0001144204-11-031264.txt : 20110520 0001144204-11-031264.hdr.sgml : 20110520 20110520062955 ACCESSION NUMBER: 0001144204-11-031264 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110516 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110520 DATE AS OF CHANGE: 20110520 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Sino Gas International Holdings, Inc. CENTRAL INDEX KEY: 0001326364 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 320028823 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51364 FILM NUMBER: 11859698 BUSINESS ADDRESS: STREET 1: NO. 18 ZHONG GUAN CUN DONG ST. STREET 2: HAIDIAN DISTRICT CITY: BEIJING, STATE: F4 ZIP: 100083 BUSINESS PHONE: 011-86-10-82600527 MAIL ADDRESS: STREET 1: NO. 18 ZHONG GUAN CUN DONG ST. STREET 2: HAIDIAN DISTRICT CITY: BEIJING, STATE: F4 ZIP: 100083 FORMER COMPANY: FORMER CONFORMED NAME: Dolce Ventures, Inc DATE OF NAME CHANGE: 20050506 8-K 1 v223604_8k.htm Unassociated Document
 
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): May 20, 2011 (May 16, 2011)
 
 
SINO GAS INTERNATIONAL HOLDINGS, INC.
(Exact name of registrant as specified in Charter)
 
Utah
  
000-51364
  
90-0438712
         
(State or other jurisdiction of
incorporation or organization)
  
(Commission File No.)
  
(IRS Employee
Identification No.)
 
No.18 Zhong Guan Cun Dong St.
Haidian District
Beijing 100083, People’s Republic of China
(Address of Principal Executive Offices)
 
86-10-82600527
(Issuer Telephone number)
 
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 230.425)
 
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 May 16, 2011, Sino Gas International Holdings, Inc. (the “Company”) announced its results for the first quarter of 2011. A copy of the Company’s earnings press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (the “Form 8-K”) and is incorporated herein by reference.
 
The information contained in this 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 (the “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 (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth herein or in exhibits to this Form 8-K shall not be deemed an admission as to the materiality of any information in this Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.
 
Item 7.01. Regulation FD Disclosure.
 
On May 16, 2011, the Company announced its financial results for the first quarter of 2011. A copy of the Company’s earnings press release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

The information contained in this Form 8-K and the exhibits attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the 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 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth herein or in exhibits to this Form 8-K shall not be deemed an admission as to the materiality of any information in this Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.
 
Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 
Exhibit No.
  
Description
       
 
99.1
  
Press Release dated May 16, 2011
 
 
 
 
 
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.
 
 
SINO GAS INTERNATIONAL HOLDINGS, INC.
  
     
       
Date: May 20, 2011
By:
/s/ Yuchuan Liu
  
   
Name: Yuchuan Liu
  
   
Title: Chief Executive Officer
  
 
 
 
 
 
 EX-99.1 2 v223604_ex99-1.htm Unassociated Document
 

BEIJING, May 16, 2011 /PRNewswire-Asia-FirstCall/ -- Sino Gas International Holdings, Inc. (OTC Bulletin Board: SGAS), ("Sino Gas" or the "Company"), announced financial results for the first quarter of 2011.

First Quarter 2011 Financial Highlights YOY

 
·
Total revenue increased 14.78% to $7.99million
 
·
Gross Profit Increased 13.93% to $2.42 Million
 
·
Operating Income decreased 35.81% to $0.61 Million
 
·
Net income improved to $106,555

First Quarterof 2011 Financial Results

Revenue

Revenue during the three months ended March 31, 2011 was $7.99 million vs. $6.96 million in the first quarter of 2010 or an increase of 14.78%. The revenue from connection fees during the three months ended March 31, 2011 was $2.80million, a slight increase of 1.91% from $2.75 million during the same period of 2010, representing 35.03% of the total revenue. The revenue from gas sales during the three months ended March 31, 2011 was $5.19 million, an increase of 23.18% from $4.21 million in the first quarter of 2010, representing 64.97% of the total revenue.

Gross Profit and Gross Margin

Gross profit for the first quarter of 2011 increased 13.93% to $2.42million from $2.12 million in the first quarter of 2010. The increase in gross profit was due to the increase of sales and improvement of gross margin from both connection fee revenue and gas sales.

Gross margin for the first quarter of 2011 was 30.31%, compared to 30.53% in the first quarter of 2010. Gross margin for connection fee revenue and gross margin for gas sales for the first quarter of 2011 were 77.75%, and 4.73% respectively, both of which improved from the same period of last year's.

Operating Income and Net Income

Operating income for the first quarter of 2011 was $0.61 million, a decrease of 35.81% compared to $0.95 million for the same period of 2010. This decrease was caused by the increase of SG&A expenses, which exceeded the increase of gross profit during the three months ended March 31, 2011. Net income for the first quarter of 2011 was $0.11 million, compared with net loss of $0.21 million for the same period of 2010. Due to the increase of sales and improvement of gross margin from both connection fee revenue and gas sales, gross profit improved to $2.42 million compared to the gross profit of $2.12 million for the same period of 2010. Higher gross profit together with lower non-cash flow amortization costs of convertible bonds and lower income tax were able to offset the increase of SG&A expenses in this quarter.

Balance Sheet and Cash Flow

As of March 31, 2011, the Company had $2.38 million in cash and cash equivalents, total assets were $106.39 million and stockholders' equity was $69.88 million. The Company used $0.69 million of cash in operating activities in the first quarter of 2011. Cash used in investing activities was $2.07 million in the first quarter of 2011. Cash sourced from financing activities was $1.59 million in the first quarter of 2011. The Company has $9.44 million in short-term bank loans, $3.04 million in long-term bank loans, and $5.80 million convertible bonds as of March 31, 2011.
 
 
 
 

Sino Gas International Holdings, Inc.
Consolidated Statements of Income for the three months ended March 31, 2011 and 2010
(Stated in US Dollars)
  
   
For Three Months Ended
  
 
3/31/2011
    
3/31/2010
  
Sales revenues
     7,986,270       6,957,661  
Cost of revenues
     (5,565,844 )     (4,833,148 )
        Gross Profit
     2,420,426       2,124,513  
Operating Expense
  
Selling expense
     (576,861 )     (271,243 )
General and administrative expense
     (1,235,888 )     (906,531 )
        Total operating expense
     (1,812,749 )     (1,177,774 )
Operating Income
     607,677       946,739  
                 
Other income
     335       5,382  
Other expense
     (3,963 )     (1,300 )
Interest income
     2,066       4,770  
Interest expense **
     (461,723 )     (924,841 )
        Total other income/(expense)
     (463,285 )     (915,989 )
Income before tax
     144,392       30,750  
Income tax
     (37,837 )     (239,334 )
                 
Net income
   $ 106,555     $ 208,586  
                 
 
   
For Three Months Ended
  
   
3/31/2011
    
3/31/2010
  
             
Earnings per share
                
- Basic
     0.004       (0.01 )
- Diluted
     0.004       (0.01 )
                 
Weighted Average Shares Outstanding
                
- Basic
     27,156,617       26,769,313  
- Diluted
     27,156,617       26,769,313  
 
 
 
 
 
About Sino Gas International Holdings, Inc.

The Company, through its indirectly wholly-owned subsidiary, Beijing Zhong Ran Wei Ye Gas Co., Ltd. ("Beijing Gas"), and the subsidiaries of Beijing Gas, is a leading developer of natural gas distribution systems in small and medium size cities in China, as well as a distributor of natural gas to residential, commercial and industrial customers in China. The company owns and operates natural gas distribution systems in 35 small and medium size cities and serves approximately 183,500 residential and seven industrial customers. Facilities include approximately 1,525 kilometers of pipeline and delivery networks with a daily capacity of approximately 120,000 cubic meters of natural gas. The Company owns and operates natural gas distribution systems in Beijing, Hebei, Jilin, Jiangsu, Anhui and Yunnan Provinces. The Company's website is: http://www.sino-gas.com .

Forward-Looking Safe Harbor Statement

Statements in this news release regarding future financial and operating results, potential applications of the Company's technology, opportunities for the Company, and any other statements about the future expectations, beliefs, goals, plans, or prospects expressed constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that are not statements of historical fact (including statements containing the words "will,""believes,""plans,""anticipates,""expects,""estimates," and similar expressions) should also be considered to be forward-looking statements. There are a number of important factors that could cause actual results or events to differ materially from those indicated by such forward-looking statements including: limited operating history, need for future capital and economic conditions generally. Additional information on potential factors that could affect results and other risks and uncertainties are detailed from time to time in the Company's periodic reports, including Forms 10-K, 10-Q, 8-K, and other forms filed with the Securities and Exchange Commission ("SEC"). These statements, and other forward-looking statements, are not guarantees of future performance and involve risks and uncertainties.

For more information, please contact:
 
Sino Gas International Holdings, Inc.
Chunying Chai, IR Officer
Tel:   +86-10-8260-0041 x834
Email: chaichunying@sino-gas.com
Yugang Zhang, CFO
Email: zhangyugang@sino-gas.com
 
Investor Relations Contact:
RedChip Companies, Inc.
Dave Gentry
Tel: (800) 733-2447 EXT 104
info@redchip.com
www.redchip.com