EX-99.1 2 v179520_ex99-1.htm Unassociated Document
 
Exhibit 99.1
 
Company Contact:
Investor Relations Contact:
   
Ms. Teresa Zhang
Mr. Shaun Smolarz
Chief Financial Officer
Financial Writer
China Wind Systems, Inc.
CCG Investor Relations
Tel: +1-877-224-6696 x705
Tel: +1-646-701-7444
Email: teresa.zhang@chinawindsystems.com
Email: shaun.smolarz@ccgir.com
www.chinawindsystems.com
 
 
Mr. Crocker Coulson
 
President
 
CCG Investor Relations
 
Tel: +1-646-213-1915 (NY office)
 
Email: crocker.coulson@ccgir.com
 
www.ccgirasia.com
 
 
FOR IMMEDIATE RELEASE
 
China Wind Systems, Inc. Reports Strong Fourth Quarter and
Fiscal Year 2009 Results
 
 
·
2009 revenues increase 26% to $53.5 million
 
 
·
Adjusted net income increased 35% year over year to $7.8 million, or $0.34 per diluted share
 
Wuxi, Jiangsu Province, China – March 31, 2010 – China Wind Systems, Inc. (NASDAQ: CWS), (“China Wind Systems” or the “Company”), a leading supplier of forged products and industrial equipment to the wind power and other industries in China,  today announced its financial results for the fourth quarter and fiscal year ended December 31, 2009.
 
Fourth Quarter 2009 Highlights
 
 
·
Net revenues increased 45.9% year over year to $15.9 million
 
 
·
Revenue from the sale of forged products for the wind power and other industries increased 111.4% year over year to $10.5 million, or 65.9% of net revenues
 
 
·
Revenue from the sale of forged products exclusively to the wind power industry increased 327.1% year over year to $6.8 million, or 43.0% of net revenue
 
 
·
Gross profit increased 63.2% year over year to $4.3 million
 
 
·
Net income allocable to common shareholders was $1.1 million, or $0.05 per diluted share
 
 
·
Excluding a $1.6 million deemed preferred dividend and other non-cash expenses, adjusted net income was $2.7 million, or $0.11 per diluted share, up 86.0% year-over-year
 
4

 
2009 Full Year Highlights
 
 
·
Net revenues increased 26.4% to $53.5 million year over year
 
 
·
Revenue from the sale of forged products for the wind power and other industries increased 104.2% year over year to $35.7 million, or 66.8% of net revenues
 
 
·
Revenue from the sale of forged products exclusively to the wind power industry increased 198.5% year over year to $20.1 million, or 37.6% of net revenue
 
 
·
Gross profit increased 22.5% to $12.9 million
 
 
·
Net income allocable to common shareholders was $5.6 million, or $0.24 per diluted share
 
 
·
Excluding deemed preferred dividends and other non-cash expenses, adjusted net income was $7.8 million, or $0.34 per diluted share, up 35.1% from adjusted net income of $5.8 million, or $0.27 per diluted share, in 2008
 
 
·
Opened new forged product manufacturing facility in Wuxi City
 
 
·
Began construction of electro-slag remelted production line
 
 
·
Listed on the NASDAQ Global Market
 
“This was a landmark year for China Wind Systems. We started production of our new forged products facility in March 2009 and won a number of sizable contracts for our forged products with customers in the wind power industry and other industries, resulting in substantial earnings growth,” said Mr. Jianhua Wu, Chairman and CEO of China Wind Systems, Inc. “In October 2009, we announced our plans to expand our forged products facility to manufacture electro-slag remelted forged products for the high performance components market of the wind power industry, which we completed in March 2010.  We have also listed our shares on the NASDAQ Global Market, further elevating our profile in the investment community.”
 
Fourth Quarter 2009 Results
 
Net revenue for the fourth quarter of 2009 increased 45.9% to $15.9 million, compared to $10.9 million for the same period in 2008. The increase was primarily due to strong sales growth of forged rolled rings for the wind power industry segment. Revenue from the sale of forged rolled rings for the wind power industry and other industries grew 111.4% to $10.5 million, or 65.9% of net revenue, for the fourth quarter of 2009, compared to $4.9 million, or 45.5% of net revenue, for the same period of the prior year. Revenue from the sale of forged rolled rings exclusively for the wind power industry rose 327.1% to $6.8 million, representing 43.0% of net revenue, compared to $1.6 million, or 14.7% of net revenues in the fourth quarter of 2008.  Revenue from the Company’s dyeing and finishing equipment segment decreased 8.2% to $4.9 million, or 30.9% of net revenues, compared to $5.3 million, or 49.0% of net revenue, for the fourth quarter of 2009 due to the impact of the global recession on China’s textile industry.
 
5


Gross profit for the fourth quarter of 2009 increased 63.2% to $4.3 million, from $2.7 million for the same period in the prior year. Gross margin was 27.3% compared to 24.4% for the same period in 2008. The dyeing and finishing equipment segment’s gross margin was 21.7%, down from 26.3% in the comparable period in 2008, resulting from higher raw materials costs and industry pricing pressure. Gross margin for forged rolled rings and electric power equipment was 25.1%, compared with 23.8% in the same period last year. The increase was attributable to cost savings resulting from the Company’s ability to manufacture its own forged products at its new forged products facility which came online in March 2009. As the Company improves its efficiency at the new facility, the Company expects the gross margins for forged products to continue to expand.
 
Operating expenses decreased 1.1% to $566,393, compared to $572,748 in the comparable period last year, primarily resulting from lower professional fees.
 
Operating income increased 80.8% to $3.7 million for the fourth quarter of 2009, from $2.1 million for the same period in the prior year.
 
Net income allocable to common shareholders was $1.1 million, compared to $1.5 million in the fourth quarter of 2008. Diluted earnings per share were $0.05 compared to $0.07 in the comparable period last year. Fourth quarter of 2009 adjusted net income excluding $1.6 million in non-cash deemed preferred stock dividends related to issuance of 2.4 million series A preferred shares and other non-cash expenses increased 86.0% to $2.7 million, or $0.11 per diluted share, from $1.5 million, or $0.07 per diluted share, a year ago. Diluted earnings per share were calculated using weighted average shares of 24,006,547 and 21,207,070 for the three months ended December 31, 2009 and December 31, 2008, respectively.
 
Fiscal Year 2009 Results

In 2009, revenue increased 26.4% to $53.5 million, as compared to $42.3 million in 2008. Gross profit increased 22.5% to $12.9 million, as compared to $10.5 million in 2008. Gross margin was 24.2%, as compared to 25.0% in 2008. Operating income increased 32.9% to $10.7 million, from $8.1 million in 2008. Net income allocable to common shareholders was $5.6 million, or $0.24 per diluted share, compared to $0.6 million, or $0.03 per diluted share, in 2008. Adjusted net income increased 35.1% to $7.8 million, or $0.34 per diluted share, from $5.8 million, or $0.27 per diluted share in 2008.  Diluted earnings per share were calculated using weighted average shares of 22,821,086 and 21,207,070 for 2009 and 2008, respectively.
 
6

 
Financial Condition

As of December 31, 2009, the Company had cash and cash equivalents of $2.3 million, accounts receivable of $6.0 million and working capital of $4.7 million. The Company had $2.0 million in short-term loans payable and stockholders’ equity of $45.3 million.

In 2009, the Company generated $9.3 million in operating cash flow and spent $12.7 million in capital expenditures, primarily for property and equipment related to the new forged products facility and ESR production line.
 
Business Outlook
 
“We completed trial production at our new ESR production line in March 2010 and anticipate delivering the first batch of ESR product towards the end of April 2010,” commented Mr. Wu. “We believe that this new product line strengthens our competitive edge among other forged components suppliers in the industry. In addition, as the trend in China’s wind power industry shifts towards producing larger 5MW offshore and near-shore wind turbines, we expect that, given our strategic positioning as a large precision forged rolled rings provider, we will be able to meet our 40,000-ton production capacity target and deliver 4,000 tons of ESR product in 2010.”
 
Conference Call
 
China Wind Systems will conduct a conference call at 9:00 a.m. Eastern Time on Wednesday, March 31, 2010 to discuss its fourth quarter and full-year 2009 results. To participate in the live conference call, please dial (877) 359-2891 approximately ten minutes prior to the start of the call and when prompted enter passcode 658 881 10; international callers dial (702) 224-9578.  A replay will be available for 14 days starting March 31 at 10:00 a.m. ET. To access the replay, dial (877) 642-1687 and enter passcode 658 881 10; international callers dial (706) 645-9291.
 
Use of Non-GAAP Financial Information

GAAP results for the three months and years ended December 31, 2009 and 2008 include the significant non-cash charges which do not relate to the operation of the business including deemed preferred dividends related to the Company’s series A preferred stock and non-cash interest charges related to the 3% convertible notes issued in November 2007 and another financing. These are non-cash events which do not affect the Company's operations. To supplement the Company’s consolidated financial statements presented on a GAAP basis, the Company has provided non-GAAP financial information excluding the impact of these items in this release, which are non-GAAP net income and non-GAAP diluted earnings per share. The Company’s management believes that these non-GAAP measures provide investors with a better understanding of how the results relate to the Company’s historical performance. The additional adjusted information is not meant to be considered in isolation or as a substitute for GAAP financials. The adjusted financial information that the Company provides also may differ from the adjusted information provided by other companies. Management believes that these adjusted financial measures are useful to investors because they exclude non-cash expenses that management excludes when it internally evaluates the performance of the Company's business and makes operating decisions, including internal budgeting, and performance measurement, as these measures provide a consistent method of comparison to historical periods. As a result, the provision of these adjusted measures allows investors to evaluate the Company's performance using the same methodology and information as that used by the Company's management. Moreover, management believes that these adjusted measures reflect the essential operating activities of the Company. Adjusted 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 adjusted financial measure. However, the Company's management compensates for these limitations by providing the relevant disclosure of the items excluded. A reconciliation of each adjusted measure to the nearest GAAP measure appears in the table at the end of this release.
 
7

 
About China Wind Systems, Inc.

China Wind Systems supplies forged rolled rings to the wind power and other industries and industrial equipment to the textile industry in China. With its newly finished state-of-the-art production facility, the Company has increased its production and shipment of high-precision rolled rings and other essential components primarily to the wind power and other industries. For more information on the Company, visit http://www.chinawindsystems.com. Information on the Company’s Web site or any other Web site does not constitute a portion of this release.
 
Safe Harbor Statement
 
This release contains certain "forward-looking statements" relating to the business of the Company and its subsidiary and affiliated companies. These forward looking statements are often identified by the use of forward-looking terminology such as "believes,” “expects" or similar expressions. Such forward looking statements involve known and unknown risks and uncertainties that may cause actual results to be materially different from those described herein as anticipated, believed, estimated or expected. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on its website (www.sec.gov). All forward-looking statements attributable to the Company or to persons acting on its behalf are expressly qualified in their entirety by these factors other than as required under the securities laws. The Company does not assume a duty to update these forward-looking statements.



-Financial Tables Follow-

8

 
CHINA WIND SYSTEMS, INC. AND SUBSIDIARIES
RECONCILIATION OF ADJUSTED NET INCOME ALLOCABLE TO COMMON SHAREHOLDERS AND DILUTED EPS
 
   
Three months Ended December 31,
 
   
2009
         
2008
       
   
Net income allocable to common shareholders
   
Diluted EPS
   
Net income allocable to common shareholders
   
Diluted EPS
 
Amount per consolidated statement of operations
  $ 1,124,063     $ 0.05     $ 1,460,078     $ 0.07  
Adjustments
                               
Deemed dividend to preferred stockholders
  $ 1,560,000     $ 0.06     $ -     $ -  
Non-cash interest from amortization of debt discount
  $ 32,000     $ -     $ -     $ -  
Amortization of debt issuance costs
  $ -     $ -     $ -     $ -  
Noncash interest from debt conversion
  $ 6,783     $ -     $ -     $ -  
Adjusted amount
  $ 2,716,063     $ 0.11     $ 1,460,078     $ 0.07  
 
Weighted average diluted shares, 24,006,547 for three months ended December 31,2009 and 21,207,070 for three months ended December 31, 2008
 
   
Twelve months Ended December 31,
 
   
2009
           
2008
         
   
Net income allocable to common shareholders
   
Diluted EPS
   
Net income allocable to common shareholders
   
Diluted EPS
 
Amount per consolidated statement of operations
  $ 5,587,173     $ 0.24     $ 598,201       0.03  
Adjustments
                               
Deemed dividend to preferred stockholders
  $ 2,022,000     $ 0.09     $ 2,884,062       0.14  
Non-cash interest from amortization of debt discount
  $ 47,992     $ -     $ 2,263,661       0.11  
Amortization of debt issuance costs
  $ -     $ -     $ 21,429       -  
Noncash interest from debt conversion
  $ 135,272     $ 0.01     $ -       -  
Adjusted amount
  $ 7,792,437     $ 0.34     $ 5,767,353       0.27  
 
Weighted average diluted shares, 22,821,086 for twelve months ended December 31,2009 and 21,207,070 for twelve months ended December 31, 2008
 
9

 
 
CHINA WIND SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
 
   
For the Three Months Ended
December 31,
   
For the Years Ended
December 31,
 
   
2009
   
2008
   
2009
   
2008
 
                         
NET REVENUES
  $ 15,880,399     $ 10,885,299     $ 53,457,566     $ 42,285,485  
                                 
COST OF SALES
    11,550,270       8,231,321       40,536,636       31,740,041  
                                 
GROSS PROFIT
    4,330,129       2,653,978       12,920,930       10,545,444  
                                 
OPERATING EXPENSES:                                
Depreciation
    82,996       77,643       326,972       305,832  
Selling, general and administrative
    483,397       495,105       1,880,455       2,176,282  
                                 
Total Operating Expenses
    566,393       572,748       2,207,427       2,482,114  
                                 
INCOME FROM OPERATIONS
    3,763,736       2,081,230       10,713,503       8,063,330  
                                 
OTHER INCOME (EXPENSE):                                
Interest income
    1,869       1,850       2,727       13,569  
Interest expense
    (57,227 )     (25,985 )     (311,127 )     (2,324,859 )
Foreign currency loss
    (5,931 )     (13,400 )     (9,337 )     (13,400 )
Grant income
    35       -       146,180       -  
Debt issuance costs
    -       -       (14,000 )     (21,429 )
                                 
Total Other Income (Expense)
    (61,254 )     (37,535 )     (185,557 )     (2,346,119 )
                                 
INCOME BEFORE INCOME TAXES
    3,702,482       2,043,695       10,527,946       5,717,211  
                                 
INCOME TAXES
    1,018,419       583,617       2,918,773       2,234,948  
                                 
NET INCOME
    2,684,063       1,460,078       7,609,173       3,482,263  
                                 
DEEMED PREFERRED STOCK DIVIDEND
    (1,560,000 )     -       (2,022,000 )     (2,884,062 )
                                 
NET INCOME ALLOCABLE TO COMMON
SHAREHOLDERS
  $ 1,124,063     $ 1,460,078     $ 5,587,173     $ 598,201  
                                 
COMPREHENSIVE INCOME:
NET INCOME
  $ 2,684,063     $ 1,460,078     $ 7,609,173     $ 3,482,263  
                                 
OTHER COMPREHENSIVE INCOME:
                               
Unrealized foreign currency translation gain
    3,126       9,391       87,455       1,688,944  
                                 
COMPREHENSIVE INCOME
  $ 2,687,189     $ 1,469,469     $ 7,696,628     $ 5,171,207  
                                 
NET INCOME PER COMMON SHARE:                                
Basic
  $ 0.07     $ 0.11     $ 0.37     $ 0.04  
Diluted
  $ 0.05     $ 0.07     $ 0.24     $ 0.03  
                                 
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:                                
Basic
    15,514,682       13,333,496       15,236,023       13,333,496  
Diluted
    24,006,547       21,207,070       22,821,086       21,207,070  
 
 
10

 
 
CHINA WIND SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
 
   
December 31,
 
   
2009
   
2008
 
             
ASSETS
           
CURRENT ASSETS:
           
    Cash and cash equivalents
  $ 2,278,638     $ 328,614  
    Notes receivable
    329,492       269,549  
    Accounts receivable, net of allowance for doubtful accounts
    6,046,422       4,518,259  
    Inventories, net of reserve for obsolete inventory
    2,232,264       1,892,090  
    Advances to suppliers
    450,507       117,795  
    Due from related party
    -       437,688  
    Prepaid VAT on purchases
    378,543       -  
    Prepaid expenses and other
    213,835       21,744  
                 
        Total Current Assets
    11,929,701       7,585,739  
                 
PROPERTY AND EQUIPMENT - net
    36,863,501       25,939,596  
                 
OTHER ASSETS:
               
   Land use rights, net
    3,729,427       3,806,422  
                 
        Total Assets
  $ 52,522,629     $ 37,331,757  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
               
                 
CURRENT LIABILITIES:
               
    Loans payable
  $ 2,040,111     $ 1,021,272  
    Accounts payable
    3,404,521       2,485,137  
    Accrued expenses
    556,662       187,605  
    VAT and service taxes payable
    25,284       97,341  
    Advances from customers
    143,261       45,748  
    Income taxes payable
    1,018,514       569,371  
                 
        Total Current Liabilities
    7,188,353       4,406,474  
                 
STOCKHOLDERS' EQUITY:
               
    Preferred stock $0.001 par value;
               
       (December 31, 2009 and 2008 - 60,000,000 shares authorized, all of which
               
       were designated as series A convertible preferred, 15,419,088 and 14,028,189 shares
               
      issued and outstanding at December 31, 2009 and 2008, respectively)
    15,419       14,028  
    Common stock ($0.001 par value; 150,000,000 shares authorized;
               
       16,402,204 and 14,965,182 shares issued and outstanding
               
       at December 31, 2009 and 2008, respectively)
    16,402       14,965  
    Additional paid-in capital
    22,332,756       15,601,219  
    Retained earnings
    18,595,037       13,639,641  
    Statutory reserve
    1,252,980       621,203  
    Other comprehensive gain - cumulative foreign currency translation adjustment
    3,121,682       3,034,227  
                 
        Total Stockholders' Equity
    45,334,276       32,925,283  
                 
        Total Liabilities and Stockholders' Equity
  $ 52,522,629     $ 37,331,757  

See notes to consolidated financial statements
 
 
11

 
 
CHINA WIND SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
   
For the Years Ended
 
   
December 31,
 
   
2009
   
2008
 
             
CASH FLOWS FROM OPERATING ACTIVITIES:
           
Net income
  $ 7,609,173     $ 3,482,263  
Adjustments to reconcile net income from operations to net cash
               
provided by operating activities:
               
Depreciation
    1,808,899       648,952  
Amortization of debt discount to interest expense
    47,992       2,263,661  
Interest expense related to debt conversion
    135,272       -  
Amortization of debt offering costs
    -       21,429  
Amortization of land use rights
    86,413       84,906  
Increase (decrease) in allowance for doubtful accounts
    (118,872 )     203,414  
Increase in inventory reserve
    81,222       -  
Stock-based compensation expense
    188,483       113,420  
Changes in assets and liabilities:
               
Notes receivable
    (59,241 )     (265,366 )
Accounts receivable
    (1,397,241 )     (2,384,061 )
Inventories
    (416,511 )     164,596  
Prepaid VAT on purchases
    (378,339 )     -  
Prepaid and other current assets
    (159,587 )     338,063  
Advances to suppliers
    (332,241 )     869,784  
Due from related party
    438,540       (430,894 )
Accounts payable
    912,852       490,230  
Accrued expenses
    376,435       (894 )
VAT and service taxes payable
    (72,260 )     (360,984 )
Income taxes payable
    447,487       26,434  
Advances from customers
    97,347       (36,229 )
                 
NET CASH PROVIDED BY OPERATING ACTIVITIES
    9,295,823       5,228,724  
                 
CASH FLOWS FROM INVESTING ACTIVITIES:
               
Decrease in due from related parties
    -       145,534  
Proceeds from sale of cost-method investee
    -       35,908  
Deposit on long-term assets - related party
    -       (89,721 )
Purchase of property and equipment
    (12,662,466 )     (13,813,297 )
                 
NET CASH USED IN INVESTING ACTIVITIES
    (12,662,466 )     (13,721,576 )
                 
CASH FLOWS FROM FINANCING ACTIVITIES:
               
Proceeds from loans payable
    1,207,080       143,632  
Proceeds from exercise of warrants
    615,945       2,187,566  
Proceeds from sale of common stock
            1,393,883  
Proceeds from sale of preferred stock, net
    3,493,000       -  
Payments on related party advances
    -       (102,979 )
                 
NET CASH PROVIDED BY FINANCING ACTIVITIES
    5,316,025       3,622,102  
                 
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS
    642       173,930  
                 
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
    1,950,024       (4,696,820 )
                 
CASH AND CASH EQUILAVENTS - beginning of year
    328,614       5,025,434  
                 
CASH AND CASH EQUIVALENTS - end of year
  $ 2,278,638     $ 328,614  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
               
Cash paid for:
               
Interest
  $ 125,430     $ 75,159  
Income taxes
  $ 2,485,941     $ 2,208,514  
                 
NON-CASH INVESTING AND FINANCING ACTIVITIES:
               
Debt discount for grant of warrants
  $ 92,985     $ -  
Deemed preferred stock dividend reflected in paid-in capital
  $ 2,022,000     $ 2,884,062  
Reclassification of long-term deposit-related party to distribution
  $ -     $ 2,717,099  
Common stock issued for prior and future service
  $ 40,500     $ -  
Convertible debt converted to series A preferred stock
  $ -     $ 5,525,000  
Deposit on long-term assets-related party reclassified to intangible assets
  $ -     $ 3,304,219  
Deposit on long-term assets-related party reclassified to property and equipment
  $ -     $ 5,516,895  
Series A preferred converted to common shares
  $ 2,109     $ 759  
Common stock issued for debt and interest
  $ 146,180     $ -  
 
 
 

 
 
CHINA WIND SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(cont)
 
   
For the Years Ended
 
   
December 31,
       
   
2009
   
2008
 
NON-CASH INVESTING AND FINANCING ACTIVITIES:
           
Debt discount for grant of warrants
  $ 92,985     $ -  
Deemed preferred stock dividend reflected in paid-in capital
  $ 2,022,000     $ 2,884,062  
Reclassification of long-term deposit-related party to distribution
  $ -     $ 2,717,099  
Common stock issued for prior and future service
  $ 40,500     $ -  
Convertible debt converted to series A preferred stock
  $ -     $ 5,525,000  
Deposit on long-term assets-related party reclassified to intangible assets
  $ -     $ 3,304,219  
Deposit on long-term assets-related party reclassified to property and equipment
  $ -     $ 5,516,895  
Series A preferred converted to common shares
  $ 2,109     $ 759  
Common stock issued for debt and interest
  $ 146,180     $ -  
 
See notes to consolidated financial statements.

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