ming le sports ag - handelsblatt...
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MING LE SPORTS AG CONTENTS
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CONTENTS
The Company 3
Letter to Shareholders 3
Ming Le Share 4
Interim Group Management Report 6
General Information about Ming Le Sports AG 6
Business and Operating Environment 6
Results of Operations 8
Business Performance by Segment 12
Net Assets and Financial Position 13
Human Resources 18
Sales and Distribution 19
Production, Quality Control and Sourcing 19
Research and Development 20
Risk and Opportunity Report 21
Developments after the End of the Reporting Period 21
Outlook 21
Condensed Consolidated Interim Financial Statements 23
Condensed Consolidated Interim Statement of Comprehensive Income 23
Condensed Consolidated Interim Statement of Financial Position 25
Condensed Consolidated Interim Statement of Changes in Equity 27
Condensed Consolidated Interim Statement of Cash Flows 28
Selected Notes to the Condensed Consolidated Interim Financial Statements 30
Review Report 37
Responsibility Statement 39
Cautionary Note Regarding Forward-Looking Statement 40
Imprint and Financial Calendar 41
MING LE SPORTS AG LETTER TO SHAREHOLDERS
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LETTER TO SHAREHOLDERS
Dear Shareholders,
After our IPO at the Prime Standard of the Frankfurt Stock Exchange in July 2012, we continued on our growth path. For the first six months of 2013, revenues amounted to EUR 159.3 million, exceeding last year’s revenues by 25.7% (6M 2012: EUR 126.7 million). Our gross profit amounted to EUR 46.8 million, representing an increase of 7.8% compared to the first six months of last year. We stayed highly profitable with a net profit margin of 17.2%. Considering these results, we stay confident for Ming Le’s business development in the future.
As at 30 June 2013, Ming Le’s network of 4,092 retail outlets covers 26 provinces across China. More than 85% of the retail network is located in Tier 3 and Tier 4 cities and Ming Le’s Management Team believes that its network will continue to thrive and will achieve the market leading position in these cities in the near future.
On the presumption of that the currency rate remains stable, we expect to achieve a year-on-year revenue growth of 25% in 2013 in Euro terms, surpassing the EUR 350 million benchmark for the financial year 2013. We also expect to achieve a net profit margin of 17-18% for the full year 2013. Finally, I would like to express my thanks to all our shareholders for supporting our company.
Frankfurt am Main, 27 August 2013
Sincerely yours,
Siliang Ding (CEO) Ming Le Sports AG
MING LE SPORTS AG THE MING LE SHARE
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THE MING LE SHARE
German stock markets could reflect economic strength
The ongoing economic crisis influenced the international capital markets during the first half of 2013 resulting in a volatile development. However, the expansive monetary policies of the ECB helped to stimulate the European equity markets. While the European debt-crisis and disappointing economic data continued to weigh on the equity markets in the first quarter of the year, Germany´s most important stock index DAX climbed to a new all time high at 8,530.89 points in May. This reflected the relatively strong development of the German economy. At the end of the reporting period, on 28 June 2013, the DAX closed at 7,959.22 points, 4.6 % above year-end evel 2012. In July and August it has shown an upwards trend and closed at 8,338.31 points as of 9 August 2013 .
Ming Le’s reference index SDAX continued its rally from the end of the previous year during the first two months 2013 but has been trending in a similar fashion as the DAX ever since. It reached its year-high on 28 May 2013 at 6,110.61 points. The SDAX closed at 5,795.18 points on 28 June 2013 and has gradually inclined since then to a closing level of 6,064.41 points as of 9 August 2013.
Performance Ming Le share
Ming Le’s share price development did not reflect our good operative results. Starting at EUR 6.78 on 2 January 2013 and reaching its period high on 23 January 2013 at EUR 6.82 the price remained around EUR 6.60 until the end of March. After a decline to its period low of EUR 5.40 on 27 March 2013 the price stayed around EUR 5.80 in the second quarter 2013 with high volatility, closing at EUR 5.48 on 28 June 2013. The development has been even more volatile ever since with a decline in August after the publication of the postponement of the share buyback program. On 9 August Ming Le share quoted at EUR 3.95 (-41.9 % in comparison to last year’s closing price).
XETRA closing prices as of 9 August 2013: 3.95 EUR
MING LE SPORTS AG THE MING LE SHARE
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Investor Relations activities
Ming Le intends to participate at the German Equity Forum in Frankfurt in November 2013. The Management is actively seeking the dialogue with investors and analysts. It will further strengthen its focus on explaining Ming Le’s business model to potential investors in detail and will strive to increase its awareness within the financial community. Ming Le intends to continuously meet the information needs of investors with an open and transparent communication policy. Please visit www.mingle-sportswear.de to obtain additional capital market-related information.
Basic data
ISIN / WKN / Ticker DE000A1MBEG8 / A1MBEG / ML
Trading segment Regulated Market (Prime Standard), Frankfurt Stock Exchange
Commencement of trading 6 July 2012
Share capital 15,444,000
Designated sponsor Wolfgang Steubing AG
Market capitalisation (as at 9 August 2013)
EUR 61.0 million
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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INTERIM GROUP MANAGEMENT REPORT
GENERAL INFORMATION ABOUT MING LE SPORTS AG
Ming Le is a rapidly growing branded sportswear company in China targeting 16 to 35-year-old men and women who lead an urban, vibrant and active lifestyle. Ming Le strives to offer comfortable, fashionable and affordable lifestyle and leisure sportswear. The company’s products include footwear, apparel, accessories and equipment. The products are designed and developed at our own production facilities or through contract manufacturers. Ming Le markets and sells its products through a network of 26 distributors to over 4,000 retail outlets in China. As at 30 June 2013, the company had 1,393 employees. The company sells substantially all of its products to its distributors in China, which in turn sell such products to end consumers through the retail outlets oper-ated directly by the distributors or through third-party retailers that are supervised by the distributors. Ming Le currently operates six production lines with an aggregate production capacity of approximately 6.48 million pairs of footwear per year.
Ming Le Sports AG is a German stock corporation incorporated under the laws of Germany. The Company was founded on 1 November 2011. The Company holds 100% of the shares in Mingle International Limited (“Mingle HK”), a company incorporated under Hong Kong law which acts as intermediate holding company and holds 100% of the equity interests in Mingle (China) Co., Ltd. (“Mingle China”), and which in turn holds 100% of the equity in-terests of Fujian Mingle Sportswear Co., Ltd. (“Fujian Mingle”). Mingle China and Fujian Mingle are companies incorporated under PRC law.
BUSINESS AND OPERATING ENVIRONMENT
General economic environment
Due to the impact from a slower growth of the world economy, China still managed to reach a GDP growth rate of 7.5% in Q2 2013 which is lower than the 7.7% in Q1 2013. However, the overall growth for GDP remained at 7.6% which is in line with expectation and above the overall annual forecast for 2013 of 7.5%. Despite the slowdown in growth in first half of 2013, there is a general sentiment that the growth recovery would be coming but probably delayed.
Along with China’s rapid economic growth and urbanisation, disposable income levels have also grown significantly. Given the expectation of China’s continuous economic growth, both the per capita annual disposable income of urban households and the per capita annual net income of rural households are estimated to increase considerably. Rising personal income, rapid urbanisation and the Chinese government’s initiative to develop the western region of China, which is populated mostly with Tier 3 and Tier 4 cities, have driven strong growth in consumer spending in China. Retail sales of consumer goods in China have increased.
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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The sportswear industry in China
With approximately one-fifth of the world’s population and a growing gross domestic product (“GDP”), China represents a significant growth opportunity for a wide variety of casual wear products, including sportswear. The improved living standards and increased disposable income in China have driven the rapid development of the sportswear market in recent years and increased market awareness of sportswear brands. Also, government initiatives promoting sports and exercise have contributed to the development of the sportswear industry.
The China sportswear industry, which consists of sports footwear, sports apparel and sports accessories, has expanded rapidly in recent years.
Chinese domestic sportswear brands have become increasingly prominent in China. De-spite international brands’ higher market positioning and brand awareness, domestic brands have gained market share by penetrating all levels of the market whereas interna-tional brands have not been as effective in penetrating markets beyond major cities, such as Beijing, Shanghai, Guangzhou and Shenzhen.
With the development of the sports footwear industry, local Chinese suppliers have ac-cumulated experience in manufacturing and promoting their own brands in both, domestic and overseas market. The development of local brands is expected to have an increasing impact on the development of the Chinese sports footwear market.
In the first half, the total retail sales of consumer goods reached 11,076.4 billion yuan, an increase of 12.7 percent (a real growth of 11.4 percent after deducting price factors), or 0.3 percentage point higher than that in the first quarter and 1.7 percentage points lower than that same period of last year. The per capita cash income of rural households was 4,817 yuan, up by 11.9 percent, or 9.2 percent in real terms, which was 0.1 percentage point lower than that in the first quarter. The median of per capita disposable income of urban households was 11,938 yuan, up by 9.2 percent; while that of per capita cash income of rural households was 4,171 yuan, up by 13.0 percent year-on-year (Source: National Bu-reau of Statistics of China ).
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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RESULTS OF OPERATIONS
The table below shows the consolidated income statement for the financial period ended 30 June 2013 compared to the income statement for the financial period ended 30 June 2012. Ming Le Sports AG was founded by means of a notarial deed of formation dated 21 September 2011. The completion of the formation became legally effective by registration in the commercial register of the local court of Frankfurt am Main on 1 November 2011. The following tables present Ming Le’s consolidated income statement data for the six months ended 30 June 2012 and 30 June 2013:
kEUR
Q2 2013
Q2 2012
Change in %
H1 2013
H1 2012
Change in %
Revenue 85,649 70,287 21.9% 159,341 126,734 25.7%
Cost of sales (60,625) (46,047) 31.7% (112,507) (83,288) 35.1%
Gross profit 25,024 24,240 3.2% 46,834 43,446 7.8%
Other income 85 14 507.1% 14 27 (48.1%)
Selling and distribu-tion expenses
(4,653) (6,768)
(31.3%) (8,997) (9,653) (6.8%)
Administrative expenses
(766) (644) 18.9% (1,333) (1,169) 14.0%
Profits from operations
19,690 16,842 16.9% 36,518 32,651 11.8%
Net finance income 93 86 8.1% 178 159 11.9%
Profit before income tax
19,783 16,928 16.9% 36,696 32,810 11.8%
Income tax (4,981) (2,148) 131.9% (9,304) (4,163) 123.5%
Net profit for the period
14,802 14,780 (0.1%) 27,392 28,647 (4.4%)
Gross profit margin 29.2% 34.5% 29.4% 34.3%
EBIT margin 23.0% 24.0% 22.9% 25.8%
Net profit margin 17.3% 21.0% 17.2% 22.6%
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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Revenues
Revenues increased from EUR 126,734 thousand in the first six months of 2012 by EUR 32,607 thousand or 25.7% to EUR 159,341 thousand in the first six months of 2013. Both product segments contributed to the strong growth. Measured in RMB, revenues in-creased by 24.9% during the period. The increase in revenues is primarily due to increased sales volumes resulting from increased number of authorised retail outlets (3,451 as at 30 June 2012 and 4,092 as at 30 June 2013) and increases in the average unit selling prices. The number of units of footwear and apparel sold increased by 18.3% to 6.8 million. Measured in EUR, the average unit selling price grew by 6.1% for footwear products and 7.4% for apparel products. The Group’s revenues for the first six months of 2013 were de-rived wholly from the PRC. Also, there were no sales from a single customer in the first six months of 2013, which accounted for over 10% of the Groups’ revenues.
Cost of sales
Cost of sales consist of purchasing materials, purchases for outsourced products, labour costs for personnel employed in production, depreciation of non-current assets used for production purposes, R&D expenses, VAT and others (mainly utilities and maintenance costs). Costs of sales increased from EUR 83,288 thousand in the first six months of 2012 by EUR 29,219 thousand, or 35.1%, to EUR 112,507 thousand in the first six months of 2013. This increase was mainly due to increased costs for the sourcing from contract manufacturers due to capacity constraints. The following table presents a breakdown of cost of sales for each of the six months ended 30 June 2012 and 30 June 2013:
H1 2013 H1 2012
kEUR
% of cost of
sales
kEUR
% of cost of
sales
Materials 17,949 16.0 19,594 23.5
Salaries and wages 2,330 2.1 2,370 2.8
Depreciation 195 0.2 195 0.2
Purchases from subcontractors 89,384 79.4 58,754 70.5
Research and development expense 645 0.6 493 0.6
VAT 798 0.7 789 1.0
Others 1,206 1.0 1,093 1.4
Total 112,507 100 83,288 100
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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Gross profit and gross profit margin
Gross profit improved during the reporting period by 7.8% to EUR 46,834 thousand (six months ended 30 June 2012: 43,446 thousand). This resulted in a decrease of overall gross profit margin from 34.3% in 6M 2012 to 29.4% in 6M 2013. The decrease of the gross profit margin is mainly attributed to higher costs as a result of outsourcing to vendors for manufacturing.
Other income in Q2 2013/2012 and H1 2012/2013
Other income principally consists of rental income for lease of retail space owned at Ming Le headquarters and exchange gains/loss.
In the six months ended 30 June 2012, and six months ended 30 June 2013 respectively, exchange loss of KEUR 3 and KEUR 17 was incurred due to EUR depreciating against RMB. Other income as a percentage of revenues amounted to less than 0.1% in 6M 2012 as well as in 6M 2013 and is therefore relatively insignificant.
Selling and distribution expenses
Selling and distribution expenses comprise mainly marketing and advertising costs and staff costs. Selling and distribution expenses decreased by 6.8% to EUR 8,997 thousand in the six months ended 30 June 2013. This decrease is due to a timing difference in the expenditure on TV advertising and increased costs to be incurred in Q3 2013. Corre-spondingly, selling and distribution expenses as a percentage of revenues decreased slightly and amounted to approximately 5.6% for the six months ended 30 June 2013 (six months ended 30 June 2012: 7.6%).
Administrative expenses
Administrative expenses comprise mainly depreciation, salaries to management and ad-ministrative personnel and professional fees incurred.
Administrative expenses increased from EUR 1,169 thousand in the six months ended 30 June 2012 by 14.0% to EUR 1,333 thousand in the six months ended 30 June 2013. This increase is mainly attributed to an increase in professional fees incurred in 2013, which did not occur in 2012.
Administrative expenses as a percentage of revenues remained relatively stable at ap-proximately 1% of revenue for six months ended 30 June 2012 and six months ended 30 June 2013.
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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Profit from operations (EBIT)
Profit from operations increased from EUR 32,651 thousand in the six months ended 30 June 2012 by 11.8% to EUR 36,518 thousand in the six months ended 30 June 2013. This resulted in an EBIT margin of 22.9% (6M 2012: 25.8%)
Net finance income
The financial result increased from EUR 159 thousand in the six months ended 30 June 2012 by 11.9% to EUR 178 thousand in the six months ended 30 June 2013, mainly due to the increase in the net cash position.
Income tax
Income tax expenses increased to EUR 9,304 thousand in the six months ended 30 June 2013. For the period under review, the effective income tax rate is 25.4% (six months ended 30 June 2012: 12.7%). Under the income tax law of the PRC currently in effect, the general income tax rate is 25%. Ming Le, however enjoyed tax rebates which provided for a 50% reduction in income tax rate in 2010, 2011 and 2012. Effective from 2013, Ming Le is exposed to the full 25% statutory tax rate.
Net profit for the period
The net result decreased from EUR 28,647 thousand in the six months ended 30 June 2012 by 4.4% to EUR 27,392 thousand in the six months ended 30 June 2013. This rep-resents a net profit margin of 17.2% (six months ended 30 June 2012: 22.6%).
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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BUSINESS PERFORMANCE BY SEGMENT
Ming Le offers footwear products, apparel, accessories and equipment under its own “Ming Le” brand. The Group’s business is organised into two main operating segments:
Footwear including running, basketball, tennis, skate board, canvas, casual and outdoor shoes. Ming Le manufactures the majority of its footwear products and outsources the remaining portion to third-party contract manufacturers.
Apparels, accessories and equipment including basketball, tennis and other leisure sportswear apparel for men and women designed for a variety of leisure and sports pur-poses.
The following table presents a breakdown of total revenues, sales volume and average unit selling price by segment for the six months ended 30 June 2012 and 30 June 2013:
kEUR Q2 2013 Q2 2012 Change
in % H1 2013 H1 2012
Change
in %
Footwear
Revenue 50,768 42,609 19.2% 92,465 76,854 20.3%
% of revenue 59.3 60.6 (1.3%) 58.0 60.6 (2.6%)
Sales volume (in units)
4,105,185 3,660,326 12.2% 7,865,543 6,936,404
13.4%
Average unit selling price (in EUR)
12.4 11.6
6.9% 11.8 11.1
6.3%
Apparels, accessories and equipment
Revenue 34,881 27,678 26.0% 66,876 49,880 34.1%
% of revenue 40.7 39.4 1.3% 42.0 39.4 2.6%
Sales volume (in units)
4,330,529 3,653,370
18.5% 7,923,501 6,285,656
26.1%
Total 85,649 70,287 159,341 126,734
Note: The table above does not include sales volume and average unit selling price of Ming Le’s accessories and equipment because Ming Le sells a broad range of accessories and equipment that vary significantly, including in terms of unit price. As a result, a unit-based analysis of Ming Le’s accessories and equipment would not be meaningful.
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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Footwear
In the first six months of 2013, 58.0% of Ming Le’s total revenues were attributable to sales of footwear (six months of 2012: 60.6%). The revenue of footwear products grew from EUR 76,854 thousand in the first six months of 2012 by 20.3% to EUR 92,465 thousand in the first six months of 2013, while the sales volume in this segment increased from 6,936,404 units to 7,865,543 units. The average unit selling price amounted to EUR 11.8 in the first six months of 2013 (six months of 2012: EUR 11.1).
Apparels, accessories and equipment
The sales of apparel, accessories and equipment accounted for 42.0% of total revenues in the first six months of 2013 (six months of 2012: 39.4%). Revenues in this segment mainly derived from the sale of apparels. The overall growth in revenues from the sale of apparels, accessories and equipment was higher than the overall growth in total revenues. Thus the revenue of apparel, accessories and equipment products grew from EUR 49,880 thousand in the first six months of 2012 by 34.1% to EUR 66,876 thousand in the first six months of 2013, while the sales volume of apparel and accessories in this segment increased from 6,285,656 units to 7,923,501 units.
NET ASSETS AND FINANCIAL POSITION
The Group’s objectives when managing capital refer primarily to equity as shown in the balance sheet and are to safeguard the Group’s ability to continue as a going concern and to support the Group’s stability and growth so as to maximize shareholders’ returns and stakeholders’ benefits.
A capital structure which does not make significant use of debt financing and seeks to es-tablish a ratio of equity to total assets of 50% or above is considered to be advisable and achievable by the Group’s management, providing the Group with a stable basis for achieving its business objectives.
The balance sheet total increased significantly from EUR 189,566 thousand as at 31 De-cember 2012 to EUR 227,099 thousand as at 30 June 2013. This rise is principally at-tributable to an increase in trade and other receivables as well as cash and cash equiva-lents financed by the profit for the year and an increase in short term payables.
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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The following table presents the balance sheet data of Ming Le Sports AG as at 31 De-cember 2012 and 30 June 2013 on a consolidated basis:
kEUR 30 Jun 2013 31 Dec 2012
Non-current assets 9,558 7,613
Current assets 217,541 181,953
Total Assets 227,099 189,566
Total equity 187,946 155,181
Current liabilities 39,153 34,385
Total Liabilities 39,153 34,385
Total Equity and Liabilities 227,099 189,566
Non-current assets
Property, plant and equipment
Property, plant and equipment comprise plant and machinery, furniture, fixtures, office equipment and motor vehicles.
Property, plant and equipment (net book value) decreased slightly from EUR 6,615 thou-sand as at 31 December 2012 by 0.14% to EUR 6,606 thousand as at 30 June 2013. This decrease was primarily due to additions and depreciation of EUR against RMB from 8.3268 as at 31 December 2012 to 8.0609 as at 30 June 2013 partially offset by deprecia-tion charges.
Land use rights
Land use rights relate to long-term interest for the usage of land.
Land use rights increased from EUR 378 thousand as at 31 December 2012 by 653.7% to EUR 2,849 thousand as at 30 June 2013 primarily due to land use rights for 23,325 square metres of land was obtained in May 2013 after final payment of EUR 1.9 million. The in-crease was partially offset by amortisation of Ming Le’s land use rights.
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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Prepayment – Land use rights
Prepayment-Land use right refers to prepayments made prior to securing the land use rights. The decrease from EUR 517 thousand to nil in the reporting year of 2012 can basically be attributed to accruals within the first six months ending 30 June 2013 and to the fact that land use rights were secured for the entire area of 23.325 square meters in May 2013. Therefore, the entire amount was capitalized effective May 2013 within the land use rights. Deferred Tax Asset
Deferred Tax asset remains consistent at EUR 103 thousand as at 31 December 2012 and 31 March 2013 respectively. The deferred tax asset was created on the transaction costs relating to equity in 2012.
Current assets
Inventories
Inventories comprise raw materials, work-in-progress and finished goods.
Inventories increased from EUR 5,240 thousand as at 31 December 2012 by 69.5% to EUR 8,882 thousand as at 30 June 2013. This increase resulted primarily from a timing difference in finished goods due to earlier completion of orders.
Trade and other receivables
Trade and other receivables comprise trade receivables and prepayments.
Trade and other receivables increased from EUR 87,613 thousand as at 31 December 2012 by 16.6%, to EUR 102,184 thousand as at 30 June 2013. This increase resulted primarily from increase in prepayments made during Q2 2013.
Credit terms has been revised from 60 days in 2012 to 75 days in 2013 but there are no overdue balances based on the trade receivables aging listing hence there are no accruals for doubtful debts required as at 30 June 2013.
Cash and cash equivalents
Cash and cash equivalents comprise cash at bank and cash on hand.
Cash and cash equivalents increased significantly from EUR 89,100 thousand as at 31 December 2012 by 19,5% to EUR 106,475 thousand as at 30 June 2013. For a more de-tailed discussion of cash at the end of each period, see the chapter “Liquidity” in this sec-tion.
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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Equity
Equity comprises share capital, reserves and transaction costs relating to equity and re-tained earnings.
Equity increased from EUR 155,181 thousand as at 31 December 2012 by EUR 32,722 thousand, or by 21.1% to EUR 187,946 thousand as at 30 June 2013 mainly due to an increase in retained earnings. As at 30 June 2013, the Group achieved a ratio of equity to total assets of 82.7% (31 December 2012: 81.9%).
Statutory reserves relate to the statutory reserve required under PRC law. Ming Le has reached the required statutory reserve as at 31 December 2010, which is why the amount remained the same when comparing 31 December 2012 and 30 June 2013.
Current liabilities
Liabilities from deliveries and services and other liabilities
Trade and other payables comprise mainly trade payables, salary and social security in-surance payables, VAT payables, accrued income and other payables. Other payables comprise of amounts for taxes and accruals for normal utility expenses.
Trade and other payables decreased from EUR 30,255 thousand as at 31 December 2012 by 5.6%, to EUR 32,000 thousand as at 30 June 2013. This is due to purchases from contract manufacturers.
Withholding tax payable
Withholding tax payable comprises the current payable amount of the income tax for divi-dend payments.
Withholding tax payable increased from EUR 1,136 thousand as at 31 December 2012 by 3.3% to EUR 1,174 thousand as at 30 June 2013.
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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Liquidity
The following table presents a summary of the cash flow data of Ming Le Sports AG for the six months ended 30 June 2012 and 30 June 2013:
kEUR
Jun 30, 2013
Jun 30, 2012
Cash flows from operating activities 13,449 21,001
Cash flows from investing activities (1,843) 159
Cash flows from financing activities 505 478
Cash and bank balances at the end of the financial year 106,475 82,451
Net cash generated from operating activities decreased from EUR 21,001 thousand in first six months of 2012 by 36.0%, to EUR 13,449 thousand in the first six months of 2013. This increase was mainly attributable to an increase in trade and other receivables prepay-ments for advertising and marketing and also revision of credit terms from 60 days to 75 days effective from 2013.
Net cash flow from investing activities decreased from EUR 159 thousand in the first six months of 2012 to EUR 1,843 thousand in the first six months of 2013. The decrease was mainly attributable to the additions of property, plant and equipment and final payments made for securing the land use rights.
Net cash from financing activities increased from EUR 478 thousand in the first six months of 2013 by EUR 27 thousand to EUR 505 thousand. The increase was mainly due to the increase in advance from a shareholder.
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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HUMAN RESOURCES
For the six months ended 30 June 2013, Ming Le had an average of 1,393 full-time em-ployees (for the six months ended 30 June 2012: 1,310). The number of employees re-mained stable despite the strong growth of the revenues due to the reason, that the in-creased demand for our products was primarily resolved by an increased outsourcing of the manufacturing to third-party vendors.
The following table shows a breakdown of Ming Le’s employees by function for the six months ended 30 June 2012 and 30 June 2013, respectively:
Function Jan 1, 2013 to
Jun 30, 2013 Jan 1, 2012 to
Jun 30, 2012
Board of Directors 4 4
Finance 17 17
Purchase 18 19
Administration and Human Resources 33 30
Sales and Marketing 127 35
Quality Control 39 43
Product Design and Development 151 143
Production 1,004 1,019
Total 1,393 1,310
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SALES AND DISTRIBUTION
All of Ming Le’s products are sold in China. While a small portion of our products are sold directly through one retail outlet operated by the Group itself, Ming Le sells 99.9% of its products to distributors in China, which in turn sell our products to end consumers through authorised retail outlets. Almost all of the retail outlets selling Ming Le’s products are either operated directly by Ming Le’s distributors or operated by third-party retailers and indirectly supervised by Ming Le’s distributors.
The number of authorised retail outlets has grown significantly and allowed Ming Le to expand rapidly across China and penetrate its core markets. As of 30 June 2013, Ming Le’s products were sold at 4,092 authorised retail outlets in 26 provinces. This represents an increase of approximately 8.0% compared to 31 December 2012.
As of 30 June 2013, the retail outlets included 111 flagship stores and 224 image stores. Substantially all of Ming Le’s authorised retail outlets are located in Tier 3 and Tier 4 cities in China. As of 30 June 2013, the number of Ming Le’s authorised retail outlets located in Tier 1, Tier 2, Tier 3 and Tier 4 cities in China were 58, 410, 943, and 2,681, respectively.
Ming Le relies on its distributors to market and distribute its products and strive to maintain close relationships with these distributors. In order to maintain brand awareness and con-sumer loyalty, Ming Le requires its distributors to supervise the retail outlets to ensure that they observe the pre-set retail procedures and policies in respect to store design and lay-out, marketing activities and customer service.
Ming Le’s distributorship agreements generally include provisions regarding e.g. product exclusivity, geographic exclusivity and minimum purchase requirements.
Around 65% to 70% of Ming Le’s sales are derived from orders placed at Ming Le’s two major seasonal sales fairs, and the remaining from the two supplementary intra-season sales fairs. Ming Le usually hosts product preview conferences one month before major seasonal sales fairs.
PRODUCTION, QUALITY CONTROL AND SOURCING
As of 30 June 2013, Ming Le operated six production lines with an aggregate production capacity of approximately 6.48 million pairs of footwear per year.
Ming Le engaged four footwear contract manufacturers for the first six months of 2013. The Company and contract manufacturers produced approximately 7.97 million pairs of foot-wear for Ming Le in the first six months of 2013.
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
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Quality Control
Product quality control is a critical aspect of Ming Le’s business. Our dedicated quality control team conducts various quality inspection and testing procedures at each stage of the production process in accordance with Ming Le’s quality control standards. Pilot pro-duction is carried out prior to mass production of new designs. Additionally, a series of quality control sample testing is undertaken to ensure product specifications are met and the product quality is consistent with applicable national standards before the products are delivered to distributors.
Sourcing
The principal raw materials used in the production of Ming Le’s footwear products are leather, fabrics, soles and other ancillary components. Ming Le purchases all of these materials from domestic suppliers in China. We select our raw material suppliers based on their track record, experience and reputation. Many of these suppliers are located near our production facility, which allows us to minimise logistics costs. Sourcing strategy will be reviewed regularly in order to cope with rising prices from suppliers; in addition the con-struction of a factory is planned to replace sourced products/components by in-house production.
All raw materials used in the production of Ming Le’s apparel, accessories and equipment products are procured by Ming Le's contract manufacturers. Ming Le requires its contract manufacturers to purchase key raw materials from designated suppliers.
RESEARCH AND DEVELOPMENT
We believe one of Ming Le’s key strengths is our internal product design and development team, which focuses on developing comfortable, fashionable and affordable sportswear for Ming Le’s target consumers.
For the six months ended 30 June 2013, the product design team consisted of 70 mem-bers; the product development team consisted of 81 members, including 30 senior product engineers with an average of over five years in the sportswear industry. The expenses for our own research and development increased from EUR 493 thousand in the first six months of 2012 to EUR 645 thousand in the first six months of 2013, representing ap-proximately 0.6% of total cost of sales.
Our product development team is in charge of the entire development cycle from design to testing to sample production in order to ensure and improve the functionality and quality of Ming Le’s sportswear products. With the assistance of our product development team, we have incorporated into our sportswear products a number of new technologies, including an air circulation system, which allows for better breathability, an enhanced shock-absorption and abrasion-resistance system, nano-deodorisation technology and seamless sewing technology, but also arch supports and environmentally friendly materi-als.
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
21
RISK AND OPPORTUNITY REPORT
There were no significant changes in risks and opportunities in the first six months of the year 2013. For more information on the risks the Company is exposed to and the Com-pany’s risk management policy, please refer to the “Risk Factors” section in the Company’s annual report dated 3 May 2013.
DEVELOPMENTS AFTER THE END OF THE REPORTING PERIOD
There were no other significant events subsequent to 30 June 2013 up to the date of this report.
OUTLOOK
Industry outlook
In 2013, the Chinese economy is expected to continue to recover and stabilise. Consumer spending is expected to further rise due to the huge population, growing urbanization, in-creasing living standards and rising personal incomes. Expected headwinds arise from the uncertainties of the world economy, the debt crisis in Europe and the domestic real estate market.
While increasing disposable income and urbanisation benefit the Chinese apparel industry in general, sportswear is particularly well positioned for growth due to several reasons. First, international and domestic sporting events are attracting increasingly large audi-ences among Chinese viewers. Watching sports via Internet has become more and more popular among Chinese audiences, given the greater content availability and boarder in-ternational appeal. The Chinese government has also introduced initiatives such as the second Outline of National Fitness Program and the establishment of community sports stations and sports centres to promote sports and exercise. These events have signifi-cantly increased the profile of different sports in China.
Future business development of Ming Le Group
During the first six months 2013 the company’s revenue increased by 25.7% compared to the same period in 2012 and amounted to EUR 159,341 thousand. Additionally the com-pany’s profit margins decreased during the reporting period with net profit margin reaching 17.5%. The Management Board expects this business development to improve slightly in the 3rd quarter of 2013.
Segment outlook
Ming Le expects a 25% revenue increase for both footwear and apparels & accessories in 2013 primarily due to the new retail outlets openings associated with increase in orders during the Autumn/Winter seasonal sales fair held in April/May 2013.
In the current financial year Ming Le is focusing on the expansion of its retail network in Sichuan, Yunnan, Guizhou, Gansu and Xinjiang. The Company plans to add 630 stores (inclusive of 30 self-owned flagship stores) to its existing network by the end of 2013. By the end of Q2 2013, Ming Le has already added 302 stores to its existing network.
MING LE SPORTS AG INTERIM GROUP MANAGEMENT REPORT
22
Ming Le plans to open the thirty self-operated flagship stores in the current financial year within the prime locations of Tier 3 cities in China to further increase brand equity as well as to attract potential distributors and retailers.
Since 30 June 2013, no material change of the financial condition and the trading and market position of Ming Le have occurred.
Outlook on financial development
Based on a currency rate of EUR/RMB of 1:8 and on the basis of the increased sales or-ders for the Spring/Summer and Autmn/Winter 2013 collection, we expect to achieve year-on-year revenue growth of 25% in Euro terms for 2013, surpassing the EUR 350 million mark for the financial year 2013 and a net profit margin of 17-18%.
Frankfurt am Main, 27 August 2013 Ming Le Sports AG
The Board of Management
Mr. Siliang Ding Mr. Shoutan Guo Mr. Alan Chun Kiat Tan
MING LE SPORTS AG CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENT
23
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
Condensed Consolidated Interim Statement of Comprehensive Income
kEUR Q2 2013 Q2 2012 H1 2013 H1 2012
Revenue 85,649 70,287 159,341 126,734
Cost of sales (60,625) (46,047) (112,507) (83,288)
Gross profit 25,024 24,240 46,834 43,446
Other income 85 14 14 27
Distribution expenses (4,653) (6,768) (8,997) (9,653)
Administrative expenses (766) (644) (1,333) (1,169)
Profits from operations 19,690 16,842 36,518 32,651
Finance income, net 93 86 178 159
Profits before income tax 19,783 16,928 36,696 32,810
Income tax (4,981) (2,148) (9,304) (4,163)
28,644 Net profit for the period 14,802 14,780 27,392 28,647
Other comprehensive income for the period:
Exchange differences on foreign currency translation
(671)
6,544 5,373
4,376
Total comprehensive income for the period: 14,131 21,324 32,765 33,023
MING LE SPORTS AG CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENT
24
kEUR Q2 2013 Q2 2012 H1 2013 H1 2012
Profit for the period attributable to:
– Owners of the par-ent
14,802 14,780 27,392 28,647
Total comprehensive profit for the period attributable to:
– Owners of the par-ent
14,131 21,324 32,765 33,023
Basic and diluted earnings per share (in Euro) 0.96 0.96 1.77 1.85
MING LE SPORTS AG CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENT
25
Condensed Consolidated Interim Statement of Financial Position
kEUR 30 Jun 2013 31 Dec 2012
Non-current assets
Intangible assets 2,849 378
Property, plant and equipment 6,606
6,615
Deferred tax asset 103 103
Other non-current assets - 517
Total non-current assets 9,558 7,613
Current assets
Inventories 8,882 5,240
Trade and other receivables 102,184 87,613
Cash and cash equivalents 106,475 89,100
Total current assets 217,541 181,953
Total assets 227,099 189,566
Equity and liabilities
Equity
Share capital 15,444 15,444
Capital reserves 5,328 5,328
Transaction costs of an equity transaction (218) (218)
Statutory reserves 6,789 6,789
Currency translation reserve 12,984 7,611
Retained earnings 147,619 120,227
Total equity 187,946 155,181
MING LE SPORTS AG CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENT
26
kEUR 30 Jun 2013 31 Dec 2012
Current liabilities
Income tax liabilities 4,994 2,515
Withholding tax liabilities 1,174 1,136
Amount due to a shareholder 985 479
Trade and other payables 32,000 30,255
Total liabilities 39,153 34,385
Total equity and liabilities 227,099 189,566
MING LE SPORTS AG CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENT
27
Condensed Consolidated Interim Statement of Changes in Equity
kEUR
Share capital
Capital reserves
Statutory reserves
Transac-tion costs
relating to equity
Currency trans- lation
reserve
Retained earnings
Total
Balance at Jan 01, 2012
15,000
-
6,789
-
10,489
59,083
91,361
Total compre-hensive income for the period
- - - (3) 4,376 28,647 33,020
Balance at Jun 30, 2012
15,000 - 6,789 (3) 14,865 87,730 124,381
Proceeds from initial offering
444 5,328 - (215) - - 5,557
Total compre-hensive income for the period
- - - - (7,254) 32,497 25,243
Balance at Dec 31, 2012
15,444 5,328 6,789 (218) 7,611 120,227 155,181
Total compre-hensive income for the period
- - - - 5,373 27,392 32,765
Balance at Jun 30, 2013
15,444 5,328 6,789 (218) 12,984 147,619 187,946
MING LE SPORTS AG CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENT
28
Condensed Consolidated Interim Statement of Cash Flows
kEUR Jan 1, 2013
to Jun 30, 2013 Jan 1, 2012
to Jun, 2012
Operating activities
Profit before income tax 36,696 32,810
Loss on disposal of property, plant and equipment 17 -
Amortisation of intangible assets 13 4
Depreciation of property, plant and equipment 305 306
Interest income (178) (159)
Operating profit before changes in working capital
36,853 32,961
Increase in Inventories (3,642) (2,753)
Increase in trade and other receivables (14,571) (7,948)
Increase in trade and other payables 1,745 3,017
Net cash generated from operations 20,385 25,277
Income taxes paid (6,936) (4,276)
Cash flows from operating activities 13,449 21,001
Investing activities
Cash outflows for property, plant and equipment (149) -
Cash outflows for prepayment-land use rights (1,924) -
Interest received 178 159
Proceeds from disposal of property, plant and equipment
52 -
Cash flows from investing activities (1,843) 159
Financing activities
Cash inflow from shareholder 505 482
Transaction costs relating to equity - (4)
Cash flows from financing activities 505 478
MING LE SPORTS AG CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENT
29
kEUR Jan 1, 2013
to Jun 30, 2013 Jan 1, 2012
to Jun, 2012
Net increase in cash and cash equivalents 12,111 21,638
Effects on cash and cash equivalents from currency translation
5,264 4,207
Cash and cash equivalents at the beginning of the period
89,100 56,606
Cash and cash equivalents at the end of the period 106,475
82,451
MING LE SPORTS AG SELECTED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
30
Selected Notes to the Condensed Consolidated Interim Financial Statements
1. General information
Ming Le Sports is a rapidly growing branded sportswear company in China targeting 16 to 35 year old men and women who lead an urban, vibrant and active lifestyle. Ming Le’s products include footwear, apparels, accessories and equipment. Ming Le designs and develops its own products and manufactures them at Ming Le’s facilities or through contract manufacturers. Ming Le markets and sells its products through a network of 26 distributors to about 4,000 retail outlets in China. Approximately over 85% of Ming Le’s authorised retail outlets are located in Tier 3 and Tier 4 cities in China, which Ming Le believes offer the most opportunities for its growth and expansion due to strong market growth potential.
2. General information and Statement of compliance with IFRS
These interim consolidated financial statements of the Group are prepared for the six months ended 30 June 2013. The interim consolidated financial statements have been prepared in accordance with the Interna-tional Financial Reporting Standards (IFRS) adopted by the International Accounting Standards Board (IASB) and its interpretations of the International Financial Reporting Standards Interpreta-tions Committee (IFRS IC) for interim financial information effective within the European Union. Accordingly, these interim financial statements do not include all of the information required in an-nual financial statements by IFRS. The interim consolidated financial statements have been reviewed. In the opinion of the Group’s Management Board, the interim consolidated financial statements include all adjustments of a normal and recurring nature considered necessary for a fair presentation of results for interim pe-riods. Results of the six months ended 30 June 2013 are not necessarily indicative of future results. The preparation of interim financial statements in conformity with IAS 34 “Interim Financial Report-ing” requires the Management Board to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates. The accounting principles and practices as applied in the interim financial statements correspond to those pertaining to the most recent annual financial statements. A detailed description of the ac-counting policies is published in the notes to the financial statements of the Group’s financial statements for the financial year ended 31 December 2012. The interim consolidated financial statements of the Group have been rounded to the nearest thousand Euro. Amounts are stated in thousands of Euros (kEUR) except where otherwise indi-cated. The interim consolidated financial statements of the Group for the period from 1 January to 30 June 2013 were approved and authorized for issue by the Management Board of Ming Le Sports AG at the end of August.
MING LE SPORTS AG SELECTED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
31
Significant accounting policies and changes in estimates
Statement of compliance and basis of preparation
These interim consolidated financial statements of the Group are prepared for the period from 1 January to 30 June 2013 with comparatives. The interim consolidated financial statements of the Group have been prepared in accordance with the International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) in so far as these have been adopted by the European Union (“EU”) in effect at 30 June 2013 and in accordance with Sec. 289 Para. 5, Sec. 315a Para. 3 of the German Commercial Code. The interim consolidated financial statements of the Group have been rounded to the nearest thousand Euro. Amounts are stated in thousands of Euros (kEUR) except where otherwise indi-cated.
Standards, Interpretations and Amendments to Standards and Interpretations applied for the six months ended 30 June 2013
The Group has applied the following standards and interpretations of the IASB as well as their changes or revisions first time adopted for the six months ended 30 June 2013: § Amendments to IAS 12 – Income Taxes (Deferred tax recovery of underlying assets) § Improvements to IAS 19 - Employee benefits § Amendments to IFRS 1 – First time adoption of International Financial Reporting Standards
(Severe Hyperinflation) § Amendments to IFRS 1 – First time adoption of International Financial Reporting Standards
(Accounting for government loans) § Amendments to IFRS 7 – Financial Instruments: Disclosures § IFRS 13 – Fair Value Measurement § IFRIC 20 – Stripping Costs in the production phase of surface mining § Improvements to IFRS (issued by IASB) No material effect arose on the interim condensed consolidated financial statement of financial po-sition, consolidated financial statement of cash flows or consolidated statement of comprehensive income of the Group as a result of the first-time application of the above mentioned standards, in-terpretations or changes to them, as well as changes from the Annual Improvements Project 2009. 3. Currency translation
Functional and presentation currency
Items included in the financial statements are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”).
The Group conducts its business predominately in the PRC and hence its functional currency is the Renminbi (RMB).
MING LE SPORTS AG SELECTED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
32
The presentation currency of the Group is EURO, being the presentation currency of its ultimate German domiciled legal parent and holding company, and therefore the financial information has been translated from RMB and HKD to EURO at the following rates:
RMB/EUR HKD/EUR
Closing Rate Average Rate Closing Rate Average Rate
30 June 2012 7.9344 8.2139 9.6540 10.0901
31 December 2012 8.3268 8.1405 10.2513 10.0059
30 June 2013 8.0609 8.1594 10.0575 10.1468
MING LE SPORTS AG SELECTED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
33
4. Segment reporting
(i) Business segment
Management determines the operating segments, which represents product category, based on reports reviewed and used for strategic decisions. The Group’s business segments are organized into two main operating segments:
• Footwear • Apparels, accessories and equipment
Both product segments are managed by the Group.
All operating segments are monitored and strategic decisions are made on the basis of the seg-mental gross margins. Items of expense and income below the gross profit margin are not analysed by management on a segmental basis, as these are not considered relevant for the operational and strategic analysis of the business. Management considers the Group’s total assets, comprising property, plant and equipment, inventory, amount due from a shareholder trade and other receiva-bles and cash and bank balances as reasonably allocable to the two operating segments on a reasonable basis determined by segment reflecting the actual situation.
kEUR
Footwear Apparels, accessories and
equipment
Total
Financial period ended 30 June 2013
Revenues from external customers 92,465 66,876 159,341
Gross profit 28,774 18,060 46,834
Other income 14
Distribution cost (8,997)
Administrative expense (1,333)
Profit from operations 36,518
Finance income, net 178
Profit before income tax 36,696
Amortisation and depreciation 266 52 318
MING LE SPORTS AG SELECTED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
34
kEUR
Footwear Apparels, accessories and
equipment
Total
Financial period ended 30 June 2012
Revenues from external customers 76,853 49,881 126,734
Gross profit 26,616 16,830 43,446
Other income 27
Distribution cost (9,653)
Administrative expense (1,169)
Profit from operations 32,651
Finance income, net 159
Profit before income tax 32,810
Amortisation and depreciation 265 45 310
MING LE SPORTS AG SELECTED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
35
Earnings per share
Jan 1, 2013 to Jun 30, 2013
Jan 1, 2012 to Jun 30, 2012
Profit for the financial year attributable to equity holder of the parent (kEUR)
27,392 28,647
Weighted average number of issued and outstanding no par shares (in thousands) 15,444 15,444
Basic and diluted earnings per share (in Euros)
1.77 1.85
5. Commitments and contingencies
Commitments
As at 30 June 2013, the Company is also party to two sponsorships contracts which provide for future payments of approximately EUR 8.6 million (RMB 69.3 million) of which EUR 0.2 million (RMB 1.8 million) is due to be paid in 2013 and EUR 8.4 million (RMB 67.5 million) is due after 2013.
At 30 June 2013, the Company had outstanding purchase orders of approximately EUR 67.7 million (RMB 545.4 million).
Contingencies – Social insurance bank payments
According to the PRC laws and regulations, where a company has not made full contributions to social insurance for all its employees, the administrative department of labour security or the tax authority shall order for the company to pay up the premiums within a prescribed time limit and if the company still fails to make payment within the time limit, a surcharge for overdue payment equal to 0.2% per day of the overdue premiums will be imposed from the date of the expiration of the pre-scribed time limit in addition to the unpaid social insurance premiums. The management of the Group is unable to quantify the estimated amount of surcharge payable as the Group has thus far not received any order from the authority to pay for the outstanding contributions. Without consid-ering the penalty of 0.2% per day, the Company estimates that such a claim for the additional payments would not exceed EUR 2,772 thousand. An agreement was undertaken by Mr. Ding with the Company according to which he would reimburse the Company for any losses incurred for such additional social insurance and housing funds payments. The Company has commenced to make provisions since 1 January 2011 onwards for the housing funds payment.
MING LE SPORTS AG SELECTED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
36
6. Related party disclosures – Significant related party transactions
An entity or individual is considered a related party of the Group for the purposes of the financial statements if: (i) it possesses the ability, directly or indirectly, to control or exercise significant in-fluence over the operating and financial decision of the Group; or (ii) it is subject to common control or common significant influence.
Related party information
a) Entities/individuals with common control or significant influence over the Group or under common control.
Related party Relationship with the Group
Mr. Ding, Siliang Chairman/Chief Executive Officer/Director
b) Management/directors of the Group and subsidiaries
Related party Relationship with the Group
Ms. Ding, Meichu Director
Mr. Ding, Xiaohua Director (with effect from 20th Sep 2011)
Mr. Chen, Yongzhao
Deputy General Manager of Purchasing Department/ Director (with effect from 20th Sep 2011)
Mr. Yan, Jiaming Production Manager
Mr. Li, Zhongshun Research & Development Director
Mr. Tan Chun Kiat, Alan
Chief Financial Officer
Mr. Guo, Shoutan Sales and Marketing Director
MING LE SPORTS AG SELECTED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
37
The Group had the following related party transactions covered by the financial statements:
a) Related party transactions
Repayment between Mr. Ding, Siliang and Mingle (International) Limited
b) Details of significant and material related party transactions and balances are as follows:
Mr. Ding, Siliang advanced EUR 505 thousand to Mingle HK and Ming Le Sports AG during the first six months ended 30 June 2013.
7. Seasonality or cyclicality of interim operations
Our six months operating results may fluctuate from period to period based on changes in fashion trends, consumer demands and the seasonality of consumer spending on sportswear. Therefore, any comparison between our interim and annual results might not be meaningful.
8. Events after the reporting date
There are no significant non-adjusting events or any significant adjusting events to report between the reporting date and the date of preparation of these financial statements.
MING LE SPORTS AG REVIEW REPORT
38
REVIEW REPORT
To Ming Le Sports AG
We have reviewed the condensed consolidated interim financial statements comprising the state-ment of comprehensive income, the statement of financial position, the statement of changes in equity, the statement of cash flows and selected notes and the interim group management report of Ming Le Sports AG for the period from 1 January 2013 to 30 June 2013 which form part of the first half-year financial reporting in accordance with section 37x paragraph 3 in conjunction with section 37w paragraph 2 German Securities Trading Act (Wertpapierhandelsgesetz WpHG). The prepara-tion of the condensed consolidated interim financial statements in accordance with the International Financial Reporting Standards (IFRS), as endorsed for application in the EU, and of the interim group management report in accordance with the requirements of the German Securities Trading Act applicable to interim group management reports, is the responsibility of the Company’s man-agement. Our responsibility is to express an opinion on the condensed consolidated interim finan-cial statements and on the interim group management report based on our review.
We conducted our review of the condensed consolidated interim financial statements and the in-terim group management report in accordance with the German generally accepted standards for the review of financial statements promulgated by the Institut der Wirtschaftsprüfer (Institute of Public Auditors in Germany (lDW)). Those standards require that we plan and perform the review such that misstatements affecting the presentation of the net assets, financial position and results of operations in the condensed consolidated interim financial statements in accordance with IFRS, as endorsed for application in the EU, are detected with reasonable assurance and that the interim group management report has not been prepared, in material aspects, in accordance with the reg-ulations of the German Securities Trading Act applicable to interim group management reports. Knowledge of the business activities and the economic and legal environment of the Company and expectations as to possible misstatements are taken into account in the determination of review procedures.
A review is limited primarily to inquiries of company employees and analytical assessments and therefore does not provide the level of assurance attainable by means of an audit of the financial statements.
MING LE SPORTS AG REVIEW REPORT
39
Based on our review, no matters have come to our attention that cause us to believe that the con-densed consolidated interim financial statements have not been prepared, in material respects, in accordance with the IFRS applicable to interim financial statements as adopted by the EU, or that the interim group management report has not been prepared, in material respects, in accordance with the regulations of the German Securities Trading Act applicable to interim group management reports.
Frankfurt am Main, 27 August 2013
Warth & Klein Grant Thornton AG Wirtschaftsprüfungsgesellschaft
Dirk Bauer Robert Binder Wirtschaftsprüfer Wirtschaftsprüfer (German Certified Auditor) (German Certified Auditor)
MING LE SPORTS AG RESPONSIBILITY STATEMENT
40
RESPONSIBILITY STATEMENT
To the best of our knowledge, and in accordance with the applicable reporting principles for interim reporting, the condensed consolidated interim financial statements give a true and fair view of the assets, liabilities, financial position and profit and loss of the Group, and the interim Group man-agement report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group in the remaining months of the fiscal year.
Frankfurt am Main, 27 August 2013 Ming Le Sports AG
The Board of Management
Mr. Siliang Ding Mr. Shoutan Guo Mr. Alan Chun Kiat Tan
MING LE SPORTS AG CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENT
41
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENT
This document contains forward-looking statements, which are based on the current estimates and assumptions by the corporate management of Ming Le Sports AG. Forward-looking statements are characterized by the use of words such as expect, intend, plan, predict, assume, believe, estimate, anticipate and similar formulations. Such statements are not to be understood as in any way guar-anteeing that those expectations would turn out to be accurate. Future performance and the results actually achieved by Ming Le Sports AG and its affiliated companies depend on a number of risks and uncertainties and may therefore differ materially from the forward-looking statements. Many of these factors are outside Ming Le Sports AG’s control and cannot be accurately estimated in ad-vance, such as the future economic environment or the actions of competitors and others involved in the marketplace. Ming Le Sports AG neither undertakes nor plans to update any forward-looking statements.
MING LE SPORTS AG IMPRINT / FINANCIAL CALENDAR
42
IMPRINT
Published by: Ming Le Sports AG Westhafenplatz 1 60327 Frankfurt am Main Germany
Concept and Design: Kirchhoff Consult AG, Hamburg
Investor Relations Contact:
Mr. Alan Chun Kiat Tan CFO
T.: +49-40-609186-0 F.: +49-40-609186-60 E-mail: [email protected]
FINANCIAL CALENDAR German Equity Forum 2013, Frankfurt am Main 11-13 November 2013
Publication of 9M/ Q3 Interim Report 2013 27 November 2013
MING LE SPORTS AG IMPRINT / FINANCIAL CALENDAR
43