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Form 6-K ChinaCache International For: Nov 30

November 21, 2014 6:03 AM EST

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 November�2014


Commission File Number: 001-34873

ChinaCache International Holdings Ltd.

Section�A, Building 3, Dian Tong Creative Square

No.�7 Jiuxianqiao North Road, Chaoyang District

Beijing, 100015

The People�s Republic of China

+86 10 6437 3399

(Address, including zip code, and telephone number, including area code, of Registrant�s
principal executive offices)

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�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



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.

ChinaCache International Holdings Ltd.

By

:

/s/ Song Wang

Name:

:

Song Wang

Title:

:

Chairman and Chief Executive Officer

Date: November�21, 2014

2



Exhibit�Index

Exhibit�99.1 � Press Release

3


Exhibit 99.1

ChinaCache International Holdings Ltd. Announces
Third Quarter 2014 Financial Results

BEIJING � November�19, 2014 � ChinaCache International Holdings Ltd. (�ChinaCache� or the �Company�) (NASDAQ: CCIH), the leading total solutions provider of Internet content and application delivery services in China, today announced its unaudited condensed consolidated financial results for the third quarter of 2014.

Highlights for the Third Quarter of 2014

���������������������� Net revenues in the third quarter were RMB375.3 million (US$61.1 million), within the prior guidance�range, and representing a 36.3% increase year-over-year.

���������������������� Gross profit in the third quarter was RMB113.9 million (US$18.6 million), an increase of 30.0% year-over-year.

���������������������� Adjusted EBITDA (non-GAAP) in the third quarter was RMB36.9 million (US$6.0 million), a 29.4% increase from the prior quarter, and an increase of 847.7% year-over-year.

���������������������� Net income attributable to ordinary shareholders in the third quarter was RMB0.6 million (US$0.1 million), compared with net income attributable to ordinary shares of RMB6.9 million in the second quarter of 2014, and net loss attributable to ordinary shares of RMB22.7 million in the corresponding period in 2013.

���������������������� Adjusted net income (non-GAAP) was RMB8.9 million (US$1.5 million) in the third quarter, compared with adjusted net income (non-GAAP) of RMB11.6 million in the second quarter of 2014, and adjusted net loss (non-GAAP) of RMB16.0 million in the corresponding period in 2013.

�In the third quarter we sustained the excellent momentum established in the first half of 2014,� said Mr.�Song Wang, Founder, Chairman and Chief Executive Officer of ChinaCache. �Our growth was again led by strong demand for our advanced mobile technology and the continued adoption of CDN by leading enterprises. I�m pleased with our ability to achieve rapid growth while maintaining efficient operations and, most importantly, providing superb service and innovative solutions to our customers.� During the quarter we continued to upgrade the speed and capacity of our global network by rebuilding our service nodes.� We also enhanced our ability to analyze network content and performance, and we are leveraging this capability to develop value-added services for large customers.� ChinaCache is at the forefront of content delivery technology and services, and we are positioned to efficiently handle the rapid growth in China�s Internet traffic and deliver the finest performance for content providers and end-users.�

Third Quarter 2014 Financial Results

Net revenues for the third quarter of 2014 were RMB375.3 million (US$61.1 million), representing an 8.4% sequential increase from the previous quarter, and a 36.3% increase from the corresponding period in 2013. The quarter-over-quarter growth in net revenues was primarily driven by the growth in the mobile Internet and enterprise verticals with revenues increasing by 15.6% and 17.4%, respectively, in the third quarter of 2014 as compared with the previous quarter.

Cost of revenues for the third quarter of 2014 was RMB261.4 million (US$42.6 million), representing a 7.8% increase from the previous quarter, and a 39.2% increase from the corresponding period in 2013. Gross margin for the third quarter of 2014 was 30.3%, compared with 30.0% in the previous quarter, and 31.8% in the corresponding period in 2013. Non-GAAP gross margin for the third quarter of 2014, which excludes share-based compensation, was 30.4%, compared with 30.1% in the previous quarter and 32.0% in the corresponding period in 2013.

Sales and marketing expenses for the third quarter of 2014 were RMB30.6 million (US$5.0 million), or 8.2% of net revenues, representing a 13.4% decrease from the previous quarter and a 1.3% increase from the corresponding period in 2013.

General and administrative expenses for the third quarter of 2014 were RMB42.5 million (US$6.9 million), or 11.3% of net revenues, an increase of 13.5% from the previous quarter and an 11.8% decrease from the corresponding period in 2013.

Research and development expenses for the third quarter of 2014 were RMB30.0 million (US$4.9 million), or 8.0% of net revenues, remaining flat from the previous quarter and representing a 14.5% increase from the corresponding period in 2013.

Operating income was RMB10.7 million (US$1.7 million) in the third quarter of 2014, compared to RMB1.0 million in the previous quarter and an operating loss of RMB17.1 million in the corresponding period in 2013. Non-GAAP operating income, which excludes share-based compensation expense, was RMB12.6 million (US$2.0 million), compared with non-GAAP operating income of RMB4.1 million in the second quarter of 2014 and non-GAAP operating loss of RMB12.2 million in the corresponding period in 2013.� The improvement in operating income primarily reflects economies of scale.



Income tax expense was RMB2.6 million (US$0.4 million) in the third quarter of 2014, compared with income tax benefit of RMB3.6 million in the second quarter of 2014, and income tax expense of RMB3.9 million in the corresponding period in 2013.

Net income was RMB0.6 million (US$0.1 million) in the third quarter of 2014, compared with net income of RMB6.9 million in the second quarter of 2014, and net loss of RMB22.7 million in the corresponding period in 2013. Basic and diluted earnings per American depositary share (�ADS�) for the third quarter of 2014 were RMB0.02 (US$0.00) and RMB0.02 (US$0.00). Each ADS represents 16 ordinary shares of the Company.

Adjusted net income (non-GAAP), defined as net income before share-based compensation expense, foreign exchange gain/(loss) and penalties on uncertain tax positions, was RMB8.9 million (US$1.5 million) in the third quarter of 2014, compared with adjusted net income (non-GAAP) of RMB11.6 million in the second quarter of 2014, and adjusted net loss (non-GAAP) of RMB16.0 million in the corresponding period in 2013.� Non-GAAP basic and diluted earnings per ADS in the third quarter of 2014 were RMB0.35 (US$0.06) and RMB0.34 (US$0.06), respectively.

Adjusted EBITDA (non-GAAP), defined as EBITDA excluding share-based compensation expense, foreign exchange gain/(loss), increased to RMB36.9 million (US$6.0 million) in the third quarter of 2014, compared with RMB28.5 million in the second quarter of 2014 and RMB3.9 million in the corresponding period in 2013.

Capital Resources

As of September�30, 2014, the Company had cash and cash equivalents of RMB468.9 million (US$76.4 million), compared with RMB338.1 million as of December�31, 2013. In addition, the Company had an available-for-sale investment amounting to RMB25.0 million (US$4.1 million) in an RMB denominated fund, which is presented as a current asset. Capital expenditures for the third quarter of 2014 were RMB104.6 million (US$17.0 million).

Fourth Quarter of 2014 Outlook

ChinaCache currently expects to generate total net revenues in the range of RMB365.0 million (US$59.5 million) to RMB370.0 million (US$60.3 million) for the fourth quarter of 2014, representing a decrease of 1.4% to 2.7% from the third quarter of 2014, and an increase of 7.6% to 9.0% from the fourth quarter of 2013. This forecast reflects ChinaCache�s current view, which is subject to change.

Conference Call Information

The Company has scheduled a corresponding conference call and live webcast to discuss these results at 7:00 PM Eastern Time on November�19, 2014, which corresponds to 8:00 AM Beijing time on November�20, 2014.

The dial-in details for the live conference call are as follows:

����������������� U.S. dial-in number: +1 (845) 675-0438

����������������� Hong Kong dial-in number: +852 3018-6776

����������������� International dial-in number: +65 6723-9385

����������������� China dial-in number: 400-1200-654

����������������� Conference ID: 29144193

A live and archived webcast of the conference call will be available on the Investor Relations section of ChinaCache�s website at ir.chinacache.com.

A replay of the conference call will also be available until November�25, 2014 by dialing:

����������������� U.S. dial-in number: +1 (855) 452-5696

����������������� International dial-in number: +61 (2)�9003-4211

����������������� China dial-in number: 400-632-2162

����������������� Conference ID: 29144193



About ChinaCache International Holdings Ltd.

ChinaCache International Holdings Ltd. (NASDAQ: CCIH) is the leading total solutions provider of Internet content and application delivery services in China. As a carrier-neutral service provider, ChinaCache�s network in China is interconnected with networks operated by all telecom carriers, major non-carriers and local Internet service providers. With more than a decade of experience in developing solutions tailored to China�s complex Internet infrastructure, ChinaCache is a partner of choice for businesses, government agencies and other enterprises to enhance the reliability and scalability of online services and applications and improve end-user experience. For more information on ChinaCache, please visit ir.chinacache.com.

*Use of Non-GAAP Financial Measures

In evaluating its business, ChinaCache considers and uses the following non-GAAP measures defined as non-GAAP financial measures by the SEC as supplemental measures to review and assess its operating performance: non-GAAP gross profit, non-GAAP sales and marketing expenses, non-GAAP general and administrative expenses, non-GAAP research and development expenses, non-GAAP operating income/(loss), adjusted net income/(loss) (non-GAAP), EBITDA and adjusted EBITDA (non-GAAP). �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 table captioned �Reconciliations of Non-GAAP to GAAP Financial Measures� set forth at the end of this press release.

To present non-GAAP sales and marketing expenses, non-GAAP general and administrative expenses and non-GAAP research and development expenses, the Company excludes share-based compensation expense.

To present non-GAAP gross profit, the Company excludes share-based compensation expense.

To present non-GAAP operating income/(loss), the Company excludes share-based compensation expense.

The Company defines adjusted net income/(loss) as net income/(loss) before share-based compensation expense, foreign exchange gain/(loss), penalties on uncertain tax positions.

The Company uses EBITDA to assist in reconciliation to adjusted EBITDA. �The Company defines EBITDA as net income before interest expense, interest income, income tax expense and penalties on uncertain tax positions and depreciation and amortization. �The Company defines adjusted EBITDA as EBITDA before share-based compensation expense, foreign exchange gain/(loss) that the Company does not consider reflective of its ongoing operations. �The Company believes that the use of adjusted EBITDA facilitates investors� use of operating performance comparisons from period to period and company to company by backing out potential differences caused by variations in items such as capital structure (affecting relative interest expense and share-based compensation expense), the book amortization of intangibles (affecting relative amortization expense), the age and book value of facilities and equipment (affecting relative depreciation expense) and other non-cash expenses. �The Company also presents adjusted EBITDA because it believes it is frequently used by securities analysts, investors and other interested parties as a measure of the financial performance of companies in its industry.

Those non-GAAP financial measures are not defined under U.S. GAAP and are not measures presented in accordance with U.S. GAAP. �Those non-GAAP financial measures have limitations as analytical tools, and when assessing the Company�s operating performance, investors should not consider them in isolation, or as a substitute for net income or other consolidated income statement data prepared in accordance with U.S. GAAP. �Some of these limitations include, but are not limited to:

���������������������� Adjusted net income, EBITDA and adjusted EBITDA do not reflect the Company�s cash expenditures or future requirements for capital expenditures or contractual commitments;

���������������������� They do not reflect changes in, or cash requirements for, the Company�s working capital needs;

���������������������� They do not reflect the interest expense, or the cash requirements necessary to service interest or principal payments, on the Company�s debt;

���������������������� They do not reflect income taxes or the cash requirements for any tax payments;

���������������������� Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized often will have to be replaced in the future, and adjusted net income, EBITDA and adjusted EBITDA do not reflect any cash requirements for such replacements;

���������������������� While share-based compensation is a component of cost of revenues and operating expenses, the impact on the Company�s financial statements compared to other companies can vary significantly due to such factors as assumed life of the options and assumed volatility of the Company�s ordinary shares; and

���������������������� Other companies may calculate adjusted net income, EBITDA and adjusted EBITDA differently than the Company does, limiting their usefulness as comparative measures.



Exchange Rate Information

This announcement contains translations of certain RMB amounts into U.S. dollars at a specified rate solely for the convenience of the reader.�Unless otherwise noted, all translations from RMB to U.S. dollars are based on the effective exchange rate of 6.1380 as of September�30, 2014.

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� and similar statements.� Among other things, the outlook for the fourth quarter of 2014 and quotations from management in this announcement, as well as ChinaCache�s strategic and operational plans, contain forward-looking statements. ChinaCache may also make written or oral forward-looking statements in its reports filed or furnished to the U.S. Securities and Exchange Commission, in its annual reports to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. 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 statements, including but not limited to the following: the Company�s goals and strategies, expansion plans, the expected growth of the content and application delivery services market, the Company�s expectations regarding keeping and strengthening its relationships with its customers, and the general economic and business conditions in the regions where the Company provides its solutions and services. Further information regarding these and other risks is included in the Company�s filings with the U.S. Securities and Exchange Commission. All information provided in this press release is as of the date of this press release, and ChinaCache undertakes no duty to update such information, except as required under applicable law.

For investor and media inquiries please contact:

Investor Relations Department

ChinaCache International Holdings

Tel: +86 (10)�6408 5307

Email: [email protected]

Mr.�Glenn Garmont or Mr.�Don Markley

The Piacente Group | Investor Relations

Tel: +1 212-481 2050

Email: [email protected]

FINANCIAL TABLES

��������������������� Unaudited Condensed Consolidated Balance Sheets

��������������������� Unaudited Condensed Consolidated Statements of Comprehensive Income

��������������������� Supplementary Metrics

��������������������� Reconciliations of Non-GAAP to GAAP Financial Measures



Condensed Consolidated Balance Sheets

(amounts in thousands)

As�of�Dec�31

As�of�Sep�30

As�of�Sep�30

2013

2014

2014

RMB

RMB

US$

(Audited)

(Unaudited)

(Unaudited)

ASSETS

Current assets

Cash and cash equivalents

338,092

468,865

76,387

Restricted Cash

60,000

67,457

10,990

Accounts receivable, net

306,237

416,887

67,919

Prepaid expenses and other current assets

50,549

71,761

11,691

Short term investments

24,636

25,019

4,076

Deferred tax assets

7,096

15,260

2,486

Amount due from a related party

141

Total current assets

786,751

1,065,249

173,549

Non-current assets

Property and equipment, net

240,650

358,908

58,473

Cloud infrastructure construction in progress

12,236

157,752

25,701

Intangible assets, net

5,563

7,809

1,272

Land use right, net

50,730

49,955

8,139

Long term investments

33,690

43,950

7,160

Deferred tax assets

1,719

950

155

Long term deposits and other non-current assets

35,829

44,779

7,295

Total non-current assets

380,417

664,103

108,195

Total Assets

1,167,168

1,729,352

281,744

LIABILITIES AND SHAREHOLDERS� EQUITY

Current Liabilities

Short-term loan

60,000

60,000

9,775

Accounts payable

203,750

294,881

48,042

Accrued employee benefits

43,922

50,417

8,214

Accrued expenses and other payables

157,075

385,745

62,845

Income tax payable

10,399

16,586

2,702

Liabilities for uncertain tax positions

11,540

11,627

1,894

Amounts due to related parties

862

17

3

Current portion of long term liabilities

7,850

1,279

Deferred government grant

24,360

37,360

6,087

Total current liabilities

511,908

864,483

140,841

Non-current liabilities

Long-term loan

14,360

2,340

Non-current portion of capital lease obligation

1,106

180

Deferred tax liabilities

2,127

2,157

350

Total non-current liabilities

2,127

17,623

2,870

Total Liabilities

514,035

882,106

143,711

Total Shareholders� equity

653,133

847,246

138,033

TOTAL LIABILITIES AND SHAREHOLDERS� EQUITY

1,167,168

1,729,352

281,744



Condensed Consolidated Statements of Comprehensive Income

(amounts in thousands, except for number of shares, per share and per ADS data)

For�the�Three�Months�Ended

Sep�30,
2013

Jun�30,
2014

Sep�30,
2014

Sep�30,
2014

RMB

RMB

RMB

US$

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

Net revenues

275,392

346,299

375,258

61,137

Cost of revenues

(187,793

)

(242,444

)

(261,371

)

(42,582

)

Gross profit

87,599

103,855

113,887

18,555

Sales�& marketing expenses

(30,235

)

(35,360

)

(30,637

)

(4,991

)

General�& administrative expenses

(48,206

)

(37,466

)

(42,523

)

(6,928

)

Research�& development expenses

(26,228

)

(30,026

)

(30,035

)

(4,893

)

Operating (loss)/income

(17,070

)

1,003

10,692

1,743

Interest income

1,273

3,190

863

141

Interest expense

(1,609

)

(1,572

)

(1,965

)

(320

)

Other income

431

2,190

88

14

Foreign exchange loss, net

(1,913

)

(1,509

)

(6,409

)

(1,044

)

(Loss)/income before income taxes

(18,888

)

3,302

3,269

534

Income tax (expense)/benefit

(3,857

)

3,608

(2,646

)

(431

)

Net (loss)/income attributable to ordinary shareholders

(22,745

)

6,910

623

103

Foreign currency translation

337

(121

)

1,687

275

Unrealized holding gains arising during the period

726

147

141

23

Reclassification adjustments for gains included in net loss

(323

)

Total other comprehensive income, net of tax

740

26

1,828

298

Comprehensive (loss)/income

(22,005

)

6,936

2,451

401

(Loss)/earnings per ordinary share:

Basic

(0.06

)

0.02

0.00

0.00

Diluted

(0.06

)

0.02

0.00

0.00

(Loss)/earnings per ADS*:

(1.00

)

0.27

0.02

0.00

(1.00

)

0.26

0.02

0.00

Weighted average number of ordinary shares used in earnings per share computation:

Basic

365,306,07

407,486,064

411,553,199

411,553,199

Diluted

365,306,07

419,885,015

422,211,476

422,211,476


*

Note1: 1 ADS = 16 shares

Note2: Non-GAAP Financial Measures



Supplementary Metrics

(Unaudited)

Jun�30,
2013

Sep�30,
2013

Dec�31,
2013

Mar�31,
2014

Jun�30,
2014

Sep�30,
2014

Revenues breakdown by industry verticals

Internet and software

20

%

22

%

25

%

23

%

23

%

23

%

Mobile internet

17

%

17

%

15

%

15

%

15

%

16

%

Media and entertainment

29

%

27

%

27

%

28

%

29

%

29

%

E-commerce

22

%

21

%

21

%

21

%

20

%

19

%

Enterprises

9

%

10

%

10

%

11

%

12

%

13

%

Government agencies

3

%

3

%

2

%

2

%

1

%

0

%

Total

100

%

100

%

100

%

100

%

100

%

100

%

Capital expenditures

28,444

22,689

32,886

29,728

58,368

104,588

As a percentage of net revenues

11.0

%

8.2

%

9.7

%

9.2

%

16.9

%

27.9

%



Supplementary Metrics - Reconciliations of Non-GAAP to GAAP Financial Measures

(amounts in thousands, except for percentages, number of shares, per share and per ADS data)

(Unaudited)

For�the�Three�Months�Ended

Sep�30,�2013

Jun�30,�2014

Sep�30,�2014

Sep�30,�2014

RMB

RMB

RMB

US$

Adjusted EBITDA � defined as EBITDA before share-based compensation expense, and foreign exchange loss

Net (loss)/income

(22,745

)

6,910

623

103

Depreciation

15,258

21,642

23,707

3,862

Amortization

436

527

534

87

Interest expense

1,609

1,572

1,965

320

Interest income

(1,273

)

(3,190

)

(863

)

(141

)

Income tax expense/(benefit)

3,857

(3,608

)

2,646

431

Share-based compensation

4,838

3,115

1,872

305

Foreign exchange loss

1,913

1,509

6,409

1,044

Penalties on uncertain tax positions

44

Adjusted EBITDA

3,893

28,521

36,893

6,011

Margin%

1.4

%

8.2

%

9.8

%

9.8

%

Adjusted net (loss)/income � defined as net (loss)/income before share-based compensation, foreign exchange loss and penalties on uncertain tax positions

Net (loss)/income

(22,745

)

6,910

623

103

Share-based compensation

4,838

3,115

1,872

305

Foreign exchange loss

1,913

1,509

6,409

1,044

Penalties on uncertain tax positions

44

Adjusted net (loss)/income

(15,994

)

11,578

8,904

1,452

Margin%

(5.8

)%

3.3

%

2.4

%

2.4

%

(Loss)/earnings per ordinary share:

Basic

(0.04

)

0.03

0.02

0.00

Diluted

(0.04

)

0.03

0.02

0.00

(Loss)/earnings per ADS:

Basic

(0.70

)

0.45

0.35

0.06

Diluted

(0.70

)

0.44

0.34

0.06

Non-GAAP gross profit � defined as gross profit before share-based compensation expense

Gross profit

87,599

103,855

113,887

18,555

Plus: Share-based compensation

535

307

162

26

Non-GAAP gross profit

88,134

104,162

114,049

18,581

Margin%

32.0

%

30.1

%

30.4

%

30.4

%

Non-GAAP operating expense � defined as operating expense before share-based compensation expense

Sales�& marketing expenses

30,235

35,360

30,637

4,991

Minus: Share-based compensation

(1,218

)

(666

)

(366

)

(60

)

Non-GAAP sales�& marketing expenses

29,017

34,694

30,271

4,931

% of net revenues

10.5

%

10.0

%

8.1

%

8.1

%

General�& administrative expenses

48,206

37,466

42,523

6,928

Minus: Share-based compensation

(2,162

)

(1,503

)

(998

)

(163

)

Non-GAAP general�& administrative expenses

46,044

35,963

41,525

6,765

% of net revenues

16.7

%

10.4

%

11.1

%

11.1

%

Research�& development expenses

26,228

30,026

30,035

4,893

Minus: Share-based compensation

(923

)

(639

)

(346

)

(56

)

Non-GAAP research�& development expenses

25,305

29,387

29,689

4,837

% of net revenues

9.2

%

8.5

%

7.9

%

7.9

%

Non-GAAP operating (loss)/income � defined as GAAP operating (loss)/income before share-based compensation expense

Operating (loss)/income

(17,070

)

1,003

10,692

1,743

Plus: Share-based compensation

4,838

3,115

1,872

305

Non-GAAP operating (loss)/income

(12,232

)

4,118

12,564

2,048

Margin%

(4.4

)%

1.2

%

3.3

%

3.3

%




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