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CICC registration revoked:
https://www.sec.gov/litigation/opinions/2020/34-89626.pdf
CICC SEC Suspension for severely delinquent Financials:
https://www.sec.gov/litigation/suspensions/2019/34-86597.pdf
Order:
https://www.sec.gov/litigation/suspensions/2019/34-86597-o.pdf
Admin. Proceeding:
https://www.sec.gov/litigation/admin/2019/34-86596.pdf
CICC one for 5 reverse split:
http://www.otcbb.com/asp/dailylist_detail.asp?d=06/13/2014&mkt_ctg=NON-OTCBB
This one looks quite nice on paper, they probably got more cash than every MJ stock combined will ever have in their entire operating history...lol.
If Chinese OTC stocks ever come back in favor this could be a decent one, though I kind of doubt that will ever happen.
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=9611202
CICC~~~Cash
Cash is summarized as follows:
March 31, December 31
2011 2010
Cash at bank $ 15,211,755 $ 3,811,136
Cash in hand 26,155 25,688
$ 15,237,910 $ 3,836,824
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7954095
m1999
CICC~~~Common stock ($0.00001 par value, 100,000,000 shares authorized, 21,124,967 and 20,200,000 shares issued and outstanding as of March 31, 2011 and December 31, 2010, respectively)
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7954095
m1999
CICC~~~As of May 23, there are 21,124,967 shares of $0.00001 par value common stock (the “Common Stock”) issued and outstanding
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7954095
m1999
CICC~~HUGE READ~~China Internet Cafe Holdings Group Opens Seven New Internet Cafes in Shenzhen in April and May
Press Release Source: China Internet Cafe Holdings Group, Inc. On Tuesday June 21, 2011, 7:30 am EDT
SHENZHEN, China, June 21, 2011 /PRNewswire-Asia-FirstCall/ -- China Internet Cafe Holdings Group, Inc. ("CICC" or the "Company") (OTCQB: CICC), one of the largest owners and chain operators of internet cafes in southern China, announced the grand opening of seven new internet cafes, bringing the total number of operating locations to 55 in Shenzhen.
The seven new locations were opened throughout Shenzhen in April and May 2011 for a total capital investment of $3.3 millionwith a combined capacity of over 1,600 computers. Selection for the new cafes were identified by the Company's dedicated team which sources prime locations within walking distance to factories, and within highly populated and dense geographies such as universities, industrial zones and business centers. Management expects to initially have approximately 226,000 registered users across the new locations in the first month of operation, with average revenue per computer of $0.55/hour. After the first month, China Internet Cafe estimates the total client base for the seven new cafes will grow to reach 10.8 million users.
"We are excited to have reached our 55th cafe opening, and expect these seven additional cafes to generate approximately $3.2 million during the next twelve months," said Mr. Dishan Guo, Chief Executive Officer of China Internet Cafe. "Although the pace has been rapid, each cafe is carefully selected in areas with dense concentrations of our targeted customer base to maximize its revenue contribution. These customers include students and local workers who value our premium high speed Internet performance and reliability, and wide variety of high-end games and entertainment. Going forward we will continue to evaluate additional new locations to execute our growth plans."
About China Internet Cafe Holdings Group, Inc.
Since opening its first internet cafe in 2006 under the name Shenzhen Junlong Culture Communication CO. Ltd., China Internet Cafe Holdings Group, Inc. has expanded quickly to 55 cafes in Shenzhen, Guangdong Province, China. The Company provides high quality, affordable internet services to consumers who purchase reloadable cards. Customers can access a range of online services, including email, web surfing, watching movies, online gaming, voice over IP, and social media in a comfortable, friendly and safe environment. CICC offers a variety of internet connectivity stations with varying speeds, monitor sizes and seating arrangements.
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=8004820
m1999
For all I know it could have been added for lack of payment. This web site ( otc markets, formally Pink Sheets ) has these companies by the short hairs. If they don't get their dues, they slap it on. I will try to find out more if I can.
I wonder why that got on there? I didnt even notice it was added....
Caveat Emptor REMOVED on March 2. Is it time for this stock to move. Such a low float and with some volume it could fly. I just don't know enough about the company. I have a lot of reading to do here. Your opinion would be appreciated.
News China Unitech Group, Inc. Expands its Footprint by Adding Five New Internet Cafes and Provides Guidance for 2010
SHENZHEN, China, Dec. 16, 2010 /PRNewswire via COMTEX/ -- China Unitech Group, Inc. ("China Unitech" or the "Company") (OTC Bulletin Board: CUIG), operating through Junlong Culture Communication Co. Ltd. ("Junlong"), a leading internet cafe chain operator in China, today announced that it has added five new internet cafes in Shenzhen, bringing the total number of internet cafes under the Company's operation to 48.
From October to December 2010, China Unitech added five internet cafes in Shenzhen with a total capital investment of $1.5 million. Comprised of 815.6 square meters on average, these internet cafes are located in Bao'an, Henggang, Pingshan, and Shajing, Shenzhen. With estimated average payback period of 2 years, management expects these stores to contribute an aggregate of approximately $2.4 million annually in total. Currently, one of the internet cafes is ready for operation, while the remaining ones are in the process of construction. China Unitech believes construction and renovation of the four other internet cafes will be completed by March 2011. For 2010, China Unitech expects to achieve approximately $ 19 million in revenue.
"Following our recent successful introduction of seven additional new internet cafes in the third quarter of this year, we are pleased that we further expanded our network in Shenzhen by adding five facilities to be operated under the "Dragon Surf" brand name, which we believe will enable us to expedite penetration in our existing market. In order to increase capacity, we are planning to add a total of 1332 computer units to these new internet cafes. We believe the investment in additional equipment will contribute favorably to our revenue and profitability over time," commented Mr. Dishan Guo, Chief Executive Officer of China Unitech Group, Inc. "As one of the biggest internet caf? operators in Shenzhen, we plan to continue to look for opportunities to strengthen our network in our key market, while identifying suitable acquisition targets to enter provinces beyond Guangdong, which will qualify us to become a national internet caf? operator in China."
About China Unitech Group, Inc.
China Unitech Group, Inc. (http://www.chinainternetcafe.com) is the holding company of Classic Bond Development Limited. The Company operates through its variable interest entity, Junlong Culture Communication Co. Ltd. ("Junlong"), a leading internet cafe chain operator headquartered in Shenzhen, China. Established in 2003, Junlong is one of the five largest internet cafe chain operators in Shenzhen with 48 company-owned stores. Junlong's internet cafes are operated and managed under the Dragon Surf brand. Its robust system offers a one-stop entertainment and media venue for customers, including VoIP, instant messaging, online games, snacks and drinks. Its internet cafes are typically located in high traffic areas that target mature students and migrant workers. The Company currently employs about 510 full time employees.
Safe Harbor Statement
This press release may contain certain "forward-looking statements" relating to the business of China Unitech Group, Inc., its subsidiary companies and variable interest entity. All statements, other than statements of historical fact included herein are "forward-looking statements" including statements regarding the ability of the Company to grow; the general ability of the Company to achieve its commercial objectives; the business strategy, plans and objectives of the Company and its subsidiaries; the ability to obtain adequate funding for acquisitions, and any other statements of non-historical information. These forward-looking statements are often identified by the use of forward-looking terminology such as "believes," "expects" or similar expressions, and involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company's periodic reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
Company Contact: Investor Relations Contact:
Mr. Dishan Guo Mr. Crocker Coulson, President
Chief Executive Officer CCG Investor Relations
China Unitech Group, Inc. Email: crocker.coulson@ccgir.com
Tel: +86-755-2894-3820 Tel: +1-646-213-1915
Mr. Jingwei Li,
Vice President of Corporate Finance,
China Unitech Group, Inc.
Email: kerban@sina.com
Tel: +86-755-3366-8770
SOURCE China Unitech Group, Inc.
www.prnewswire.com
Copyright (C) 2010 PR Newswire. All rights reserved
-0-
KEYWORD: China
INDUSTRY KEYWORD: NET
ITE
MLM
OTC
SUBJECT CODE: PDT
China Unitech Group, Inc. Announces Third Quarter 2010 Results
TUESDAY , NOVEMBER 16, 2010 08:00 AM
SHENZHEN, China, Nov. 16, 2010 /PRNewswire-Asia-FirstCall/ -- China Unitech Group, Inc. (the "Company") (OTC Bulletin Board: CUIG), operating through Junlong Culture Communication Co. Ltd ("Junlong"), a leading internet cafe chain operator in China, today announced its financial results for its third quarter of 2010.
Third Quarter 2010 Highlights
-- Revenue increased 61.4% to $5.8 million year-over-year
-- Gross profit increased 83.5% year-over-year to $2.7 million
-- Operating income increased 52.7% to $2.2 million year-over-year
-- Net income was $1.6 million in the third quarter of 2010, up 41.4%
year-over-year
-- Cash flow provided by operating activities was $6.1 million for the nine
months ended September 30, 2010, as compared to $3.6 million for the
same period last year
-- Acquired one internet cafe in and opened 6 additional internet cafes in
the third quarter of 2010
"We are pleased to report another quarter of momentous financial performance with significant surges in our top line and bottom line, representing an increase of 61.4% and 41.4%, respectively, year-over-year. During the third quarter, we successfully added 7 additional new stores, bringing the total number of internet cafes under the "Dragon Surf" brand name to 43. While we continued to expand our presence in Shenzhen, we executed innovative ways to attract and sustain customers, resulting in improved average occupation rate. This has demonstrated Junlong's seasoned capability and Junlong is well on the way to becoming a major national internet cafe operator in the future," commented Mr. Dishan Guo, Chief Executive Officer of China Unitech Group, Inc.
Third Quarter 2010 Results
For the quarter ended September 30, 2010, net revenue increased 61.4% to $5.8 million, compared to $3.6 million in the third quarter of 2009. Revenue growth was mainly due to the contribution of 15 internet cafes opened since September 30, 2009. The accelerated growth compared to previous quarters was due to one acquired internet cafe located in Baoan District and six newly opened internet cafes located in Shenzhen City during the third quarter of 2010. An increase in average occupation utilization also contributed favorably to the Company's revenue growth.
Gross profit for the third quarter of 2010 increased 83.5% to $2.7 million, compared to $1.5 million in the third quarter of 2009. Gross margin expanded 5.6 percentage points to 46.4%, as compared to 40.8% in the comparable period of 2009. The increase was mainly attributable to the increase in computer usage time in the third quarter of 2010.
Operating expenses increased 1,304.0% to $0.5 million for the third quarter of 2010 from $0.04 million for the third quarter of 2009. The increase was primarily due to higher general and administrative expenses attributable to professional fees related to the Company's status as a public company and reorganizational expenses attributable to recent share exchange transaction with Classic Bond in July 2010.
Operating income for the third quarter of 2010 increased 52.7% to $2.2 million, compared to $1.4 million in the comparable period of 2009. Operating margin was 37.7% in the quarter compared to 39.8% in the third quarter of 2009.
Income tax expense for the third quarter of 2010 increased 96.6% to $0.6 million, compared to $0.3 million in the same period last year, primarily due to the increase in net revenue and higher income tax rate of 22% for the third quarter of 2010, up from 20% for the comparable period in 2009.
Net income increased 41.4% to $1.6 million, or $0.08 per diluted share compared to $1.1 million or $0.06 per share for the same period last year. Diluted earnings per share were calculated using weighted average shares of 20,186,957and 19,000,000 for the quarters ended September 30, 2010 and September 30, 2009, respectively.
Results for the Nine Months Ended September 30, 2010
Net revenue was $14.1 million for the nine months ended September 30, 2010, an increase of 35.8% from $10.4 million for the same period in 2009. Gross profit was $6.3 million, or 44.9% of revenue, an increase of 51.8% from $4.2 million, or 40.1% of revenue, for the nine months ended September 30, 2009. Operating income was $5.6 million, or 39.3% of revenue, an increase of 36.8% from $4.1 million, or 39.0% of revenue, for the nine months ended September 30, 2009. Net income increased 28.6% to $4.2 million for the nine months ended September 30, 2010, or $0.22 per diluted share, compared to $3.3 million, or $0.17 per share for the same period last year. Diluted earnings per share were calculated using weighted average shares of 19,400,000 and 19,000,000 for the nine months ended September 30, 2010 and September 30, 2009, respectively.
Financial Condition
As of September 30, 2010, the Company had $6.4 million in cash and cash equivalents, compared to $3.1 million at year-end 2009, working capital of $5.8 million and a current ratio of 3.1:1. As of September 30, 2010, shareholders' equity was $11.8 million, up from $7.0 million at the end of 2009.
For the nine months ended September 30, 2010, the Company generated $6.0 million in cash from operating activities, compared with$3.6 million for the same period last year. Net cash used in investing activities was $3.3 million for the nine months ended September 30, 2010, which was used for the acquisitions of internet cafes and improvements on leased assets.
Business Outlook
The Company plans to complete acquisitions in Guizhou, Yunnan and Sichuan provinces in the future in order to qualify as a national internet cafe operator.
"For the remainder of 2010, we continue to look for acquisition opportunities to expand our presence outside of Guangdong province as this move would enable us to qualify as one of few national internet cafe operators in China. While we are lagging behind our initial timeline for completing cross provincial acquisitions, we continue to carry out stringent due diligence on potential targets. Despite the delay, we anticipate healthy and stable top line growth in the last quarter of 2010 supported by our acquisitions completed thus far and the strong market demand for internet cafe services," commented Mr. Guo.
About China Unitech Group, Inc.
China Unitech Group, Inc. is the holding company of Classic Bond Development Limited. The Company operates through its variable interest entity Junlong Culture Communication Co. Ltd. ("Junlong"), a leading internet cafe chain operator headquartered in Shenzhen, China. Established in 2003, Junlong is one of the five largest internet cafe chain operators in Shenzhen with 43 company-owned stores. Junlong's internet cafes are operated and managed under the Dragon Surf brand. Its robust system offers a one-stop entertainment and media venue for customers, including VoIP, instant messaging, online games, snacks and drinks. Its internet cafes are typically located in high traffic areas that target mature students and migrant workers. The Company currently employs about 510 full time employees.
Safe Harbor Statement
This press release may contain certain "forward-looking statements" relating to the business of China Unitech Group, Inc., its subsidiary companies and variable interest entity. All statements, other than statements of historical fact included herein are "forward-looking statements" including statements regarding the ability of the Company to grow; the general ability of the Company to achieve its commercial objectives; the business strategy, plans and objectives of the Company and its subsidiaries; the ability to obtain adequate funding for acquisitions, and any other statements of non-historical information. These forward-looking statements are often identified by the use of forward-looking terminology such as "believes," "expects" or similar expressions, and involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company's periodic reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
Financial tables follow
CHINA UNITECH GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
UNAUDITED
For The Three
Months Ended
September 30
2010 2009
---- ----
Revenue $5,840,453 $3,617,873
Cost of revenue
Depreciation 442,104 331,588
Salary 342,695 201,586
Rent 306,243 206,545
Utility 397,630 351,489
Business tax and
surcharge 1,381,435 855,433
Others 260,197 194,275
------- -------
3,130,304 2,140,916
Gross profit 2,710,149 1,476,957
Operating Expenses
General and
administrative
expenses 75,906 36,395
Reorganizational
expenses 435,086 -
Total operating
expenses 510,992 36,395
------- ------
Income from operations 2,199,157 1,440,562
Non-operating income
(expenses)
Interest income 1,827 452
Interest expenses (2,402) -
Other expenses (10) (93)
Total other income
(expenses) (585) 359
---- ---
Net income before
income taxes 2,198,572 1,440,921
Income taxes 572,302 291,158
Net income $1,626,270 $1,149,763
Other comprehensive
income
Foreign currency
translation 209,872 13,261
------- ------
Comprehensive income $1,836,142 $1,163,024
---------- ----------
Basic and diluted
earnings per share 0.08 0.06
==== ====
Basis and Diluted
weighted average
Common Stock
outstanding 20,186,957 19,000,000
========== ==========
For The Nine
Months Ended
September 30
2010 2009
---- ----
Revenue $14,142,866 $10,417,633
Cost of revenue
Depreciation 1,132,103 944,775
Salary 831,226 588,123
Rent 748,723 608,256
Utility 1,111,843 1,009,105
Business tax and
surcharge 3,344,906 2,463,347
Others 629,068 625,476
------- -------
7,797,869 6,239,082
Gross profit 6,344,997 4,178,551
Operating Expenses
General and
administrative
expenses 351,888 114,732
Reorganizational
expenses 435,086 -
Total operating
expenses 786,974 114,732
------- -------
Income from operations 5,558,023 4,063,819
Non-operating income
(expenses)
Interest income 4,287 811
Interest expenses (7,115) -
Other expenses (43) (252)
Total other income
(expenses) (2,871) 559
------ ---
Net income before
income taxes 5,555,152 4,064,378
Income taxes 1,340,823 788,198
Net income $4,214,329 $3,276,180
Other comprehensive
income
Foreign currency
translation 229,549 8,793
------- -----
Comprehensive income $4,443,878 $3,284,973
---------- ----------
Basic and diluted
earnings per share 0.22 0.17
==== ====
Basis and Diluted
weighted average
Common Stock
outstanding 19,400,000 19,000,000
========== ==========
CHINA UNITECH GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
September 30, December 31,
2010 2009
---- ----
(unaudited)
ASSETS
Current assets:
Cash $6,409,048 $3,061,856
Restricted cash 1,679,581 1,645,411
Rental deposit 255,163 144,504
Equipment deposit - 81,217
Inventory 208,050 204,971
Total current assets 8,551,842 5,137,959
Property and equipment, net 5,802,798 3,572,696
Intangible assets, net 197,589 -
Total assets $14,552,229 $8,710,655
=========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Short term loan $449,296 $146,259
Accounts payable 80,859 33,979
Deferred revenue 659,600 775,985
Payroll and payroll related liabilities 154,888 124,390
Income and other tax payables 986,316 525,470
Accrued expenses 132,974 43,126
Amount due to director 240,625 5,162
Acquisition consideration payable 92,564 -
Total current liabilities 2,797,122 1,654,371
Commitments and contingencies - -
Stockholders' Equity
Preferred stock ($0.00001 par value,
100,000,000 shares authorized, 0 share
issued and outstanding) - -
Common stock ($0.00001 par value,
100,000,000 shares authorized, 20,200,000
and 19,000,000 shares issued and
outstanding as of September 30, 2010 and
December 31, 2009, respectively) 202 190
(6,173,600 equivalent shares outstanding as
of December 31, 2009)
Additional paid-in capital 1,628,417 1,373,484
Statutory reserves 718,744 718,744
Retained earnings 8,967,200 4,752,871
Accumulated other comprehensive income 440,544 210,995
Total stockholders' equity 11,755,107 7,056,284
---------- ---------
Total liabilities and stockholders' equity $14,552,229 $8,710,655
=========== ==========
CHINA UNITECH GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
UNAUDITED
For The Nine Months Ended
September 30
------------
2010 2009
---- ----
Cash flows from operating activities
Net income $4,214,329 $3,276,180
Adjustments to reconcile net income to
net cash used in operating activities:
Depreciation 1,161,497 964,444
Amortization 14,601 -
Changes in operating assets and
liabilities:
Rental deposit (81,776) (6,723)
Inventory 1,156 (134,592)
Accounts payable 45,374 10,708
Amount due to director 231,668 (148,493)
Payroll and payroll related liabilities 27,431 (38,333)
Accrued expenses 82,094 9,782
Deferred revenue (130,200) 124,994
Income and other tax payable 442,125 (415,925)
Net cash provided by operating activities 6,008,299 3,642,042
--------- ---------
Cash flows from investing activities
Acquisition of property, plant and
equipment (2,696,834) (1,215,347)
Acquisition of cafes (635,233) -
---
Net cash used in investing activities (3,332,067) (1,215,347)
---------- ----------
Cash flows from financing activities
Cash acquired from reverse merger 1,442 -
Issuance of shares for cash 251,612 -
Proceeds from short term loan 300,000 -
Net cash provided by financing activities 553,054 -
Effect of foreign currency translation on
cash and cash equivalents 117,906 4,442
------- -----
Net increase in cash 3,347,192 2,431,137
Cash- beginning of period 3,061,856 1,112,646
--------- ---------
Cash- end of period $6,409,048 $3,543,783
========== ==========
Supplemental disclosure of cash flow
information
Cash paid during the period
Interest paid $7,115 $ -
====== ===
Income tax paid $1,051,472 $671,288
========== ========
SUPPLEMENTAL DISCLOSURE OF NON-CASH
INVESTING AND FINANCING ACTIVIES:
Summary of Assets Acquired from
Acquisitions:
Net Property and Equipment $499,776 $ -
Other Current Assets 15,678 -
Intangible Assets 207,964 -
------- ---
Net Assets Acquired $723,418 $ -
======== ===
Transfer of equipment deposits paid in
property and equipment $83,811 $ -
======= ===
Acquisition payable $90,610 $ -
======= ===
Company Contact:
Mr. Dishan Guo
Chief Executive Officer
China Unitech Group, Inc.
Tel: +86-755-2894-3820
Mr. Jingwei Li
Vice President of Corporate Finance,
China Unitech Group, Inc.
Email: kerban@sina.com
Tel: +86-755-3366-8770
Investor Relations Contact:
Mr. Crocker Coulson, President
CCG Investor Relations
Email: crocker.coulson@ccgir.com
Tel: +1-646-213-1915
SOURCE China Unitech Group, Inc.
Contacts:
Mr. Dishan Guo
Chief Executive Officer
+86-755-2894-3820
Mr. Jingwei Li
Vice President of Corporate Finance
+86-755-3366-8770
kerban@sina.com
both of China Unitech Group, Inc.; or Investors
Mr. Crocker Coulson
President of CCG Investor Relations
646-213-1915
crocker.coulson@ccgir.com
10Q out today .08 earnings last quarter and .22 for 9 months. These numbers will start to go exponentially per what the company says over the next year or two.
http://xml.10kwizard.com/filing_raw.php?repo=tenk&ipage=7244558
Now it is officially, again. Must have a new MM or the other one paid the fees owned.
17:29 CUIG China Unitech Group, Inc. Common Stock 10/5/2010 Y 100 From NBB (CUIG)**
http://otcbb.com/asp/dailylist_detail.asp?d=10/04/2010&mkt_ctg=OTCBB
Website looks good. Need some buys to go through.
News China Unitech Group, Inc. Launches New Corporate and Investor Relations Website PR Newswire "Press Releases US - English "
SHENZHEN, China , Sept. 8 /PRNewswire-Asia-FirstCall/ -- China Unitech Group, Inc. (the "Company") (OTC Bulletin Board: CUIG), operating through Junlong Culture Communication Co. Ltd ("Junlong"), a leading internet cafe chain operator in China , today announced that it launched a new corporate and investor relations website at www.chinainternetcafe.com.
The new website is designed to provide a compelling platform for China Unitech Group to communicate effectively with investors, customers, employees and business partners. To promote transparency, the Company's investor relations section provides current Company information, including a corporate overview, management biographies, shareholder services, corporate governance, access to SEC filings, investor presentations, press releases, and news and events.
"We are pleased to launch our dynamic new website which contains important and easily accessible corporate information," commented Mr. Dishan Guo , Chief Executive Officer of China Unitech Group, Inc. "As a public company, China Unitech is committed to promoting transparent disclosure and updating all our stakeholders and shareholders in a timely manner."
About China Unitech Group, Inc.
China Unitech Group, Inc. is the holding company of Classic Bond Development Limited . The Company operates through its variable interest entity Junlong Culture Communication Co. Ltd. ("Junlong"), a leading internet cafe chain operator headquartered in Shenzhen, China . Established in 2003, Junlong is one of the five largest internet cafe chain operators in Shenzhen with 36 company-owned stores. Junlong's internet cafes are operated and managed under the Dragon Surf brand. Its robust system offers a one-stop entertainment and media venue for customers, including VoIP, instant messaging, online games, snacks and drinks. Its internet cafes are typically located in high traffic areas that target mature students and migrant workers. The Company currently employs more than 400 full time employees. For more information, please visit http://www.chinainternetcafe.com
Safe Harbor Statement
This press release may contain certain "forward-looking statements" relating to the business of China Unitech Group, Inc. , its subsidiary companies and variable interest entity. All statements, other than statements of historical fact included herein are "forward-looking statements" including statements regarding the ability of the Company to grow; the general ability of the Company to achieve its commercial objectives; the business strategy, plans and objectives of the Company and its subsidiaries; and any other statements of non-historical information. These forward-looking statements are often identified by the use of forward-looking terminology such as "believes," "expects" or similar expressions, and involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company's periodic reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
For more information, please contact: Company Contact: Mr. Dishan Guo Chief Executive Officer China Unitech Group, Inc. Tel: +86-755-2894-3820 Web: http://www.chinainternetcafe.com Mr. Jingwei Li , Vice President of Corporate Finance, China Unitech Group, Inc. Email: kerban@sina.com Tel: +86-755-3366-8770 Investor Relations Contact: Mr. Crocker Coulson, President CCG Investor Relations Email: crocker.coulson@ccgir.com Tel: +1-646-213-1915
SOURCE China Unitech Group, Inc.
News
China Unitech Group, Inc. Announces Strong Second Quarter 2010 Results
-- Second quarter 2010 revenue increased 27.4% year-over-year to $4.6 million -- Second quarter 2010 net income increased 25.3% to $1.4 million
SHENZHEN, China, Aug 19, 2010 /PRNewswire via COMTEX/ -- China Unitech Group, Inc. (the "Company") (OTC Bulletin Board: CUIG), operating through Junlong Culture Communication Co. Ltd ("Junlong"), a leading internet cafe chain operator in China, today announced its financial results for its second quarter of 2010.
Second Quarter 2010 Highlights
-- Revenue increased 27.4% to $4.6 million year-over-year
-- Gross profit increased 42.4% year-over-year to $2.1 million
-- Operating income increased 31.4% to $1.9 million year-over-year
-- Net income was $1.4 million in the second quarter of 2010 as compared
to $1.1 million in the second quarter of 2009
-- Cash flow provided by operating activities was $3.7 million for the
first six months of 2010, as compared to $2.6 million for the same
period last year
-- Acquired Lanman and Chaosu internet cafes in April 2010
-- Opened six additional internet cafes in May and June 2010
"We are pleased to report strong second quarter financial results, characterized by double-digit growth in both our top and bottom line. Recently, we acquired two internet cafes and opened six independently managed locations under our "Dragon Surf" brand name. Located in the Longgang and Yantian districts of Shenzhen, these internet cafes contributed favorably to our year-over-year revenue growth of 27.4%. As a leading internet cafe operator, we are committed to providing a safe, entertaining and interactive place for internet users in China," commented Mr. Dishan Guo, Chief Executive Officer of China Unitech Group, Inc.
Second Quarter 2010 Results
For the quarter ended June 30, 2010, net revenue increased 27.4% to $4.6 million, compared to $3.6 million in the second quarter of 2009. Revenue growth was mainly due to the contribution of six new independently managed internet cafes located in Longgang and Yantian. In April, the Company successfully acquired Lanman and Chaosu internet cafes in Shenzhen, which also contributed favorably to the Company's revenue growth.
Gross profit for the second quarter of 2010 increased by 42.4% to $2.1 million, compared to $1.5 million in the second quarter of 2009. Gross margin was 45.3%, as compared to 40.5% in the comparable period of 2009. The increase was mainly attributable to the increase in computer usage time in the second quarter of 2010.
Operating expenses increased 424.3% to $0.2 million for the second quarter of 2010 from $0.04 million for the second quarter of 2009. The increase was primarily due to higher general and administrative expenses attributable to business expansion, increased staff compensation, increase in professional fees related to the Company's status as a public company and the establishment of the Company's new office, which will be ready for occupation in late August 2010.
Operating income for the second quarter of 2010 increased 31.4% to $1.9 million, compared to $1.4 million in the comparable period of 2009. Operating margin was 40.6% in the quarter compared to 39.4% in the second quarter of 2009.
Income tax expense for the second quarter of 2010 increased 55.0% to $0.4 million, compared to $0.3 million in the same period last year, primarily due to the increase in net revenue and higher income tax rate of 22% for the second quarter of 2010, up from 20% for the comparable period in 2009.
Net income increased 25.3% to $1.4 million, compared to $1.1 million for the same period last year.
Results for the Six Months Ended June 30, 2010
Net revenue was $8.3 million for the first six months of 2010, an increase of 22.1% from $6.8 million for the first six months of 2009. Gross profit was $3.6 million, or 43.9% of revenue, an increase of 34.5% from $2.7 million, or 39.7% of revenue, for the first six months of 2009. Operating income was $3.4 million, or 40.5% of revenue, an increase of 28.0% from $2.6 million, or 38.6% of revenue, for the first six months of 2009. Net income increased 21.7% to $2.6 million for the first six months of 2010, compared to $2.1 million for the same period last year.
Financial Condition
As of June 30, 2010, the Company had $5.4 million in cash and cash equivalents, compared to $3.1 million at year-end 2009, working capital of $5.2 million and a current ratio of 3.3:1. As of June 30, 2010, shareholders' equity was $9.9 million, up from $7.0 million at the end of 2009.
In the first half of 2010, the Company generated $3.7 million in cash from operating activities, compared to cash provided by operating activities of $2.6 million in the same period last year. Net cash used in investing activities was $1.6 million for the six months ended June 30, 2010, which was used for the acquisitions of the Lanman and Chaosu internet cafes in April 2010.
Subsequent Events
In July 2010, the Company completed a share exchange transaction with the shareholders of Classic Bond Development Limited, a British Virgin Islands corporation ("Classic Bond"). Pursuant to a Share Exchange Agreement, China Unitech acquired 100% of the issued and outstanding capital stock of Classic Bond in exchange for 19,000,000 newly issued shares of the Company's common stock. The Company will operate through its variable interest entity in China to execute the current business plan of those affiliates, which involves the operation of a chain of China-based internet cafes. The new public company is quoted on the OTC Bulletin Board Market under the ticker symbol "CUIG."
Business Outlook
For the remainder of the year, the Company plans to focus on geographic expansion and expects continued growth in the demand for internet cafes due to the increased population of migrant workers.
"In the second half of this year, we plan to expand our presence to Guizhou, Yunnan and Sichuan provinces, which will enable us to qualify as one of the few national internet cafe operators by the end of 2010. This will mark a significant milestone for us in our quest to expand our footprint outside of Guangdong province. We also plan to open additional, independently managed internet cafes in strategic locations in Shenzhen in order to accelerate penetration of our existing geographic markets. We anticipate market demand for internet cafes to remain strong, which in turn will support our top line performance during the remaining months of this year," commented Mr. Guo.
About China Unitech Group, Inc.
China Unitech Group, Inc. is the holding company of Classic Bond Development Limited. The Company operates through its variable interest entity Junlong Culture Communication Co. Ltd. ("Junlong"), a leading internet cafe chain operator headquartered in Shenzhen, China. Established in 2003, Junlong is one of the five largest internet cafe chain operators in Shenzhen with 28 company-owned stores. Junlong's internet cafes are operated and managed under the Dragon Surf brand. Its robust system offers a one-stop entertainment and media venue for customers, including VoIP, instant messaging, online games, snacks and drinks. Its internet cafes are typically located in high traffic areas that target mature students and migrant workers. The Company currently employs about 300 full time employees.
Safe Harbor Statement
This press release may contain certain "forward-looking statements" relating to the business of China Unitech Group, Inc., its subsidiary companies and variable interest entity. All statements, other than statements of historical fact included herein are "forward-looking statements" including statements regarding the ability of the Company to grow; the general ability of the Company to achieve its commercial objectives; the business strategy, plans and objectives of the Company and its subsidiaries; and any other statements of non-historical information. These forward-looking statements are often identified by the use of forward-looking terminology such as "believes," "expects" or similar expressions, and involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company's periodic reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
For more information, please contact:
Company Contact:
Mr. Dishan Guo
Chief Executive Officer
China Unitech Group, Inc.
Tel: +86-755-2894-3820
Mr. Jingwei Li
Vice President of Corporate Finance
China Unitech Group, Inc.
Email: kerban@sina.com
Tel: +86-755-3366-8770
Investor Relations Contact:
Mr. Crocker Coulson, President
CCG Investor Relations
Email: crocker.coulson@ccgir.com
Tel: +1-646-213-1915
Financial tables follow
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
UNAUDITED
For The Three Months Ended For The Six Months Ended
June 30 June 30
2010 2009 2010 2009
Revenue $ 4,581,308 $3,595,057 $ 8,302,413 $ 6,799,760
Cost of revenue
Depreciation 358,369 219,787 689,999 504,787
Salary 260,008 201,156 488,531 386,537
Rent 235,781 206,577 442,480 401,711
Utility 370,164 345,515 714,213 657,616
Business tax and
surcharge 1,083,303 850,078 1,963,471 1,607,914
Others 199,801 315,761 368,871 539,601
2,507,426 2,138,874 4,667,565 4,098,166
Gross profit 2,073,882 1,456,183 3,634,848 2,701,594
Operating Expenses
Selling expenses -- -- -- --
General and
administrative
expenses 213,309 40,684 275,982 78,337
Total operating
expenses 213,309 40,684 275,982 78,337
Income from
operations 1,860,573 1,415,499 3,358,866 2,623,257
Non-operating income
(expenses)
Interest income 2,460 458 2,460 359
Other income -- -- -- (159)
Interest expenses (5,854) -- (4,713) --
Other expenses (62) (254) (33) --
Total other income
(expenses) (3,456) 204 (2,286) 200
Net income before
income taxes 1,857,117 1,415,703 3,356,580 2,623,457
Income taxes 434,657 280,462 768,521 497,040
Net income $ 1,422,460 $1,135,241 $ 2,588,059 $ 2,126,417
Other comprehensive
income
Foreign currency
translation 38,927 (7,945) 40,049 (4,468)
Comprehensive income $ 1,461,387 $1,127,296 $ 2,628,108 $ 2,121,949
Income per share 1.01 0.84 1.88 1.58
Weighted average
Common
Stock outstanding 1,405,573 1,348,279 1,377,084 1,348,279
CLASSIC BOND DEVELOPMENT LIMITED
CONDENSED CONSOLIDATED BALANCE SHEETS
June 30, December 31,
2010 2009
(unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 5,384,556 $ 3,061,856
Restricted cash 1,652,322 1,645,411
Rental deposit 177,541 144,504
Equipment deposit 15,088 81,217
Inventory 216,983 204,971
Total current assets 7,446,490 5,137,959
Property and equipment, net 4,591,473 3,572,696
Intangible assets, net 135,222 --
Total assets $ 12,173,185 $ 8,710,655
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Short term loan $ 146,873 $ 146,259
Accounts payable 56,678 33,979
Deferred revenue 727,543 775,985
Payroll and payroll related liabilities 117,591 124,390
Income and Other Tax Payables 778,335 525,470
Accrued expenses 60,573 43,126
Amount due to director 200,970 5,162
Acquisition consideration payable 148,618 --
Total current liabilities 2,237,181 1,654,371
Commitments and contingencies
Stockholders' Equity
Common stock (No Par Value; 2,000,000
shares authorized; 2,000,000 and
1,358,954 shares issued and
outstanding at June 30, 2010 and
December 31, 2009, respectively) 1,625,286 1,373,674
Statutory reserves 718,744 718,744
Retained earnings 7,340,930 4,752,871
Accumulated other comprehensive income 251,044 210,995
Total stockholders' equity 9,936,004 7,056,284
Total liabilities and stockholders' equity $ 12,173,185 $ 8,710,655
CLASSIC BOND DEVELOPMENT LIMITED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
UNAUDITED
For The Six Months Ended
June 30
2010 2009
Cash flows from operating activities
Net income $ 2,588,059 $ 2,126,417
Adjustments to reconcile net income to net
cash used in operating
activities:
Depreciation 704,376 625,766
Amortization 5,799 --
Changes in operating assets and liabilities:
Rental deposit (21,334) (6,722)
Inventory (11,109) (138,257)
Accounts payable 22,448 171,111
Amount due to director 195,037 (46,187)
Payroll and payroll related liabilities (7,293) (38,172)
Accrued expenses 17,200 9,294
Deferred revenue (51,503) 283,627
Other tax payable 249,699 (429,326)
Net cash provided by operating activities 3,691,379 2,557,551
Cash flows from investing activities
Acquisition of property, plant and equipment (1,292,087) (1,296,251)
Acquisition of cafes (348,839) --
Net cash used in investing activities (1,640,926) (1,296,251)
Cash flows from financing activities
Issuance of shares for cash 251,612 --
Net cash used in financing activities 251,612 --
Effect of foreign currency translation on cash
and cash equivalents 20,635 (6,103)
Net increase in cash 2,322,700 1,255,197
Cash- beginning of period 3,061,856 1,112,646
Cash- end of period $ 5,384,556 $ 2,367,843
Supplemental disclosure of cash flow
information
Cash paid during the period
Interest paid $ 2,383 $ --
Income tax paid $ 333,927 $ 216,684
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING
AND FINANCING ACTIVIES:
Summary of Assets Acquired from Acquisitions:
Net Property and Equipment $ 346,003 $ --
Other Current Assets 10,973 --
Intangible Assets 140,481 --
Net Assets Acquired $ 497,457 $ --
SOURCE China Unitech Group, Inc.
www.prnewswire.com
Copyright (C) 2010 PR Newswire. All rights reserved
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KEYWORD: China
INDUSTRY KEYWORD: REA
ITE
SUBJECT CODE: ERN
ERP
CCA
They filed these pretty fast. Name and symbol change should take place pretty soon. Once that happens some action from China should come.imo
L2 Tightening up a bit. Got other buyers in there somewhere hiding.lol
PRE 14 Name change China Internet Café Holdings Group, Inc.
SCHEDULE 14C INFORMATION
Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934
Check the appropriate box:
[x] Preliminary Information Statement [_] Confidential, For Use of the Commission only
(as permitted by Rule 14c-5(d)(2))
[_] Definitive Information Statement
CHINA UNITECH GROUP, INC.
(Name of Registrant as Specified in Its Charter)
Payment of Filing Fee (Check the appropriate box):
[x] No Fee Required
[_] Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11.
(1)
Title of each class of securities to which transaction applies:
____________________________________________________________________________________
(2)
Aggregate number of securities to which transaction applies:
____________________________________________________________________________________
(3)
Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
____________________________________________________________________________________
(4)
Proposed maximum aggregate value of transaction:
____________________________________________________________________________________
(5) Total fee paid:
____________________________________________________________________________________
[_] Fee paid previously with preliminary materials:
[_] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing.
(1)
Amount previously paid:
____________________________________________________________________________________
(2)
Form, Schedule or Registration Statement No.:
____________________________________________________________________________________
(3)
Filing party:
____________________________________________________________________________________
(4)
Date filed:
CHINA UNITECH GROUP, INC.
1-D-1010, Yuanjing Park, Long Xiang Road
Long Gang District, Shenzhen
Guangdong Province 518117
People’s Republic of China
INFORMATION STATEMENT
WE ARE NOT ASKING YOU FOR A PROXY AND
YOU ARE REQUESTED NOT TO SEND US A PROXY
This Information Statement is first being mailed on or about _________________, 2010 to the holders of record of the outstanding common stock, $0.00001 par value per share (the “Common Stock”), of China Unitech Group, Inc., a Nevada corporation (the “Company”), as of the close of business on July 30, 2010 (the “Record Date”), pursuant to Rule 14c-2 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). This Information Statement relates to a written consent in lieu of a meeting, dated July 30, 2010 (the “Written Consent”) of a stockholder owning at least a majority of the outstanding shares of Common Stock of the Company as of the Record Date (the “Majority Stockholder”). Except as otherwise indicated by the context, references in this Information Statement to “Company,” “we,” “us,” or “our” are references to China Unitech Group, Inc.
The Written Consent authorized and approved a Certificate of Amendment of our Articles of Incorporation (the “Certificate of Amendment”) to change our name to “China Internet Café Holdings Group, Inc.” A copy of the Certificate of Amendment is attached to this Information Statement as Appendix A.
The Written Consent constitutes the consent of a majority of the total number of shares of outstanding Common Stock and is sufficient under Chapter 78 of the Nevada Revised Statutes and our Bylaws to approve the Certificate of Amendment. Accordingly, the Certificate of Amendment is not presently being submitted to our other stockholders for a vote. The action by Written Consent will become effective when the Company files the Certificate of Amendment with the Nevada Secretary of State.
PLEASE NOTE THAT THIS IS NOT A NOTICE OF A MEETING OF STOCKHOLDERS AND NO STOCKHOLDERS MEETING WILL BE HELD TO CONSIDER THE MATTERS DESCRIBED HEREIN. THIS INFORMATION STATEMENT IS BEING FURNISHED TO YOU SOLELY FOR THE PURPOSE OF INFORMING STOCKHOLDERS OF THE MATTERS DESCRIBED HEREIN PURSUANT TO SECTION 14(C) OF THE EXCHANGE ACT AND THE REGULATIONS PROMULGATED THEREUNDER, INCLUDING REGULATION 14C.
By Order of the Board of Directors,
/s/ Dishan Guo
Dishan Guo
Chairman of the Board of Directors
GENERAL INFORMATION
This Information Statement is being first mailed on or about ________________, 2010 to stockholders of the Company by the Board of Directors to provide material information regarding corporate actions that have been approved by the Written Consent of the Majority Stockholder.
Only one copy of this Information Statement is being delivered to two or more stockholders who share an address unless we have received contrary instruction from one or more of such stockholders. We will promptly deliver, upon written or oral request, a separate copy of the Information Statement to a security holder at a shared address to which a single copy of the document was delivered. If you would like to request additional copies of the Information Statement, or if in the future you would like to receive multiple copies of information statements or proxy statements, or annual reports, or, if you are currently receiving multiple copies of these documents and would, in the future, like to receive only a single copy, please so instruct us by writing to the corporate secretary at the Company’s executive offices at the address specified above.
PLEASE NOTE THAT THIS IS NOT A REQUEST FOR YOUR VOTE OR A PROXY STATEMENT, BUT RATHER AN INFORMATION STATEMENT DESIGNED TO INFORM YOU OF THE AMENDMENT OF OUR ARTICLES OF INCORPORATION.
The entire cost of furnishing this Information Statement will be borne by the Company. We will request brokerage houses, nominees, custodians, fiduciaries and other like parties to forward this Information Statement to the beneficial owners of the Common Stock held of record by them.
AUTHORIZATION BY THE BOARD OF DIRECTORS
AND THE MAJORITY STOCKHOLDER
Under the Nevada Revised Statutes and the Company’s Bylaws, any action that can be taken at an annual or special meeting of stockholders may be taken without a meeting, without prior notice and without a vote, if the holders of outstanding stock having not less than the minimum number of votes that will be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and voted consent to such action in writing. The approval of the Certificate of Amendment requires the affirmative vote or written consent of a majority of the issued and outstanding shares of Common Stock. Each Stockholder is entitled to one vote per share of Common Stock held of record on any matter which may properly come before the stockholders.
On the Record Date, we had 20,200,000 shares of Common Stock issued and outstanding with the holders thereof being entitled to cast one vote per share.
On July 30, 2010, our Board of Directors unanimously adopted resolutions approving the Certificate of Amendment and recommended that our stockholders approve the Certificate of Amendment as set forth in Appendix A. In connection with the adoption of these resolutions, our Board of Directors elected to seek the written consent of the holders of a majority of our outstanding shares in order to reduce associated costs and implement the proposals in a timely manner.
Our Board of Directors has determined that the change of our name to “China Internet Café Holdings Group, Inc.” is in the best interest of our stockholders and will more accurately reflect, and allow us to engage in, our new business operations as described in our Current Report on Form 8-K filed on July 9, 2010.
CONSENTING STOCKHOLDERS
On the Record Date, Mr. Dishan Guo, being the record holder of 12,008,750 shares of our Common Stock, constituting 59.45% of our issued and outstanding our Common Stock, the sole class of our voting securities, consented in writing to the Certificate of Amendment.
Accordingly, we have obtained all necessary corporate approvals in connection with the Certificate of Amendment. We are not seeking written consent from any other stockholder, and the other stockholders will not be given an opportunity to vote with respect to the actions described in this Information Statement. All necessary corporate approvals have been obtained. This Information Statement is furnished solely for the purposes of advising stockholders of the action taken by written consent and giving stockholders notice of such actions taken as required by the Exchange Act.
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As the action taken by the Majority Stockholder was by written consent, there will be no security holders’ meeting and representatives of the principal accountants for the current year and for the most recently completed fiscal year will not have the opportunity to make a statement if they desire to do so and will not be available to respond to appropriate questions from our stockholders.
We will, when permissible following the expiration of the 20 day period mandated by Rule 14c of the Exchange Act and the provisions of the Nevada Revised Statutes, file the Certificate of Amendment with the Nevada Secretary of State’s Office. The Certificate of Amendment will become effective upon such filing and we anticipate that such filing will occur approximately 20 days after this Information Statement is first mailed to our stockholders.
DESCRIPTION OF THE COMPANY’S CAPITAL STOCK
Our authorized capital currently consists of 100,000,000 shares of Common Stock and 100,000,000 shares of preferred stock, $0.00001 par value per share (the “Preferred Stock”). Each share of Common Stock entitles its record holder to one (1) vote per share. Holders of our Common Stock do not have cumulative voting, conversion, redemption rights or preemptive rights to acquire additional shares. Our Board of Directors is authorized, subject to limits imposed by relevant Nevada laws, to issue shares of Preferred Stock in one or more classes or series within a class upon authority of the Board of Directors without further stockholder approval. Any Preferred Stock issued in the future may rank senior to the Common Stock with respect to the payment of dividends or amounts upon liquidation, dissolution or winding up of the Company, or both. In addition, any such shares of Preferred Stock may have class or series voting rights.
At the close of business on the Record Date, we had 20,200,000 shares of Common Stock issued and outstanding and no shares of Preferred Stock issued and outstanding.
AMENDMENT OF OUR ARTICLES OF INCORPORATION
Our current Articles of Incorporation states that the name of the Company is “China Unitech Group, Inc.” On July 30, 2010, our Board of Directors unanimously approved, subject to receiving the approval of the holders of a majority of our outstanding capital stock, an amendment to our Articles of Incorporation to change our name to “China Internet Café Holdings Group, Inc.” The Majority Stockholder approved the Certificate of Amendment pursuant to a Written Consent dated as of July 30, 2010. The proposed Certificate of Amendment is attached hereto as Appendix A.
The Certificate of Amendment effecting the name change will become effective following filing with the Secretary of State of the State of Nevada, which will occur promptly following the 20th day after the mailing of this Information Statement to our stockholders as of the Record Date.
The change of our name to “China Internet Café Holdings Group, Inc.” is in the best interest of our stockholders and will more accurately reflect, and allow us to engage in, our new business operations as described in our Current Report on Form 8-K filed on July 9, 2010.
DISSENTER’S RIGHTS
Under Nevada law, holders of our Common Stock are not entitled to dissenter’s rights of appraisal with respect to the proposed amendment to our Articles of Incorporation and the adoption of the Certificate of Amendment.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
OWNERS AND MANAGEMENT
The following table sets forth information regarding beneficial ownership of our voting stock as of the Record Date (i) by each person who is known by us to beneficially own more than 5% of each class our voting stock; (ii) by each of our officers and directors; and (iii) by all of our officers and directors as a group.
Unless otherwise specified, the address of each of the persons set forth below is in care of the Company, 1-D-1010, Yuanjing Park, Long Xiang Road, Long Gang District, Shenzhen, Guangdong Province, People’s Republic of China.
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s Amount and
Nature of
Name and Address of Beneficial
Beneficial Percent of
Owner
Office, If Any
Title of Class
Ownership(1) Class(2)
Officers and Directors
Dishan Guo
Chairman and Chief
Common stock,
12,008,750 59.45%
Executive Officer
$0.00001 par value
Xuezheng Yuan
Director
Common stock,
20,510 *
No. 1 Xinxin Garden
$0.00001 par value
No. 51 Fangjicun Xudong Road
Wuchang, Wuhan
Hubei, China 430062
All officers and directors as a group
Common stock,
12,029,260 59.55%
(2 persons named above)
$0.00001 par value
5% Security Holders
Dishan Guo
Chairman and Chief
Common stock,
12,008,750 59.45%
Executive Officer
$0.00001 par value
* Less than 1%
(1)
Beneficial Ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities. Each of the beneficial owners listed above has direct ownership of and sole voting power and investment power with respect to the shares of our common stock.
(2)
A total of 20,200,000 shares of our Common Stock are considered to be outstanding pursuant to SEC Rule 13d-3(d)(1) as of the Record Date. For each beneficial owner above, any options exercisable within 60 days have been included in the denominator.
CHANGES TO OUR BUSINESS AND CHANGE OF CONTROL
We were incorporated in the State of Nevada on March 14, 2006. From our office in China, we planned to operate in the online travel business using the website www.chinabizhotel.com. The website was planned to offer viewers the ability to book hotel rooms in China and earn us booking fees from the respective hotels. However, we did not engage in any operations and were dormant from our inception until our reverse acquisition described below.
On July 2, 2010, we completed a reverse acquisition transaction through a share exchange with Classic Bond Development Limited, a British Virgin Islands company (“Classic Bond”), and its shareholders, whereby we acquired 100% of the issued and outstanding capital stock of Classic Bond in exchange for 19,000,000 shares of our Common Stock, which shares constituted 94% of our issued and outstanding shares on a fully-diluted basis, as of and immediately after the consummation of the reverse acquisition. As a result of the reverse acquisition, Classic Bond became our wholly-owned subsidiary and the former shareholders of Classic Bond, became our controlling shareholders, resulting in a change of control of the Company.
Upon the closing of the reverse acquisition on July 2, 2010, Xuezheng Yuan, our sole director and officer, submitted a resignation letter pursuant to which he resigned, with immediate effect, from all offices that he held and from his position as our sole director that will become effective on the tenth day following the mailing by us of an information statement to our stockholders that complies with the requirements of Section 14f-1 of the Exchange Act (the “Information Statement”), which will be mailed on or about August 3, 2010. Also upon the closing of the reverse acquisition, our board of directors increased its size from one to five members and appointed Dishan Guo, Zhenquan Guo, Lei Li, Wenbin An and Lizong Wang to fill the vacancies created by the resignation of Xuezheng Yuan and such increase. Mr. Dishan Guo’s appointment became effective upon closing of the reverse acquisition, while the remaining appointments will become effective on the tenth day following our mailing of the Information Statement to our stockholders. In addition, our executive officers were replaced by the Classic Bond executive officers upon the closing of the reverse acquisition.
As a result of the reverse acquisition of Classic Bond, we assumed the business operations and strategy of Classic Bond and its Chinese subsidiary and entered into a new business. We now operate a chain of 28 internet cafés that we own in Shenzhen, Guangdong, China. We provide top quality internet café facilities and are the largest internet café chain in Shenzhen.
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WHERE YOU CAN FIND MORE INFORMATION
We file annual, quarterly and special reports, proxy statements and other information with the SEC. The periodic reports and other information we have filed with the SEC, may be inspected and copied at the SEC’s Public Reference Room at 100 F Street, N.E., Washington DC 20549. You may obtain information as to the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC also maintains a Web site that contains reports, proxy statements and other information about issuers, like the Company, who file electronically with the SEC. The address of that site is www.sec.gov. Copies of these documents may also be obtained by writing our secretary at the address specified above.
http://xml.10kwizard.com/filing_raw.php?repo=tenk&ipage=7079928
8k Filed
Tuesday, August 03 2010 6:19 AM, EST CHINA UNITECH GROUP, INC. FILES (8-K) Disclosing Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits Edgar Online "Glimpses "
ITEM 5.03 AMENDMENT TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE INFISCAL YEAR
On July 30, 2010 , the Board of Directors of China Unitech Group, Inc. (the "Company") adopted Amended and Restated Bylaws, which substantially revised the Company's former bylaws. The following is a summary of certain provisions of the Amended and Restated Bylaws adopted by the Board of Directors. Such summary is not intended to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws, a copy of which is filed as Exhibit 3.1 to this report and is incorporated by reference herein.
Generally, the Amended and Restated Bylaws update the Company's former bylaws, and include (among others) the following modifications.
(1) The Amended and Restated Bylaws provide that special meetings of the stockholders shall be called by the President or Secretary at the request in writing of the holders of not less than thirty percent of all the shares issued, outstanding and entitled to vote, whereas the previous bylaws required request in writing of ten percent of the voting shares of the Company.
(2) The Amended and Restated Bylaws provide that, whenever a quorum is present at any stockholder meeting, the vote of the holders of a majority of the shares having voting power present in person or represented by proxy shall decide any questions brought before such meeting, except for elections of directors, which are decided by a plurality vote, whereas the previous bylaws provided that all actions, including elections of directors, were decided by a majority vote.
(3) The Amended and Restated Bylaws provide that any action required or permitted to be taken at a meeting of the stockholders may be taken without a meeting if a consent or consents in writing, setting forth the action so taken, is signed by stockholders holding at least a majority of the voting power; provided that if a different proportion of voting power is required for such an action at a meeting, then that proportion of written consents is required, whereas the previous bylaws required such written consents from all stockholders in order to take action without a meeting of stockholders.
(4) The Amended and Restated Bylaws provide that any director may be removed either for or without cause at any special meeting of stockholders by the affirmative vote of at least two-thirds of the voting power of the issued and outstanding stock entitled to vote (provided that notice of intention to act upon such matter shall have been given in the notice calling such meeting), whereas the previous bylaws provided that directors could be removed by the affirmative vote of the holders of a majority of the shares of capital stock entitled to vote at such meeting.
(5) The Amended and Restated Bylaws provide that the Board of Directors may authorize the issuance of uncertificated shares of some or all of the shares of any or all of the Company's classes or series, while the previous bylaws did not provide for the issuance of uncertificated shares.
(6) The Amended and Restated Bylaws may be altered, amended or repealed at any meeting of the Board of Directors by the affirmative vote of a majority of the directors present at such meeting, while the previous bylaws could be amended by the majority vote of stockholders at any annual or special meeting called for that purpose, or by the Board of Directors.
ITEM 5.07
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On July 30, 2010 , Mr. Dishan Guo , being the record holder of 12,008,750 shares of the Company's common stock, constituting 59.45% of the issued and outstanding shares of the Company's common stock, the sole class of the Company's voting securities, adopted and approved an amendment to the Company's Articles of Incorporation to change the name of the Company to "China Internet Caf Holdings Group, Inc. " On such date, the Company had 20,200,000 shares of common stock issued and outstanding with the holders thereof being entitled to cast one vote per share.
--------------------------------------------------------------------------------
The Company's Board of Directors approved the amendment and recommended it for submittal to stockholders on July 30, 2010 . The Company intends to file the requisite Information Statement on Schedule 14C, pursuant to Section 14(c) of the Securities Exchange Act of 1934, as amended, and the regulations promulgated thereunder, with the Securities and Exchange Commission on our about the date hereof. The amendment will become effective upon filing of a Certificate of Amendment with the Nevada Secretary of State, which will be filed approximately twenty (20) days after such Information Statement is first mailed to the Company's stockholders.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits Exhibit No. Description 3.1 Amended and Restated Bylaws, adopted on July 30, 2010 2
AH 8K with all the details. Looks like most of the previous shares were canceled and they issued over 90% to insiders which are probably restricted. Also have another company that is owned so wont just be the internet cafe I believe.
Name of Subsidiary Jurisdiction of Organization % Owned
Classic Bond Development Limited British Virgin Islands 100%
Shenzhen Zhonghefangda Network Technology Co., Ltd. PRC 100%
Shenzhen Junlong Culture Communication Co., Ltd. PRC VIE
http://xml.10kwizard.com/filing_raw.php?repo=tenk&ipage=7048825
Look like this is the real deal. Going to be interesting to see what happens in the next few weeks.
Nice DD there. Maybe this is a higher end cafe and could be a popular thing among the Chinese. Got the most wealthy city and could turn out to be a Starbucks like business and once that is solidified and perceived by the people I think things will take care of itself in Asia. I know a good enough amount of Chinese and Taiwanese people and when they come over here its all about the name brands and looking good. So if it gets that perception in China as being the top internet cafe and most ritzy this will be golden with this stock. They did however say it was for students and migrant workers so not sure where they will take it.lol
Nice thanks for the picks. Im going to add them to my spreadsheet. I have to create a special section for these. Ive seen a chinese stock that went from dollars to .01-.05sI(traded a good bit of vol there) and then went back to 4-5 bucks! I almost had heart failure when i noticed it did that. I will have to find the symbol. I got it somewhere.
Articles on Chinese Cafes from 2007 - 2010
http://www.usatoday.com/tech/news/2007-06-04-china-net-cafes_N.htm
http://news.smh.com.au/technology/china-internet-cafes-switching-to-chinese-os-20081203-6qkv.html
http://www.upiasia.com/Society_Culture/2009/11/03/chinese_officials_ban_internet_cafs/1638/
http://www.chipchicklets.com/2010/06/internet-cafes-close-china.html
http://www.geek.com/articles/news/chinese-internet-cafes-to-photograph-customers-20081020/
http://chinadigitaltimes.net/2010/04/china-tightens-rules-on-internet-cafes/
http://www.madaboutshanghai.com/2008/03/internet-cafes.html
Here are a couple from what is stated as someone who has visited some of these cafes and a small article on Shenzhen(didnt visit cafe)
http://www.chinavortex.com/2007/10/digging-deeper-about-chinas-internet-usage-data/
http://www.chinavortex.com/2007/10/biz-opportunity-rolling-up-and-franchising-chinas-internet-cafes/
http://www.chinavortex.com/2007/10/visiting-shenzhen/
So it looks like there are a lot of controls in regards to these cafes as some seem to have a bad reputation with a lack of a high quality business model. After reading some of the articles it seems as though the goverment may have eased slightly and a higher end, clean and responsible business model is needed to be able to expand to other groups and be an actual quality business. It is still an area that is growing in China and if they get the license to expand to other areas, then they could easily succeed as they will provide it as a franchise and help set up the business and training. I have to look a little more into Shenzhen, but it really does seem as their is a higher barrier to entry for these cafes, which says a good amount about the company. With it being a franchise and having the same unique layout in each helps establish brand recognition. Overall, more research is needed to verify their business model, revenue and income, but seems very promising. One thing also, it is hard to determine out of all of the cafes, how many franchises there are and how their setup is.
http://www.chinatechnews.com/2006/02/14/3492-shenzhen-approves-more-internet-cafes
http://www.chinatechnews.com/2009/09/11/10538-chinas-internet-cafe-associations-publish-joint-declaration
Quick rundown on Shenzhen:
http://wikitravel.org/en/Shenzhen
A couple that I like are BFAR, NEWN, BSPM, HFGB, SCEI, MILL,
ONP(part short term, part long term). I am invested in a couple of them and invested in a couple of others previously short term, but I do like the long term potential of them. CUIG is one I am definitely going to keep my eye on as its growth, as you have stated and I have noticed, after 2010 is amazing. If they are able to hit expectations like that by 2012 and even if they had to double the shares to about 40 million, that is still an EPS of $1 and a P/E of 2.5, so yes it is undervalued and could be a very good long term hold even with heavy dilution.
I will have to check out the other ones you got then. Could be a good time to invest in these while they are so undervalued.
Even based on 2010 expected earnings, P/E based on current price is less than 7. Now there are definitely stocks more undervalued than that currently that have a reputable and established business, but the growth after 2010 is what is obviously the most intriguing.
ECBI just retained the same Investor Relations CCG and its trading 7 bucks a share.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________
AMENDMENT NO.1 TO FORM 8-K
___________
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (Date of Earliest Event Reported): June 18, 2010
DEYU AGRICULTURE CORP.
(Exact name of registrant as specified in Charter)
Nevada
333-160476
80-0329825
(State or other jurisdiction of
incorporation or organization)
(Commission File No.)
(IRS Employee Identification No.)
Room 808, Tower A,
Century Centre, 8 North Star Road
Beijing, People’s Republic of China
(Address of Principal Executive Offices)
86-13828824414
(Issuer Telephone number)
(Former Name or Former Address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
1
Explanatory Note
This Form 8-K/A is being filed to amend Item 5.02 of Form 8-K filed previously on June 23, 2010 (the “Original Form 8-K”), for the sole purpose of including a copy of the employment agreement between the Company and David Lethem, the Company’s newly appointed Chief Financial Officer, dated June 18, 2010. This amendment is limited in scope to such correction and does not amend, update, or change any other items or disclosures contained in the Original Form 8-K. All other information in the Original Form 8-K remains unchanged.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c) Appointment of Principal Officers
On June 18, 2010, we appointed the following persons to serve as new officers of Deyu Agriculture Corp. (the “Company”). Set forth below is a brief description of our new officers’ experience and an indication of directorship he has held in other companies, if any, subject to the reporting requirements under the federal securities laws.
Name
Age
Position
Wenjun Tian
36
President and Executive Director
Jianbin Zhou
42
Chief Operating Officer
David Lethem
51
Chief Financial Officer
Junde Zhang
39
Vice President for the Grains Division
Yongqing Ren
29
Vice President for the Corn Division
Li Ren
47
Vice President for the Brand Operation
Mr. Wenjun Tian, Age 36, President and Executive Director
Mr. Tian is the President and Executive Director of the Company. Between September 2003 and December 2007, Mr. Tian served as the Chairman of Shanxi Dongsheng Auction Co., Ltd. Between January 2008 and November 2009, Mr. Tian served as the Chairman of Dongsheng International Investment Inc. He has been a director of Detian Yu Biotechnology (Beijing) Co., Ltd. (“Detian Yu”), one of our subsidiaries, since December 2009.
Mr. Tian is the holder of an undergraduate degree and has over 10 years experience in corporate management. Mr. Tian is particularly experienced in investment in agricultural enterprises.
Mr. Jianbin Zhou, Age 42, Chief Operating Officer
Mr. Zhou is the Chief Operating Officer of the Company. Between January 2005 and December 2006, Mr. Zhou served as the General Manager of Beijing Kangqiaoshidai Education Development Co., Ltd. Between January 2007 and October 2008, he was the General Manager of Antai Global (Beijing) Risk Management Co., Ltd. Mr. Zhou also served as the Vice President of Dongsheng International (Beijing) Investment Co., Ltd. between October 2008 and August 2009. Mr. Zhou has been a director of Detian Yu since August 2009.
Mr. Zhou is the holder of an undergraduate degree.
Mr. David Lethem, Age 51, Chief Financial Officer
Mr. Lethem is the Chief Financial Officer of the Company. He is an Internal Audit/Sarbanes Oxley compliance expert with over 25 years of auditing, accounting, finance, and operations management. Between May 2005 and February 2006, Mr. Lethem was the Internal Audit Manager of Source Interlink Company where he implemented the internal audit and Sarbanes Oxley compliance for the company. Between February 2006 and November 2007, he served as the Director of Internal Audit of NeoMedia Technologies, Inc., a company located in Atlanta, Georgia. Since November 2007, Mr. Lethem has been serving as the President of Audit Management Solutions, Inc.
Mr. Lethem graduated from the University of Dubuque with a Bachelor of Arts degree in 1981 and the California Coast University with a MBA degree in 2007. He is also a certified internal auditor.
2
Mr. Junde Zhang, Age 39, Vice President for the Grains Division
Mr. Zhang is the Vice President of the Company responsible for the operation of the Grains Division. Since April 2004, he has been the Production Director and the General Manager of our Cereal Crops Division. Mr. Zhang is a successful entrepreneur and was appointed as a member of the Yuci People’s Congress. He was awarded the honorable title of Industrial Restructuring Leader by the Yuci Municipal Government.
Mr. Zhang is the holder of an undergraduate degree and has over 10 years of experience in grain breeding, cultivation, processing, marketing and management.
Mr. Yongqing Ren, Age 29, Vice President for the Corn Division
Mr. Ren has been the Vice President and General Manager of the Company’s Corn Division since April 2004. He was conferred the honorable title of Industrial Restructuring Leader for two consecutive years and the prize of Top Ten Youth Career Development Contributor by the Yuci Municipal Government.
Mr. Ren is the holder of an undergraduate degree. He is well experienced in corn breeding, cultivation, processing, marketing and management.
Mr. Li Ren, Age 47, Vice President for the Brand Operation
Mr. Ren is the Vice President of the Company in charge of the Brand Operation. He is one of the most well known senior brand managers in the consumer goods industry of China. Between May 1998 and June 2001, Mr. Ren served as the director of Marketing, Administration and Human Resources with Hebei Hualong Group. Between 2003 and 2006, Mr. Ren was the Vice President of Hebei Zhongwang Group and successfully established Beijing Wu Gu Dao Chang Company. Thereafter, he became a free lance brand planner. During the period of June 2007 to March 2008, Mr. Ren helped integrate the brands of White Elephant Group and in 2009, he completed the assignment of the brands of Chengde Wu Gu Agricultural Farm and the strategic planning for the city brands of Urban Zhejiang Jiaxing Nanhu Company. Mr. Ren also established a partnership consulting company in November 2009.
Mr. Ren is very experienced in the areas of brand core concept refining, brand structure systemization, brand strategic planning and brand integration and marketing communication. He is one of the few experts in local brand development area in China. Mr. Ren is the holder of an undergraduate degree.
Family Relationships
There are no family relationships between the officers or directors of the Company.
Employment Agreements
On June 18, 2010, the Company entered into an employment agreement with Mr. David Lethem pursuant to which Mr. Lethem was hired as the Chief Financial Officer of the Company for a term of three (3) years and compensation of $10,000 per month. A copy of the employment agreement is attached hereto as Exhibit 10.1.
To date, we have not entered into employment agreements with any other members of our executive officers.
Item 9.01 Financial Statement and Exhibits.
(d) Exhibits.
Exhibit No.
Description
10.1
Employment Agreement between David Lethem and the Company
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
DEYU AGRICULTURE CORP.
Date: July 6, 2010
By:
/s/ Jianming Hao
Jianming Hao
Chief Executive Officer
4
EX-10.1
Exhibit 10.1
EMPLOYMENT AGREEMENT
Deyu Agriculture Corp., a Nevada corporation, located at Room 808, Tower A, Century Centre, 8 North Star Road, Beijing 100101 (hereinafter referred to as "Employer"), and David Lethem of 12378 Rock Ridge Lane, Fort Myers, FL, 33913 (hereinafter referred to as "Employee"), in consideration of the mutual promises made herein, agree as follows:
ARTICLE 1. EMPLOYMENT
Acceptance of Employment
Section 1.01. Employer hereby employs Employee and Employee hereby accepts employment with Employer.
Term of Employment
Section 1.02. The employment period will begin on June 18, 2010 for a term of 3 years. This agreement and Employee's employment may be terminated at will by either Employer or Employee, subject to thirty days' prior written notice given by the party terminating this employment agreement. "At will" means at the sole and unfettered discretion of the party seeking termination, without disregard as to whether or not cause exists for termination.
ARTICLE 2. DUTIES OF EMPLOYEE
Position Description and Duties
Section 2.01. Employee is hereby hired to perform services for Employer in the capacity of Chief Financial Officer and shall include all of the powers and duties usually incident to such position for a U.S. listed public company. In such capacity, Employee's duties shall consist of providing to the Company, professional services in the areas described below.
Employee shall be responsible for
· the preparation of all financial statements and documents in compliance with U.S. GAAP required to complete the Transaction, including drafting of all financial statements, Management Discussions and Analyses, and any other documents required by U.S. regulatory bodies;
· creating and maintaining proper financial controls which shall include, but not be limited to, evaluating the Company’s internal controls and procedures in connection with Section 404 of the Sarbanes-Oxley Act to identify improvements to endure compliance with all regulatory and reporting requirements;
· coordinating post-transaction capital raise with any investment banking firm, including preparation of detailed projections and English business plan/presentation, and meetings with, and presentations to, potential investors; and
1
· communication with investors and shareholders regarding financial and operational matters of the Company.
· preparation of all public filings, including annual and quarterly reports, management discussion and analysis, material change reports, insider ownership reports, and any other public reports required to be filed by the Company with a regulatory agency to maintain its stock exchange listing or quotation;
· coordination with independent auditors on quarterly reviews and annual audits, including (i) supervision of Company staff to prepare financial results, schedules, and documents associated with such audit or review, (ii) resolution of complicated accounting issues that may arise during the review or audit, including drafting of comprehensive audit memos referencing appropriate U.S. accounting literature and reaching consensus with senior audit team members, and (iii) ensuring that all financials are properly presented in accordance with U.S. GAAP, as applicable;
· implementation of internal controls and procedures improvements to comply with applicable regulatory and reporting, including performing required testing of internal controls over financial reporting to ensure that management is comfortable signing the certifications required by Section 404 of the Sarbanes-Oxley Act;
· ensuring that the Company is in compliance with all other exchange requirements; communication with shareholders, analysts, and other investors;
· supervision of Company accounting staff on monthly closings and other matters; and
· other services as CFO and the Company may agree during the engagement.
Both Parties acknowledge that the Employer shall have the right to change the type of work, job title and position, job duties and work location of Employee at any time according to the business needs of Employer or ability or work performance or actual situation of Employee, provided, however, that such change shall be made in good faith with reasonable causes. Employee shall be subject to any such changes as deemed necessary and appropriate in the sole judgment of Employer.
2
Time and Attention
Section 2.02. Employee and Employer agree that the Employee shall devote his full time, attention and skills during the normal working hours designated to him hereunder exclusively to the performance of his duties hereunder, and effectively perform his duties and make his best endeavors to ensure the satisfactory accomplishment of the assignment to him as Employer’s Chief Financial Officer
Adherence to Rules
Section 2.03. Employee at all times during the performance of this Agreement shall strictly adhere to and obey all the rules and regulations now in effect or as subsequently modified or enacted by Employer, governing the conduct of employees of Employer.
Satisfactory Performance of Duties
Section 2.04. The employment of Employee shall continue only as long as the services rendered by Employee are satisfactory to Employer, notwithstanding any other provision contained in this Agreement. Employer shall be the sole judge as to whether the services of Employee are satisfactory.
Obligations to Third Parties
Section 2.05. Employee warrants and represents that Employee has the ability to enter into this Agreement, that entering into and performing under this Agreement will not violate Employee's agreement with any third party, and that there exist no restrictions or obligations to any third parties which will restrict Employee's performance of duties under this Agreement.
ARTICLE 3. COMPENSATION
Base Compensation
Section 3.01. As compensation for the services rendered by Employee under this agreement, as a gross salary and prior to any deductions or withholdings, Employee will be paid $10,000USD monthly. Payments shall be made on or before the last day of each month, via wire transfer, in U.S. Dollars, to an account designated by Employee. Employer shall deduct any required withholdings and deductions in accordance with the laws of the jurisdiction where employment is undertaken.
Group Health Insurance
Section 3.03. Employer currently does not offer any group health insurance coverage or options to its employees, and as a result of same is not offering any such coverage or benefit to Employee.
Other Benefits
Section 3.04. In addition to any other benefits or compensation set forth above, Employer offers to Employee, and Employee is entitled to participate in the employee stock option plan at a level commensurate with Employee’s position.
3
Effect of Termination on Compensation
Section 3.05. In the event of termination of employment, Employee shall be entitled to the compensation accrued and earned prior to the date of termination as provided for in this Article 3, computed pro-rata, up to, and including, the date of termination. Other than as may be provided herein to the contrary, Employee shall be entitled to no further compensation following such date of termination.
ARTICLE 4. EMPLOYER'S RECORDS/TRADE SECRETS/CONFIDENTIALITY
Ownership of Employer's Records
Section 4.01. (a) All records of the accounts of Employer, of any nature, whether existing at the time of Employee's employment, procured through the efforts of Employee, or obtained by Employee from any other source, and whether prepared by Employee or otherwise, shall be the exclusive property of Employer regardless of who actually purchased the original book, record or magnetic storage unit on which such information is recorded.
(b) All such books and records shall be immediately returned to Employer by Employee on any termination of employment, whether or not any dispute exists between Employer and Employee at, regarding, and/or following the termination of employment.
(c) Employee shall keep the proprietary and confidential information of Employer confidential and shall abide by any confidentiality rules set forth by Employer. Employee shall not take, use of or disclose any material or information of Employer to any third party except on behalf of Employer and with Employer’s prior written consent.
ARTICLE 5. GENERAL PROVISIONS
Notices
Section 5.01. Any notices to be given by either party to the other may be effected either by personal delivery in writing or by mail, registered and certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties at their last known addresses as appearing on the books of Employer.
Entire Agreement
Section 5.02. This agreement supersedes any and all other agreements, either oral or written, between the parties with respect to the employment of Employee by Employer for the purposes set forth in Section 2.01 above, and contains all of the covenants and agreements between the parties with respect to such employment whatsoever. Each party to this agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement, or promise not contained in this agreement shall be valid or binding. Any modification of this agreement will be effective only if it is in writing signed by the party to be charged.
4
Partial Invalidity
Section 5.03. If any provision in this agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force and effect without being impaired or invalidated in any manner.
Law Governing Agreement
Section 5.04. This agreement shall be governed by and construed in accordance with the laws of the State of New York.
Attorney's Fees and Costs
Section 5.05. In the event that any legal action is necessary or brought in any court or arbitration proceeding to enforce or interpret the terms of this agreement, each party shall bear their own costs and attorney's fees.
This agreement is entered into on this 6th day of June, 2010.
EMPLOYER:
Deyu Agriculture Corp.:
______________________________
by: JIANMING HAO, CEO
EMPLOYEE:
______________________________
DAVID LETHEM
http://xml.10kwizard.com/filing_raw.php?repo=tenk&ipage=7042116
.18x3.00 PENA on ask now. Must be who they are working with. Always one main MM.
Actual ESP Calculation for 2012:
40,360,000/20,200,000= 1.998
Thats nearly 2.00 EPS! One second thought this could be 10.00-20.00 on a bigger exchange with those types of numbers. Maybe more if things go as planned.
Earnings Per Share (EPS) Calculation
EPS is calculated by the following formula:
EPS = Net Earnings / Number of Outstanding Shares
Check out the slide show. I believe by 2012 this will have:
167 Mil Revs
68 Mil Gross Profit
40 million net profit and increasing each year.
http://www.slideshare.net/CCGIR/7-junlong-final-china-rising
40 million profit and 20 million Outstanding shares.
7 junlong final (china rising) - Presentation Transcript
1. May 2010
2. Safe Harbor Statement
* This presentation may contain forward-looking statements and management may make additional forward-looking statements in response to your questions. Such written and oral disclosures are made pursuant to the Safe Harbor provision of the Private Securities Litigation Reform Act of 1995.
* All statements other than statements of historical fact in this presentation are forward-looking statements, including but not limited to, the Company’s ability to raise additional capital to finance the Company’s activities’ the effectiveness, profitability, and the marketability of its products; the Company’s ability for which its current liquidity will enable the Company to fund its operations, general economic and business conditions; the volatility of the Company’s operating results and financial condition and other risks. Although we believe our expectations expressed in such forward looking statements are reasonable, we cannot assure you that they will be realized. Investors are cautioned that such forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from the anticipated results.
* The forward-looking statements contained in this presentation are made only for this date, and Junlong Communications is under no obligation to revise or updated these forward-looking statements.
3. Corporate Overview
* Operating Company Shenzhen Junlong Culture Communication Co., Ltd. Established in 2003
* One of five Internet Cafe Chain operator and the Largest Internet Cafe Chain in Shenzhen with 28 company-owned stores
* The first public company in the industry
Online entertainment is very popular within internet cafes
4. Investment Highlights Seasoned Management Team – Extensive experience with the internet cafe business Well Defined Growth Strategy – Balanced organic growth and expansion through franchising Leading R&D Capability – Proprietary and unique Saflash software that boosts stable connection Very Strong Demand – Driven by the increasing internet cafe users in China High Barriers to Entry – Junlong is one of the few chain internet cafe operators with license in Shenzhen – High registered capital requirement: RMB 10 million for regional chain license and RMB 50 million for national chain license. Proven Business Model – Rapidly growing, sustainable and profitable business – Rev / NI was $14M / $4.4M in FY09, and estimated to be $29.2M / $8.3M in FY10 5 1 3 4 6 2
5. Corporate Milestones Opened 5 internet cafes Approximately 312 employees with a total of 28 internet cafes Dec 2003 Jan 2005 2005 March 2006 2006 2008 2009 Junlong Saflash 2006 version was launched Opened 7 internet cafes Junlong Teng was opened and became the best internet cafe in Long Gang District, Shenzhen* Granted Internet Chain License by the Ministry of Culture Shenzhen Junlong Culture Communication Co. Ltd was established * Junlong Teng was rated the best internet cafe due to its environment and high speed computer configuration Opened 5 internet cafes Opened 11 internet cafes 2007 2 3 4 5 6 7 8 1
6. Dragon Surf Stores Junlong’s internet cafes are operated and managed under the Dragon Surf brand. Its robust system offers diversified and one stop entertaining media platforms, including Voice over IP service, online chatting, online game, snacks and drinks Junlong’s Internet Cafes Average size 875m² Number of computers 245 Average occupancy 11.3 hrs/day Revenue per square meter/year 4,137RMB Revenue contribution/year/internet cafe 3.6 million RMB Performance measurement Measured by daily computer usage Demographics of Junlong’s customers Age 18-28 Disposable income 1,500-3,000 RMB/month Customer group Migrant workers and matured students
7. Marketing Strategy
* Identical internet cafe layout ensures uniformed branding and consistent customer service
* Cooperate with online game developers by launching newly developed games through Junlong Internet cafes
* Comprehensive training program to ensure safety enforcement and customized technical support
* Monitor customer demand changes on a regular basis
* To diversify its customer base, Junlong also aims to target high end customers by locating its internet cafes in busy and well attended locations. New cafes will include various sizes of private movie rooms with popular movies and advanced sound effect to offer an ideal place to make new friends
8.
* Through Junlong Internet Cafes, leading online game developers, including Tencent and Perfect World, actively offer game products and other information service to online game players
* Junlong cooperates closely with Tencent to promote safe online game and has been awarded the Golden Medal Cooperative Community by Tencent.
Solid Partnerships with Leading Brands
9. Strong R&D and Exclusive Technology 2006 Saflash 2007 Saflash 2008 Saflash Ongoing R&D
* Junlong’s exclusive Saflash software increases the stability of its connections and continually upgrades Saflash software through R&D efforts
* Junlong’s self developed Saflash only for internal usage
* Developed on a Microsoft Windows platform, Saflash offers automatic flow control which prevents disruptions in internet connections
* R&D team members have signed a strict confidentiality agreements in order to ensure its intellectual property
$000 Junlong’s Continuous R&D Commitment
10.
* China has become the largest market of internet users in the world
* Highly fragmented market and strong government controls provide opportunities to expand and gain market share
* Junlong is one of five companies granted a license to operate internet cafe chains in Shenzhen (total internet cafes in Shenzhen = 984)
* Junlong is applying for a national chain license, expected to be approved by the end of 2010
Rapid Growth of Internet Cafes in China Source: iResearch (Estimates) Users (million) Internet users growth & percentage of Chinese population Number of Internet Cafes in China 2000 40,000 2001 60,000 2002 110,000 2003 110,000 2004 100,000 2005 113,000 2006 130,000 2007 135,000 2008 147,000 2009 168,000
11.
* Internet Cafe is still underdeveloped in rural and suburban areas
* Internet cafe has become the second largest platform for internet users in China
* Internet cafe is a key outlet of thriving Internet Game market in China
Strong Market Potential Total internet users by location in Jun 2009 Source: China Internet Network Information (CNNIC) Users in millions Interactive Game Market Size in China Source: Pearl Research Revenue $ Billions 0.5 1.0 1.5 2.0 2.5 3.0 3.5
12. Government Policy: Safety Through Consolidation The goal of the government: to promote safety through consolidation into large chains rather than supporting independent operators Currently ten national licenses have been issued. Only five national internet cafes are operating on a small scale
* Requirements for a national chain license:
* RMB 50 million registered capital and
* A minimum of 30 internet cafes located in three provinces
Junlong will meet the requirements for a national license after expanding into Chongquing, Yunnan and Sichuan provinces The Chinese government announced in 2009 that it encourages internet cafe franchising in order to combat illegal operators
13.
* 2010 – 2011: using Shenzhen as a base, set up 50 additional "Dragon Surf" self-run cafes
* 2011-2012: set up 100 chain internet cafes in central and western provinces in China
* 2012-2015: open up to 500 chain internet cafes
* By 2015: expect to have a total of 500 Internet cafes: 35% self run 65% franchised
Growth Strategy Beijing Shanxi Nanjing Shanghai Shenzhen Guangzhou Projected red dots: chain internet cafes Dark side: sparsely populated areas Brightside: concentrated population areas Yunnan ?? Sichuan ?? Chongqing ??
14. Well Planned Regional Expansion Strategic expansion location Total number of internet cafes in existing markets Total number of internet cafes to be introduced in 2010 by Junlong Regional distribution characteristics Estimated monthly contribution $ 000 Chengdu 2,300 10-15
* Most are located adjacent to universities and train stations
* Average occupancy rate is 65%
63-137 Kunming 1,000 10-15
* Focused on populated and dense locations such as -- colleges & universities, entertainment areas and residential areas
* Internet cafe trend directed towards high end environment
* Transition from single internet cafes to chains
70-156 Chongqing 1,890 10
* Distribution is concentrated in Jiangbei, Yuzhong, Jiulongpo and Shapingba districts
* Mostly focused on lively streets, downtown areas and small districts
47-103
* Management has carried out in-depth market research and feasibility studies on the above regions.
* Customized expansion strategies will be implemented based on the distribution of regional internet cafes.
* Targeted markets offer attractive returns in regions where they are not well developed: Average hourly bill rate in undeveloped regions is RMB 6 compared to RMB 5 in Shenzhen.
* The payback period is between 10 – 14 months
15. Unique Franchise Model Traditional internet cafe franchising model
* Licensor issues a license in
* exchange for an annual fee
Junlong’s unique franchising model starting in 2011
* 100% Internet Cafe ownership
* Construction and set-up fee is
* funded by licensees
* Licensees get 40% of annual profit
* from Junlong
* Junlong is responsible for staff
* training and location selection
* based on its own feasibility studies
* Implement management decisions
* quickly and efficiently
16. Expansion Milestones for 2010
* July to Setember 2010
* Expand into Sichuan Province
* Introduce 10-15 internet cafes
* Each with 100-150 computers
* Ranging in area from 400 to 600 square meters
* October to December 2010
* Expand to Chongqing
* Introduce 10 internet cafes
* Each with a total of about 150 computers
* Each ranging in area from 400 to 600 square meters
* May – June 2010
* Expand into Yunnan,
* Introduce 5 internet cafes, each with 100 to 200 computers, ranging in area from 300 to 500 square meters
During 2010, 20 new internet cafes will be added with 4000 computers in total.
17. Income Statement
* Assumption:
* The company will open 20 new cafés in 2010, 102 in 2011, and 150 in 2012.
* Scenario assumes achieving National Chain License by end of 2010.
($MM) 2009A 2010E 2011E 2012E Revenue 14,039 24,139 80,113 167,326 Gross Profit 5,629 9,765 32,552 68,117 Operating Income 5,463 9,476 26,632 53,584 Net Income 4,389 7,483 20,368 40,360 Number of stores 28 48 150 300
18. Strong Balance Sheet ($MM) December 31, 2009 December 31, 2008 Cash and Cash Equivalents 3.1 1.1 Total Current Assets 5.1 1.3 Total Assets 8.7 4.9 Total Current Liabilities 1.7 2.3 Total Liabilities 1.7 2.3 Shareholders’ Equity 7.0 2.7
19. Experienced Management
* Guo Dishan: CEO and Managing Director
o - Bachelors degree in Business Administration from Management Administration Institute in Guangdong Province (1996)
o - Executive president of the Internet Industry Association in Long Gang District Shenzhen, Guangdong
o - Member of the Guangdong Chamber of Commerce of high-tech industries
* Li Jingwei: VP of Corporate Finance
* - Master of Professional Accounting from Monash University, CPA
* - Served as a senior accountant at Bentleys MRI, Melbourne, Australia
* Li Zhenfan: Engineering Manager
o - Bachelor of Public Administration; Hunan Teacher-training University
o - Responsible for Junlong SAFLASH system software R&D.
o - Served in Shenzhen Altai Technology Co. Ltd. as the Chief Technology Officer CTO / Chief Information Officer CIO
* Guo Zhenquan: Sales Manager
o - Five years experience as Sales Manager in internet cafes
o - Strong strategic planning capacity and management decision-making ability
* Huo Kai: Marketing Manager
o - Masters degree in Computer Management from Grafton College Dublin Ireland
o - Five years marketing experience
20. Cap Table Shareholder Shares % Dishan Guo 16,535,700 85.5% Jinzhou Chen 1,377,975 7.1% Xiaofen Wang 459,325 2.4% Shell 967,000 5.0% Total 19,340,000 100%
21. Investment Highlights Seasoned Management Team – Extensive experience with the internet cafe business Well Defined Growth Strategy – Balanced organic growth and expansion through franchising Leading R&D Capability – Proprietary and unique Saflash software that boosts stable connection Very Strong Demand – Driven by the increasing internet cafe users in China High Barriers to Entry – Junlong is one of the few chain internet cafe operators with license in Shenzhen – High registered capital requirement: RMB 10 million for regional chain license and RMB 50 million for national chain license. Proven Business Model – Rapidly growing, sustainable and profitable business – Rev / NI was $14M / $4.4M in FY09, and estimated to be $29.2M / $8.3M in FY10 5 1 3 4 6 2
22. Contact Details Junlong Culture Communications Co., Ltd Mr. Guo Dishan Chief Executive Director Phone: +86-755-2894-3853 Mr. Li Jingwei, VP of Corporate Finance Phone: +86-755- 3366-8770 Email: [email_address] Legal Pillsbury Winthrop Shaw Pittman LLP Louis A. Bevilacqua, Partner [email_address] Investor Relations Firm: CCG Investor Relations Inc. Mr. Crocker Coulson, President +1-646-213-1915 [email_address] Mr. Pierre Maccagno Phone: +1-646-833-3422 (New York) [email_address] Auditing Firm EFT Rotenberg Nicholas R. Bottini, Partner + 1-585-295-0580 [email_address]
23. Thank You
http://www.slideshare.net/CCGIR/7-junlong-final-china-rising
China Unitech Group, Inc. Completes Reverse Acquisition of Shenzhen Based Internet Cafe Company
SHENZHEN, China, Jul 2, 2010 (GlobeNewswire via COMTEX) -- China Unitech Group, Inc. (the "Company") (OTCBB:CUIG) announced that it has successfully closed a share exchange transaction with the shareholder of Classic Bond Development Limited, a British Virgin Islands corporation (" Classic Bond"). The Company will operate through its variable interest entities in China to execute the current business plan of those affiliates, which involves the operation of a chain of China-based internet cafes. The new public company is quoted on the OTCQB Market under the ticker symbol "CUIG."
In the share exchange transaction, Classic Bond's shareholders were granted 19,000,000 newly issued shares of the Company's Common Stock, representing approximately 94% of the total issued and outstanding capital stock of the Company, in exchange for 100% of the issued and outstanding shares of Classic Bond. After the share exchange transaction, there are 20,200,000 shares of the Company's Common Stock outstanding.
As a result of the share exchange transaction, Classic Bond has become a wholly-owned subsidiary of the Company. Mr. Dishan Guo was appointed to the Board of Directors of the Company and the Company's executive officers were replaced by the executive officers of Classic Bond and its subsidiaries upon the closing of the share exchange. The Company plans to amend its Articles of Incorporation to change the name of the Company to China Internet Cafe Holdings Group, Inc.
"We are delighted to have successfully closed the going public transaction," said Dishan Guo, the new Chairman of the Company. "Our company has continued to grow in the past. We expect that being a U.S. public company will provide us with a good trading platform. We also look forward to leveraging our public listing to become a recognized national internet cafe operation under our Dragon Surf brand."
As of March 31, 2010, the Company's variable interest entity owned a chain of 28 internet cafes in Shenzhen, Guangdong, China. It provides top quality internet cafe facilities and is the largest internet cafe chain operator in Shenzhen. The Company provides internet access at reasonable prices to students and migrant workers. Over 99% of its revenues come from selling access time to our computers.
About China Unitech Group, Inc.
China Unitech Group Inc. is the holding company of Classic Bond Development Limited. Operating through its variable interest entity in China, Junlong Culture Communication Co. Ltd ("Junlong"), is a leading internet cafe chain operator headquartered in Shenzhen, China. Established in 2003, Junlong is one of the largest of five internet cafe chain operators in Shenzhen with 28 company-owned stores. Junlong's internet cafes are operated and managed under the Dragon Surf brand. Its robust system offers a one-stop entertainment and media venue for customers including VOIP, instant messaging, online games, snacks and drinks. Its internet cafes are typically located in high traffic areas that target mature students and migrant workers. The Company currently employs about 300 full time employees.
Safe Harbor Statement
This press release may contain certain "forward-looking statements" relating to the business of China Unitech Group, Inc., and its subsidiary companies. All statements, other than statements of historical fact included herein are "forward-looking statements" including statements regarding the ability of the Company to grow, despite the current global economic environment; the Company's ability to upgrade to a national exchange; the general ability of the Company to achieve its commercial objectives; the business strategy, plans and objectives of the Company and its subsidiaries; and any other statements of non-historical information. These forward-looking statements are often identified by the use of forward-looking terminology such as "believes," "expects" or similar expressions, involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company's periodic reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
This news release was distributed by GlobeNewswire, www.globenewswire.com
SOURCE: China Unitech Group, Inc.
By Staff
CONTACT: CONTACT: China Internet Cafe Chain Company Limited
Investor Relations Contact:
Mr. Dishan Guo, Chief Executive Officer
+86 755-2894-3820
(C) Copyright 2010 GlobeNewswire, Inc. All rights reserved.
-0-
INDUSTRY KEYWORD: Retail (Speciality)
SUBJECT CODE: INTERNET
ACQUISITIONS
Mergers and Acquisitions
Im not sure what to call this. It doesnt show up pink on pinksheets. Is there some gray area? I know that the DL delisted it but maybe they didnt get the memo?lol
who wrote the press release? it says OTCBB, which is an error.
That was because of that Market Maker not paying their dues. They are still fully reporting. But I would imagine they will be on the NASDAQ or another higher exchange soon.
SECURITY ADDITIONS
DL Date Symbol Company Name Effective Date OATS Reportable Flag Comments
9/19/2007 CUIG China Unitech Group, Inc. Common Stock 9/20/2007 **
3/26/2010 CUIG China Unitech Group, Inc. Common Stock 3/26/2010 Y From BB (CUIG)
SECURITY DELETIONS
Dl Date Symbol Company Name Effective Date/Comments
3/26/2010 CUIG China Unitech Group, Inc. Common Stock 3/26/2010 Failure to comply with Rule 15c2-11
http://www.otcbb.com/asp/dailylist_search.asp?SearchSymbolForm=TRUE&OTCBB=ALL&searchby=symbol&searchfor=cuig&searchwith=Starting
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