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 JULY 2019 

COMMISSION FILE NUMBER 000-51576

 

ORIGIN AGRITECH LIMITED

(Translation of registrant's name into English)

 


No. 21 Sheng Ming Yuan Road, Changping District, Beijing 102206

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒ 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 the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes ☐ No ☒

 

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-________

  

 

 

 

 

  

Six Month Unaudited Financial Results of the Company

 

The Company has issued on July 16, 2019 its unaudited financial results for the period ended March 31, 2019. See the attached exhibit 99.1

  

 

 

 

SIGNATURES

 

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.

 

  ORIGIN AGRITECH LIMITED
       
  By: /s/  Han Gengchen             
  Name: Han Gengchen
  Title: Chief Executive Officer

  

Dated: July 16, 2019

  

 

  

Exhibit 99.1

 

Origin Agritech Limited Reports Unaudited Financial Results For Six Months

Ended March 31, 2019

 

BEIJING-July 16, 2019-OriginAgritech Limited (NASDAQ GS: SEED) (“Origin” or the “Company”), an agriculture technology and rural e-commerce company in China, today announced its unaudited financial results for the first half of FY2019 ended March 31, 2019. Origin prepares its financial statements in accordance with United States generally accepted accounting principles (“GAAP”).

 

FINANCIAL RESULTS OVERVIEW

 

The Company reported net revenue of RMB82.2 million (US$12.2 million) during the first half year of FY2019, compared to RMB3.6 million for the first half year of FY2018. The cancellation of the second closing of the seed business sales announced in July, 2018 means that the Company is now back to the commercial corn seed business. This seed business reported the total gross profit of RMB19.0 million (US$2.8 million) for the first half of FY2019.

 

Total operating expenses for the first half year of FY2019 was RMB18.1 million (US$2.7 million), down 57% from RMB42.0 million for the same period a year ago. The decrease was mainly due to the turnaround effort over the last year, especially in the general and administrative expenses. Selling and marketing expense for the first half year of FY2019 was RMB2.5 million (US$0.4 million), compared to RMB0.7 million a year ago as the result of the Company’s returning to the seed business. General and administrative expenses declined 70% to RMB8.4 million (US$1.3 million), down from RMB28.2 million a year ago. The significant decline in G&A expenses resulted from the efforts to turn around the business through strategic redirection and organization restructuring. Research and development expenses for the first half year of FY2019 was RMB7.1 million (US$1.0 million), down from RMB13.1 million a year ago as we have been refocusing our R&D efforts during our turnaround effort.

 

Total operating income for the first half year of FY2019 was RMB0.9 million (US$0.1 million), a significant turnaround from the operating loss of RMB42.8 million reported a year ago.

 

Interest expense was RMB2.3 million (US$0.3 million) during the first half year of FY2019, down from RMB4.1 million a year ago. Other income of RMB2.3 million (US$0.3 million) was mainly the rentals the Company received. The Company rents out portion of its headquarters building. The other income of RMB18.4 million reported for the first half year of FY2018 includes mainly the gain from an asset sales, government subsidies, and the office rental income.

 

Net income attributable to the Company for the first half year of FY2019 was RMB1.2 million (US$0.2 million), compared to the net loss of RMB25.3 million, representing a significant turnaround, especially in the operating expenses control as well as the gross profit from the seed business.

 

Diluted earnings per share for the first half of FY2019 was RMB0.30 (or US$0.044), compared to the loss per share of RMB10.18 during the same period a year ago.

 

Balance Sheet

 

As of March 31, 2019, cash and cash equivalents were RMB5.8 million (US$0.8 million), an increase of RMB3.8 million from the cash and cash equivalents of RMB2.0 million as of September 30, 2018,

 

The current portion of long-term debt is RMB78.6 million (US$11.7 million), which is secured with the Company’s headquarters’ building. The advances from customers increased to RMB59.4 million (US$8.8 million), compared to RMB6.3 million as of September 30, 2018. The increase in the advances from customers was due to the Company’s return to the seed business.

 

During the first half year of FY2019, the Company improved its overall balance sheet by completing an equity financings of US$7.74 million through the announced deals with Longhan Investment Management Co and Tiger Capital Fund SPC. The equity financing includes the issuance of 1,397,680 ordinary shares and warrants to purchase 1 million of the Company’s ordinary shares. The total equity of the Company increased to RMB43.6M (US$6.5 million), compared to the negative equity of RMB23.3 million as of September 30, 2018. Regarding the earlier equity financing with L2 Capital, the Company has withdrawn the F3 registration statement filing with SEC dted November 2018, and there are no further outstanding shares or warrants relating to the equity financing with L2 Captial.  

 

 

 

 

As of March 31, 2019, total current assets of RMB75.1 million (US$11.2 million) largely were comprised of the inventories of RMB64.4 million (US$9.6 million) and non-current assets of RB208.1 million (US$30.9 million) mainly represented the balance of plant and equipment of RMB167.9 million (US$24.9 million), long-term investment of RMB16.3 million (US$2.4 million), and land use rights of RMB14.9 million (US$2.2 million).

 

As of March 31, 2019, total current liabilities of RMB218.2 million (US$32.4 million) were mainly the balance of the current portion of long-term debt of RMB78.6 million (US$11.7 million), which was secured by the Company’s headquarter building, and advances from customers of RMB59.4 million (US$8.8 million).

 

About Origin

 

Founded in 1997 and headquartered in Zhong-Guan-Cun (ZGC) Life Science Park in Beijing, Origin Agritech Limited (NASDAQ GS: SEED) is China's leading agricultural biotechnology company, specializing in crop seed breeding and genetic improvement, seed production, processing, distribution, and related technical services. Leading the development of crop seed biotechnologies, Origin Agritech's phytase corn was the first transgenic corn to receive the Bio-Safety Certificate from China's Ministry of Agriculture. Over the years, Origin has established a robust biotechnology seed pipeline including products with glyphosate tolerance and pest resistance (Bt) traits. Origin operates production centers, processing centers and breeding stations nationwide with sales centers located in key crop-planting regions. Product lines are vertically integrated for corn, rice and canola seeds. For further information, please log on to the Company's website at: www.originseed.com.cn .

 

Forward Looking Statement

 

This release contains forward-looking statements. All forward-looking statements included in this release are based on information available to us on the date hereof. These statements involve known and unknown risks, uncertainties and other factors, which may cause our actual results to differ materially from those implied by the forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "could," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," "targets," "goals," "projects," "continue," or variations of such words, similar expressions, or the negative of these terms or other comparable terminology. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. Neither we nor any other person can assume responsibility for the accuracy and completeness of forward-looking statements. Important factors that may cause actual results to differ from expectations include, but are not limited to, those risk factors discussed in Origin's filings with the SEC including its annual report on Form 20-F to be filed. We undertake no obligation to revise or update publicly any forward-looking statements for any reasons.

 

 

 

 

 

UNAUDITED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

(In thousands, except share data)

 

   Six Months ended March 31, 
   2018   2019 
   RMB   RMB   US$ 
             
Revenues   3,588-    82,185    12,205 
Cost of revenues   (4,358)   (63,173)   (9,382)
Gross profit   (770)   19,012    2,823 
Operating expenses:               
Selling and marketing   (726)   (2,520)   (374)
General and administrative   (28,191)   (8,482)   (1,260)
Research and development   (13,131)   (7,066)   (1,049)
Total operating expenses   (42,048)   (18,068)   (2,683)
                
Profit (loss) from operations   (42,818)   944    140 
Interest expense   (4,123)   (2,340)   (348)
Interest income   4    2    0.30 
Other operating income, net   18,396    2,267    337 
Profit (loss) before income taxes from operations   (28,541)   873    130 
Income tax expense from operations:               
Current               
Deferred               
Income tax expense from operations               
                
Net income (loss) from operations   (28,541)   873    130 
                
Net income (loss)   (28,541)   873    130 
Less: Loss attributable to the non-controlling interests   (3,202)   (343)   (51)
Net income (loss) attributable to Origin Agritech Limited   (25,339)   1,216    181 
 Other comprehensive loss               
Net income (loss)   (28,541)   873    130 
Foreign currency translation difference   14,046    (2,178)   (323)
Comprehensive loss   (14,495)   (1,305)   (194)
Less: Comprehensive loss attributable to non-controlling interests   (3,202)   (343)   (51)
Comprehensive loss attributable to Origin Agritech Limited   (11,293)   (962)   (143)
                
Net income (loss) per share - basic   (10.18)   0.34    0.051 
Net income (loss) per share - diluted   (10.18)   0.30    0.044 
                
Shares used in computing earnings per share                
Basic   2,488,644    3,559,783    3,559,783 
Diluted   2,488,644    4,058,413    4,058,413 

  

 

 

   

UNAUDITED CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

 

   3/31/2018   9/30/2018   3/31/2019   3/31/2019 
   RMB   RMB   RMB   US$ 
ASSETS                    
Current Assets                    
Cash and cash equivalents   3,812    1,990    5,779    858 
Account receivables             944    140 
Due from related parties   55,940    129,506    45    7 
Advances to suppliers   6,236    1,188    2,571    382 
Inventories   849    81,947    64,418    9,567 
Other current assets   1,401    247    1,344    200 
Total current assets   95,125    214,878    75,101    11,154 
Land use rights, net   16,961    16,564    14,897    2,212 
Plant and equipment, net   162,443    172,748    167,890    24,934 
Long-term investments   18,721    16,347    16,347    2,428 
Acquired intangible assets, net   12,775    8,362    7,972    1,184 
Other assets   4,440    1,202    948    141 
Total assets   310,465    430,101    283,155    42,053 
LIABILITIES AND EQUITY                    
Current liabilities                    
Current portion of long-term borrowings   34,504    78,235    78,611    11,675 
Accounts payable   1,594    7,955    7,609    1,130 
Due to growers   8,097    7,984    7,514    1,116 
Due to related parties   52,369    293,732    20,577    3,056 
Advances from customers   2,894    6,338    59,432    8,826 
Other payables and accrued expenses   29,590    37,927    44,413    6,596 
Total current liabilities   129,048    432,171    218,155    32,398 
Long-term borrowings   56,769                
Other long-term liability   17,895    21,278    21,391    3,177 
Total liabilities   203,712    453,449    239,547    35,576 
Shareholders’ equity:                    
Preferred stock (no par value; 1,000,000 shares authorized, none issued)   -    -    -      
Common stock (no par value; 60,000,000 shares authorized, 24,151,163, 24,634,503 and 29,658,350 shares issued as of March 31, 2017, September 30, 2017 and March 31, 2018, respectively; 23,173,541, 23,856,881 and 27,872,728 shares outstanding as of March 31, 2017, September 30, 2017 and March 31, 2018, respectively)   -    -    -      
Additional paid-in capital   420,382    428,311    484,673    71,979 
Accumulated deficit   (283,352)   (411,723)   (410,507)   (60,965)
Treasury stock at cost (977,622, 777,622 and 777,622 shares as of March 31, 2017, September 30, 2017 and March 31, 2018, respectively)   (22,791)   (19,163)   (19,163)   (2,846)
Accumulated other comprehensive loss   (4,774)   (22,136)   (24,314)   (3,611)
Total Origin Agritech Limited shareholders’ equity   109,465    (24,711)   30,689     4,558 
Non-controlling interests   (2,712)   1,363    12,919     1,919 
Total equity   106,753    (23,348)   43,608    6,477 
Total liabilities and equity   310,465    430,101    283,155    42,053