-----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, NfhsXnTHkXtxzSAwj09NU1UNAyV3/oeCJp4fm0LoeUp1ehFRpVWIRcxdx3Q0UvCQ VXS3P7tzytFu0ElH8jZA3Q== 0001204459-09-000355.txt : 20090305 0001204459-09-000355.hdr.sgml : 20090305 20090305082139 ACCESSION NUMBER: 0001204459-09-000355 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090305 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090305 DATE AS OF CHANGE: 20090305 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC. CENTRAL INDEX KEY: 0001260625 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] 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: 09657332 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 csstf8k030509.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): March 5, 2009

  

CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC.

 (Exact name of registrant as specified in its charter)

 

Delaware

001-33774

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 AND ITEM 7.01. REGULATION FD DISCLOSURE.

On March 5, 2009, China Security & Surveillance Technology, Inc. (the "Company") issued a press release announcing fiscal year 2008 earnings. A copy of the press release, which the Company is furnishing to the Securities and Exchange Commission, is attached as Exhibit 99.1 and incorporated by reference herein.

The information contained in this Current Report on Form 8-K and the exhibits 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 exhibits 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 March 5, 2009
   
   
   

 

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: March 5, 2009

/s/ Terence Yap

 

Terence Yap

 

Chief Financial Officer

 


EXHIBIT INDEX

   

99.1

Press release dated March 5, 2009
   

 

 


EX-99.1 2 exh991.htm EXHIBIT 99.1 China Security & Surveillance Technology, Inc.: Exhibit 99.1 - Prepared by TNT Filings Inc.

China Security & Surveillance Technology Reports
Fourth Quarter and Full Year 2008 Financial Results

-- 4Q08 Revenue Increases 70.5% to $143.5 Million –
-- 4Q08 Adjusted Net Income Increases 47.1% to $23.7 Million –
-- 4Q08 Adjusted EPS Increases 28.9% to $0.49
-- Full Year 2008 Revenue Increases 77.9% to $427.4 Million –
-- Full Year Adjusted Net Income Increases 62.1% to $75.6 Million –
-- Full Year Adjusted EPS Increases 39.2% to $1.67

SHENZHEN, China, March 5, 2009 – China Security & Surveillance Technology, Inc. ("China Security" or "CSST" or the "Company") (NYSE: CSR; Nasdaq Dubai: CSR), a leading provider of digital surveillance technology in the PRC, today reported its financial results for the fourth quarter and full year ending December 31, 2008.

Fourth Quarter 2008

Fourth quarter 2008 revenue increased 70.5% to $143.5 million, from $84.2 million in the fourth quarter of 2007, as demand for security solutions remains strong in both the government and private sectors. Organic revenue was approximately $124.3 million, or 86.6% of total revenue, while revenue from acquisitions was approximately $19 million or 13.4% of total revenue. As a result, organic revenues grew by $55.0 million, or 79.4% from $69.3 million in the same period of 2007.

In the fourth quarter, gross profits increased $11.0 million, or 44.5%, to $35.8 million, versus $24.8 million in the prior year's fourth quarter. However, in this challenging environment, more corporate customers insisted on price discounts, and therefore, gross margin decreased to 25.0%, from 29.5% for the same period of 2007. Correspondingly, operating margin decreased to 11.7%, from 16.1% a year ago, while net income decreased to $11.2 million from $14.8 million in the same quarter last year.

GAAP earnings per diluted share for the fourth quarter of 2008 was $0.23, as compared to $0.35 for the fourth quarter of 2007. GAAP results include: (1) approximately $5.6 million, or $0.12 per diluted share, of non-cash expense related to the redemption accretion on convertible notes; (2) approximately $2.7 million, or $0.06 per diluted share, of non-cash expense related to depreciation and amortization of long-lived assets due to our acquisition of subsidiaries, and (3) approximately $4.2 million, or $0.09 per diluted share, of non-cash expense related to employee stock compensation recognized pursuant to SFAS 123 (R).

Excluding these non-cash expenses, adjusted net income grew 47.1% to $23.7 million, versus $16.1 million in the fourth quarter of 2007. Adjusted earnings per diluted share was $0.49, a 28.9% increase from $0.38 per diluted share in the fourth quarter of 2007 (see "About Non-GAAP Financial Measures" toward the end of this release). Diluted share count increased 14% to $48.2 million from $42.2 million in the fourth quarter of 2007.

The Company's cash position at the end of 2008 was $47.8 million as compared to$65.9 million at the end of the third quarter. Working capital increased to $231.0 million, versus $207.1 million at the end of the previous quarter, and total debt was $163.1 million, up from $157.6 million at the end of the third quarter of 2008.

Mr. Guo Shen Tu, Chief Executive Officer of China Security, commented, "In the fourth quarter, we continued to see significant demand from government Safe-City contracts, and we continue to have excellent success in winning ever larger contracts, due to our strong brand and comprehensive product and services offerings. While our pricing and profitability remain firm in the government sector, we nevertheless experienced price erosions in our corporate segment, due to higher emphasis on cost controls by many of our corporate customers. As such, while we continue to project healthy demand and revenue growth over the next 12 months, we are focused on further integrating our operations and generating greater synergies across our portfolio of technologies, products, and subsidiaries. We are also focused on increasing our manufacturing and administrative efficiencies through targeted cost savings initiatives."


Full Year 2008

Revenue increased 77.9% to $427.4 million, from $240 million in 2007. The strong revenue growth was driven by continued demand for surveillance and safety products in China, and increased government deployment of surveillance and safety systems in public places. During 2008, government customers account for 49.0% of total revenue, while corporate customers account for 51.0%. Organic revenue for 2008 was approximately $361.5 million, or 84.6% or total revenue. Non-organic revenue, or revenue of acquired companies, was approximately $65.9 million or 15.4% of total revenue. As a result, organic revenues grew during the year by $170.8 million, or 89.6%, from $190.7 million in 2007.

Full year 2008 gross profits increased 73.3% to $120.5 million, from $69.5 million for 2007. Gross margin for the year was 28.2%, a slight decrease from 28.9% for 2007. Income from operations in 2008 increased 34.7% to $57.5 million, from $42.7 million in the prior year; however, operating margin decreased to 13.4% from 17.8%, primarily due to higher selling, general and administrative (SG&A) expenses and non-cash expenses.

Accordingly, GAAP net income in 2008 decreased 7.7% to $32.6 million, from $35.3 million in 2007; and, GAAP earnings per diluted share decreased to $0.72 from $0.91 in 2007. GAAP results for the full year of 2008 include: (1) approximately $19.6 million, or $0.43 per diluted share, of non-cash expense related to the redemption accretion on convertible notes (as described below under the caption "Explanation of Redemption Accretion"); (2) approximately $9.5 million, or $0.21 per diluted share, of non-cash expense related to depreciation and amortization of long-lived assets due to our acquisition of subsidiaries, and (3) approximately $13.8 million, or $0.31 per diluted share, of non-cash expense related to employee stock compensation recognized pursuant to SFAS 123 (R).

Excluding these non-cash expenses, adjusted net income increased 62.1% to $75.6 million, versus $46.6 million in 2007. Adjusted earnings per diluted share grew 39.2% to $1.67, from $1.20 per diluted share in 2007 (see the "Reconciliation of GAAP to non-GAAP Measures" toward the end of this release).

Financial Outlook

For the full year 2009, the Company reaffirms its revenue projection of $600 to $630 million. The Company also reaffirms adjusted net income of $108-$113 million and adjusted diluted earnings per share of $2.16-$2.26. The company estimates that non-cash interest expense on redemption accrual, employee stock compensation expense, and depreciation and amortization will be approximately $22.7 million, $18.5 million, and $12 million, respectively.

Mr. Tu concluded, "We remain confident about the business and the growth of the security industry. Our strategy has always been to be the market leader, and we have executed on our strategy successfully. We have built our industry's leading brand, distribution, product and services breadth, and manufacturing capabilities, and we have begun to realize the benefits of our self-reinforcing foundation, as we continue to see higher revenues, and a greater number of larger Safe City contracts.

In the coming year, we aim to expand our market leadership in China through greater integration of our corporate strengths and assets. We believe that our strategic consolidation efforts during the previous two years provide us with the strongest and most complete capabilities in offering turnkey security solutions demanded by our large corporate and government customers. We also aim to expand our international business through strategic partnerships and targeted market developments. Even taking into account the current global economic situation, we believe this is a great time to leverage our expertise and increase our brand awareness on a more global scale. As such, we continue to evaluate additional strategic partnerships with leading vendors of security technology and services that seek to leverage our leading brand, distribution, and manufacturing capabilities in the Chinese market."

Explanation of Redemption Accretion

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 December 31, the Company accrued $19.6 million as a redemption amount payable under the notes, which was included in interest expense. Unlike the annual interest rate of 1% that the Company is actually paying out to the note holders under the notes 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 maturity dates and are redeemed in accordance with their terms. Nevertheless, the Company believes that it must accrue the entire redemption amount under U.S. generally accepted accounting principles.

Conference Call

The Company will hold a conference call to discuss the financial results at 8:00 a.m. ET on March 05, 2009. The Company invites you to join the call by dialing 1-913-312-9325. A live webcast of the conference call will be available at www.csst.com. A replay of the call will be available from March 05, 2009 to March 12, 2009. Listeners may access the replay by dialing 1-719-457-0820, passcode: 1429713.

About China Security & Surveillance Technology, Inc.

Based in Shenzhen, China, China Security manufactures, distributes, installs and services surveillance and safety products and systems as well as develops surveillance and safety related software in China. Its customers are mainly comprised of commercial and government entities and non-profit organizations. China Security has built a diversified customer base through its extensive sales and service network that includes over 150 branch offices and distribution points throughout China. To learn more about the Company visit http://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.

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.


Adjusted Net Income (Unaudited)

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

   

Twelve Months Ended

 

Three Months Ended

                 
  12/31/2008   12/31/2007 12/31/2008 12/31/2007
                 
GAAP Net Income $ 32,603 $ 35,319 $ 11,223 $ 14,825
                 
Less:                
                 
Gain on disposal of long lived assets   -   (11,587)   -   (6,898)
                 
Addition:                
                 
Depreciation and amortization   9,491   5,040   2,745   1,714
                 
Non cash employee compensation   13,837   4,157   4,175   2,102
                 
Redemption accretion on convertible notes   19,641   13,701   5,551   4,363
                 
Non-GAAP Net Income $ 75,572 $ 46,630 $ 23,694 $ 16,106

Adjusted EPS (Unaudited)

   

Twelve Months Ended

 

Three Months Ended

                 
  12/31/2008   12/31/2007 12/31/2008   12/31/2007
                 
GAAP DILUTED EPS $ 0.72 $ 0.91 $ 0.23 $ 0.35
                 
Less:                
                 
Gain on disposal of long lived assets   -   (0.30)   -   (0.16)
                 
Addition:                
                 
Depreciation and amortization   0.21   0.13   0.06   0.04
                 
Non-cash employee compensation   0.31   0.11   0.09   0.05
                 
Redemption accretion on convertible notes   0.43   0.35   0.12   0.10
                 
Adjusted EPS $ 1.67 $ 1.20 $ 0.49 $ 0.38
                 
Share used in computing net income per                
share (diluted) 'million   45.28   38.80   48.16   42.23

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 surveillance and safety products, our expectations regarding the continued growth of the surveillance and safety 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, 2008, 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 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.

For more information, please contact:

Company Contact:
Terence Yap
Tel: +86-755-8351-6102
Email: terence.yap@csst.com

Kewa Luo
Tel: +1-212-984-0688
Email: ir@csst.com

Investor Contact:
ICR:
Michael Tieu
Tel: +86-10-6599-7960
Email: michael.tieu@icrinc.com

Bill Zima
Tel: +1-203-682-8200
Email: bill.zima@icrinc.com

Media Contact:
Patrick Yu
Fleishman-Hillard Hong Kong
Tel: +852-2530-2577
Email: patrick.yu@fleishman.com


CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
FOR THE QUARTERS ENDED DECEMBER 31, 2008 AND 2007
Expressed in thousands of U.S. dollars
(Except for share and per share amounts)

   

Three Months Ended

   

December 31

    2008   2007
 

 

 

 

 

Revenues

$

143,548

$

84,174

 

 

 

 

 

Cost of goods sold

 

107,728

 

59,384

 

 

 

 

 

Gross profit

 

35,820

 

24,790

 

 

 

 

 

Selling and marketing

 

3,547

 

2,709

 

 

 

 

 

General and administrative

 

13,026

 

7,047

 

 

 

 

 

Depreciation and amortization

 

2,499

 

1,498

 

 

 

 

 

Income from operations

 

16,748

 

13,536

 

 

 

 

 

 

 

0

 

0

         
Rental income received from related party

 

-

 

103

 

 

 

 

 

Interest income

 

47

 

60

 

 

 

 

 

Interest expense

 

(6,167)

 

(4,819)
 

 

 

 

 

Gain on disposal of fixed assets

 

-

 

8,115

 

 

 

 

 

Equity in net loss of affiliated companies

 

-

 

-

 

 

 

 

 

Other income, net

 

1,069

 

1,483

 

 

 

 

 

Income before income taxes and minority interest

 

11,697

 

18,478

 

 

 

 

 

Minority interest in income of consolidated subsidiaries

 

2

 

(32)
 

 

 

 

 

Income taxes

 

(476)

 

(3,621)
 

 

 

 

 

 

 

(0)

 

(0)
 

 

 

 

 

Net income

 

11,223

 

14,825

Continued


 

 

 

 

 

NET INCOME PER SHARE

 

 

 

 

 

 

 

 

 

BASIC

 

0.2362

 

0.3536

 

 

 

 

 

DILUTED

 

0.2331

 

0.3517

 

 

 

 

 

WEIGHTED AVERAGE

 

 

 

 

NUMBER OF SHARES

 

 

 

 

OUTSTANDING

 

 

 

 

 

 

 

 

 

BASIC

 

47,514,443

 

41,922,449

 

 

 

 

 

DILUTED

 

48,156,574

 

42,149,873


CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2008, 2007 and 2006
Expressed in thousands of U.S. dollars
(Except for share and per share amounts)

 

  2008     2007     2006  

 

                 

 

                 

Revenues

$  427,354   $  240,188   $  106,989  

Cost of goods sold (including depreciation and amortization for the years ended December 31, 2008, 2007 and 2006 of $762, $216 and $0, respectively)

  306,813     170,649     75,976  

Gross profit


120,541

69,539

31,013

Selling and marketing


12,056

5,622

1,511

General and administrative (including non-cash employee compensation for the years ended December 31, 2008, 2007 and 2006 of $13,837, $4,157 and $0, respectively)


42,295

16,442

3,036

Depreciation and amortization


8,729

4,824

1,124

Income from operations

  57,461     42,651     25,342  

Rental income from related parties


--

483

496

Interest income

  218     374     63  

Interest expense

  (21,765 )   (15,011 )   (108 )

Gain on sale of affiliated company

  --     --     307  

Gain on disposal of land use rights and properties

  --     13,632     --  

Other income, net

  2,236     2,530     711  

Income before income taxes and minority interest

  38,150     44,659     26,811  

Minority interest in (income) loss of consolidated subsidiaries

  33

(49 )
9

Income taxes


(5,580 )
(9,291 )
(3,889 )

Net income

  32,603     35,319     22,931  

Foreign currency translation gain


17,294

9,664

1,664

COMPREHENSIVE INCOME

$  49,897   $  44,983   $  24,595  

NET INCOME PER SHARE










BASIC

$  0.73   $  0.95   $  0.88  

DILUTED

$  0.72   $  0.91   $  0.85  

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING

BASIC

  44,721,421     37,368,549     26,052,519  
DILUTED   45,284,070     38,795,241     26,940,215  

CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
AS OF DECEMBER 31, 2008 AND 2007
Expressed in thousands of U.S. dollars
(Except for share and per share amounts)

ASSETS    

 

           

 

  2008     2007  

Cash and cash equivalents

$  47,779   $  89,071  

Accounts receivable, net

  148,205     63,206  

Related party receivables

  --     549  

Inventories, net

  117,042     40,606  

Prepayment and deposits

  7,280     3,225  

Advances to suppliers

  17,120     2,877  

Other receivables

  14,065     13,171  

Tax refundable

  --     92  

Deferred tax assets - current portion

  32     137  

Total current assets

  351,523     212,934  

Deposits paid for acquisition of subsidiaries, properties and intangible assets

7,855 46,443

Plant and equipment, net

  74,523     24,066  

Land use rights, net

  7,675     1,379  

Intangible assets

  56,913     39,800  

Contingently returnable acquisition consideration

  1,176     --  

Goodwill

  73,216     52,369  

Deferred financing cost

  1,082     150  

Deferred tax assets - non-current portion

  253     262  

           TOTAL ASSETS

$  574,216   $  377,403  

Continued


LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES

           

Notes payable - short term

$  10,242   $  12,814  

Obligation under product financing arrangements - short term

  2,469     --  

Accounts payable

  50,756     21,864  

Accrued expenses

  10,263     5,108  

Advances from customers

  28,621     8,352  

Taxes payable

  4,115     4,153  

Payable for acquisition of businesses, properties and land use rights

  11,915     --  

Deferred income

  1,207     915  

Total current liabilities

  119,588     53,206  

 

           

LONG TERM LIABILITIES

           

Notes payable - long term

  2,853     698  

Obligation under product financing arrangements - long term

  4,214     --  

Convertible notes payable

  143,342     123,701  

Total liabilities

  269,997     177,605  

MINORITY INTEREST IN CONSOLIDATED SUBSIDIARIES

  32     61  

 

           

SHAREHOLDERS' EQUITY

           

Preferred stock, $0.0001 par value; 10,000,000 shares authorized, 0 shares issued and outstanding

   

Common stock, $0.0001 par value; 290,000,000 shares authorized, 49,142,592 (2008) and 42,506,150 (2007) shares issued and outstanding

5

4

Additional paid-in capital

  164,806     110,254  

Retained earnings

  109,405     76,802  

Statutory surplus reserve fund

  804     804  

Accumulated other comprehensive income

  29,167     11,873  

Total shareholders' equity

  304,187     199,737  

             TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

$  574,216   $  377,403  

CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2008, 2007 and 2006
Expressed in thousands of U.S. dollars
(Except for share and per share amounts)

 

  2008     2007     2006  

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income

$  32,603   $  35,319   $  22,931  

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

Depreciation and amortization

  9,491     5,040     1,124  

Allowance for doubtful accounts

  401     74     113  

Provision for obsolete inventories

  14     8     230  

Amortization of loan origination fees

  --     --     37  

Common stock issued for services

  --     --     250  

Issue of warrants for investor relation services

  --     --     185  

Amortization of consultancy services

  135     122     --  

Non-cash compensation expense

  13,837     4,157     --  

Amortization of deferred financing cost

  206     26     --  

Redemption accretion on convertible notes

  19,641     13,701     --  

Gain on disposal of land use rights, properties, plant and equipment

-- (13,632 ) (15 )

Gain on sale of affiliated company

  --     --     (307 )

Deferred taxes

  142     7     107  

Minority interest

  (33 )   49     (9 )

Changes in operating assets and liabilities:










(Increase) decrease in:

                 

Accounts receivable

  (73,827 )   (28,539 )   (13,992 )

Related party receivables

  587     (80 )   3,768  

Other receivables

  (2,060 )   (6,932 )   (401 )

Inventories

  (63,306 )   (7,851 )   (13,328 )

Prepayment and deposits

  (2,381 )   453     (3,233 )

Advances to suppliers

  (12,850 )   1,178     (1,323 )

Increase (decrease) in:

                 

Accounts payable and accrued expenses

  21,312     10,094     6,300  

Advances from customers

  17,077     1,376     --  

Taxes payable

  (318 )   2,271     582  

Related party payable

  --     --     (9 )

Deferred income

  229     141     (26 )

Net cash (used in) provided by operating activities

  (39,100 )   16,982     2,984  

CHINA SECURITY & SURVEILLANCE TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31, 2008, 2007 and 2006
Expressed in thousands of U.S. dollars
(Except for share and per share amounts)

    2008     2007     2006  
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to plant and equipment   (6,129 )   (11,382 )   (5,114 )
Additions to intangible assets, other than through business acquisitions (2,320 ) (1,016 ) (107 )
Additions to land use rights, other than through business acquisitions (5,101 ) (591 ) --
Deposits paid for acquisition of subsidiaries   (3,790 )   (22,545 )   --  
Deposits refunded for acquisition of subsidiaries   1,943     --     --  
Deposits paid for acquisition of properties and intangible assets (357 ) (23,898 ) --
Net cash outflow on acquisition of net assets of                  
businesses acquired (net of cash acquired)   (10,997 )   (36,378 )   (6,539 )
Proceeds from dispositions of non-current assets   --     --     592  
Proceeds from disposal of land use rights                  
and properties  

  3,379

   

  12,844

   

  --

 
Net cash used in investing activities   (23,372 )   (82,966 )   (11,168 )
CASH FLOWS FROM FINANCING ACTIVITIES:








Cash received from (advanced to) directors   --     (71 )   9  
New borrowings, net of issuing cost   17,401     124,883     3,495  
Repayment of borrowings   (19,386 )   (8,045 )   --  
New borrowings from obligation under product financing arrangements 6,687 -- --
Repayment of obligation under product financing arrangements (1,143 ) -- --
Issue of common stock upon exercise of warrants   277     3,905     123  
Issue of common stock, net of issuing expenses   9,700     --     32,285  
Net cash provided by financing activities   13,536     120,672     35,912  
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (48,936 ) 54,688 27,728
Effect of exchange rate changes on cash
7,644

3,403

975
Cash and cash equivalents, beginning of year   89,071     30,980     2,277  
CASH AND CASH EQUIVALENTS, END OF YEAR $ 47,779 $ 89,071 $ 30,980

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