Attached files
file | filename |
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8-K - China Internet Cafe Holdings Group, Inc. | v211884_8k.htm |
EX-3.1 - China Internet Cafe Holdings Group, Inc. | v211884_ex3-1.htm |
EX-3.2 - China Internet Cafe Holdings Group, Inc. | v211884_ex3-2.htm |
EX-10.4 - China Internet Cafe Holdings Group, Inc. | v211884_ex10-4.htm |
EX-99.1 - China Internet Cafe Holdings Group, Inc. | v211884_ex99-1.htm |
EX-10.5 - China Internet Cafe Holdings Group, Inc. | v211884_ex10-5.htm |
EX-10.1 - China Internet Cafe Holdings Group, Inc. | v211884_ex10-1.htm |
EX-10.3 - China Internet Cafe Holdings Group, Inc. | v211884_ex10-3.htm |
EX-10.6 - China Internet Cafe Holdings Group, Inc. | v211884_ex10-6.htm |
EX-10.2 - China Internet Cafe Holdings Group, Inc. | v211884_ex10-2.htm |
Investor Presentation
China Unitech Group, Inc.(OTCBB:CUI G)
January 2011
Safe Harbor
Page 2
Private and Confidential
This presentation includes forward-looking statements within the meaning of Section 27A of the Securities Act of
1933, as amended (the Act) and Section 21E of the Securities Act of 1934, as amended
(the Exchange Act). In
particular, the words "believes," "expects," "intends," "plans," "anticipates," or "may," and similar conditional
expressions are intended to identify forward-looking statements and are subject to the safe harbor created
by these
Acts. Any statements made in this presentation about an action, event or development, are forward-looking
statements. Such statements are based upon assumptions that in the future may prove not to have been accurate
and are subject to significant
risks and uncertainties. Although the Company believes that the expectations reflected
in the forward-looking statements are reasonable, it can give no assurance that its forward-looking statements will
prove to be correct.
Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the
control of the Company. Statements regarding future drilling and production are subject to all
of the risks and
uncertainties normally incident to the exploration and development of oil and gas. These risks include, but are not
limited to, completion risk, dry hole risk, price volatility, reserve estimation risk, regulatory risk, potential inability
to
secure oilfield service risk as well as general economic risks and uncertainties, as disclosed in the Companys SEC
filings. Investors are cautioned that any forward-looking statements are not guarantees of future performance and
actual
results or developments may differ materially from those projected. The forward-looking statements in this
presentation are made as of the date hereof. The Company takes no obligation to update or correct its own forward-
looking statements or those
prepared by third parties that are not paid by the Company, except as required by law.
The Companys complete SEC filings are available at http://www.sec.gov.
Executive Summary
Capitalization
Shares
%
Insiders
19,000,000
94
Public
1,200,000
6
Total
20,200,000
100%
Key Financials
Ticker
CUIG
2009 Annual Revenue (12/31/09)
$14.04M
2009 Net Income (12/31/09)
$4.34M
2010 YTD Revenue (9/30/10)
$14.14M
2010 YTD Net Income (9/30/10)
$4.21M
Deal Price
$1.35
Market Capitalization
$27.3M
China Unitech Group owns and operates 44 internet
cafés in Southern China
Doing business as Shenzhen Junlong Culture
Communication (Junlong)
Headquarters in Shenzhen, China
Employees: 510
Opened first café in 2006
Public via RTO in July 2010
First public company in the industry
Junlong brand of internet cafés
Translation: Dragon Surf
Affordable online entertainment for low income
customers
95% of revenue generated by internet usage fees
Over 10,500 computers
Well defined growth strategy
Obtain national internet café chain license
Balanced organic growth and regional expansion through
acquisition
Page 3
Private and Confidential
Transaction Summary
Issuer (Ticker):
China Unitech Group, Inc. (OTCBB:CUIG)
Headquarters:
Shenzhen, Guangdong, China
Industry:
Specialty retail Chinese internet cafés
Type of Offering:
PIPE
Capital Raise:
$10 million
Unit Price:
$13.50
Securities Offered:
Stock:
9 shares 5% Series A Preferred
(converts 1:1)
1 share common
3 year warrants:
2 Class A: $2.00 strike
2 Class B: $3.00 strike
Expected Pricing:
February, 2011
Issuers China Counsel:
China Commercial Law Firm
Issuers US Counsel:
Sichenzia Ross Friedman Ference
Issuers Auditor:
EFP Rotenberg
Placement Agent:
TriPoint Global Equities
Placement Agent Counsel:
Leser, Hunter, Taubman & Taubman
Investor Counsel:
Anslow & Jaclin
Page 4
Private and Confidential
Investment Highlights
Pre-money valuation
2010 P/E multiple: 4.66x
2011 P/E multiple: 2.7x
28.3% NI margin
Make good provision
2011 net income target: $10M
1M shares in escrow
Proven company execution
Profitable business since inception
2 year NI CAGR 38.7%
$6M YTD cash flow from operations (as of 9/30/10)
Strong café performance
Average monthly revenue per café (of cafés open more than 1 year)
2009: $44,000
2010: $49,000
Same store sales: 11.9%
Average payback period: 14-24 months
Page 5
Private and Confidential
Use of Proceeds
Items
Cost
Guizhou province JV - 51% interest
$4M
Build out new wholly-owned cafés in Shenzhen
4M
Working capital
2M
Total
$10M
Page 6
Private and Confidential
Business Description and Café Pricing
Diversified entertainment and media access platforms
Movies, surfing, voice over IP service, online chatting, online gaming, snacks and drinks
Preloaded games and videos
Target customers: migrant workers, college students and low income residents
Customers purchase reloadable stored value integrated circuit (IC) cards
IC cards are inserted into the card slot on the computer
Funds deducted per 6 minutes of usage time
Hourly pricing ranges from $0.15 to $0.76
Configuration
Member
Non-member
Off Peak
Peak
Video chatting
$0.15
$0.30
$0.45
LCD screens
0.23
0.38
0.53
World of Warcraft
0.30
0.45
0.61
High end gaming
0.45
0.53
0.68
Private booth
0.45
0.61
0.76
*Exchange rate:6.69
Page 7
Private and Confidential
Core Competencies
Café locations
Early mover advantage in Shenzhen
Access to prime sites near new factories
Highly populated and dense locations such as universities, industrial zones and business centers
Connectivity
Preferential rates on high bandwidth connections from telecom provider
Proprietary Saflash software for stability
Fast and reliable
Compliance with safety regulations and usage requirements
Frequent internal inspections
Seasoned management works closely with regulatory agencies
CEO is executive president of Shenzhen Longgang District Internet Industry Association
Affiliated with the Ministry of Culture (MoC)
Superior management system
Known for quality and service
Page 8
Private and Confidential
Strong Cafe Portfolio
Junlong granted internet chain license by Ministry of Culture (MoC) in 2005
Page 9
Private and Confidential
Existing café portfolio
44 locations in Shenzhen manufacturing zone
Limited entertainment options in this area
Areas of operation: Longgang, Pingshan, Baoan, Yangtian
High traffic areas near live/work communities
Café Portfolio Factsheet
Average number of computers
245
Average size
875m²
Average occupancy
11.3 hrs/day
Revenue per square meter/year
$618.4
Revenue contribution/year/cafe
$500k
Average cafe cost
$350k
High end café cost
$500k-600k
Payback period
14-24 months
Busiest hours
6PM-12AM
Company Owned Cafés
Customer Base
1M registered users in January 2011
Customer activity:
80% active within last year
65% within 1 month
50% within 1 week
Average length of visit: 3 hours
Average number of visits/month: 1.5 times
Page 10
Private and Confidential
Demographics
Age
82.3% are 18-25
Gender
78% are male
Salary
$220-450/month
Junlong caters to gaming customers
57% of users
vs. 30% industry average
Longer play times
Higher revenue configurations
Ancillary revenue from game card sales
Quality & Superior Service
Junlong uses management oversight to create
a favorable customer experience and comply with regulations
Page 11
Private and Confidential
Quality control centralized and standardized operations management
Routine corporate inspections
At least bi-monthly at random
Cleanliness and appearance, fire safety, game and software updates, uniforms, staff training
Incentivize café managers for revenue performance
$1,800 available annual bonus pool per cafe
Penalize cafe managers for infractions
$30-$45 per infraction
Better service in a customer friendly environment
High speed
100Mbit/sec Fast Ethernet VS 10 -25Mbit/sec Ethernet at competition
Consistent store presentation and employee attitude
Clean environment with air conditioning
Up to date equipment and software
Customer focused innovation
Internet café industry facility requirements
Stringent safety regulations and content restrictions
Monitored by 4 regulators
Technology Differentiation
Fast computers and reliable internet connections are important to Junlongs customers
according to 2010 internal survey:
53.2% attend for service and equipment quality
26.5% attend for internet speed and stability of connection
Page 12
Private and Confidential
Junlong cafés are designed to run at 100% capacity
Innovation improves customer experience
Saflash proprietary network control software
Team gaming area
Fast game updates
Host local movie/TV content
Limits outside bandwidth usage
Ensure faster connections
Updated daily
Phone call service can be charged on the
prepaid IC card
Prevents connection disruptions
Lower package drop rate
Stable gaming
Throughput maximization
Microsoft Windows development platform
Automatic flow control
Steady Growth of Internet Café Usage
Internet café industry
Approximately $13B in revenue in 2009
according to the MoC
Poised for continued expansion and a wave
of consolidation amongst the less
established players
Social benefits for low income population
Safe and easy access to information
Affordable costs:
Average user: 6 hrs/month= $3.18
Frequent user: 50 hrs/month= $26.50
VS purchase a computer
~$450 for a basic PC
~$1,200 for a gaming PC
~$15/month for 512k ADSL service
$450=one months salary
Low home computer/console ownership
Social: customers prefer café atmosphere
and team play without supervision
Quality: unreliable home internet
connections
Page 13
Private and Confidential
Source: www.enfodesk.com
Source: www.iresearch.com
Chinese Internet Cafés (Thousands)
Chinese Internet Café Users (Millions)
Increased MoC Regulation of Internet Café Market
Policy: Safety through Consolidation
In 2009, the MoC cracked down on illegal operators
Underage users
Internet addiction
Unsafe conditions
Banned content
Encourage larger, better regulated nationally licensed chains
Junlong will meet national license requirements after expansion into two additional provinces
Expected in early 2012
Page 14
Private and Confidential
National license requirements:
Benefits of national license:
$7.5 million registered capital
30 wholly owned cafés in 3 provinces
No fines in past year
Priority application for entry in tier two cities
Marketing benefits
Brand awareness
Attract franchisees
National Internet Café License
2-Pronged Growth Plan
Focused Approach to Expansion
1.
Existing cafe acquisitions
Joint venture operations in new provinces
Provide financial and operational support to less established regional operators
Targeted regions include Guizhou, Yunnan, Sichuan and Chongqing
Qualify for national internet café chain license
2.
Organic growth
Company owned cafés in Shenzhen manufacturing zone
Company owned high-end cafés in up-scale residential locations
JV owned cafés based around newly acquired cafe operations
Page 15
Private and Confidential
Acquisition Strategy
Location
Timeframe
Regional characteristics
Guizhou
2Q11
Densely populated locations such as colleges & universities,
entertainment areas and residential areas
Internet cafe trend directed towards high end environment
Yunnan
4Q11
Focused on Kunming
Developing tier 2 city with lower rates of computer ownership
Chongqing
2012
Concentrated in Jiangbei, Yuzhong, Jiulongpo and Shapingba districts
Focused on lively streets, downtown areas and small districts
Sichuan
2012
Located adjacent to universities and train stations
Average occupancy rate is 65% compared to 40% industry average
Targeted markets offer attractive returns
Average hourly bill rate in undeveloped regions is 6RMB ($0.90) compared to 5RMB ($0.75) in
Shenzhen
Minimize development risks by partnering with quality regional operators
Page 16
Private and Confidential
Proposed Acquisition- Guizhou Province
Target company under LOI: Langren Internet Technology Culture Development Co.
32 internet cafés with 5800 PCs
Junlong brings in modernized management with strong assets
Change name to Junlong Langren
Rationale
National license
Market leader
Strong synergies: quality brand and attractive café appearance, lacking internal controls
Integration: bring Junlongs advanced management system to increase margins
2010 estimated financials
Rev: $7.6M, NI: $2M, NI growth rate: 20%
Consideration for JV: $6.9M
CUIG ownership: 51%
50% stock, 50% cash
Stock price: $ 1.35 (deal price or higher)
Valuation
6.8x estimated 2010 NI
Third party independent validation
2.9M RMB ($440K) per café
Page 17
Private and Confidential
Organic Growth Strategy
30 new cafés in 2011
12 large cafés with 300 or more computers focusing
on movies, high-end games and entertainment
15 medium cafés with 150 to 300 computers and a
few movie suites focusing on high-end games
3 small cafés with 100 to 150 computers
Move up market with high-end cafés
Private rooms
Surround sound equipped movie screening areas
Team gaming and tournament play areas
LCD screens for spectator viewing
Optimizing resources and improve operations
Increase demographic requirements for choice of
new locations
Upgrade café format, signage and layout
CapEx management by controlling equipment costs
Page 18
Private and Confidential
Estimated Mid-Tier Café Expenditures
250 Computers
$160,000
Furnishings & Decoration
56,000
Equipment
56,000
Permits
30,000
Leasehold improvement
19,500
Prepaid rent
9,000
Signage
7,500
Drinks & Snacks
3,000
Others
11,500
Total
$352,500
PC Configuration
First class
8%
High end
20%
Middle
40%
Low end
32%
Expenditures increase for computers, furniture and decorations
in high-end cafés
Key Financials
Fiscal Year ended Dec 31
($ in thousands)
2008A
2009A
2010E
2011E
2012E
Revenue
$10,107
$14,038
$20,460
$37,446
$59,952
Gross Profit
3,772
5,629
8,637
16,072
25,144
Gross Margin
37.3%
40.1%
42.21%
42.9%
41.9%
Operating Income
3,665
5,463
7,573
13,436
20,886
Operating Margin
36.3%
38.9%
37.01%
35.9%
34.8%
Net Income
3,014
4,388
5,747
10,031
14,759
Net Income Margin
29.8%
31.3%
28.09%
26.8%
24.6%
Page 19
Private and Confidential
*Projections include two acquisitions in 2011. 2012E are from organic growth. Other potential acquisitions are not included
$ in millions
Experienced Management
Guo Dishan: CEO
Bachelors degree in Business Administration from Management Administration Institute in Guangdong
Executive president of the Internet Industry Association in Long Gang District Shenzhen, Guangdong
Member of the Guangdong Chamber of Commerce of High-tech Industries
Li Jingwei: VP of Corporate Finance
CPA
Masters degree in Professional Accounting from Monash University in Victoria, Australia
Served as a senior accountant at Bentleys MRI, Melbourne, Australia
Li Zhenfan: Engineering Manager
Bachelors degree in Public Administration from Hunan Teacher-Training University
Responsible for Junlong Saflash system software R&D
Served in Shenzhen Altai Technology Co. Ltd. as the Chief Technology Officer/Chief Information Officer
Guo Zhenquan: Sales Manager
Five years experience as sales manager in internet cafés industry
Strong strategic planning capacity and management decision-making ability
Huo Kai: Marketing Manager
Masters degree in Computer Management from Grafton College in Dublin, Ireland
Five years marketing experience
Page 20
Private and Confidential
Investment Summary
Strong demand
Driven by the increasing internet café user base in China
$13B industry revenue
37% Y/Y café user growth in 2010
Well defined growth strategy
Balanced organic growth and expansion through acquisition
Proven business model
Sustainable and profitable business
28% NI margin
Commitment to customer service and quality
Cafés are designed to run at 100% performance capacity
Seasoned management team
Extensive experience with the internet cafe business
Company website: www.chinainternetcafe.com
Page 21
Private and Confidential
Contact Us
17 State Street, 20th Floor
New York, New York 10004
Tel: (917) 512-0822
sales@tpglobal.com
Page 22
Private and Confidential
Appendix I
Page 23
Private and Confidential
Regulation
Restriction
Regulator
Provincial office of national authority
Age restriction
At least 18 years old
Ministry of Culture
Content control
Internet operations license
PRC approved content only
Unmonitored internet communication
Monitoring software required
Ministry of Culture
Local
Internet security safety
Public safety
Fire Safety
1 computer per 3 m2
Extinguishers
Clear aisles and exits
Emergency management system
Police & Fire
Internet cafés are subject to numerous national, provincial and local regulations
Appendix II: Corporate Structure
China Unitech Group, Inc. OTCBB:CUIG
(Nevada)
Classic Bond Development Limited
(BVI)
Shenzhen Zhonghefangda Network Technology Co., Ltd.
(PRC)
Shenzhen Junlong Culture Communication Co., Ltd.
(PRC)
100%
100%
Contractual agreements*
*Contractual agreements consisting of a management and consulting service agreement, an equity pledge
agreement, option agreement and proxy agreement
Page 24
Private and Confidential