Florida
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65-0420146
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Large accelerated filer
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o
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Accelerated filer
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o
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Non-accelerated filer
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o
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Smaller reporting company
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x
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Item 6.
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Exhibits.
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31.1
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Certification of Chief Executive Officer pursuant to Section 302 of the SOX of 2002
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31.2
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Certification of Chief Financial Officer pursuant to Section 302 of the SOX of 2002
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32.1
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Certificate of Chief Executive Officer pursuant to 18 U.S.C.ss.1350
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32.2
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Certificate of Chief Financial Officer pursuant to 18 U.S.C.ss.1350
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101.INS*
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XBRL Instance Document
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101.SCH*
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XBRL Taxonomy Extension Schema Document
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101.CAL*
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XBRL Taxonomy Extension Calculation Linkbase Document
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101.DEF*
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XBRL Taxonomy Extension Definition Linkbase Document
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101.LAB*
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XBRL Taxonomy Extension Label Linkbase Document
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101.PRE*
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XBRL Taxonomy Extension Presentation Linkbase Document
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August 27, 2012
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EVER-GLORY INTERNATIONAL GROUP, INC.
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By:
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/s/ Edward Yihua Kang
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Edward Yihua Kang
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Chief Executive Officer
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(Principal Executive Officer)
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By:
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/s/ Jiansong Wang
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Jiansong Wang
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Chief Financial Officer
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(Principal Financial and Accounting Officer)
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1.
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I have reviewed this quarterly report on Form 10-Q for the period ending June 30, 2012 of Ever-Glory International Group, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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c.
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5.
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a.
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b.
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Date: August 27, 2012
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/s/ Edward Yihua Kang
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Edward Yihua Kang
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Chief Executive Officer
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(Principal Executive Officer)
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1.
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I have reviewed this quarterly report on Form 10-Q for the period ending June 30, 2012 of Ever-Glory International Group, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a.
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b.
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c.
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d.
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Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an quarterly report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5.
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The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
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a.
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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b.
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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Date: August 27, 2012
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/s/ Jiansong Wang
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Jiansong Wang
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Chief Finance Officer
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(Principal Financial Officer)
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1.
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The Quarterly report on Form 10-Q of the Company for the quarter ended June 30, 2012 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (U.S.C. 78m or 78o(d)); and
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2.
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Date: August 27, 2012
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/s/ Edward Yihua Kang
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Edward Yihua Kang
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Chief Executive Officer
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(Principal Executive Officer)
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1.
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The Quarterly report on Form 10-Q of the Company for the quarter ended June 30, 2012 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (U.S.C. 78m or 78o(d)); and
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2.
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Date: August 27, 2012
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/s/ Jiansong Wang
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Jiansong Wang
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Chief Finance Officer
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(Principal Financial Officer)
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Bank Loans (Details Textual)
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3 Months Ended | 6 Months Ended | 6 Months Ended | 6 Months Ended | 6 Months Ended | 1 Months Ended | 6 Months Ended | 1 Months Ended | 6 Months Ended | ||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2012
USD ($)
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Jun. 30, 2011
USD ($)
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Jun. 30, 2012
USD ($)
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Jun. 30, 2011
USD ($)
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Aug. 02, 2010
Nanjing Bank [Member]
Goldenway [Member]
USD ($)
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Aug. 02, 2010
Nanjing Bank [Member]
Goldenway [Member]
CNY
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Jun. 30, 2012
Nanjing Bank [Member]
Ever-Glory Apparel [Member]
USD ($)
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Mar. 11, 2010
Nanjing Bank [Member]
Ever-Glory Apparel [Member]
USD ($)
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Mar. 11, 2010
Nanjing Bank [Member]
Ever-Glory Apparel [Member]
CNY
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Jun. 30, 2012
Nanjing Bank [Member]
Ever-Glory Apparel [Member]
Minimum [Member]
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Jun. 30, 2012
Nanjing Bank [Member]
Ever-Glory Apparel [Member]
Maximum [Member]
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Jun. 30, 2012
Nanjing Bank [Member]
La Go Go [Member]
USD ($)
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Jun. 30, 2012
Nanjing Bank [Member]
La Go Go [Member]
CNY
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Jun. 30, 2012
Shanghai Pudong Development Bank [Member]
Goldenway [Member]
USD ($)
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Jun. 30, 2012
Shanghai Pudong Development Bank [Member]
Goldenway [Member]
CNY
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Jan. 04, 2011
Shanghai Pudong Development Bank [Member]
Goldenway [Member]
USD ($)
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Jan. 04, 2011
Shanghai Pudong Development Bank [Member]
Goldenway [Member]
CNY
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Jun. 30, 2012
Bank Of Communications [Member]
Ever-Glory Apparel [Member]
USD ($)
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Jun. 30, 2012
Bank Of Communications [Member]
La Go Go [Member]
USD ($)
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Jun. 30, 2012
Bank Of Communications [Member]
La Go Go [Member]
CNY
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Jul. 31, 2012
Bank Of China [Member]
Ever-Glory Apparel [Member]
USD ($)
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Jun. 30, 2012
Bank Of China [Member]
Ever-Glory Apparel [Member]
USD ($)
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Jun. 30, 2012
Bank Of China [Member]
Ever-Glory Apparel [Member]
Minimum [Member]
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Jun. 30, 2012
Bank Of China [Member]
Ever-Glory Apparel [Member]
Maximum [Member]
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Jul. 31, 2012
Hong Kong and Shanghai Bank [Member]
Ever-Glory Apparel [Member]
USD ($)
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Jun. 30, 2012
Hong Kong and Shanghai Bank [Member]
Ever-Glory Apparel [Member]
USD ($)
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Jun. 30, 2012
Hong Kong and Shanghai Bank [Member]
Ever-Glory Apparel [Member]
Minimum [Member]
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Jun. 30, 2012
Hong Kong and Shanghai Bank [Member]
Ever-Glory Apparel [Member]
Maximum [Member]
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Jul. 29, 2011
Hong Kong and Shanghai Bank [Member]
Ever-Glory Apparel and Perfect Dream [Member]
USD ($)
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Bank Loans (Textual) | |||||||||||||||||||||||||||||
Term of revolving line of credit agreement | 2 years | 2 years | 1 year | 1 year | 1 year | 1 year | |||||||||||||||||||||||
Revolving line of credit agreement, maximum borrowing capacity | $ 7,910,000 | 50,000,000 | $ 7,910,000 | 50,000,000 | $ 6,330,000 | 40,000,000 | $ 7,000,000 | ||||||||||||||||||||||
Revolving line of credit agreement, amount borrowed | 2,370,000 | 1,580,000 | 10,000,000 | 6,330,000 | 40,000,000 | 5,060,000 | 790,000 | 5,000,000 | 1,900,000 | 1,220,000 | |||||||||||||||||||
The effective interest rate during the period | 6.73% | 6.89% | 6.29% | 6.29% | 7.55% | 7.55% | 7.08% | 6.37% | 6.37% | 5.90% | 6.10% | 5.85% | 7.02% | ||||||||||||||||
Revolving line of credit agreement, additional borrowings | 1,640,000 | 1,580,000 | |||||||||||||||||||||||||||
Line of credit interest rate on additional borrowing | 4.40% | 4.90% | 5.27% | ||||||||||||||||||||||||||
Revolving line of credit agreement, collateral amount | 2,200,000 | 1,980,000 | 2,600,000 | 1,630,000 | |||||||||||||||||||||||||
Revolving line of credit agreement, unused capacity | 3,900,000 | 5,780,000 | |||||||||||||||||||||||||||
Revolving line of credit agreement, repaid amount | 230,000 | 980,000 | 270,000 | ||||||||||||||||||||||||||
Additional Bank Loans (Textual) | |||||||||||||||||||||||||||||
Interest Paid | $ 458,703 | $ 258,924 | $ 1,004,744 | $ 520,195 |
Related Party Transactions (Details Textual)
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3 Months Ended | 6 Months Ended | ||||
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Jun. 30, 2012
USD ($)
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Jun. 30, 2011
USD ($)
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Jun. 30, 2012
USD ($)
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Jun. 30, 2011
USD ($)
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Jun. 30, 2011
CNY
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Dec. 31, 2009
USD ($)
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Related Party Transactions (Textual) | ||||||
Transaction cost related to sale and repurchase of raw material | $ 1,100,000 | 7,500,000 | ||||
Purchase of raw materials from Related Party | 79,413 | 948,146 | 714,022 | 1,059,091 | ||
Sub-contracts with related parties | 2,597,793 | 2,458,327 | 5,423,363 | 3,998,745 | ||
Service fee in percentage of export sales manufactured overseas | 3.00% | |||||
Service fee in percentage of export sales manufactured in China | 1.00% | |||||
Related party, account settlement period, minimum | 60 days | |||||
Related party, account settlement period, maximum | 90 days | |||||
Interest charged on net amounts due | 0.50% | |||||
Interest income, Related Party | 290,559 | 120,379 | 563,295 | 139,495 | ||
Percentage of receivables settled during period | 20.80% | |||||
Loan from related party | $ 1,000,000 | |||||
Loan from Related Party, Interest rate | 6.00% |
Bank Loans
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6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2012
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Loans Payable [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Bank Loans | NOTE 4 BANK LOANS
Bank loans represent amounts due to various banks and are generally due on demand or within one year. These loans can be renewed with the banks. Bank loans consisted of the following at June 30, 2012 and December 31, 2011:
On August 2, 2010, Goldenway entered into a two-year revolving line of credit agreement with Nanjing Bank, which allows the Company to borrow up to approximately $7.91 million (RMB50 million). These loans are guaranteed by Jiangsu Ever-Glory International Group Corp. (“Jiangsu Ever-Glory”), an entity controlled by Mr. Kang, the Company’s Chairman and Chief Executive Officer. These loans are also collateralized by the Company’s property and equipment. As of June 30, 2012, no amounts were outstanding under this agreement.
On March 11, 2010, Ever-Glory Apparel entered into an one-year line of credit agreement for approximately $7.91 million (RMB50 million) with Nanjing Bank. The agreement has been extended until April 6, 2013. As of June 30, 2012, Ever-Glory Apparel had borrowed $2.37 million from Nanjing Bank with an annual interest rate from 6.73% to 6.89% due on various dates from November 2012 to May 2013. The loan is guaranteed by Jiangsu Ever-Glory and the Company's chairman and CEO, Mr. Kang. In addition, Ever-Glory Apparel had borrowed $1.64 million from Nanjing Bank with an annual interest rate from 4.4% to 4.9% due on various dates from August 2012 to September 2012, and collateralized by approximately $2.2 million of accounts receivable from wholesale customers. These bank loans are to be repaid upon receipt of payments from customers. At June 30, 2012, approximately $3.9 million was unused and available.
As of June 30, 2012, LA GO GO had borrowed $1.58 million (RMB10.0 million) from Nanjing Bank with an annual interest rate of 6.29% and due on various dates from April 2013 to May 2013. This loan is guaranteed by Jiangsu Ever-Glory and Mr. Kang.
On January 4, 2011, Goldenway entered into a new one-year line of credit agreement for approximately $6.33 million (RMB40 million) with Shanghai Pudong Development Bank. As of June 30, 2012, Goldenway had borrowed the maximum amount available under the line of $6.33 million (RMB40 million), with an annual interest rate of 7.55%. These loans are collateralized by certain properties and land use rights of Goldenway, and are due in November 2012.
As of June 30, 2012, Ever-Glory Apparel had borrowed $5.06 million from the Bank of Communications with an annual interest rate of 7.08%, and due in February 2013. The loan is guaranteed by Jiangsu Ever-Glory and the Company's chairman and CEO, Mr. Kang. In addition, Ever-Glory Apparel had borrowed $1.58 million from the Bank of Communications with annual interest rate of 5.27%, due on various dates from July 2012 to September 2012, guaranteed by Jiangsu Ever-Glory and Mr. Kang, and collateralized by approximately $1.98 million of accounts receivable from wholesale customers. Approximately $0.23 million was repaid in July 2012.
As of June 30, 2012, LA GO GO had borrowed $0.79 million (RMB5.0 million) from the Bank of Communications with an annual interest rate of 6.37% and due in June 2013. This loan is guaranteed by Jiangsu Ever-Glory and Mr. Kang.
As of June 30, 2012, Ever-Glory Apparel had borrowed $1.90 million from the Bank of China with an annual interest rate rom 5.9% to 6.1% due on various dates from July 2012 to August 2012. The loan is guaranteed by Goldenway, and collateralized by approximately $2.6 million of accounts receivable from wholesale customers. Approximately $0.98 million was repaid in July 2012.
On July 29, 2011, Ever-Glory Apparel and Perfect Dream collectively entered into a secured banking facility agreement for a combined revolving import facility, letter of credit, invoice financing facilities and a credit line for treasury products of up to $7.0 million with the Nanjing Branch of HSBC (China) Company Limited (“HSBC”). This agreement is guaranteed by the Company and Mr. Kang. As of June 30, 2012, Ever-Glory Apparel had borrowed $1.22 million from HSBC with an annual interest rate from 5.85% to 7.02% due on various dates from July 2012 to September 2012, and collateralized by approximately $1.63 million of accounts receivable from wholesale customers. These bank loans are to be repaid upon receipt of payments from customers. At June 30, 2012, approximately $5.78 million was unused and available. Approximately $0.27 million was repaid in July 2012.
Total interest expense on bank loans amounted to $458,703, $1,004,744, $258,924 and $521,175 for the three and six months ended June 30, 2012 and 2011, respectively. |