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8-K - FORM 8-K - TELESTONE TECHNOLOGIES CORPv232905_8k.htm
EX-99.2 - EXHIBIT 99.2 - TELESTONE TECHNOLOGIES CORPv232905_ex99-2.htm
Telestone Technologies Corporation Announces Second Quarter 2011 Results

-- Revenues Grew 46.4% and Net Income Grew 163.0% versus the Year-Ago Quarter

BEIJING, China - Aug. 15, 2011 - Telestone Technologies Corporation (NASDAQ:TSTC) ("Telestone" or the "Company"), a leading developer and provider of telecommunications local access networks in China, today announced its financial results for the second quarter ended June 30, 2011.

Second-Quarter 2011 Highlights

·    
Revenues increased 46.4% year-over-year to $24.3 million
·    
Gross profit increased 41.8% year-over-year to $10.6 million, with a gross margin of 43.7%
·    
Operating income increased 154.1% to $5.5 million, as compared to $2.2 million in the second quarter of 2010
·    
Net income increased 163.0% to $4.5 million, or $0.37 per diluted share, as compared to $1.7 million, or $0.16 per diluted share in the second quarter of 2010
·    
Non-GAAP income increased 173.4% year-over year to $5.0 million, or $0.40 per diluted share
·    
On May 12, 2011, the Company signed a letter of intent to acquire 100% of Sichuan Ruideng Telecom Corporation.

"We are pleased to report another quarter with strong growth in revenue and stellar growth in net income," stated Mr. Daqing Han, Chairman and Chief Executive Officer of Telestone. "We continued to see solid sales of our Wireless Fiber-Optic Distribution System ("WFDS") products and we increased our sales to non-telecom-carrier customers in the second quarter. In addition, we reached a preliminary acquisition agreement with Sichuan Ruideng, which is an important strategic move in our business expansion strategy in the southwestern China market. We remain optimistic about our business growth for the remainder of 2011, while remaining committed to improving operational efficiency and collections."

Second-Quarter 2011 Results

Revenues for the second quarter of 2011 increased 46.4% to $24.3 million compared to $16.6 million in the second quarter of 2010. The year-over-year increase in revenue was due to a 25.1% increase in revenues from equipment sales and a 62.2% increase in revenues from services provided, which both include revenue from WFDS-related products.

During the quarter, revenue from equipment sales rose 25.1% to $8.8 million, as compared to $7.1 million in the year-ago quarter. Sales of professional services increased by 62.2% from $9.6 million to $15.5 million in the second quarter of 2011. The stronger growth of professional services versus equipment sales was primarily due to a significant increase in service revenue in Beijing, Shandong and Hebei provinces. During the quarter, Telestone generated approximately $1.4 million of revenue from sales of telecom products to non-telecom operators.

Sales of WFDS-enabled products rose 30.1% year-over-year, accounting for 23.4% of sales for the quarter. In the second quarter, revenue from the "Big-3" telecom carriers—China Mobile, China Unicom, and China Telecom—comprised 94.3% of overall quarterly revenue, compared to 97.4% in the same period of 2010. The Company increased its sales to non-telecom-carrier customers to 5.6% of total revenue, as compared to 2.1% in the second quarter of 2010.

Gross profit for the second quarter increased 41.8% to $10.6 million compared to $7.5 million a year ago. Gross margin decreased to 43.7%, as compared to 45.1% in the same period last year. The year-over-year decrease in gross margin resulted from lower margin on equipment sales, which was 39.9%, as compared to 43.4% in the same period of 2010. The lower margin on equipment sales was primarily due to lower margins on sales of IP and wireline equipment. The gross margin for professional services was 45.8%, as compared to 46.4% a year ago.

Selling, general and administrative ("SG&A") expense was $4.4 million, or 18.0% of total revenue, down 13.6% from $5.1 million, or 30.4% of total revenue, in the same period last year. Sales and marketing expense was $3.0 million, or 12.4% of the revenue for the three months ended June 30, 2011, as compared to $4.2 million, or 25.1% of revenue for the same period in 2010. The decrease in sales and marketing expense was mainly due to a decrease in bonuses for local subsidiaries. Research and development expense was $0.6 million, or 2.5% of revenues for the three months ended June 30, 2011, as compared to $0.2 million, or 1.1% of revenues for the same period in 2010. The increase in R&D expense was primarily attributable to expenses from the research exhibition center in Wuxi.
 
 
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Operating income increased 154.1% to $5.5 million as compared to $2.2 million in the quarter ended June 30, 2010. The operating margin was 22.6% for the quarter, as compared to 13.0% in the same period of 2010.

Net income was $4.5 million, as compared to $1.7 million in the same period last year. Basic and diluted earnings per share for the second quarter of 2011 were $0.37, as compared to $0.16 per share in the same period of 2010. Non-GAAP net income, which excludes $0.5 million of non-cash stock compensation expense, was $5.0 million, up 173.4% from $1.8 million in the year-ago period. Non-GAAP earnings per share were $0.40, versus $0.17 in the year-ago quarter.

Six-Month 2011 Results

Revenue for the six months ended June 30, 2011, increased 39.8% to $38.8 million compared to $27.8 million in the same period of 2010. Gross profit increased 38.6% to $17.2 million from $12.4 million a year ago. Operating income increased to $7.6 million from $1.2 million in the first six months of 2010. Net income increased to $6.1 million, or $0.50 per diluted share, compared to net income of $0.6 million, or $0.06 per diluted share, in the first six months of 2010. Non-GAAP net income, increased 114.1% to $7.0 million, or $0.57 per diluted share, compared to $3.3 million, or $0.31 per diluted share, in the first six months of 2010. Weighted average diluted shares outstanding increased to 12.3 million shares from 10.5 million shares in the first six months of 2010.

Financial Condition

As of June 30, 2011, Telestone had $19.9 million in cash and cash equivalents, compared to $31.0 million at the end of 2010. Inventory was $7.2 million on June 30, 2010, compared to $3.1 million on December 31, 2010. Working capital was $118.2 million at the end of June 30, 2011, versus $109.6 million at the end of 2010. The Company had $10.4 million in short-term debt as well as $43.3 million in accounts payable at the end of second quarter of 2011. Shareholders' equity totaled $125.8 million compared to $116.9 million at the end of 2010. Cash used in operating activities was $11.1 million in the first six months, as compared to cash used in operating activities of $3.3 million in the same period of 2010.

As of June 30, 2011, Telestone's accounts receivable were $206.3 million, versus $192.5 million at the year end of 2010. The increase in receivables was mainly due to the account receivables generated from a rapid increase in sales in 2010, in which revenues grew 83.2% year-over-year. The accounts receivable turnover period for the quarter ended June 30, 2011 was 732 days. During the second quarter, Telestone collected $21.7 million in accounts receivable.

Business Outlook

For the full-year 2011, Telestone reaffirms its expectation that revenues will increase by about 30% to approximately $171 million, and net income will increase by about 10% to approximately $27.5 million or $2.22 per diluted share. The Company continues to expect revenue from WFDS-based products to account for 40% of its total revenue in 2011 and also continues to expect revenue from international customers to account for 3% of total revenue in 2011.

The Company has broadened its family of WFDS products to include its proprietary Telestone Intelligent Premises System ("TIPS"), which is designed to unify fixed telecom networks, 2G/3G/4G mobile networks, Internet, cable TV and the Internet of Things with an integrated multi-service model on an all-inclusive network. While still under development, TIPS is expected to be commercially rolled out in the second half of 2011.

For 2012, the Company continues to expect revenues to double to approximately $342 million.

Telestone reiterates that the Company will remain focused on collections and the Company is on track to collect RMB 800 million (approximately $123.1 million) of accounts receivable in 2011 and maintain DSOs within the range of 360 and 400 days at the end of the year.
 
 
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"Although we face some uncertainties resulting from the direction of 3G investment and auditing issues among the Big 3 carriers, we have demonstrated our ability to execute on our business strategy for continuous growth. We are committed to expanding our business portfolio with innovative products and services, diversifying our customer base, and we are encouraged by our initial success in improving collections. We are confident that our operational agility will build a solid foundation for our future growth momentum and profitability," concluded Mr. Han.

Non-GAAP Financial Measures

This release contains adjusted non-GAAP financial measures. These adjusted financial measures, which are used as measures of the Company's performance, should be considered in addition to, not as a substitute for, measures of the Company's financial performance prepared in accordance with United States Generally Accepted Accounting Principles ("GAAP"). The Company's adjusted financial measures may be defined differently than similar terms used by other companies. Accordingly, care should be exercised in understanding how the Company defines its adjusted financial measures.

Reconciliations of the Company's adjusted measures to the nearest GAAP measures are set forth in the section below titled "Reconciliation of GAAP to Non-GAAP Results."  These adjusted measures include adjusted net income, and adjusted diluted net income per share.

The Company's management uses adjusted financial measures to gain an understanding of the Company's comparative operating performance (when comparing such results with previous periods or forecasts) and future prospects. The Company's adjusted financial measures exclude certain special items, including stock-based compensation charges from its internal financial statements for purposes of its internal budgets. Adjusted financial measures are used by the Company's management in their financial and operating decision-making, because management believes they reflect the Company's ongoing business in a manner that allows meaningful period-to-period comparisons. The Company's management believes that these adjusted financial measures provide useful information to investors and others in the following ways: 1) they assist investors in understanding and evaluating the Company's current operating performance and future prospects in the same manner as management does, if they so choose, and 2) they assist investors in comparing in a consistent manner the Company's current financial results with the Company's past financial results.

The Company's management believes excluding stock-based compensation from its adjusted financial measures is useful for itself and investors, as such expense will not result in future cash payments and is not an indicator used by management to measure the Company's core operating results or business outlook.

The adjusted financial measures have limitations. They do not include all items of income and expense that affect the Company's operations. Specifically, these adjusted financial measures are not prepared in accordance with GAAP, may not be comparable to adjusted financial measures used by other companies and, with respect to the adjusted financial measures that exclude certain items under GAAP, do not reflect any benefit that such items may confer to the Company. Management compensates for these limitations by also considering the Company's financial results as determined in accordance with GAAP.

Conference Call

The Company will host a conference call at 8:00 a.m. Eastern Daylight Time on Monday, August 15, 2011, to discuss its second-quarter 2011 results. Mr. Daqing Han, Chairman and Chief Executive Officer, Ms. Xiaoli Yu, Chief Financial Officer, and Ms. Yue Zhai, Secretary of the Board, will host the call.

The conference call may be accessed by calling:

US Toll free:
800-860-2442
US Toll / International:          
412-858-4600
Canada Toll Free:
866-605-3852
North China Toll Free:
10-800-712-2304
South China Toll Free:
10-800-120-2304
 
The participant PIN code is 81568.
 
 
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To participate in the live conference call, please dial the following number five to ten minutes prior to the scheduled conference call time

This call is also being webcast and can be accessed by clicking on this link:

http://www.visualwebcaster.com/event.asp?id=81568

About Telestone Technologies Corporation

Telestone is a leader and innovator in wireless local-access network technologies and solutions. The company has a global presence, with 30 sales offices throughout China and a network of international branch offices and sales agents. For more than 10 years, Telestone has installed radio-frequency (RF)-based 1G and 2G systems throughout China for its leading telecommunications companies. After intensive research on the needs of carriers in the 3G age, Telestone developed and commercialized its proprietary third-generation local-access network technology, WFDSTM (Wireless Fiber-optic Distribution System), which provides a scalable, multi-access local access network solution for China's three cellular protocols. Telestone also offers services including project design, manufacturing, installation, maintenance and after-sales support. The Company has approximately 1,200 employees.

Safe Harbor Statement

This release contains certain "forward-looking statements" relating to the business of Telestone Technologies Corporation and its subsidiary companies. Forward looking statements can be identified by the use of forward-looking terminology such as "believes, expects" or similar expressions. Such forward looking statements involve known and unknown risks and uncertainties, including all business uncertainties relating to product development, marketing, concentration in a single customer, raw material costs, market acceptance, future capital requirements, competition in general and other factors that may cause actual results to be materially different from those described herein as anticipated, believed, estimated or expected. Certain of these risks and uncertainties are or will be described in greater detail in our filings with the Securities and Exchange Commission. Telestone Technologies is under no obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

– Financial Tables Follow –
 
 
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Telestone Technologies Corporation
Consolidated Statements of Operations and Other Comprehensive Income
(U.S. dollars in Thousands, except per-share amounts)
 
   
Three months ended June 30,
   
Six months ended June 30,
 
   
2011
   
2010
   
2011
   
2010
 
   
US$'000
   
US$'000
   
US$'000
   
US$'000
 
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
 
Operating revenues:
                       
Net sales of equipment
    8,834       7,060       15,826       12,160  
Service income
    15,503       9,559       22,983       15,591  
                                 
Total operating revenues
    24,337       16,619       38,809       27,751  
                                 
Cost of operating revenues:
                               
Cost of net sales
    5,305       3,998       9,136       6,868  
Cost of service
    8,398       5,123       12,441       8,446  
                                 
Total cost of operating revenues
    13,703       9,121       21,577       15,314  
                                 
Gross income
    10,634       7,498       17,232       12,437  
                                 
Operating expenses:
                               
Sales and marketing
    3,026       4,176       5,157       6,904  
General and administrative
    1,360       882       3,365       3,816  
Research and development
    620       191       868       415  
Depreciation and amortization
    120       81       222       152  
                                 
Total operating expenses
    5,126       5,330       9,612       11,287  
                                 
Operating income
    5,508       2,168       7,620       1,150  
Interest expense
    (187 )     (134 )     (336 )     (260 )
Other income, net
    121       194       324       529  
                                 
Income before income taxes
    5,442       2,228       7,608       1,419  
Income taxes
    (918 )     (508 )     (1,465 )     (829 )
                                 
Net income
    4,524       1,720       6,143       590  
                                 
Other comprehensive income
                               
Foreign currency translation adjustment
    1,911       -       1,911       -  
                                 
Total comprehensive income
    6,435       1,720       8,054       590  
                                 
Earnings per share:
                               
                                 
Weighted average number of common stock outstanding
                               
Basic
    12,333,264       10,549,143       12,333,264       10,531,304  
Effect of dilutive warrants and stock options
    8,571       -       12,690       21,647  
                                 
Diluted
    12,341,835       10,549,143       12,345,954       10,552,951  
                                 
                                 
   
US$
   
US$
   
US$
   
US$
 
Net income per share of common stock
                               
Basic
    0.37       0.16       0.50       0.06  
Diluted
    0.37       0.16       0.50       0.06  
 
 
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Telestone Technologies Corporation
Consolidated Balance Sheets
(U.S. dollars in Thousands, except per-share amounts)
 
   
As of
June 30,
   
As of
December 31,
 
   
2011
   
2010
 
ASSETS
 
US$'000
   
US$'000
 
   
(Unaudited)
       
Current assets:
           
Cash and cash equivalents
    19,905       31,020  
Accounts receivable, net of allowance
    206,318       192,487  
Due from related parties
    1,509       2,018  
Inventories, net of allowance
    7,222       3,123  
Prepayments
    1,661       1,748  
Other current assets
    4,240       1,630  
                 
Total current assets
    240,855       232,026  
                 
Goodwill
    3,119       3,119  
Property, plant and equipment, net
    1,906       1,565  
Lease prepayment
    2,555       2,528  
                 
      7,580       7,212  
                 
Total assets
    248,435       239,238  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
               
                 
Current liabilities:
               
Short-term bank loans
    10,368       9,846  
Accounts payable – Trade
    43,266       40,685  
Customer deposits for sales of equipment
    2,482       2,089  
Due to related parties
    1,801       3,977  
Income tax payable
    15,336       13,760  
Accrued expenses and other accrued liabilities
    49,374       52,031  
                 
Total current liabilities
    122,627       122,388  
                 
Commitments and contingencies
               
                 
Stockholders' equity:
               
Preferred stock, US$0.001 par value, 10,000,000 shares authorized, no shares issued
    -       -  
Common stock and paid-in-capital, US$0.001 par value:
               
Authorized – 100,000,000 shares as of June 30, 2011 and December 31, 2010
               
Issued and outstanding – 12,233,264 shares as of June 30, 2011 and December 31, 2010
    12       12  
Additional paid-in capital
    43,954       43,050  
Dedicated reserves
    5,115       5,115  
Other comprehensive income
    10,348       8,437  
Retained earnings
    66,379       60,236  
                 
Total stockholders' equity
    125,808       116,850  
                 
Total liabilities and stockholders' equity
    248,435       239,238  
 
 
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Telestone Technologies Corporation
Consolidated Statements of Cash Flows
(U.S. dollars in Thousands, except per-share amounts)
 
   
Six months ended June 30,
 
   
2011
   
2010
 
   
US$'000
   
US$'000
 
   
(Unaudited)
   
(Unaudited)
 
Cash flows from operating activities
           
Net income
    6,143       590  
Adjustments to reconcile net income to net cash used in operating activities:
               
Depreciation and amortization
    222       152  
Loss on disposal of property, plant and equipment
    3       -  
Stock-based compensation
    904       2,701  
Changes in assets and liabilities:
               
Accounts receivable
    (9,694 )     (11,972 )
Inventories
    (4,032 )     (1,933 )
Prepayments
    124       465  
Other current assets
    (2,411 )     370  
Accounts payable
    1,713       2,854  
Customer deposits for sales of equipment
    348       7  
Due to related parties
    (1,829 )     1,379  
Income tax payable
    1,283       963  
Accrued expenses and other accrued liabilities
    (3,898 )     1,102  
                 
Net cash used in operating activities
    (11,124 )     (3,322 )
                 
Cash flows from investing activities
               
Purchase of property, plant and equipment
    (505 )     (173 )
                 
Net cash used in investing activities
    (505 )     (173 )
                 
Cash flows from financing activities
               
Repayment of short-term bank loans
    (3,868 )     (3,656 )
Short-term bank loans raised
    4,180       3,656  
                 
Net cash from financing activities
    312       -  
                 
Net decrease in cash and cash equivalents
    (11,317 )     (3,495 )
                 
Cash and cash equivalents, beginning of the period
    31,020       11,233  
                 
Effect on exchange rate changes
    202       -  
                 
Cash and cash equivalents, end of the period
    19,905       7,738  
                 
Supplemental disclosure of cash flow information
               
Interest received
    24       29  
Interest paid
    (314 )     (195 )
Tax paid
    (120 )     (221 )
 
 
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The following table reconciles GAAP measures to non-GAAP measures:
 
Telestone Technologies Corporation
Reconciliation of GAAP to Non-GAAP Results
(U.S. dollars in Thousands, except per-share amounts)
 
   
Three Months Ended June 30,
   
Six Months Ended June 30
 
   
2011
   
2010
   
2011
   
2010
 
Net Income
  $ 4,524     $ 1,720     $ 6,143     $ 590  
Add back: Stock-based compensation
    452       100       904       2701  
Non-GAAP Net Income
    4,976       1,820       7,047       3,291  
Non-GAAP Diluted EPS
  $ 0.40     $ 0.17       0.57       0.31  
 

Company Contacts:
Telestone Technologies Corporation
Ms. Yue Zhai, Secretary of the Board
Phone: +86-10-6860 8335 x1105
E-mail: zhaiyue@telestone.com
 
Ms. Alex Qi, Assistant Secretary of the Board
Phone: +86-10-6860-8335 x1115
E-mail: qirui@telestone.com
Investor Relations Contact:
CCG Investor Relations
Mr. John Harmon, CFA, Sr. Account Manager
Phone: +86-10-6561-6886 x807 (Beijing)
E-mail: john.harmon@ccgir.com

 
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