WEB NEWS Acquisition Activity
Item 1.01 Entry into a Material Definitive Agreement.
After the acquisition, AJ Greentech will aim to install SkyEye:DMS systems in each of its security convoy vehicles. SkyEye’s hardware function is to collect the driver’s driving status and record driving videos and then upload the necessary data to a cloud-based server. With the SkyEye, the hardware can used to watch over the safety of the car and the driver, to successfully improve both mobility and safety on the road. This expansion will allow Proguard Security to further propagate its name as well as offer its security services to bureaucratic and governmental establishments.
Comments & Business Outlook
AJ Greentech Holdings Ltd.
Consolidated Statements of Operations and Comprehensive Income
(Unaudited)
The three months ended September 30, 2015 The three months ended September 30, 2014 The nine months ended September 30, 2015 The nine months ended September 30, 2014
NET REVENUES 539,306 500,862 2,454,064 1,166,074
COST OF REVENUES 449,869 461,376 2,046,982 1,018,055
GROSS PROFIT 89,437 39,486 407,082 148,019
OPERATING EXPENSES:
Selling and general and administrative expenses 481,806 18,786 558,201 63,644
Total operating expenses 481,806 18,786 558,201 63,644
Income from interest 143 — 199 —
Interest Expense 3,900 3,484 29,049 24,997
Other Income (expenses) (118,994 ) — (119,188 ) —
INCOME (LOSS) BEFORE INCOME TAXES (515,120 ) 17,216 (299,157 ) 59,378
INCOME TAX PROVISION (10,935 ) — 25,779 —
NET INCOME (LOSS) (504,185 ) 17,216 (324,936 ) 59,378
OTHER COMPREHENSIVE INCOME:
Foreign currency translation gain (loss) (51,449 ) (5,486 ) (31,466 ) 208,064
COMPREHENSIVE INCOME (555,634 ) 11,730 (356,402 ) 267,442
NET INCOME (LOSS) PER COMMON SHARE - BASIC AND DILUTED:
Net loss per common share - basic and diluted 0.00 0.00 0.00 0.00
Weighted Average Common Shares Outstanding - basic and diluted 292,060,148 233,760,148 283,522,105 233,760,148
Management Discussion and Analysis
For the three and nine months ended September 30, 2015, we derived our revenues of $539,306 and $2,454,064 compared to $500,862 and $1,166,074 for the three and nine months ended September 30, 2014, representing an increase of $38,444 and 1,287,990. Our sales came from the electronic products and general cargo trading and related consulting service to our customers operated by the Taiwan subsidiary. The Company experienced major increase in revenues due to the corporate business development. During the three and nine months ended September 30, 2014, we have only 3 mainly customers and we then continued to develop our trading market and increased our mainly customers to 8 during the period of 2015.
Selling, general and administrative expenses consist of provision for doubtful debts, primarily of payroll, local taxes, investor relation expenses and professional fees. Selling, general and administrative expenses for the three and nine months ended September 30, 2015 were $481,806 and $558,201, comparing to $18,786 and $63,644 for the last period, representing an increase $463,020 and $494,557. The operating expense increased according to the sales increase.
Our business operates primarily in Taiwanese Dollars (“TWD”), but we report our results in our SEC filings in U.S. Dollars. The conversion of our accounts from TWD to Dollars results in translation adjustments. While our net income is added to the retained earnings on our balance sheets; the translation adjustments are added to a line item on our balance sheets labeled “accumulated other comprehensive income,” since it is more reflective of changes in the relative values of U.S. and Taiwanese currencies than of the success of our business. During the nine months ended September 30, 2015, the effect of converting our financial results to U.S. Dollars was to decrease $31,466 to our accumulated other comprehensive income.
Comments & Business Outlook
AJ Greentech Holdings Ltd.
Consolidated Statements of Operations and Comprehensive Income
(Unaudited)
The three
The three
The six
The six
NET REVENUES
886,942
395,781
1,914,758
665,212
COST OF REVENUES
738,322
323,507
1,597,113
556,679
GROSS PROFIT
148,620
72,274
317,645
108,533
OPERATING EXPENSES:
Selling and general and administrative expenses
39,589
26,442
76,395
44,858
Total operating expenses
39,589
26,442
76,395
44,858
Income from interest
56
—
56
—
Interest Expense
15,456
18,651
25,149
21,513
Other Income (expenses)
(99
)
—
(194
)
—
INCOME (LOSS) BEFORE INCOME TAXES
93,532
27,181
215,963
42,162
INCOME TAX PROVISION
15,901
—
36,714
0
NET INCOME (LOSS)
77,631
27,181
179,249
42,162
OTHER COMPREHENSIVE INCOME:
Foreign currency translation gain (loss)
6,185
163,800
19,983
213,550
COMPREHENSIVE INCOME
83,816
190,981
199,232
255,712
NET INCOME (LOSS) PER COMMON SHARE - BASIC AND DILUTED:
Net loss per common share - basic and diluted
0.00
0.00
0.00
0.00
Weighted Average Common Shares Outstanding - basic and diluted
233,760,148
233,760,148
233,760,148
233,760,148
Management Discussion and Analysis
For the three and six months ended June 30, 2015, we derived our revenues of $886,942 and $1,914,758 compared to $395,781 and $665,212 for the three and six months ended June 30, 2014, representing an increase of $491,161 and 1,249,546. Our sales came from the electronic products and general cargo trading and related consulting service to our customers operated by the Taiwan subsidiary. The Company experienced major increase in revenues due to the corporate business development. During the three and six months ended June 30, 2014, we have only 3 mainly customers and we then continued to develop our trading market and increased our mainly customers to 8 during the period of 2015.
Our business operates primarily in Taiwanese Dollars (“TWD”), but we report our results in our SEC filings in U.S. Dollars. The conversion of our accounts from TWD to Dollars results in translation adjustments. While our net income is added to the retained earnings on our balance sheets; the translation adjustments are added to a line item on our balance sheets labeled “accumulated other comprehensive income,” since it is more reflective of changes in the relative values of U.S. and Taiwanese currencies than of the success of our business. During the six months ended June 30, 2015, the effect of converting our financial results to U.S. Dollars was to increase $19,983 to our accumulated other comprehensive income.
Comments & Business Outlook
AJ Greentech Holdings Ltd.
Consolidated Statements of Operations and Comprehensive Income
(Unaudited)
The three months ended Mar. 31, 2015 The three months ended Mar. 31, 2014
NET REVENUES 1,027,816 269,431
COST OF REVENUES 858,791 233,172
GROSS PROFIT 169,025 36,259
OPERATING EXPENSES:
Selling and general and administrative expenses 36,806 18,416
Total operating expenses 36,806 18,416
Income from interest — —
Interest Expense 9,693 2,862
Other Income (expenses) (95 ) —
INCOME (LOSS) BEFORE INCOME TAXES 122,431 14,981
INCOME TAX PROVISION 20,813 —
NET INCOME (LOSS) 101,618 14,981
OTHER COMPREHENSIVE INCOME:
Foreign currency translation gain (loss) 13,798 49,750
COMPREHENSIVE INCOME 115,416 64,731
NET INCOME (LOSS) PER COMMON SHARE - BASIC AND DILUTED:
Net loss per common share - basic and diluted 0.00 (0.00 )
Weighted Average Common Shares Outstanding - basic and diluted 233,760,148 233,760,148
Management Discussion and Analysis
For the three months ended March 31, 2015, we derived our revenues of $1,027,816 compared to $269,431 for the three months ended March 31, 2014, representing an increase of $758,385. Our sales came from the electronic products and general cargo trading and related consulting service to our customers operated by the Taiwan subsidiary. The Company experienced major increase in revenues due to the corporate business development. During the three months ended March 31, 2014, we have only 3 mainly customers and we then continued to develop our trading market and increased our mainly customers to 8 during the period of 2015.
Our business operates primarily in Taiwanese Dollars (“TWD”), but we report our results in our SEC filings in U.S. Dollars. The conversion of our accounts from TWD to Dollars results in translation adjustments. While our net income is added to the retained earnings on our balance sheets; the translation adjustments are added to a line item on our balance sheets labeled “accumulated other comprehensive income,” since it is more reflective of changes in the relative values of U.S. and Taiwanese currencies than of the success of our business. During the three months ended March 31, 2015, the effect of converting our financial results to U.S. Dollars was to increase $13,798 to our accumulated other comprehensive income.
Auditor trail
Section 4. Matters Related to Accountants and Financial Statements
Item 4.01 Changes in Company's Certifying Accountant.
(ii) Canuswa Accounting and Tax Services Inc. did not issue any reports during the period from October 1, 2014 through March 31, 2015 (date of dismissal).
(iii) The decision to change independent registered public accounting firm was approved by the Board of Directors of the Company.
(iv) During the period from October 1, 2014 through March 31, 2015 (date of dismissal), (a) there were no disagreements with Canuswa Accounting and Tax Services Inc. (Canuswa Accounting) on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Canuswa Accounting and Tax Services Inc. (Canuswa Accounting), would have caused it to make reference thereto in its reports on the financial statements for such years and (b) there were no “reportable events” as described in Item 304(a)(1)(v) of Regulation S-K.
(v) On March 31, 2015 the Company provided Canuswa Accounting and Tax Services Inc. (Canuswa Accounting) with a copy of this Current Report and has requested that it furnish the Company with a letter addressing to the U.S. Securities and Exchange Commission stating whether it agrees with the above statements. A copy of such letter is attached as Exhibit 16.1 to this amended Current Report on Form 8-K.
(2) New Independent Registered Public Accounting Firm
(i) Ether; the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Company’s financial statements, and either a written report was provided to the Company or oral advice was provided that the new accountant concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or
(ii) Any matter that was either the subject of a disagreement as defined in paragraph 304(a)(1)(iv) of Regulation S-K or a reportable event as described in paragraph 304(a)(1)(v) of Regulation S-K.
Acquisition Activity
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITVE AGREEMENT.
The foregoing does not constitute a full statement of the terms of the Agreement. The agreement has been filed as exhibit to this report. Reference is made to such exhibit for a full description of the rights and obligations of the parties under the agreement.
The Company intends to utilize the assets of the company to expand its manufacturing base and increase its retail operations in Taiwan.
Comments & Business Outlook
AJ Greentech Holdings, Ltd. and Subsidiaries
Consolidated Statements of Operations and Comprehensive Income
September 30, 2014
September 30, 2013
NET REVENUES
1,166,074
480,725
COST OF GOODS SOLD
1,018,055
468,158
GROSS PROFIT
148,019
12,567
OPERATING EXPENSES:
Selling and General and administrative expenses
63,644
485,714
Total operating expenses
84,375
(473,147 )
Income from interest
Interest Expense
(24,997 )
Other Income (expenses)
INCOME BEFORE INCOME TAXES
59,378
(473,147 )
INCOME TAX PROVISION
648
Loss from operation of the entities spun off
NET INCOME (LOSS)
59,378
(473,795 )
OTHER COMPREHENSIVE INCOME:
Foreign currency translation gain
208,064
32,508
COMPREHENSIVE INCOME
267,442
(441,287 )
NET INCOME (LOSS) PER COMMON SHARE - BASIC AND DILUTED:
Net loss per common share - basic and diluted
0.00
(0.01 )
Weighted Average Common Shares Outstanding - basic and diluted
33,760,148
33,760,148
Management Discussion and Analysis
Results of Operations
For the nine months ended September 30, 2014, we derived our revenues of $1,166,074 from the consulting service, etc., comparing to $480,725 from the sales of methanol-based and ethanol based fuels to our customers for the nine months ended September 30, 2013.
Our business operates primarily in Taiwanese Dollar (“TWD”), but we report our results in our SEC filings in U.S. Dollars. The conversion of our accounts from TWD to Dollars results in translation adjustments. While our net income is added to the retained earnings on our balance sheet; the translation adjustments are added to a line item on our balance sheet labeled “accumulated other comprehensive income,” since it is more reflective of changes in the relative values of U.S. and Taiwanese currencies than of the success of our business. During the nine months ended September 30, 2014, the effect of converting our financial results to Dollars was to add $208,064 to our accumulated other comprehensive income.
Comments & Business Outlook
AJ Greentech Holdings, Ltd. and Subsidiaries
Consolidated Statements of Operations and Comprehensive Income
June 30, 2014
June 30, 2013
NET REVENUES
665,212
470,673
COST OF GOODS SOLD
556,679
461,312
GROSS PROFIT
108,533
9,361
OPERATING EXPENSES:
Selling and General and administrative expenses
44,858
39,620
Total operating expenses
63,676
(30,259
)
Income from interest
Interest Expense
(21,513
)
Other Income (expenses)
INCOME BEFORE INCOME TAXES
42,163
(30,259 )
INCOME TAX PROVISION
Loss from operation of the entities spun off
NET INCOME (LOSS) 42,163 (30,259 )
OTHER COMPREHENSIVE INCOME:
Foreign currency translation gain 213,550 25,100
COMPREHENSIVE INCOME 255,713 (5,159 )
NET INCOME (LOSS) PER COMMON SHARE - BASIC AND DILUTED:
Net loss per common share - basic and diluted 0.00 0.00
Weighted Average Common Shares Outstanding - basic and diluted 233,760,148 33,760,148
Management Discussion and Analysis
Results of Operations
Our gross profit margin during the six months ended June 30, 2014 was 16%, compared to 2% for the same period in 2013. This figure represents our regular gross profit margin as a marketing company and distributor.
Selling, general and administrative expenses for the six months ended June 30, 2014 were $44,858 or 7% of net sales, compared to $39,620 or 8% for the same period of the last fiscal year. Selling, general and administrative expenses consist primarily of payroll, local taxes, investor relation expenses and professional fees.
Due to the factors discussed above, income from operations for the six months ended June 30, 2014 was $42,163, compared to $-30,259 for the same period in 2013.
Our business operates primarily in Taiwanese Dollar (“TWD”), but we report our results in our SEC filings in U.S. Dollars. The conversion of our accounts from TWD to Dollars results in translation adjustments. While our net income is added to the retained earnings on our balance sheet; the translation adjustments are added to a line item on our balance sheet labeled “accumulated other comprehensive income,” since it is more reflective of changes in the relative values of U.S. and Taiwanese currencies than of the success of our business. During the six months ended June 30, 2014, the effect of converting our financial results to Dollars was to add $213,550 to our accumulated other comprehensive income.
Comments & Business Outlook
AJ Greentech Holdings, Ltd. and Subsidiaries
Consolidated Statements of Operations and Comprehensive Income
31-Dec-13
31-Dec-12
NET REVENUES
$
2,051,610
$
2,128,701
COST OF GOODS SOLD
1,848,908
1,933,740
GROSS PROFIT
202,702
194,961
OPERATING EXPENSES:
Selling and general and administrative expenses
248,896
156,707
Total operating expenses
248,896
156,707
Income from interest
274
181
Interest Expense
41,093
21,564
Other Income (expenses)
5,272
971
INCOME BEFORE INCOME TAXES
$
(81,742
)
$
17,842
INCOME TAX PROVISION
3,033
Loss from operation of the entities spun off
(473,795
)
(59,231
)
NET INCOME (LOSS)
$
(555,537
)
$
(44,422
)
OTHER COMPREHENSIVE INCOME:
Foreign currency translation gain
15,199
130,750
COMPREHENSIVE INCOME
$
(540,338
)
$
86,328
NET INCOME (LOSS) PER COMMON SHARE - BASIC AND DILUTED:
Net loss per common share - basic and diluted
0
0
Weighted Average Common Shares Outstanding - basic and diluted
233,760,148
233,760,148
Management Discussion and Analysis
Results of Operations
derived our revenues of $2,051,610 from the consulting service, sales of methanol-based and ethanol based fuels to our customers, comparing to $2,128,701 for the year ended December 31, 2012.
Our gross profit margin during the year ended December 31, 2013 was 9.9%, comparing to 9.2% in last year. This figure represents our regular gross profit margin as a marketing company and distributor.
Selling, general and administrative expenses for the year ended December 31, 2013 were $148,896 or 7.3% of net sales, comparing to $156,707 or 7.4% for the last fiscal year. Selling, general and administrative expenses consist of provision for doubtful debts, primarily of payroll, local taxes, investor relation expenses and professional fees.
Income from operations for the year ended December 31, 2013 was $18,258, and net income after income taxes for the same year was $18,258, comparing to $17,842 and $14,809, respectively for the last fiscal year.
Joint Venture
NEW YORK, NY and TAICHUNG, TAIWAN--(Marketwired - Dec 3, 2013) - American Jianye Greentech Holdings, Ltd. (OTCQB : AJGH), a leading developer, manufacturer and distributor of green energy, announced today that it has reached a technology agreement with Taiwan Solar Energy Co., Ltd., a professional leaders in the field of Global Renewable Energy and Renewable Energy Agriculture in Taiwan.
Under the agreement, American Jianye and Taiwan Solar Energy will jointly build a US solar farm in the state of New York. Both parties agree to encourage and promote cooperation in the field of IPP (independent power producer) project for solar power generation. Also in joint cooperation of project development, EPC (engineer, procure, construct), O&M (operation and maintain), consults offering, exchanging related information and expertise.
Ms. Chu Li An, Chief Executive Officer, commented, "We are pleased to reach agreement with Taiwan Solar Energy Co., Ltd. on a collaboration agreement that can enhance the production and sales of both companies. We believe that the marketing force and technology offered by Taiwan Solar Energy combined with the additional value of American Jianye will make us a leading proposition in the green tech field that is consistent with US government policy initiatives in the area of green technologies."
Comments & Business Outlook
American Jianye Greentech Holdings, Ltd. and Subsidiaries
Consolidated Statements of Operations and Comprehensive Income
For the nine months Ended September 30, 2013 For the nine months Ended September 30, 2012
(Unaudited) (Unaudited)
NET REVENUES
$
480,725
$
3,678,606
COST OF GOODS SOLD
468,158
3,598,217
GROSS PROFIT
12,567
80,389
OPERATING EXPENSES:
Selling and General and administrative expenses
485,714
130,024
Total operating expenses
485,714
130,024
INCOME BEFORE INCOME TAXES
(473,147
)
(49,635)
INCOME TAX PROVISION
648
9,596
NET INCOME (LOSS)
(473,795
)
(59,231)
OTHER COMPREHENSIVE INCOME:
Foreign currency translation gain
32,508
88,738
COMPREHENSIVE INCOME
$
(441,287)
$
29,507
NET INCOME (LOSS) PER COMMON SHARE - BASIC AND DILUTED:
Net loss per common share - basic and diluted
$
(0.01
)
$
0.00
Weighted Average Common Shares Outstanding - basic and diluted
33,760,148
33,760,148
Comments & Business Outlook
American Jianye Greentech Holdings, Ltd. and Subsidiaries
Consolidated Statements of Operations and Comprehensive Income
For the three Months
For the three Months
Ended
Ended
March 31, 2012
March 31, 2011
(Unaudited)
(Unaudited)
NET REVENUES
$
3,592,697
$
18,742,380
COST OF GOODS SOLD
3,535,249
15,818,070
GROSS PROFIT
57,448
2,924,310
OPERATING EXPENSES:
Selling and General and administrative expenses
45,521
134,233
Total operating expenses
45,521
134,233
INCOME BEFORE INCOME TAXES
11,927
2,790,077
INCOME TAX PROVISION
10,534
700,238
NET INCOME (LOSS)
1,393
2,089,839
OTHER COMPREHENSIVE INCOME:
Foreign currency translation gain
100,870
71,349
COMPREHENSIVE INCOME
$
102,263
$
2,161,188
NET INCOME (LOSS) PER COMMON SHARE - BASIC AND DILUTED:
#
Net loss per common share - basic and diluted
$
0.00
$
0.07
Weighted Average Common Shares Outstanding - basic and diluted
33,760,148
31,465,277
See accompanying notes to the consolidated financial statements.
Comments & Business Outlook
American Jianye Greentech Holdings, Ltd. and Subsidiaries
Consolidated Statements of Operations and Comprehensive Income
For the three Months
For the three Months
Ended
Ended
March 31, 2012
March 31, 2011
(Unaudited)
(Unaudited)
NET REVENUES
$
3,592,697
$
18,742,380
COST OF GOODS SOLD
3,535,249
15,818,070
GROSS PROFIT
57,448
2,924,310
OPERATING EXPENSES:
Selling and General and administrative expenses
45,521
134,233
Total operating expenses
45,521
134,233
INCOME BEFORE INCOME TAXES
11,927
2,790,077
INCOME TAX PROVISION
10,534
700,238
NET INCOME (LOSS)
1,393
2,089,839
OTHER COMPREHENSIVE INCOME:
Foreign currency translation gain
100,870
71,349
COMPREHENSIVE INCOME
$
102,263
$
2,161,188
NET INCOME (LOSS) PER COMMON SHARE - BASIC AND DILUTED:
#
Net loss per common share - basic and diluted
$
0.00
$
0.07
Weighted Average Common Shares Outstanding - basic and diluted
33,760,148
31,465,277
See accompanying notes to the consolidated financial statements.
F-3
Comments & Business Outlook
For the Year
For the Year
Ended
Ended
December 31, 2011
December 31, 2010
NET REVENUES
$ 58,196,961
$ 92,834,176
COST OF GOODS SOLD
48,639,890
80,411,956
GROSS PROFIT
9,557,071
12,422,220
OPERATING EXPENSES:
Selling and General and administrative expenses
607,177
583,793
Total operating expenses
607,177
583,793
INCOME BEFORE INCOME TAXES
8,949,894
11,838,427
INCOME TAX PROVISION
2,242,532
3,034,798
NET INCOME
6,707,362
8,803,629
OTHER COMPREHENSIVE INCOME:
Foreign currency translation gain
486,284
261,271
COMPREHENSIVE INCOME
$ 7,193,646
$ 9,064,900
NET LOSS PER COMMON SHARE - BASIC AND DILUTED:
Net loss per common share - basic and diluted
$0.20
$0.28
Weighted Average Common Shares Outstanding - basic and diluted
33,355,913
31,465,277
See accompanying notes to the consolidated financial statements
Auditor trail
Item 4.01 Changes in Company's Certifying Accountant
(1) Previous Independent Registered Public Accounting Firm
(i)
On January 8, 2012, American Jianye Greentech Holdings Ltd. (the “Company”) dismissed its independent registered public accounting firm, Albert Wong & Co. (“Albert Wong”).
(ii)
The reports of Albert Wong on the consolidated financial statements of the Company as of December 31, 2010 and for the year then ended did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles .
(iii)
The decision to change independent registered public accounting firm was approved by the Board of Directors of the Company.
(iv) During the Company’s most recent year ended December 31, 2010 and any subsequent interim periods through January 8, 2012, (a) there were no disagreements with Albert Wong on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Albert Wong, would have caused it to make reference thereto in its reports on the financial statements for such years and (b) there were no “reportable events” as described in Item 304(a)(1)(v) of Regulation S-K other than: At December 31, 2010, the Company reported a material weakness in its internal control over financial reporting related to the Company’s insufficiently qualified accounting and finance personnel with an appropriate level of U.S. GAAP knowledge and experience. Management believes that the lack of experience with U.S. GAAP constitutes a material weakness in its internal control and the Company’s Audit Committee discussed this material weakness with Albert Wong and has authorized Albert Wong to respond fully to inquiries of the successor independent registered public accounting firm concerning this matter.
(v)
On January 12, 2012 the Company provided Albert Wong with a copy of this Current Report and has requested that it furnish the Company with a letter addressing to the U.S. Securities & Exchange Commission stating whether it agrees with the above statements. A copy of such letter is attached as Exhibit 16.1 to this Current Report on Form 8-K.
(2) New Independent Registered Public Accounting Firm
On January 2, 2012, concurrent with the dismissal of Albert Wong, the Company, upon the board of directors’ approval, engaged Li & Company, PC (“Li & Company”) as its new independent registered public accounting firm to audit and review the Company’s financial statements effective immediately. During the two most recent years ended December 31, 2010 and 2009, and any subsequent period through the date hereof prior to the engagement of Li & Company, neither the Company, nor someone on its behalf, has consulted Li & Company regarding:
(i)
either: the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Company’s financial statements, and either a written report was provided to the Company or oral advice was provided that the new accountant concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or
(ii)
any matter that was either the subject of a disagreement as defined in paragraph 304(a)(1)(iv) of Regulation S-K or a reportable event as described in paragraph 304(a)(1)(v) of Regulation S-K.
Comments & Business Outlook
For the six months Ended
June 30, 2011
June 30, 2010
Sales
$ 33,697,342 $ 32,571,833
Cost of sales
(28,174,496 ) (28,105,265 )
Gross profit
5,522,846 4,466,568
Operating expenses:
Selling, general and administrative
(289,184 ) (164,081 )
Income from operations
5,233,662 4,302,487
Provision for income taxes
(1,361,414 ) (1,094,039 )
Net Income
3,872,251 3,208,448
Other comprehensive income
Foreign currency translation adjustment
324,729 13,489
Comprehensive income
$ 4,196,980 $ 3,221,937
Net Income Per Share-
Basic and Diluted
$ 0.12 $ 0.10
Weighted Average Shares Outstanding:
Basic and Diluted
33,110,148 31,100,770
Comments & Business Outlook
First Quarter Results :
Revenue of $18.7 million versus $9.7 million for Q1 2010
Gross profit of $2.9 million versus $1.5 million for Q1 2010
Net income of $2.1 million, or $0.07 per share, versus $1.1 million, or $0.03 per share , for Q1 2010
Mr. Haipeng Wang, Chairman and Chief Executive Officer, stated, "We are pleased to report another strong quarter with revenue increasing 94% and net income increasing 96% compared to the same period last year. China's growing demand for alcohol-based fuel and strong support for our technology from the government continue to drive both revenue and profits. As a result, we expect another record year in 2011 ."
Liquidity Requirements
Our working capital at December 31, 2010 totaled $4,442,684. Included in our working capital, however, there was $18,718,399 of prepaid construction costs which will be transferred to plant and equipment upon completion of construction. We have, therefore, relatively small amount of liquid assets.
Our business plan contemplates that we will invest approximately $4 million in the start-up of our full-scale operations. We intend to raise a large portion of the necessary funds by selling equity in our company.
Comments & Business Outlook
For the Year Ended
December 31,
2010
December 31,
2009
Sales
$ 92,834,176 $ 9,740,392
Cost of sales
80,411,956 8,391,981
Gross profit
12,422,220 1,348,411
Operating expenses:
Selling, general and administrative
583,793 90,622
Income from operations
11,838,427 1,257,789
Provision for income taxes
3,034,798 314,447
Net Income
8,803,629 943,342
Other comprehensive income
Foreign currency translation adjustment
261,271 -
Comprehensive income
$ 9,064,900 $ 943,342
Net Income Per Share-
Basic and Diluted
$ 0.28 $ 0.03
Weighted Average Shares Outstanding:
Basic and Diluted
31,465,277 28,407,773
GeoTeam ® Note : 2010 vs. 2009 EPS
Fourth Quarter: $0.10 vs. $0.03
Mr. Haipeng Wang, Chairman and Chief Executive Officer, stated, "We are extremely pleased to report an 853% increase in sales to $92.8 million. Not only have we achieved strong year-over-year growth, we but we also achieved strong sequential growth each quarter in 2010. These impressive results clearly illustrate the growing demand for our high-quality, alcohol-based fuels. These fuels are lower cost than petroleum fuels and burn with higher efficiency as well as significantly lower toxic waste emissions due to our proprietary and patented catalysts. Most important, unlike conventional fuel blends that are unable to exceed 15% alcohol content, our fuels can go up to 85% alcohol without any modification to the automobile engine or gas station equipment."
"In response to the growing demand for our fuels, we are in the process of building two new production facilities. These facilities are strategically located in the north, within Tieling, and in the south, within Guangxi. These two production facilities will have combined capacity of more than 400,000 tons per year. Once operating at full capacity, we believe these facilities can support close to $200 million per year each, with 10% operating profit margins. We expect the Guangxi facility to commence operations during the first half of 2011, followed by the Tieling facility, which should commence operations by the end of 2011
Investor Alert
Comments & Business Outlook
NEW YORK and HARBIN, China, Feb. 3, 2011 (GLOBE NEWSWIRE ) -- American Jianye Greentech Holdings, Ltd.today announced that Company has been featured on Rodman TV (http://www.rodm.tv), Rodman & Renshaw's source for online market insights for institutional investors. The online video recording captures the company's most recent investor presentation.
To view the recording of American Jianye's presentation at Rodman TV, please visit /register at: http://www.rodm.tv
Mr. Haipeng Wang, Chairman and Chief Executive Officer, commented, "We are pleased to be able to provide our corporate presentation to institutional investors and interested followers through the Rodman TV website. We are actively engaged in growing and expanding our business and will benefit from making U.S. investors more aware of the strengths of our business model and our attractive competitive position for alcohol-based fuels."
The company also reaffirmed its prior guidance that it anticipates generating revenue of more than $90 million , compared to $9.7 million for 2009, reflecting the commencement of operations in September 2009. The company anticipates 2010 net income of at least $9.0 million, or $0.29 per share, compared to $943,342, or $0.03 per share , in 2009.
Analyst Reports
Share Structure
Many portals are misrepresenting the "issued and outstanding" share count of American Jianye Greentech.
Verbiage from the company's 8K clarifies things a bit:
"Pursuant to the terms of the Exchange, Gateway Certifications, Inc. acquired JGH in exchange for an aggregate of 3,548,796 newly issued shares (the “Exchange Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”) issued to JGH Shareholders in accordance with their pro rata ownership of JGH equity. As a result of the Exchange, JGH became a wholly-owned subsidiary of the Company. In addition, our principal stockholders agreed to retire their 7,950,000 shares of Common Stock. The Registrant also issued 3,000,000 shares of Common Stock for services rendered to a finder in connection with the Exchange resulting in an aggregate of 34,400,000 shares of Common Stock issued and outstanding.
...immediately following the Exchange, the Board of Directors of the Registrant approved an amendment to the Registrant’s Articles of Incorporation increasing the number of authorized shares of Common Stock from 50,000,000 to 394,500,000 shares of Common Stock and concurrently affecting a forward stock split on the basis of 7.89 shares for each share of Common Stock (the “Split”)"
From the following passage, 3,400,000 of the 34,400,000 shares are accounted for:
"Approximately 3,400,000 shares of our post-split adjusted restricted shares of common stock are held by non-affiliates who may avail themselves of the public information requirements and sell their shares in accordance with Rule 144."
The final share count is verified by the following calculation based on the initial share count following the Exchange:
(3,548,796 newly issued shares X 7.89) + 3,000,000 for services rendered + 3,400,000 held by non-affiliates = 34,400,000
Reverse Merger Activity
On November 16, 2009, Gateway Certifications, Inc. acquired Jianye Greentech Holdings Ltd., a privately held corporation in accordance with an Agreement and Plan of Share Exchange. JGH is a holding company whose principal, operating companies develop, manufacture, and distribute alcohol-based automobile fuel products in the Peoples Republic of China. Upon consummation of the Exchange, the Registrant adopted the business plan of JGH.
Heilongjian Jianye has, since its formation, been engaged in developing its products and its refinery and now has a facility capable of producing 300,000 tons of fuel annually, and has developed the core staff needed for full production operations. In the Spring of 2008, Heilongjian Jianye began to ship commercial quantities of fuel to customers, however, the facility continues to operate at only a fraction of its capacity due to a need for working capital to fund the launch of full-scale operations.
The GeoTeam® estimates that that shares outstanding are approximately 8 million shares .
