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This is an article describing the uplisting process. It is based on another stock but I thought it would be helpful to clarify what is required of a company that wants to uplist.
Longwei Petroleum Announces Revised Fiscal 2010 and 2011 Guidance
33 minutes ago - Pr Newswire
Longwei Petroleum Investment Holding Ltd. (OTC Bulletin Board: LPIH; "Longwei" or the "Company") a company that transports, markets and sells finished petroleum products in the People's Republic of China ("PRC") today announced its revised financial guidance for the fiscal years ending June 30, 2010 and June 30, 2011.
FY2010 (In Millions
Except per Share Data) Revised Guidance
Revenues $310.8M
Gross Profit $62.5M
Adjusted EBITDA $58.2M
Adjusted Net Income $40.3M
GAAP Net Income $20.3M
Adjusted Basic EPS $0.45
GAAP Basic EPS $0.13
-------------- -----
GAAP Diluted EPS $0.10
---------------- -----
FY2011 (In Millions
Except per Share Data) Revised Guidance
Revenues $494.7M
Gross Profit $109.8M
Adjusted EBITDA $103.6M
Adjusted Net Income $73.0M
GAAP Net Income $57.3M
Adjusted Basic EPS $0.71
GAAP Basic EPS $0.56
-------------- -----
GAAP Diluted EPS $0.51
---------------- -----
Key Assumptions
Management has made several significant assumptions and estimates with regard to its financial forecasts provided herein. Management wishes to explain certain assumptions made within these financial forecasts. These certain assumptions, such as predictions of future price quotations of Longwei's common stock and the timing and size of conversions of Longwei's preferred stock and stock warrants, are inherently difficult to predict. As a result, management has used its best efforts to provide what it believes are appropriate and conservative assumptions with regard to these certain assumptions. Management believes the following assumptions are important to note when reviewing the revised guidance:
Management has estimated conversions of its current outstanding preferred stock to common stock will result in an additional 3.5 million shares of common stock being issued between March 8, 2010 and June 30, 2010.
Management has estimated conversions of its current outstanding preferred stock to common stock will result in an additional 5.4 million shares of common stock being issued between July 1, 2010 and June 30, 2011.
Management has estimated exercises of its current outstanding stock warrants to common stock will result in an additional 1.3 million shares of common stock being issued between March 8, 2010 and June 30, 2010.
Management has estimated exercises of its current outstanding stock warrants to common stock will result in an additional 6.7 million shares of common stock being issued between July 1, 2010 and June 30, 2011.
Management has made the assumption that other than those stock issuances identified herein, no other significant issuances of its common stock will occur between March 8, 2010 and June 30, 2011.
Management has made the assumption that Longwei's stock price as quoted on a U.S. Stock Exchange on June 30, 2010, will be $3.25 per share of common stock.
Management has made the assumption that Longwei's stock price as quoted on a U.S. Stock Exchange on June 30, 2011, will be $4.25 per share of common stock.
All other assumptions made by management during the preparation of its revised financial forecast were made utilizing current financial data, knowledge of pending customer orders, without applying discounts to assumptions regarding fair market valuations where discounts might be appropriate but Longwei chose to use a conservative approach and did not utilize discounts, with an understanding of historical trends with regard to Longwei's business, with a basic understanding of the current currency exchange rate policies of China, and a basic understanding of the likelihood that current government and independent estimates of continued economic growth within China and specifically within Shanxi Province, China, will be reasonably correct in the years ending June 30, 2010 and June 30, 2011, respectively.
About Longwei Petroleum Investment Holding Limited
Longwei Petroleum Investment Holding, Limited (the "Company") is an energy company that, through its subsidiaries, engages in oil and gas operations in the People's Republic of China ("PRC"). Oil and gas operations consist of transporting, marketing and selling finished petroleum products. The Company's headquarters and primary facilities are located in Taiyuan City, Shanxi Province ("Shanxi"). The Company's second facility is located in Gujiao, Shanxi. The Company purchases diesel, gasoline, fuel oil and kerosene (the "Products") from various petroleum refineries in the PRC. The Company is 1 of 3 licensed intermediaries in Taiyuan City and the sole licensed intermediary in Gujiao that operates its own large scale storage tanks. The Company has the necessary licenses to operate and sell Products not only in Shanxi but throughout the entire PRC. The Company's storage tanks have the largest storage capacity of any non-government operated entity in Shanxi. The Company seeks to earn profits by selling its Products at competitive prices to large-scale gas stations, coal plants, other power-supply customers and small, independent gas stations. The Company also earns revenue by acting as a purchasing agent for other intermediaries in Shanxi and through the sale of diesel and gasoline at gas stations located at each of the Company's facilities. The sales price and the cost basis of the Company's products are largely dependent on the price of crude oil. The price of crude oil is subject to fluctuation due to a variety of factors, all of which are beyond the Company's control. For further information on Longwei Petroleum Investment Holding Limited, please visit http://www.longweipetroleum.com. You may register to receive Longwei Petroleum Investment Holding Limited's future press releases or request to be added to the Company's distribution list by contacting Dave Gentry at info@RedChip.com or 1-800-733-2447, Ext. 104.
About Non-GAAP Financial Measures
This press release contains non-GAAP financial measures for the accounting for the change in the fair value of the Company's warrants under the Financial Accounting Standards Board's Accounting Standards Codification ("ASC") Topic 815-40 and the accounting for a deemed dividend associated with the October 29, 2009 financing under ASC Topic 470, subtopic 20-30-6. The Company believes that these non-GAAP financial measures are useful to investors because they exclude non-cash charges that our management excludes when evaluating the Company's business and makes operating decisions, prepares and revises financial forecasts, measures business performance, and because providing these Non-GAAP financial measures allows for comparison to historical periods. Accordingly, management excludes the change in the fair value of the Company's warrants under ASC 815-40 and the deemed dividend under ASC Topic 470, subtopic 20-30-6, when making operational decisions. The Company believes its investors can utilize these non-GAAP measures for a number of reasons. These non-GAAP measures provide a consistent basis for investors to understand the Company's financial performance in comparison to historical periods. In addition, it allows investors to potentially understand and evaluate the Company's performance using the same methodology and information our management utilizes. Non-GAAP measures are subject to inherent limitations because they do not include all of the expenses or adjustments included under GAAP and because they involve the exercise of judgment of which expenses or adjustments are excluded from the non- GAAP financial measures we make available to investors. However, we believe we are compensating for these limitations by providing the relevant disclosure of the items excluded.
The following tables provide certain non-GAAP financial measures and the related GAAP measures. We also provide reconciliations of these non-GAAP measures to the equivalent GAAP measures.
Fiscal Year Fiscal Year
Ending Ending
June 30, June 30,
2010 2011
To Compute Adjusted Net Income
------------------------------
GAAP Net Income $20.3 $57.3
Additions (Deductions)
Income Taxes $16.4 $28.6
Depreciation and Amortization $1.5 $2.0
Change in Fair Value of
Derivatives $20.0 $15.7
----- -----
Adjusted Net Income $58.2 $103.6
===== ======
To Compute Adjusted Net Income
------------------------------
GAAP Net Income $20.3 $57.3
Additions (Deductions)
Change in Fair Value of
Derivatives $20.0 $15.7
----- -----
Adjusted Net Income $40.3 $73.0
===== =====
To Compute Adjusted EPS
-----------------------
GAAP Basic Earnings per Share $0.13 $0.56
Additions (Deductions)
Change in Fair Value of
Derivatives $0.22 $0.15
Deemed Dividends $0.10 $-
----- ---
Adjusted Basic Earnings per
Share $0.45 $0.71
===== =====
Shares Used to Compute EPS and
Adjusted EPS 90,151,000 102,501,000
========== ===========
Forward-Looking Statements
Certain statements contained herein constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations, estimates and projections about Longwei's industry, management's beliefs and certain assumptions made by management. Readers are cautioned that any such forward-looking statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Because such statements involve risks and uncertainties, the actual results and performance of the Company may differ materially from the results expressed or implied by such forward-looking statements. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Longwei's operations are conducted in the PRC and, accordingly, are subject to special considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environment and foreign currency exchange. The Company's results may be adversely affected by changes in the political and social conditions in the PRC and by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion, remittances abroad, and rates and methods of taxation. Other potential risks and uncertainties include but are not limited to the ability to procure, properly price, retain and successfully complete projects, and changes in products and competition. Unless otherwise required by law, the Company also disclaims any obligation to update its view of any such risks or uncertainties or to announce publicly the result of any revisions to the forward-looking statements made here. Readers should review carefully reports or documents the Company files periodically with the Securities and Exchange Commission.
Investor Relations:
Dave Gentry
RedChipCompanies, Inc.
Tel: +1-407-644-4256 x104
Email: Dave@redchip.com
http://www.RedChip.com
Jim Crane, Chief Financial Officer
LongweiPetroleum Investment Holding Ltd.
U.S.Office: +1-617-699-6325
P.R.C. Cell: +86-186-0125-0891
http://www.longweipetroleum.com
SOURCE Longwei Petroleum Investment Holding Ltd.
Ok. After watching post after post of people on here arguing back and forth about the time it takes for the submittal and approval processes, I can't stay silent on this any longer. I work in the construction industry as an engineer who must submit plans to different review agencies for approval. Everything from septic design to full blown Commercial, Industrial and Residential developments. I have also been the municipal reviewer of other engineering firms submissions.
The processes take time! There are regulations as to how long a reviewer can take to review. The time frame can't be manipulated. A design generally does not have a specified time that it must be resubmitted. But in the interest of getting the job done, resubmittals are usually done expeditiously.
Now Dean has stated by the end of February. So that tells me that it will be in the mail by Friday 5pm. I would venture to say that there are people working on this 'round-the-clock' until it gets submitted. My guess is that we will here about the submittal on Monday morning. If there is no submittal, we may here about that on monday morning as well.
As far as the regulatory agency (The FDA), They have a certain amount of time to get back to Dean (30 days?). Because this is at the end of the review process, I expect that it will take only 10 days to 2 weeks to get back to Dean with approval or a few more questions. The last batch of questions will only be clerical stuff and should take Dean no time at all to finish up. Again the FDA would have 30 days. I would say that it would take no more than 5 days for them to say. 'APPROVED' (At least that's the way it pans out in my industry).
I can understand why the FDA is taking their time and nit-picking. It is a breakthrough device!
Seems like there's much shorting going on. Friday 19th short volume = 627311 Overall volume = 2100230 (about 29.9% of overall volume are short).
http://regsho.finra.org/regsho-Index.html
IMGG will be under ORF heading
Thanks for that info and link. Just so I have this straight, Is this a bad sign that the short volume is so high when compared to the overall volume? Friday's Short Vol - 73723 Overall Volume - 108072 (about 68% of all volume was short on friday 19th)
I just came across ALTO today, and been doing some DD. I decided to google Mark Klok. The first link was to consolidatedmining.com (an entirely different company that he is involved with). Here is his company profile:
Mark D. Klok
mklok@consolidatedmining.com
Consultant, has over a decade of investment banking experience in structuring and negotiating mergers and acquisitions, raising private equity, debt, bringing companies public and developing market maker support. He is a seasoned financial professional having ten plus years of experience with various companies including gold mining, oil and gas, bio-technologies, and real estate. Additionally, he has an extensive knowledge in using the OTC:BB, AIM and TSX exchanges bring companies public to access institutional funds through the capital markets. Mr. Klok will be organizing the Company's long-term growth by identifying future acquisitions and institutional relationships as the Company enters into a roll-up and consolidation phase. Mr. Klok is a principal and agent of International Land Development Group LLC - CMM Series, a private company owned by Mr. Klok.
And here is his Profile with ALTO:
Mark Daniel Klok, President & Chief Executive Officer
Mr. Klok has over a decade of experience in geology, geophysics, base metals and precious metals exploration and mining. He has had a successful career in the exploration and development of gold and other minerals in areas such as Africa, Mexico, Columbia, Peru, North and South America. Mr. Klok has served in a consulting capacity and as an officer and director of numerous public and private companies. Mr. Klok will be actively involved in the development of the Company’s Africa mineral holdings. Based in New York, Mr. Klok will liaison with the joint venture partners, Castle Peak Mining regarding ongoing corporate development.
With those separate Job profiles, it just seems to me that someone is hedging their bets. I have not put a dime into ALTO and I will not put a dime into ALTO. Something doesn't seem right.
I think you hit the nail on the head with that statement.
Filled the gap.
Thanks for the reply. I'm new to this and haven't trained myself to look at all aspects that may influence the stock. I am learning something new everyday. Thanks again.
Think 'Pot of Gold' The date is March 17th 2010. We'll be all dancing the jig on that day!
What is going on? Resistance continues to crumble
I am not saying that the gov't is cutting their workforce. I am saying that the workload has decreased significantly to where there are many workers literally twiddling their thumbs. I3 is a private sector company. If private sector slows down then the FDA have less on their table to approve.
One more thing to add as far as the approval process. Don't forget that we are in a recession. Everything slows down. Trust me the FDA probably has 1/2 the number of reviews as they had three years ago, which translates to them having much more time to be thorough with the reviews they have and/or play Freecell.