-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NXF/mSVO4871Wkxpa9Xdegpa6fZRBcCUnpstvpUBwTxsrsZ7F4/jyM28hB510gRX xZcEMy4pwc4Jc8hVoTVyrw== 0001204459-07-001788.txt : 20071116 0001204459-07-001788.hdr.sgml : 20071116 20071116172601 ACCESSION NUMBER: 0001204459-07-001788 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071116 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071116 DATE AS OF CHANGE: 20071116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC. CENTRAL INDEX KEY: 0001260625 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT SERVICES [8741] IRS NUMBER: 980509431 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33774 FILM NUMBER: 071254230 BUSINESS ADDRESS: STREET 1: 13/F, SHENZHEN SPECIAL ZONE PRESS TOWER, STREET 2: SHENNAN ROAD, FUTIAN DISTRICT, CITY: SHENZHEN, STATE: F4 ZIP: 518034 BUSINESS PHONE: (86) 755-83765666 MAIL ADDRESS: STREET 1: 13/F, SHENZHEN SPECIAL ZONE PRESS TOWER, STREET 2: SHENNAN ROAD, FUTIAN DISTRICT, CITY: SHENZHEN, STATE: F4 ZIP: 518034 FORMER COMPANY: FORMER CONFORMED NAME: APEX WEALTH ENTERPRISES LTD DATE OF NAME CHANGE: 20030820 8-K 1 csstf8k111607.htm FORM 8-K China Security & Surveillance Technology, Inc.: Form 8-K - Prepared by TNT Filings Inc.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest event Reported): November 16, 2007 (November 12, 2007)

CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

     
Delaware 000-50917 98-0509431
(State of Incorporation) (Commission File No.) (IRS Employer ID No.)
 

13/F, Shenzhen Special Zone Press Tower, Shennan Road
Futian, Shenzhen, China, 518034

(Address of Principal Executive Offices)

 

(86) 755-83510888

Registrant’s Telephone Number, Including Area Code:

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

£

Written communications pursuant to Rule 425 under the Securities Act (17 CFR.425)

£

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

£

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

£

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On November 12, 2007, China Security & Surveillance Technology, Inc., a Delaware Corporation (the "Company") issued a press release reporting its financial results for the quarter ended September 30, 2007 and on the same day the Company conducted a conference call to discuss those results. A copy of the press release is hereby furnished as Exhibit 99.1 and incorporated herein by reference.

The conference call may be accessed by replay by dialing (719) 457-0820, password: 4616988. The replay will be available for playback from November 12, 2007 through November 19, 2007.

The information contained in this Current Report on Form 8-K and the exhibit attached hereto shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended ("Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information or such exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d)     Exhibits.

99.1

Press release dated November 12, 2007

 

2


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC.

Date: November 16, 2007

By:

/s/ Terence Yap
 

 

Terence Yap
 

 

Chief Financial Officer

 

 3


EXHIBIT INDEX

Exhibit
No.

Description

99.1

Press release dated November 12, 2007

 

 

 

 

4


EX-99.1 2 csstexh991.htm EXHIBIT 99.1 China Security & Surveillance Technology, Inc.: Exhibit 99.1 - Prepared by TNT Filings Inc.

Exhibit 99.1

Press Release

China Security & Surveillance Technology Reports Third Quarter 2007 Financial Results

- 3Q07 Revenue Increases 50.6% to $65.4 Million Compared to 3Q06 -

- Company Provides Financial Outlook for 4Q07 and 2008 -

SHENZHEN, China, November 12, 2007 -- China Security & Surveillance Technology, Inc. ("China Security" or the "Company") (NYSE: CSR), a leading provider of digital surveillance technology in China, today reported its financial results for the third quarter ending September 30, 2007.

The Company reported GAAP earnings per diluted share of $0.29 for the third quarter of 2007 compared to $0.36 in third quarter of 2006. Results for the third quarter of 2007 include: (1) approximately $4.4 million, or $0.11 per diluted share, of non-cash expense related to the accrual of amounts payable under outstanding convertible notes in the event that such notes are redeemed (as described below under the caption "Explanation of Redemption Accrual"); (2) approximately $1.4 million, or $0.04 per diluted share, of non- cash expense related to the amortization of intangible assets and (3) approximately $1.0 million, or $0.02 per diluted share, of non-cash expense related to the accrual of employee compensation. Additionally, the Company realized a one-time gain of $5.5 million, or $0.14 per share, related to the disposal of property and land use rights. Excluding non-cash expenses and one- time gains for the third quarter 2007 versus the prior year period, diluted earnings per share was $0.32, compared to $0.37 per diluted share in the third quarter of 2006 (see "About Non-GAAP Financial Measures" toward the end of this release). Diluted share count increased 43% in the third quarter of 2007 to 40.5 million from 28.4 million in the third quarter of 2006.

Revenue increased 50.6% to $65.4 million compared to $43.4 million in the third quarter of 2006. Revenue growth was modestly slower than expected as a result of an increase in the size of the contracts signed, which resulted in a longer installation time. Historically, average contract size was $1-1.5 million. Recent contracts have ranged from $5-8 million. Consequently, the time duration to fulfill some of these newer contracts has increased from 6-12 weeks historically to 15-20 weeks presently.

Mr. Guo Shen Tu, Chief Executive Officer of China Security, commented, "We are pleased with the traction we are beginning to see not only in our organic business, but also with the integration of recent acquisitions and the launch of new business divisions such as operating services. During the third quarter, we secured forty-nine new contracts across a wide array of private businesses as well as local and city governments. We are seeing significant demand from government Safe-City contracts, and importantly, the size, duration, and potential margins of the contracts we are signing are increasing."

Third quarter gross profits increased $6.9 million, or 53.5%, to $19.7 million from $12.8 million for the same period last year. Gross margin for the third quarter was 30.2%, as compared to 29.6% for the same period of 2006. The increase in gross margin reflected the recognition of sales of some higher- margin Safe City projects. The sequential increase in margin from 28.6% in the second quarter reflects the Company's ongoing improvement in economies for scale and improved pricing strength.

Income from operations in the third quarter increased 20.7% to $13.0 million from $10.8 million in the prior year's third quarter. Operating margin decreased to 19.9% from 24.8% in the third quarter last year which is primarily due to the increase of the Company's selling and marketing expenses and the general and administrative expenses. However, recent higher margin business led to higher sequential margins from 18.4% in the second quarter of this year.


Net income in the third quarter of 2007 increased 14% to $11.7 million, up from $10.3 million in the same quarter last year. GAAP net income per share was $0.29, versus $0.36 in the third quarter 2006. Net income per share takes into account approximately $6.8 million non-cash expense, or $0.17 per share on a diluted basis. Excluding these non-cash charges, and a one-time gain of $0.14 on the disposal of property and land use rights, diluted EPS for the third quarter would have been $0.32.

The Company's cash position in the third quarter was $79.8 million, down from $91.8 million at the end of the second quarter. Total debt at the end of the third quarter of 2007 was $130 million.

Financial Outlook

For the fourth quarter of 2007, the Company expects to achieve revenues between $80-85 million, including revenues from completed acquisitions. Excluding the non-cash charges related to the redemption amount payable on convertible notes, the accrual of performance based employee compensation and the amortization of intangible assets related to the Company's recent acquisitions, the Company expects to achieve an adjusted net income of at least $14 million in the fourth quarter of 2007.

The Company estimates that non-cash interest expenses associated with the redemption amount payable on convertible notes, the accrual of performance based employee compensation and the amortization of intangible assets related to the Company's recent acquisitions for the fourth quarter, will be approximately $4.4 million, $2.8 million and $1.7 million respectively. Non- cash expense related to the accrual of amounts payable on the offsetting convertible notes should total approximately $13 million for 2007 and approximately $17.6 million in 2008.

For the full year 2008, the Company targets to achieve revenues between $350-$370 million. Full year 2008 revenue estimates include contributions from completed acquisitions and eight announced letter of intents to date. The Company expects the manufacturing and systems integration businesses to continue to be the main revenue contributors in 2008. In addition, the Company expects to see an initial pick-up of business from operating services and international products during 2008.

Excluding the non-cash charges related to the redemption amount payable on convertible notes, the accrual of performance based employee compensation and the amortization of intangible assets related to the Company's recent acquisitions, the Company expects to achieve an adjusted net income of $65-$75 million and adjusted diluted earnings per share of $1.50 to $1.75.

Mr. Tu concluded, "We are excited about our opportunities in the security services market. Our three core operating divisions ¨C manufacturing, security systems and installation, and operating services are all showing signs of contributing significantly to future growth. We have shown substantial traction in the manufacturing and systems integration business, and with our recent first contract win for the operating services business, we are optimistic that the operating services division will also become a key component of our business. In the coming year, we plan to introduce an international product division, which will help non-Chinese security solutions providers enter the Chinese market by leveraging our distribution and sales network. This will also allow us the opportunity to introduce international providers' products into our total solutions. We believe that the new operating services division and the burgeoning international product division will not only begin to shift our revenue model from one strictly of project work to recurring revenue, it will also ensure continued growth of our business in China.

2


We believe we have built an infrastructure to optimally grow our security and surveillance business and we expect to continue to be a market leader and consolidator in our markets. Demand for our products and services continues to be strong and the healthy size of our new contracts is evidence of market confidence in our ability to deliver solutions. We believe we have put in place the best possible strategy for growing internally and through strategic acquisitions in order to position China Security as the leader in providing turnkey security solutions. Our ubiquitous brand name has made our products and services a natural choice for our customers in China. We expect that as the size of contracts continues to grow and we are increasing able to provide a full spectrum of security solutions to our customers, the benefits of our strategy will be reflected in our financial performance."

Explanation of Redemption Accrual

The Company raised $60 million and $50 million through two guaranteed senior unsecured convertible note financings with Citadel Equity Fund Ltd. in February 2007 and April 2007, respectively. These notes bear interest at a rate of 1% per annum and are due in 2012. Under the indentures, if the notes are not converted before their respectively maturities, the notes are to be redeemed by the Company on the maturity date at a redemption price equal to 100% of the principal amount of the notes then outstanding plus an additional amount of 15% per annum, calculated on a quarterly compounded basis, plus any accrued and unpaid interest.

As of September 30, 2007, the Company accrued $9.3 million as a redemption amount payable under the notes, which was included in interest expense in the third quarter of 2007. Unlike the annual interest rate of 1% that the Company is actually paying out to the note holders under the note on a semi-annual basis, the Company would only pay the accrued redemption amount under the notes if the notes are not converted into the Company's common stock before their respective maturities and are redeemed in accordance with its terms. Nevertheless, the Company believes that it must accrue the entire redemption amount under U.S. generally accepted accounting principles. This accrual is expected to result in non-cash expense of approximately $17.6 million annually beginning in 2008.

Conference Call

The Company will hold a conference call to discuss the financial results at 5:00 p.m. ET today. The Company invites you to join the call by dialing 913-312-1429. A live webcast of the conference call will be available at www.csst.com. A replay of the call will be available from November 12, 2007 to November 19, 2007. Listeners may access the replay by dialing 719-457- 0820, passcode: 4616988.

About China Security & Surveillance Technology, Inc.

Based in Shenzhen, China, China Security manufactures, distributes, installs and maintains security and surveillance systems throughout China. China Security has manufacturing facilities in China and a R&D facility which maintains an exclusive collaboration agreement with Beijing University. China Security has built a diversified customer base through its extensive sales and service network throughout China. To learn more about the Company visit www.csst.com.

About Non-GAAP Financial Measures

This press release contains non-GAAP financial measures for earnings that exclude the accrual for the redemption amount payable under certain outstanding convertible notes issued by the Company and certain other non-cash charges. China Security believes that these non-GAAP financial measures are useful to investors because they exclude non-cash charges that China Security's management excludes when it internally evaluates the performance of China Security'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 Security. Accordingly, management excludes the expense arising from the accrual of redemption amounts payable under its outstanding convertible notes and certain other non-cash charges when making operational decisions. China Security 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 China Security's financial performance in comparison to historical periods. In addition, it allows investors to evaluate China Security's performance using the same methodology and information as that used by China Security's 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, China Security's management compensates for these limitations by providing the relevant disclosure of the items excluded.

3


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 to Non-GAAP Measures (Unaudited)

All amounts, other than for share and per share amounts, in millions of U.S. dollars

 

Three Months Ended Sept. 30,

  2007   2006
GAAP Net Income $ 11.70   10.26
Addition:        
Depreciation and amortization   1.44   0.38
Non-cash employee compensation   0.99   -
Redemption accretion on convertible notes   4.36   -
Non-GAAP Net Income $ 18.49   10.64
         
GAAP Diluted EPS   0.29   0.36
Addition:        
Depreciation and amortization   0.04   0.01
Non-cash employee compensation   0.02   0.00
Redemption accretion on convertible notes   0.11   0.00
Adjusted EPS   0.46   0.37
         
Share used in computing net income per share (diluted)   40,512,247   28,377,362

4


Safe Harbor Statement

This press release includes certain statements that are not descriptions of historical facts, but are forward-looking statements. Such statements include, among others, those concerning our expected financial performance and strategic and operational plans, our future operating results, our expectations regarding the market for security and surveillance products, our expectations regarding the continued growth of the security and surveillance market, as well as all assumptions, expectations, predictions, intentions or beliefs about future events. You are cautioned that any such forward-looking statements are not guarantees of future performance and that a number of risks and uncertainties could cause our actual results to differ materially from those anticipated, expressed or implied in the forward-looking statements. These risks and uncertainties include, but not limited to, the factors mentioned in the "Risk Factors" section of our Annual Report on Form 10-K for the year ended December 31, 2006, and other risks mentioned in our other reports filed with the Securities Exchange Commission, or SEC. Copies of filings made with the SEC are available through the SEC's electronic data gathering analysis retrieval system (EDGAR) at http://www.sec.gov. The words "believe," "expect," "anticipate," "project," "targets," "optimistic," "intend," "aim," "will" or similar expressions are intended to identify forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. The Company assumes no obligation and does not intend to update any forward- looking statements, except as required by law.

Company Contact:
Kewa Luo
Tel:  212-588-0885
Email: ir@csst.com

Investor Contact:
ICR: Bill Zima & Ashley Ammon MacFarlane
Tel:  203-682-8200

-- FINANCIAL TABLES TO FOLLOW --

 

5


 

CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

Expressed in thousands of U.S. dollars

(Except for share and per share amounts)


 

 

 

September 30,

 

December 31,

 

 

 

2007

 

2006

 

 

 

(Unaudited)

 

 

 

 

 

USD

 

USD

 

ASSETS

 

CURRENT ASSETS

 

 

 

 

 

Cash and cash equivalents

 

$

79,787

 

$

30,980

 

Accounts receivable, net

 

 

50,625

 

 

26,754

 

Related party receivables

 

 

434

 

 

440

 

Inventories, net

 

 

41,998

 

 

19,721

 

Prepayments & deposits

 

 

2,532

 

 

3,533

 

Advances to suppliers

 

 

3,726

 

 

2,889

 

Other receivables

 

 

6,355

 

 

1,697

 

Tax refundable

   

80

   

-

 

Deferred tax assets - current portion

 

 

39

 

 

41

 

Total current assets

 

 

185,576

 

 

86,055

 

 

 

 

 

 

 

 

 

Deposits for acquisition of subsidiaries and properties

 

 

40,188

 

 

-

 

Property, plant and equipment, net

 

 

22,937

 

 

8,339

 

Land use rights, net

 

 

1,980

 

 

1,152

 

Intangible assets

 

 

40,442

 

 

9,997

 

Investment, at cost

 

 

13

 

 

12

 

Goodwill

 

 

52,231

 

 

8,426

 

Deferred financing cost

 

 

159

 

 

-

 

Deferred tax assets - non-current portion

 

 

480

 

 

462

 

TOTAL ASSETS

 

$

344,006

 

$

114,443

 

 

 

 

 

 

 

 

 

6


 

 

September 30,

 

December 31,

 

 

 

2007

 

2006

 

 

 

(Unaudited)

 

 

 

 

 

USD

 

USD

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

CURRENT LIABILITIES

 

 

 

 

 

 

 

Notes payable - short term

 

$

10,331

 

$

2,272

 

Accounts payable

 

 

16,998

 

 

4,000

 

Accrued expenses

 

 

2,452

 

 

749

 

Advances from customers

 

 

13,193

 

 

5,432

 

Taxes payable

 

 

3,229

 

 

1,660

 

Payable for acquisition of business

 

 

21,438

 

 

7,500

 

Deferred income

 

 

859

 

 

831

 

Due to a director

 

 

-

 

 

76

 

Total current liabilities

 

 

68,500

 

 

22,520

 

 

 

 

 

 

 

 

 

LONG-TERM LIABILITIES

 

 

 

 

 

 

 

Notes payable - long term

 

 

799

 

 

2,010

 

Convertible notes payable

 

 

119,338

 

 

-

 

Total liabilities

 

 

188,637

 

 

24,530

 

 

 

 

 

 

 

 

 

MINORITY INTEREST IN CONSOLIDATED SUBSIDIARIES

 

 

165

 

 

94

 

 

 

 

 

 

 

 

 

SHAREHOLDERS' EQUITY

 

 

 

 

 

 

 

Common stock, $0.0001 par value; 100,000,000 shares authorized 39,884,136 (September 30, 2007) and 31,824,938 (December 31, 2006) shares issued and outstanding

 

 

4

 

 

3

 

Additional paid-in capital

 

 

85,463

 

 

45,320

 

Retained earnings

 

 

61,977

 

 

41,483

 

Statutory reserves

 

 

804

 

 

804

 

Accumulated other comprehensive income

 

 

6,956

 

 

2,209

 

Total shareholders' equity

 

 

155,204

 

 

89,819

 

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

 

$

344,006

 

$

114,443

 

7


 

CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

Expressed in thousands of U.S. dollars

(Except for share and per share amounts)

 

 

 

Three Months Ended

September 30,

 

Nine Months Ended

September 30,

 

 

 

2007

 

2006

 

2007

 

2006

 

 

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

 

 

USD

 

USD

 

USD

 

USD

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

65,438

 

$

43,448

 

$

156,014

 

$

66,057

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of goods sold

 

 

45,700

 

 

30,588

 

 

111,265

 

 

45,763

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

19,738

 

 

12,860

 

 

44,749

 

 

20,294

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling and marketing

 

 

1,455

 

 

393

 

 

2,913

 

 

686

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

 

3,836

 

 

1,302

 

 

9,395

 

 

1,975

 

(including non-cash employee compensation for the three and nine months ended September 30, 2007 and 2006 of $989, $2,055, $0 and $0, respectively)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

1,436

 

 

383

 

 

3,326

 

 

572

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from operations

 

 

13,011

 

 

10,782

 

 

29,115

 

 

17,061

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental income received from related party

 

 

124

 

 

127

 

 

380

 

 

373

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

89

 

 

-

 

 

314

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(4,768

)

 

-

 

 

(10,192

)

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity in net loss of affiliated companies

   

-

   

(7

)

 

-

   

(7

)

                           

Gain on disposal of land use right and property

   

5,517

   

-

   

5,517

   

-

 
                           

Other income, net

 

 

329

 

 

123

 

 

1,047

   

577

 

 

 

 

 

 

 

 

 

 

       

 

Income before income taxes and minority interest

 

 

14,302

 

 

11,025

 

 

26,181

   

18,004

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Minority interest in income of consolidated subsidiaries

 

 

(19

 

(6

 

(17

)

 

(6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income taxes

 

 

(2,587

)

 

(773

)

 

(5,670

)

 

(1,716

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

 

11,696

 

 

10,246

 

 

20,494

 

 

16,282

 

                           

Loss from discontinued operations, net of taxes

   

-

   

(18

)

 

-

   

(18

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gain on disposal of discontinued operations, net of taxes

 

 

-

 

 

34

 

 

-

 

 

34

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

   

11,696

   

10,262

   

20,494

   

16,298

 
                           

Foreign currency translation gain

   

2,185

   

708

   

4,747

   

925

 
                           

Comprehensive income

 

$

13,881

 

$

10,970

 

$

25,241

 

$

17,223

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per share

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.30

 

$

0.37

 

$

0.57

 

$

0.66

 

Diluted

 

$

0.29

 

$

0.36

 

$

0.54

 

$

0.65

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares outstanding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

38,547,263

 

 

27,647,979

 

 

35,807,815

 

 

24,597,358

 

Diluted

 

 

40,512,247

 

 

28,377,362

 

 

37,772,753

 

 

25,118,122

 

8


 

CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Expressed in thousands of U.S. dollars

 

 

 

Nine Months Ended

September 30,

 

 

 

2007

 

2006

 

 

 

(Unaudited)

 

(Unaudited)

 

 

 

USD

 

USD

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

Net income

 

$

20,494

 

$

16,298

 

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

 

 

 

 

 

 

 

Depreciation and amortization

 

 

3,326

 

 

572

 

Amortization of loan origination fees

   

--

   

10

 

Issue of warrants for investor relation services

   

--

   

185

 

Amortization of consultancy services

 

 

91

 

 

78

 

Amortization of deferred financing cost

 

 

18

 

 

--

 

Non-cash employee compensation

 

 

2,055

 

 

--

 

Gain on disposal of land use right and property

   

(5,517

)

     

Redemption accretion on convertible notes

 

 

9,338

 

 

--

 

Equity in net loss of affiliated companies

   

--

   

7

 

Non-cash adjustments related to discontinued operations

   

--

   

(16

)

Deferred taxes

 

 

7

 

 

(1,088

)

Minority interest

 

 

17

 

 

6

 

 

 

 

 

 

 

   

Changes in operating assets and liabilities, net of effects from business acquisitions:

 

 

 

 

 

   

(Increase) decrease in:

 

 

 

 

 

   

Accounts receivable

 

 

(16,669

)

 

(5,061

)

Related party receivables

 

 

23

 

 

2,674

 

Inventories

 

 

(10,299

)

 

(12,687

)

Prepayments & deposits

 

 

1,074

 

 

62

 

Advances to suppliers

 

 

183

 

 

(2,936

)

Other receivables

 

 

(3,369

)

 

(2,269

)

 

 

 

 

 

 

   

Increase in:

 

 

 

 

 

   

Accounts payable and accrued expenses

 

 

2,640

 

 

1,690

 

Advances from customers

 

 

6,664

 

 

--

 

Related party payables

   

--

   

109

 

Tax payable

 

 

1,236

 

 

631

 

Deferred income

 

 

61

 

 

599

 

Net cash provided by (used in) operating activities

 

 

11,373

 

 

(1,136

)

 

 

 

 

 

 

 

 

9


 

 

Nine Months Ended

September 30,

 

 

 

2007

 

2006

 

 

 

(Unaudited)

 

(Unaudited)

 

 

 

USD

 

USD

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

 

Additions to property, plant and equipment

 

 

(9,273

)

 

(4,427

)

Additions to intangible assets

 

 

(854

)

 

(31

Additions to land use rights

 

 

(587

)

 

-

 

Deposits paid for acquisition of subsidiaries

 

 

(18,148

)

 

-

 

Deposits paid for acquisition of properties and intangible assets

 

 

(22,040

)

 

-

 

Net cash outflow for acquisition of subsidiaries

(net of cash acquired from subsidiaries)

 

 

(36,378

)

 

(107

)

Proceeds from dispositions of discontinued operations

   

-

   

571

 

Proceeds from disposal of land use right and property

   

6,125

   

-

 

Net cash used in investing activities

 

 

(81,155

)

 

(3,994

)

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

 

Due to a director

 

 

(73

)

 

12

 

Issuance of common stock, net of issuing expenses

 

 

2,654

 

 

22,285

 

New borrowings, net of issuing cost

 

 

117,812

 

 

3,508

 

Repayment of borrowings

 

 

(3,481

)

 

-

 

Net cash provided by financing activities

 

 

116,912

 

 

25,805

 

 

 

 

 

 

 

 

 

EFFECT OF EXCHANGE RATE CHANGES ON CASH

 

 

1,677

 

 

526

 

 

 

 

 

 

 

 

 

NET INCREASE IN CASH AND CASH EQUIVALENTS

 

 

48,807

 

 

21,201

 

 

 

 

 

 

 

 

 

Cash and cash equivalents, beginning of period

 

 

30,980

 

 

2,277

 

CASH AND CASH EQUIVALENTS, END OF PERIOD

 

$

79,787

 

$

23,478

 

10


-----END PRIVACY-ENHANCED MESSAGE-----