| 21,583 | | |
| 18,389 | |
| Gain on other sales | |
| 8,226 | | |
| 1,058 | |
| Less: Operating expenses | |
| | | |
| | |
| Selling expenses | |
| 4,327 | | |
| 3,800 | |
| General and administrative expenses | |
| 3,776 | | |
| 3,217 | |
| Research and development expenses | |
| 5,180 | | |
| 4,616 | |
| Total operating expenses | |
| 13,283 | | |
| 11,633 | |
| Income from operations | |
| 16,526 | | |
| 7,814 | |
| Other income, net | |
| 139 | | |
| 3 | |
| Financial income (expenses), net | |
| (28 | ) | |
| (108 | ) |
| Income before income tax expenses and equity in earnings of affiliated companies | |
| 16,637 | | |
| 7,709 | |
| Less: Income taxes | |
| 3,126 | | |
| 1,571 | |
| Equity in earnings of affiliated companies | |
| 75 | | |
| 68 | |
| Net income | |
| 13,586 | | |
| 6,206 | |
| Net income attributable to non-controlling interests | |
| 2,580 | | |
| 1,225 | |
| Net income attributable to parent company’s common shareholders | |
$ | 11,006 | | |
$ | 4,981 | |
| Comprehensive income: | |
| | | |
| | |
| Net income | |
$ | 13,586 | | |
$ | 6,206 | |
| Other comprehensive income (loss): | |
| | | |
| | |
| Foreign currency translation gain (loss), net of tax | |
| (25 | ) | |
| 3,436 | |
| Comprehensive income | |
| 13,561 | | |
| 9,642 | |
| Comprehensive income attributable to non-controlling interests | |
| 2,576 | | |
| 1,808 | |
| Comprehensive income attributable to parent company | |
$ | 10,985 | | |
$ | 7,834 | |
| | |
| | | |
| | |
| Net income attributable to parent company’s common shareholders per share | |
| | | |
| | |
| | |
| | | |
| | |
| Basic – | |
$ | 0.39 | | |
$ | 0.18 | |
| | |
| | | |
| | |
| Diluted- | |
$ | 0.39 | | |
$ | 0.18 | |
| Weighted average number of common shares outstanding | |
| | | |
| | |
| Basic | |
| 28,043,019 | | |
| 28,043,019 | |
| Diluted | |
| 28,064,376 | | |
| 28,048,789 | |
China Automotive Systems, Inc.
and Subsidiaries
Condensed Unaudited Consolidated Statements
of Operations and Comprehensive Income
(In thousands of
USD, except share and per share amounts)
| | |
Six Months Ended June 30, | |
| | |
2014 | | |
2013 | |
| Net product sales, including $26,738 and $17,178 to related parties for the six months ended June 30, 2014 and 2013 | |
$ | 229,782 | | |
$ | 195,052 | |
| Cost of products sold, including $14,652 and $12,671 purchased from related parties for the six months ended June 30, 2014 and 2013 | |
| 186,861 | | |
| 157,302 | |
| Gross profit | |
| 42,921 | | |
| 37,750 | |
| Gain on other sales | |
| 9,135 | | |
| 1,732 | |
| Less: Operating expenses | |
| | | |
| | |
| Selling expenses | |
| 7,369 | | |
| 6,964 | |
| General and administrative expenses | |
| 7,322 | | |
| 7,343 | |
| Research and development expenses | |
| 11,068 | | |
| 8,016 | |
| Total operating expenses | |
| 25,759 | | |
| 22,323 | |
| Income from operations | |
| 26,297 | | |
| 17,159 | |
| Other income, net | |
| 378 | | |
| 73 | |
| Financial income (expenses), net | |
| 186 | | |
| (309 | ) |
| Income before income tax expenses and equity in earnings of affiliated companies | |
| 26,861 | | |
| 16,923 | |
| Less: Income taxes | |
| 5,101 | | |
| 3,317 | |
| Equity in earnings of affiliated companies | |
| 137 | | |
| 126 | |
| Net income | |
| 21,897 | | |
| 13,732 | |
| Net income attributable to non-controlling interests | |
| 4,116 | | |
| 2,811 | |
| Net income attributable to parent company’s common shareholders | |
$ | 17,781 | | |
$ | 10,921 | |
| Comprehensive income: | |
| | | |
| | |
| Net income | |
$ | 21,897 | | |
$ | 13,732 | |
| Other comprehensive income (loss): | |
| | | |
| | |
| Foreign currency translation gain (loss), net of tax | |
| (2,422 | ) | |
| 4,048 | |
| Comprehensive income | |
| 19,475 | | |
| 17,780 | |
| Comprehensive income attributable to non-controlling interests | |
| 3,712 | | |
| 3,497 | |
| Comprehensive income attributable to parent company | |
$ | 15,763 | | |
$ | 14,283 | |
| | |
| | | |
| | |
| Net income attributable to parent company’s common shareholders per share | |
| | | |
| | |
| | |
| | | |
| | |
| Basic – | |
$ | 0.63 | | |
$ | 0.39 | |
| | |
| | | |
| | |
| Diluted- | |
$ | 0.63 | | |
$ | 0.39 | |
| Weighted average number of common shares outstanding | |
| | | |
| | |
| Basic | |
| 28,043,019 | | |
| 28,043,019 | |
| Diluted | |
| 28,063,939 | | |
| 28,049,863 | |
China Automotive
Systems, Inc. and Subsidiaries
Condensed Unaudited Consolidated Statements
of Cash Flows
(In thousands of USD unless otherwise
indicated)
| | |
Six Months Ended June 30, | |
| | |
2014 | | |
2013 | |
| | |
| | |
| |
| Cash flows from operating activities: | |
| | |
| |
| Net income | |
$ | 21,897 | | |
$ | 13,732 | |
| Adjustments to reconcile net income from operations to net cash provided by operating activities: | |
| | | |
| | |
| Depreciation and amortization | |
| 7,751 | | |
| 7,218 | |
| Increase (decrease) in allowance for doubtful accounts | |
| 121 | | |
| (106 | ) |
| Inventory write downs | |
| 1,922 | | |
| 277 | |
| Deferred income taxes | |
| (413 | ) | |
| (143 | ) |
| Equity in earnings of affiliated companies | |
| (128 | ) | |
| (126 | ) |
| Amortization of debt issue cost | |
| - | | |
| 57 | |
| Gain on fixed assets disposals | |
| (7,506 | ) | |
| (165 | ) |
| Changes in operating assets and liabilities: | |
| | | |
| | |
| (Increase) decrease in: | |
| | | |
| | |
| Pledged deposits | |
| 6,695 | | |
| 4,306 | |
| Accounts and notes receivable | |
| (25,139 | ) | |
| (32,734 | ) |
| Advance payments and others | |
| 1,038 | | |
| (219 | ) |
| Inventories | |
| (7,461 | ) | |
| (4,211 | ) |
| Increase (decrease) in: | |
| | | |
| | |
| Accounts and notes payable | |
| 7,948 | | |
| 9,689 | |
| Customer deposits | |
| 57 | | |
| (106 | ) |
| Accrued payroll and related costs | |
| (790 | ) | |
| 73 | |
| Accrued expenses and other payables | |
| 191 | | |
| 2,679 | |
| Accrued pension costs | |
| 502 | | |
| 44 | |
| Taxes payable | |
| 1,007 | | |
| (66 | ) |
| Advances payable | |
| - | | |
| (32 | ) |
| Net cash provided by operating activities | |
| 7,692 | | |
| 167 | |
| Cash flows from investing activities: | |
| | | |
| | |
| Increase in other receivables | |
| 636 | | |
| (212 | ) |
| Cash received from property, plant and equipment sales | |
| 6,777 | | |
| 1,557 | |
| Payments to acquire property, plant and equipment | |
| (8,194 | ) | |
| (5,565 | ) |
| Payments to acquire intangible assets | |
| (5 | ) | |
| (60 | ) |
| Purchase of short-term investments | |
| (15,882 | ) | |
| (15,376 | ) |
| Proceeds from maturities of short-term investments | |
| 12,597 | | |
| - | |
| Acquisition of Fujian Qiaolong, net of cash acquired | |
| (2,976 | ) | |
| - | |
| Net cash used in investing activities | |
| (7,047 | ) | |
| (19,656 | ) |
| Cash flows from financing activities: | |
| | | |
| | |
| Proceeds from government and bank loan | |
| 6,774 | | |
| 14,111 | |
| Repayments of bank loan | |
| (3,251 | ) | |
| (8,069 | ) |
| Dividends paid to the non-controlling interests | |
| (1,985 | ) | |
| (405 | ) |
| Increase (decrease) in amounts due to shareholders/directors | |
| 69 | | |
| (40 | ) |
| Net cash provided by financing activities | |
| 1,607 | | |
| 5,597 | |
| Effects of exchange rate on cash and cash equivalents | |
| (474 | ) | |
| 1,513 | |
| Net increase (decrease) in cash and cash equivalents | |
| 1,778 | | |
| (12,379 | ) |
| Cash and cash equivalents at beginning of period | |
| 53,979 | | |
| 87,649 | |
| Cash and cash equivalents at end of period | |
$ | 55,757 | | |
$ | 75,270 | |
China Automotive Systems, Inc. and Subsidiaries
Condensed Unaudited Consolidated Statements
of Cash Flows (continued)
(In thousands of USD unless otherwise
indicated)
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
| | |
Six Months Ended
June 30, | |
| | |
2014 | | |
2013 | |
| Cash paid for interest | |
$ | 603 | | |
$ | 739 | |
| Cash paid for income taxes | |
$ | 3,109 | | |
$ | 2,029 | |
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES:
| | |
Six Months Ended
June 30, | |
| | |
2014 | | |
2013 | |
| Advance payments for acquiring property, plant and equipment | |
$ | 5,155 | | |
$ | 3,204 | |
| Non-controlling interests arising as a result of acquisition of Fujian Qiaolong | |
| 2,793 | | |
| - | |
| Account receivable for selling property, plant and equipment | |
| 1,890 | | |
| - | |
| Dividends payable to the Company’s shareholders | |
| 5,048 | | |
| - | |
| Dividends payable to non-controlling interests | |
$ | 8,127 | | |
$ | 167 | |
# # #
exhibit
99.2
China
Automotive Systems TO ACQUIRE
Remaining
Shares of Two Key Subsidiaries
-
Transactions Will Be Immediately Accretive to Earnings Per Share -
WUHAN, China, August 11, 2014 -- China Automotive Systems,
Inc. (“CAAS” or the “Company”) (NASDAQ: CAAS), a leading power steering components and systems supplier
in China, announced today that it has entered into a Stock Exchange Agreement to acquire the remaining 20.0% minority interest
in Jingzhou Henglong Automotive Parts Co., Ltd. (“Jingzhou Henglong”), and the remaining 19.0% minority interest in
Shashi Jiulong Power Steering Gear Co., Ltd. (“Shashi Jiulong”), from Jiulong Machinery Electricity Manufacturing Co.,
Ltd. (“Jiulong Machinery Electricity”).
The Company will issue a total of 4,078,000 new common shares
of CAAS stock to Jiulong Machinery Electricity as consideration for the acquisition of the minority interests. The Company will
issue 3,260,000 new shares in exchange for the 20% equity interest in Jingzhou Henglong, and 818,000 new shares for the 19% equity
interest in Shashi Jiulong. The shares will be issued in a private placement transaction that is exempt from registration with
the U.S. Securities and Exchange Commission.
The aggregate purchase price of the acquisition will be equivalent
to approximately US$ 35.2 million based on the closing price of CAAS stock of $8.62 on the Nasdaq Stock Market on August 8, 2014.
The net income of the two subsidiaries totaled $27.8 million in 2013.
Hubei Henglong Automotive System Group Co., Ltd. (“Henglong
Group”), a wholly owned subsidiary of CAAS, currently owns the other 80.0% and 81.0% equity interests in Jingzhou Henglong
and Shashi Jiulong, respectively. The Company expects to complete these acquisitions in the third quarter of 2014. Upon completion
of these acquisitions, Jingzhou Henglong and Shashi Jiulong will become wholly owned subsidiaries of the Henglong Group.
Jingzhou Henglong was founded in 1997,
and it is mainly engaged in the production of rack and pinion power steering gear for cars and light-duty vehicles. Founded
in 1993, Shashi Jiulong is mainly engaged in the production of integral power steering
gear for heavy-duty vehicles.
Hanlin Chen, Chairman of China Automotive
Systems, commented, “We are pleased to consolidate the remaining shares of two of
our key subsidiaries and take full ownership. Their operations and financial results are important to the success of CAAS.
With full ownership, we will benefit from having greater control over the operations and future growth of each business. We will
also immediately consolidate higher net profits, which will be accretive to our net earnings per share.”
About China Automotive Systems, Inc.
Based in Hubei Province, the People's
Republic of China, China Automotive Systems, Inc. is a leading supplier of power steering components and systems to the Chinese
automotive industry, operating through eight Sino-foreign joint ventures. The Company offers a full range of steering system parts
for passenger automobiles and commercial vehicles. The Company currently offers four separate series of power steering with an
annual production capacity of over 4.0 million sets of steering gears, columns and steering hoses. Its customer base is comprised
of leading auto manufacturers, such as China FAW Group, Corp., Dongfeng Auto Group Co., Ltd., BYD Auto Company Limited, Beiqi
Foton Motor Co., Ltd. and Chery Automobile Co., Ltd. in China, and Chrysler N.A. in North America. For more information, please
visit: http://www.caasauto.com.
Forward-Looking Statements
This press release contains statements
that are "forward-looking statements" as defined under the Private Securities Litigation Reform Act of 1995. Forward-looking
statements represent our estimates and assumptions only as of the date of this press release. These forward-looking statements
include statements regarding the qualitative and quantitative effects of the accounting errors, the periods involved, the nature
of the Company's review and any anticipated conclusions of the Company or its management and other statements that are not historical
facts. Our actual results may differ materially from the results described in or anticipated by our forward-looking statements
due to certain risks and uncertainties. As a result, the Company's actual results could differ materially from those contained
in these forward-looking statements due to a number of factors, including those described under the heading "Risk Factors"
in the Company's Form 10-K annual report filed with the Securities and Exchange Commission on March 31, 2014, and in documents
subsequently filed by the Company from time to time with the Securities and Exchange Commission. We expressly disclaim any duty
to provide updates to any forward-looking statements made in this press release, whether as a result of new information, future
events or otherwise.
For further information, please contact:
Jie Li
Chief Financial Officer
China Automotive Systems, Inc.
Email: jieli@chl.com.cn
Kevin Theiss
Investor Relations
Grayling
Tel: +1-646-284-9409
Email: kevin.theiss@grayling.com
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