-----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, TJFY37C+KBXhzpYONRlKpV34wwr/iT8Py3wBkEF7wdewKvyt+F2XpCoRvh8k5AW3 SnltTcixvDhspjRxRd2FaA== 0001213900-08-002650.txt : 20081231 0001213900-08-002650.hdr.sgml : 20081231 20081231124501 ACCESSION NUMBER: 0001213900-08-002650 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081230 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20081231 DATE AS OF CHANGE: 20081231 FILER: COMPANY DATA: COMPANY CONFORMED NAME: China Wind Systems, Inc CENTRAL INDEX KEY: 0000819926 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY (NO METALWORKING MACHINERY) [3550] IRS NUMBER: 752233445 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-16335 FILM NUMBER: 081278262 BUSINESS ADDRESS: STREET 1: NO. 9 YANYU MIDDLE ROAD QIANZHOU VILLAGE STREET 2: HUISHAN DISTRICT, WUXI CITY CITY: JIANGSU PROVINCE, STATE: F4 ZIP: 00000 BUSINESS PHONE: (86) 51083397559 MAIL ADDRESS: STREET 1: NO. 9 YANYU MIDDLE ROAD QIANZHOU VILLAGE STREET 2: HUISHAN DISTRICT, WUXI CITY CITY: JIANGSU PROVINCE, STATE: F4 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: MALEX INC DATE OF NAME CHANGE: 19920703 8-K 1 f8k123008_chinawind.htm FORM 8-K f8k123008_chinawind.htm
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):   December 30, 2008
 

CHINA WIND SYSTEMS, INC.
[Missing Graphic Reference]

(Exact name of registrant as specified in Charter)
 
Delaware
 
33-16335
 
74-2235008
(State or other jurisdiction of
incorporation or organization)
 
(Commission File No.)
 
(IRS Employee Identification No.)
 
No. 9 Yanyu Middle Road
Qianzhou Village, Huishan District, Wuxi City
Jiangsu Province, People’s Republic of China

 (Address of Principal Executive Offices)
 

(86) 510-8338-6339
 (Registrant’s Telephone number)
 
Copies to:
Asher S. Levitsky PC
Sichenzia Ross Friedman Ference LLP
61 Broadway, 32nd Floor
New York, New York 10006
Phone: (212) 981-6767
Fax: (212) 930 – 9725
E-mail: alevitsky@srff.com

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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 

 
 

 
Item 7.01.                      Regulation FD Disclosure.


On December 30, 2008, China Wind Systems, Inc., a Delaware corporation (the “Company”), announced the commencement of equipment test runs at its new Wuxi City facility and provided updated earnings guidance for the fiscal year ended December 31, 2008.   A copy of the press release is being filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference in its entirety.
 
In accordance with General Instruction B.2 of Form 8-K, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.
 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 
99.1
Press release dated December 30, 2008.


 
 

 

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: December 31, 2008
China Wind Systems, Inc.
   
   
By:  
/s/ Leo Wang
 
Leo Wang
 
Chief Financial Officer

 
EX-99.1 2 f8k123008ex99i_chinawind.htm PRESS RELEASE f8k123008ex99i_chinawind.htm
Exhibit 99.1

Company Contact:
Investor Relations Contact:
Mr. Leo Wang
Mr. Crocker Coulson
Chief Financial Officer
President
China Wind Systems, Inc.
CCG Investor Relations
Tel: +1-917-455-7735
Tel: +1-646-213-1915 (NY Office)
E-mail: leo.wang@chinawindsystems.com
E-mail: crocker.coulson@ccgir.com
   
Website:  www.chinawindsystems.com 
Website: www.ccgir.com


 
FOR IMMEDIATE RELEASE
 
China Wind Systems, Inc. Begins Equipment Test Run at New
Facility, Updates Business Outlook

Wuxi, Jiangsu Province, China December 30, 2008 – China Wind Systems, Inc. (OTC Bulletin Board: CWSI.OB) (“China Wind Systems” or the “Company”), which supplies forged rolled rings to the wind power and other industries and industrial equipment to the textile and energy industries in China, today announced that the Company is currently undergoing equipment test runs at its new facility in Wuxi City and is scheduled to commence production of forged wind-power products in January 2009.

The Company expects to begin producing product prototypes in January pursuant to preliminary agreements signed with several wind-power customers in September 2008. Upon satisfactory inspection of the prototypes – expected in January 2009 - - China Wind Systems expects to sign purchase agreements and begin shipping orders immediately.  The Company will produce forged rolled rings of up to 6.3 meters in diameter for use in wind turbine units with up to 5 megawatts (MW) capacity, as well as gear rims, flanges and shafts used in 1-3 MW wind turbine units, whereas prior to production at this facility wind-power products were limited to forged rolled rings up to three meters in diameter for use in 1-3 MW wind turbine units.

Due to the delayed start of production at the new facility, which was previously expected to begin in November 2008, the Company has revised its guidance for full year 2008.  China Wind Systems now expects net revenue for the year ended December 31, 2008 in the range of $41 million to $42 million, compared to the previously announced guidance of $45 million in net revenue. The revised guidance also reflects a slight decrease in sales of industrial equipment to the textile industry. Net income for 2008 is estimated to be in the range of $5.0 million to $5.5 million, compared to previously announced guidance of $7.0 million in net income. Both the current and previous net income guidance exclude the impact of a $2.9 million non-cash preferred dividend and non-cash debt financing costs of $2.3 million recorded in the first quarter of 2008.
 
 
 
 

 
 

 
Total designed annual production capacity at the new facility is 40,000 tons of forged products. In 2009, the Company expects to produce more than 20,000 tons of forged products, with selling prices in the range of $1,700-$2,000 per ton.  Gross margin for forged products manufactured at the new facility is expected to be in the range of 28%-34% compared to 21%-22% for forged products sold in 2008. The expected improvement in gross margin for forged products is due to the elimination of outsourcing costs, as the entire forging process can now be performed in-house at the new facility.

“We are pleased to announce that we expect our new facility to be up and running in January, and we look forward to shipping products to our new and existing wind-power customers during the first quarter of 2009,” said Mr. Jianhua Wu, chairman and CEO of China Wind Systems. “Once the facility commences production we will begin supplying a broader range of forged wind-power products, and with several agreements in place and more contracts in the pipeline we are confident that our wind-power business will contribute significantly to revenue in 2009,” concluded Mr. Wu.

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 and energy industries in China. With its newly finished state-of-the-art production facility, the Company is expected soon to significantly increase its 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 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 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.

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