Beijing, China – August 12, 2008 – Agria Corporation (NYSE: GRO) (the “Company” or “Agria”), an innovative China-based agri-solutions provider, today announced its financial results for the second quarter ended June 30, 2008.
Revenues for the second quarter of 2008 were RMB 143.3 million (US$20.9 million), as compared to revenues of RMB 160.7 million for the second quarter of 2007. In the second quarter of 2008, gross profit was RMB 64.3 million (US$9.4 million) as compared to RMB 99.8 million in the second quarter of 2007. In the second quarter of 2008, gross margins were 30%, 60% and 51% from the Company’s corn seed, sheep breeding and seedling segments, respectively.
For the second quarter of 2008, net loss was RMB 687.2 million (US$100.2 million) or net loss of RMB 10.87 (US$1.59) per basic and diluted ADS, compared to net income of RMB 92.4 million in same period last year, or net income of RMB 1.85 and RMB 1.84 per basic and diluted ADS respectively. The net loss in the second quarter of 2008 is primarily due to the RMB 702.3 million (US$ 102.4 million) payment by our major shareholder, Brothers Capital Limited, to management of P3A (please refer to our press release dated June 2, 2008; the “P3A Payment”). This payment from our major shareholder, Brothers Capital Limited, to management of P3A resulted in a non-cash charge to Agria. The second quarter also reflects other share-based compensation expense of RMB 10.4 million (US$1.5 million), as well as the impact of recognizing a deferred income tax expense of RMB 13.7 million (US$2.0 million) relating to P3A in the second quarter of 2008, which did not exist in the same period in 2007. Excluding the above mentioned non-cash compensation expenses (the P3A Payment and other share-based compensation), net income for the second quarter of 2008 (non-GAAP) was RMB 25.5 million (US$3.7 million) or net income of RMB 0.40 (US$0.06) per basic and diluted ADS.
The Company had cash and cash equivalents of RMB 1.28 billion (US$187.3 million) as of June 30, 2008.
Kenneth Hua Huang, Agria’s chief executive officer, commented, “We are encouraged with our improved performance as revenue in the second quarter of 2008 came in above prior guidance. As expected, revenue derived from our sheep breeding segment started to rebound in Q2 given the completion of our facility centralization and technology upgrade this past May. We expect continued improvement through the second half of the year as our operation is now geared-up. ”
Business Outlook
Huang, stated, “Per typical seasonality, we expect corn seed sales to be nil in the third quarter with a resumption in sales in the fourth quarter. We are targeting sequential growth through the remainder of the year in sales derived from our sheep breeding segment. Per typical seasonality we would expect sales in our seedling segment to decline in the third quarter compared to the second quarter, followed by an uptick in the fourth quarter. As we look forward, our goal is to maximize company and shareholder value. We are focused on building Agria into one of the agri-solution industry’s leading companies through the development of a strong research and development organization in each of our three business segments, through continued organic growth, the pursuit of acquisitions, and the establishment of the Agria brand in each of our business segments.”
Based on current business conditions, Agria expects to generate total revenues in the range of approximately RMB 76 million (US$11 million) to RMB 80 million (US$11.7 million) for the third quarter of 2008, representing a year-on-year increase, as compared to RMB 73 million in the third quarter of 2007. For the full year 2008, Agria reiterates prior expectations for total revenues in the range of approximately RMB 738 million (US$108 million) to RMB 771 million (US$112 million), representing year-on-year growth in the range by approximately 10% to 15%, respectively. This forecast reflects Agria’s current and preliminary view, which is subject to change, and is expected to be back-end weighted to the fourth quarter due to normal seasonality of the industry as corn seed revenue is typically nil in the third quarter with the major selling season occurring in the fourth quarter.
Convenience Currency Translation
The conversion of RMB into U.S. dollars in this release, made solely for the convenience of the reader, is based on the noon buying rate in The City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York. For the second quarter of 2008, the rate is as of June 30, 2008, which was RMB 6.8591 to US$1.0000. No representation contained herein is intended to imply that the RMB amounts could have been, or could be, converted, realized or settled into U.S. dollars at that rate on June 30, 2008, or at any other date. The percentages stated in this press release are calculated based on RMB.
Investor Conference Call / Webcast Details
The dial-in number for the live audio call beginning on August 12, 2008 at 8:00 a.m. U.S. Eastern Time (8:00 p.m. August 12, 2008 in Beijing) is +1-201-689-8560. A live webcast of the conference call will be available on Agria’s website at www.agriacorp.com.
A replay of the call will be available approximately 2 hours after the conclusion of the live call through midnight on August 26, 2008, U.S. Eastern Time (12 p.m., August 27, 2008 in Beijing) by telephone at +1-201-612-7415. To access the replay use conference ID#292551, with account #3055. A webcast replay will also be available at www.agriacorp.com.
About Agria Corporation
Agria Corporation (NYSE: GRO) is an innovative China-based agri-solutions provider focusing on research and development, production and distribution of three different types of upstream agricultural products. Its diversified portfolio of products comprises corn seeds, sheep breeding and seedlings, including proprietary products. The Company has access to approximately 27,000 acres of farmland in seven provinces and its extensive distribution network provides direct or third party distribution in 14 provinces. For more information about Agria Corporation, please visit www.agriacorp.com.
Contacts:
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In China: |
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In the U.S.: |
Matt Feng, Investor Relations |
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David Pasquale, Senior Vice President |
China Tel: 133-1130-0320 |
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U.S. Tel: +914-337-1117 |
matt.feng@agriacorp.com |
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david.pasquale@agriacorp.com |
Safe Harbor Statement:
This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. Agria may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission on Forms 20-F and 6-K, etc., in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Agria’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Potential risks and uncertainties include, but are not limited to, those risks outlined in Agria’s filings with the U.S. Securities and Exchange Commission. All information provided in this press release is as of the date of this announcement unless otherwise stated, and Agria does not undertake any obligation to update any forward-looking statement, except as required under applicable law.
Non-GAAP Financial Measures
To supplement our consolidated financial information prepared in accordance with U.S. GAAP, Agria Corporation uses non-GAAP measures of net income and earnings per share and per ADS, which are adjusted to exclude non-cash compensation expenses. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. For more information on these non-GAAP financial measures, please see the tables captioned “Reconciliations of non-GAAP Measures” set forth at the end of this release.
Agria believes that these non-GAAP financial measures provide meaningful supplemental information regarding its performance and liquidity by excluding non-cash compensation expenses that may not be indicative of its operating performance from a cash perspective. We believe that both management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning and forecasting future periods. These non-GAAP financial measures also facilitate management’s internal comparisons to Agria’s historical performance and liquidity. Agria intends to compute its non-GAAP financial measures using the same consistent method from quarter to quarter. We believe these non-GAAP financial measures are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its financial and operational decision making. A limitation of using non-GAAP net income and earnings per share and per ADS excluding non-cash compensation expenses is that these non-GAAP measures exclude non-cash compensation charge that has been and may continue to be for the foreseeable future a significant recurring expense in our business. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables have more details on the reconciliations between GAAP financial measures that are most directly comparable to non-GAAP financial measures.
Agria Corporation
Consolidated Statements of Operations |
(In thousands of RMB, except per share and per ADS data) |
(Unaudited) |
|
|
|
|
Three months ended |
Six months ended |
|
30-June |
30-June |
30-June |
30-June |
|
2007 |
2008 |
2007 |
2008 |
Revenue: |
|
|
|
|
Corn seeds |
40,867 |
62,989 |
133,853 |
164,897 |
Sheep breeding products |
90,851 |
46,744 |
110,599 |
51,211 |
Seedlings |
28,995 |
33,529 |
34,955 |
41,602 |
Total revenue |
160,713 |
143,262 |
279,407 |
257,710 |
|
|
|
|
|
Cost of revenue: |
|
|
|
|
Corn seeds |
(27,138) |
(44,013) |
(80,395) |
(105,772) |
Sheep breeding products |
(24,207) |
(18,573) |
(30,543) |
(27,169) |
Seedlings |
(9,526) |
(16,369) |
(10,679) |
(17,536) |
Total cost of revenue |
(60,871) |
(78,955) |
(121,617) |
(150,477) |
Gross profit |
99,842 |
64,307 |
157,790 |
107,233 |
|
|
|
|
|
Operating expense(Note 1): |
|
|
|
|
Selling expenses |
(4,377) |
(4,592) |
(7,937) |
(8,606) |
General and administrative expenses |
(1,917) |
(733,312) |
(3,562) |
(822,160) |
Research and development expenses |
(512) |
(3,185) |
(1,025) |
(6,362) |
Total operating expenses |
(6,806) |
(741,089) |
(12,524) |
(837,128) |
|
|
|
|
|
Operating profit/(loss) |
93,036 |
(676,782) |
145,266 |
(729,895) |
Interest income |
71 |
7,856 |
150 |
18,427 |
Interest expense |
(839) |
(379) |
(2,239) |
(831) |
Exchange loss |
-- |
(5,083) |
-- |
(10,273) |
Other income |
174 |
990 |
174 |
993 |
Other expense |
-- |
(138) |
-- |
(4,329) |
Income /(loss) before income tax |
92,442 |
(673,536) |
143,351 |
(725,908) |
Income tax |
-- |
(13,655) |
-- |
(19,288) |
Net income/(loss) |
92,442 |
(687,191) |
143,351 |
(745,196) |
|
|
|
|
|
Earnings/(loss) per share: |
|
|
|
|
-Basic |
RMB0.92 |
RMB(5.44) |
RMB1.43 |
RMB(5.90) |
-Diluted |
RMB0.92 |
RMB(5.44) |
RMB1.43 |
RMB(5.90) |
|
|
|
|
|
Weighted average number of ordinary shares outstanding: |
|
|
|
-Basic |
100,000,000 |
126,400,000 |
100,000,000 |
126,400,000 |
-Diluted |
100,237,363 |
126,400,000 |
100,119,337 |
126,400,000 |
|
|
|
|
|
Earnings/(loss) per ADS (Note 2): |
|
|
|
|
-Basic |
RMB1.85 |
RMB(10.87) |
RMB2.87 |
RMB(11.79) |
-Diluted |
RMB1.84 |
RMB(10.87) |
RMB2.86 |
RMB(11.79) |
|
|
|
|
|
Note 1: |
|
|
|
|
P3A cash payment included in G&A expense |
-- |
(62,340) |
-- |
(126,992) |
|
|
|
|
|
Share based compensation expense is included in: |
|
|
|
|
General and administrative expenses |
-- |
(650,280) |
-- |
(658,676) |
Research and development expenses |
-- |
(6) |
-- |
(12) |
Cost of revenue |
-- |
(75) |
-- |
(156) |
Total (Note a) |
-- |
(650,361) |
-- |
(658,844) |
Note a: Included in share-based compensation expense is an amount of RMB640,000, which relates to the P3A Payment |
|
|
|
|
Note 2: |
|
|
|
|
Each ADS represents two ordinary shares. |
|
|
|
|
Agria Corporation
Consolidated Statements of Operations |
(In thousands of US$, except per share and per ADS data) |
(Unaudited) |
|
|
|
|
|
|
Three months ended |
Six months ended |
|
|
30-June |
|
30-June |
|
|
2008 |
|
2008 |
Revenue: |
|
|
|
|
Corn seeds |
|
9,183 |
|
24,041 |
Sheep breeding products |
|
6,815 |
|
7,466 |
Seedlings |
|
4,888 |
|
6,065 |
Total revenue |
|
20,886 |
|
37,572 |
|
|
|
|
|
Cost of revenue: |
|
|
|
|
Corn seeds |
|
(6,417) |
|
(15,421) |
Sheep breeding products |
|
(2,708) |
|
(3,961) |
Seedlings |
|
(2,386) |
|
(2,556) |
Total cost of revenue |
|
(11,511) |
|
(21,938) |
Gross profit |
|
9,375 |
|
15,634 |
|
|
|
|
|
Operating expense (Note 1): |
|
|
|
|
Selling expenses |
|
(669) |
|
(1,255) |
General and administrative expenses |
|
(106,911) |
|
(119,864) |
Research and development expenses |
|
(464) |
|
(927) |
Total operating expenses |
|
(108,044) |
|
(122,046) |
|
|
|
|
|
Operating loss |
|
(98,669) |
|
(106,412) |
Interest income |
|
1,145 |
|
2,686 |
Interest expense |
|
(55) |
|
(121) |
Exchange loss |
|
(741) |
|
(1,498) |
Other income |
|
144 |
|
145 |
Other expense |
|
(20) |
|
(631) |
Loss before income tax |
|
(98,196) |
|
(105,831) |
Income tax |
|
(1,991) |
|
(2,812) |
Net loss |
|
(100,187) |
|
(108,643) |
|
|
|
|
|
Loss per share: |
|
|
|
|
-Basic |
|
US$(0.79) |
|
US$(0.86) |
-Diluted |
|
US$(0.79) |
|
US$(0.86) |
Weighted average number of ordinary shares outstanding: |
|
|
|
-Basic |
|
126,400,000 |
|
126,400,000 |
-Diluted |
|
126,400,000 |
|
126,400,000 |
|
|
|
|
|
Loss per ADS (Note 2): |
|
|
|
|
-Basic |
|
US$(1.59) |
|
US$(1.72) |
-Diluted |
|
US$(1.59) |
|
US$(1.72) |
|
|
|
|
|
Note 1: |
|
|
|
|
P3A cash payment included in G&A expense |
|
(9,089) |
|
(18,514) |
Share based compensation expense is included in: |
|
|
|
|
General and administrative expenses |
|
(94,805) |
|
(96,029) |
Research and development expenses |
|
(1) |
|
(2) |
Cost of revenue |
|
(11) |
|
(23) |
Total (Note a) |
|
(94,817) |
|
(96,054) |
Note a: Included in share-based compensation expense is an amount of US$93,307, which relates to the P3A Payment. |
|
|
|
|
Note 2: |
|
Each ADS represents two ordinary shares. |
|
Agria Corporation
Reconciliation of Non-GAAP measures |
(In thousands of RMB, except per share and per ADS data) |
(Unaudited) |
|
|
|
|
Three months ended |
Six months ended |
|
30-June |
30-June |
30-June |
30-June |
|
2007 |
2008 |
2007 |
2008 |
|
|
|
|
|
Net income/(loss) |
92,442 |
(687,191) |
143,351 |
(745,196) |
Non-cash compensation expense (Note 1) |
-- |
712,701 |
-- |
785,836 |
|
|
|
|
|
Non-GAAP net income |
92,442 |
25,510 |
143,351 |
40,640 |
|
|
|
|
|
Net income/(loss) per ADS – basic |
RMB1.85 |
RMB(10.87) |
RMB2.87 |
RMB(11.79) |
Net income/(loss) per ADS – diluted |
RMB1.84 |
RMB(10.87) |
RMB2.86 |
RMB(11.79) |
|
|
|
|
|
Non-GAAP net income per ADS – basic |
RMB1.85 |
RMB0.40 |
RMB2.87 |
RMB0.64 |
Non-GAAP net income per ADS – diluted |
RMB1.84 |
RMB0.40 |
RMB2.86 |
RMB0.64 |
|
|
|
|
|
Weighted average shares used in calculating non-GAAP basic net income per ADS |
50,000,000 |
63,200,000 |
50,000,000 |
63,200,000 |
Weighted average shares used in calculating non-GAAP diluted net income per ADS |
50,118,682 |
63,219,482 |
50,059,669 |
63,209,741 |
|
|
|
|
Agria Corporation
Reconciliation of Non-GAAP measures |
|
(In thousands of US$, except per share and per ADS data) |
|
(Unaudited) |
|
|
|
|
|
|
|
Three months ended |
Six months ended |
|
|
|
30-June |
|
30-June |
|
|
|
2008 |
|
2008 |
|
|
|
|
|
|
|
Net loss |
|
(100,187) |
|
(108,643) |
|
Non-cash compensation expense (Note 1) |
|
103,906 |
|
114,568 |
|
|
|
|
|
|
|
Non-GAAP net income |
|
3,719 |
|
5,925 |
|
|
|
|
|
|
|
Net loss per ADS – basic |
|
US$(1.59) |
|
US$(1.72) |
|
Net loss per ADS – diluted |
|
US$(1.59) |
|
US$(1.72) |
|
|
|
|
|
|
|
Non-GAAP net income per ADS – basic |
|
US$0.06 |
|
US$0.09 |
|
Non-GAAP net income per ADS – diluted |
|
US$0.06 |
|
US$0.09 |
|
|
|
|
|
|
|
Weighted average shares used in calculating non-GAAP basic net income per ADS |
|
63,200,000 |
|
63,200,000 |
|
Weighted average shares used in calculating non-GAAP diluted net income per ADS |
|
63,219,482 |
|
63,209,741 |
|
|
|
|
|
|
|
Note 1: Non-cash compensation in the 3 and 6 month periods of 2008 includes compensation charge of RMB 702,340 (US$102,396) and RMB 766,992 (US$111,821), respectively, related to the P3A Payment. |
|
Note 2: Each ADS represents two common shares. |
|
|
Agria Corporation
Consolidated Balance Sheets |
|
(In thousands) |
|
|
|
(Audited) |
|
(Audited) |
|
|
(Unaudited) |
|
31-Dec |
|
31-Dec |
|
|
30-June |
|
2006 |
|
2007 |
|
|
2008 |
|
(RMB) |
|
(RMB) |
|
|
(US$) |
ASSETS |
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
Cash and cash equivalents |
42,782 |
|
1,387,153 |
|
|
187,315 |
Accounts receivable (net of allowance for doubtful accounts) |
156,440 |
|
200,757 |
|
|
23,366 |
Inventories |
58,007 |
|
59,937 |
|
|
5,013 |
Prepayments and other current assets |
22,584 |
|
48,626 |
|
|
8,224 |
Amounts due from related parties |
1,059 |
|
557 |
|
|
587 |
Total current assets |
280,872 |
|
1,697,030 |
|
|
224,505 |
|
|
|
|
|
|
|
Non-current assets: |
|
|
|
|
|
|
Property, plant and equipment, net |
40,126 |
|
65,680 |
|
|
11,494 |
Investment |
205 |
|
205 |
|
|
30 |
Intangible assets, net |
74,437 |
|
189,499 |
|
|
48,192 |
Non-current prepayments |
-- |
|
14,127 |
|
|
1,190 |
Deferred tax assets |
-- |
|
529 |
|
|
77 |
Other assets, net |
94,836 |
|
104,466 |
|
|
14,545 |
Total non-current assets |
209,604 |
|
374,506 |
|
|
75,528 |
Total assets |
490,476 |
|
2,071,536 |
|
|
300,033 |
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
Short-term bank borrowings |
36,900 |
|
15,160 |
|
|
1,283 |
Long-term bank borrowing, current portion |
1,500 |
|
-- |
|
|
-- |
Accounts payable |
27,161 |
|
9,011 |
|
|
149 |
Accrued expenses and other liabilities |
14,907 |
|
31,471 |
|
|
5,633 |
Deferred revenue |
-- |
|
1,122 |
|
|
-- |
Amount due to a shareholder |
29,992 |
|
-- |
|
|
-- |
Amounts due to related parties |
16,884 |
|
212 |
|
|
-- |
Total current liabilities |
127,344 |
|
56,976 |
|
|
7,065 |
|
|
|
|
|
|
|
Non-current liabilities: |
|
|
|
|
|
|
Deferred tax liability |
-- |
|
157,561 |
|
|
25,783 |
Amounts due to related parties |
8,996 |
|
8,792 |
|
|
1,282 |
Total non-current liabilities |
8,996 |
|
166,353 |
|
|
27,065 |
Total liabilities |
136,340 |
|
223,329 |
|
|
34,130 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders’ equity: |
|
|
|
|
|
|
Paid-up capital |
-- |
|
-- |
|
|
-- |
Additional paid-in capital |
8,098 |
|
1,561,933 |
|
|
343,454 |
Statutory reserves |
76,953 |
|
76,953 |
|
|
11,352 |
Accumulated other comprehensive loss |
-- |
|
(9,421) |
|
|
(12,150) |
Retained earnings / (accumulated loss) |
269,085 |
|
218,742 |
|
|
(76,753) |
Total shareholders’ equity |
354,136 |
|
1,848,207 |
|
|
265,903 |
Total liabilities and shareholders’ equity |
490,476 |
|
2,071,536 |
|
|
300,033 |
|
|
|
|
|
|
|
|