December 11, 2017 — it will hold its annual general meeting of shareholders (the “AGM”) at 20th Floor, Tower B, Zhonghui Plaza, 11 Dongzhimen South Rd, Dongcheng District, 100007 Beijing PRC on December 25, 2017 at 3:00 p.m. (Beijing time). No proposal will be submitted to shareholders for approval at the AGM. Instead, the AGM will serve as an open forum for shareholders and holders of the Company’s American depositary shares (“ADSs”) to discuss Company affairs with management.
Nov. 27 2017: Leo Ou Chen 50,892,198; 34.0% Super ROI Global Holding Limited
Yusen Dai 7,854,309; 5.2% Pinnacle High-Tech Limited
Each Class B ordinary share is entitled to ten votes per share; Based on 149,747,581 Ordinary Shares outstanding as of March 31, 2017, 91,001,074 Class A Ordinary Shares and 58,746,507 Class B Ordinary Shares outstanding as of March 31, 2017.
Withdraw buyer proposal. Reference is made to the letter dated February 17, 2016 from Mr. Leo Ou Chen, Mr. Yusen Dai, and Sequoia Capital China II L.P., Sequoia Capital China Partners Fund II, L.P. and Sequoia Capital China Principals Fund II, L.P. (collectively referred to as the “Sequoia funds” and together with Mr. Chen and Mr. Dai, the “Buyer Group”) to you setting forth the preliminary non-binding proposal (the “Proposal”) to acquire all outstanding ordinary shares (the “Shares”) of the Company not owned by the Buyer Group in a going-private transaction.
SEQUOIA CAPITAL 17,516,290+440,990+2,942,720; 19.3%+1.5%+3.2% （The percentage is based upon 90,901,446 shares of the Company’s Class A Ordinary shares outstanding as of December 31, 2016）；OVERALL Nan Peng Shen 23.1% （ACTUALLY IT‘S 14%）
Nov 13, 2017 EY Replace WPC; The reports of PwC on the Company’s consolidated financial statements for the fiscal years ended December 31, 2015 and 2016 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle.
Jul 27, 2017 Mr. Yusen Dai, the co-founder of the Company, has tendered his resignation from his position as a director and the vice president of products of the Company for personal reasons. The resignation of Mr. Dai has taken effect immediately.
June 22, 2017 it has entered into definitive agreements to invest an aggregate of RMB96 million in the production of a television drama series titled “Here to Heart”. The series is based on a book of the same title, and has an expected total budget of RMB240 million. Production is expected to take place from July to September 2017.
May 5 2017 6-k acquire equity interests in Shenzhen Jiedian Technology Co., Ltd (“Jiedian”) for a total cash consideration of RMB300 million
May 01, 2017 20-F Annual Report
As of December 31, 2016, there were 149,706,286 ordinary shares outstanding, par value $0.00025 per share, being the sum of 90,901,446 Class A ordinary shares and 58,804,840 Class B ordinary shares.
Under the 2011 plan,we are authorized to grant options or share purchase rights to purchase up to 10,401,229 ordinary shares. As of March 31, 2017, options to purchase 1,708,066 ordinary shares are issued and outstanding under the 2011 plan. The maximum aggregate number of shares which may be issued pursuant to all awards under the 2014 plan is 8,546,214 Class A ordinary shares as of March 31, 2017. As of March 31, 2017, 233,710 restricted share units are granted and outstanding under the 2014 plan.
Reemake Media is 90.04% owned by Mr. Leo Ou Chen, our founder, chairman and chief executive officer, 8.85% owned by Mr. Yusen Dai, our founder, director and executive officer, and 1.11% owned by Mr. Hui Liu, a former employee of our company.
Through our dual-class share structure, Mr. Leo Ou Chen and Mr. Yusen Dai, our founders and principal beneficial owners of our company, who are
PRC citizens, possess and control 86.6% of the voting power of our company as of March 31, 2017
On February 17, 2016, our board of directors received a non-binding proposal letter from Mr. Leo Ou Chen, Mr. Yusen Dai, and Sequoia funds
(together, the “buyer group”), proposing a “going-private” transaction to acquire all of our outstanding ordinary shares not already owned by the buyer group for US$7.00 in cash per ADS. Our board of directors has formed a special committee consisting of two independent and disinterested directors, Mr. Sean Shao (as chairman) and Mr. Adam J. Zhao, to consider the “going-private” proposal. There can be no assurance that the going-private transaction will continue to be pursued, approved or consummated.
Since our ADSs became listed on the NYSE on May 16, 2014, the trading price of our ADSs has ranged from US$3.28 to US$39.45 per ADS
As of March 31, 2017, Mr. Leo Ou Chen and Mr. Yusen Dai held 58,746,507 Class B ordinary shares, (an aggregate of 39.2% of our outstanding ordinary shares ), representing approximately 86.6% of the aggregate voting power of our company.
On May 16, 2014, our ADSs commenced trading on the New York Stock Exchange, or NYSE, under the symbol “JMEI.” We sold a total of 12,723,854 ADSs, representing 12,723,854 Class A ordinary shares, at the price of US$22.00 per ADS, in our initial public offering. Concurrently with our initial public offering, we also issued 6,818,182 Class A ordinary shares at a price of US$22.00 per share to General Atlantic Singapore Fund Pte. Ltd. through a private placement.
On July 22, 2015, we made an investment in BabyTree Inc. and its subsidiaries and variable interest entities in PRC, or, collectively, BabyTree, in the form of a convertible loan of RMB558 million (US$80.4 million), or the Convertible Loan. Pursuant to the original loan agreement, on or prior to July 22, 2016, or the Maturity Date, and subject to certain conditions, all outstanding balance of the Convertible Loan is convertible into certain equity interests in BabyTree’s Chinese operating entity if BabyTree had completed its proposed restructuring. On March 16, 2016, we and the relevant BabyTree parties entered into a supplemental agreement to the loan agreement to accelerate RMB186.0 million (US$26.8) of the balance of the Convertible Loan. Pursuant to the supplemental agreement, we received RMB186.0 million (US$26.8 million) of repayment from BabyTree and the balance of the Convertible Loan was reduced to RMB372 million (US$53.6 million). On September 8, 2016, we and the relevant BabyTree parties entered into capital increase agreements to convert the remaining balance of the Convertible Loan to capital injections into two of BabyTree’s Chinese operating entities. We currently hold minority equity interests in each of these two BabyTree operating entities.
In August 2016, we entered into definitive agreements for investing approximately RMB100 million (US$14.4 million) in a venture capital fund set up to focus on investments in the culture and entertainment industries in China.
Our active customers totaled approximately 13.3 million, 16.0 million and 15.4 million in 2014, 2015 and 2016, respectively. The number of new customers was approximately 8.9 million in 2014, 10.9 million in 2015 and 9.0 million in 2016. Orders placed by our repeat customers accounted for approximately 87.6%, 92.0% and 91.2% of our total orders in 2014, 2015 and 2016, respectively.
We face competition from traditional beauty products retailers,such as Watsons and Sephora, and online beauty products retailers, as well as e-commerce platform companies, such as Alibaba Group, which operates Taobao.com and Tmall.com, AmazonChina, which operates Amazon.cn, JD.com, Inc., which operates JD.com, and E-Commerce China Dangdang Inc., which operates Dangdang.com, and Vipshop Holdings Limited, which operates VIP.com and Lefeng.com.
On January 29, 2016, we acquired land use rights with RMB84.1 million (US$12.1 million) for 169,456 square meters of warehouse land in Suzhou, on which we are building a self-owned logistics center. We intend to start using this new logistics center in Suzhou in the third quarter of 2017.
the investment of RMB558.0 million in BabyTree and RMB172.6 million in investment security.
Our capital expenditures amounted to RMB40.1 million, RMB36.5 million and RMB130.2 million (US$18.7 million) in 2014, 2015 and 2016, respectively. Our capital expenditures have been principally used for purchasing land use rights, renovation and purchase of equipment for new logistics centers and our leased office in Beijing, as well as purchases of equipment related to our research and development efforts. On January 29, 2016, we acquired land use rights with RMB84.1 million (US$12.1 million) for 169,456 square meters of warehouse land in Suzhou. In 2016, our investment on construction in process was RMB16.7 million (US$2.4 million).
We incurred RMB135.7 million, RMB169.7 million and RMB216.3 million (US$31.2 million) in technology and content development expenses in 2014, 2015 and 2016, respectively.
On May 6, 2015, the Group entered into a share purchase agreement to acquire 2% equity stake in IT’S SKIN CO., LTD. (“IT’S SKIN”), a South Koreancompany engaged in the sale of beauty products, for a total cash consideration of RMB172,639 k. Such investment is accounted for under the cost method at initial recognition. IT’S SKIN listed on the Korea Composite Stock Price Index (“KOSPI”) market on December 28, 2015. Therefore the investment is reclassified asavailable-for-sale securities and is measured at fair value with unrealized gains or losses, if any, recorded in the accumulated other comprehensive income in shareholders’ equity. The decline in value of the investment, amounted to RMB114,789 for the period from May 2015 to December 2016, was considered other than temporary due to the duration and severity of the decline. 【big investment loss】
As of December 31, 2016, we had 2,913 full-time employees, compared with 1,448 and 2,869 employees as of December 31, 2014 and 2015,
Mr. Leo Ou Chen owned 75.0% of the total voting rights in our company.
at an initial offering price of US$22.00 per ADS, We received net proceeds of approximately US$256.2 million from our initial public offering
In 2015, the Company repurchased 10,000 ordinary shares on the open market with atotal consideration of RMB890. In 2016, the Company cancelled all 10,000 ordinary shares repurchased in 2015. [??]
Feb 14, 2017 FMR LLC; Abigail P. Johnson 2,357,286; 2.683%
Feb 13, 2017 Morgan Stanley 3,553,705; 4%
Feb 09, 2017 Xiaoping Xu; 3,565,258; 4.1% of the Class A ordinary shares(2) (or 2.5% of the total ordinary shares assuming conversion of all outstanding Class B ordinary shares into the same number of Class A ordinary shares).
Success Origin Limited 1,410,518; 1.6% of the Class A ordinary shares(4) (or 1.0% of the total ordinary shares assuming conversion of all outstanding Class B ordinary shares into the same number of Class A ordinary shares).
Dec 23, 2016 H12016 repot. [why so late??]