UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Form 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For
the month of January 2015
Commission File Number: 001-33036
Mindray
Medical International Limited
Mindray Building, Keji 12th Road South,
Hi-tech Industrial Park, Nanshan,
Shenzhen 518057
Peoples Republic of China
(Address of principal executive office)
Indicate by check mark whether
the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F þ Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(7): ¨
Indicate by check mark whether by furnishing the
information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨
No þ
If Yes is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): N/A
TABLE OF CONTENTS
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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Mindray Medical International Limited |
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By: |
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/s/ Alex Lung |
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Name: Alex Lung |
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Title: Chief Financial Officer |
Date: January 12, 2015
3
Exhibit 99.1
Mindray Announces Preliminary 2014 Operating
Results and 2015 Net Revenues Guidance
SHENZHEN, China, Jan. 12, 2015 /PRNewswire/
-- Mindray Medical International Limited ("Mindray," NYSE: MR), a leading developer, manufacturer and marketer of medical
devices worldwide, today announced selected preliminary, unaudited results for the fiscal year ended December 31, 2014. The company
also provided net revenues guidance for 2015.
For the year ended December 31, 2014, Mindray
expects net revenues to be approximately US$1,318 million, representing a year-over-year growth of approximately 8.6%. Based on
the estimated full-year revenues, the company anticipates 2014 non-GAAP net income to be approximately US$220 million, compared
to US$237 million a year ago. The non-GAAP net income figure excludes the tax benefits related to the key software enterprise status
and assumes a corporate income tax rate of 15% applicable to the Shenzhen subsidiary.
This year, Mindray anticipates its
net revenues to grow by a mid-single digit percentage year-over-year. Full-year guidance for 2015 will be provided in the
fourth quarter and full-year 2014 earnings announcement.
In addition, the board of directors recently
appointed Mr. Kern Lim as chairman of the audit committee and Mr. Ronald Ede as an audit committee member. Both Mr. Lim and Mr.
Ede are current board members of the company.
"The overall operating environment
in 2014 was challenging for our business, particularly the widespread weakness in the domestic Chinese market and significant headwinds
as a result of unfavorable economic, currency and political developments in several key emerging markets,” commented Mr.
Li Xiting, Mindray's President and Co-Chief Executive Officer. “Nevertheless, we are delighted that Western Europe performed
well. We are also happy that our IVD segment recorded good growth with reagent sales continuing its upward trend. Over the past
year, we launched nine new products and continued to strengthen our core capabilities in major markets."
"Looking ahead, the overall market
conditions in key regions remain volatile," commented Mr. Cheng Minghe, Mindray's Co-Chief Executive Officer and Chief Strategic
Officer. "Having said that, we will continue to pursue long-term growth by strengthening our R&D, sales, marketing and
distribution capabilities. This year, we look forward to introducing another seven to 10 new products. We will also actively explore
M&As and other collaboration opportunities to drive the success of the company."
Preliminary Results; Use of Non-GAAP Financial
Measures
Mindray's preliminary 2014 results are
unaudited and subject to finalization of the company's year-end closing, reporting and auditing processes.
Mindray has announced its expected net
income for full-year 2014 on a non-GAAP basis, which represents expected net income in accordance with GAAP, adjusted for the effects
of dispute charges, dispute related legal fees, share-based compensation and amortization of acquired intangible assets, all net
of related tax impact.
Because the financial performance is subject
to finalization of the company's year-end closing, reporting, and auditing processes, Mindray does not provide a specific non-GAAP
to US GAAP reconciliation. A reconciliation of non-GAAP results of operations measures to the nearest comparable GAAP measures
will be provided in the fourth quarter and full-year 2014 earnings announcement.
Cautionary Note Regarding Forward-Looking
Statements
This press release contains "forward-looking
statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Statements
that are not historical facts, including without limitation, the following statements about Mindray's expectation of its net revenues
for the year ended December 31, 2014 to be approximately US$1,318 million, representing a year-over-year growth of approximately
8.6%, Mindray's anticipation of its 2014 non-GAAP net income to be approximately US$220 million, compared to US$237 million a year
ago, Mindray's assumption of a corporate income tax rate of 15% applicable to the Shenzhen subsidiary, Mindray's forecast of its
2015 revenues to grow by a mid-single digit percentage year-over-year, statements that reagent sales of our IVD segment continue
its upward trend, that looking ahead, the overall market conditions in key regions remain volatile, that we will continue to pursue
long-term growth by strengthening our R&D, sales, marketing and distribution capabilities, that we look forwards to introducing
another seven to 10 new products in 2015 and that we will also actively explore M&As and other collaboration opportunities
to drive the success of the company are forward-looking statements. Readers are cautioned that these forward-looking statements
are only predictions and may differ materially from actual results due to a variety of factors, including, without limitation,
the growth and expected growth of the medical device market in China and internationally; applicable government policies and regulations;
our ability to satisfy the requirements imposed by relevant regulatory bodies; market acceptance of our products; our expectations
regarding demand for our products; our ability to expand our production, our sales and distribution network and other aspects of
our operations; our ability to stay abreast of market trends and technological advances; our ability to effectively protect our
intellectual property rights and not infringe on the intellectual property rights of others; our ability to settle disputes with
our customers and suppliers; competition in the medical device industry in China and internationally; and general economic and
business conditions in the countries in which we operate. The anticipated results for 2014 remain subject to the finalization of
Mindray's year-end closing, reporting and audit processes, particularly as related to, among others, accrued expenses, income taxes,
share-based compensation expenses, and expenses and/or amortization of intangible assets. The financial information contained in
this release should be read in conjunction with the consolidated financial statements and notes thereto included in our public
filings with the Securities and Exchange Commission. For a discussion of other important factors that could adversely affect our
business, financial condition, results of operations and prospects, see "Risk Factors" beginning on page 5 of our annual
report on Form 20-F filed on April 28, 2014. Our results of operations for the fourth quarter of 2014 and for fiscal year 2014
are not necessarily indicative of our operating results for any future periods. Any projections in this release are based on limited
information currently available to us, which is subject to change. Although such projections and the factors influencing them will
likely change, we will not necessarily update the information. Such information speaks only as of the date of this release.
About Mindray
We are a leading developer, manufacturer
and marketer of medical devices worldwide. We maintain our global headquarters in Shenzhen, China, U.S. headquarters in Mahwah,
New Jersey and multiple sales offices in major international markets. From our main manufacturing and engineering base in China,
we supply through our worldwide distribution network a broad range of products across three primary business segments, namely patient
monitoring and life support, in-vitro diagnostic, and medical imaging systems. For more information, please visit http://ir.mindray.com.
For investor and media inquiries, please
contact:
In China:
Cathy Gao
Mindray Medical International Limited
Tel: +86-755-8188-8023
Email: cathy.gao@mindray.com
In the U.S.:
Hoki Luk
Western Bridge, LLC
Tel: +1-646-808-9150
Email: hoki.luk@westernbridgegroup.com
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