Mecox Lane Limited - American D (NASDAQ:MCOX)

SHANGHAI, China, April 12, 2016 (GLOBE NEWSWIRE) -- Mecox Lane Limited (NASDAQ:MCOX) (“Mecox Lane” or the “Company”), a multi-brand and multi-channel retailer in China specializing in health, beauty and lifestyle products, today announced that, at an extraordinary general meeting held today, the Company’s shareholders voted in favor of the proposal to authorize and approve the previously announced agreement and plan of merger dated December 22, 2015 (the “Merger Agreement”), among the Company, MINAT ASSOCIATED CO., LTD., a business company incorporated under the laws of the British Virgin Islands (“Parent”) and ChinaEquity Alliance Victory Co., Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands and a wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which, Merger Sub will be merged with and into the Company with the Company continuing as the surviving company and becoming a wholly owned subsidiary of Parent (the “Merger”), and the plan of merger required to be filed with the Registrar of Companies of the Cayman Islands (the “Plan of Merger”).

Approximately 75.99% of the Company’s total outstanding shares voted in person or by proxy at today’s extraordinary general meeting (“EGM”). Of these ordinary shares voted in person or by proxy at the EGM, approximately 99.84% were voted in favor of the proposal to authorize and approve the Merger Agreement, the Plan of Merger and the transactions contemplated thereby, including the Merger.

Completion of the Merger is subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement. The Company will work with various other parties to the Merger Agreement to satisfy all other conditions precedent to the Merger set forth in the Merger Agreement and complete the Merger as quickly as possible. If and when completed, the Merger would result in the Company becoming a privately held company wholly owned by Parent, and its American depositary shares, each representing thirty-five ordinary shares of the Company, would no longer be listed on the NASDAQ Global Select Market.

SHANGHAI, China, Dec. 22, 2015 (GLOBE NEWSWIRE) -- Mecox Lane Limited (NASDAQ:MCOX) (Mecox Lane or the Company), a multi-brand and multi-channel retailer in China specializing in health, beauty and lifestyle products, today announced that it has entered into an Agreement and Plan of Merger (the Merger Agreement) with MINAT ASSOCIATED CO., LTD., a business company incorporated under the laws of the British Virgin Islands (Parent) and ChinaEquity Alliance Victory Co., Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands and a wholly owned subsidiary of Parent (�Merger Sub�).

Pursuant to the Merger Agreement, Parent will acquire the Company for cash consideration equal to US$0.114 per ordinary share of the Company (each, a Share) or US$4.00 per American Depositary Share of the Company (each, an ADS), each ADS representing thirty-five shares. This price represents a premium of 17.6% over the Company�s closing price of US$3.40 per ADS as quoted by NASDAQ Global Select Market (�NASDAQ�) on July 20, 2015, the last trading day prior to the Company's announcement of its receipt of a going-private proposal.

Subject to the terms and conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company, with the Company continuing as the surviving company and a wholly owned subsidiary of Parent (the �Merger�). Immediately following the consummation of the Merger, Parent will be beneficially owned by a consortium comprised of CNshangquan Limited (�CNshangquan�), ChinaEquity USD Fortune Co., Ltd. (ChinaEquity, together with CNshangquan, the Rollover Holders) and Chinaequity Capital Investments Co., Limited, an affiliate of ChinaEquity.

Pursuant to the Merger Agreement, at the effective time of the Merger (the �Effective time�), each of the Shares issued and outstanding immediately prior to the Effective Time will be cancelled and cease to exist in exchange for the right to receive US$0.114 in cash without interest, and each of the ADSs will be cancelled in exchange for the right to receive US$4.00 in cash without interest, except for (a) Shares, including such Shares represented by the ADSs, held by the Rollover Holders that will be rolled over, or held by Parent, the Company or any of their subsidiaries, which Shares will be cancelled and cease to exist and no payment or distribution will be made with respect thereto, and (b) Shares held by shareholders who have validly exercised and not effectively withdrawn or lost their rights to dissent from the Merger pursuant to Section 238 of the Companies Law of the Cayman Islands (the �Dissenting Shares�), which will be cancelled and cease to exist in exchange for the right to receive the payment of fair value of the Dissenting Shares in accordance with Section 238 of the Companies Law of the Cayman Islands.

Parent intends to fund the Merger through a cash contribution from 北京信中利投资股份有限公司, a company organized and existing under the laws of the PRC and an affiliate of ChinaEquity (the �Sponsor�) pursuant to an equity commitment letter (the �Equity Commitment Letter�) dated as of December 22, 2015 by and between the Sponsor and Parent. ChinaEquity has also entered into a limited guarantee in favor of the Company pursuant to which ChinaEquity has agreed to guarantee certain obligations of Parent under the Merger Agreement.

The Company�s board of directors (the �Board�), acting upon unanimous recommendation of a committee of independent directors formed by the Board (the �Special Committee�), approved the Merger Agreement and the transactions contemplated thereby, including the Merger, and resolved to recommend that the Company�s shareholders vote to authorize and approve the Merger Agreement and the transactions contemplated thereby, including the Merger. The Special Committee, which is composed solely of independent and disinterested directors, negotiated the terms of the Merger Agreement with assistance of its financial and legal advisors.

The Merger, which is currently expected to close during the second quarter of 2016, is subject to customary closing conditions, including the approval of the Merger Agreement by an affirmative vote of holders of Shares representing at least two-thirds of the Shares present and voting in person or by proxy as a single class at an extraordinary general shareholders� meeting of the Company which will be convened to consider the approval of the Merger Agreement and the Merger, as well as certain other customary closing conditions. The Rollover Holders have agreed to vote all of the Shares (including Shares represented by ADSs) beneficially owned by them in favor of the Merger Agreement and the transactions contemplated thereby, including the Merger. If completed, the Merger will result in the Company becoming a privately-held company and its ADSs will no longer be listed on the NASDAQ Global Select Market.

In connection with the Merger, Houlihan Lokey (China) Limited is serving as financial advisor to the Special Committee; Skadden, Arps, Slate, Meagher & Flom LLP is serving as U.S. legal advisor to the Special Committee; Maples and Calder is serving as Cayman Islands legal advisor to the Special Committee; Gibson Dunn & Crutcher LLP is serving as U.S. legal advisor to the Rollover Holders; and Walkers is serving as Cayman Islands legal advisor to the Rollover Holders.

• Net revenues increased 15.4% year over year to $15.1 million, compared to $13.1 million in the third quarter of 2014
• Basic and diluted net income from continuing operations per American depositary share ("ADS") attributable to Mecox Lane shareholders were $0.08 in the third quarter of 2015, compared to $0.01 per ADS in the third quarter of 2014. One ADS represents 35 ordinary shares.

"We achieved solid top-line revenue growth in the third quarter as we focused on driving sales of our new proprietary health and beauty products," said Mecox Lane's director and chief executive officer, Ms. Ingrid Wang. "Throughout the first nine months of 2015, we have optimized our product mix while leveraging online, mobile and offline platforms to reach new customers and deepen our engagement with existing customers. As we close out the year and look ahead to 2016, we will continue to explore cross-industry promotional opportunities while capitalizing on our proprietary data and customer engagement tools to develop tailored and targeted marketing opportunities that will help attract and retain customers and drive our growth."

• Net revenues increased 26.7% year over year to $14.2 million, compared to $11.2 million in the second quarter of 2014
• Basic and diluted net income from continuing operations per American depositary share ("ADS") attributable to Mecox Lane shareholders were $0.11 in the second quarter of 2015, compared to $0.06 per ADS in the second quarter of 2014. One ADS represents 35 ordinary shares.
• Basic and diluted net income from discontinued operations per ADS attributable to Mecox Lane shareholders were nil in the second quarter of 2015, compared to basic and diluted net loss from discontinued operations per ADS attributable to Mecox Lane shareholders of $1.00 in the second quarter of 2014.

"We are pleased to report another strong quarter of top-line growth driven primarily by increased sales of new proprietary products," said Mecox Lane's director and chief executive officer, Ms. Ingrid Wang. "Our focus during the first half of the year has been on launching and promoting new proprietary products as well as concentrating our efforts on corporate brand building and raising awareness for product categories to help attract and retain customers. Going forward, we will continue to leverage upcoming sales opportunities and other events in the second half of the year, and utilize online, mobile and offline platforms to reach new and existing customers."

SHANGHAI, China, Sept. 11, 2015 (GLOBE NEWSWIRE) -- Mecox Lane Limited (NASDAQ:MCOX) ("Mecox Lane" or the "Company"), a multi-brand and multi-channel retailer in China specializing in health, beauty and lifestyle products, today announced that the special committee (the "Special Committee") of the Company's board of directors has retained HOULIHAN LOKEY (CHINA) LIMITED as its financial advisor and Skadden, Arps, Slate, Meagher & Flom as its legal counsel in connection with its review and evaluation of the non-binding proposal letter, dated July 21, 2015, from a buyer group proposing a going-private transaction to acquire all of the outstanding ordinary shares of the Company not already owned by them.

The Company's board of directors cautions the Company's shareholders and others considering trading its securities that no decisions have been made by the Special Committee or the Company with respect to the Company's response to the proposal letter. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that this or any other proposed transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to this or any other proposed transaction, except as required under applicable law.

SHANGHAI, China, July 29, 2015 (GLOBE NEWSWIRE) -- Mecox Lane Limited (NASDAQ:MCOX) ("Mecox Lane" or the "Company"), a multi-brand and multi-channel retailer in China specialized in health, beauty and lifestyle products, today announced that its board of directors (the "Board") has established a special committee of independent, disinterested directors (the "Special Committee") to consider the non-binding proposal letter dated July 21, 2015 from CNshangquan Limited and Leading Capital Co. Ltd. (the "Consortium Members") to acquire all of the outstanding shares of the Company (including shares represented by American depositary shares, or "ADS," with each ADS representing 35 ordinary shares of the Company) not already owned by the Consortium Members in a "going private" transaction (the "Proposal").

The Special Committee is comprised of independent directors Mr. Xiongsheng Yang and Mr. Xiaohua Li. Mr. Yang will serve as the chairperson of the Special Committee. The Special Committee intends to retain legal and financial advisors to assist it in evaluating the Proposal.

The Board cautions the Company's shareholders and others considering trading its securities that no decisions have been made by the Special Committee or the Company with respect to the Company's response to the Proposal. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that this or any other proposed transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to this or any other proposed transaction, except as required under applicable law.

SHANGHAI, China, July 21, 2015 (GLOBE NEWSWIRE) -- Mecox Lane Limited (NASDAQ:MCOX) ("Mecox Lane" or the "Company"), a multi-brand and multi-channel retailer in China specialized in health, beauty and lifestyle products, today announced that its board of directors (the "Board") has received a preliminary non-binding proposal letter dated July 21, 2015 from CNshangquan Limited and Leading Capital Co. Ltd. (the "Consortium Members") to acquire all of the outstanding shares of the Company not already owned by the Consortium Members (including shares represented by American depositary shares, or "ADS," with each ADS representing 35 ordinary shares of the Company) in a "going private" transaction (the "Transaction") at a price of US$4.00 per ADS or approximately US$0.114 per ordinary share in cash.

The Consortium Members currently beneficially own approximately 63.8% of all the issued and outstanding shares of the Company.

According to the proposal letter, the Consortium Members intend to form an acquisition vehicle for the purpose of implementing the Transaction, and have agreed to work with each other exclusively in pursuing the Transaction. The Consortium Members intend to finance the Transaction with equity capital funded by the Consortium Members and any additional equity investor who may be admitted as a consortium member. A copy of the proposal letter is attached hereto as Exhibit A.

The Board intends to form a special committee comprised of independent and disinterested directors and will authorize the special committee to retain legal and financial advisors to assist it in evaluating the Transaction.

The Board cautions the Company's shareholders and others considering trading in its securities that the Board just received the non-binding proposal letter from the Consortium Members and no decision has been made with respect to the Company's response to the Transaction. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that this or any other transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to this or any other transaction, except as required under applicable law.

• Net revenues increased 20.1% year over year to $12.5 million, compared to $10.4 million in the first quarter of 2014.
• Basic and diluted net income from discontinued operations per ADS attributable to Mecox Lane shareholders were nil in the first quarter of 2015, compared to basic and diluted net loss from discontinued operations per ADS attributable to Mecox Lane shareholders of $0.51 in the first quarter of 2014.

"Our efforts in expanding our health, beauty and lifestyle products business were reflected in strong topline growth during the first quarter of 2015," said Mecox Lane's director and chief executive officer, Ms. Ingrid Wang. "In addition to offering new proprietary products during the quarter, we engaged in corporate branding and product promotions and revamped our online customer engagement channels to help attract and retain customers. Going forward, we will tailor our marketing activities based on customer profiles and continue to utilize social media and other marketing and customer engagement tools to help improve repeat purchases and conversion rates."

Fourth Quarter 2014 Financial Results

• Net revenues increased 19.5% year over year to $14.9 million, compared to $12.5 million in the fourth quarter of 2013
• Basic and diluted income from the Company's continuing operations per ADS attributable to Mecox Lane shareholders was $0.14 in the fourth quarter of 2014, compared to net losses of $0.82 and $0.08 per ADS in the fourth quarter of 2013, respectively. One ADS represents 35 ordinary shares.

"Our fourth quarter featured strong sales that were driven by a number of year-end promotions in support of our proprietary and third-party health and beauty products as we followed through on our strategy of focusing on the top-performing lines of our business," said Mecox Lane's director and chief executive officer, Ms. Ingrid Wang. "The fourth quarter also included the sale of Mecox Lane's entire equity stake in the Giosis Mecoxlane joint venture, a move that reflects our broader changes in establishing our brand as a health, beauty and lifestyle products business. With our new management team having taken over in May of last year, 2014 was a period of transition as we set a foundation for growth through 2015. As we move forward, we will focus on building our brand, developing new products, and growing our multi-channel sales platform, including overall improvements to our customer relationship management and precision marketing."

SHANGHAI, Dec. 22, 2014 (GLOBE NEWSWIRE) -- Mecox Lane Limited ("Mecox Lane" or the "Company") (Nasdaq:MCOX), a multi-brand and multi-channel retailer of health, beauty and lifestyle products, today announced that the Company has entered into a share purchase agreement on December 19, 2014 with Oak Investment Partners XII, LP, pursuant to which the Company has sold its entire equity interest in its joint venture, Giosis Mecoxlane, for consideration of US$2.0 million.

"The sale of Mecox Lane's interest in the Giosis Mecoxlane joint venture is the latest step in our strategy of directing our available resources to the Company's best-performing lines of business, specifically our sales of health and beauty products," said Mecox Lane's director and chief executive officer, Ms. Ingrid Wang. "In addition to the joint venture's prolonged underperformance, its platform of multiple, competing sellers is no longer consistent with our current plans for developing more membership-oriented sales and marketing. With the sale, we will be no longer burdened with a loss-making business, and can focus more on our current core business. We will remain a multi-channel retailer and plan to further expand the Company's online sales channels and build our mobile sales capabilities."

The joint venture was established in December of 2012, under the direction of the Company's former management team, to operate an online marketplace of competing and independent sellers and brands. With the purchase by Cnshangquan of approximately 63.7% of the issued and outstanding ordinary shares of Mecox Lane, and the arrival of a new management team in May of this year, the Company has since spun-off its apparel and accessories business to focus on providing membership-oriented health and beauty products to consumers in China.

• Net revenue was $13.1 million in the third quarter of 2014, representing a year-over-year increase of 23.1%
• Basic and diluted loss and income from the Company's discontinued and continuing operations per American depositary share ("ADS") attributable to Mecox Lane shareholders was $0.03 and $0.01, respectively, in the third quarter of 2014. One ADS represents 35 ordinary shares.

"The third quarter represented a key turning point for Mecox Lane as we continued moving forward with our strategy to expand the Company's health, beauty and lifestyle products business," said Mecox Lane's director and chief executive officer, Ms. Ingrid Wang. "The spin-off of the Company's apparel and accessories business in September has enabled us to focus on Mecox Lane's strongest performing product lines, which include a range of proprietary brands and third-party products, and resulted in an improved gross margin and a greatly narrowed net loss this quarter. We look forward to similarly strong results through the end of the year and into 2015."

Second Quarter 2014 Financial Results

• Net revenue was $21.8 million in the second quarter of 2014, unchanged from $21.8 million in the second quarter of 2013
• Non-GAAP net loss3 was $12.0 million in the second quarter of 2014, compared to non-GAAP net loss of $5.2 million in the second quarter of 2013. Basic and diluted loss and income from the Company's discontinued and continuing operations per American depositary share ("ADS") attributable to Mecox Lane shareholders was $1.00 and $0.06, respectively, in the second quarter of 2014. One ADS represents 35 ordinary shares.

The Company's director and chief executive officer, Ms. Ingrid Wang said, "Since taking control of Mecox Lane in May of this year, our new board and management team have focused on the Company's key competitive advantages. The sale of the Company's apparel and accessories business will give us greater flexibility in growing our health and beauty business, which has been the Company's strongest performing line, and at a time of exciting growth opportunities in this sector."

SHANGHAI, Sept. 18, 2014 (GLOBE NEWSWIRE) -- Mecox Lane Limited ("Mecox Lane" or the "Company") (Nasdaq:MCOX), a multi-brand and multi-channel retailer in China, today announced it has completed the previously announced spin-off of the Company's apparel and accessories business.

The spin-off was completed through the sale of Mixblu Limited and its subsidiaries to Fast Fashion China Limited, a company controlled by the former chief executive officer of Mecox Lane, for an adjusted consideration of approximately $6.1 million pursuant to a share purchase agreement dated as of August 8, 2014. Mecox Lane will file certain pro forma financial information with the U.S. Securities and Exchange Commission (the "SEC"). Please visit http://ir.mecoxlane.com for additional information regarding the spin-off, including links to filings with the SEC.

SHANGHAI, China, Aug. 8, 2014 (GLOBE NEWSWIRE) -- Mecox Lane Limited ("Mecox Lane" or the "Company") (Nasdaq:MCOX), a multi-brand and multi-channel retailer in China, today announced that its board of directors has approved a spin-off of the Company's apparel and accessories business through the sale of Mixblu Limited and its subsidiaries to Fast Fashion China Limited, a company controlled by the former chief executive officer of Mecox Lane, pursuant to a share purchase agreement entered into as of August 8, 2014.

The deal is expected to close in September of this year, subject to the satisfaction of customary closing conditions specified in the share purchase agreement. Prior to entering into the share purchase agreement, potential third party buyers were sought and an independent appraisal firm was engaged to assess the market value of the Company's apparel and accessories business.

"This is an important and exciting step in our plans for repositioning Mecox Lane as a dynamic retail brand and for leveraging our large membership base," said the Company's director and chief executive officer, Ms. Ingrid Wang. "The sale of the Company's apparel and accessories business, which has consistently underperformed while yielding significant negative cash flows, will give us greater flexibility in growing our health and beauty business at a time of exciting opportunities in that sector. With that goal in mind, we will build the Mecox Lane brand and enhance its reputation by introducing a lifestyle of wellness and wellbeing to our customers and members with quality health and beauty products and personalized services."

First Quarter 2014 Financial Results

• Net revenues decreased 8.5% year over year to $19.2 million, compared to $21.0 million in the first quarter of 2013
• Basic and diluted loss per American depositary share ("ADS") attributable to Mecox Lane shareholders was $0.45 in the first quarter of 2014 vs. last years same quarterly loss of $0.36.

"As previously announced, Cnshangquan's acquisition of approximately 63% of Mecox Lane's issued and outstanding ordinary shares closed on May 21, so the Company's new board and management team have just been assembled," said Ms. Ye Wang, Mecox Lane's chief executive officer. "Looking forward, we plan to develop Mecox Lane as a leader in China's market for health and beauty products and to offer our customers a wide range of personalized services, including expert advice from teams of specialists. The Company's health and beauty business has been its strongest performing segment over the last five years and we intend to maximize its growth potential. Also, in the interests of shareholder value and to position the Company in a stronger position competitively, we plan to dispose of the apparel and accessories business, which has consistently underperformed, and are working with our board of directors to identify a potential acquirer."

Fourth Quarter 2013 Financial Results

• Total net revenues were $23.2 million in the fourth quarter of 2013, representing a decrease of 41.4% from $39.7 million in the fourth quarter of 2012
• Basic and diluted loss per American depositary share ("ADS") attributable to Mecox Lane shareholders was $0.90 vs. $0.62 from last years fourth quarter.

"In the fourth quarter, our revenues continued to be negatively impacted by a combination effect of China's overall economic downturn and various competitive challenges we faced, along with the transformation of the M18.com website as a non-exclusive, multi-channel platform operated by our joint venture, Giosis Mecoxlane," said Alfred Gu, the Company's board director and chief executive officer. "We will remain prudent in our cost management and cash expenditures, and will make efforts to improve our overall operational efficiency and inventory management to maintain proper inventory levels."

SHANGHAI, China, Jan. 30, 2014 (GLOBE NEWSWIRE) -- Mecox Lane Limited ("Mecox Lane" or the "Company") (Nasdaq:MCOX), a multi-brand and multi-channel retailer of apparel and accessories in China, today announced that the Company has been informed that certain existing shareholders of the Company entered into a definitive share purchase agreement dated January 29, 2014 with Cnshangquan E-Commerce Co., Ltd. ("Cnshangquan"), a Nanjing-based leading provider of integrated marketing platforms for businesses and consumers, pursuant to which Cnshangquan has agreed to purchase 290,564,842 ordinary shares of the Company from several existing shareholders, representing approximately 63.7% of the issued and outstanding ordinary shares of the Company, for a total cash consideration of approximately US$39 million in a private transaction intended to be exempt from the registration requirements under the Securities Act of 1933. The transactions contemplated by the share purchase agreement will result in a change in control of the Company upon consummation.

The share purchase and sale transactions are expected to close in the second quarter of 2014, subject to the satisfaction of customary closing conditions specified in the share purchase agreement, including certain PRC government approvals.

Third Quarter 2013 Financial Results

• Net revenues decreased 40.5% year over year to $21.4 million, compared to $36.0 million in the third quarter of 2012
• Basic and diluted loss per American depositary share ("ADS") attributable to Mecox Lane shareholders was $0.41vs last years loss of $0.51.

"We are moving forward in transitioning from an e-commerce focus to being a brand-oriented company that sells across multiple retail channels, both online and offline. In the third quarter, that overarching strategy included the opening of new, directly-operated physical stores that feature our latest private-label, fast-fashion products," said Mr. Alfred Gu, Mecox Lane's board director and chief executive officer. "At the same time, we've remained prudent in our overall spending and careful in the management of our costs, which helped to narrow our net loss."

"Regarding our CFO transition, I want to thank Paul Zhang for his leadership, dedication, and many important contributions to Mecox Lane since he joined the Company in 2009. We wish Paul all the best in his future endeavors, and are happy that he will stay on through the end of December to assist in the transition of his responsibilities to Michael," said Mr. Gu.

Mr. Liu will serve as acting CFO from the effective date of Mr. Paul Zhang's resignation until the Company identifies a permanent replacement. "Mr. Liu joined Mecox Lane in 2009, and has been a key member of our financial team since before our initial public offering in 2010. Prior to joining the Company, Mr. Liu worked in the finance department of McDonald's and Really Sports in China for seven years," added Mr. Gu.

Second Quarter 2013 Results

• Net revenues decreased 44.1% year over year to $21.8 million, compared to $39.0 million in the second quarter of 2012
• Gross profit¹ decreased 39.6% year over year to $8.1 million, compared to $13.4 million in the second quarter of 2012
• Gross margin was 37.2% in the second quarter of 2013, compared to 34.4% in the second quarter of 2012
• Net loss was $6.2 million in the second quarter of 2013, compared to net loss of $4.9 million in the second quarter of 2012.Non-GAAP net loss⁴ was $5.2 million in the second quarter of 2013, compared to non-GAAP net loss of $4.3 million in the second quarter of 2012.
• Basic and diluted loss per American depositary share ("ADS") attributable to Mecox Lane shareholders was $0.53 in the second quarter of 2013, compared to a loss of $0.43 for the same quarter 2012.

Mecox Lane's Director and Chief Executive Officer Mr. Alfred Gu said, "We remained conservative in our overall execution in the second quarter while we explored the best ways of leveraging our new JV, Giosis Mecoxlane. At the same time, macroeconomic headwinds in China continued to be a challenge and the slowdown in China's economy has negatively influenced the fast-changing and hyper-competitive industry of Chinese e-commerce and apparel and accessories. In the second quarter, we decreased our inventory and overhead costs to preserve cash and increase operating efficiency. Despite much lower revenues compared to the same quarter last year, net loss from operations was relatively constant, reflecting the effectiveness of our cost-cutting initiatives. Although our e-commerce revenues continued to be negatively impacted by the transformation of M18.com to a non-exclusive, multi-channel platform, we saw increased sales on independent e-commerce platforms such as TMall.com in the second quarter and have refocused on our core strength of providing value-for-money, fast-fashion products to China's consumers. Looking forward, we will remain prudent with regard to our costs and cash expenditures and will continue to make efforts to position ourselves as a multi-brand and multi-channel fast fashion apparel company."

First Quarter 2013 Financial Results

• Net revenues decreased 43.5% year over year to $21.0 million, compared to $37.1 million in the first quarter of 2012
   
• Gross profit¹ decreased 42.8% year over year to $8.1 million, compared to $14.2 million in the first quarter of 2012
   
• Gross margin was 38.6% in the first quarter of 2013, compared to 38.2% in the first quarter of 2012
• Net loss was $4.2 million in the first quarter of 2013, compared to net loss of $4.2 million in the first quarter of 2012. Net loss includes a non-recurring gain of $6.0 million in the first quarter of 2013. Non-GAAP net loss⁴ was $3.2 million in the first quarter of 2013, compared to non-GAAP net loss of $3.5 million in the first quarter of 2012. Basic and diluted loss per American depositary share ("ADS") attributable to Mecox Lane shareholders was $0.36 in the first quarter of 2013. One ADS represents thirty-five ordinary shares.

Mecox Lane's Director and Chief Executive Officer Mr. Alfred Gu said, "With the launch of our new joint venture, Giosis Mecoxlane, in January of this year, the ownership and operation of our M18.com website transferred to the JV, which is under the control and management of Giosis Pte. Ltd. ("Giosis"). As expected, the change negatively impacted the website's user base and our e-commerce channel sales. Although we expect this transition period to continue for some time, we are optimistic based on the successful track record of the Giosis management team, which has already begun to transform M18.com into a brand-neutral online marketplace to attract a number of independent sellers and brands. Moreover, we believe the M18.com website will continue to serve as an effective sale channel for Mecox Lane products."

Mr. Gu continued, "This transition allows us to refocus on our core strength of providing value-for-money, fast-fashion products to consumers across China. We now offer our products across a number of platforms, including our physical stores and popular third-party e-commerce websites, such as TMall.com, to increase our customer base and e-commerce channel revenues. Given that we operate in a rapidly evolving and competitive market, we will continue to improve our operating efficiency, control our costs and increase our investment in product R&D to better position ourselves as a leading multi-channel retail company in China."

Fourth Quarter 2012 Results

• Net revenues decreased 31.5% year over year to $39.7 million, compared to $58.0 million in the fourth quarter of 2011
• Basic and diluted loss per American depositary share ("ADS") attributable to Mecox Lane shareholders was $0.62 in the fourth quarter of 2012 vs loss of $0.99 in prior year period.

Second Quarter 2012 Results

• Internet platform net revenues decreased 40.0% year over year to $19.6 million, compared to $32.7 million in the second quarter of 2011
• Net revenues decreased 33.6% year over year to $39.0 million, compared to $58.7 million in the second quarter of 2011
• Gross profit margin decreased 2.1% year over year to 34.4% from 36.5% in the second quarter of 2011
• Gross profit¹ decreased 37.4% year over year to $13.4 million from $21.5 million in the second quarter of 2011
• Net loss was $4.9 million, compared to net loss of $3.4 million in the second quarter of 2011

Mr. Alfred Gu, Mecox Lane's director and chief executive officer, commented, "In the second quarter of 2012, we continued to take a conservative approach with respect to our core Internet business and strategically scaled back our online advertising. While prices for online advertising began to stabilize in the first quarter of 2012, they remain at historically high levels and, in our view, still do not represent a good return on investment. While we have experienced a substantial year-over-year decrease in average monthly unique visitors to our Internet platform, we have also spent significantly less on advertising as a percentage of our revenues. We will remain cautious in terms of advertising spending for our Internet business in order to better position ourselves once online advertising prices reach more attractive levels.

"In the second quarter of 2012, we continued to execute on our strategy of improving operating efficiency. Most notably, we are close to the completion of our new Wujiang Logistics Center, which we expect will be fully operational by the end of the third quarter of 2012. As we transition to the new location, we will seek ways to utilize the center's additional capacity to support our future growth.

"We will continue to manage our business prudently through the second half of this year," added Mr. Gu. "The sector remains fiercely competitive, with e-commerce verticals vying to hold market share and brand position. We are confident that our strategic focus on preserving cash, improving operating efficiency and enhancing customer satisfaction will allow us to withstand these challenging market conditions and ultimately deliver value to our shareholders."

SHANGHAI, China, Aug. 13, 2012 (GLOBE NEWSWIRE) -- Mecox Lane Limited ("Mecox Lane" or the "Company") (Nasdaq:MCOX) today announced that the Company intends to change the ratio for its American Depositary Shares (the "ADSs") by increasing the number of ordinary shares of the Company represented by one ADS (the "Ratio Change"). The Company believes that the Ratio Change is in the best interests of its shareholders as it will assist the Company in meeting its continued listing requirements of the NASDAQ Global Market.

The Company received a notice on August 7, 2012 from The NASDAQ Stock Market ("NASDAQ") stating that for 30 consecutive business days the consolidated closing bid price for the Company's ADSs, which trade on the NASDAQ Global Market, was below the minimum $1.00 per ADS required by Marketplace Rule 5450(a)(1) for continued listing on the NASDAQ Global Market.

This notification has no effect on the listing of the Company's ADSs on the NASDAQ Global Market at this time. Pursuant to NASDAQ Listing Rule 5810(c)(3)(A), the Company has 180 calendar days, or until February 4, 2013, to regain compliance with the minimum bid price requirement. If at any time before this date Mecox Lane's ADSs have a closing bid price of $1.00 or more for a minimum of 10 consecutive business days, NASDAQ staff will notify the Company that it has regained compliance. The Company intends to actively monitor the closing bid price of its ADSs between now and February 4, 2013.

SHANGHAI, China, May 21, 2012 (GLOBE NEWSWIRE) -- Mecox Lane Limited ("Mecox Lane" or the "Company") (Nasdaq:MCOX), which operates one of China's leading online platforms for apparel and accessories, today announced that its board of directors has approved a share repurchase program. The board has authorized the Company to repurchase up to US$10 million of its own American depositary shares ("ADSs") from May 20, 2012 to May 19, 2013.

The repurchases may be made from time to time on the open market at prevailing market prices, in negotiated transactions off the market, in block trades or otherwise. The timing and extent of any purchases will depend upon market conditions, the trading price of ADSs and other factors, and subject to the restrictions relating to volume, price and timing under applicable law, including Rule 10b-18 under the Securities Exchange Act of 1934. The Company expects to implement this share repurchase program in a manner consistent with market conditions and the interest of its shareholders. The Company's board of directors will review the share repurchase program periodically, and may authorize adjustment of its terms and size accordingly.

Mecox Lane's director and chief executive officer, Mr. Alfred Gu, commented, "We believe this share repurchase program demonstrates our confidence in the long-term growth prospects of Mecox Lane and our commitment to creating shareholder value in the future. We do not believe the Company's current stock price accurately reflects the long-term potential of our business, and we will continue to execute on our business strategies in order to capitalize on the Company's future growth opportunities."

Fourth Quarter 2011 Highlights

• Internet platform net revenues decreased by 11.8% year-over-year to $29.4 million, compared to $33.4 million in the fourth quarter of 2010
• Net revenues decreased by 9.7% year-over-year to $58.0 million, compared to $64.2 million in the fourth quarter of 2010
• Gross profit¹ decreased by 19.4% year-over-year to $20.3 million from $25.2 million in the fourth quarter of 2010
• Net loss was $11.5 million, compared to net income of $1.1 million in the fourth quarter of 2010

Mecox Lane's Director and Chief Executive Officer Mr. Alfred Gu said, "In the fourth quarter, we continued to improve our operating efficiency as we made further progress on the construction of our logistics center and continued to receive positive feedback from our customers regarding our delivery services. With our keen focus on prudent spending and margin improvement, we continued to cut back on the issuance of coupons in the fourth quarter and believe our strategic focus on high customer satisfaction allows us to remain competitive in China's B2C e-commerce industry. In that regard, we are pleased to report that our unique Internet visitor-to-buyer conversion rate steadily increased each quarter in 2011, illustrating the strong appeal of our merchandise within our targeted demographic in China. In the fourth quarter, we also continued to test our brand-building and advertising initiatives and will continue to refine our marketing initiatives going forward."

Mr. Gu continued, "Looking back on the past quarter and the full year of 2011, we focused on establishing a strong foundation for our business amidst the dynamic industry changes and heightened competition we have witnessed. In 2012 we will continue to manage our business prudently while preserving capital and delivering value to our shareholders."

Third Quarter 2011 Results

• Total net revenues were $53.1 million in the third quarter of 2011, representing a decrease from $55.3 million in the third quarter of 2010.
• Loss from operations was $12.8 million in the third quarter of 2011, compared to the income from operations of $0.9 million in the third quarter of 2010.
• Basic and diluted loss per American depositary share ("ADS") attributable to Mecox Lane shareholders was $0.25 in the third quarter of 2011 vs earnings of $0.03 in 2010 third quarter.

Mecox Lane's Director and Chief Executive Officer Mr. Alfred Gu stated, "This past quarter, we continued to execute on our overall strategy, with an emphasis on delivering long-term value to our shareholders. By focusing on brand building, preserving cash flow and enhancing our operational efficiency, we believe that we are laying the groundwork for Mecox Lane's long-term success and positioning ourselves to better serve our existing customers while broadening our appeal among Chinese consumers. In the third quarter, we continued to see strong website traffic, with average monthly unique visitors to our M18.com website increasing by 23% year-over-year, validating our strategic approach."

Mr. Gu continued, "Our operational strength has always been the backbone of our e-commerce platform and an essential component of our customer service platform. With this in mind, we've continued to build upon this strength by enhancing our logistics platform and warehouse management operations. This past quarter, our cash-on-delivery coverage expanded to approximately 1,000 cities, which allows for faster delivery by utilizing third-party couriers. This is complemented by the Express Mail Service (EMS), which substantially includes all cities in China. With our continuous focus on improving our customer shopping experience, we're pleased to announce that we have achieved faster door-to-door delivery, offering 24-hour delivery to Beijing, Shanghai and Guangzhou and 2-day delivery to other major cities. Building on this momentum, we recently hired a new vice president of logistics whose experience in managing nationwide warehouse facilities and logistics centers will help drive the efficiency of our back-end operations, allowing us to serve our customers more quickly and effectively." 

"Going forward, we will continue to execute on our strategies in building a strong foundation to grow our business in a prudent manner. By leveraging our competitive advantages of operational efficiency, a seasoned management team and an acute focus on customer service, we are confident that we will be able to enhance and expand our presence in China's B2C e-commerce industry," Mr. Gu concluded.

Second Quarter 2011 Results:

• Total net revenues were $58.7 million in the second quarter of 2011, remaining substantially unchanged compared to $58.8 million in the second quarter of 2010.
• Net loss was $3.4 million in the second quarter of 2011, compared to net income of $4.1 million in the second quarter of 2010. Non-GAAP net loss³ was $2.5 million in the second quarter of 2011, compared to Non-GAAP³ net income of $4.9 million in the second quarter of 2010. Basic and diluted loss per American depositary share ("ADS") attributable to Mecox Lane shareholders was $0.06 in the second quarter of 2011 vs. Non-GAAP net income of $0.04 in second quarter 2010.

Mecox Lane's Director and Chief Executive Officer Mr. Alfred Gu stated, "As additional waves of venture capital investment flowed into China's B2C e-commerce industry during the second quarter, we continued to see heavy competition in our industry. Despite new entrants into this sector, we did see positive growth momentum in our business driven by our Internet platform, with our number of Internet orders growing by 43% year-over-year and our quarterly unique visitors to our M18.com website increasing by 47% year-over-year. The growth of our Internet business reflects not only our ability to attract new visitors to our website through effective marketing strategies, but also the strong appeal of our product offerings and proprietary brands, which has enabled us to convert those visitors into active customers."

Mr. Gu concluded, "Looking forward, we see tremendous opportunities in China's e-commerce sector and for Mecox Lane, but we also foresee competition intensifying across China's B2C e-commerce market over the next 12 to 18 months. Given this environment, we're placing strategic emphasis on delivering long-term returns rather than trying to maximize top line growth in the short term. Along these lines, we will prudently reallocate direct customer marketing and advertising dollars towards a longer-term investment into building our brand. Our focus on preserving cash flow and enhancing our operational efficiency will ensure the sustainability of our business. We recognize these initiatives may require a longer time horizon before we see tangible results, and that we may see the growth of our Internet business slow in the next few quarters, but we firmly believe that in the long run this approach will strengthen our competitive position as a viable force in China's online apparel and accessories industry."

First Quarter Results:

• Internet net revenues increased by 25.9% year-over-year
• Net revenues decreased by 2.4% year-over-year to $48.1 million from $49.3 million in the year-ago period
• Net loss increased by 153.0% year-over-year to $3.9 million from $1.5 million in the year-ago period
• Basic and diluted loss per American depositary share ("ADS") attributable to Mecox Lane shareholders was $0.07 in the first quarter of 2011.

"In the first quarter of 2011, we continued to see growth in our Internet platform business as our number of orders grew by 40% year-over-year during the quarter. While our Internet sales rose steadily, an increasingly competitive environment in China's e-commerce industry has led us to offer coupon giveaways and other promotions in order to drive traffic to our website and aid in customer acquisition. This, in conjunction with delivery disruptions we experienced due to the labor shortage in courier service providers during the Chinese New Year holiday, offset some of the growth in our revenues from our Internet platform business. Nonetheless, as a testament to our ability to execute on our strategies of enhancing our online marketing efforts and providing our Internet customers with a compelling product offering, traffic to our m18.com website increased significantly with daily unique visitors growing by 54.3% year-over-year for this quarter. Going forward, we will continue to build upon this growth and acquire new customers," said Mecox Lane's Director and Chief Executive Officer Alfred Gu.

Fourth Quarter Highlights:

• Net revenues increased by 5.7% year-over-year to $64.2 million from $60.7 million in the year-ago period
• Net income decreased by 61.7% year-over-year to $1.1 million from $2.9 million in the year-ago period
• Gross profit decreased by 9.3% year-over-year to $25.2 million from $27.8 million in the year-ago period
• Diluted earnings per American depositary share ("ADS") attributable to Mecox Lane shareholders was $0.018 in the fourth quarter of 2010.

"In the fourth quarter of 2010, we saw heavy investments in China's B2C e-commerce industry, including aggressive advertising and marketing efforts by many of our e-commerce competitors. Such landscape changes have placed huge pressure on our call center business, and also to some extent, on our e-commerce business," said Mecox Lane's Director and Chief Executive Officer Alfred Gu.

The Company estimates that for the full year of 2011, its total Internet revenue will achieve year-on-year growth of 40%.

Mecox Lane Limited  plans for Initial Public Offering

Company Snapshot:

 Operate China’s leading online platform for apparel and accessories

Industry Snapshot

• The market for consumer goods has expanded rapidly amid China’s robust economic growth and the increasing affluence of its urban middle class.

• The total sales revenues of the B2C e-commerce market grew from RMB1.3 billion in 2004 to RMB31.8 billion ($4.7 billion) in 2009, representing a CAGR of 89.5%, and are expected to grow to RMB920.0 billion in 2015, according to iResearch Consulting Group, or iResearch, an independent research and advisory firm.

Use Of proceeds:

Our net proceeds from this offering are expected to be approximately $75.5 million.

• approximately $15.0 million to enhance our e-commerce infrastructure
• approximately $29.5 million to build part of a new logistics center and warehouse
• approximately $6.5 million for store growth and improvement
• the balance for working capital and other general corporate purposes.

Underwriter:

• Credit Suisse
• UBS Investment Bank
• Oppenheimer & Co.
• Roth Capital Partners 

Proposed offering price: $8.00 and $10.00

Post IPO Share Calculation: (Using a 7 to 1 Ordinary to ADS conversion ratio).

• 51,619,589: Pre IPO fully diluted share count used in EPS calculation.
• 11,742,857: Newly issued ADS shares.(9,428,572 shares from the company. 2,314,285 from selling shareholders.
•   1,761,429: Over-allotments ADS shares.(571,429 shares from the company. 1,190,000 from selling shareholders.

GeoTeam® best effort calculation of total post IPO ADS count to be used in EPS calculations, assuming full conversions and a Ordinary to ADS conversion ratio of 7 to 1: 61,619,590

Financial Snapshot:

• We generated net revenues of $108.0 million for the six months ended June 30, 2010, representing a 41.6% increase from our net revenues of $76.3 million for the six months ended June 30, 2009.

• We had a net income of $2.5 million for the first six months of 2010, representing a 37.7% decrease from our net income of $4.1 million for the same period in 2009 as the increases in the cost of goods sold and selling, general and marketing expenses outpaced the increase in our net revenues primarily due to unusually prolonged cold weather in the first quarter of 2010, resulting in lower than expected demand for spring apparel.

• Our adjusted net income decreased by 18.6% to $4.2 million from $5.1 million over the same period.