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8-K - China Internet Cafe Holdings Group, Inc.v240923_8k.htm
China Internet Cafe Holdings Group Announces Third Quarter 2011
Financial Results
 
-- Q3 2011 revenue increased 47% year-over-year to $8.6 million
-- Membership cards up 83% from September 30, 2010 to 2.2 million
-- Added 13 internet cafes in first nine months of 2011, bringing total to 57
-- Cash of $20.6 million on September 30; Cash per common share of approximately $0.98
 
SHENZHEN, China, November 21, 2011 -- 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, today announced its financial results for its third quarter ended September 30, 2011.
 
SUMMARY FINANCIALS
 
Third Quarter 2011 Results
 
Q3 2011
Q3 2010
CHANGE
Sales
$8.6 million
$5.8 million
+47%
Gross Profit
$3.5 million
$2.7 million
+29%
GAAP Net Income
$2.3 million
$1.6 million
+42%
Adjusted Net Income
$2.0 million(1)
$1.6 million
+25%
GAAP EPS (Diluted)
$0.11
$0.08
+38%
Adjusted EPS (Diluted)
$0.09(1)
$0.08
+13%
(1) Excludes $0.3 million non-cash gain related to changes in fair value of derivative instruments

Third Quarter of 2011 Financial Results
 
For the quarter ended September 30, 2011, net revenue increased 47% to $8.6 million, compared to $5.8 million in the third quarter of 2010. The increase was mainly due to the revenue generated by the 13 new cafes opened in the first three quarters of 2011. Revenue growth from locations opened at least one year was 1.3% and represented approximately $4.2 million in total revenues. In the quarter ended September 30, 2011, the Company issued over 182,000 membership cards, a 282.8% increase from 47,000 in the third quarter 2010.
 
 
Q3 2011
Q3 2010
YOY % Change
Same Store Sales (1)
5.5m
5.4m
1.3%
IC Cards Issued
182k
47k
282.8%
Active Customers(2)
91k
24k
282.8%
(1) Average monthly revenue per cafe, of cafes open more than 1 year
(2) Customers who have used a CICC IC card during the corresponding periods

"We are seeing balanced growth in our new and existing cafes,” explained Mr. Dishan Guo, Chief Executive Officer of China Internet Cafe. "Revenues from our cafes opened one year or longer increased 1.3%, representing 66% of total sales. More customers are coming to our cafes because of our convenient locations, high speed connectivity and new games and movies at an affordable price. With strong economic growth and migrant flows in Shenzhen, we expect to maintain solid growth for the remainder of 2011 and into 2012.”
 
 
 

 
 
Gross profit for the third quarter of 2011 increased by $0.8 million to $3.5 million, up 29% from the third quarter of 2010. Gross margin decreased from 46.6% to 40.7% due to the increases in salaries, depreciation and other costs as compared to the same period in 2010.
 
Operating expenses increased 16% to $0.6 million in the third quarter of 2011 from $0.5 million in the third quarter of 2010. The increase was primarily due to higher expenses related to being a public company and $0.2 million in non-cash stock-based compensation expenses.
 
Operating income for the third quarter of 2011 was $2.9 million compared to $2.2 million in the comparable period of 2010, and increase of 32%. Operating margin was 33.7% in the third quarter of 2011 compared to 37.9% in the third quarter of 2010.
 
Income tax expense for the third quarter of 2011 to $0.8 million compared to $0.6 million in the same period last year. The effective tax rate in the third quarter of 2011 was 24% as compared to 22% in 2010.
 
Net income attributable to common shareholders for the three months ended September 30, 2011 was $2.3 million, or $0.11 per diluted share. Non-GAAP adjusted net income for the period was $2.0 million, a 25% increase from the $1.6 million for the year ago period. Non-GAAP adjusted earnings per share were $0.09 compared to $0.08 for the third quarter of 2011 and 2010, respectively. Diluted earnings per share were calculated using weighted average shares of 21.1 million and 20.2 million for the quarters ended September 30, 2011 and September 30, 2010, respectively.
 
First nine months of 2011 Financial Results
 
YTD 2011 Results
 
YTD 2011
YTD 2010
CHANGE
Sales
$23.7 million
$14.1 million
+68%
Gross Profit
$9.5 million
$6.3 million
+50%
GAAP Net Income
$4.9 million
$4.2 million
+17%
Adjusted Net Income
$5.2 million(1)
$4.2 million
+24%
GAAP EPS (Diluted)
$0.24
$0.22
+9%
Adjusted EPS (Diluted)
$0.25(1)
$0.22
+14%
(1) Excludes $0.3 million non-cash loss related to changes in fair value of derivative instruments

For the nine months September 30, 2011, net revenue increased 68% to $23.7 million, compared to $14.1 million in the first nine months of 2010. Revenue growth from locations opened at least one year was 2.9% and represented approximately $12.2 million in total revenues. At September 30, 2011, the Company issued over 2.2 million membership cards, a 82.9% increase from 1.2 million at the end of the first nine months of 2011.
 
 
2

 
 
Gross profit for the nine months ended September 30, 2011 increased 50% to $9.5 million, up from $6.3 million in the first nine months of 2010. Gross margins were 40.1% and 44.7% for the nine months ended September 30, 2011 and 2010, respectively.
 
Operating expenses increased by $1.1 million to $1.9 million in the first nine months of 2011.  Operating income was $7.6 million compared to $5.6 million in the comparable period of 2010, and increase of 37%. Operating margin was 32.1% in the first nine months of 2011 compared to 39.3% in the first nine months of 2010.
 
Income tax expense for the first nine months of 2011 increased 62% to $2.2 million, equating to an effective tax rate of approximately 30%.
 
Net income attributable to common shareholders for the nine months ended September 30, 2011 was $4.9 million, or $0.24 per diluted share. Non-GAAP adjusted net income for the period was $5.2 million, a 25% increase from the $4.2 million for the year ago period. Non-GAAP adjusted earnings per share were $0.25 compared to $0.22 for the first nine months of 2011 and 2010, respectively. Diluted earnings per share were calculated using weighted average shares of 20.9 million and 19.4 million for the nine months ended September 30, 2011 and September 30, 2010, respectively.
 
Financial Condition
 
As of September 30, 2011, the Company had $20.6 million in cash and cash equivalents, compared to $3.8 million at year-end 2010 due to growth in cash flows from operations and the $3.9 million equity financing completed in the first quarter of 2011. Working capital was $7.1 million and the current ratio was 2.0:1. CICC operates a cash business, with revenue from IC cards credited in its bank account approximately 15 days after a credit is purchased. The Company does not run accounts receivable balances.
 
Deferred revenue increased 238% from December 31, 2010 to $2.0 million. As of September 30, 2011, shareholders' equity was $18.7 million compared to $13.5 million at the end of 2010.
 
In the first nine months of 2011, the Company generated $13.0 million in cash from operating activities, compared with $6.0 million for the same period last year due to higher net income and improved working capital management. China Internet Café spent approximately $4.8 million on capital expenditures related to the opening of new cafes during the first nine months of 2011.
 
Business Updates
 
During the first nine months of 2011, the Company opened 13 new locations, bringing the total number of cafes to 57. The average capital expenditure to open a new store varies by size and location but typically average $250,000. With average annual revenue per store of $500,000 and a 28% net margin, the average payback period is less than 2 years.
 
Management is continues to evaluate potential acquisitions outside Shenzhen in order to expand its geographic footprint and to eventually secure a national internet cafe license. In order to meet the basic requirements to acquire a national internet chain license, the Company has an objective to establish or acquire at least 20 internet cafes in two provinces other than Guangdong Province. In the past twelve months, the Company has conducted research in Chongqing, Sichuan, Guizhou, Yunnan, Hunan and Hubei provinces to evaluate the growth potential in each market. The Company will follow a strict set of criteria for all acquisition candidates in order to maximize returns to shareholders.
 
 
3

 
 
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 57 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.
 
About Non-GAAP Financial Measures
 
This press release contains non-GAAP financial measures. The Company believes that these non-GAAP financial measures are useful to investors because they exclude non-cash charges that our management excludes when it internally evaluates the performance of the Company's business and makes operating decisions, including internal budgeting, and performance measurement, because these measures provide a consistent method of comparison to historical periods. Moreover, management believes these non-GAAP measures reflect the essential operating activities of China Internet Cafe.  Accordingly, management excludes the expenses related to financing and derivative financial instrument. The Company believes that providing the non-GAAP measures that management uses to its investors is useful to investors for a number of reasons. The 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 evaluate the Company's performance using the same methodology and information as that used by our management. Non-GAAP measures are subject to inherent limitations because they do not include all of the expenses included under GAAP and because they involve the exercise of judgment of which charges are excluded from the non-GAAP financial measure. However, our management compensates for these limitations by providing the relevant disclosure of the items excluded.
 
The following table provides the non-GAAP financial measure and the related GAAP measure and provides a reconciliation of the non-GAAP measure to the equivalent GAAP measure.
 
Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted Net Income:
 
   
Three Months Ended
 
   
September 30 (USD)
 
   
2011
   
2010
 
Net Income attributable to China Internet Café common stockholders
  $ 2,308,900     $ 1,626,270  
Expense related to Changes in fair value of preferred stock and warrants
    (332,732 )     -  
Adjusted Net Income
    1,976,168       1,626,270  
Basic and diluted adjusted earnings per common share
  $ 0.09     $ 0.08  
 
 
4

 
 
   
Nine months Ended
 
   
September 30 (USD)
 
   
2011
   
2010
 
Net Income
  $ 4,899,074     $ 4,214,329  
Expense related to Financing & Derivative Financial Instrument
    317,788       -  
Adjusted Net Income
    5,216,862       4,214,329  
Basic and diluted adjusted earnings per common share
  $ 0.25     $ 0.22  

Safe Harbor Statements
 
This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements involve inherent risks and uncertainties that could cause actual results to differ materially from those projected or anticipated, including risks outlined in the Company's public filings with the Securities and Exchange Commission, including the Company's registration statement on Form F-1, as amended. All information provided in this press release is as of the date hereof. Except as required by law, the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.
 
Contact Information:
 
China Internet Cafe Holdings Group, Inc.
 
Mr. Dishan Guo
 
Chief Executive Officer
 
Phone: +86-755-8989-1398
 
   
Mr. Jingwei Li
 
Vice President of Corporate Finance
 
Phone: +86-755-8989-0998
 
Email: Jingwei@cncicc.com
 
   
Investor Relations:
 
MZ North America
 
Ted Haberfield, President
 
Phone: +1-760-755-2716
Email: thaberfield@hcinternational.net
Web: www.mz-ir.com
 

 
5

 
 
-- FINANCIAL TABLES –
 
CHINA INTERNET CAFE HOLDINGS GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
 
   
September 30, 2011
   
December 31, 2010
 
   
(Unaudited)
       
ASSETS
           
Current assets:
           
Cash
  $ 20,628,454     $ 3,836,824  
Restricted cash
    -       945,280  
Loan receivable
    -       2,419,916  
Rental deposit
    96,752       55,512  
Equipment deposit
    -       1,300,650  
Prepayment
    15,653       -  
Inventory
    201,724       180,582  
Deferred advisory fee
    123,091       -  
Deferred tax assets
    67,422       -  
Total current assets
    21,133,096       8,738,764  
Property, plant and equipment, net
    11,123,057       6,848,342  
Intangible assets, net
    169,569       191,087  
Rental deposit-long term portion
    270,376       235,509  
Total assets
  $ 32,696,098     $ 16,013,702  
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Current liabilities:
               
Short term loan
  $ 156,531     $ 151,245  
Accounts payable
    112,139       69,373  
Deferred revenue
    1,958,396       579,822  
Payroll and payroll related liabilities
    316,185       199,548  
Income and other taxes payable
    1,541,846       987,194  
Accrued expenses
    421,364       102,018  
Amount due to a shareholder
    1,995,338       465,741  
Dividend payable on preferred stock
    72,729       -  
Derivative financial instrument - preferred stock
    4,905,728       -  
Derivative financial instrument - warrants
    2,619,033       -  
Total current liabilities
    14,035,289       2,554,941  
                 
Commitments and contingencies (Note 17)
               
Preferred stock ($0.00001 par value, 100,000,000 shares authorized,  4,274,703 and 0 shares issued and outstanding; preference in liquidation - $5,770,849 and $0)
    -       -  
Stockholders' Equity:
               
Common stock ($0.00001 par value, 100,000,000 shares authorized,  21,124,967 and 20,200,000 shares issued and outstanding  as of September 30, 2011 and December 31, 2010, respectively)
    212       202  
Additional paid in capital
    1,171,027       1,628,417  
Statutory surplus reserves
    718,744       718,744  
Retained earnings
    15,398,528       10,499,454  
Accumulated other comprehensive income
    1,308,298       611,944  
Total stockholders’ equity
    18,660,809       13,458,761  
Total liabilities and stockholders’ equity
  $ 32,696,098     $ 16,013,702  
 
 
6

 
 
CHINA INTERNET CAFE HOLDINGS GROUP, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED
STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
 
   
For The Nine Months Ended
   
For The three Months Ended
 
   
September 30,
   
September 30,
 
   
2011
   
2010
   
2011
   
2010
 
                         
Revenue
  $ 23,722,727     $ 14,142,866     $ 8,608,066     $ 5,840,453  
Cost of revenue
    14,180,296       7,797,869       5,112,773       3,130,304  
Gross profit
    9,542,431       6,344,997       3,495,293       2,710,149  
                                 
Operating Expenses
                               
General and administrative expenses
    1,986,821       351,888       655,275       75,906  
Reorganizational expenses
    -       435,086               435,086  
Total operating expenses
    1,986,821       786,974       655,275       510,992  
                                 
Income from operations
    7,555,610       5,558,023       2,840,018       2,199,157  
                                 
Non-operating income (expenses)
                               
Derivative financial instruments - day-one loss
    (1,120,072 )     -       -       -  
Change in fair value of derivative financial instrument - preferred stock
    492,755       -       203,607       -  
Change in fair value of derivative financial instrument - warrants
    309,529       -       129,125       -  
Interest income
    12,055       4,287       6,953       1,827  
Interest expenses
    (7,826 )     (7,115 )     (2,662 )     (2,402 )
Other expenses
    (552 )     (43 )     (80 )     (10 )
Total non-operating income (expenses)
    (314,111 )     (2,871 )     336,943       (585 )
                                 
Income before income taxes
    7,241,499       5,555,152       3,176,961       2,198,572  
Income taxes
    2,167,718       1,340,823       795,332       572,302  
Net income attributable to China Internet Cafe Holdings Group, Inc.
    5,073,781     $ 4,214,329     $ 2,381,629     $ 1,626,270  
                                 
Dividend on preferred stock
    (174,707 )     -       (72,729 )     -  
Net income attributable to China Internet Cafe Holdings Group, Inc. common stockholders
    4,899,074       4,214,329       2,308,900       1,626,270  
                                 
Other comprehensive income
                               
Net income
  $ 5,073,781       4,214,329       2,381,629       1,626,270  
Foreign currency translation
    696,354       229,549       281,243       209,872  
Total comprehensive income
  $ 5,770,135     $ 4,443,878     $ 2,662,872     $ 1,836,142  
                                 
Earnings per share
                               
- Basic
    0.23       0.22       0.11       0.08  
- Diluted
    0.24       0.22       0.11       0.08  
Weighted average common stock outstanding
                               
- Basic
    20,944,826       19,400,000       21,124,967       20,186,957  
- Diluted
    20,944,826       19,400,000       21,124,967       20,186,957  
 
 
7

 

CHINA INTERNET CAFE HOLDINGS GROUP, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

   
For The Nine Months Ended
 
   
September 30,
 
   
2011
   
2010
 
Cash flows from operating activities
           
Net income
  $ 5,073,781     $ 4,214,329  
Adjustments to reconcile net income (loss) to net cash used in operating activities:
               
Derivative financial instruments - day-one loss
    1,120,072       -  
Change in fair value of derivative financial instrument - preferred stock
    (492,755 )     -  
Change in fair value of derivative financial instrument- warrants
    (309,529 )     -  
Advisory fee
    848,909       -  
Depreciation
    2,111,933       1,161,497  
Amortization
    27,763       14,601  
Deferred tax assets
    (66,384 )     -  
Changes in operating assets and liabilities:
               
Restricted cash
    963,258       -  
Prepayment
    (15,412 )     -  
Rental deposit
    (65,035 )     (81,776 )
Inventory
    (14,602 )     1,156  
Accounts payable
    41,601       45,374  
Deferred revenue
    1,337,394       (130,200 )
Payroll and payroll related liabilities
    107,974       27,431  
Income and other taxes payable
    512,138       442,125  
Accrued expenses
    312,290       82,094  
Amount due to a shareholder
    1,505,459       231,668  
Net cash provided by operating activities
    12,998,855       6,008,299  
                 
Cash flows from investing activities
               
Acquisition of property, plant and equipment
    (4,759,757 )     (2,696,834 )
Receipt of loan receivable due to termination of an investment agreement
    2,465,939       -  
Acquisition of cafes
    -       (635,233 )
Net cash used in investing activities
    (2,293,818 )     (3,332,067 )
                 
Cash flows from financing activities
               
Net proceeds from issuance of preferred stock and warrants
    5,675,614       -  
Issuance of shares for reverse merger
    -       251,612  
Net proceeds from short term loan
    -       300,000  
Compensation for reorganization
    -       1,442  
Net cash flows provided by financing activities:
    5,675,614       553,054  
                 
Effect of foreign currency translation on cash
    410,979       117,906  
                 
Net increase in cash
    16,791,630       3,347,192  
Cash - beginning of period
    3,836,824       3,061,856  
Cash - end of period
  $ 20,628,454     $ 6,409,048  
                 
Cash paid during the period for:
               
Interest paid
  $ 7,826     $ 7,115  
Income taxes paid
  $ 1,935,931     $ 1,051,472  
                 
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVTIES:
               
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
  $ 1,243,723     $ 83,811  
Dividend payable on preferred stock
  $ 72,729     $ -  
Advisory fee
  $ 848,909     $ -