Nevada
|
333-143314
|
20-8051010
|
(State or other jurisdiction of
|
(Commission File No.)
|
(IRS Employer
|
Incorporation)
|
Identification No.)
|
(d)
|
Exhibits:
|
Exhibit No.
|
Description
|
|
99.1
|
Yongye International, Inc. Press Release dated August 9, 2011
|
|
99.2
|
|
Yongye International, Inc. Correcting Press Release dated August 9, 2011
|
Dated: August 10, 2011
|
||
YONGYE INTERNATIONAL, INC.
|
||
By:
|
/s/ Zishen Wu
|
|
Name:
|
Zishen Wu
|
|
Title:
|
President and CEO
|
Exhibit No.
|
Description
|
|
99.1
|
Yongye International, Inc. Press Release dated August 9, 2011
|
|
99.2
|
|
Yongye International, Inc. Correcting Press Release dated August 9, 2011
|
|
·
|
Revenue in the second quarter of 2011 increased 73.0% to $154.7 million from $89.4 million for the same period of 2010
|
|
·
|
Gross profit increased 83.4% year-over-year to $91.8 million
|
|
·
|
Income from operations increased 72.5% to $51.5 million
|
|
·
|
Net income attributable to Yongye increased 63.1% to $39.5 million, or $0.77 per diluted share, compared to $24.2 million, or $0.54 per diluted share, in the same period last year
|
|
·
|
Adjusted net income attributable to Yongye, which excludes non-cash expenses related to share-based compensation for management and independent directors, the amortization of the acquired Hebei customer list, and a change in the fair value of derivative liabilities, was $40.5 million, or $0.82 per diluted share, compared to $24.1 million, or $0.54 per diluted share, in the same period last year*
|
|
·
|
On June 20, 2011, Zishen Wu, Chairman and Chief Executive Officer of Yongye International, completed the purchase of $3.0 million worth of shares of the Company's Common Stock in open market transactions pursuant to a Rule 10b5-1 plan. The weighted average purchase price was US$5.40 per share. The share purchase demonstrates Mr. Wu's confidence in the Company and his belief that the shares are currently undervalued.
|
|
·
|
In June 2010, the Company closed the announced $50 million equity investment by MSPEA Agriculture Holding Limited ("MSPEA"), an affiliate of Morgan Stanley, and also announced the appointment of Mr. Homer Sun, Managing Director of Morgan Stanley who leads Morgan Stanley Private Equity Asia's China Investments, to the Board of Directors of the Company. The Company entered into a Securities Purchase Agreement with MSPEA and the Company's largest shareholder, Full Alliance International Limited, pursuant to which MSPEA purchased 5,681,818 shares of the Company's convertible preferred stock for an aggregate purchase price of $50 million on June 9, 2011.
|
|
·
|
On June 8-9, 2011, the Company hosted an analyst/investor event in Beijing and Hohhot, Inner Mongolia.
|
|
·
|
In May 2011, the marketing team and Nan Xu, General Manager of the National Sales Center of Yongye Nongfeng received the "Jin Ding Award" at the 8th China Marketing Forum, a top honor in the marketing field in China.
|
For the Three Months Ended
|
||||||||
June 30, 2011
|
June 30, 2010
|
|||||||
Sales
|
$ | 154,704,865 | $ | 89,414,388 | ||||
Cost of sales
|
62,939,174 | 39,378,346 | ||||||
Gross profit
|
91,765,691 | 50,036,042 | ||||||
Selling expenses
|
29,152,923 | 16,343,330 | ||||||
Research and development expenses
|
5,555,634 | 2,238,331 | ||||||
General and administrative expenses
|
5,586,019 | 1,614,692 | ||||||
Income from operations
|
51,471,115 | 29,839,689 | ||||||
Other income/(expenses)
|
||||||||
Interest expense
|
(291,751 | ) | (21,614 | ) | ||||
Interest income
|
16,860 | 14,343 | ||||||
Subsidy income
|
655,071 | 286,074 | ||||||
Other income/(expense), net
|
26,560 | 821 | ||||||
Change in fair value of derivative liabilities
|
83,435 | 156,936 | ||||||
Total other income/(expenses), net
|
490,175 | 436,560 | ||||||
Earnings before income tax expense
|
51,961,290 | 30,276,249 | ||||||
Income tax expense
|
10,127,255 | 4,738,834 | ||||||
Net income
|
41,834,035 | 25,537,415 | ||||||
Less: Net income attributable to the non-controlling interest
|
2,297,271 | 1,291,714 | ||||||
Net income attributable to Yongye International, Inc.
|
$ | 39,536,764 | $ | 24,245,701 | ||||
Earnings per share:
|
||||||||
Basic earnings per common stock
|
$ | 0.78 | $ | 0.54 | ||||
Diluted earnings per common stock
|
$ | 0.77 | $ | 0.54 | ||||
Weighted average shares used in computation:
|
||||||||
Basic earnings per common stock
|
49,276,070 | 44,578,011 | ||||||
Diluted earnings per common stock
|
49,378,396 | 44,696,725 |
June 30, 2011
|
December 31, 2010
|
|||||||
Current assets
|
||||||||
Cash
|
$ | 74,833,256 | $ | 41,913,469 | ||||
Restricted cash
|
40,000 | 40,000 | ||||||
Accounts receivable, net of allowance for doubtful accounts
|
142,506,734 | 26,110,813 | ||||||
Inventories
|
43,786,483 | 65,878,047 | ||||||
Deposits to suppliers
|
52,794,362 | 10,906,295 | ||||||
Prepaid expenses
|
1,455,946 | 733,429 | ||||||
Other receivables
|
774,179 | 760,377 | ||||||
Deferred tax assets, net
|
- | 158,675 | ||||||
Total Current Assets
|
316,190,960 | 146,501,105 | ||||||
Property, plant and equipment, net
|
22,049,598 | 21,547,152 | ||||||
Intangible asset, net
|
22,719,190 | 23,598,739 | ||||||
Land use right, net
|
4,268,223 | 4,218,006 | ||||||
Prepayment for mining project
|
34,934,633 | 34,151,063 | ||||||
Other assets
|
10,459,282 | 7,325,049 | ||||||
Goodwill
|
10,520,901 | 10,284,922 | ||||||
Total Assets
|
$ | 421,142,787 | $ | 247,626,036 | ||||
Current liabilities
|
||||||||
Long-term loans and payables - current portion
|
$ | 996,400 | $ | 457,880 | ||||
Short-term bank loan
|
15,471,494 | - | ||||||
Accounts payable
|
19,018,035 | 6,127,606 | ||||||
Income tax payable
|
14,578,657 | 6,137,119 | ||||||
Advance from customers
|
679,552 | 60,841 | ||||||
Accrued expenses
|
29,586,579 | 3,024,235 | ||||||
Other payables
|
2,691,523 | 5,310,517 | ||||||
Derivative liabilities - fair value of warrants
|
622,681 | 1,036,268 | ||||||
Total Current Liabilities
|
83,644,921 | 22,154,466 | ||||||
Long-term loans and payables
|
1,500,865 | 383,285 | ||||||
Total Liabilities
|
85,145,786 | 22,537,751 | ||||||
Series A convertible redeemable preferred shares: par value $.001; 7,969,044 shares authorized; 5,681,818 shares issued and outstanding as of June 30, 2011
|
49,399,990 | - | ||||||
Equity
|
||||||||
Common stock: par value $.001; 75,000,000 shares authorized; 48,187,044 shares issued and outstanding at June 30, 2011 and March 31, 2011
|
49,371 | 48,187 | ||||||
Additional paid-in capital
|
149,549,255 | 144,599,839 | ||||||
Retained earnings
|
111,846,563 | 63,943,371 | ||||||
Accumulated other comprehensive income
|
12,044,161 | 6,623,806 | ||||||
Total equity attributable to Yongye International, Inc.
|
273,489,350 | 215,215,203 | ||||||
Non-controlling interest
|
13,107,661 | 9,873,082 | ||||||
Total Equity
|
286,597,011 | 225,088,285 | ||||||
Commitments
|
||||||||
Total Liabilities and Equity
|
$ | 421,142,787 | $ | 247,626,036 |
For the Three Months Ended
|
||||||||
30-June-11
|
30-June-10
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
||||||||
Net income
|
$ | 50,885,969 | $ | 30,166,157 | ||||
Adjustments to reconcile net income to net cash provided by operating activities:
|
||||||||
Depreciation and amortization
|
3,261,186 | 937,752 | ||||||
Change in fair value of derivative liabilities
|
(413,587 | ) | (169,470 | ) | ||||
Stock compensation expense
|
4,950,600 | - | ||||||
Deferred tax assets benefit
|
162,234 | - | ||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
(115,140,649 | ) | (47,954,830 | ) | ||||
Inventories
|
23,582,770 | 771,354 | ||||||
Deposit to suppliers
|
(41,373,219 | ) | (4,111,996 | ) | ||||
Prepaid expenses
|
(693,128 | ) | (342,900 | ) | ||||
Other receivables
|
(5,805 | ) | 117,326 | |||||
Other assets
|
(1,995,399 | ) | (5,627,195 | ) | ||||
Accounts payable- third parties
|
12,662,550 | 1,818,461 | ||||||
Accounts payable- related parties
|
- | (880,505 | ) | |||||
Income tax payable
|
8,251,950 | 4,615,935 | ||||||
Advance from customers
|
606,546 | 947,831 | ||||||
Accrued expenses
|
26,366,405 | 10,356,848 | ||||||
Other payables
|
1,108,043 | 165,247 | ||||||
Net Cash Provided by Operating Activities
|
(27,783,534 | ) | (9,189,985 | ) | ||||
CASH FLOWS FROM INVESTING ACTIVITIES
|
||||||||
Payment for intangible asset
|
(3,000,000 | ) | - | |||||
Prepayment for mining project
|
- | (19,309,188 | ) | |||||
Proceeds from sale of property, plant and equipment
|
- | 92,629 | ||||||
Purchase of property, plant and equipment
|
(1,608,789 | ) | (2,791,242 | ) | ||||
Purchase of property, plant and equipment- related party
|
- | (1,663,769 | ) | |||||
Net Cash Used in Investing Activities
|
(4,608,789 | ) | (23,671,570 | ) |
Gross Profit
|
||||||||
Three Months Ended June 30,
|
||||||||
2011
|
2010
|
|||||||
GAAP amount per consolidated statement of income
|
$ | 91,765,691 | $ | 50,036,042 | ||||
Amortization of the acquired Hebei customer list
|
$ | 703,727 | $ | 0 | ||||
Adjusted Amount
|
$ | 92,469,418 | $ | 50,036,042 | ||||
Income from Operations
|
||||||||
Three Months Ended June 30,
|
||||||||
2011 | 2010 | |||||||
GAAP amount per consolidated statement of income
|
$ | 51,471,115 | $ | 29,839,689 | ||||
Amortization of the acquired Hebei customer list
|
$ | 703,727 | $ | 0 | ||||
Non-cash management compensation expense
|
$ | 370,866 | $ | 0 | ||||
Adjusted Amount
|
$ | 52,545,708 | $ | 29,839,689 | ||||
Net Income (attributable to Yongye)
|
||||||||
Three Months Ended June 30,
|
||||||||
2011 | 2010 | |||||||
GAAP amount per consolidated statement of income
|
$ | 39,536,764 | $ | 24,245,701 | ||||
Amortization of the acquired Hebei customer list
|
$ | 703,727 | $ | 0 | ||||
Non-cash management compensation expense
|
$ | 370,866 | $ | 0 | ||||
Change in fair value of derivative liabilities
|
$ | (83,435 | ) | $ | (156,936 | ) | ||
Adjusted Amount
|
$ | 40,527,922 | $ | 24,088,765 | ||||
Weighted average shares — diluted
|
49,378,396 | 44,696,725 | ||||||
Adjusted diluted earnings per share
|
$ | 0.82 | $ | 0.54 |
|
·
|
Revenue in the second quarter of 2011 increased 73.0% to $154.7 million from $89.4 million for the same period of 2010
|
|
·
|
Gross profit increased 83.4% year-over-year to $91.8 million
|
|
·
|
Income from operations increased 72.5% to $51.5 million
|
|
·
|
Net income attributable to Yongye increased 63.1% to $39.5 million, or $0.77 per diluted share, compared to $24.2 million, or $0.54 per diluted share, in the same period last year
|
|
·
|
Adjusted net income attributable to Yongye, which excludes non-cash expenses related to share-based compensation for management and independent directors, the amortization of the acquired Hebei customer list, and a change in the fair value of derivative liabilities, was $40.5 million, or $0.82 per diluted share, compared to $24.1 million, or $0.54 per diluted share, in the same period last year*
|
|
·
|
On June 20, 2011, Zishen Wu, Chairman and Chief Executive Officer of Yongye International, completed the purchase of $3.0 million worth of shares of the Company's Common Stock in open market transactions pursuant to a Rule 10b5-1 plan. The weighted average purchase price was US$5.40 per share. The share purchase demonstrates Mr. Wu’s confidence in the Company and his belief that the shares are currently undervalued.
|
|
·
|
In June 2010, the Company closed the announced $50 million equity investment by MSPEA Agriculture Holding Limited ("MSPEA"), an affiliate of Morgan Stanley, and also announced the appointment of Mr. Homer Sun, Managing Director of Morgan Stanley who leads Morgan Stanley Private Equity Asia’s China Investments, to the Board of Directors of the Company. The Company entered into a Securities Purchase Agreement with MSPEA and the Company’s largest shareholder, Full Alliance International Limited, pursuant to which MSPEA purchased 5,681,818 shares of the Company’s convertible preferred stock for an aggregate purchase price of $50 million on June 9, 2011.
|
|
·
|
On June 8-9, 2011, the Company hosted an analyst/investor event in Beijing and Hohhot, Inner Mongolia.
|
|
·
|
In May 2011, the marketing team and Nan Xu, General Manager of the National Sales Center of Yongye Nongfeng received the “Jin Ding Award” at the 8th China Marketing Forum, a top honor in the marketing field in China.
|
For the Three Months Ended
|
||||||||
June 30, 2011
|
June 30, 2010
|
|||||||
Sales
|
$ | 154,704,865 | $ | 89,414,388 | ||||
Cost of sales
|
62,939,174 | 39,378,346 | ||||||
Gross profit
|
91,765,691 | 50,036,042 | ||||||
Selling expenses
|
29,152,923 | 16,343,330 | ||||||
Research and development expenses
|
5,555,634 | 2,238,331 | ||||||
General and administrative expenses
|
5,586,019 | 1,614,692 | ||||||
Income from operations
|
51,471,115 | 29,839,689 | ||||||
Other income/(expenses)
|
||||||||
Interest expense
|
(291,751 | ) | (21,614 | ) | ||||
Interest income
|
16,860 | 14,343 | ||||||
Subsidy income
|
655,071 | 286,074 | ||||||
Other income/(expense), net
|
26,560 | 821 | ||||||
Change in fair value of derivative liabilities
|
83,435 | 156,936 | ||||||
Total other income/(expenses), net
|
490,175 | 436,560 | ||||||
Earnings before income tax expense
|
51,961,290 | 30,276,249 | ||||||
Income tax expense
|
10,127,255 | 4,738,834 | ||||||
Net income
|
41,834,035 | 25,537,415 | ||||||
Less: Net income attributable to the non-controlling interest
|
2,297,271 | 1,291,714 | ||||||
Net income attributable to Yongye International, Inc.
|
$ | 39,536,764 | $ | 24,245,701 | ||||
Earnings per share:
|
||||||||
Basic earnings per common stock
|
$ | 0.78 | $ | 0.54 | ||||
Diluted earnings per common stock
|
$ | 0.77 | $ | 0.54 | ||||
Weighted average shares used in computation:
|
||||||||
Basic earnings per common stock
|
49,276,070 | 44,578,011 | ||||||
Diluted earnings per common stock
|
49,378,396 | 44,696,725 |
June 30, 2011
|
December 31, 2010
|
|||||||
Current assets
|
||||||||
Cash
|
$ | 74,833,256 | $ | 41,913,469 | ||||
Restricted cash
|
40,000 | 40,000 | ||||||
Accounts receivable, net of allowance for doubtful accounts
|
142,506,734 | 26,110,813 | ||||||
Inventories
|
43,786,483 | 65,878,047 | ||||||
Deposits to suppliers
|
52,794,362 | 10,906,295 | ||||||
Prepaid expenses
|
1,455,946 | 733,429 | ||||||
Other receivables
|
774,179 | 760,377 | ||||||
Deferred tax assets, net
|
- | 158,675 | ||||||
Total Current Assets
|
316,190,960 | 146,501,105 | ||||||
Property, plant and equipment, net
|
22,049,598 | 21,547,152 | ||||||
Intangible asset, net
|
22,719,190 | 23,598,739 | ||||||
Land use right, net
|
4,268,223 | 4,218,006 | ||||||
Prepayment for mining project
|
34,934,633 | 34,151,063 | ||||||
Other assets
|
10,459,282 | 7,325,049 | ||||||
Goodwill
|
10,520,901 | 10,284,922 | ||||||
Total Assets
|
$ | 421,142,787 | $ | 247,626,036 | ||||
Current liabilities
|
||||||||
Long-term loans and payables - current portion
|
$ | 996,400 | $ | 457,880 | ||||
Short-term bank loan
|
15,471,494 | - | ||||||
Accounts payable
|
19,018,035 | 6,127,606 | ||||||
Income tax payable
|
14,578,657 | 6,137,119 | ||||||
Advance from customers
|
679,552 | 60,841 | ||||||
Accrued expenses
|
29,586,579 | 3,024,235 | ||||||
Other payables
|
2,691,523 | 5,310,517 | ||||||
Derivative liabilities - fair value of warrants
|
622,681 | 1,036,268 | ||||||
Total Current Liabilities
|
83,644,921 | 22,154,466 | ||||||
Long-term loans and payables
|
1,500,865 | 383,285 | ||||||
Total Liabilities
|
85,145,786 | 22,537,751 | ||||||
Series A convertible redeemable preferred shares: par value $.001; 7,969,044 shares authorized; 5,681,818 shares issued and outstanding as of June 30, 2011
|
49,399,990 | - | ||||||
Equity
|
||||||||
Common stock: par value $.001; 75,000,000 shares authorized; 48,187,044 shares issued and outstanding at June 30, 2011 and March 31, 2011
|
49,371 | 48,187 | ||||||
Additional paid-in capital
|
149,549,255 | 144,599,839 | ||||||
Retained earnings
|
111,846,563 | 63,943,371 | ||||||
Accumulated other comprehensive income
|
12,044,161 | 6,623,806 | ||||||
Total equity attributable to Yongye International, Inc.
|
273,489,350 | 215,215,203 | ||||||
Non-controlling interest
|
13,107,661 | 9,873,082 | ||||||
Total Equity
|
286,597,011 | 225,088,285 | ||||||
Commitments
|
||||||||
Total Liabilities, Series A Convertible Redeemable Preferred Shares and Equity
|
$ | 421,142,787 | $ | 247,626,036 |
For the Six Months Ended
|
||||||||
30-June-11
|
30-June-10
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
||||||||
Net income
|
$ | 50,885,969 | $ | 30,166,157 | ||||
Adjustments to reconcile net income to net cash provided by operating activities:
|
||||||||
Depreciation and amortization
|
3,261,186 | 937,752 | ||||||
Change in fair value of derivative liabilities
|
(413,587 | ) | (169,470 | ) | ||||
Stock compensation expense
|
4,950,600 | - | ||||||
Deferred tax assets benefit
|
162,234 | - | ||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
(115,140,649 | ) | (47,954,830 | ) | ||||
Inventories
|
23,582,770 | 771,354 | ||||||
Deposit to suppliers
|
(41,373,219 | ) | (4,111,996 | ) | ||||
Prepaid expenses
|
(693,128 | ) | (342,900 | ) | ||||
Other receivables
|
(5,805 | ) | 117,326 | |||||
Other assets
|
(1,995,399 | ) | (5,627,195 | ) | ||||
Accounts payable- third parties
|
12,662,550 | 1,818,461 | ||||||
Accounts payable- related parties
|
- | (880,505 | ) | |||||
Income tax payable
|
8,251,950 | 4, 615,935 | ||||||
Advance from customers
|
606,546 | 947,831 | ||||||
Accrued expenses
|
26,366,405 | 10,356,848 | ||||||
Other payables
|
1,108,043 | 165,247 | ||||||
Net Cash Provided by Operating Activities
|
(27,783,534 | ) | (9,189,985 | ) | ||||
CASH FLOWS FROM INVESTING ACTIVITIES
|
||||||||
Payment for intangible asset
|
(3,000,000 | ) | - | |||||
Prepayment for mining project
|
- | (19,309,188 | ) | |||||
Proceeds from sale of property, plant and equipment
|
- | 92,629 | ||||||
Purchase of property, plant and equipment
|
(1,608,789 | ) | (2,791,242 | ) | ||||
Purchase of property, plant and equipment- related party
|
- | (1,663,769 | ) | |||||
Net Cash Used in Investing Activities
|
(4,608,789 | ) | (23,671,570 | ) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
Proceeds from short-term bank loans
|
15,384,852 | - | ||||||
Repayment of long-term loans and payables
|
(351,242 | ) | (334,675 | ) | ||||
Repayment of short term loans
|
- | (2,925,675 | ) | |||||
Proceeds from preferred stock, net of issuance cost of $600,010
|
49,399,990 | - | ||||||
Proceeds from common stock issued and warrants exercised
|
- | 8,634,397 | ||||||
Net Cash Provided by Financing Activities
|
64,433,600 | 5,374,047 | ||||||
EFFECT OF FOREIGN EXCHANGE RATE CHANGES ON CASH
|
878,510 | 134,841 | ||||||
NET INCREASE / (DECREASE) IN CASH
|
32,919,787 | (27,352,667 | ) | |||||
Cash and cash equivalent at beginning of period
|
41,913,469 | 65,518,181 | ||||||
Cash and cash equivalent at end of period
|
74,833,256 | 38,165,514 |
Gross Profit
|
||||||||
Three Months Ended June 30,
|
||||||||
2011
|
2010
|
|||||||
GAAP amount per consolidated statement of income
|
$ | 91,765,691 | $ | 50,036,042 | ||||
Amortization of the acquired Hebei customer list
|
$ | 703,727 | $ | 0 | ||||
Adjusted Amount
|
$ | 92,469,418 | $ | 50,036,042 | ||||
Income from Operations
|
||||||||
Three Months Ended June 30,
|
||||||||
2011 | 2010 | |||||||
GAAP amount per consolidated statement of income
|
$ | 51,471,115 | $ | 29,839,689 | ||||
Amortization of the acquired Hebei customer list
|
$ | 703,727 | $ | 0 | ||||
Non-cash management compensation expense
|
$ | 370,866 | $ | 0 | ||||
Adjusted Amount
|
$ | 52,545,708 | $ | 29,839,689 | ||||
Net Income (attributable to Yongye)
|
||||||||
Three Months Ended June 30,
|
||||||||
2011 | 2010 | |||||||
GAAP amount per consolidated statement of income
|
$ | 39,536,764 | $ | 24,245,701 | ||||
Amortization of the acquired Hebei customer list
|
$ | 703,727 | $ | 0 | ||||
Non-cash management compensation expense
|
$ | 370,866 | $ | 0 | ||||
Change in fair value of derivative liabilities
|
$ | (83,435 | ) | $ | (156,936 | ) | ||
Adjusted Amount
|
$ | 40,527,922 | $ | 24,088,765 | ||||
Weighted average shares — diluted
|
49,378,396 | 44,696,725 | ||||||
Adjusted diluted earnings per share
|
$ | 0.82 | $ | 0.54 |