Victoryshares International Vol (NASDAQ:CIL)

HUIZHOU, China, June 14, 2011 /PRNewswire-Asia/ -- China Intelligent Lighting and Electronics, Inc. (NYSE Amex: CIL) (the "Company") today announced that it received written notice that the Listing Qualification Panel (the "Panel") of the NYSE Amex LLC (the "Exchange") has determined to affirm the decision of the NYSE Amex Staff to delist the Company's common stock from the Exchange. This decision followed a hearing held before the Panel on June 6, 2011.　

Under the NYSE Amex Company Guide, the Company may request that the full Committee on Securities review the decision of the Panel within 15 calendar days from the receipt of the letter. A request for review by the full Committee on Securities, however, will not operate as a stay of the Panel's decision. The Company has determined not to appeal this determination.

On June 13, 2011, the Exchange notified the Company that suspension of its securities from the Exchange will occur on June 14, 2011, prior to the opening of the market. In addition, the Exchange will file an application with the Securities and Exchange Commission to strike the Company's common stock from listing and registration on the Exchange when and if authorized.  

The Company does not believe that its common stock is currently eligible to be quoted on the OTC Markets Group after delisting from the Exchange. When, and if, the Company is able to file its delinquent reports and become current in its periodic filing obligations, the Company's common stock may become eligible for quotation; however, there can be no assurance that the Company's common stock will ever be, or be eligible to be, quoted.

HUIZHOU, China, May 9, 2011 /PRNewswire-Asia/ -- China Intelligent Lighting and Electronics, Inc. (NYSE Amex: CIL) (the "Company") today confirmed that it is continuing to conduct its normal business operations while the Special Investigation Committee consisting of independent members of the Board of Directors (the "Special Committee") is executing upon its mandate to conduct an internal investigation into the concerns of the Company's former independent registered public accounting firm, MaloneBailey, LLP.  Under the supervision and oversight of the Special Committee, a group of recently engaged experts in the forensic accounting, legal and other related fields is conducting a detailed review of the facts and circumstances underlying the concerns in question.

In addition, the Company appealed the delisting determination issued by the NYSE Amex LLC staff ("Amex"), which appeal has stayed the delisting action pending a hearing on the matter.  A hearing before the AMEX Listing Qualifications Panel will be held in June 2011 at which hearing the Company will present its appeal of the Amex staff's delisting determination.  There can be no assurance that the Company's appeal for continued listing will be granted, or even if it is granted, that the Company will be able to execute upon such request in a timely manner or to the satisfaction of Amex. In the event the Amex Panel determines to affirm the staff's delisting determination, the Company's securities will be subject to imminent delisting from Amex and will be quoted for trading in over-the-counter securities markets.

HUIZHOU, China, March 30, 2011 /PRNewswire-Asia/ -- China Intelligent Lighting and Electronics, Inc. (NYSE Amex: CIL) (the "Company"), today announced that the Company's engagement with its registered independent accounting firm, MaloneBailey LLP ("MaloneBailey"), has been formally terminated.  On March 23, 2011, the Company provided notice of termination to MaloneBailey as the Company's auditor, effective immediately.  On March 24, 2011, the Company received a notice of resignation from MaloneBailey ("Resignation Letter") indicating that MaloneBailey is terminating its engagement with the Company, effective immediately.  The Company has begun to seek to retain a new auditor.  

The Resignation Letter described MaloneBailey's resignation being due to accounting fraud involving forging of the Company's accounting records and forging bank statements, in addition to other discrepancies identified in the Company's accounts receivable. The Resignation Letter indicated that MaloneBailey believed that the accounting records of the Company have been falsified, which constitutes an illegal act.  Furthermore, MaloneBailey's letter notes that the discrepancies could indicate a material error in previously issued financial statements.  As a result, MaloneBailey stated that it is unable to rely on management's representations as they relate to previously issued financial statements and it can no longer support its opinion related to the Company's financial statements for the year ended and as of December 31, 2009.

On March 24, 2011, Michael Askew resigned as a member of the Board of Directors of the Company, effective immediately, including his position as the Chairman of the Company's Audit Committee.  Mr. Askew submitted his resignation to the Board via email on March 24, 2011, approximately the twelve month anniversary of appointment, indicating that his resignation was due to, among other things, the circumstances relevant to his limited ability to provide assistance and advice to the Company in the present situation, including but not limited to the Board not seeking Mr. Askew's input or professional services during his term on the Board.

On March 24, 2011, the Company received a preliminary information request from Amex requesting additional information. The Company intends to fully cooperate with NYSE Amex regarding this matter.

The Company was also recently notified by the staff of the U.S. Securities and Exchange Commission ("SEC") that it has initiated a formal, nonpublic investigation into whether the Company had made material misstatements or omissions concerning its financial statements, including cash accounts and accounts receivable. The SEC has informed the Company that the investigation should not be construed as an indication that any violations of law have occurred. On March 24, 2011, the SEC served the Company a subpoena for documents relating to the matters under review by the SEC. The Company is committed to cooperating with the SEC. It is not possible at this time to predict the outcome of the SEC investigation, including whether or when any proceedings might be initiated, when these matters may be resolved or what, if any, penalties or other remedies may be imposed.

In light of these events, the Board of Directors of the Company has formed a Special Investigation Committee consisting of independent members of the Board of Directors to launch an investigation with respect to the concerns of MaloneBailey. The Committee is authorized to retain experts and advisers, including a forensic accounting firm and independent legal advisors, in connection with its investigation. The Company does not intend to provide further comment regarding the allegations until after the conclusion of the Special Committee's investigation.

The Company expects that the filing of its Annual Report on Form 10-K for the year ended December 31, 2010 will be delayed until completion of the internal investigation, engagement of a new auditor and audit of the Company's financial statements. The Company is unable to provide an estimated date of filing of the Form 10-K at this time.

Rodman and Renshaw on CIL                                           3/25/2011

Known Unknowns. Rating Under Review

Possible SEC inquiry: Trading was halted on China Intelligent Lighting (CIL) on Thursday. It is our belief that the SEC has opened a formal investigation. We believe the basis of this inquiry rests on the Company not providing adequate supporting documentation for its bank transactions to its auditors Malone Bailey LLP. The bank transactions were related to Company’s operational accounts, accounts receivable, payables and bank deposits, etc. We are revising our rating on CIL from Market Outperform to Under Review. We are removing our financial projections pending resolution of the outstanding issues.

Related Party Transactions: We also note that there is also a trading halt on NIVS IntelliMedia Technology Group Inc (NIV, Market Outperform) which is controlled by CIL’s Chairman and CEO Li Xuemei. We note that CIL has a facility leasing arrangement with NIV’s controlling subsidiary, NIVS (HZ) Audio & Video Tech Co. Ltd.

Fundamentals: Our checks indicate that a realistic revenue growth outlook for the Company over the next 2 years is in the mid 20s or below our prior forecast of mid-to-low 30s. Gross margins are also likely to be negatively impacted, 100-200 bps, by wage inflation. Due to higher support cost for more expansive distribution, operating income growth will likely be about half of revenue growth or in the mid-to-low teens. As such we do not expect positive operating cash flow until 2013.

Notice Regarding Privacy and Confidentiality:

This material has been prepared for informational purposes only. While it is based on information generally available to the public from sources we believe to be reliable, no representation is made that the subject information is accurate or complete. Past performance is not a guarantee nor does it necessarily serve as an indicator of future results. Price and availability are subject to change without notice. Additional information is available upon request.

Since Rodman & Renshaw, LLC is not a tax advisor, transactions requiring tax consideration should be reviewed carefully with your tax advisor. Similarly, Rodman & Renshaw, LLC is not a law firm and provides no legal opinions or legal advice.

Rodman & Renshaw, LLC may make a market in the securities being discussed.

Rodman & Renshaw, LLC and/or its officers or employees may have positions in any of the securities of this (these) issuer(s).

Member FINRA.
Member SIPC.

HUIZHOU, China, Feb. 2, 2011 /PRNewswire-Asia-FirstCall/ -- China Intelligent Lighting and Electronics, Inc. today announced that it has signed contracts with distributors to open more than 300 exclusive distribution outlets in China in 2011. The agreements are part of CIL's strategic promotional marketing campaign, whereby distributors agree to two-year contracts that grant them the right to sell CIL's Hyundai and CINLE lighting products exclusively in outlets branded with the Hyundai and CINLE names. The Company will investRMB50,000 (approximately US$7,600) in each store, RMB15 million (approximately US$2.3 million) in total, to assist the distributors to furnish the outlets according to the Company's branding awareness objectives and guidelines; the decoration standards will remain consistent throughout the network of outlets. With the addition of these 300 distribution outlets, CIL will have 2,500 distribution outlets across 30 provinces and cities in China.  

Rodman & Renshaw on CIL

Sustainable growth: China Intelligent (CIL, Market Outperform) reported revenues of $20.2 million (+37% Y/Y) and earnings of $2.4 million (+24% Y/Y). Both revenues and earnings came in at the higher end of management’s guidance for the quarter. For 4Q2010, Management guided to revenues of $22-$24 million and net income of $2.2-$2.4 million. 

Increased adoption: Revenue growth was driven by an expansion in the company’s target market which resulted in higher sales of household lighting products. OEMs accounted for 67% of revenue, up from 64% a year ago. Sales growth was attributed to increased awareness of Hyundai/CINLE branded products, domestic tradeshows and expansion in production capacity and sales channels. CIL also extended its license with Hyundai until July-2013 with a memorandum of cooperation to extend the license until 2018. The company signed 10 new distributors and expanded its domestic geographic reach for household lighting products. New construction projects for manufacturing activity in the inner regions of China are expected to drive higher demand for CIL products. 

Investing for the long haul: Gross margins remained flat at 23% while operating margins expanded 100bps to 13.4%. The Company continues its investments in R&D, especially in LED technology, to expand its product line. 

Improving Balance Sheet: The Company has a healthy balance sheet with current ratio of 5.1 and nearly $10 million in net cash. The company had raised $3 million from a private placement in Jan-10 followed by $7.7 million from its public offering in Jun-10. CIL reported a significant increase in its accounts receivables to $20 million from $15 million in the previous quarter from an extended sales cycle. The company intends to use the IPO proceeds to further LED technology research and expand manufacturing capacity for LED components. 

Modest Dilution: In the Jan-10 private placement it issued 1.377 million shares followed by 3.35 million shares in the Jun-10 IPO followed by 0.44 million shares subject to exercise of warrants. CIL now has outstanding common shares of 13.68 million. In addition, warrants to purchase 0.167 million equity shares at $3.6 per share are currently outstanding. 

Valuation: Our DCF valuation methodology assumes that revenue and EBIT growth will stabilize around the mid-teens. Our weighted average cost of capital is a fairly conservative 15%. These assumptions yield a DCF fair value of $3.50.

Notice Regarding Privacy and Confidentiality:

This material has been prepared for informational purposes only. While it is based on information generally available to the public from sources we believe to be reliable, no representation is made that the subject information is accurate or complete. Past performance is not a guarantee nor does it necessarily serve as an indicator of future results. Price and availability are subject to change without notice. Additional information is available upon request.

Since Rodman & Renshaw, LLC is not a tax advisor, transactions requiring tax consideration should be reviewed carefully with your tax advisor. Similarly, Rodman & Renshaw, LLC is not a law firm and provides no legal opinions or legal advice.

Rodman & Renshaw, LLC may make a market in the securities being discussed.

Rodman & Renshaw, LLC and/or its officers or employees may have positions in any of the securities of this (these) issuer(s).

Member FINRA.
Member SIPC.

Third Quarter 2010 Financial Highlights

• Total revenue increased year-over-year by $5.41 million, or 36.46%, to $20.25 million.  

• Net income was $2.35 million in the third quarter 2010, an increase of $0.39 million, or 19.90%, compared to a net income of $1.96 million for the third quarter of 2009.

• Diluted net earnings per share were $0.17, based on 13,483,029 weighted-average shares outstanding, compared to diluted earnings per share of $0.28, based on 7,097,748 weighted-average shares outstanding, in the third quarter of 2009.

Ms. Li Xuemei, Chairman and Chief Executive Officer of China Intelligent, said, "Our third quarter results demonstrate progress on our strategy to expand the reach of our OEM and branded lighting product lines. We signed relationships with 10 new distributors during the quarter, and saw our marketing efforts, which leverage our status as a public, NYSE Amex-listed company, result in a steady increase in demand for our Hyundai and CINLE branded products. Our household lighting products also showed strength in the quarter, and we increased the volume and broadened the domestic geographic reach of household lighting product sales. Bolstered by the proceeds from our June 2010 public offering, we have increased our research and development investments, primarily focused on LED technology as it relates to industrial design. Through these investments, we intend to steadily expand our portfolio of lighting products. We are also making strides in our efforts to enhance our production capabilities, increasing the efficiency of production while also implementing procedures that assure product quality. As the lighting industry in China continues its rapid pace of growth, we expect to continue to benefit from increasing urbanization and demand for energy-efficient products."

Business Outlook

Guidance for Fourth Quarter 2010

• Revenue for the fourth quarter of 2010 will be in the range of $22 million and $24 million.

• Net income for the fourth quarter will be in the range of $2.2 million and $2.4 million.

2010 Second Quarter Highlights:

• Total revenue for the second quarter 2010 increased year-over-year by $4.7 million, or 34.1%, to $18.5 million. The increase in revenue is mainly attributable to the increase in household lighting product sales, which was a result of the Company's market expansion and sales volume growth. Further contributing factors are the growth of the lighting industry, increased brand and product recognition following the recently completed IPO and participation in the lighting tradeshow in GuangZhou, and the expansion of the Company's manufacturing capacity and sales channels.
  
• Net income attributable to the equity shareholders of China Intelligent was $1.9 million in the second quarter 2010, compared to a net income attributable to the equity shareholders of China Intelligent of $1.5 million for the second quarter of 2009.
  
• The net income margin was 10.4% for the second quarter 2010 compared to 11.2% for the same period in 2009.
  
• Diluted earnings per share for the second quarter 2010 were $0.18, based on 10,602,684 weighted-average shares outstanding, compared to diluted earnings per share of $0.22, based on 7,097,748 weighted-average shares outstanding, in the second quarter of 2009.

Ms. Li Xuemei, Chairman and Chief Executive Officer of China Intelligent, said, "Our second quarter results reflect successful execution of our initiatives to expand our domestic sales distribution and build market appreciation for our product offering. Following our exhibition at the Guangzhou International Lighting Exhibition, we signed agreements with 10 additional distributors. We are also benefiting from trends in the domestic manufacturing industry. New construction projects are arising as manufacturers in China shift production to inner regions of the country to lower their labor costs, driving demand for our lighting products.

"We are proud to have successfully completed our IPO in June 2010, and we plan to use the proceeds from the offering to invest in research and development for new LED technologies as we expand our product offering, and to build our manufacturing and production capabilities so that we can leverage the opportunities provided by the rapidly-growing LED lighting market."

Business Outlook

Guidance for Third Quarter 2010

Management estimates that:

• revenue for the third quarter of 2010 will be in the range of $19.1 million and $20.1 million. 
  
• net income for the third quarter will be in the range of $2.1 million and $2.4 million.

Preliminary Prospectus for China Intelligent Lighting and Electronics: http://sec.gov/Archives/edgar/data/1421525/000114420410028893/v185083_s1a.htm