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8-K - FORM 8-K - FITWAYVITAMINS, INC.zhongbao_8k.htm

Exhibit 99.1
 
 
 
For Immediate Release  
Company Contact: 
Mr. Mark Collinson, Partner
Tel: +86 23-8611 8735 
Email: zhouhaoyi42@163.com
Chongqing Zhongbao Investment Group 
Website: www.ccgirasia.com
Investor Relations Contact:
Mr. Haoyi Zhou, Senior Advisor
Tel: +1 310-954-1343  
Email: mark.collinson@ccgir.com
CCG Investor Relations
Website:  www.zbtzjt.com
 
Zhongbao International, Inc. Announces Third Quarter 2011 Results
 
·  
Revenue for the quarter increased 185.4% over the prior year period to $8.7 million
·  
Net income for the quarter increased 413.3% over the prior year period to $3.5 million

Chongqing, China, May 17, 2011 – Zhongbao International, Inc. (OTC Bulletin Board: ZBIT) ("Zhongbao” or the "Company"), which manages and operates a leading real estate developer, Chongqing Zhongbao Investment Group Co., Ltd., a company that develops and sells residential and commercial properties in the urban areas of Chongqing, China, announced today reported financial results for its third quarter ended March 31, 2011.

Third Quarter 2011 Highlights

·  
Revenues increased 185.4% year-over-year to $8.7 million
·  
Gross profit rose 286.7% year-over-year to $5.6 million, representing a gross margin of 64.1% compared to 47.3% in the year ago period
·  
Net income increased 413.3% year-over-year to $3.5 million or $0.13 per diluted share, representing a net margin of 40.1%
·  
The Company has changed its ticker symbol to “ZBIT” from the previous ticker “FTWV”

“We are very pleased with our strong third quarter operating results, which are significantly improved compared to the same period last year” commented Mr. Haoji Xia, the Company’s Chairman and Chief Executive Officer. “Zhongbao will continue the development of phases three and four of Jinshan Liyuan during the remainder of the year.  Also, we will expand our real estate market to Xi’an in Shaanxi Province, which we expect to provide additional projects for us over the next few years.”
 
 
1

 

Third Quarter 2011 Results

Zhongbao has two business segments:  (1) the real estate sales and (2) real estate leasing.  Revenue for the third quarter of 2011 increased 185.4% to $8.7 million, from $3.1 million in the same period of 2010.  For the third quarter 2011, properties totaling 17,617 square meters were sold compared to 10,768 square meters, an increase of 64% or 6,848 square meters.  Revenue from real estate sales is recognized when all the criteria for revenue recognition have been met and the property has been delivered to buyers.  The revenue recognition for each accounting period may vary because of the progress of the construction of the real estate property and actual property delivered to buyers may change from time to time.

Gross profit for the third quarter of 2011 was approximately $5.6 million, an increase of 286.7% over the $1.4 million in gross profit generated in the third quarter of 2010.  The increase was primarily due to increased revenue from real estate sales.  The gross margin of the real estate business increased from 47.3% for the three months ended March 31, 2010 to 64.1% for the three months ended March 31, 2011.  The increase of gross margin was principally attributable to the increase in sales price per square meter and increase in sales revenue.

Selling and distribution expenses include: (1) advertising and promotion expenses, such as billboard and other physical advertising cost, and costs associated with
showrooms and model apartments and (2) sales commissions paid to a third-party marketing firm, to whom Zhongbao outsourced the sales and marketing of the real estate property developed.  Selling expenses in the third quarter 2011 increased 103.4% to $0.33 million, from $0.16 million in the same period of the prior year. The increase in selling expenses was primarily affected by the increase in sales commission paid to the outsourced sales and marketing firm.

For the three months ended March 31, 2011, general and administrative expenses were $0.5 million, compared to $0.4 million in the same period of last year, an increase of $115,756 or 28.9%.  The increase was primarily a result of the following factors: (1) increased professional and consulting costs for going public in the U.S., (2) increased salary expense for hiring more qualified personnel in order to support the going public effort, and (3) increased travel expense and meals expense for the new real estate property development in Xi’an, Shaanxi Province and additional travel and meals expense for project planning.

Income from operations for the third quarter of 2011 was $4.7 million, an increase of 438.1% from the $0.9 million of income from operations generated in the year ago period.

Net income for the 2011 third quarter was $3.5 million, or $0.13 per diluted share compared to net income of $0.7 million or $0.03 per diluted share in the third quarter of 2010.
 
 
2

 

Nine Months Ended March 31, 2011 Results

For the nine months ended March 31, 2011, revenue increased 37.0% to $25.2 million from $18.4 million in the same period of 2010. The increase is primarily due to the increased of number of units sold and the increased sales price.

Cost of real estate sales decreased 9.6% to $8.3 million for the nine months ended March 31, 2011 from $9.2 million in the same period of a year ago, mainly due to decreased land use rights costs and lower construction cost.

Gross profit increased 86.7% to $16.5 million for the nine months ended March 31, 2011 from $8.8 million in the same period of last year. The increase was primarily due to increased revenue from real estate sales and the decreased cost of real estate sales as discussed above.

Total operating expenses for the nine months ended March 31, 2011 increased 123.2% to $2.7 million, from $1.2 million in the same period of the prior year. The increase was primarily due to increased sales and marketing expense, following the outsourcing of that activity and increased sales commissions. In addition, increased professional and consulting costs for going public in the U.S., increased salary expense for hiring more qualified personnel in order to support the going public effort, and increased travel expense and meals expense for the new real estate property development in Xi’an, Shaanxi Province and additional travel and meals expense for project planning.

Operating income for the nine months ended March 31, 2011 increased 81.1% to $13.9 million from $7.7 million in the same period of last year.

Total other expense increased 605.7% for the nine months ended March 31, 2011 from $ 0.3 million to $2.0 million.  This is in large part due to Zhongbao’s donation of RMB 12 million to the China Siyuan Foundation for Poverty Alleviation which helps Three-Gorges immigrants fight against poverty and also helps to provide a greener environment in the Three-Gorges areas.  Zhongbao recorded the donation as non-operating expenses, which are tax-deductible.  No such expense was incurred in the same period of 2010. As a result, other expense increased $1.8 million.

Net income for the nine months ended March 31, 2011 was $8.9 million, or $0.36 per diluted share compared to net income of $5.6 million or $0.23 per diluted share in the nine months ended March 31, 2010.
 
 
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Financial Condition

As of March 31, 2011, the Company had approximately $3.0 million in cash and cash equivalents compared to $5.2 million in cash and cash equivalents on June 30, 2010.

The Company used $0.5 million in net cash from operating activities for the nine months ending March 31, 2011, compared to generating $0.5 million in the same period of 2010.

About Zhongbao International, Inc.

Zhongbao International, Inc. is engaged in the real estate business.  The Company develops and sells residential and commercial properties in the urban areas of Chongqing, a municipality of over 30 million people in southwest China.  To date, its completed projects have had a gross floor area of over 185,835 square meters, or approximately 2.0 million square feet.  The Company is positioned to target middle income customers to develop new construction or reconstruction of older buildings by taking advantage of lower land prices, building and personnel costs in Chongqing, as well as its standardized design and operating model.  For more information, visit http://www.zbtzjt.com

Safe Harbor Statement

This press release and oral statements made regarding the subjects of this release, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which may include, but are not limited to, statements regarding Zhongbao’s plans, objectives, expectations and intentions and other statements contained in this press release that are not historical facts, including statements identified by words such as "believe," "plan," "seek," "expect," "intend," "estimate," "anticipate," "will," and similar expressions.  All statements addressing operating performance, events, or developments that Zhongbao expects or anticipates will occur in the future, as well as statements expressing optimism or pessimism about future operating results, are forward-looking statements within the meaning of the Reform Act.  The forward-looking statements are based on management's current views and assumptions regarding future events and operating performance, and are inherently subject to significant business, economic, and competitive uncertainties and contingencies and changes in circumstances, many of which are beyond Zhongbao's control.  The statements in this press release are made as of the date of this press release, even if subsequently made available by Zhongbao on its website or otherwise. Zhongbao does not undertake any obligation to update or revise these statements to reflect events or circumstances occurring after the date of this press release.
Although Zhongbao does not make forward-looking statements unless it believes it has a reasonable basis for doing so, Zhongbao cannot guarantee their accuracy. The foregoing factors, among others, could cause actual results to differ materially from those described in these forward-looking statements.  For a list of other factors which could affect Zhongbao's results, including earnings estimates, see Zhongbao's filings with the Securities and Exchange Commission, including “Management's Discussion and Analysis of Financial Condition and Results of Operations," including "Cautionary Language Regarding Forward-Looking Statements," set forth in Zhongbao's Current Report on Form 8-K filed on February 11, 2011.  No undue reliance should be placed on any forward-looking statements.
 
 
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FINANCIAL TABLES FOLLOW
 
ZHONGBAO INTERNATIONAL INC. AND SUBSIDIARIES
(FORMERLY FITWAYVITAMINS, INC)
CONDENSED CONSOLIDATED BALANCE SHEETS
 
 
 
 
 
March 31,
   
June 30,
 
   
2011
   
2010
 
   
(unaudited)
       
ASSETS
 
Current assets:
           
Cash & cash equivalents
 
$
2,980,529
   
$
5,248,059
 
Restricted cash
   
1,497,826
     
986,788
 
Accounts receivable
   
893,776
     
783,258
 
Advance to vendors
   
1,691,013
     
4,489,756
 
Real estate property development completed
   
5,091,089
     
913,253
 
Real estate property under development
   
8,180,395
     
14,410,880
 
Other receivables
   
34,484
     
-
 
Prepaid expenses
   
398,238
     
413,381
 
Total current assets
   
20,767,350
     
27,245,375
 
                 
Property, plant and equipment, net
   
5,007,279
     
4,650,242
 
                 
Other non-current assets:
               
  Other receivables
   
41,795
     
69,908
 
  Deposits and prepayments for long-term assets
   
19,938,200
     
19,296,300
 
  Real estate property under development
   
17,334,678
     
3,125,078
 
  Real estate property held for lease, net
   
8,012,290
     
8,069,176
 
        Total non-current assets
   
45,326,963
     
30,560,462
 
                 
Total Assets
 
$
71,101,592
   
$
62,456,079
 
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
                 
Current liabilities:
               
Accounts payable
 
$
3,177,373
   
$
1,681,730
 
Customer deposits
   
20,644,794
     
21,650,111
 
Other payable
   
100,000
     
447,090
 
Accrued expenses and other current liabilities
   
310,477
     
409,041
 
Taxes payable
   
4,516,528
     
2,753,105
 
Total current liabilities
   
28,749,172
     
26,941,077
 
                 
Non-current liabilities:
               
  Accounts payable
   
-
     
1,178,400
 
  Other payable
   
85,046
     
573,318
 
  Customer deposits
   
23,658
     
22,896
 
  Long-term bank loans
   
11,268,888
     
12,417,390
 
Total non-current liabilities
   
11,377,592
     
14,192,004
 
                 
     
40,126,764
     
41,133,081
 
                 
                 
Contingencies
               
                 
Stockholders' equity
               
Common stock, $0.0001 par value, 75,000,000 shares authorized
               
28,520,490 shares and 24,242,415 shares issued at March 31, 2011 and
               
June 30, 2010, respectively
   
2,852
     
2,424
 
Additional paid-in capital
   
19,730,569
     
19,680,997
 
Statutory surplus reserve
   
949,760
     
51,263
 
Retained earnings
   
8,440,709
     
461,370
 
Accumulated other comprehensive income
   
1,850,938
     
1,126,944
 
Total stockholders' equity
   
30,974,828
     
21,322,998
 
                 
Total Liabilities and Stockholders' Equity
 
$
71,101,592
   
$
62,456,079
 
                 
                 

 
5

 

ZHONGBAO INTERNATIONAL INC. AND SUBSIDIARIES
  (FORMERLY FITWAYVITAMINS, INC)
CONDENSED  CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
(UNAUDITED)
 
   
Three months ended March 31,
   
Nine months ended March 31,
 
   
2011
   
2010
   
2011
   
2010
 
Revenue:
                       
  Real estate sale, net of sales taxes of
                       
$604,500, $220,304, $1,746,849 and $1,214,640, respectively
 
$
8,584,694
   
$
2,992,130
   
$
24,823,431
   
$
18,076,386
 
  Real estate lease income
   
130,485
     
61,144
     
359,187
     
307,967
 
Total revenue
   
8,715,179
     
3,053,274
     
25,182,618
     
18,384,353
 
                                 
Cost of sales
                               
  Cost of real estate sales
   
3,017,803
     
1,523,346
     
8,347,193
     
9,229,050
 
  Cost of real estate lease
   
114,080
     
86,183
     
324,884
     
313,427
 
Total cost of sales
   
3,131,883
     
1,609,529
     
8,672,077
     
9,542,477
 
                                 
Gross profit
   
5,583,296
     
1,443,745
     
16,510,541
     
8,841,876
 
                                 
Operating expenses
                               
Selling and distribution expenses
   
330,439
     
162,478
     
734,828
     
247,030
 
General and administrative expenses
   
516,855
     
401,099
     
1,919,783
     
942,343
 
Total operating expenses
   
847,294
     
563,577
     
2,654,611
     
1,189,373
 
                                 
Operating income
   
4,736,002
     
880,168
     
13,855,930
     
7,652,503
 
                                 
Other income (expenses)
                               
Interest income (expenses)
   
378
     
6,655
     
(108,858
)
   
(281,490
)
Other income (expense)
   
(52,309
)
   
191
     
(1,874,247
)
   
488
 
Total other income (expenses)
   
(51,931
)
   
6,846
     
(1,983,105
)
   
(281,002
)
                                 
Income before income taxes
   
4,684,071
     
887,014
     
11,872,825
     
7,371,501
 
                                 
Provision (benefit) or income taxes
                               
-  current
   
1,188,594
     
206,262
     
2,994,989
     
1,842,636
 
-  deferred
   
-
     
(189
)
   
-
     
(63,137
)
Total income tax provisions
   
1,188,594
     
206,071
     
2,994,989
     
1,779,499
 
                                 
Net income
   
3,495,477
     
680,943
     
8,877,836
     
5,592,002
 
                                 
Other comprehensive income
                               
Foreign currency translation adjustment
   
(51,658
)
   
(57,830
)
   
723,994
     
(32,106
)
                                 
Comprehensive income
 
$
3,443,819
   
$
623,113
   
$
9,601,830
   
$
5,559,896
 
                                 
Basic and diluted income per common share
                               
Basic and diluted
 
$
0.13
   
$
0.03
   
$
0.36
   
$
0.23
 
                                 
Weighted average common shares outstanding
                               
Basic and diluted
   
26,549,691
     
24,242,415
     
24,991,859
     
24,242,415
 

 
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ZHONGBAO INTERNATIONAL INC. AND SUBSIDIARIES
 (FORMERLY FITWAYVITAMINS, INC)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
 
 
Nine Months ended March 31,
 
   
2011
   
2010
 
             
Cash flows from operating activities:
           
Net Income
 
$
8,877,836
   
$
5,592,002
 
Adjustments to reconcile net income to net cash
               
provided (used) in operating activitivies
               
  Depreciation of property and equipment
   
235,667
     
211,940
 
  Depreciation of real estate held for lease
   
324,884
     
313,427
 
  Deferred taxes
   
-
     
63,137
 
Changes in assets and liabilities:
               
(increase) decrease in-
               
  Restricted cash
   
(477,584
)
   
(324,931
)
  Accounts receivable
   
(84,352
)
   
(211,654
)
  Advances to vendors
   
2,944,223
     
(940,261
)
  Real estate property development completed
   
(4,142,007
)
   
331,643
 
  Real estate property under development
   
(7,386,055
)
   
4,310,770
 
  Other receivables and prepaid expesnes
   
24,817
     
(75,558
)
  Accounts payable
   
221,808
     
(8,798,593
)
  Customers Deposits
   
(1,723,250
)
   
(2,339,649
)
  Other payables
   
(868,032
)
   
(38,859
)
  Tax payable
   
1,669,643
     
2,338,782
 
  Accrued expense and other current liabilities
   
(111,971
)
   
14,984
 
Net cash (used in ) provided in operating activities
   
(494,374
)
   
447,180
 
                 
Cash flows from investing activities:
               
Purchase of property and equipment
   
(437,745
)
   
(1,481
)
Deposit and prepayment for land and property and equipment
   
-
     
(7,727,928
)
Net cash used in investing activities
   
(437,745
)
   
(7,729,409
)
                 
Cash flows from financing activities:
               
Repayment of short-term loans
   
-
     
(6,543,077
)
Shareholder capital contribution
   
50,000
     
-
 
Repayment of long-term bank loans
   
(4,705,920
)
   
-
 
Proceeds from long-term bank loans
   
3,146,400
     
12,699,024
 
Net cash used in (provided by)  financing activities
   
(1,509,520
)
   
6,155,947
 
                 
Effect of foreign exchange rate on cash
   
174,109
     
(2,377
)
                 
Net increase (decrease) of cash and cash equivalents
   
(2,267,530
)
   
(1,128,659
)
                 
Cash and cash equivalents, beginning of period
   
5,248,059
     
3,655,484
 
                 
Cash and cash equivalents, end of period
 
$
2,980,529
   
$
2,526,825
 
                 
Supplemental disclosures of cash flow information:
               
   Cash paid for interest
 
$
584,938
   
$
715,689
 
   Cash paid for income tax
 
$
983,505
   
$
314,592
 

 
 
7