0001104659-15-044393.txt : 20150610 0001104659-15-044393.hdr.sgml : 20150610 20150610060203 ACCESSION NUMBER: 0001104659-15-044393 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20150630 FILED AS OF DATE: 20150610 DATE AS OF CHANGE: 20150610 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Mecox Lane Ltd CENTRAL INDEX KEY: 0001501775 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34904 FILM NUMBER: 15922220 BUSINESS ADDRESS: STREET 1: 22ND FLOOR, GEMS TOWER STREET 2: BUILDING 20, NO. 487, TIANLIN ROAD CITY: SHANGHAI STATE: F4 ZIP: 200233 BUSINESS PHONE: (86-21) 6495 0500 MAIL ADDRESS: STREET 1: 22ND FLOOR, GEMS TOWER STREET 2: BUILDING 20, NO. 487, TIANLIN ROAD CITY: SHANGHAI STATE: F4 ZIP: 200233 6-K 1 a15-13614_16k.htm 6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of June 2015

 


 

Commission File Number: 001-34904

 


 

MECOX LANE LIMITED

 

Room 302, Qilai Building,

No. 889, Yishan Road

Shanghai 200233

People’s Republic of China

(86-21) 3108 1111

(Address of principal executive offices)

 

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   x   Form 40-F  o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

 

Indicate by check mark whether 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  o   No  x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

 

82-  N/A

 

 

 



 

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.

 

 

MECOX LANE LIMITED

 

 

 

By:

/s/ Michael Guisheng Liu

 

Name:

Michael Guisheng Liu

 

Title:

Acting Chief Financial Officer

 

Date: June 10, 2015

 

2



 

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press Release

 

 

 

99.2

 

Press Release

 

3


EX-99.1 2 a15-13614_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Mecox Lane Limited Announces Results of 2015 Annual General Meeting

 

SHANGHAI, June 5, 2015 — Mecox Lane Limited (“Mecox Lane” or the “Company”) (Nasdaq: MCOX), a multi-brand and multi-channel retailer of health, beauty and lifestyle products in China, today announced that it held its annual general meeting of shareholders in Hong Kong on June 5, 2015.  Each of the proposals submitted for shareholders’ approval was approved.

 

Specifically, Mecox Lane’s shareholders approved the following proposals:

 

1.              Re-election of Mr. Fan Zhang as a Director and Chairman of the Company;

2.              Re-election of Ms. Yang Wang as a Director and Vice Chairman of the Company;

3.              Re-election of Ms. Ye Wang as a Director of the Company;

4.              Re-election of Mr. Yili Wu as a Director of the Company;

5.              Re-election of Mr. Yanshi Jin as a Director of the Company;

6.              Re-election of Mr. Xiongsheng Yang as a Director of the Company;

7.              Re-election of Mr. Xiaohua Li as a Director of the Company; and

8.              Authorization of each of the Directors to take any and every action that might be necessary to effect the foregoing resolutions as such Director, in his or her absolute discretion, thinks fit.

 

About Mecox Lane Limited

 

Mecox Lane Limited (NASDAQ: MCOX) is a multi-brand and multi-channel retailer in China specialized in health, beauty and lifestyle products. Since the Company’s founding in 1996 and its listing on the Nasdaq Global Select Market in 2010, Mecox Lane has focused on the evolving fashion and lifestyle needs of China’s young women through multiple retail channels. As part of a strategy shift under new management and in response to current market trends, the Company focuses on providing its broad base of urban and upwardly mobile customers with health and beauty products that are in step with their increasingly wellness-focused lifestyles. For more information on Mecox Lane, please visit http://ir.mecoxlane.com.

 

For investor and media inquiries please contact:

 

Christina Hou

Mecox Lane Limited

Tel: +86-21-3108-1111 Ext. 8161

Email: ir@mecoxlane.com

 

Derek Mitchell

Ogilvy Financial

In the U.S.: +1 (646) 867-1888

In China: +86 (10) 8520-6139

Email: mcox@ogilvy.com

 


EX-99.2 3 a15-13614_1ex99d2.htm EX-99.2

Exhibit 99.2

 

Mecox Lane Limited Announces First Quarter 2015 Results

First-quarter net revenues increase 20.1% year over year

 

SHANGHAI, June 8, 2015 — Mecox Lane Limited (“Mecox Lane” or the “Company”) (NASDAQ: MCOX), a multi-brand and multi-channel retailer of health, beauty and lifestyle products in China, today announced its unaudited financial results for the first quarter ended March 31, 2015.

 

First Quarter 2015 Highlights

 

·                  Net revenues increased 20.1% year over year to $12.5 million, compared to $10.4 million in the first quarter of 2014

·                  Gross profit1 was $8.1 million, compared to $7.5 million in the first quarter of 2014

·                  Gross margin was 65.2%, compared to 71.7% in the first quarter of 2014

·                  Net income was $0.6 million, compared to a net loss of $5.8 million in the first quarter of 2014

 

“Our efforts in expanding our health, beauty and lifestyle products business were reflected in strong topline growth during the first quarter of 2015,” said Mecox Lane’s director and chief executive officer, Ms. Ingrid Wang. “In addition to offering new proprietary products during the quarter, we engaged in corporate branding and product promotions and revamped our online customer engagement channels to help attract and retain customers. Going forward, we will tailor our marketing activities based on customer profiles and continue to utilize social media and other marketing and customer engagement tools to help improve repeat purchases and conversion rates.”

 

First Quarter 2015 Results

 

The Company presents its financial results on a year-over-year basis between the first quarter of 2015 and the first quarter of 2014, as in the following paragraphs. Mecox Lane completed the spin-off of its apparel and accessories business on September 18, 2014. Following the spin-off, financial results related to the apparel and accessories business were reclassified as discontinued operations for the fiscal quarter ended March 31, 2014. The following results reflect the Company’s continuing operations.

 

Total Net Revenues

 

Total net revenues were $12.5 million in the first quarter of 2015, representing a 20.1% increase from $10.4 million in the first quarter of 2014. The increase was mainly due to strong results from the launch of new proprietary products including a functional nutrition enzyme supplement and a collagen skein skin care product, along with other Chinese New Year promotion activities.

 

Cost of Goods Sold2

 

Cost of goods sold was $4.3 million in the first quarter of 2015, representing an increase of 47.9% from $2.9 million in the first quarter of 2014.

 


1 Gross profit excludes the impact of depreciation and amortization expenses.

2 Cost of goods sold excludes depreciation and amortization expenses.

 



 

Gross Profit and Gross Margin

 

Gross profit was $8.1 million in the first quarter of 2015, representing a 9.2% increase from $7.5 million in the first quarter of 2014. Gross margin was 65.2% in the first quarter of 2015, compared to 71.7% in the first quarter of 2014. The decrease in gross margin was mainly due to supplier discounts for SONOKO-brand products in the first quarter of 2014, which led to higher margins, as well as increases in loyalty promotions and cash coupons used to attract new customers in the first quarter of 2015.

 

Operating Expenses

 

Total operating expenses were $7.5 million in the first quarter of 2015, representing a 40.3% increase from $5.3 million in the first quarter of 2014.

 

Selling, general and administrative expenses (SG&A) were $6.8 million in the first quarter of 2015, representing a 31.9% increase from $5.2 million in the first quarter of 2014, primarily due to higher sales bonuses, general increased payroll and social welfare costs, as well as an increase of $0.4 million in marketing expenses related to corporate brand building.

 

Income from Operations

 

Income from operations was $0.6 million in the first quarter of 2015, compared to income from operations of $2.1 million in the first quarter of 2014.

 

Income from Continuing Operations

 

Income from continuing operations was $0.6 million in the first quarter of 2015, compared to income from continuing operations of $0.8 million in the first quarter of 2014.

 

Net Income (Loss) and Net Income (Loss) per ADS

 

Net income was $0.6 million in the first quarter of 2015, compared to a net loss of $5.8 million in the first quarter of 2014. Non-GAAP net income3 was $0.6 million in the first quarter of 2015, compared to non-GAAP net loss of $5.0 million in the first quarter of 2014.

 

Basic and diluted net income from continuing operations per American depositary share (“ADS”) attributable to Mecox Lane shareholders were $0.05 in the first quarter of 2015, compared to $0.06 per ADS in the first quarter of 2014. One ADS represents 35 ordinary shares.

 

Basic and diluted net income from discontinued operations per ADS attributable to Mecox Lane shareholders were nil in the first quarter of 2015, compared to basic and diluted net loss from discontinued operations per ADS attributable to Mecox Lane shareholders of $0.51 in the first quarter of 2014.

 

Cash and Short-term Investments

 

As of March 31, 2015, Mecox Lane had cash and cash equivalents totaling $17.9 million, compared to $18.2 million as of December 31, 2014. Short-term investments as of March 31, 2015 were $0.7 million, compared to $0.7 million as of December 31, 2014, all of which were structured term bank deposits.

 


3 Non-GAAP net loss and non-GAAP net income exclude share-based compensation expenses. The non-GAAP measures and related reconciliations to GAAP measures are described in the accompanying sections of “About Non-GAAP Financial Measures” and the accompanying table of “Mecox Lane Limited — Consolidated Statement of Operations Information — Reconciliations of Non-GAAP Financial Measures to Comparable GAAP Measures” at the end of this press release.

 



 

Conference Call Information

 

Mecox Lane management will hold an earnings conference call at 8:00 p.m. U.S. Eastern Time on Monday, June 8 (8:00 a.m. Shanghai/Hong Kong Time on Tuesday, June 9) to discuss the Company’s financial results and operational highlights and to answer questions.

 

A brief presentation to accompany the earnings call will be available on the Company’s website (http://ir.mecoxlane.com/events.cfm) at 6:00 p.m. U.S. Eastern Time on Monday, June 8 (6:00 a.m. Shanghai/Hong Kong Time on Tuesday, June 9).

 

The dial-in numbers and passcode for the conference call are as follows:

 

U.S. (toll-free): 1-855-500-8701

Mainland China: 400-120-0654

International: +65-6723-9385

Hong Kong: 852-3018-6776

Passcode: 60657403

 

About Mecox Lane Limited

 

Mecox Lane Limited (Nasdaq: MCOX) is a multi-brand and multi-channel retailer in China specialized in health, beauty and lifestyle products. Since the Company’s founding in 1996 and its listing on the Nasdaq Global Select Market in 2010, Mecox Lane has focused on the evolving fashion and lifestyle needs of China’s young women through multiple retail channels. As part of a strategy shift under new management and in response to current market trends, the Company focuses on providing its broad base of urban and upwardly mobile customers with health and beauty products that are in step with their increasingly wellness-focused lifestyles. For more information on Mecox Lane, please visit http://ir.mecoxlane.com.

 

Safe Harbor: Forward Looking Statements

 

This press release contains forward-looking statements made under the “safe harbor” provisions of Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements can be identified by terminology such as “may,” “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “aims,” “estimates,” “confident,” “likely to” and similar statements. Among other things, the quotations from management in this press release, as well as the Company’s strategic and operational plans, contain forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the Company’s business strategies and initiatives as well as its business plans; the Company’s future business development, results of operations and financial condition; changes in the Company’s revenues and cost or expense items; the Company’s expectations with respect to increased revenue growth and its ability to sustain profitability; the Company’s products under development or planning; the Company’s ability to attract customers and further enhance its brand recognition; trends and competition in the industry in which the Company operates; the failure of the markets to grow at the projected rates; the rapidly changing nature of the industry in which the Company operates; and significant uncertainties of any projections or estimates relating to the growth prospects or future condition of the market. If any one or more of the assumptions underlying the market data turns out to be incorrect, actual results may differ from the projections based on these assumptions. You should not place undue reliance on these forward-looking statements. Further information regarding these and other risks is included in the Company’s annual report on Form 20-F as well as in its other filings with the Securities and Exchange Commission. All information provided in this press release is current as of the date of the press release, and the Company undertakes no duty to update such information, except as required under applicable law.

 



 

About Non-GAAP Financial Measures

 

To supplement Mecox Lane’s consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles (“GAAP”), Mecox Lane uses in this press release non-GAAP net income (loss), which excludes share-based compensation expenses. The presentation of the non-GAAP financial measure is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP.

 

Mecox Lane believes that the non-GAAP financial measure facilitates investors’ and management’s comparisons to Mecox Lane’s historical performance and assists management’s financial and operational decision making. A limitation of using the non-GAAP financial measure is that share-based compensation expenses are recurring expenses that will continue to exist in Mecox Lane’s business for the foreseeable future. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from the non-GAAP measure. The accompanying table has more details on the reconciliation between the non-GAAP financial measure and its most directly comparable GAAP financial measure.

 

For investor and media inquiries please contact:

 

Christina Hou

Mecox Lane Limited

Tel: +86 (21) 3108-1111 Ext. 8161

Email: ir@mecoxlane.com

 

Derek Mitchell

Ogilvy Financial

In the U.S.: +1 (646) 867-1888

In China: +86 (10) 8520-6139

Email: mcox@ogilvy.com

 



 

Mecox Lane Limited

Unaudited Consolidated Balance Sheet

 

 

 

December 31,

 

March 31,

 

 

 

2014

 

2015

 

 

 

$

 

$

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

18,180,733

 

17,943,559

 

Short-term investments

 

653,700

 

651,232

 

Accounts receivable

 

1,206,780

 

406,426

 

Other receivables

 

1,588,285

 

1,259,360

 

Advances to suppliers and prepaid expenses

 

806,758

 

986,384

 

Merchandise inventories

 

3,075,386

 

2,908,221

 

 

 

 

 

 

 

Total current assets

 

25,511,642

 

24,155,182

 

Property and equipment, net

 

37,249,769

 

36,649,853

 

Prepaid land use right

 

5,656,453

 

5,606,277

 

Intangible assets, net

 

473,419

 

404,296

 

Other non-current assets

 

257,547

 

256,575

 

 

 

 

 

 

 

TOTAL ASSETS

 

69,148,830

 

67,072,183

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

6,242,761

 

5,329,020

 

Advances from customers

 

2,790,812

 

2,942,520

 

Accrued expenses

 

3,441,317

 

2,361,540

 

Other current liabilities

 

2,570,288

 

1,734,614

 

Income tax payable

 

1,751,744

 

1,750,819

 

 

 

 

 

 

 

Total current liabilities

 

16,796,922

 

14,118,513

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

Ordinary shares ($0.0001 par value; 10,000,000,000 shares authorized, 455,223,849 shares issued, and outstanding as of December 31, 2014 and March 31, 2015)

 

45,523

 

45,523

 

Additional paid-in capital

 

169,817,779

 

169,817,779

 

Accumulated deficit

 

(125,124,090

)

(124,480,846

)

Accumulated other comprehensive income

 

7,228,441

 

7,186,959

 

Statutory reserve

 

284,255

 

284,255

 

 

 

 

 

 

 

Total Mecox Lane Limited equity

 

52,251,908

 

52,853,670

 

Noncontrolling interests

 

100,000

 

100,000

 

 

 

 

 

 

 

Total equity

 

52,351,908

 

52,953,670

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

69,148,830

 

67,072,183

 

 



 

Mecox Lane Limited

Unaudited Consolidated Statements of Comprehensive Income (Loss)

 

 

 

Three-months Ended March 31,

 

 

 

2014

 

2015

 

 

 

$

 

$

 

Net revenues

 

10,390,693

 

12,481,698

 

 

 

 

 

 

 

Cost of goods sold (excluding depreciation and amortization)

 

2,937,632

 

4,344,224

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

Selling, general and administrative expenses

 

5,169,738

 

6,818,380

 

Depreciation and amortization

 

178,214

 

686,463

 

Other operating income, net

 

 

(3,075

)

 

 

 

 

 

 

Total operating expenses

 

5,347,952

 

7,501,768

 

 

 

 

 

 

 

Income from operations

 

2,105,109

 

635,706

 

Interest expense

 

(15,988

)

 

Interest income

 

84,552

 

133,809

 

Other income (loss), net

 

(306,328

)

(126,271

)

 

 

 

 

 

 

Income before income taxes, equity in an affiliate and noncontrolling interests

 

1,867,345

 

643,244

 

Income tax expense

 

 

 

 

 

 

 

 

 

Income before equity in an affiliate and noncontrolling interests

 

1,867,345

 

643,244

 

Loss from equity in an affiliate

 

(1,116,119

)

 

 

 

 

 

 

 

Income from continuing operations

 

751,226

 

643,244

 

 

 

 

 

 

 

Loss on discontinued operations, net of tax nil (1)

 

(6,549,733

)

 

 

 

 

 

 

 

Net profit (loss)

 

(5,798,507

)

643,244

 

Accretion of noncontrolling interest

 

3,836

 

 

Net loss attributable to noncontrolling interests

 

(3,836

)

 

Net loss attributable to Mecox Lane Limited shareholders

 

(5,798,507

)

643,244

 

 

 

 

 

 

 

Net income per share attributable to Mecox Lane-Basic

 

 

 

 

 

Income from continuing operations

 

0.00

 

0.00

 

Loss on discontinued operations

 

(0.01

)

0.00

 

Net income per share attributable to Mecox Lane-Diluted

 

 

 

 

 

Income (loss) from continuing operations

 

0.00

 

0.00

 

Loss on discontinued operations

 

(0.01

)

0.00

 

Net income per ADS attributable to Mecox Lane-Basic

 

 

 

 

 

Income (loss) from continuing operations

 

0.06

 

0.05

 

Loss on discontinued operations

 

(0.51

)

0.00

 

Net income per ADS attributable to Mecox Lane-Diluted

 

 

 

 

 

Income (loss) from continuing operations

 

0.06

 

0.05

 

Loss on discontinued operations

 

(0.51

)

0.00

 

Weighted average ordinary shares used in per share calculation

 

 

 

 

 

Basic

 

447,103,510

 

455,223,849

 

Diluted

 

447,245,531

 

455,223,849

 

Weighted average ADS used in per share calculation (2)

 

 

 

 

 

Basic

 

12,774,386

 

13,006,395

 

Diluted

 

12,778,444

 

13,006,395

 

 


(1) Following the disposal of apparel and accessories business (or “A&A”) in September 2014, the A&A business had been reclassified to discontinued operations for the fiscal quarter ended March 31, 2014.

 



 

(2) ADS amounts adjusted for a change in the ratio of the Company’s American Depositary Shares (“ADSs”) to ordinary shares (“Shares”) from 1:7 to 1:35 (“Ratio Change”), effective as of February 1, 2013.

 

Other comprehensive income (loss), net of tax of nil

 

 

 

 

 

Change in cumulative foreign currency translation adjustment

 

(264,383

)

(41,482

)

Other comprehensive income (loss), net of tax

 

(264,383

)

(41,482

)

 

 

 

 

 

 

Comprehensive loss attributable to Mecox Lane Limited shareholders

 

(6,062,890

)

601,762

 

 

 

 

 

 

 

Reconciliations of Non-GAAP Financial Measures to Comparable GAAP Measures

 

 

 

 

 

Non-GAAP net loss (1)

 

(5,043,100

)

643,244

 

 


Note (1) We define non-GAAP net income (loss), a non-GAAP financial measure, as net income (loss) excluding share-based compensation expenses. We review non-GAAP net income (loss) together with net income (loss) to obtain a better understanding of our operating performance. We also believe it is useful supplemental information for investors and analysts to assess our operating performance without the effect of non-cash sharebased compensation expenses, which have been and will continue to be significant recurring expenses in our business. However, the use of non-GAAP net income (loss) has material limitations as an analytical tool. One of the limitations of using non-GAAP net income (loss) is that it does not include all items that impact our net income (loss) for the period. In addition, because non-GAAP net income (loss) is not calculated in the same manner by all companies, it may not be comparable to other similar titled measures used by other companies. In light of the foregoing limitations, you should not consider non-GAAP net income (loss) in isolation from or as an alternative to net income (loss) prepared in accordance with U.S. GAAP.

 

The following table sets forth the reconciliation of non-GAAP net income (loss), a non-GAAP financial measure, from net income (loss), our most directly comparable financial measure presented in accordance with U.S. GAAP, for the periods indicated.

 

 

 

Three-month Periods Ended
March 31,

 

 

 

2014

 

2015

 

 

 

$

 

$

 

Net loss

 

(5,798,507

)

643,244

 

Add back: Share-based compensation expenses

 

755,407

 

 

 

 

 

 

 

 

Non-GAAP net loss

 

(5,043,100

)

643,244