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 14, 2017
Sino-Global Shipping America, Ltd.
(Exact name of Registrant as specified in charter)
Virginia | 001- 34024 | 11-3588546 | ||
(State or other jurisdiction of Incorporation) |
(Commission File No.) | (IRS Employer Identification No.) |
1044 Northern Boulevard, Suite 305
Roslyn, New York 11576-1514
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (718) 888-1814
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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17CFR230.425)
☐ Soliciting material pursuant to Rule14a-12 under the Exchange Act (17CFR240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. | Results of Operations and Financial Condition. |
On November 14, 2017, Sino-Global Shipping America, Ltd. (the “Company”) issued a press release announcing certain financial results for the quarter ended September 30, 2017. A copy of the press release is attached hereto as Exhibit 99.1.
The information provided in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit No. | Description | |
99.1 | Press release of Sino-Global Shipping America, Ltd. |
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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.
Date: November 14, 2017 | Sino-Global Shipping America, Ltd. | |
By: | /s/ Lei Cao | |
Name: | Lei Cao | |
Title: | Chief Executive Officer |
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EXHIBIT INDEX
Exhibit No. | Description | |
99.1 | Press release of Sino-Global Shipping America, Ltd. |
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Exhibit 99.1
Sino-Global Announces 2018 First Quarter Financial Results
Highlighted by Progress in Freight Logistics and Container Trucking Services
Roslyn, New York, November 14, 2017 – Sino-Global Shipping America, Ltd. (NASDAQ: SINO) (“Sino-Global”, the “Company” or “us”), a non-asset based global shipping and freight logistics integrated solutions provider, today announced its financial and operating results for the quarter ended September 30, 2017.
Fiscal Year 2018 First Quarter Operating and Financial Highlights (all comparisons to the prior year period)
● | Total revenues increased 176.7% to $5.4 million, as compared to $1.9 million for the prior year. The increase was primarily the result of the Company’s efforts to diversify its business. |
● | Gross profit increased to $1.7 million as compared to $1.6 million for the prior year period. |
● | Net income for the first quarter of fiscal year 2018 was $716,637 compared to net income of $637,785. |
● | The Company had $7.9 million in cash and cash equivalents, as of the three months ended September 30, 2017. |
Management Comments
Mr. Lei Cao, Chief Executive Officer of Sino-Global, stated, “We continue to focus on the advancement of our short-haul trucking business in the U.S. with the further buildout and development of our strategic logistics internet platform. We finished the basic layout in fiscal year 2017 and will continue to work to increase business for our short-haul trucking operations in the United States, which carry lower operating costs than other segments of our business.”
Mr. Lei Cao concluded, “For the fiscal 2018 year, we expect to continue the development of our existing businesses. We will also focus on the bulk cargo containerized model in connection with our joint venture agreement with COSCO, as well as developing services models in the U.S. for supply chain logistics for products imported from China to the U.S. Our focus remains on the long-term success of our business and value creation for our shareholders. We intend to continue to maintain an active dialogue with investors as we strive towards becoming a leading global logistics service provider.”
Fiscal Year 2018 First Quarter Financial Highlights (all comparisons to the same quarter in the prior year)
● | Total revenues for the three months ended September 30, 2017 were $5.4 million, compared to $1.9 million in the same period of the prior year. The increase was primarily due to the Company’s efforts to diversify its business in the freight logistics services and container trucking platform services segments. The revenues generated from freight logistics services increased by 665.0% from the three months ended September 30, 2016 to $3,508,704 for the comparable period in 2017. The Company also generated $452,841 in revenue from container trucking services for the three months ended September 30, 2017 with no revenue generated in the comparable period of the prior year. |
● | The cost of revenue was $3.7 million for the three months ended September 30, 2017, an increase of approximately $3.4 million as compared to $306,339 for the three months ended September 30, 2016. The increase in the overall cost of revenue for the three months ended September 30, 2017 stemmed primarily from the majority of the revenue generated for the quarter coming from the Company’s freight logistics services, which carry higher costs. |
● | The Company’s gross profit for the period was $1.7 million, compared to $1.6 million in the same period in the prior year. |
● | Operating income for the three months ended September 30, 2017 was $928,270, compared to an operating income of $712,840 for the comparable period in the prior year. This was primarily due to an increase in third party revenues generated from the freight logistics and container trucking services business segments. |
● | Net income for fiscal year 2018 first quarter was $716,637 compared to net income of $637,785 in the comparable period in the prior year, largely as a result of a significant increase in total revenues which offset higher cost of revenues and an increase in income tax expense for the quarter. |
Balance Sheet Information
● | As of September 30, 2017, the Company had $7.9 million in cash and cash equivalents, working capital of $14.6 million and shareholder equity of $20.3 million; compared to $8.7 million, $13.7 million and $19.5 million, respectively, as of June 30, 2017. |
● | The Company holds no long-term debt. |
Additional Information
The Company has also provided extensive industry information on its quarterly report for the fiscal quarter ended September 30, 2017 on Form 10-Q, and management encourages investors to review the document for both background on Sino-Global’s business and history as well as the strategy for the fiscal year.
About Sino-Global Shipping America, Ltd.
Founded in the United States in 2001, Sino-Global Shipping America, Ltd. is a company engaged in shipping, chartering, logistics and related business services. Headquartered in New York, Sino-Global has offices in Los Angeles, mainland China, Australia, Canada and Hong Kong. The Company’s current service offerings consist of inland transportation management, freight logistics and container trucking services. Additional information about Sino-Global can be found on the Company’s corporate website at www.sino-global.com. The Company routinely posts important information on its website.
Forward Looking Statements
No statement made in this press release should be interpreted as an offer to sell or a solicitation of an offer to purchase any security. Such an offer can only be made in accordance with the Securities Act of 1933, as amended, and applicable state securities laws. Any statements contained in this release that relate to future plans, events or performance are forward-looking statements that involve risks and uncertainties as identified in Sino-Global’s filings with the U.S. Securities and Exchange Commission. Actual results, events or performance may differ materially. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Sino-Global undertakes no obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect the events or circumstances after the date hereof or to reflect the occurrence of unanticipated events unless required by applicable law or regulations.
Contact Information
The Equity Group Inc.
Adam Prior
Senior Vice-President
(212)-836-9606 / aprior@equityny.com
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SINO-GLOBAL SHIPPING AMERICA, LTD. AND AFFILIATES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(UNAUDITED)
For the Three Months Ended September 30, | ||||||||
2017 | 2016 | |||||||
Net revenues - third parties | $ | 4,814,851 | $ | 1,086,767 | ||||
Net revenues - related party | 565,160 | 857,635 | ||||||
Total revenues | 5,380,011 | 1,944,402 | ||||||
Cost of revenues | (3,665,918 | ) | (306,339 | ) | ||||
Gross profit | 1,714,093 | 1,638,063 | ||||||
General and administrative expenses | (763,357 | ) | (859,914 | ) | ||||
Selling expenses | (22,466 | ) | (65,309 | ) | ||||
Total operating expenses | (785,823 | ) | (925,223 | ) | ||||
Operating income | 928,270 | 712,840 | ||||||
Financial income (expense), net | 84,796 | (3,434 | ) | |||||
Net income before provision for income taxes | 1,013,066 | 709,406 | ||||||
Income tax expense | (296,429 | ) | (71,621 | ) | ||||
Net income | 716,637 | 637,785 | ||||||
Net income (loss) attributable to non-controlling interest | 99,448 | (7,935 | ) | |||||
Net income attributable to Sino-Global Shipping America, Ltd. | $ | 617,189 | $ | 645,720 | ||||
Comprehensive income (loss) | ||||||||
Net income | $ | 716,637 | $ | 637,785 | ||||
Foreign currency translation income (loss) | 47,717 | (14,570 | ) | |||||
Comprehensive income | 764,354 | 623,215 | ||||||
Less: Comprehensive income attributable to non-controlling interest | 40,747 | 2,609 | ||||||
Comprehensive income attributable to Sino-Global Shipping America Ltd. | $ | 723,607 | $ | 620,606 | ||||
Earnings per share | ||||||||
-Basic | $ | 0.07 | $ | 0.08 | ||||
-Diluted | $ | 0.07 | $ | 0.08 | ||||
Weighted average number of common shares used in computation | ||||||||
-Basic | 10,105,535 | 8,280,535 | ||||||
-Diluted | 10,157,625 | 8,280,535 |
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SINO-GLOBAL SHIPPING AMERICA, LTD. AND AFFILIATES
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
September 30, | June 30, | |||||||
2017 | 2017 | |||||||
Assets | ||||||||
Current assets | ||||||||
Cash and cash equivalents | $ | 7,927,386 | $ | 8,733,742 | ||||
Accounts receivable, less allowance for doubtful accounts of $163,950 and $185,821 as of September 30, 2017 and June 30, 2017, respectively | 4,318,818 | 2,569,141 | ||||||
Other receivables, less allowance for doubtful accounts of $145,284 and $145,244 as of September 30, 2017 and June 30, 2017, respectively | 98,638 | 37,811 | ||||||
Advances to suppliers-third parties | 34,561 | 54,890 | ||||||
Advances to suppliers-related party | 3,395,994 | 3,333,038 | ||||||
Prepaid expenses and other current assets | 358,069 | 311,136 | ||||||
Due from related parties | 2,285,130 | 1,715,130 | ||||||
Total Current Assets | 18,418,596 | 16,754,888 | ||||||
Property and equipment, net | 182,105 | 187,373 | ||||||
Prepaid expenses | 3,506 | 6,882 | ||||||
Other long-term assets | 119,442 | 117,478 | ||||||
Deferred tax assets | 649,500 | 749,400 | ||||||
Total Assets | $ | 19,373,149 | $ | 17,816,021 | ||||
Liabilities and Equity | ||||||||
Current Liabilities | ||||||||
Advances from customers | $ | 393,580 | $ | 369,717 | ||||
Accounts payable | 872,117 | 206,211 | ||||||
Taxes payable | 2,066,796 | 1,886,216 | ||||||
Due to related parties | 132,861 | 206,323 | ||||||
Accrued expenses and other current liabilities | 351,541 | 418,029 | ||||||
Total Current Liabilities | 3,816,895 | 3,086,496 | ||||||
Total Liabilities | 3,816,895 | 3,086,496 | ||||||
Commitments and Contingencies | ||||||||
Equity | ||||||||
Preferred stock, 2,000,000 shares authorized, no par value, none issued. | - | - | ||||||
Common stock, 50,000,000 shares authorized, no par value; 10,281,032 shares issued as of September 30, 2017 and June 30, 2017; 10,105,535 outstanding as of September 30, 2017 and June 30, 2017, respectively | 20,535,379 | 20,535,379 | ||||||
Additional paid-in capital | 751,308 | 688,934 | ||||||
Treasury stock, at cost, 175,497 shares as of September 30, 2017 and June 30, 2017 | (417,538 | ) | (417,538 | ) | ||||
Accumulated deficit | (276,718 | ) | (893,907 | ) | ||||
Accumulated other comprehensive loss | (308,145 | ) | (414,564 | ) | ||||
Total Sino-Global Shipping America Ltd. Stockholders’ Equity | 20,284,286 | 19,498,304 | ||||||
Non-controlling Interest | (4,728,032 | ) | (4,768,779 | ) | ||||
Total Equity | 15,556,254 | 14,729,525 | ||||||
Total Liabilities and Equity | $ | 19,373,149 | $ | 17,816,021 |
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SINO-GLOBAL SHIPPING AMERICA LTD. AND AFFILIATES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the Three Months Ended September 30, | ||||||||
2017 | 2016 | |||||||
Operating Activities | ||||||||
Net income | $ | 716,637 | $ | 637,785 | ||||
Adjustment to reconcile net income to net cash provided by (used in) operating activities: | ||||||||
Stock-based compensation expense | 9,665 | 19,330 | ||||||
Amortization of stock-based compensation to consultants | 52,709 | 398,996 | ||||||
Depreciation and amortization | 13,203 | 13,342 | ||||||
Recovery of doubtful accounts | (24,536 | ) | (109,693 | ) | ||||
Deferred tax provision | 99,900 | - | ||||||
Changes in assets and liabilities | ||||||||
(Increase) decrease in accounts receivable | (1,711,154 | ) | 1,664,027 | |||||
Other receivable | (60,396 | ) | 99,823 | |||||
Advances to suppliers-third parties | 20,481 | (1,422,433 | ) | |||||
Prepaid expenses and other current assets | (50,390 | ) | (79,274 | ) | ||||
Due from related parties | (570,000 | ) | 504,824 | |||||
Increase (decrease) in advances from customers | 17,410 | - | ||||||
Accounts payable | 661,628 | (482,658 | ) | |||||
Taxes payable | 146,104 | 76,140 | ||||||
Due to related parties | (73,462 | ) | - | |||||
Accrued expenses and other current liabilities | (68,288 | ) | 204,165 | |||||
Net cash provided by (used in) operating activities | (820,489 | ) | 1,524,374 | |||||
Investing Activities | ||||||||
Acquisition of property and equipment | (5,077 | ) | - | |||||
Net cash used in investing activities | (5,077 | ) | - | |||||
Effect of exchange rate fluctuations on cash and cash equivalents | 19,210 | (14,103 | ) | |||||
Net (decrease) increase in cash and cash equivalents | (806,356 | ) | 1,510,271 | |||||
Cash and cash equivalents at beginning of period | 8,733,742 | 1,385,994 | ||||||
Cash and cash equivalents at end of period | $ | 7,927,386 | $ | 2,896,265 | ||||
Supplemental information | ||||||||
Income taxes paid | $ | 60,162 | $ | 6,446 |
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