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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 OF

THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2014

Commission File Number: 001-34866

 

 

CHINA MING YANG WIND POWER GROUP LIMITED

 

 

Jianye Road, Mingyang Industry Park

National Hi-Tech Industrial Development Zone

Zhongshan, Guangdong 528437

People’s Republic of China

(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   ¨

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   x

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

TABLE OF CONTENTS

Exhibit 99.1 – Press release dated August 25, 2014

 

2


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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.

 

CHINA MING YANG WIND POWER GROUP LIMITED
By:  

/s/ Chuanwei Zhang

Name:   Chuanwei Zhang
Title:  

Chairman of the Board of Directors,

Chief Executive Officer

Date: August 25, 2014

 

3



Exhibit 99.1

MY Reports Second Quarter Unaudited Results, Signed Order Backlog Reaches 3.6GW

ZHONGSHAN, China, August 25, 2014 — China Ming Yang Wind Power Group Limited (“Ming Yang” or the “Company”) (NYSE: MY), a leading wind turbine manufacturer in China, today announced its unaudited financial results for the second quarter ended June 30, 2014.

Second Quarter 2014 Operating and Financial Highlights:

 

    Total wind turbine generators (“WTGs”) commissioned for which revenue was recognized amounted to an equivalent wind power project output of 303.5MW, or 153 units of 1.5MW and 37 units of 2.0MW WTGs, an increase of 88.5% compared to 161MW in Q2 2013.

 

    Total revenue was RMB935.6 million (US$150.8 million), an increase of 74.1% compared to RMB537.4 million in Q2 2013.

 

    Gross profit was RMB123.5 million (US$19.9 million), compared to RMB66.1 million in Q2 2013. Gross margin was 13.2%, an increase of 0.9 percentage point compared to 12.3% in Q2 2013.

 

    Total comprehensive income was RMB11.8 million (US$1.9 million), compared to total comprehensive loss of RMB87.4 million in Q2 2013.

 

    Basic and diluted earnings per share were RMB0.11 (US$0.02), compared to basic and diluted loss per share of RMB0.51 in Q2 2013.

Recent Developments:

 

    MY obtains approval to develop and operate 300MW off-Shore wind power project in Jiangsu Province - On June 5, 2014, MY’s subsidiary, Jiangsu Mingyang Wind Power Technology Limited, (“Jiangsu Mingyang”), has been approved by Rudong Energy Bureau in Jiangsu Province, China, to exclusively develop and operate a 300MW off-shore wind power project off the coast of Rudong in Jiangsu Province, China, subject to certain conditions.

 

    MY expects to erect a 6MW off-Shore SCD WTG in Norway - On June 12, 2014, MY entered into a heads of agreement with Marin EnergiTestcenter AS (“MetCentre”) to erect a 6.0MW Super Compact Drive (“SCD”) WTG in the Karmøywind turbine demonstration area off the coast of Karmøy Island in Norway. MetCentre is a Norwegian test centre for marine energy offering infrastructure and services to off-shore wind power. The proposed cooperation and the pilot project are subject to certain conditions, including a detailed agreement which is expected to be entered into by both parties in late 2014.

 

    Ming Yang Wind Power obtaining Type Certificate of DNV-GL under GL 2010 worldwide for 1.5MW-89 wind turbine - On August 1, 2014, MY1.5-89 wind turbine obtained the GL 2010 Type Certification issued by DNV-GL Group. The MY1.5-89 wind turbine is optimized for low wind speed areas, and is part of the successful Ming Yang 1.5MW wind turbine platform.


“We continued to see strong momentum in the industry, and have signed new orders of 617.0MW during the quarter, and our signed orderbook continues to grow strongly and has now reached a historic high of 3.6GW as of June 30, 2014,” commented Mr. Chuanwei Zhang, chairman and chief executive officer of Ming Yang. “As we enter the second half of 2014, we will continue to enhance the contract execution in order to satisfy our customers’ demand for wind turbine generators. Our gross margin for 2.0MW WTGs was approximately 13.3%, which was 1.8 percentage points higher than the gross margin of our 1.5MW WTGs for which revenue was recognized during the quarter. Our orderbook for the 2.0MW WTGs continues to increase and we expect to continue to benefit from the trend towards higher megawatt WTGs in China. We expect the overall demand continues to be strong heading into the second half of 2014.”

Second Quarter 2014 Operating Data and Unaudited Financial Results

Revenue

Revenue in the second quarter of 2014 was RMB935.6 million (US$150.8 million), an increase of 74.1% as compared to that of the corresponding period in 2013. Revenue of WTGs amounted to an equivalent wind power project output of 303.5MW, or 153 units of 1.5MW and 37 units of 2.0MW WTGs. For the corresponding period of 2013, the output was 161.0MW, or 90 units of 1.5MW and 13 units of 2.0MW WTGs. The 74.1% increase in revenue was mainly due to a 84.5% increase in the number of WTGs commissioned compared with the second quarter of 2013.

Gross Profit and Gross Margin

Gross profit in the second quarter of 2014 was RMB123.5 million (US$19.9 million), compared to that of RMB66.1 million in the second quarter of 2013. Gross margin in the second quarter of 2014 was 13.2%, compared to that of 12.3% for the corresponding period in 2013. The improvement in gross margin was mainly due to increased units of 2.0MW WTGs commissioned in the period, which had a higher gross margin compared to that of 1.5MW WTGs. On an adjusted basis, should warranty provisions be excluded from cost of sales, our adjusted gross margin would be 16.4% for the second quarter of 2014, compared to 15.3% in the corresponding period of 2013.

Selling and Distribution Expenses

Selling and distribution expenses were RMB59.1 million (US$9.5 million) for the second quarter of 2014, compared to RMB34.3 million for the corresponding period in 2013, representing an increase of 72.6%, which increased relatively at the same pace as the increase in revenue.


Administrative Expenses

Administrative expenses were RMB37.5 million (US$6.0 million) for the second quarter of 2014, compared to RMB70.0 million for the corresponding period in 2013, representing a decrease of 46.4%. The decrease in administrative expenses was a combined result of (1) the reversal of provision for bad debts against trade and other receivables of RMB20.7 million in the second quarter of 2014 as we received settlement from customers for some of the long-outstanding doubtful trade receivables, and (2) our administrative expenses in 2013 included administrative expenses of RMB11.3 million incurred by our previously consolidated Indian subsidiary, Global Wind Power Limited (“GWPL”), which we deconsolidated since January 1, 2014.

Research and Development Expenses

Research and development expenses were RMB22.2 million (US$3.6 million) for the second quarter of 2014, compared to RMB20.7 million for the corresponding period in 2013, representing an increase of 7.2%. The increase was primarily attributable to more research and development activities carried out in the second quarter of 2014.

Finance Income

Our finance income was RMB43.6 million (US$7.0 million) for the second quarter of 2014, compared to RMB45.1 million for the corresponding period in 2013. The decrease in finance income was mainly because the finance income in the second quarter of 2013 included interest income recorded by GWPL, which we deconsolidated since January 1, 2014.

Finance Expenses

Our finance expenses were RMB42.9 million (US$6.9 million) for the second quarter of 2014, compared to RMB84.2 million for the corresponding period in 2013. The decrease in finance expenses was mainly due to finance expenses incurred by GWPL in the second quarter of 2013 which did not occur in the current quarter.

Profit/ (Loss) Before Income Tax

Profit before income tax was RMB15.1 million (US$2.4 million) for the second quarter of 2014, compared to loss before income tax of RMB91.0 million for the corresponding period in 2013.

Income Tax (Expense) / Benefit

Income tax expense was RMB3.4 million (US$0.6 million) for the second quarter of 2014, compared to income tax benefit of RMB8.0 million for the corresponding period in 2013, primarily due to the profit recorded during the second quarter of 2014 .


Total Comprehensive Income/ (Loss) and Earnings/ (Loss) per Share

Total comprehensive income for the second quarter of 2014 was RMB11.8 million (US$1.9 million), compared to total comprehensive loss of RMB87.4 million for the corresponding period in 2013.

For the second quarter of 2014, basic and diluted earnings per share were RMB0.11 (US$0.02), compared to basic and diluted loss per share of RMB0.51 for the corresponding period in 2013.

Cash and Cash Equivalents

Cash and cash equivalents as of June 30, 2014 were RMB815.3 million (US$131.4 million), compared to RMB811.8 million as of December 31, 2013.

Business Update

Order Book Update

New Sales Contracts – During the second quarter of 2014, Ming Yang entered into sales contracts for wind power projects with a total output of 617.0MW, representing 166 units of 1.5MW WTGs and 184 units of 2.0MW WTGs.

Order Backlog – As of June 30, 2014, the Company’s order backlog amounted to 3.6GW, representing 1,374 units of 1.5MW WTGs, 671 units of 2.0MW WTGs, 59 units of 3.0MW SCD WTGs and 1 unit of 6.0MW SCD WTG. Cumulative signed orders since its inception amounted to 8.9GW, representing 4,650units of 1.5MW WTGs, 831 units of 2.0MW WTGs, 79 units of 2.5-3.0MW SCD WTGs and 1 unit of 6.0MW SCD WTG.

Note to the Financial Information

The preliminary unaudited consolidated statements of operations and comprehensive income and consolidated statements of financial position accompanying this press release (collectively the “preliminary unaudited financial information”) have been prepared by management using International Financial Reporting Standards, or IFRSs, as issued by the International Accounting Standards Board. The preliminary unaudited financial information is not intended to fully comply with IFRSs because it does not present all of the financial information and disclosures required by IFRSs.

Currency Conversion

Solely for the convenience of readers, certain Renminbi amounts have been translated into U.S. dollar amounts at the rate of RMB6.2036 to US$1.00, the noon buying rate in New York for cable transfers of Renminbi for U.S. dollars on June 30, 2014 as set forth in the H.10 weekly statistical release of the Federal Reserve Board. No representation is intended to imply that the Renminbi amounts could have been, or could be, converted, realized or settled into U.S. dollar amounts at such a rate or at any other rate.


Safe Harbor Statement

This press release contains forward-looking statements. These statements constitute “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in 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”, “target”, “goal”, “strategy” and similar statements. Such statements are based upon management’s current expectations and current market and operating conditions, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond Ming Yang’s control, which may cause Ming Yang’s actual results, performance or achievements to differ materially from those in the forward-looking statements. Further information regarding these and other risks, uncertainties or factors is included in Ming Yang’s filings with the U.S. Securities and Exchange Commission. Ming Yang does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under applicable law.

Conference Call

Ming Yang will host an earnings conference call on Monday, August 25, 2014 at 8:00 am Eastern Time (August 25, 2014 5:00 am Pacific Time / August 25, 2014 8:00 pm Beijing Time). The management team will be on the call to discuss the Company’s results, operating performance and business outlook and to answer questions.

To access the conference call, please dial:

 

United States:        +1-845-675-0437
International (toll):        +65-6723-9381
China, Domestic:        400-620-8038 / 800-819-0121
Hong Kong:        + 852-2475-0994
To access international Toll Free Dial-In numbers:
Hong Kong:        800-930-346
United States:        +1-866-519-4004

Please ask to be connected to 2Q FY2014 China Ming Yang Wind Power Group Earnings Conference Call and provide the following pass code: Ming Yang

Ming Yang will also broadcast a live audio webcast of the conference call. The broadcast will be available by visiting the “Investor Relations” section of the Company’s web site at http://ir.mywind.com.cn.


Following the earnings conference call, an archive of the call will be available by dialing:

 

United States:        +1-855-452-5696
International:        +61-2-8199-0299
China:        400-602-2065/400-632-2162 / 800-870-0206/800-870-0205
Hong Kong:        800-963-117
Passcode:        8605-7242

The replay will be archived for seven days following the earnings announcement until September 1, 2014.

About China Ming Yang Wind Power Group Limited

China Ming Yang Wind Power Group Limited (NYSE: MY) is a leading wind turbine manufacturer in China, focusing on designing, manufacturing, selling and servicing megawatt-class wind turbines. Ming Yang produces advanced, highly adaptable wind turbines with high energy output and provides customers with comprehensive post-sales services. Ming Yang cooperates with aerodyne Energiesysteme, one of the world’s leading wind turbine design firms based in Germany, to co-develop wind turbines. In terms of newly installed capacity, Ming Yang was a top 10 wind turbine manufacturer worldwide and the largest non-state owned wind turbine manufacturer in China in 2013.

For further information, please visit the Company’s website: ir.mywind.com.cn

For investor and media inquiries, please contact:

China Ming Yang Wind Power Group Limited

Beatrice Li

Email: ir@mywind.com.cn

http://ir.mywind.com.cn


CHINA MING YANG WIND POWER GROUP LIMITED

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Amounts expressed in thousands, except share and ADS data)

 

     For the three-month periods ended  
     June 30, 2013     June 30, 2014     June 30, 2014  
     RMB’000     RMB’000     USD’000  

Revenue

     537,417        935,648        150,823   

Cost of sales

     (471,347     (812,170     (130,919
  

 

 

   

 

 

   

 

 

 

Gross profit

     66,070        123,478 (3)      19,904   

Other income

     7,913        9,813        1,582   

Selling and distribution expenses

     (34,272     (59,141     (9,533

Administrative expenses

     (69,950     (37,519     (6,048

Research and development expenses

     (20,686     (22,166     (3,573
  

 

 

   

 

 

   

 

 

 

(Loss) / profit from operations

     (50,925     14,465        2,332   

Finance income

     45,070        43,622        7,032   

Finance expenses

     (84,172     (42,852     (6,908

Share of loss of associates

     (997     (95     (15
  

 

 

   

 

 

   

 

 

 

(Loss)/profit before income tax

     (91,024     15,140        2,441   

Income tax benefit / (expense)

     8,048        (3,427     (553
  

 

 

   

 

 

   

 

 

 

(Loss)/profit for the period

     (82,976     11,713        1,888   

Other comprehensive (loss)/income for the period:

    

Foreign currency translation differences - foreign operations

     (4,400     117        19   
  

 

 

   

 

 

   

 

 

 

Total comprehensive (loss)/income for the period

     (87,376     11,830        1,907   
  

 

 

   

 

 

   

 

 

 

(Loss) / profit attributable to:

    

Shareholders of the Company

     (62,955     13,446        2,167   

Non-controlling interest

     (20,021     (1,733     (279
  

 

 

   

 

 

   

 

 

 
     (82,976     11,713        1,888   
  

 

 

   

 

 

   

 

 

 

Total comprehensive (loss) /income attributable to:

    

Shareholders of the Company

     (69,201     13,563        2,186   

Non-controlling interest

     (18,175     (1,733     (279
  

 

 

   

 

 

   

 

 

 
     (87,376     11,830        1,907   
  

 

 

   

 

 

   

 

 

 

Basic (loss) / earnings per share(1)

     (0.51     0.11        0.02   

Diluted (loss) / earnings per share(2)

     (0.51     0.11        0.02   

 

(1) The calculation of the basic earnings per share is based on the (loss)/profit attributable to the shareholders of the Company and the weighted average number of ordinary shares outstanding during the relevant periods.
(2) The calculation of diluted earnings per share is based on the (loss)/profit attributable to shareholders of the Company and weighted average number of ordinary shares outstanding after adjustment for the effects of all dilutive ordinary shares during the relevant periods.
(3) The reconciliation of adjusted gross margin (to exclude warranty provision from cost of sales) is as below:

 

     For the three-month periods ended  
     June 30, 2013     June 30, 2014     June 30, 2014  
     RMB’000     RMB’000     USD’000  

Revenue (A)

     537,417        935,648        150,823   

Cost of sales (B)

     (471,347     (812,170     (130,919

Less: warranty provision

     16,123        30,216        4,871   
  

 

 

   

 

 

   

 

 

 

Cost of sales excluding warranty provision (C)

     (455,224     (781,954     (126,048
  

 

 

   

 

 

   

 

 

 

Gross margin D=(A-B)/A

     12.3     13.2     13.2

Adjusted gross margin E=(A-C)/A

     15.3     16.4     16.4


CHINA MING YANG WIND POWER GROUP LIMITED

UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(Amounts expressed in thousands)

 

    

As of

December 31, 2013

    As of
June 30, 2014
 
     RMB’000     RMB’000     USD’000  

Assets

      

Non-current assets

      

Property, plant and equipment

     1,001,678        789,244        127,224   

Intangible assets

     195,816        100,508        16,202   

Lease prepayments

     352,142        348,529        56,182   

Investment in associates

     25,608        25,341        4,085   

Investment in joint ventures

     795,848        832,989        134,275   

Other investments

     30,197        30,000        4,836   

Trade and other receivables

     934,364        961,837        155,045   

Prepayments

     120,276        126,738        20,429   

Deferred tax assets

     224,843        208,864        33,668   
  

 

 

   

 

 

   

 

 

 

Total non-current assets

     3,680,772        3,424,050        551,946   
  

 

 

   

 

 

   

 

 

 

Current assets

      

Inventories

     2,235,459        1,869,546        301,365   

Trade and other receivables

     4,210,955        4,699,363        757,521   

Prepayments

     115,317        118,005        19,022   

Other current assets

     35,301        47,722        7,693   

Pledged bank deposits

     246,608        346,400        55,839   

Cash and cash equivalents

     811,848        815,321        131,427   
  

 

 

   

 

 

   

 

 

 

Total current assets

     7,655,488        7,896,357        1,272,867   
  

 

 

   

 

 

   

 

 

 

Total assets

     11,336,260        11,320,407        1,824,813   
  

 

 

   

 

 

   

 

 

 

Equity

      

Issued share capital

     (850     (862     (139

Reserve for own shares

     44,628        44,628        7,194   

Capital reserves

     (3,693,726     (3,715,636     (598,948

Translation reserves

     74,223        75,546        12,178   

Accumulated losses

     532,342        330,480        53,272   
  

 

 

   

 

 

   

 

 

 

Total equity attributable to shareholders of the Company

     (3,043,383     (3,265,844     (526,443

Non-controlling interests

     28,063        (53,776     (8,669
  

 

 

   

 

 

   

 

 

 

Total Equity

     (3,015,320     (3,319,620     (535,112
  

 

 

   

 

 

   

 

 

 

Liabilities

      

Non-current liabilities

      

Bond payable

     (992,664     —          —     

Deferred tax liabilities

     (52,102     (15,829     (2,552

Provisions

     (154,491     (173,375     (27,947

Trade and other payables

     (132,389     (186,603     (30,080

Deferred income

     (253,849     (270,560     (43,613

Bank borrowings

     (104,015     —          —     
  

 

 

   

 

 

   

 

 

 

Total non-current liabilities

     (1,689,510     (646,367     (104,192
  

 

 

   

 

 

   

 

 

 

Current liabilities

      

Bond payable

     —          (996,125     (160,572

Trade and other payables

     (4,230,737     (4,737,988     (763,749

Bank and other borrowings

     (1,283,055     (874,605     (140,984

Income tax payable

     (9,155     (9,497     (1,531

Provisions

     (249,559     (267,537     (43,126

Deferred income

     (41,328     (43,589     (7,026

Deferred revenue

     (817,596     (425,079     (68,521
  

 

 

   

 

 

   

 

 

 

Total current liabilities

     (6,631,430     (7,354,420     (1,185,509
  

 

 

   

 

 

   

 

 

 

Total liabilities

     (8,320,940     (8,000,787     (1,289,701
  

 

 

   

 

 

   

 

 

 

Total equity and liabilities

     (11,336,260     (11,320,407     (1,824,813
  

 

 

   

 

 

   

 

 

 

SOURCE: China Ming Yang Wind Power Group Limited

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