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 MAY 2016
COMMISSION FILE NUMBER: 001-33863
XINYUAN REAL ESTATE CO., LTD.
27/F, China Central Place, Tower II
79 Jianguo Road, Chaoyang District
Beijing 100025
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 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
This Form 6-K is hereby incorporated by reference into the registration statements of Xinyuan Real Estate Co., Ltd. (“Xinyuan” or the “Company”) on Form S-8 (Registration Numbers 333-152637, 333-198525 and 333-205371) and on Form F-3 (Registration Number 333-192046) and any outstanding prospectus, offering circular or similar document issued or authorized by the Company that incorporates by reference any of the Company’s reports on Form 6-K that are incorporated into its registration statements filed with the Securities and Exchange Commission, and this Form 6-K shall be deemed a part of each such document from the date on which this Form 6-K is filed, to the extent not superseded by documents or reports subsequently filed or furnished by the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.
TABLE OF CONTENTS
| Page | |
| Signature | 2 |
| Exhibit Index | 3 |
| Exhibit 99.1 Xinyuan Real Estate Co., Ltd. Press Release dated May 10, 2016 |
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.
| Xinyuan Real Estate Co., Ltd. | |||
| By: | /s/ Huaiyu Liu | ||
| Name: | Huaiyu Liu | ||
| Title: | Chief Financial Officer | ||
Date: May 10, 2016
| 2 |
EXHIBIT INDEX
| Exhibit Number | Description | |
| Exhibit 99.1 | Xinyuan Real Estate Co., Ltd. Press Release dated May 10, 2016 |
| 3 |
Exhibit 99.1
Xinyuan Real Estate Co., Ltd. Announces First Quarter 2016 Financial Results
Raises Full Year Financial Forecast
1Q16 Contract Sales Up 51.2% YoY to US$279.6 Million
1Q16 Total GFA Sales Up 82.7% YoY to 206,600 Square Meters
1Q16 Net Income Up 53.3% YoY to US$6.9 Million
BEIJING, China, May 10, 2016 - Xinyuan Real Estate Co., Ltd. (“Xinyuan” or the “Company”) (NYSE: XIN), an NYSE-listed real estate developer and property manager primarily in China and recently in other countries, today announced its unaudited financial results for the first quarter ended March 31, 2016.
First Quarter 2016 Highlights
| · | Total first quarter revenue increased 41.2% to US$235.4 million from US$166.7 million in the first quarter of 2015. |
| · | Contract sales increased 51.2% to US$279.6 million from US$184.9 million in the first quarter of 2015. |
| · | Total gross floor area (“GFA”) sales increased 82.7% to 206,600 square meters from 113,100 square meters sold in the first quarter of 2015. |
| · | Selling, General and Administrative (“SG&A”) expenses as a percent of total revenue decreased to 13.4% from 16.6% in the first quarter of 2015. |
| · | Net income was US$6.9 million, compared to US$4.5 million in the first quarter of 2015. |
| · | Diluted net earnings per American Depositary Share (“ADS”) attributable to shareholders were US$0.09, compared to US$0.06 in the first quarter of 2015. |
| · | The Company repurchased 3,634,240 ADSs at a total cost of approximately US$14.2 million in the first quarter of 2016. |
Mr. Yong Zhang, Xinyuan’s Chairman, stated, “We are very pleased to report another strong quarter as contract sales and net income increased significantly, up 51.2% year-over-year to US$279.6 million and up 53.3% to US$6.9 million, respectively. Our unit sales activity in the first quarter continued to benefit from favorable local and national government policies, including easing monetary policy and lower down payment requirements.
We are also pleased to further expand our presence in China and in overseas markets. In China, we acquired three land parcels in Beijing, Kunshan and Zhengzhou, respectively. These are markets that have favorable economic and population growth trends and where we have an existing presence and good track record of performance. While we continued to make good progress with our New York-based Oosten project, we added another well-located residential project in midtown Manhattan. We believe these new projects will help contribute to our future growth.
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On the financing front, the Company’s wholly-own subsidiary, Xinyuan (China) Real Estate, Ltd., completed the issue of its onshore corporate bonds in China during the first quarter, representing a total principal amount of RMB2.2 billion. These onshore bonds provide financing to Xinyuan at more favorable coupon rates than the past, reduce overall financing costs as well as our exposure to foreign currency risk. The Company also repurchased a total of 3,634,240 ADSs at a total cost of approximately US$14.2 million in the first quarter.
Finally, we continued to be active with our cash dividend and repurchase programs, as we remain committed to delivering value to our shareholders and expect to continue to pay quarterly cash dividends the remainder of this year.”
First Quarter 2016 Financial Results
Contract Sales
Contract sales totaled US$279.6 million in the first quarter compared to US$184.9 million in the first quarter of 2015. The Company’s GFA sales were 206,600 square meters in the first quarter of 2016 compared to 113,100 square meters in the first quarter of 2015. The average selling price ("ASP") per square meter sold was RMB8,839 (US$1,354) in the first quarter of 2016 compared to RMB10,031 (US$1,634) in the first quarter of 2015.
Breakdown of GFA Sales and ASPs by Project
| Project | Q1 2015 | Q4 2015 | Q1 2016 | Unsold | |||
| GFA | ASP | GFA | ASP | GFA | ASP | GFA | |
| (m2 000) | (RMB) | (m2 000) | (RMB) | (m2 000) | (RMB) | (m2 000) | |
| Zhengzhou Xin City | 5.5 | 13,995 | 0.8 | 12,908 | 0.1 | 4,393 | 4.8 |
| Zhengzhou Thriving Family | 8.3 | 6,961 | 0.1 | 6,054 | 0.2 | 6,169 | 16.2 |
| Xingyang Splendid I | 5.0 | 5,052 | 12.2 | 5,050 | 0.5 | 5,249 | 43.7 |
| Xingyang Splendid II | 0.1 | 11,688 | 4.4 | 4,983 | 0.9 | 5,599 | 128.8 |
| Kunshan Royal Palace | 14.3 | 8,672 | 34.5 | 9,465 | 24.6 | 11,096 | 55.9 |
| Suzhou Lake Royal Palace | 9.9 | 8,207 | 28.7 | 13,482 | 15.2 | 16,718 | 39.9 |
| Jinan Xinyuan Splendid | 6.8 | 10,284 | 1.8 | 8,122 | 0.7 | 10,498 | 10.6 |
| Jinan Royal Palace | 12.2 | 6,235 | 44.1 | 6,270 | 13.3 | 5,985 | 292.4 |
| Xuzhou Colorful City | 3.9 | 9,008 | 2.5 | 10,307 | 2.0 | 11,256 | 60.6 |
| Beijing Xindo Park | 12.2 | 22,934 | 31.6 | 12,674 | - | - | 13.5 |
| Chengdu Thriving Family | 9.0 | 5,607 | 17.3 | 5,146 | 10.6 | 5,292 | 136.3 |
| Changsha Xinyuan Splendid | 7.4 | 5,165 | 33.1 | 5,421 | 24.6 | 5,486 | 144.6 |
| Sanya Yazhou Bay No.1 | 2.0 | 13,404 | 1.7 | 10,915 | - | - | 110.4 |
| Xi’an Metropolitan | 9.5 | 6,268 | 42.8 | 6,305 | 25.9 | 6,407 | 148.5 |
| Shanghai Royal Palace | 5.5 | 20,889 | 8.5 | 21,913 | 5.2 | 24,649 | 28.2 |
| Zhengzhou Xindo Park | - | - | 16.9 | 7,871 | 2.0 | 7,504 | 110.5 |
| Jinan Xin Central | - | - | 16.4 | 10,547 | 12.6 | 9,089 | 114.9 |
| Henan Xin Central I | - | - | 52.0 | 7,621 | 26.2 | 7,730 | 158.9 |
| Zhengzhou Fancy City I | - | - | 57.6 | 7,981 | 29.6 | 8,239 | 79.5 |
| Tianjin Spring Royal Palace | - | - | 14.0 | 8,599 | 12.8 | 9,032 | 247.4 |
| Others | 1.5 | - | -0.1 | - | -0.4 | - | 4.9 |
| Total | 113.1 | 10,031 | 420.9 | 8,493 | 206.6 | 8,839 | 1,950.5 |
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Revenue
In the first quarter of 2016, the Company’s total revenue increased 41.2% to US$235.4 million from US$166.7 million in the first quarter of 2015.
Gross Profit
Gross profit for the first quarter of 2016 was US$48.9 million, or 20.8% of revenue, compared to a gross profit of US$48.0 million, or 28.8% of revenue, in the first quarter of 2015.
Selling, General and Administrative Expenses
SG&A expenses were US$31.5 million for the first quarter of 2016 compared to US$27.7 million for the first quarter of 2015. As a percentage of total revenue, SG&A expenses were 13.4% compared to 16.6% in the first quarter of 2015.
Net Income
Net income for the first quarter of 2016 was US$6.9 million compared to US$4.5 million for the first quarter of 2015. Net margin was 2.9%, compared to 2.7% in the first quarter of 2015. Diluted earnings per ADS were US$0.09, compared to US$0.06 per ADS in the first quarter of 2015.
Balance Sheet
As of March 31, 2016, the Company’s cash and cash equivalents (including restricted cash) increased to US$1,028.6 million from US$750.7 million as of December 31, 2015. Total debt outstanding was US$2,149.6 million, an increase of US$421.2 million, compared to US$1,728.4 million at the end of the fourth quarter of 2015. The balance of the Company’s real estate property under development at the end of the first quarter of 2016 was US$2,042.7 million, compared to US$1,887.3 million at the end of the fourth quarter of 2015.
Real Estate Project Status in China
Below is a summary table of projects that were active and available for sale in the first quarter of 2016.
| Project | GFA | Contract Sales | Project Cost % Complete | ||||
| (m2 000) | (US$ millions) | ||||||
| Total Active Project | Sold to date | Total Active Project | Sales to date | % Sold | |||
| Zhengzhou Xin City | 211.1 | 206.3 | 362.2 | 329.7 | 91.0% | 93.9% | |
| Zhengzhou Thriving Family | 131.5 | 115.3 | 154.3 | 127.5 | 82.6% | 83.9% | |
| Xingyang Splendid I | 117.3 | 73.6 | 85.3 | 57.6 | 67.5% | 76.1% | |
| Xingyang Splendid II | 136.9 | 8.1 | 131.9 | 9.6 | 7.3% | 43.9% | |
| Kunshan Royal Palace | 279.9 | 224.0 | 475.0 | 323.7 | 68.1% | 88.2% | |
| Suzhou Lake Royal Palace | 169.6 | 129.7 | 370.9 | 218.3 | 58.9% | 93.9% | |
| Jinan Xinyuan Splendid | 572.2 | 561.6 | 758.3 | 749.9 | 98.9% | 99.1% | |
| Jinan Royal Palace | 452.2 | 159.8 | 666.3 | 154.1 | 23.1% | 58.7% | |
| Xuzhou Colorful City | 130.2 | 69.6 | 197.8 | 97.0 | 49.0% | 76.4% | |
| Beijing Xindo Park | 132.9 | 119.4 | 459.9 | 368.7 | 80.2% | 97.5% | |
| Chengdu Thriving Family | 211.4 | 75.1 | 346.0 | 62.2 | 18.0% | 83.6% | |
| Changsha Xinyuan Splendid | 252.7 | 108.1 | 341.6 | 90.7 | 26.6% | 72.1% | |
| Sanya Yazhou Bay No.1 | 122.0 | 11.6 | 292.2 | 24.3 | 8.3% | 65.1% | |
| Xi’an Metropolitan | 296.6 | 148.1 | 468.1 | 143.9 | 30.7% | 63.0% | |
| Shanghai Royal Palace | 57.8 | 29.6 | 284.1 | 99.8 | 35.1% | 96.0% | |
| Zhengzhou Xindo Park | 144.4 | 33.9 | 194.6 | 44.7 | 23.0% | 50.8% | |
| Jinan Xin Central | 194.7 | 79.8 | 369.3 | 115.5 | 31.3% | 58.4% | |
| Henan Xin Central I | 262.4 | 103.5 | 360.5 | 120.8 | 33.5% | 52.0% | |
| Zhengzhou Fancy City I | 166.7 | 87.2 | 234.5 | 107.7 | 45.9% | 45.9% | |
| Tianjin Spring Royal Palace | 274.3 | 26.9 | 399.4 | 36.2 | 9.1% | 27.9% | |
| Others remaining GFA | 4.9 | - | - | - | - | - | |
| Total active projects | 4,321.7 | 2,371.2 | 6,952.2 | 3,281.9 | 47.2% | 73.9% | |
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As of March 31, 2016, the Company’s total sellable GFA was approximately 2,662,500 square meters for active projects and under planning stage projects in China. Below is a summary of all of the Company’s planning stage projects:
|
Unsold GFA (m2 000) |
Pre sales Scheduled |
||
| Henan Xin Central II | 108.9 | Q3 2016 | |
| Xingyang Splendid III | 37.4 | Q4 2016 | |
| Zhengzhou Fancy City II | 203.0 | Q2 2016 | |
| Zhengzhou Shilipu project | 362.7 | Q3 2016 | |
| Total projects under planning | 712.0 | ||
| Total active projects | 1,950.5 | ||
| Total of all Xinyuan projects in China | 2,662.5 |
In April 2016, the Company acquired two land parcels, located in Tongzhou District, Beijing and Kunshan, Jiangsu province, with a total sellable GFA of approximately 102,302 square meters and 95,000 square meters, respectively.
Real Estate Project Update in the U.S.
During the first quarter of 2016, the Company continued to make good progress on its Oosten project based in Brooklyn, New York. As of the end of the first quarter, the Company had pre-sold approximately 69% of its total units. In addition, the Company successfully completed a new land acquisition in New York located in midtown Manhattan during the first quarter of 2016.
Business Outlook
For the full year 2016, based on first quarter results, the Company raises its previously announced financial forecast, now expecting full year contract sales to grow between 15% and 20% and net income to grow between 20% and 25% compared to 2015.
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Conference Call Information
The Company will hold a conference call at 8:00 am ET on May 10, 2016 to discuss first quarter 2016 results. Listeners may access the call by dialing:
US: 1-888-802-2239
International: 1-913-312-0682
A webcast will also be available through the Company's investor relations website at http://ir.xyre.com.
A replay of the call will be available through May 17, 2016 by dialing:
US: 1-877-870-5176
International: 1-858-384-5517
Access code: 7390480
About Xinyuan Real Estate Co., Ltd.
Xinyuan Real Estate Co., Ltd. (“Xinyuan”) is an NYSE-listed real estate developer and property manager primarily in China and recently in other countries. In China, the Company develops and manages large scale, high quality real estate projects in over ten tier one and tier two cities, including Beijing, Shanghai, Zhengzhou, Jinan, Xi’an, Suzhou, among others. Xinyuan was one of the first Chinese real estate developers to enter the U.S. market and over the past few years has been active in real estate development in New York. The Company aims to provide comfortable and convenient real estate related products and services to middle-class consumers. For more information, please visit http://www.xyre.com.
Forward Looking Statements
Certain statements in this press release constitute “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 includes statements about estimated financial performance and sales performance and activity, among others, and can generally be identified by terminology such as “will”, “expects”, “anticipates”, “future”, “intends”, “plans”, “believes”, “estimates” and similar statements. Statements that are not historical statements are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties that could cause actual results to differ materially from those projected or anticipated, including, but not limited to, our ability to continue to implement our business model successfully; our ability to secure adequate financing for our project development; our ability to successfully sell or complete our property projects under construction and planning; our ability to enter successfully into new geographic markets and new business lines and expand our operations; the marketing and sales ability of our third-party sales agents; the performance of our third-party contractors; the impact of laws, regulations and policies relating to real estate developers and the real estate industry in the countries in which we operate; our ability to obtain permits and licenses to carry on our business in compliance with applicable laws and regulations; competition from other real estate developers; the growth of the real estate industry in the markets in which we operate; fluctuations in general economic and business conditions in the markets in which we operate; and other risks outlined in our public filings with the Securities and Exchange Commission, including our annual report on Form 20-F for the year ended December 31, 2015. Except as required by law, we undertake no obligation to update or review publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statement is made.
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Notes to Unaudited Financial Information
This release contains unaudited financial information which is subject to year-end audit adjustments. Adjustments to the financial statements may be identified when the audit work is completed, which could result in significant differences between our audited financial statements and this unaudited financial information.
For more information, please contact:
In China:
Xinyuan Real Estate Co., Ltd.
Ms. May Shen
Investor Relations Director
Tel: +86 (10) 8588-9376
Email: irteam@xyre.com
ICR, LLC
In U.S.: +1-646-308-1472
In China: +86 (10) 6583-7511
Email: William.zima@icrinc.com
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XINYUAN REAL ESTATE CO., LTD. AND ITS SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(All US$ amounts and number of shares data in thousands, except per share data)
| Three months ended | ||||||||||||
| March 31, | December 31, | March 31, | ||||||||||
| 2016 | 2015 | 2015 | ||||||||||
| (unaudited) | (unaudited) | (unaudited) | ||||||||||
| Total revenue | 235,384 | 413,586 | 166,718 | |||||||||
| Total costs of revenue | (186,490 | ) | (332,188 | ) | (118,737 | ) | ||||||
| Gross profit | 48,894 | 81,398 | 47,981 | |||||||||
| Selling and distribution expenses | (8,121 | ) | (20,316 | ) | (7,267 | ) | ||||||
| General and administrative expenses | (23,408 | ) | (34,863 | ) | (20,398 | ) | ||||||
| Operating income | 17,365 | 26,219 | 20,316 | |||||||||
| Interest income | 8,471 | 6,260 | 5,448 | |||||||||
| Interest expense | (5,000 | ) | (5,310 | ) | (5,459 | ) | ||||||
| Net realized gain /(loss) on short-term investments | 109 | (239 | ) | 117 | ||||||||
| Unrealized gain on short-term investments | 920 | 13 | 22 | |||||||||
| Other income | 7 | 1,258 | 4,758 | |||||||||
| Exchange gains | 54 | 140 | 26 | |||||||||
| Share of gain/(loss) of an equity investee | 42 | 783 | (88 | ) | ||||||||
| Income from operations before income taxes | 21,968 | 29,124 | 25,140 | |||||||||
| Income taxes | (15,073 | ) | (10,009 | ) | (20,632 | ) | ||||||
| Net income | 6,895 | 19,115 | 4,508 | |||||||||
| Net loss/(income) attributable to non-controlling interest | (776 | ) | 1 | (15 | ) | |||||||
| Net income attributable to Xinyuan Real Estate Co., Ltd. shareholders | 6,119 | 19,116 | 4,493 | |||||||||
| Earnings per ADS: | ||||||||||||
| Basic | 0.09 | 0.27 | 0.06 | |||||||||
| Diluted | 0.09 | 0.26 | 0.06 | |||||||||
| ADS used in computation: | ||||||||||||
| Basic | 68,613 | 70,126 | 73,513 | |||||||||
| Diluted | 71,345 | 72,838 | 73,579 | |||||||||
| 7 |
XINYUAN REAL ESTATE CO., LTD. AND ITS SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(All US$ amounts and number of shares data in thousands)
| March 31, | December 31, | |||||||
| 2016 | 2015 | |||||||
| (unaudited) | (audited) | |||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | 454,313 | 387,528 | ||||||
| Restricted cash | 574,295 | 363,137 | ||||||
| Short-term investment | 13,041 | 1,245 | ||||||
| Accounts receivable | 41,501 | 42,040 | ||||||
| Other receivables | 146,732 | 147,652 | ||||||
| Deposits for land use rights | 46,431 | 46,199 | ||||||
| Other deposits and prepayments | 186,920 | 254,048 | ||||||
| Advances to suppliers | 55,383 | 50,534 | ||||||
| Real estate property development completed | 30,314 | 24,077 | ||||||
| Real estate property under development | 2,042,690 | 1,887,322 | ||||||
| Amounts due from related parties | 21,470 | 58,630 | ||||||
| Amounts due from employees | 1,804 | 351 | ||||||
| Other current assets | 238 | 201 | ||||||
| Total current assets | 3,615,132 | 3,262,964 | ||||||
| Real estate properties held for lease, net | 71,251 | 71,133 | ||||||
| Property and equipment, net | 38,633 | 39,323 | ||||||
| Other long-term investment | 31,340 | 31,108 | ||||||
| Investment in joint venture | 7,639 | 6,125 | ||||||
| Deferred tax assets | 28,505 | 15,489 | ||||||
| Deposits for land use rights | 153,269 | 107,798 | ||||||
| Other assets | 15,534 | 14,943 | ||||||
| TOTAL ASSETS | 3,961,303 | 3,548,883 | ||||||
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XINYUAN REAL ESTATE CO., LTD. AND ITS SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(All US$ amounts and number of shares data in thousands)
| March 31, | December 31, | |||||||
| 2016 | 2015 | |||||||
| (unaudited) | (audited) | |||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
| Current liabilities | ||||||||
| Accounts payable | 441,164 | 471,176 | ||||||
| Short-term bank loans and other debt | 308,897 | 222,226 | ||||||
| Customer deposits | 57,021 | 64,452 | ||||||
| Income tax payable | 96,010 | 106,034 | ||||||
| Deferred tax liabilities | 72,995 | 57,692 | ||||||
| Other payables and accrued liabilities | 139,703 | 106,127 | ||||||
| Payroll and welfare payable | 7,333 | 22,966 | ||||||
| Current portion of long-term bank loans and other debt | 851,524 | 594,834 | ||||||
| Current maturities of capital lease obligations | 3,081 | 3,066 | ||||||
| Mandatorily redeemable non-controlling interests | 2,786 | 2,310 | ||||||
| Total current liabilities | 1,980,514 | 1,650,883 | ||||||
| Non- current liabilities | ||||||||
| Long-term bank loans | 73,516 | 13,860 | ||||||
| Other long term debt | 915,684 | 897,504 | ||||||
| Deferred tax liabilities | 17,817 | 13,500 | ||||||
| Unrecognized tax benefits | 17,976 | 17,842 | ||||||
| Capital lease obligations, net of current maturities | 17,484 | 18,111 | ||||||
| Mandatorily redeemable non-controlling interests | 1,238 | 1,232 | ||||||
| TOTAL LIABILITIES | 3,024,229 | 2,612,932 | ||||||
| Shareholders’ equity | ||||||||
| Common shares | 16 | 16 | ||||||
| Treasury shares | (38,216 | ) | (24,046 | ) | ||||
| Additional paid-in capital | 533,881 | 531,233 | ||||||
| Statutory reserves | 79,927 | 80,050 | ||||||
| Retained earnings | 320,374 | 317,765 | ||||||
| Accumulated other comprehensive income | 38,456 | 30,952 | ||||||
| Total Xinyuan Real Estate Co., Ltd. shareholders’ equity | 934,438 | 935,970 | ||||||
| Non-controlling interest | 2,636 | (19 | ) | |||||
| Total equity | 937,074 | 935,951 | ||||||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 3,961,303 | 3,548,883 | ||||||
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