General Steel Holdings, Inc. (NYSE:GSI)

BEIJING, July 28, 2016 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (GSIH), announced today that the Company intends to avail itself of its right of review and appeal the New York Stock Exchange's ("NYSE" or the "Exchange") recent decision to commence proceedings to delist its common stock -- ticker symbol GSI -- from the NYSE.

On July 18, 2016, the Company received notice from the staff of the NYSE stating that the NYSE has determined to commence proceedings to delist the Company's common stock, and that the Company's common stock would be suspended at the close of trading on the same date.

In the notice and in a public announcement distributed by the NYSE on July 18, 2016, the NYSE stated that the Company was previously deemed below compliance with the NYSE's continued listing standard requiring listed companies to maintain either (i) at least $50 million in stockholders' equity or (ii) at least $50 million in total market capitalization on a 30 trading day average basis.  The NYSE noted that they had previously accepted the Company's 18-month plan to regain compliance with the listing standard. However, the NYSE stated that as of the expiration of the plan period on July 9, 2016, the Company was unable to demonstrate that it had regained compliance with the applicable continued listing standard. The NYSE also included in its public announcement that the Company was delayed in filing with the Securities and Exchange Commission (the "SEC") its Form 10-K for the year ended December 31, 2015 and its Form 10-Q for the quarter end March 31, 2016.

The Company intends to appeal the delisting determination and have such determination reviewed by a Committee of the Board of Directors of the NYSE by submitting a request for review in writing no later than August 1, 2016.

Prior to the NYSE notice and public announcement, the Company had presented to the NYSE the steps it intended to take to address the deficiencies raised by the Exchange. The Company reached an agreement with a number of its current debt holders to forgive existing debt and/or exchange debt for equity, which when completed, would have increased the Company's stockholders' equity to at least $50 million thereby satisfying the NYSE's continued listing standard. In addition, the Company anticipates that it will complete its filing with the SEC of its Form 10-K for the year ended December 31, 2015 and its Form 10-Q for the quarter end March 31, 2016 before the review date with the Committee of the Board of Directors of the NYSE. However, there can be no assurance that the Company will be successful in its appeal and that the Company's request for continued listing will be granted.

BEIJING, April 21, 2016 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (GSI), announced today that on April 15, 2016, the Company received a notice from the New York Stock Exchange (the "NYSE") indicating that the Company is not in compliance with the NYSE's continued listing requirements under the timely filing criteria established in Section 802.01E of the NYSE Listed Company Manual as a result of its failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2015 (the "Form 10-K").

As previously disclosed in its Notification of Late Filing on Form 12b-25 filed with the SEC on March 30, 2016, the Company has delayed filing its Form 10-K because the Company requires additional time to complete the preparation of its consolidated financial statements and the accompanying footnotes in time for filing.

Currently the Company is working diligently with its auditor to compile and disseminate the information required to be included in the Form 10-K, as well as the required audit of the Company's financial information. The Company expects to file the Form 10-K in the near future, and before the deadline set by the NYSE.

The NYSE informed the Company that, under the NYSE's rules, the Company will have six months from March 30, 2016 to file the Form 10-K with the SEC. The Company can regain compliance with the NYSE listing standards at any time before that date by filing the Form 10-K with the SEC. If the Company fails to file the Form 10-K before the NYSE's compliance deadline, the NYSE may grant, at its discretion, an extension of up to six additional months for the Company to regain compliance, depending on the specific circumstances. The notice from the NYSE also states that the NYSE may nevertheless commence delisting proceedings at any time during the period that is available to the Company to complete the filing if it deems that the circumstances warrant. Under NYSE rules, until the Company files the Form 10-K, its common stock will be subject to the ".LF" indicator to signify its late filing status at www.nyse.com.

BEIJING, March 24, 2016 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (GSI), announced today that the Company, along with its 1% minority interest holder, have jointly signed an equity transfer agreement (the "Agreement") to sell 100% of the equity interest in Maoming Hengda Steel Co., Ltd., ("Maoming Hengda") to Tianwu Tongyong (Tianjin) International Trade Co., Ltd, ("Tianwu Tongyong") for RMB331.3 million or approximately $51 million.

The Company expects to receive total proceeds of RMB328.0 million (approximately $50 million), of which RMB262.3 million (approximately $40 million) will be paid within five days after the signing of the Agreement, and the remainder RMB65.7 million (approximately $10 million) will be paid within one year.  The Company estimates that it will be able to realize a net equity gain of RMB452.7 million (approximately $70 million), which should substantially enhance its net book value.

Henry Yu, Chairman and interim Chief Executive Officer of General Steel commented, "Today's announcement is another critical step in the Company's business transformation, which also included the recently-completed sale of the Company's steel manufacturing business. This transaction allowed us to unlock the value in Maoming Hengda's land assets, which we believe should greatly enhance our capital structure and solvency, enabling us to strengthen our existing business while exploring additional business opportunities."

Item 2.01 Completion of the Acquisition or Sale of Assets

In the Current Report on Form 8-K filed on January 5, 2016 with the Securities and Exchange Commission (the “Initial Form 8-K”), General Steel Holdings, Inc. (the “Company”) disclosed that its Board of Directors of approved the entry by its 100% owned subsidiary, General Steel Investment Co., Ltd. (“BVI”), into a Sales and Purchase Agreement (the “Sale Agreement”) with Victory Energy Resource Limited (“Victory Energy”), a Hong Kong registered company indirectly owned by the Company’s Chairman, Henry Yu, pursuant to which BVI sold its 100% equity ownership in General Steel (China) Co., Ltd. (“GS China”) to Victory Energy for $1 million. At the time the Initial Form 8-K was filed, the purchase price had not yet been paid and the share transfer had not been registered with the State Administration for Industry and Commerce (the “SAIC”)

As of March 15, 2016, the purchase price has been paid in full and the share transfer has been approved and registered with the SAIC. As a result, the transaction has now been completed.

BEIJING, Jan. 5, 2016 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (GSI), announced today that on December 30, 2015, the Company signed a series of restructuring agreements to effect the sale of its steel manufacturing business.

Due to persistently depressed market trends for the steel business in China, the Company's steel manufacturing business had repeatedly suffered heavy net losses in recent years, and as the depressed market is expected to prolong in 2016 it is estimated that the steel manufacturing business will continue to further deplete the Company's working capital. The Company and its Board, as previously announced, had thoroughly evaluated strategic alternatives and been exploring optimal solutions for the divesture of its steel manufacturing business.

On December 30, 2015, the Board approved the Company's entering into an agreement to sell its wholly-owned General Steel (China) Co., Ltd. and its entire equity interest in Shaanxi Longmen Iron and Steel Co., Ltd. for $1 million to an affiliate of Victory Energy Resource Limited, a HK registered company indirectly-owned by Henry Yu, the Company's Chairman. Comparatively, the net equity of the assets and liabilities included in the transaction was negatively valued by a third party.

Through the transaction, the Company expects to receive a net working capital injection of $1 million, and realize a reversal of equity deficiency of approximately $1.6 billion, benefiting from a large reduction in total liabilities. The transaction will also save the Company from incurring future losses and obligations from steel manufacturing.

After the sale, the Company plans to focus on accelerating its cleantech business via its 84.5% equity ownership in Catalon Chemical Corp. ("Catalon"), which develops and manufactures De-NOx honeycomb catalysts and industrial ceramics. The Company will also own 32% of Tianwu Tongyong (Tianjin) International Trading Co., Ltd, which mainly sources overseas iron ore for steel mills, and 99% of Maoming Hengda Iron and Steel Co., Ltd, which holds valuable land assets worth an estimated RMB 250 million.

"The timely divesture of the steel manufacturing business is necessary for General Steel in order to preserve liquid assets that will enable the Company to survive and to focus on the promising cleantech business," commented Ms. Yunshan Li, Chief Executive Officer of General Steel, "We are thankful to Chairman Yu with his generous offer to acquire our steel manufacturing business which will alleviate the Company from incurring further losses that would potentially consume all of our remaining working capital. Following the transaction, we expect our balance sheet will be much stronger due to a lower debt burden and higher equity.  We also expect to be able to liquidate the land assets in Maoming that could potentially provide as much as $30-40 million cash gain."

"As we concentrate our efforts on where we can have the greatest growth and return on investments, we are fully committed to accelerating our cleantech business. With the air pollution getting worse throughout China, the government in December launched a new policy to curb emissions from coal in its next five-year plan. The new policy will offer additional subsidies for power plants that can meet ultra-low emission requirements, including minimum oxygen content and concentration level of smoke dust, sulfur dioxide, and NOx emission. We anticipate our De-NOx honeycomb catalysts business will contribute to our growth and profitability in 2016." Ms. Li concluded.

BEIJING, January 5, 2016 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), announced today that, the New York Stock Exchange, Inc. (the "NYSE") has notified the Company that it has fallen below the NYSE's continued listing standard set forth in Section 802.01C of the Listed Company Manual ("Section 802.01C") that requires a minimum average closing price of $1.00 per share of the Company's common stock over a consecutive 30-trading-day period.

In a notification letter dated January 4, 2016, the NYSE notified the Company that as of December 30, 2015, the average closing price of the Company over a consecutive 30-day trading period of $0.97. Under the NYSE regulations, the Company has a cure period of six months from receipt of the NYSE's notice to achieve compliance with the continued listing standard of Section 802.01C. The Company can regain compliance at any time during the six-month cure period if on the last trading day of any calendar month during the cure period, the Company has a closing share price and an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month.

The Company will provide the NYSE with the required response within 10 business days of its receipt of the NYSE Notice, stating its intent to cure this deficiency. Subject to compliance with the NYSE's other continued listing standards and ongoing oversight, the Company's common stock will continue to be listed and traded on the NYSE during the six-month cure period, under the symbol "GSI", but will continue to be assigned a ".BC" indicator. The Company's business operations and United States Securities and Exchange Commission reporting requirements are not affected by the receipt of the NYSE's notice. The Company intends to actively monitor the closing price of its common stock during the cure period and will evaluate all available options to resolve this non-compliance and regain compliance with the pricing standard.

GENERAL STEEL HOLDINGS, INC. AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2015 AND 2014

(UNAUDITED)

(In thousands, except per share data)

 

		For the three months ended September 30,								For the nine months ended September 30,
		2015				2014				2015				2014
NET GAIN (LOSS) - TRADING ACTIVITIES		$	9			$	(51	)		$	187			$	(36	)
NET GAIN (LOSS) - TRADING ACTIVITIES - RELATED PARTIES			1,164				(216	)			988				(678	)
TOTAL NET GAIN (LOSS) - TRADING ACTIVITIES			1,173				(267	)			1,175				(714	)
GENERAL AND ADMINISTRATIVE EXPENSES			(3,386	)			(2,065	)			(6,971	)			(6,983	)
LOSS FROM OPERATIONS			(2,213	)			(2,332	)			(5,796	)			(7,697	)
OTHER INCOME (EXPENSE)
Interest income			758				81				2,129				564
Finance/interest expense			(753	)			(1,590	)			(3,094	)			(4,783	)
Loss from equity investments			-				-				(5	)			-
Foreign currency transaction loss (gain)			(1,468	)			3,075				(1,107	)			3,075
Other non-operating income (expense), net			225				231				687				688
Other (expense) income, net			(1,238	)			1,797				(1,390	)			(456	)
(LOSS) INCOME BEFORE PROVISION FOR INCOME TAXES AND NONCONTROLLING INTEREST			(3,451	)			(535	)			(7,186	)			(8,153	)
PROVISION FOR INCOME TAXES			-				-				-				-
NET (LOSS) INCOME FROM CONTINUING OPERATIONS			(3,451	)			(535	)			(7,186	)			(8,153	)
NET LOSS FROM OPERATIONS TO BE DISPOSED, net of applicable income taxes			(91,046	)			(4,629	)			(1,195,723	)			(83,149	)
NET LOSS			(94,497	)			(5,164	)			(1,202,909	)			(91,302	)
Less: Net loss attributable to noncontrolling interest from continuing operations			-				-				-				-
Less: Net loss attributable to noncontrolling interest from operations to be disposed			(34,016	)			(1,674	)			(482,248	)			(33,229	)
NET LOSS ATTRIBUTABLE TO GENERAL STEEL HOLDINGS, INC.		$	(60,481	)		$	(3,490	)		$	(720,661	)		$	(58,073	)
NET LOSS		$	(94,497	)		$	(5,164	)		$	(1,202,909	)		$	(91,302	)
OTHER COMPREHENSIVE INCOME (LOSS)
Foreign currency translation adjustments			65,647				(3,232	)			62,520				509
COMPREHENSIVE LOSS			(28,850	)			(8,396	)			(1,140,389	)			(90,793	)
Less: Comprehensive loss attributable to noncontrolling interest			(11,400	)			(1,701	)			(460,856	)			(31,802	)
COMPREHENSIVE LOSS ATTRIBUTABLE TO GENERAL STEEL HOLDINGS, INC.		$	(17,450	)		$	(6,695	)		$	(679,533	)		$	(58,991	)
WEIGHTED AVERAGE NUMBER OF SHARES
Basic and Diluted (given retroactive effect to the 1-for-5 reverse stock split effective on October 29, 2015)			13,788				11,176				12,919				11,169
LOSS PER SHARE - BASIC AND DILUTED
Continuing operations		$	(0.25	)		$	(0.05	)		$	(0.56	)		$	(0.73	)
Operations to be disposed		$	(4.14	)		$	(0.26	)		$	(55.23	)		$	(4.47	)
Net loss		$	(4.39	)		$	(0.31	)		$	(55.78	)		$	(5.20	)

Management Discussion and Analysis

BEIJING, December 1, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that on November 24, 2015, the Company received a notice from the New York Stock Exchange (the "NYSE") indicating that the Company is not in compliance with the NYSE's continued listing requirements under the timely filing criteria established in Section 802.01E of the NYSE Listed Company Manual as a result of its failure to timely file its Quarterly Report on Form 10-Q for the quarter ended September 30, 2015.

As previously disclosed in its Notification of Late Filing on Form 12b-25 filed with the SEC on November 16, 2015, the Company has delayed filing its Quarterly Report on Form 10-Q for the quarter ended September 30, 2015 because the Company requires additional time to complete the preparation of its consolidated financial statements and the accompanying footnotes, in connection with its restructuring plan for the Company's steel business.

Currently the Company is working diligently with its auditor to compile and disseminate the information required to be included in the Form 10-Q, as well as the required review of the Company's financial information. The Company expects to file the Form 10-Q as soon as possible in the coming weeks and before the deadline set by the NYSE.

The NYSE informed the Company that, under the NYSE's rules, the Company will have six months from November 24, 2015 to file the Form 10-Q with the SEC. The Company can regain compliance with the NYSE listing standards at any time before that date by filing the Form 10-Q with the SEC. If the Company fails to file the Form 10-Q before the NYSE's compliance deadline, the NYSE may grant, at its discretion, an extension of up to six additional months for the Company to regain compliance, depending on the specific circumstances. Under NYSE rules, until the Company files the Form 10-Q, its common stock will continue to be subject to the ".LF" indicator to signify its late filing status and will remain on the list of NYSE noncompliant issuers at www.nyse.com.

BEIJING, November 17, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that Catalon Chemical Corp. ("Catalon"), the Company's recently-acquired cleantech subsidiary, has signed a procurement contract for De-NOx SCR honeycomb catalysts valued at approximately $13.7 million with Tengri Group Tsaidam Nuur Energy Corporation ("Nuur Energy"), an integrated energy solution provider and power plant developer in Mongolia.

Nuur Energy intends to purchase at least 3,900 cubic meters of De-NOx SCR honeycomb catalysts from Catalon in 2016 and 2017, for a total estimated value of at least $13.7 million. Nuur Energy will deploy Catalon's De-NOx SCR honeycomb catalysts in its planned 3-Phases 2,400 MW power plant project, which once completed will provide 60% of Mongolia's total power need. The first phase of the power plant, with 600 MW capacity, is scheduled to connect to the grid by the end of 2016.

Ms. Yunshan Li, Chief Executive Officer of General Steel commented, "We are thrilled that Tengri Group Tsaidam Nuur Energy Corporation has selected Catalon's De-NOx honeycomb catalysts and intends to deploy them at one of Asia's largest and highest-profile power plants. With a such high-profile win, Catalon continues to gain greater market traction, and we are even more excited about its business pipeline."

"We are also very pleased that our integration with Catalon has been outstandingly smooth, which further validates our transformation roadmap, and we will focus on accelerating Catalon's business and leveraging its market position to springboard into other high-growth, high-profitability cleantech businesses. We believe that our transformation strikes the right balance of coping to today's challenging steel market environment while building for the future in cleantech."

BEIJING, Nov. 13, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI) announced today that it has regained compliance with the continued listing standard of the New York Stock Exchange (the "NYSE") relating to a minimum average share price of at least $1.00 over a 30 trading-day period. The Company's Board of Directors (the "Board") has also authorized the Company's management to investigate and pursue the potential sale of all its ownership in Maoming Hengda Steel Company, Ltd. ("Maoming Hengda") and Shaanxi Longmen Iron and Steel Co., Ltd. ("Longmen Joint Venture") in order to unlock the hidden value in Maoming Hengda's land assets, divest and restructure steel business. 

In a letter dated November 9, 2015, the NYSE notified the Company that the average closing price of its common stock for the 30 trading-days ended November 9, 2015 was above the NYSE's minimum pricing standard of $1.00, and accordingly, General Steel has successfully regained compliance with the NYSE minimum pricing standard.

With the Company's recent acquisition of controlling interest in Catalon Chemical Corp, ("Catalon") providing large business opportunities, highly-positive profit margins, and excellent growth potential in the cleantech sector, the Company has proposed and received approval from its Board for the Company's management to take the next step in its previously announced plan to reduce the complexity of its business structure, consistent with the objective for internal simplification and operating efficiency.  Due to continuing excess supply, weakening economic growth in China, and sagging prices combining to result in compression in margins and operating losses with respect to its steel production operations, the Company's management has begun to investigate and pursue the potential sale of its land assets, and divesting and restructuring its non-profitable steel production business � while retaining its current steel and iron ore trading activities � and using the proceeds received from any such transaction to more fully develop and grow its cleantech business.

If the divestiture and restructuring of the Company's steel business is fully completed as currently contemplated, General Steel's remaining businesses will be primarily comprised of General Steel (China) Co., Ltd, a trading company that mainly sources overseas iron ore for steel mills, and Catalon, which develops and manufactures De-NOx honeycomb catalysts and industrial ceramics.

Maoming Hengda and Longmen Joint Venture's current daily operations will not be impacted by the Board's authorization. Given the Board's written consent, the Company is engaging in preliminary discussions with potential purchasers for Maoming Hengda and Longmen Joint Venture, and as a result, the Company will report its financial results for the third quarter of 2015 and subsequent quarters with Longmen Joint Venture, which formerly represented over a majority of the Company's consolidated sales, and Maoming Hengda presented as one-line items in both the Company's Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Operations.

Ms. Yunshan Li, Chief Executive Officer of General Steel commented, "In reviewing our business strategies, our senior management team and the Board undoubtedly believe that our ongoing business transformation should focus the Company's resources into the high-growth, high-profitability cleantech business and the viable trading business, and divest away from the currently burdensome steel production business."

"The Company's strategic objective is to greatly streamline our financials and business focus going forward. Divesting Maoming Hengda and Longmen Joint Venture would significantly enhance our cash position and alleviate us of the Longmen Joint Venture's debt burden on our balance sheet.  At the same time, as we demote Longmen Joint Venture's financials to a one-line item below operating results, investors will be able to better gauge our performance and progress.  Investors should note, however, that as of today we have not retained any financial or other advisors with regard to the divestiture plan and the ultimate timing will depend on the results of our negotiations, receipt of acquisition proposals and structuring any significant transaction in a manner consistent with our obligations to stockholders."

BEIJING, October 29, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that its Board of Directors has approved a one-for-five reverse stock split (the "Reverse Stock Split") of its authorized shares of common stock, par value $0.001 (the "Common Stock"). On October 26, 2015, the Company filed a Certificate of Change with the Secretary of State of Nevada with an effective date and time of October 29, 2015 at 7:00 am EDT (the "Effective Date").

Pursuant to Section 78.207 of the Nevada Revised Statutes, and pursuant to the Articles of Incorporation of the Company, on October 20, 2015 by unanimous written consent, the Board of Directors of the Company authorized the Reverse Stock Split. The Company believes that existing shareholders will benefit from the ability to attract a broader range of investors as a result of the Reverse Stock Split and a higher per share stock price.

On the Effective Date, every five issued and outstanding shares of Company Common Stock will be converted into one share of Company Common Stock, and the number of authorized shares of Company Common Stock will also be reduced on a one-for-five basis. While the Company's Common Stock will continue trading on the NYSE on a split-adjusted basis under the symbol "GSI," it will be assigned a new CUSIP number of 370853 202 following the effectiveness of the Reverse Stock Split.

As a result of the reverse stock split, the number of outstanding shares of General Steel's Common Stock will be reduced from approximately 83 million to approximately 17 million. No fractional shares will be issued in connection with the Reverse Stock Split. Instead, the Company will round up to the next full share of the Company's Common Stock any fractional shares that result from the Reverse Stock Split.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On October 26, 2015, the Company filed a Certificate of Change with the Secretary of State of Nevada with an effective date and time of October 29, 2015 at 7:00am EDT/4:00am PDT (the “Effective Time”), at which time a 1-for-5 reverse stock split of the Company’s authorized shares of Common Stock, par value $0.001 (the “Common Stock”), accompanied by a corresponding decrease in the Company’s issued and outstanding shares of Common Stock (the “Reverse Stock Split”), shall be effected.

Pursuant to Section 78.207 of the Nevada Revised Statutes, and pursuant to the Articles of Incorporation of the Company, on October 20, 2015 by unanimous written consent, the Board of Directors of the Company authorized the Reverse Stock Split. Pursuant to Section 78.209 of the Nevada Revised Statutes, our Board of Directors may take action to effect the Reverse Stock Split by filing a Certificate of Change with the Secretary of State of Nevada. Nevada law does not require the Company to obtain any vote or consent of our shareholders to consummate the Reverse Stock Split.

BEIJING, October 26, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced that it has completed the previously-announced acquisition of an 84.5% equity interest in Catalon Chemical Corp. ("Catalon"), a Delaware corporation headquartered in Virginia, that develops and manufactures De-NOx honeycomb catalysts and industrial ceramics.

Catalon's honeycomb technology is an integral part of the selective catalytic reduction ("SCR") process widely used in steel mills, thermal power stations, waste incinerators, stationary diesel motors, industrial plants, and heavy-duty trucks. Catalon, along with its honeycomb technology, was valued at approximately $20 million by an independent third party. The acquisition is expected to enable General Steel to pursue the large and rapidly growing cleantech business in China to facilitate its business transformation.

Pursuant to the terms of the acquisition, General Steel issued 13 million shares ("Payment Shares") of General Steel Common Stock in exchange for a portion of their equity interests in Catalon, equating to 84.5% of all outstanding ownership interests in Catalon. The Payment Shares are being held in escrow, subject to minimum performance targets of Catalon. If those performance targets are not met in their entirety, the Payment Shares will be reduced proportionately to the percentage of the performance targets actually achieved. The Payment Shares are also subject to a lock-up period placing restrictions on the Selling Shareholders' ability to directly or indirectly transfer or otherwise dispose of the Payment Shares for a defined period. As a result of the issuance of 13 million shares, the Company now has 82,984,282 Common Stock issued and outstanding as of October 23, 2015.

Ms. Yunshan Li, Chief Executive Officer of General Steel commented, "We believe that acquiring Catalon is a strategic keystone for General Steel's business transformation. We are excited to welcome aboard Catalon's talented senior management team to General Steel and expect a seamless integration. As we merge Catalon's proven technology, comprehensive suite of products and services, and talented team with General Steel's vast resources, strong market presence and broad distribution platform, we are even more excited about the myriad of new business opportunities and synergies brought forth through this acquisition.

With the air pollution getting worse throughout China, the market sorely needs to effectively reduce industrial NOx emissions. We believe that the annual honeycomb catalyst consumption in China is approximately 350,000 cubic meters, and we anticipate capturing a meaningful share of this large and rapidly-growing business, as Catalon has previously won binding sales agreements with two distributors with each purchasing a monthly minimum of 600 cubic meters for three years."

Item 2.01.     Completion of Acquisition or Disposition of Assets

On September 16, 2015, General Steel Holdings, Inc. (“General Steel”) entered into an all-equity Share Exchange Agreement (the “Agreement”) by and among General Steel, Catalon Chemical Corp., a Delaware corporation (“Catalon”), Anyuan Zhu (“Zhu”), Lindenburg Ventures Ltd., a British Virgin Islands corporation (“Lindenburg”), and Honghui Du (“Du”) (each of Zhu, Lindenburg and Du, a “Selling Stockholder” and together, the “Selling Stockholders”).

At the closing of the share exchange on October 23, 2015, the Selling Shareholders received 13 million shares (“Payment Shares”) of General Steel Common Stock in exchange for a portion of their equity interests in Catalon, equating to 84.5% of all outstanding ownership interests in Catalon. The Payment Shares are being held in escrow, subject to minimum performance targets of Catalon. If those performance targets are not met in their entirety, the Payment Shares will be reduced proportionately to the percentage of the performance targets actually achieved. The Payment Shares are also subject to a lock-up period placing restrictions on the Selling Shareholders’ ability to directly or indirectly transfer or otherwise dispose of the Payment Shares for a defined period.

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On September 16, 2015, General Steel Holdings, Inc. (“General Steel”) entered into an all-equity Share Exchange Agreement (the “Agreement”) by and among General Steel, Catalon Chemical Corp., a Delaware corporation (“Catalon”), Anyuan Zhu (“Zhu”), Lindenburg Ventures Ltd., a British Virgin Islands corporation (“Lindenburg”), and Honghui Du (“Du”) (each of Zhu, Lindenburg and Du, a “Selling Stockholder” and together, the “Selling Stockholders”).

 
Purpose

The purpose of the Agreement is for General Steel to gain a controlling interest in Catalon in order to better position General Steel in the marketplace. Through this acquisition, General Steel will be able to exploit the benefits of Catalon's honeycomb technology, which is a critical part of the selective catalytic reduction process widely used in steel mills, thermal power stations, waste incinerators, stationary diesel motors, industrial plants, and heavy-duty trucks. The acquisition also brings valued members of the Catalon management team to General Steel, which will further increase the company’s competitive position in the steel industry as well as expanding its business scope.

 
Definitive Agreement

Under the terms of the Agreement, the Selling Shareholders will receive up to 13 million shares (“Payment Shares”) of General Steel Common Stock in exchange for a portion of their equity interests in Catalon, equating to 84.5% of all outstanding ownership interests in Catalon. The Payment Shares will be held in escrow, subject to minimum performance targets of Catalon. If those performance targets are not met in their entirety, the Payment Shares will be reduced proportionately to the percentage of the performance targets actually achieved. The Payment Shares are also subject to a lock-up period placing restrictions on the Selling Shareholders’ ability to directly or indirectly transfer or otherwise dispose of the Payment Shares for a defined period. The Agreement is subject to customary closing conditions and regulatory approvals and is expected to close on or about September 30, 2015.

 
Miscellaneous Provisions

In addition, the Agreement sets forth various representation and warranties of each party relating to the equity being exchanged, as well as covenants with respect to the ongoing business activities of both General Steel and Catalon prior to the closing, including but not limited to the prohibition against certain defined acts. The Agreement also sets forth indemnification obligations owed by each party thereto, as well as provisions relating to termination and amendment of the Agreement.

BEIJING, September 16, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced it has signed an all-equity Share Exchange Agreement (the "Agreement") for the acquisition of 84.5% equity interest in Catalon Chemical Corp. ("Catalon"), a Delaware corporation headquartered in Virginia that develops and manufactures De-NOx honeycomb catalysts and industrial ceramics.

Catalon's honeycomb technology is an integral part of the selective catalytic reduction ("SCR") process widely used in steel mills, thermal power stations, waste incinerators, stationary diesel motors, industrial plants, and heavy-duty trucks. Catalon designed the chemical recipe of the SCR catalytic converter, the manufacturing process, engineering and construction methodology to produce the SCR honeycomb catalyst. With the addition of ammonia upstream, the catalyst breaks down the NOx in the glue gas into nitrogen and water vapor. The honeycomb technology is designed for use in low temperature and mid temperature applications. Catalon, along with its honeycomb technology, was valued at approximately $20 million by an independent third party.

Under the terms of the Agreement, existing Catalon shareholders will receive a total equivalent value of approximately $16.9 million or up to a maximum of 13 million shares ("Payment Shares") of General Steel Common Stock. Based on General Steel's closing stock price of $0.63 on September 15, 2015, the equivalent value of $1.30 per share represents a 97.0% premium to the Company's 20-day volume weighted average price of $0.66 per share, and a 106.3% premium to its most recent closing stock price.

The 13 million Payment Shares will be held in escrow, subject to delivery of minimum sales and net profit targets by Catalon of $46.6 million and $8.4 million, respectively, for calendar year 2016, and $116.1 million and $20.9 million, respectively, for calendar year 2017. In the event the minimum sales and net profit targets are not achieved in a given year, the quantity of Payment Shares delivered to the Catalon shareholders shall be reduced proportionately, such that the Catalon shareholder shall receive only the percentage of the Payment Shares equal to the percentage of actual sales and actual net profit achieved in relation to the sales and net profit targets, respectively. Of the 13 million Payment Shares, subject to the reductions described above, up to 4,333,333 shares are designated to be released following 2016 and up to 8,666,667 shares are designated to be released following 2017. The Payment Shares are also subject to a lock-up period, expiring in April 2018, which prohibits the Catalon shareholders from directly or indirectly transferring, offering, granting an option or right in respect of, the disposal, or engaging in any short selling of any consideration share issued to the Catalon shareholders by the Company in connection with the acquisition. The Agreement, which was approved by the General Steel's Board of Directors, is subject to customary closing conditions and regulatory approvals and is expected to close on or about September 30, 2015. Upon completion of the Agreement, Catalon's financials will be consolidated into General Steel's.

Ms. Yunshan Li, Chief Executive Officer of General Steel commented, "We are very excited about the myriad of new business opportunities and synergies brought forth through this acquisition. With a talented team of executives, prominent shareholders, and proven technology and expertise, Catalon has been an innovative leader in R&D and commercialization of De-NOx honeycomb catalysts in the US, and we believe Catalon's comprehensive suite of products and services is an ideal fit for General Steel and a great leap forward for our business transformation.

Catalon's honeycomb catalytic technology effectively reduces NOx emissions, which is a sorely needed solution to China's currently huge industrial pollution problems. And with General Steel's vast resources, strong market presence and broad distribution platform, we fully expect being able to capture a meaningful share of the large and rapidly-growing cleantech business in China. We believe that the annual honeycomb catalyst consumption in China is approximately 350,000 cubic meters. Catalon has binding sales agreements with two distributors in China with each purchasing a monthly minimum of 600 cubic meters for three years.

We are equally thrilled that the acquisition will bring the addition of Catalon's talented team to our leadership. Mr. Steven Chu, Catalon's CEO and CTO, will greatly strengthen our team with more than 20 years experience in engineering and environmental protection. He previously held leadership positions at China's Ministry of Housing and Urban-Rural Development Ministry of Science and Technology, and Ministry of Environmental Protection, and we were captivated with his deep knowledge and insights of the inner-workings of China's environmental protection industry and related market trends. In addition, we are privileged to have Mr. Qilin Li of Lindenburg Ventures, one of Catalon's major shareholders, providing strategic guidance to our team. Mr. Li, a prominent member of one of China's most successful consumer brands, has been a board director of Lead Ahead and non-executive director of Viva Group (8032.HK). He has a wealth of experience in financial services having worked at JP Morgan Hong Kong and Persistent Asset Management Limited. Our Board and management team believe this transaction is in the best interests of the Company and its shareholders, and we look forward to welcoming the talented Catalon team."

Mr. Steven Chu, CEO and CTO of Catalon added, "After an extensive review of strategic alternatives and careful considerations, we concluded that General Steel is the ideal partner for Catalon to commercialize our honeycomb catalytic technology in China. We were impressed by General Steel's technical leadership in steel manufacturing and its unique market position and access in China's burgeoning industrial heartland. We look forward to working closely with General Steel to achieve a seamless post-closing integration and creating long-term value for all of our stakeholders."

Second Quarter 2015 Financial Results

Sales totaled $528.8 million, compared with $588.0 million in the second quarter of 2014.

Net loss attributable to the Company was $(615.0) million, or $(9.80) per diluted share, compared with $(11.0) million, or $(0.20) per share in the second quarter of 2014.

Ms. Yunshan Li, Chief Executive Officer of General Steel commented, "Since being appointed as CEO of General Steel in late July, my top priority has been reviewing and integrating the Company's resources in order to chart the best course for our business transformation. During our strategic reviews, we noted that General Steel is one of the most efficient steel producers in China and that it has excellent experience, resources and expertise. And as we further evaluated General Steel's total value chain, we believe that the more an organization moves upstream towards energy-saving and environmental protection solutions, the higher its return on investments and sustainability will be. As such, we are very excited about the potential possibilities for the Company in the clean-tech and environmental protection sector."

Ms. Li added, "China is now the world's largest energy consumer and has the largest number of coal-fired power plants and steel mills. The Chinese government is fully aware of the impact from fossil-fuel pollution and is launching the tightest-ever restrictions on emission standards. In my view, General Steel not only has its own demand for clean-tech and environmental protection solutions, but also rich industry resources to promote clean-tech adoption. We feel confident that the combination of my direct knowledge, expertise, and access to emission reduction technology and GSI's excellent experience, resources and expertise will enable us to successfully produce and sell leading clean-tech solutions in China."

John Chen, Chief Financial Officer of General Steel, commented, "As we forge ahead with our business transformation, in the second quarter we proactively revalued our steel-manufacturing equipment in Longmen Joint Venture, and took a write-down of $973.9 million in its carrying value to better reflect the current market conditions. We believe this will lighten future depreciation burden and better enable the Company to adopt new business models."

BEIJING, August 6, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced the formation of an Executive Advisory Committee (the "Committee") to strengthen the Company's clean technology expertise and expedite its business transformation.

The Committee is comprised of Dr. George V. Chilingar, Dr. Theodore Tsotsis, and Mr. Dean Stanphill, a distinguished group of industry veterans in research, development and commercialization of clean technology, environmental protection and emission solutions.

"We are ecstatic in welcoming such a decorated group of scholars and industry experts to General Steel," said Ms. Yunshan Li, Chief Executive Officer of General Steel, "Since being appointed as CEO, my top priority has been reviewing and integrating the Company's resources, and I believe that these new executive advisors with their broad range of technical and strategic knowledge will strengthen our policy assessment capability and provide valuable guidance in our business transformation. The Committee will also steer our development of best-in-class cleantech and environmental protection solutions that will help optimize our steel operations, as well as potentially expand our business scope into the industrial cleantech segment."

On behalf of the Committee, Dr. Chilingar added, "It is our honor to be founding members of General Steel's Executive Advisory Committee. As China became the world's largest energy consumer, the breakneck speed of industrial growth has unavoidably led to severe pollution problems. We believe smart cleantech not only reduces pollution but also improves energy utilization and enhances operation efficiency. We are excited about the huge market opportunities ahead for cleantech in China, and we look forward to contributing to General Steel's future success."

First Quarter 2015 Financial Results

• Sales volume decreased by 27.6% year-over-year to approximately 0.95 million metric tons, compared with 1.32 million metric tons in the first quarter of 2014.
• Net loss attributable to the Company was $(45.1) million, or $(0.73) per diluted share, compared with $(43.6) million, or $(0.78) per share in the first quarter of 2014.

Henry Yu, Chairman and Chief Executive Officer of General Steel commented, "The first quarter of 2015 was very tough for China's iron and steel industry, as the combination of the government's stricter environmental enforcement and a slowdown in demand sharply pressured average selling price and profitability. The average price of rebar encountered a steep double-digit sequential decline during the first quarter to the lowest price level in 13 years. Correspondingly, we reduced production volume to preserve working capital, and we took the opportunity to temporarily shut down in the second half of the first quarter in order to perform maintenance on our production equipment.

As the steel industry remains challenging, we believe our accelerated business transformation strategy is on target. In the first quarter, we established our RFID joint venture that in April 2015 launched its first UHF RFID tag, which has thus far received very positive feedback. We anticipate rolling out deployment and commercialization in the second half of 2015. We remain confident that the transformed businesses will drive greater synergies and efficiency enhancements."

John Chen, Chief Financial Officer of General Steel, commented, "Facing macro-environment challenges for steel operations, we continue to focus on those factors that we can control, including management of our operating expenses and working capital, closely aligning with SOEs and local government for financial support, and continuing to optimize our upgraded manufacturing equipment. As we march forward with our business transformation strategy, we will allocate capital and human resources into our RFID joint venture, as well as unlocking hidden value in our land reserves in an effort to drive greater value for our shareholders."

BEIJING, May 13, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that the New York Stock Exchange, Inc. (the "NYSE") has notified the Company that it has fallen below the NYSE's continued listing standard set forth in Section 802.01C of the Listed Company Manual ("Section 802.01C") that requires a minimum average closing price of $1.00 per share of the Company's common stock over a consecutive 30-trading-day period.

Under the NYSE regulations, the Company has a cure period of six months from receipt of the NYSE's notice to achieve compliance with the continued listing standard of Section 802.01C. The Company can regain compliance at any time during the six-month cure period if on the last trading day of any calendar month during the cure period, the Company has a closing share price and an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month.

The Company will provide the NYSE with the required response within 10 business days of its receipt of the NYSE Notice, stating its intent to cure this deficiency. The Company may consider implementing a reverse stock split of its common stock, which the Company received shareholder approval for at its annual general meeting on December 29, 2014, in order to effect a cure of its non-compliance with the Pricing Standard within the appropriate timeframe and to avoid any future non-compliance. If the Company decides to implement such a reverse stock split, it will inform the NYSE in accordance with applicable NYSE rules.

Subject to compliance with the NYSE's other continued listing standards and ongoing oversight, the Company's common stock will continue to be listed and traded on the NYSE during the six-month cure period, under the symbol "GSI", but will continue to be assigned a ".BC" indicator. The Company's business operations and United States Securities and Exchange Commission reporting requirements are not affected by the receipt of the NYSE's notice. The Company intends to actively monitor the closing price of its common stock during the cure period and will evaluate all available options to resolve this non-compliance and regain compliance with the Pricing Standard.

BEIJING, April 29, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that it has regained compliance with the continued listing standard of the New York Stock Exchange (the "NYSE") relating to minimum pricing of its common stock.

In a letter dated April 27, 2015, the NYSE notified the Company that the closing price, as well as average stock price of its common stock for the 30 trading days ended April 24, 2015, which was the last day of the six-month cure period from receipt of the previous non-compliance of the minimum share price notification on October 24, 2014, was at or above the NYSE's minimum pricing standard of $1.00. Accordingly, General Steel has successfully regained compliance with the NYSE minimum pricing standard.

The Company's common stock will continue to be listed and traded on the NYSE, while the dissemination of the ".BC" indicator and NYSE web site posting will continue as the Company is subject to continued monitoring applicable to its previous non-compliance with the $50 million average market capitalization and stockholders' equity requirement.

Henry Yu, General Steel's Chairman and Chief Executive Officer, said: "We are pleased to regain compliance with NYSE's minimum pricing standard, which we believe is a reflection of investors' confidence in our transformation. We remain on track in our business transformation, specifically in commercializing RFID technologies and solutions, and expansion into the Internet-of-Things and logistics sectors. We are confident that as General Steel transforms from an integrated steel producer into a multi-faceted, synergistic platform that will comprise not only steel-related businesses but also high-growth, high-margin non-steel businesses, our growth prospects and profitability will improve."

BEIJING, April 9, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-controlled steel producer in China, today announced its majority-owned joint venture, Tianjin General Shengyuan IoT Technology Co., Ltd. ("General Shengyuan IoT") launched a new UHF RFID tag for iron and steel, and a cloud-based Internet-of-Things platform for steel logistics and bulk commodity management.

General Shengyuan IoT's UHF RFID tag is fully compatible with the Electronic Product Code (EPC) tag data standard, which coupled with its cloud-based Internet-of-Things platform, enable steel mills to quickly and effectively enhance the efficiency and accuracy of logistic planning and management. The cloud-based platform integrates the UHF RFID tag with sensors, satellite communication, data collection devices, wireless vehicle terminals and handsets to aggregate real-time data transmissions and provide long-distance tracking and management of bulk commodities. The platform also integrates with Effective Management Systems (EMS) and Enterprise Resource Planning (ERP) systems for real-time inventory management. The Company has initiated internal procedures for patents application of the iron and steel UHF RFID tag and Internet-of-Things platform.

Henry Yu, Chairman and Chief Executive Officer of General Steel commented, "We appreciate the high-efficiency efforts of General Shengyuan IoT, which quickly launched its first major product less than two months after its inception in February. This new product combines the expert team's RFID technology and General Steel's vertical expertise to tap China's huge market potential for steel logistics management. We are pleased with our progress in business transformation, and remain confident that the joint venture will drive greater synergies and efficiency enhancements soon."

Michael Au, Chief Executive Officer of General Shengyuan IoT added, "Our unique combination of UHF RFID tag and cloud-based platform is ideal for customers with heavy demands for inventory management and asset tracking. Our solution is built on our deepest understanding of the unmet needs for steel logistics, and as a result, we have received exceedingly positive feedback and acceptance from customers' initial trials. Furthermore, our system's ability to provide long-distance asset tracking and real-time inventory will enable steel manufacturers to receive additional bank financing through collateralized in-transit assets and thereby improve working capital and financial flexibility. With this exciting new product that addresses not only China's large and untapped steel logistics management market but also the country's huge market potential for bulk commodity logistics management, we are very optimistic about our prospects."

Fourth Quarter 2014 Financial Results

• Sales volume increased by 17.1% year-over-year to approximately 1.35 million metric tons, compared with 1.15 million metric tons in the fourth quarter of 2013.
• Net income attributable to the Company was $9.4 million, or $0.16 per diluted share, compared with a net loss of $102,000, or $(0.002) per share in the fourth quarter of 2013.

Henry Yu, Chairman and Chief Executive Officer of General Steel commented, "During the fourth quarter of 2014, particularly in December, China's steel mills accelerated production after the required shut-down during the APEC summit, which caused rapid deterioration in the average selling prices of steel products. We believe the near-term challenges for the steel sector will likely linger, and as such, we are strategically accelerating our business transformation."

"The formation of our RFID joint venture in February 2015, and the joint venture for new petroleum storage facility under-preparation in Maoming City are excellent initial steps in our transformation into the Internet-of-Things and Logistics sectors. We are encouraged by our progress to date, and we anticipate these new joint ventures will drive strong synergies and efficiency enhancements for the whole organization."

John Chen, Chief Financial Officer of General Steel, commented, "Despite the persistently tough steel industry fundamentals, we continued to receive support from our SOE partners and local governments with favorable payment and credit terms that helped us to generate $95.2 million in operating cash flow during the fourth quarter. As we transform our organization, we will proactively review our strategy and asset portfolio and seek to restructure low-efficient, non-core assets, as well as idle land resources to unlock hidden fair value. We aim to transform into a leaner and fitter organization with better profitability, and based on the rapid progress of our recently-formed joint ventures, we believe we are well on our way."

 

 

BEIJING, March 11, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, unveiled further plans for its logistics business through a new joint venture with strategic partners to mutually establish a new petroleum storage facility in South China's largest petro-chemical production base, Maoming City, Guangdong Province, China.

The new petroleum storage facility will make use of General Steel's land assets located in close proximity to Bo He Port of Maoming City, which enjoys a natural geographic advantage for petroleum storage and logistics. Recently, the Chinese government declared its intention to nearly double the nation's oil reserves from 50 days to 90 days by 2020.

This new plan is part of the Company's commitment to expand beyond the steel industry into alternative businesses. General Steel will own a share of the new entity and will receive a recurring stream of profits in accordance with the joint venture's profit-sharing agreement. Management reached this decision with a goal to maximize the utilization of the Company's land assets and enhance shareholder value.

Henry Yu, Chairman and Chief Executive Officer of General Steel commented, "We are pleased to announce new plans to deploy our valuable land assets in Maoming through the pending new joint venture with two large strategic partners. While a significant amount of work remains, we have been in active negotiations on the joint venture's key structural framework and expect the new logistics business to generate future positive financial contributions to General Steel."

BEIJING, February 10, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that the Company has reached a definitive agreement ("the Agreement") to form a joint venture with a team of radio-frequency identification ("RFID") experts (the "Expert Team"), to develop and commercialize RFID technology data solutions.

The Expert Team includes several forerunners in the data integration and logistics industries, led by Mr. Michael Au, a veteran with over 17 years experience and more than a dozen patents in RFID technology. In 1997, Mr. Au developed and patented the first non-contact RFID device for moving vehicles that is still being used today for highway toll collections in the Guangdong Province. In 2005, Mr. Au co-founded Xindeco IoT (formerly Xinda Huicong Technology Company), the first China-based company specializing in the development and production of UHF RFID tags. Supporting Mr. Au and acting as the Expert Team's chief technical adviser will be Dr. Changyu Wu, a member of the US Institute of Electrical and Electronics Engineers with over 20 years experience in the development of data-integration devices.

Under the terms of the Agreement, General Steel will own 70% of the joint venture, while the Expert Team will contribute intellectual property, including proprietary RFID technologies, licensed patents and domain expertise. The joint venture entity is expected to be established in March 2015.

Henry Yu, General Steel's Chairman and Chief Executive Officer commented, "This transaction is pivotal to our business transformation strategy of enhancing our core businesses by developing and deploying leading-edge data integration solutions, while also expanding outside of the steel industry into the vibrant logistics and Internet-of-Things sectors. RFID technology will serve as a backbone for our new logistics center, currently under construction in Maoming, China, as well as several other projects under development."

"The venture's proprietary RFID tags and related applications can effectively track supplies, inventories, and goods throughout the manufacturing process, as well as, finished goods and merchandises in transit. Meanwhile, the cloud-based Internet-of-Things platform for bulk commodity logistics will provide real-time data on supplies, inventory, and goods, thereby greatly enhancing its customers' administration and planning processes, as well as, asset tracking and supply chain management. In our view, this venture is a powerful union of technology, vertical domain expertise, relationships, and corporate resources, and we are very excited about its prospects," Mr. Yu added.

On behalf of the Expert Team, Michael Au said, "We are glad to partner with General Steel. We see tremendous synergies in leveraging General Steel's vast resources and relationships to speed the development and commercialization of our cloud-based Internet-of-Things platform, proprietary technologies, and domain expertise. We believe this new venture is a win-win combination that highlights the core strengths of both parties."

BEIJING, February 3, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that its Board of Directors has approved a strategic restructuring plan designed to accelerate the Company's business transformation.

The transformation includes implementing additional cost-cutting programs at Longmen Joint Venture, selling the Company's stake in General Steel Special Steel Pipe Joint Venture Company Limited ("Pipe JV"), and reconfiguring the Company's steel manufacturing facilities and assets to facilitate expansion into logistics and Internet-of-Things businesses.

Following an extensive review of its strategy and operational structure, the Company believes that it is in the best interest of the Company and its shareholders to dispose low-efficiency, non-core assets and to restructure idle land resources for the purpose of unlocking their hidden fair value.

• During the fourth quarter of 2014, the Company sold its stake in the Pipe JV and realized a gain from the sale, which will be consolidated into the Company's annual report for 2014. As the Pipe JV had previously incurred significant operating losses, the sale will effectively lower the Company's future liability and share of operating losses related to Pipe JV.
• To better utilize its idle land resources in Maoming, Guangdong Province, the Company is in the process of building a new, modern logistics center to accelerate the development of its logistics and Internet-of-Things businesses. The construction is expected to start in the first quarter of 2015.

Henry Yu, General Steel's Chairman and Chief Executive Officer, commented: "We look forward to turning a new chapter in our Company's history. Our industry and market place are rapidly changing, requiring us to strategically transform. We observe that the bulk commodity and technology sectors are converging at an accelerating pace, fueled by a revolution in the Internet-of-Things where sensors and digital tags are being embedded into the manufacturing process to capture greater and more detailed data in order to increase manufacturing efficiency and improve logistics and supply chain management."

"We believe our Company is well positioned at the center of this convergence, and more importantly, we believe that we have the unique combination of necessary resources - including optimally-located land, logistical expertise, patented technologies, and vertical synergies - to capture the exciting new opportunities and succeed in our expanded business scope. In addition to our commitment to becoming a leaner and more nimble steel manufacturer, we are expanding into logistics and Internet-of-Things businesses. With this restructuring, we are well on our way in transforming General Steel from an integrated steel producer into a multi-faceted, synergistic platform that will comprise not only steel-related businesses but also high-growth, high-margin non-steel businesses," Mr. Yu concluded.

BEIJING, January 15, 2015 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that the New York Stock Exchange (the "NYSE") notified the Company by a letter dated as of January 9, 2015, that it is not in compliance with the continued listing standards set forth in Section 802.01B of the NYSE's Listed Company Manual ("Section 802.01B"). Specifically, the Company is below NYSE minimum requirements for average market capitalization over a 30 trading-day period of greater than $50 million and reported stockholders' equity of greater than $50 million.

In accordance with NYSE procedures, the Company has 45 days from the date of receipt of the NYSE's notice to submit a business plan to the NYSE demonstrating its ability to achieve compliance with the continued listing standards of Section 802.01B within 18 months of the date of receipt of the NYSE's Notice. The Company intends to provide the NYSE with the required response to the NYSE's notice within 10 business days of its receipt, and submit a business plan subsequently, stating its intent to cure this deficiency. In the event the NYSE approves the Company's plan, the Company's common stock will continue to be listed and traded on the NYSE during this 18-month cure period, subject to NYSE's discretion, under the symbol "GSI", but will continue to be assigned a ".BC" indicator.

The Company's business operations and United States Securities and Exchange Commission reporting requirements are not affected by the receipt of the NYSE's notice. The Company intends to actively monitor the closing price of its common stock during the cure period and will evaluate available options to resolve this deficiency and regain compliance with the applicable NYSE regulations

Third Quarter 2014 Financial Results

• Sales volume increased by 15.1% year-over-year to approximately 1.45 million metric tons, compared with 1.26 million metric tons in the third quarter of 2013.
• Net loss attributable to the Company was $(3.5) million, or $(0.06) per diluted share, compared with a net income of $3.8 million, or $0.07 per diluted share in the third quarter of 2013.

Henry Yu, Chairman and Chief Executive Officer of General Steel commented, "We continued to witness improving demand for our products in Western China, as our sale volume grew more than 15% year-over-year to 1.45 million metric tons, the highest ever quarterly volume for General Steel. This quarter, a number of smaller and unqualified steel mills were forced to exit the market, in light of which, we strategically offered attractive discounts in neighboring markets to expand our geographic footprint."

Mr. Yu continued, "We anticipate the price of iron ore will continue on its downward trend, and with our better market position, improved industry fundamentals, and higher production efficiency, we are solidly positioned to earn greater profits in 2015. We expect to harvest the fruits of our continuous cost cutting measures and equipment upgrades and optimization over the past couple of years, and we look forward to a broadening geographic footprint, improving efficiency, expanding operating leverage, and ultimately rising profitability," Mr. Yu concluded.

John Chen, Chief Financial Officer of General Steel, commented, "As we strategically discounted our products in order to establish a foothold into neighboring markets, our average selling price declined by 20.7% year-over-year in the third quarter. However, as the cost of iron ore decreased by 25.3% year-over-year, we were able to achieve leverage from the increased sales volume and expanded our quarterly gross margin by 40 basis points and gross profits by 16.8% year-over-year."

Mr. Chen then stated, "This December, we will complete an upgrade to an existing 450 cubic-meter blast furnace with a much larger and more efficient 1,800 cubic-meter blast furnace. This new equipment and expanded volume will enable a higher utilization of raw materials, better conversion rate, and lower energy consumption during iron smelting, and ultimately generating further savings in our unit production cost. As we complete our investment and upgrade plans in 2014, we enter 2015 with genuine optimism."

BEIJING, October 31, 2014 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that the New York Stock Exchange (the "NYSE") has notified the Company that it has fallen below the NYSE's continued listing standard that requires a minimum average closing price of $1.00 per share over a 30 consecutive trading day period. As of October 21, 2014, the 30 trading-day average closing price of the Company was $0.99.

Pursuant to NYSE rules, the Company has a cure period of six months from receipt of the notification on October 24, 2014, to cure its non-compliance of the minimum share price standard. The Company can regain compliance on an accelerated basis if its common stock has a share price at or above $1.00 on the last trading day of any calendar month within the cure period and the average share price over the 30 trading days preceding the end of that month is also at or above $1.00.

In addition, pursuant to NYSE rules, the Company has 10 business days from the receipt of the NYSE's notification to submit its intent to cure this non-compliance. The Company intends to submit a plan outlining the actions it intends to complete to increase its share price, and will notify the NYSE that it intends to cure the non-compliance within the prescribed timeframe.

The NYSE suggests that the Company seriously consider implementation of a reverse stock split, which the Company received shareholder approval for at its annual general meeting on December 27, 2013, in order to effect a cure of its non-compliance within the appropriate timeframe and to avoid any future recurrence of non-compliance with the NYSE's share price standard. If the Company decides to implement a reverse stock split, it must so inform the NYSE in the above referenced notification and must implement the reverse stock split within the six-month cure period. The Company intends to actively monitor the closing price of its common stock during the cure period and will evaluate available options to resolve this non-compliance and regain compliance with the applicable NYSE rules.

The Company's common stock will continue to be listed and traded on the NYSE during the six-month cure period, but will be assigned a ".BC" indicator by the NYSE to signify that the Company is not currently in compliance with the NYSE's continued listing standards. The Company's business operations and United States Securities and Exchange Commission reporting requirements are not affected by the receipt of the NYSE's notification.

BEIJING, October 23, 2014 /PR Newswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced that the Company has received Renminbi equivalent of $7,500,000 in gross proceeds in connection with its previously announced private placement (the "Private Placement") with Henry Yu (the "Investor"), the Company's Chairman and Chief Executive Officer.

In the July 14, 2014 press release, the Company announced that it entered into a definitive subscription agreement (the "Subscription Agreement") for the Private Placement of its common stock, par value $0.001 per share ("Common Stock"), at a purchase price of $1.50 per share (the "Purchase Price") for total proceeds of $7,500,000 with the Investor.

The Company has fully received the fund transfer of Renminbi equivalent of $7,500,000 from the Investor, and is following standard procedure of stock issuance for a total of 5,000,000 shares of the Company's Common Stock to the Investor. Meanwhile, the Private Placement has been approved by shareholders as required under Section 312.03 of the NYSE listed company manual due to the number of shares being purchased. The Company expects to complete the Common Stock issuance and close the Private Placement soon.

The purchase and issuance of the Common Stock set forth above was exempt from the registration requirements of the Securities Act pursuant to Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder ("Regulation D"), based upon the representations made by the Investor that he was an "accredited investor" (as such term is defined under Rule 501 of Regulation D) and that he was purchasing such securities without a present view toward a distribution of the securities. In addition, there was no general advertisement conducted by the Company in connection with the sale of the securities.

BEIJING, October 15, 2014 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced that it has signed a memorandum of understanding (the "MOU") with Tewoo Group Co., Ltd. ("Tewoo Group"), a Fortune Global 500 company, to co-develop bulk commodity e-commerce business.

The MOU establishes a long-term strategic partnership (the "Partnership") to mutually pursue business opportunities in bulk commodity e-commerce, asset leasing, and financing. The Partnership is consistent with the Company's previously stated intention to invest into high-growth, high-margin industries in order to expand its business scope.

Under the terms of the MOU:

• Tewoo Group intends to make an equity investment into General Steel, with specific terms to be subsequently and mutually determined by both parties;
• The Partnership will co-develop bulk commodity e-commerce business;
• The Partnership will co-construct a logistic base in Maoming City in China's Guangdong Province, where General Steel has strategic advantages in land reserve; and
• The Partnership will co-develop financial services, including capital lease, trade financing, and credit facilities to capture the strong demand for such services from the e-commerce platform's customers.

Tewoo Group ranks 185th on the Fortune Global 500 List in 2014, is the largest state-owned enterprise in Tianjin, and is one of the 20 largest trading enterprises in China supported by the Ministry of Commerce. Tewoo Group's e-commerce platform, Tewoo Bulk Commodity, currently offers a wide selection of bulk commodities, including iron and steel, nonferrous metal, petroleum, coal and coke, minerals, chemicals, and building materials.

"We are very delighted to announce this strategic partnership with Tewoo Group, one of China's leading state-owned enterprises, marking our entry into the fast-growing and profitable bulk commodity e-commerce platform," said Henry Yu, Chairman and Chief Executive Officer of General Steel, "Tewoo Group is a proven leader with expansive customer reach, and we believe our strategic collaboration will not only mutually benefit both parties, but will also effectively help General Steel expand into targeted high-growth and high-margins industries with mitigated risks."

"Moreover, we are excited about the attractive market opportunities for financial services within the e-commerce platform, as well as General Steel's prospects of cross-selling its steel products into the platform's large customer base. We anticipate this partnership will help General Steel capitalize on significant growth opportunities and provide positive returns for our shareholders," Mr. Yu concluded.

BEIJING, Oct. 9, 2014 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that it has regained compliance with the continued listing standard of the New York Stock Exchange (the "NYSE") relating to minimum market capitalization of its common stock.

In a letter dated October 6, 2014, the NYSE notified the Company that it has remained in compliance with the NYSE's minimum market capitalization requirement over the past three quarters, and as a result, the Company is no longer on the NYSE's "Watch List".  Correspondingly, the below compliance (".BC") indicator will no longer be transmitted, and the Company will no longer be noted as being below continued listing standards on the NYSE's website.

Henry Yu, Chairman and Chief Executive Officer of General Steel commented, "I am pleased that General Steel has regained full compliance with the NYSE's listing requirements. We will keep focus on our business and continue with our aim to deliver long-term value to our shareholders."

Second Quarter 2014 Financial Results

• Sales totaled $588.0 million, compared with $653.7 million in the second quarter of 2013.
• Net loss attributable to the Company reduced to approximately $(11.0) million, or $(0.20) per diluted share, compared with a net loss of $(39.8) million, or $(0.72) per diluted share in the second quarter of 2013.

Henry Yu, Chairman and Chief Executive Officer of General Steel commented, "We are very proud that our turn-around efforts are now driving measurable improvements to our financials, as gross margin expanded to a 36-month high and EBITDA substantially improved to a positive $33.6 million. These highlights reflect the success we have had over the past year in lowering our unit production cost and enhancing our operating efficiencies."

"During the second quarter, industry fundamentals significantly improved, and we were able to hold firm on our pricing. We are seeing a better demand-and-supply balance, and it is increasingly more evident that the market dynamics and competitive landscape will substantially improve in the coming months." Mr. Yu concluded.

John Chen, Chief Financial Officer of General Steel, commented, "This quarter we saw contributions to profitability from our two major initiatives. Our sourcing strategy lowered our raw material costs and, our upgraded production lines and technical improvements lowered our unit costs. We also turned around our operating cash flows to an inflow of $56.1 million, providing us with greater operating flexibility for the quarters ahead. Given our solid execution and the improved market fundamentals, we anticipate additional margin expansion and are confident that we will deliver on our target EPS range of 8 to 12 cents for the second half of 2014."

Business Outlook

For the six months ending December 31, 2014, the Company reiterates that it currently projects:

• Sales to range from $1.3 billion to $1.4 billion, on sales volume of approximately 3 million metric tons;
• Net income attributable to the Company to range from $4.5 million to $6.5 million; and
• EPS attributable to the Company to range from $0.08 to $0.12.

BEIJING, Aug. 7, 2014 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that it has regained compliance with the continued listing standard of the New York Stock Exchange (the "NYSE") relating to minimum pricing of its common stock.

In a letter dated August 5, 2014, the NYSE notified the Company that the average closing price of its common stock for the 30 trading-days ended July 31, 2014 was above the NYSE's minimum pricing standard of $1.00. Additionally, the closing stock price of the Company's common stock of $1.08 on July 31, 2014, the last trading day of the calendar month, was also above this minimum pricing standard of $1.00. Accordingly, General Steel has successfully regained compliance with the NYSE minimum pricing standard.

BEIJING, July 14, 2014 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced that the Company has entered into a definitive Subscription Agreement (the "Subscription Agreement") for a private placement of its common stock, par value $0.001 per share ("Common Stock"), with Henry Yu (the "Investor"), the Company's Chairman and Chief Executive Officer. The gross proceeds from the private placement will be approximately $7.5 million, and the Company intends to use the proceeds to fund its expansion into high-growth bulk commodity e-commerce.

Pursuant to the Subscription Agreement, the Investor purchased from the Company and the Company issued and sold to the Investor five million shares of Common Stock at a purchase price of $1.50 per share (the "Purchase Price"), for an aggregate amount of $7.5 million. The Purchase Price is approximately 23% higher than that of the 90-day volume weighted average closing price of the Common Stock from March 5, 2014 to July 11, 2014, which ranged from $0.90 to $1.47 per share of Common Stock during the period. The Common Stock purchased and issued will be subject to the six-month holding period provisions of Rule 144 of the Securities Act of 1933, as amended (the "Securities Act"). The private placement is expected to close in July 2014, subject to customary closing conditions.

"My willingness to purchase shares at a premium price reflects my optimism with General Steel's recovering trend in recent months and the Company's long-term strategy and growth prospects," said Henry Yu, Chairman and Chief Executive Officer of General Steel. "I remain highly confident that General Steel will earn positive net income in the second half of 2014, and my injection of additional capital will enable the Company to expand its business scope. It is very clear to me that our planned expansion into commodity e-commerce will enable the Company to not only capitalize on significant growth opportunities ahead but also help to generate positive returns for its investors."

BEIJING, June 25, 2014 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced that the Company is confident in its business turnaround and currently estimates earnings per share ("EPS") of $0.08 to $0.12 for the second half of 2014.

For the six months ending December 31, 2014, the Company currently projects:

• Sales to range from $1.3 billion to $1.4 billion, on sales volume of approximately 3 million metric tons;
• Net income attributable to the Company to range from $4.5 million to $6.5 million; and
• EPS attributable to the Company to range from $0.08 to $0.12.

Henry Yu, Chairman and Chief Executive Officer of General Steel commented, "We are excited that the changing market fundamentals for the steel industry in China and our improved production efficiency gained over the past two years are clearly benefiting General Steel, providing us with greater confidence for a profitable second half of 2014. We are confident about our ability to command firm pricing on our steel products, as smaller competitors in our region have had to drastically reduce or shut down production due to their inability to obtain credit facilities. At the same time, we anticipate that our strong procurement capability and improved operational-efficiency will significantly lower our raw material and production costs. It is our expectation that this combination of firm pricing and lower costs drives higher gross profits."

"Benefitting from a higher gross margin and our diligent control of operating expenses, we are well on our way to earning positive net income for the month of June, and we see a clear path to earning positive net profits for the remainder of 2014. We feel very comfortable about our regional market leadership and believe our focused efforts to lower production costs are now bearing fruit. As such, we fully expect this recovering trend and positive momentum will continue well into 2015 and beyond," Mr. Yu concluded.

BEIJING, June 20, 2014 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that the New York Stock Exchange (the "NYSE") has notified the Company that it has fallen below the NYSE's continued listing standard that requires a minimum average closing price of $1.00 per share over a 30 consecutive trading day period.

Pursuant to the NYSE's notification, the Company has a cure period of three months from receipt of the notification, or to September 15, 2014, to cure the deficiency by regaining compliance with the minimum share price criteria. The Company can regain compliance on an accelerated basis if its common stock has a $1.00 share price on the last trading day of any calendar month within the cure period and the average share price over the 30 trading days preceding the end of that month is also $1.00.

Under NYSE rules, the Company has 10 business days from the receipt of the NYSE's notification to submit its intent to cure this deficiency and a plan to the NYSE clearly outlining any strategic or operational initiatives it intends to complete in order to increase its share price, as well as the Company's first quarter 2014 update. The Company intends to submit such plan and update and will notify the NYSE that it intends to cure the deficiency within the prescribed timeframe.

Subject to compliance with the NYSE's other continued listing standards and ongoing oversight, the Company's common stock will continue to be listed and traded on the NYSE during the three-month cure period, but will continue to be assigned a ".BC" indicator by the NYSE to signify that the Company is not currently in compliance with the NYSE's continued listing standards. The Company's business operations and United States Securities and Exchange Commission reporting requirements are not affected by the receipt of the NYSE's notification. The Company intends to actively monitor the closing price of its common stock during the cure period and will evaluate available options to resolve this deficiency and regain compliance with the applicable NYSE rules.

BEIJING, June 10, 2014 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that it aims to accelerate its business transformation by establishing two investment entities and expanding its business scope to include other non-steel industries.

With the full support and approval of its Board of Directors, the Company is establishing two new investment entities that will serve as platforms for its expansion into industries that offer high-growth and high-margin, such as commodity e-commerce, asset leasing and financing, and clean technologies.

"While we remain confident in our steel business, we are excited about entering into other non-steel industries," said Henry Yu, Chairman and Chief Executive Officer of General Steel, "With the proven ability of our in-house talents, we have a unique opportunity to expand our business scope - one which we believe offers mitigated risks and high return potential. We will leverage our formidable corporate development team and sizable human capital to expand into non-steel industries that offer high growth potential, as well as higher profit margins. We have already identified and begun negotiations with a number of investment targets, and with our team's previous history of successfully selecting, acquiring, and integrating businesses, I feel optimistic with our accelerated business transformation. We look forward to providing more updates on these developments and anticipate unlocking considerable value for our shareholders."

First Quarter 2014 Financial Results:

• Sales totaled $594.2 million, compared with $651.3 million in the first quarter of 2013.
• Net loss attributable to the Company was approximately -$43.6, or -$0.78 per diluted share, compared with a net income of $3.1 million, or $0.06 per diluted share in the first quarter of 2013.

"The first quarter of 2014 was widely viewed as the 'coldest winter' for China's iron and steel industry since 2010, which caused a sharp drop in the market price," said Henry Yu, Chairman and Chief Executive Officer of General Steel, "Despite the challenging industry dynamics, demand of our rebar products in Western China remained solid, as our sales volume grew by 14.2% sequentially during the quarter. At the same time, our fully-ramped continuous rolling capacity and enhanced operating efficiencies combined to improve gross margin by 220 basis points compared with the prior quarter."

"We remain confident in our roadmap to regain healthier profits in the second half of 2014. We are seeing a leveling of the average selling price for rebar and a lower average cost for iron ore thus far in the second quarter. Additionally, this April, we signed our first direct supply agreement with Rio Tinto, which we believe will further lower our sourcing costs and ensure timely delivery of the highest quality imported iron ore. In view of the improved pricing environment and the central government's ongoing efforts to reduce pollution and balance steel supply in China, we remain optimistic of a turnaround in our marketplace and thereby our business fundamentals," Mr. Yu concluded.

John Chen, Chief Financial Officer of General Steel, commented, "As we anticipate an imminent rebound in the marketplace, we continue to focus on enhancing our supply chain, production planning and inventory management. We also continue to control operating expenses, manage finance expenses, and enhance funding flexibility. With our improved operational efficiencies, we are confident General Steel is well positioned for sustainable growth and profitability when the industry turns around."

BEIJING, April 14, 2014 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that its principal manufacturing facility, Shaanxi Longmen Iron and Steel Co., Ltd. ("Longmen Joint Venture"), has signed a supply agreement with Rio Tinto Iron Ore Asia Pte. Ltd. ("Rio Tinto") for procurement of imported iron ore in 2014, commencing from April 1, 2014.

Under this agreement, Rio Tinto will directly provide Longmen Joint Venture at least 1.5 million metric tons of imported iron ore at a favorable price based on the average monthly iron ore index upon delivery.

"We are thrilled to sign our first direct supply agreement with Rio Tinto," said Henry Yu, Chairman and Chief Executive Officer of General Steel. "The ability to directly procure from one of the world's largest supplier will significantly lower our sourcing costs and ensure timely delivery of the highest quality imported iron ore. We believe the large guaranteed supply coupled with pre-determined favorable pricing terms provides us with more operational flexibility and greater cost advantages. Importantly, our commitment to the large purchase volume demonstrates confidence in our leading position in Western China and optimism of a turnaround in our core marketplace and return to revenue growth in 2014."

Fourth Quarter 2013 Financial Results

• Sales decreased by 24.2% year-over-year to $548.7 million, from $723.4 million in the fourth quarter of 2012.
• Net loss attributable to the Company was approximately $(102,000), or $(0.002) per diluted share, compared with a net loss of $(49.9) million, or $(0.91) per diluted share in the fourth quarter of 2012.

"We are encouraged that we were able to deliver nearly $50 million year-over-year improvement in net income for the fourth quarter, despite a very challenging market environment," said Henry Yu, Chairman and Chief Executive Officer of General Steel. "During the fourth quarter, the average selling price of rebar decreased, while the cost of iron ore increased from a quarter ago, and as a result, our gross margin was depressed. Facing this difficult market, we proactively scaled back production and took time in December to conduct a comprehensive equipment maintenance and upgrade, as we anticipate the market will noticeably improve in 2014."

"We believe China's steel industry is entering a new era, as the government is determined to shut down inefficient factories in order to reduce pollution and balance supply. As the sole qualified steel maker elected by the MIIT in our local market in Shaanxi province[1], we are confident that we will not only survive in this new era but also thrive in the eventual improved market environment. We will continue to harvest lower production costs from our newly built continuous-rolling production lines, as well as lower operating costs from our comprehensive benchmarking programs. As such, despite the market difficulties over the past couple of years, I remain very positive due to General Steel's many operational accomplishments during this period, and I'm optimistic that as the overall industry and market environment improves, we are firmly positioned to convert those operational improvements into healthier financial results," Mr. Yu concluded.

John Chen, Chief Financial Officer of General Steel, commented, "We are glad that we were able to earn positive EBITDA for the full year 2013. We made great strides in controlling operating expenses, lowering finance expenses and enhancing funding flexibility. We believe we have considerably strengthened our financial foundation, and are well positioned for the industry's new era."

BEIJING, January 16, 2014 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that the New York Stock Exchange, Inc. (the "NYSE") has notified the Company that it has fallen below the NYSE's continued listing standard that requires a minimum average closing price of $1.00 per share of the Company's common stock over a 30 consecutive trading day period.

Under the NYSE regulations, the Company has a cure period of six months from receipt of the NYSE's notice to cure the deficiency by regaining compliance with the minimum share price requirement. The Company can regain compliance at any time during the six-month cure period if on the last trading day of any calendar month during the cure period, the Company has a closing share price and an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month.

The Company responded to the NYSE within the required response period, stating its intent to cure this deficiency. Subject to compliance with the NYSE's other continued listing standards and ongoing oversight, the Company's common stock will continue to be listed and traded on the NYSE during the six-month cure period. The Company's business operations and United States Securities and Exchange Commission reporting requirements are not affected by the receipt of the NYSE's notice. The Company intends to actively monitor the closing price of its common stock during the cure period and will evaluate available options to resolve this deficiency and regain compliance with the applicable NYSE regulations.

BEIJING, Jan. 2, 2014 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced the proposals (the "Proposals") brought before the Company's stockholders (the "Stockholders") at its 2013 annual meeting of the Stockholders (the "Annual Meeting"), which was held on December 27, 2013.

Approved a reverse stock split (the "Reverse Split") of the Company's common stock, pursuant to which, each Stockholder will receive one share of the Company's common stock in exchange for every two, three or four shares of the Company's common stock owned at the effective time of the Reverse Split, with the exact ratio to be determined by the Company's Board of Directors.

Third Quarter 2013 Financial Results

• Sales decreased by 14.2% year-over-year to $610.1 million, from $711.4 million in the third quarter of 2012.
• Net income attributable to the Company was $3.8 million, or $0.07 per diluted share, compared with a net loss of$(41.6) million, or $(0.76) per diluted share in the third quarter of 2012.

"I am delighted that we achieved positive gross and net margins during the third quarter," said Henry Yu, Chairman and Chief Executive Officer of General Steel. "We also significantly enhanced our cost structure with the launch of two additional continuous-rolling production lines, with one commencing production in July and the other entering trial production earlier this month."

"We also observed positive market momentum for China's steel industry. The average selling prices of key steel products rebounded moderately during the third quarter, driven by the robust demand from multi-sectors including infrastructure construction and automotive sectors. In addition, manufacturing activities in China grew at its fastest pace in the most recent seven months, with the Purchasing Managers Index reaching 50.9 this October, as the government readies a series of key economic reforms. Given our improving profitability, enhanced cost structure and positive momentum in the industry, we feel optimistic about our business in the quarters ahead."

John Chen, Chief Financial Officer of General Steel, commented, "I'm very pleased with our execution this third quarter. We generated a positive quarterly operating cash inflow of $75 million and vastly improved profitability. Additionally, we further cut finance expenses and enhanced our financing flexibility, through better planning, budgeting and securing additional working capital support through favorable payment terms granted by our stakeholders. I believe we are at the beginning of a sustainable business turn-around."

BEIJING, November 11, 2013 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, announced today that it has commenced a trial production run of a newly-constructed 1.2 million metric ton ("MMT") advanced continuous-rebar-rolling production line at its principal manufacturing facility, Shaanxi Longmen Iron and Steel Co., Ltd. ("Longmen Joint Venture"). The Company currently expects this new production line to reach full operation by the end of 2013.

This new 1.2 MMT continuous-rolling production line expands on the Company's successful launch of a 900,000 metric ton line in July of 2013. Longmen Joint Venture now has a total continuous-rolling capacity of 4.3 MMT, including 3.3 MMT of rebar and 1.0 MMT of high-speed wire. When the two newly-constructed continuous-rolling production lines located at the same facility in which steel billet is produced reach their designed efficiency, the Company expects to reduce overall production cost by approximately RMB 150 million per year by eliminating intermediate transportation, re-heating, and outsourced-processing costs.

"The launch of another continuous-rolling production line should further enhance our cost structure," said Henry Yu, Chairman and Chief Executive Officer of General Steel. "We are pleased the first line already reached its full capacity in early October and are confident the second line will ramp to full capacity by the end of this year. We expect the additional continuous-rolling capacity will contribute outstanding savings in our unit production cost, and ultimately deliver meaningful profitability improvements."

BEIJING, October 3, 2013 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced that on September 26, 2013, it received a notice from the New York Stock Exchange, Inc. ("NYSE") that the Company is currently below the NYSE's continued listing standards. Specifically, the Company is below the NYSE minimum requirements for average global market capitalization of no less than $50 million over a 30 trading-day period, and total shareholders' equity of not less than $50 million.

Under NYSE rules, the Company has 45 days from the date of the notice to submit a plan to the NYSE demonstrating its ability to achieve compliance with the continued listing standards within 18 months of receiving the notice. The Company intends to submit such plan and has notified the NYSE that it intends to cure the deficiency within the prescribed timeframe. In the event the NYSE approves the Company's plan, the Company's common shares will continue to be listed and traded on the NYSE during this 18-month cure period, subject to NYSE's discretion. The Company's business operations and SEC reporting requirements are not affected by the receipt of the NYSE notification.

Second Quarter 2013 Financial Results

• Sales decreased by 16.3% year-over-year to $653.7 million, from $780.7 million in the second quarter of 2012.
• Gross loss was $(35.5) million, or negative (5.4%) of revenue, compared with a gross profit of $28.0 million, or 3.6% of revenue in the second quarter of 2012.
• Operating loss was $(42.2) million, compared with an operating income of $7.9 million in the second quarter of 2012.
• Net loss attributable to the Company was $(39.8) million, or $(0.72) per diluted share, compared with a net loss of $(26.4) million, or $(0.48) per diluted share in the second quarter of 2012.

"During the second quarter, the average selling price of rebar decreased over 5% sequentially to near the year's lowest level, and as a result, despite a higher shipping volume, our total sales and profit margins declined, causing widened net losses," said Henry Yu, Chairman and Chief Executive Officer of General Steel. "However, this August, we were encouraged to witness an improvement in the pricing trend of steel in China, and since we have significantly improved our efficiency and cost structure, we feel very positive about our ability to enhance profitability in the second half of 2013."

"In addition, the filing of our quarterly results for the second quarter of 2013 marks the final milestone in our persistent efforts to regaining full compliance with the SEC's reporting requirements. Given our regained filing status, we are once again able to restart our share repurchase program. Personally, and on behalf of the Company, we are confident about our long-term prospects, and are committed to enhance shareholders' value and wealth."

First Quarter 2013 Financial Results

• Sales increased by 0.5% year-over-year to $651.3 million, from $648.0 million in the first quarter of 2012.
• Sales volume increased by 11.0% year-over-year to approximately 1.3 million metric tons, compared with 1.2 million metric tons in the first quarter of 2012.
• Gross profit totaled $4.1 million, or 0.6% of revenue, compared with $5.6 million, or 0.9% of revenue in the first quarter of 2012.
• Operating income turned positive to $37.0 million, compared with an operating loss of $(13.0) million in the first quarter of 2012.
• Net income attributable to the Company was $3.1 million, or $0.06 per diluted share, compared with a net loss of $(34.8) million, or $(0.63) per diluted share in the first quarter of 2012.

"We are very pleased the first quarter marked significant milestones in our returning to profitability and quarterly reporting," said Henry Yu, Chairman and Chief Executive Officer of General Steel. "Despite the challenging macro environment, we were able to forge ahead with our strategies and operations, as we increased shipment, gained market share in our key market in Western China, improved internal purchasing, and won additional credit support from our suppliers."

"During the first quarter, we also began construction of an additional continuous advanced-rebar-rolling production line with capacity of 1.2 million metric tons scheduled to commence production in the fourth quarter of 2013. This is in addition to our newly-completed 900,000 seismic-grade rebar-rolling production line that had already started trial productions in July. We believe the expanded capacity will further lower our production costs, thereby further improve our bottom line and market competitiveness in the second half of 2013."

Outlook

"Looking ahead, we will continue to execute on our strategy to further upgrade our production capabilities, improve operating efficiencies and further strengthen our competitiveness in Western China. In addition, we will also explore other strategic opportunities to expand our scale and scope in the steel industry. Lastly, we intend to pursue other strategies and initiatives to enhance shareholder value, which may include restarting our share repurchase program. We aim to enhance shareholders' wealth, and we would like to thank our shareholders for their continued support," Mr. Yu concluded.

BEIJING, July 25, 2013 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced that the New York Stock Exchange (the "NYSE") has notified the Company that it has fallen below the NYSE's continued listing standard that requires a minimum average closing price of $1.00 per share over 30 consecutive trading days.

Under the NYSE rules, the Company has a cure period of six months from receipt of the notice to cure the deficiency by regaining compliance with the minimum share price requirement. The Company can regain compliance at any time during the six-month cure period if on the last trading day of any calendar month during the cure period, the Company has a closing share price of at least $1.00 and an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month.

Subject to compliance with the NYSE's other continued listing requirements and subject to ongoing oversight, the Company's common stock will continue to be listed and trade on the NYSE during the six-month cure period. The Company has notified the NYSE following its receipt of the notice to indicate its intent to cure this deficiency. The Company intends to actively monitor the closing bid price of its common stock during the cure period, and will evaluate available options to resolve this deficiency and regain compliance with the NYSE rules. The Company's business operations and SEC reporting requirements are not affected by the receipt of the NYSE notification.

"We remain focused on bringing the Company current in its reporting obligations and on improving fundamentals," said John Chen, Chief Financial Officer of General Steel, "We are encouraged by the improving results achieved in the fourth quarter of 2012, and we continue to make subsequent progress in our business processes. We have already completed the filing of our financial reports for 2011 and 2012, and we anticipate reporting our first quarter 2013 financial results and hosting a live conference call with investors as soon as practical in August. We are committed to regaining compliance with the NYSE listing standards and look forward to updating shareholders about our business strategy and operating plans soon."

BEIJING, June 18, 2013 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced financial results for the third quarter ended September 30, 2012, fourth quarter of 2012 and full-year ended December 31, 2012. In conjunction with this announcement, the Company has filed the corresponding Quarterly Report on Form 10-Q for the quarter ended September 30, 2012 and Annual Report on Form 10-K for year ended 2012 ("2012 Annual Report") with the U.S. Securities & Exchange Commission (the "SEC"). Upon the filing of the 2012 Annual Report, the Company has regained compliance with the New York Stock Exchange's ("NYSE") continued listing standards relating to the filing of its 2012 Annual Report.

"We are pleased to have completed the filing of our 2012 Annual Report, and thereby regaining compliance with the NYSE's continued listing requirement that we file our Annual Report," said Henry Yu, Chairman and Chief Executive Officer of General Steel. "Again, I would like to thank our finance team for their diligent efforts in completing these filings and we look forward to soon updating the investment community on our business strategy and development efforts for 2013 and beyond."

"According to the China Iron and Steel Association, 2012 was the most difficult year in the last decade for China'ssteel industry. Due to the economic slowdown and an oversupply of inventory, steel prices declined sharply in 2012, and, as a result, more Chinese steel companies suffered net losses in 2012[1]. Given the challenging macro environment, we strategically focused on optimizing and upgrading our production capability and on strengthening our market competitiveness via our geographic advantages in Western China and through cooperation with the government and state-owned enterprises. Our efforts helped us achieve positive gross profits and narrow net losses for the year. Looking ahead, we remain focused on further strengthening our geographic advantages in Western China, while forging ahead with upgrading our production capability and improving operating efficiency."

[1] Source: Press release distributed by China Iron and Steel Association on February 1, 2013.

Full Year 2012 Financial Review

• Revenue decreased 19.6% year-over-year to $2.9 billion, from $3.6 billion in 2011, mainly due to decreased sales volumes as well as a decrease in average selling price of rebar products.
• Sales volume totaled approximately 5.3 million metric tons, compared with 6.2 million metric tons in 2011.
• Gross profit totaled $32.1 million, or 1.1% of revenue, compared with gross loss of $(88.2) million, or gross margin of negative (2.5%) in 2011.
• Operating loss for the year improved to $(73.0) million, compared with an operating loss of $(180.0) millionin 2011.
• Net loss attributable to the Company narrowed to $(152.7) million, or $(2.78) per diluted share based on 54.9 million weighted average shares outstanding, compared with a net loss of $(177.2) million, or $(3.24)per diluted share based on 54.8 million weighted average shares outstanding in 2011.

The decreased net loss in 2012 was primarily attributable to improved gross profit, a decrease in operating loss, offset by an increase of $70.5 million in other expenses as compared to the same period of 2012. The increase in other expenses are mainly due to increased finance expanse, which include an increase of $15.4 million in interest expense on capital lease, and $45.9 million in interest expense on bank borrowings, related parties borrowings, and discounted notes receivables.

Third Quarter 2012 Financial Review

• Revenue decreased 28.7% year-over-year to $711.4 million, from $998.2 million in the third quarter of 2011.
• Sales volume totaled approximately 1.4 million metric tons, down from 1.7 million metric tons in the third quarter of 2011.
• Gross loss was $(13.6) million, or negative (1.9%) of revenue, compared with gross profit of $34.1 million, or 3.4% of revenue in the third quarter of 2011.
• Operating loss for the quarter was $(36.4) million, compared with an operating income of $9.7 million in the third quarter of 2011.
• Net loss attributable to the Company was $(41.6) million, or $(0.76) per diluted share based on 54.5 million weighted average shares outstanding, compared with a net loss of $(13.8) million, or $(0.25) per diluted share based on 55.2 million weighted average shares outstanding in the third quarter of 2011.

Fourth Quarter 2012 Financial Review

• Revenue decreased 8.8% year-over-year to $723.4 million, from $793.5 million in the fourth quarter of 2011.
• Sales volume totaled approximately 1.4 million metric tons, compared with 1.6 million metric tons in the fourth quarter of 2011.
• Gross profit totaled $12.0 million, or 1.7% of revenue, compared with gross loss of $(150.7) million, or negative (19.0%) of revenue in the fourth quarter of 2011.
• Operating loss for the quarter decreased to $(31.5) million, compared with $(176.6) million in the fourth quarter of 2011.
• Net loss attributable to the Company was $(49.9) million, or $(0.91) per diluted share based on 54.9 million weighted average shares outstanding, compared with a net loss of $(131.5) million, or $(2.38) per diluted share based on 55.4 million weighted average shares outstanding in the fourth quarter of 2011.

Balance Sheet

As of December 31, 2012, the Company had cash and restricted cash of approximately $369.9 million, compared to $518.2 million as of December 31, 2011. The Company had an inventory balance of approximately$212.7 million as of December 31, 2012, compared to $297.7 million as of December 31, 2011. As of December 31, 2012, the Company had total liabilities of approximately $3.1 billio

BEIJING, June 11, 2013 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced financial results for the first quarter ended March 31, 2012 and the second quarter ended June 30, 2012. In conjunction with this announcement, the Company has filed the corresponding Quarterly Reports on Form 10-Q with the U.S. Securities & Exchange Commission (the "SEC").

"The completion of these financial reports is another big step forward in our march towards bringing the Company current in its reporting obligations. I would like to thank our finance team and auditor for their tireless efforts to complete these filings and our shareholders for their continued support of the Company," said Henry Yu, Chairman and Chief Executive Officer of General Steel.

"Statistics from China Iron and Steel Association and reports from other publicly-listed Chinese steel companies clearly showed that 2012 was a very tough year for the entire steel industry.  However, benefiting from our favorable geographic advantage in Western China and close cooperation with the government and state-owned enterprises, I'm encouraged that General Steel was able to significantly grow gross profits and improve gross margin in the first six months of 2012. We remain focused on executing our business strategy."

General Steel is currently preparing its Quarterly Report on Form 10-Q for the period ended September 30, 2012 and Annual Report on Form 10-K ("Annual Report") for the year ended December 31, 2012 and intends to file on or before June 21, 2013. Filing the Annual Report will regain compliance with the New York Stock Exchange's continued listing standards.

First Six Months 2012 Financial Review

• Revenue decreased 19.4% year-over-year to $1.4 billion in the first six months of 2012, from $1.8 billion in the first six months of 2011.
• Sales volume totaled approximately 2.5 million metric tons, compared with 3.0 million metric tons in the first six months of 2011.
• Gross profit increased 18.6% year-over-year to $33.7 million, or 2.4% of revenue, up from $28.4 million, or 1.6% of revenue in the first six months of 2011.
• Operating loss for the quarter improved to $(5.1) million, compared with an operating loss of $(13.1) million in the first six months of 2011.
• Net loss attributable to the Company was $(61.2) million, or $(1.11) per diluted share based on 55.2 million weighted average shares outstanding, compared with a net loss of $(31.8) million, or $(0.59) per diluted share based on 54.2 million weighted average shares outstanding in the first six months of 2011.

The increase in net loss for the first six months of 2012 was primarily attributable to a provision of inventory allowance of $16.9 milliondue to drop in market prices, and an increase of $65.1 million in finance expense. The increased in finance expense include an increase of $14.9 million in interest expense on capital lease, and $50.2 million in interest expense on bank borrowings, related parties borrowings, and discounted notes receivables.

First Quarter 2012 Financial Review

• Revenue decreased 8.8% year-over-year to $648.0 million in the first quarter of 2012, from $710.5 million in the first quarter of 2011.
• Sales volume totaled approximately 1.2 million metric tons, relatively unchanged from the first quarter of 2011.
• Gross profit increased 11.5% year-over-year to $5.6 million, or 0.9% of revenue, up from $5.0 million, or 0.7% of revenue in the first quarter of 2011.
• Operating loss for the quarter was $(13.0) million, compared with an operating loss of $(9.5) million in the first quarter of 2011.
• Net loss attributable to the Company was $(34.8) million, or $(0.63) per diluted share based on 55.5 million weighted average shares outstanding, compared with a net loss of $(8.9) million, or $(0.16) per diluted share based on 54.8 million weighted average shares outstanding in the first quarter of 2011.

Second Quarter 2012 Financial Review

• Revenue decreased 26.5% year-over-year to $780.7 million in the second quarter of 2012, from $1.1 billion in the second quarter of 2011.
• Sales volume totaled approximately 1.3 million metric tons, compared with 1.8 million metric tons in the second quarter of 2011.
• Gross profit increased 20.2% year-over-year to $28.0 million, or 3.6% of revenue, up from $23.3 million, or 2.2% of revenue in the second quarter of 2011.
• Operating income for the quarter totaled $7.9 million, compared with an operating loss of $(3.7) million in the second quarter of 2011.
• Net loss attributable to the Company was $(26.4) million, or $(0.48) per diluted share based on 54.9 million weighted average shares outstanding, compared with a net loss of $(22.9) million, or $(0.42) per diluted share based on 54.3 million weighted average shares outstanding in the second quarter of 2011.

Balance Sheet

As of June 30, 2012, the Company had cash and restricted cash of approximately $465.8 million, compared to $518.2 million as ofDecember 31, 2011. The Company had an inventory balance of approximately $323.3 million as of June 30, 2012, compared to$297.7 million as of December 31, 2011. As of June 30, 2012, the Company had total liabilities of approximately $3.1 billion.

On May 2, 2013, General Steel Holdings, Inc. (the “Company”) was notified by NYSE Regulations, Inc. that it is not in compliance with the continued listing standard set forth in the Listed Company Manual, Section 802.01E (“Section 802.01E”) of the New York Stock Exchange, Inc. (the “NYSE”). Such noncompliance is based on the Company’s failure to timely file its Annual Report on Form 10-K for the year ended December 31, 2012 (the “Annual Report”). The Company was required to file its Annual Report on or before April 16, 2013 (the “Filing Due Date”), since a Form 12b-25 was timely filed with the Securities and Exchange Commission (the “SEC”) to extend the original due date.

In accordance with NYSE procedures, the Company is required to contact the NYSE to discuss the status of the Annual Report filing and to issue a press release pertaining to the late filing by the fifth business day following the receipt of the NYSE notification. The Company has contacted the NYSE to inform them of the filing status and also, as described below in Item 8.01, filed a press release within the five day period. The Company has six months from the Filing Due Date to cure this deficiency. Subject to the NYSE’s on-going oversight and review, the Company can regain compliance at any time during the six-month cure period once it files its Annual Report with the SEC. In the event that the Company has failed to cure the deficiency by the expiration of the six-month cure period, the NYSE may grant, at its discretion, a further extension of up to six months trading period, depending on the specific circumstances.

The Company’s common stock remains listed on the NYSE under the symbol “GSI,” but continues to be assigned an “LF” indicator by the NYSE to signify that the Company’s late filing status. 

BEIJING, May 6, 2013 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, today announced it remains confident to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2012, along with 2012 Quarterly Reports on Form 10-Q with the U.S. Securities and Exchange Commission (the "SEC") on or before June 21, 2013.

Consistent with General Steel's press release on April 3, 2013 and as disclosed in its Form 12b-25 filed on April 2, 2013, the Company's independent registered public accounting firm is currently reviewing General Steel's 2012 financial statements. The Company anticipates filing its 2012 Annual Report on Form 10-K, along with Quarterly Reports on Form 10-Q for the quarters ended March 31, 2012, June 30, 2012 and September 30, 2012, with the SEC by June 21, 2013.

John Chen, Chief Financial Officer of General Steel, stated, "We have proactively communicated with the SEC and NYSE about our filing plans. I'm pleased with the notable progress in our auditors' ongoing review of General Steel's 2012 financial results, and we are on schedule with our planned filing date."

On May 2, 2013, the Company received a notification from the New York Stock Exchange ("NYSE"), indicating General Steel is currently not in compliance with the NYSE's continued listing requirements due to the delay in filing the Company's 2012 Annual Report by April 16, 2013. Under the NYSE Listed Company Manual and subject to the NYSE's on-going oversight or review, General Steel has a six-month period from April 16, 2013 to file its 2012 Annual Report on Form 10-K with the SEC in order to regain compliance with the NYSE's continued listing standards.

This notification has no immediate impact on the listing or trading of General Steel's common stock on the NYSE, and the Company does not anticipate this matter will materially affect its customer relationships, the underlying fundamentals and cash flows of the Company, or its business.

BEIJING, April 3, 2013 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), a leading non-state-owned steel producer in China, filed with the U.S. Securities and Exchange Commission (the "SEC") a Form 12b-25 pertaining to its Annual Report on Form 10-K for the year ended December 31, 2012. The Company today also announced certain preliminary financial results for the fiscal year ended December 31, 2012.

The Company expects to file the Annual Report on Form 10-K for the year ended December 31, 2012, along with the Quarterly Reports on Form 10-Q for the quarters ended March 31, 2012, June 30, 2012 and September 30, 2012, with the SEC on or beforeJune 21, 2013.

"We are pleased with the progress made with our auditor, continuing the momentum of our recently completed 2011 audit and soon returning General Steel to a regular financial reporting schedule," said Henry Yu , Chairman and Chief Executive Officer of General Steel. "Our preliminary results for 2012, though constrained by a challenging year, still provide us with encouraging signs that we believe will enable us to regain a strong position and improve profitability."

General Steel expects to report 2012 total sales in the range of $2.6 billion to $2.9 billion and sales volume in the range of 5.2 million to 5.6 million metric tons. Gross margin is expected to be in the range of 1.0% to 1.2%, compared to negative 2.5% in the prior year. As of December 31, 2012, the Company had cash, cash equivalents, and restricted cash of approximately $370 million. These financial results are preliminary and unaudited. Final, audited results will be included in the Company's Annual Report on Form 10-K for the year ended December 31, 2012.

John Chen , Chief Financial Officer of General Steel, added, "We are glad to see the company getting back to regular financial reporting. Overall, 2012 was a painful year for the entire industry, as China's major steel producers on average saw a 98% year-over-year decline in profitability, according to industry statistics[1]. Despite such difficult environment, we believe General Steel performed comparatively better in 2012, as we were able to return to positive gross margin for the full year. Our improved gross margin reflects our focus on cost efficiency, and we aim to continue building on that momentum."

BEIJING, October 15, 2012 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), one of China's leading non-state-owned producers of steel products and aggregators of domestic steel companies, today announced that it has received a four-month extension for continued listing and trading of the Company's stock on the New York Stock Exchange (the "NYSE").

As previously disclosed, the Company is not in compliance with Section 802.01E of the NYSE's Listed Company Manual ("Section 802.01E") based on its delay in filing its Annual Report on Form 10-K for the year ended December 31, 2011 (the "Annual Report") on or before its April 16, 2012 (the "Filing Due Date"). Section 802.01E allows the Company six months from the Filing Due Date to cure such deficiency. At its discretion, the Exchange may allow a company's securities to be traded for up to an additional six-month trading period depending on the company's specific circumstances.

On October 9, 2012, the Company submitted a request to the NYSE to extend its cure period for an additional four months. On October 12, 2012, the NYSE approved such request and granted the Company an additional four-month trading period to February 15, 2013, subject to ongoing reassessment, to complete and file its Annual Report with the Securities and Exchange Commission (the "SEC"). General Steel expects to file the Annual Report on or prior to February 15, 2013.

"We are delighted that the NYSE has granted us further extension for our filings and we continue to work closely with auditors to complete this process," said Mr. Henry Yu, General Steel Chairman and Chief Executive Officer. "Our business remains healthy and we have continued to progress our operational goals. In 2012, we have implemented new manufacturing efficiencies, initiated construction plans to expand and upgrade our rebar production line, improved our coke sourcing capabilities and strengthened our relationships with state-owned enterprises. These initiatives help to fortify our business and are designed to reduce our manufacturing and transportation costs, expand our presence in Western China and improve our margins."

BEIJING, October 4, 2012 /PRNewswire/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), one of China's leading non-state-owned producers of steel products and aggregators of domestic steel companies, today announced that it has regained compliance with minimum share price criteria required by the New York Stock Exchange ("NYSE") for continued listing of the Company's shares.

As previously disclosed, the Company received a notice from the NYSE on March 30, 2012 that its common shares closed with an average bid price below $1.00 for 30 consecutive trading days, the threshold requirement for continued listing of the Company's shares on the NYSE. The Company was granted a cure period of six months in order to regain compliance with the requirement for continued listing set forth in section 802.01C of the NYSE's Listed Company Manual.

On October 2, 2012, the Company received confirmation from the NYSE that it had regained compliance with continued listing standards under section 802.01C after its average closing share price for the 30 trading days ended September 30, 2012 and its closing price on September 30, 2012 exceeded $1.00.

The Company continues to work toward regaining compliance with the NYSE listing standard under Section 802.01E related to the filing of its Annual Report on Form 10-K for the year ended December 31, 2011 ("Annual Report"). The Company is working diligently with its independent registered public accountant, PricewaterhouseCoopers Zhong Tian CPAs Limited Company ("PwC") to complete the audit for the Annual Report and file the Annual Report as soon as possible.

BEIJING, August 30, 2012 /PRNewswire-Asia-FirstCall/ -- General Steel Holdings, Inc. ("General Steel" or "the Company") (NYSE: GSI), one of China's leading non-state-owned producers of steel products and aggregators of domestic steel companies, today announced that it has filed amended annual reports on Form 10-K/A for the year ended December 31, 2010 and amended quarterly reports on Form 10-Q/A for the quarters ended June 30, 2010, September 30, 2010 and March 31, 2011 with the U.S. Securities and Exchange Commission ("SEC").

With these restatements complete, the Company is focused on the audit process on its outstanding financial statements and expects to file its quarterly reports on Form 10-Q for the periods ended June 30, 2011, September 30, 2011, March 31 and June 30, 2012, as well as its Annual Report on Form 10-K for the year ended December 31, 2011 with SEC as soon as possible.

"We view the completion of these amended filings as an important step forward for our Company and are grateful for the tremendous effort put forth by our finance team, our auditors and the OCA staff over the last year that has enabled us to reach this stage in the process," said John Chen, Chief Financial Officer of General Steel. "We continue to move ahead and look forward to completing our outstanding filings."

Henry Yu, Chief Executive Officer of General Steel added, "While our finance team has been intently focused on resolving these accounting issues, we have made great progress toward strengthening our operational capabilities to support the Company's long-term growth. Our business and strategy remain on track, and we are poised to benefit from the ongoing investment in the development of China's Greenfield Western region. We have a solid reputation throughout the industry, partnerships with leading government-owned entities and a meaningful geographic advantage. We look forward to leveraging these strengths to advance our business and help build shareholder value."

As previously disclosed, these amended filings follow a reassessment of the accounting treatment for certain reimbursements received from June 2009 to March 2011 with regard to General Steel's collaboration with Shaanxi Iron and Steel Group, Co. Ltd. ("Shaanxi Steel") on the construction of manufacturing equipment by Shaanxi Steel at the Longmen Joint Venture facility. Following discussions with its current and former auditors and guidelines from the Office of the Chief Accountant of the SEC, the Company concluded that, except for the reimbursement for site preparation costs, the amount of reimbursement previously recorded as income should be deferred and recognized as a component of the property that was sub-leased during construction, to be amortized to income over the remaining term of the 40-year sub-lease. This deferral had no impact on the Company's previously reported revenue or cash balances.

BEIJING, August 30, 2012 /PRNewswire-Asia-FirstCall/ -- General Steel Holdings, Inc. ("General Steel" or "the Company") (NYSE: GSI), one of China's leading non-state-owned producers of steel products and aggregators of domestic steel companies, today announced that it has filed amended annual reports on Form 10-K/A for the year ended December 31, 2010 and amended quarterly reports on Form 10-Q/A for the quarters ended June 30, 2010, September 30, 2010 and March 31, 2011 with the U.S. Securities and Exchange Commission ("SEC").

With these restatements complete, the Company is focused on the audit process on its outstanding financial statements and expects to file its quarterly reports on Form 10-Q for the periods ended June 30, 2011, September 30, 2011, March 31 and June 30, 2012, as well as its Annual Report on Form 10-K for the year ended December 31, 2011 with SEC as soon as possible.

"We view the completion of these amended filings as an important step forward for our Company and are grateful for the tremendous effort put forth by our finance team, our auditors and the OCA staff over the last year that has enabled us to reach this stage in the process," said John Chen, Chief Financial Officer of General Steel. "We continue to move ahead and look forward to completing our outstanding filings."

Henry Yu, Chief Executive Officer of General Steel added, "While our finance team has been intently focused on resolving these accounting issues, we have made great progress toward strengthening our operational capabilities to support the Company's long-term growth. Our business and strategy remain on track, and we are poised to benefit from the ongoing investment in the development of China's Greenfield Western region. We have a solid reputation throughout the industry, partnerships with leading government-owned entities and a meaningful geographic advantage. We look forward to leveraging these strengths to advance our business and help build shareholder value."

As previously disclosed, these amended filings follow a reassessment of the accounting treatment for certain reimbursements received from June 2009 to March 2011 with regard to General Steel's collaboration with Shaanxi Iron and Steel Group, Co. Ltd. ("Shaanxi Steel") on the construction of manufacturing equipment by Shaanxi Steel at the Longmen Joint Venture facility. Following discussions with its current and former auditors and guidelines from the Office of the Chief Accountant of the SEC, the Company concluded that, except for the reimbursement for site preparation costs, the amount of reimbursement previously recorded as income should be deferred and recognized as a component of the property that was sub-leased during construction, to be amortized to income over the remaining term of the 40-year sub-lease. This deferral had no impact on the Company's previously reported revenue or cash balances.

BEIJING, June 9, 2012 /PRNewswre-Asia-FirstCall/ -- General Steel Holdings, Inc. ("General Steel" or the "Company") (NYSE: GSI), one of China's leading non-state-owned producers of steel products and aggregators of domestic steel companies, today announced that it will restate the accounting treatment for certain reimbursements received related to its collaboration with Shaanxi Iron and Steel Group, Co. Ltd. ("Shaanxi Steel") on the construction of equipment by Shaanxi Steel during the period from June 2009 to March 2011.

The Company will restate its 2009 and 2010 financial statements in an amended Annual Report on Form 10-K/A for the year ended December 31, 2010 and amended quarterly reports on Form 10-Q/A for the quarters ended June 30, 2010, September 30, 2010 and March 31, 2011. Following the restatements, the Company will file its outstanding 2011 quarterly reports on Form 10-Q for the periods ended June 30, 2011, September 30, 2011 and March 31, 2012, as well as its Annual Report on Form 10-K for the year ended December 31, 2011. The Company expects to file these documents with the U.S. Securities and Exchange Commission ("SEC") as soon as practicable and regain compliance with the continued listing standards of the New York Stock Exchange.

"I am grateful for the tremendous effort put forth by our finance team since the second quarter of 2011, and our collective diligence and proactive consultation with the Office of the Chief Accountant of the SEC, which have enabled us to reach this outcome. With this solution in-hand, we are prepared to move forward to complete the outstanding filings as soon as possible," said John Chen, Chief Financial Officer of General Steel. "While the delays caused by these restatements were unfortunate, we believe the process was ultimately beneficial and will enable us to continue to adhere to the highest standards of accounting policies and internal controls. Our business remains strong and we look forward to reporting our results and continuing to build shareholder value."  Full Release

 

Item 3.01.   Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

 

On April 17, 2012, General Steel Holdings, Inc. (the “Company”) was notified by NYSE Regulations, Inc. that it is not in compliance with the continued listing standard set forth in the Listed Company Manual, Section 802.01E (“Section 802.01E”) of the New York Stock Exchange, Inc. (the “NYSE”). Such noncompliance is based on the Company’s failure to timely file its Annual Report on Form 10-K for the year ended December 31, 2011 (the “Annual Report”). The Company was required to file its Annual Report on or before April 16, 2012 (the “Filing Due Date”), since a Form 12b-25 was timely filed with the Securities and Exchange Commission (the “SEC”) to extend the original due date.

 

In accordance with NYSE procedures, the Company is required to contact the NYSE to discuss the status of the Annual Report filing and to issue a press release pertaining to the late filing by the fifth business day following the receipt of the NYSE notification. The Company has contacted the NYSE to inform them of the filing status and also, as described below in Item 8.01, filed a press release within the five day period. The Company has six months from the Filing Due Date to cure this deficiency. The Company can regain compliance at any time during the six-month cure period once it files its Annual Report with the SEC. In the event that the Company has failed to cure the deficiency by the expiration of the six-month cure period, the NYSE may grant, at its discretion, a further extension of up to six months trading period, depending on the specific circumstances.

 

The Company’s common stock remains listed on the NYSE under the symbol “GSI,” but will be assigned a “LF” indicator by the NYSE to signify that the Company’s late filing status. 

On March 30, 2012, General Steel Holdings, Inc. (the “Company”) was notified by the NYSE Regulations, Inc. that it is not in compliance with the continued listing standard set forth in the Listed Company Manual, Section 802.01C (“Section 802.01C”) of the New York Stock Exchange, Inc. (the “NYSE”). Such noncompliance is solely based on the Company’s average closing share price for the prior 30 trading-day period being below the required $1.00 as of March 29, 2012. On March 30, 2012, the Company had also issued a press release announcing, among other things, its expected receipt of such NYSE notification.

In accordance with NYSE procedures, the Company has six months from the receipt of the notice on March 30, 2012 to cure this deficiency. The Company can regain compliance at any time during the six-month cure period if on the last trading day of any calendar month during the cure period it has a closing share price of at least $1.00 and an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month. In the event that the Company has failed to cure the deficiency by the expiration of the six-month cure period, the NYSE will commence suspension and delisting procedures.

BEIJING, March 27, 2012 /PRNewswire-Asia-FirstCall/ -- General Steel Holdings, Inc. ("General Steel" or "the Company") (NYSE: GSI), one of China's leading non-state-owned producers of steel products and aggregators of domestic steel companies, today announced that the Company's Board of Directors has approved a new share repurchase program.

Under the terms of the newly authorized repurchase program, General Steel may repurchase up to an aggregate of 2,000,000 shares of the Company's common stock. The repurchases may be made from time to time in the open market or in privately negotiated transactions in accordance with applicable federal securities laws. The program does not have an expiration date and the timing of the repurchases and the exact number of shares of common stock to be purchased will be determined by the management of the Company, in their discretion, and will depend upon market conditions and other factors. General Steel plans to fund repurchases made under this program from its available cash balance.

As of March 27, 2012, the Company had purchased 1,090,978 shares of common stock in open market transactions under the previous share repurchase program announced on December 21, 2010. Together with the previous share repurchase program and this newly announced repurchase program, the Company may repurchase up to 4 million shares of common stock.

"Demand for our steel products remains strong as China continues to invest in developing the infrastructure of its Western rural areas," said General Steel's Chairman and Chief Executive Officer Henry Yu. "We believe our board's approval of this new share repurchase program reflects confidence in the future growth potential of our business. The current market price permits an attractive opportunity for the Company to re-invest in the Company's own stock and indicates our commitment to increasing shareholder value."

Rodman and Renshaw on GSI         8/17/2011

10-Q Not Filed in Time; Putting Rating Under Review

10-Q Not Filed In Time

General Steel Holdings (“General Steel”, Ticker: GSI) did not file its 2Q11 Form 10-Q with the SEC before the deadline. As an accelerated filer, General Steel was initially obligated to file its Form 10-Q within 40 days after the end of its fiscal quarter. On August 10, the company submitted a notification of late filing to the SEC, which would give it an additional 5 days to file its quarterly report. That moved the filing deadline to August 15. As of today, the company still has not filed its 10-Q. In the morning of August 15, General Steel did issue a press release and hold a conference call announcing and discussing its 2Q11 financial performance. The press release included various financial result figures, but was without detailed financial statements. Management indicated during the conference call and subsequent discussions that the company’s new auditor, PWC Zhong Tian, which commenced service for the company for the first time during the quarter, had some disagreements with the company on the accounting treatment of various financial statement items. We believe this was the major reason for the filing delay.

Rating Under Review

We are putting General Steel’s rating under review from our previous rating of Market Outperform based on uncertainties related to the 10-Q delay. We hope the company will resolve this issue in an expedited manner, and we shall revisit our rating once the company successfully completes its quarterly filing.

Company Description

Headquartered in Beijing, General Steel Holdings, Inc. is a non-state owned steel enterprise in China. Originally founded in 1989 as one of China’s first non-government owned steel companies, the company now owns diversified steel holdings in the country, and serves various industries that include infrastructure construction, real estate, energy transport, and agricultural equipment. The company’s main products include rebar, hot-rolled carbon and silicon steel sheets, double spiral-weld pipes, and high speed wire. The company has controlling interest in four steel-related subsidiaries: General Steel (China), Baotou Steel – General Steel Special Steel Pipe Joint Venture, Shaanxi Longmen Iron and Steel, and Maoming Hengda Steel.

Risks

Major risks to the company include macroeconomic risk, commodity price and raw material risks, market oversupply of low-end steel products, concentrated customer base, execution risk, especially related to acquisitions, as well as country and political risks related to operating in China.

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.

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 SIPC.
Member FINRA.

Second Quarter 2011 Results

• Revenue increased approximately 100% year-over-year to approximately $1billion in the second quarter of 2011, from $502 million in the second quarter of 2010.
• Net loss attributable to the Company was approximately $(1.5) million, or $(0.03) per diluted share based on 55.2 million weighted average shares outstanding, compared with a net loss of $(2.1) million, or $(0.04) per diluted share based on 52.1 million weighted average shares outstanding in the second quarter of 2010.

"The second quarter of 2011 was one in which we had a number of milestone achievements, including our first-ever quarter of over $1 billion in revenue, significant expansion of our crude steel production capacity and ongoing efficiency improvements, all of which position the Company well for continued success going forward," said General Steel Chairman and Chief Executive Officer Mr. Henry Yu. "Although our bottom line was negative primarily due to commencement of the operation of new equipment at Longmen Joint Venture and increased operating expenses associated with the overall expansion of our business, we view these as strategic investments that will bear significant fruit over the long-term. As the operating efficiency of this equipment continues to improve and we continue executing on our initiatives to improve raw material sourcing and energy efficiency, we are confident in the Company's ability to improve margins and generate sustainable profitability going forward."

"Demand in China for construction-grade steel was strong throughout the second quarter, and has remained solid into the early part of the third quarter. In addition to continued investment in infrastructure and transportation, the government has made the construction of low-income housing a high priority, with the goal of building 10 million state-subsidized housing units this year. As the largest rebar provider in the Shaanxi region, with annual capacity of seven million metric tons of crude steel, we believe these initiatives will support stable demand for our products, and enable GSI to increase our share in these and other end markets." Mr. Yu concluded.

On June 16, 2011, General Steel Holdings, Inc. (the “Company”), Maoming Hengda Steel Co., Ltd. (“Maoming”), a subsidiary of the Company, and Tianjin Qiu Gang Investment Co. Ltd. entered into a Debt Repayment Agreement (the “Agreement”) with Guangzhou Hengda Industrial Group Ltd. (“Guangzhou Hengda”), a corporation formed under the laws of the People’s Republic of China, and its sole shareholder Ms. Ding Yumei whereby the Company issued 974,571 shares of its common stock (the “Shares”) to Ms. Ding Yumei, the designee and sole shareholder of Guangzhou Hengda, to partially repay the outstanding balance owed to Guangzhou Hengda. The Company issued the Shares at a price of $5.00 per share thereby reducing the amount owed by $4,872,855.

BEIJING, June 1, 2011 /PRNewswire-Asia/ -- General Steel Holdings, Inc. ("General Steel" or "the Company") (NYSE: GSI), one of China's leading non-state-owned producers of steel products and aggregators of domestic steel companies, today announced that its Board of Directors has authorized an increase of one million (1,000,000) shares of its common stock which may be purchased under the Company's share repurchase program (the "Program") launched in December 2010, bringing the total authorized shares of Company common stock available for purchase under the Program to two million (2,000,000).

The newly authorized repurchases may be made from time to time in the open market or in privately negotiated transactions in accordance with applicable federal securities laws.  General Steel plans to fund the increase of repurchases from its available cash balance. The newly authorized shares available for repurchase do not have an expiration date, and the timing of the repurchases and the exact number of shares of common stock to be purchased will be determined by the management of the Company, in their discretion, and will depend upon market conditions and other factors.

The Company also announced that it has completed the repurchase of the initial one million shares of its common stock authorized under the Program as of May 31, 2011.

"Repurchasing shares is part of General Steel's continued commitment to enhancing shareholder return on equity. Given the continued progress of our business with expanded capacity and improved operational efficiency, we believe that our stock is undervalued and represents a compelling buying opportunity for both our Company and our shareholders," said General Steel's Chairman and Chief Executive Officer Henry Yu. "We have made meaningful operational and financial improvements, with four consecutive quarters of margin improvement and two consecutive quarters of profitability, along with significant top-line growth. In addition, our recent strategic alliance with the Shaanxi Coal and Shaanxi Steel has positioned the Company well for sustainable, profitable growth through capacity expansion, efficiency improvements and beneficial raw material purchasing terms. We have a clear and achievable growth strategy for 2011 that we have effectively carried out to date. Based on our accomplishments thus far and our outlook for the remainder of 2011, we believe that the repurchase of our shares represents a prudent investment and effective use of capital."

For the first quarter of 2011, General Steel increased its revenue by 57% year-over-year to $710.5 million. Net income attributable to the Company for the first quarter of 2011 was $2.6 million, or $0.05 per diluted share, compared with a net loss of $(5.5) million, or $(0.11) per diluted share in the first quarter of 2010.

Rodman and Renshaw on GSI               6/1/2011

Another 1 million-share Buyback

General Steel Holdings (“General Steel”, Ticker: GSI, Market Outperform) announced today that it will buy back an additional 1 million shares of its common stock on top of the 1 million shares that it has recently bought back. The repurchase plan for this second 1 million-share batch does not have an expiration date.

Our Take

We are encouraged by this shareholder-friendly announcement as we believe it suggests the management is sensitive to the share price movement and is trying to be proactive. The shares of General Steel are currently trading at approximately 4x its 2011 earnings. Buying back shares at this valuation level makes sense for the company, in our opinion. With $292.3 million of cash and restricted cash at the end of March, General Steel certainly has sufficient funds to conduct this buyback. The company announced the first 1 million-share repurchase plan in December 2010 and has already completed the buyback. This leads us to believe that the second 1-million phase could also take place in a fairly timely fashion, especially when considering the share price of General Steel is now actually lower than it was before the buyback first started last December. That being said, we also view this plan as more of a defensive measure by the company in an environment of multiple compression for small-cap Chinese RTO companies. The repurchase plan will provide some support to the share price but is not likely to result in significant share price appreciation, in our opinion.

Maintaining Market Outperform and $4 Price Target

We are maintaining our Market Outperform/Speculative Risk rating and $4 price target on the shares of General Steel. Our $4 price target is based on the shares trading at 8x our updated 2011 EPS estimate of $0.46.

Risks

Major risks include macroeconomic risk, commodity price and raw material risks, market oversupply of low-end steel products, concentrated customer base, execution risk, especially related to acquisitions, as well as country and political risks related to operating in China.

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.

On May 17, 2011, General Steel Holdings, Inc. is giving a presentation at the Piper Jaffray 8th Annual China Conference being held at Le Parker Meridien Hotel, New York, New York.

Rodman and Renshaw on GSI                                      5/12/2011

1Q11 Results Review: Second Profitable Quarter in a Row

1Q11 Results

For the second consecutive quarter, General Steel Holdings (“General Steel”, Ticker: GSI, Market Outperform) reported a quarterly profit. Revenue in 1Q11 reached $710.5 million, up 57% YoY and blew away our estimate of $487.0 million. Gross profit increased 394% YoY to $28.3 million, representing a gross margin of 4.0%. With a $13.8 million of operating income, General Steel has achieved a complete turnaround from an operating loss of $6.4 million for the same period last year. Net income attributable to the company in 1Q11 was $2.6 million, or $0.05 per diluted share, while below our estimate of $4.8 million (or $0.09 EPS), was clearly better than its respective figure of a loss of $5.5 million (or $0.11 loss per share) a year ago.

Financial Condition

As of March 31, 2011, the company had cash and restricted cash of $292.3 million and stockholders’ equity of $102.7 million. Total liabilities stood at $1.9 billion, which included $556.8 million of short-term notes payable related to bank lines of credit and $507.4 million of short-term loans.

Adjusting Estimates and Maintaining Market Outperform and $5 Price Target

We have adjusted our estimates to reflect the 1Q11 financial results. We now estimate revenue, gross profit, and net income for 2Q11 will reach $824.5 million, $35.0 million, $6.6 million (or $0.12 EPS). For full year 2011, we expect the respective figures will be: $3.3 billion, $138.6 million, $25.2 million (or $0.46 EPS). We are maintaining our Market Outperform/Speculative Risk rating and $4 price target on the shares of General Steel. Our $4 price target is based on the shares trading at 8x our updated 2011 EPS estimate of $0.46.

Risks

Major risks include macroeconomic risk, commodity price and raw material risks, market oversupply of low-end steel products, concentrated customer base, execution risk, especially related to acquisitions, as well as country and political risks related to operating and investing in China.


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.

First Quarter Results:

• Revenue increased 57% year-over-year to $710.5 million, from $453.0 million in the first quarter of 2010.
• First quarter 2011 production volume totaled 1.2 million metric tons, compared with 1.0 million metric tons in the first quarter of 2010.
• Gross profit totaled $28.3 million, or 4.0% of total revenue, up from $5.7 million, or 1.3% of total revenue in the first quarter of 2010.
• Operating income for the quarter was $13.8 million, compared with an operating loss of $(6.4) million in the first quarter of 2010.
• Net income attributable to the Company was $2.6 million, or $0.05 per diluted share based on 54.8 million weighted average shares outstanding, compared with a net loss of $(5.5) million, or $(0.11) per diluted share based on 51.7 million weighted average shares outstanding in the first quarter of 2010.
• As of March 31, 2011, the Company had cash and restricted cash of $292.3 million and total stockholders' equity of $102.7 million.

GeoTeam® Note: 2011 First quarter analyst EPS estimates were $0.09.

"Based on our increased capacity, we entered 2011 with strong revenue growth in what is typically a slow quarter for construction activity. We are also making important gains to our bottom line and are well positioned to continue the trend of profitable growth, as we make additional progress toward increasing capacity, production efficiency and cost structure at Longmen JV," said General Steel Chairman and Chief Executive Officer Mr. Henry Yu. "The new production equipment at Longmen JV, which has been operational since the beginning of the year, has contributed to significant improvements in operating expenses and reductions of energy consumption per ton of steel produced. These improvements contributed to a healthy margin expansion, with our first quarter gross margin of 4.0% which was well ahead of the same quarter last year."

Rodman and Renshaw on GSI                                               3/17/2011

In-Line 4Q10 Results; Maintaining Rating and Price Target

General Steel Holdings (“General Steel”, Ticker: GSI, Market Outperform) announced 4Q10 results that were by and large in-line with our expectations. Total revenue increased 6% YoY to $478.6 million, a touch shy of our estimate of $481.4 million. Gross profit grew 223% YoY to $43.2 million, representing a gross margin of 9.0%, easily beating our respective estimates of $19.3 million and 4.0%. The company generated a quarterly profit for the first time in over a year, turning in a net income of $2.2 million, a bit higher than our estimate of $1.5 million. Diluted EPS during the quarter was $0.04, beating our estimate by a penny.

For full year 2010, General Steel realized $1.9 billion of revenue, $71.9 million of gross profit, $19.0 million of operating income, as well as a net loss of $7.7 million or $(0.14) per diluted share. As of December 31, 2010, the company had cash and restricted cash of $263.1 million. Total liabilities stood at $1.6 billion, which included $480.2 million of short-term notes payable related to bank lines of credit and $489.4 million in short-term loans.

Highlights and Discussions

Increasing average selling price and Shaanxi Steel compensation were major contributors to the financial performance During the quarter, the average selling price of rebar increased 23% YoY to RMB3,753, which more than compensated for a slight production volume decrease from 1.1 million MT in 4Q09 to 969,000 MT in 4Q10, and helped the company achieve a respectable top-line performance. Perhaps more significantly, the company received RMB180 million (approximately $27.1 million) of compensation from Shaanxi Steel Group during the quarter, which helped lower COGS and improve gross margin. This compensation was for the loss of production volume and production efficiency at the Longmen Joint Venture during the construction of the blast furnaces by Shaanxi Steel. Without the reimbursement, the gross margin would have decreased to 3.4% from the actual 9.0%. Going forward, management expects to receive some additional compensation from Shaanxi Steel due to such equipment construction, although the exact amounts and timing are unclear at this time.

Share buyback update On December 21, 2010, the company announced a share repurchase program to buy back up to an aggregate of 1,000,000 shares of its common stock. During the 4Q10 earnings conference call, management provided an update indicating that, by the end of December, the company bought back approximately 30% of the intended 1 million shares. As of today, it has bought back a total of 713,660 shares.

Auditor upgrade on track General Steel announced on December 29 that it would change its auditor to PricewaterhouseCoopers Zhong Tian from its current auditor Frazer Frost, effective 2Q11. During the 4Q10 conference call, management indicated this transition was going smoothly and there should be no change to the initially announced timing. In light of the current market sentiment surrounding the small cap China sector, we certainly believe a successful transition to a “Big 4” auditor can significantly enhance the company’s credibility in the U.S.

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.
                                     

Fourth Quarter Highlights:

• Revenue increased 6% year-over-year to $478.6 million in the fourth quarter of 2010, from $452.0 million in the fourth quarter of 2009.
• Gross profit increased by 223% year-over-year to $43.2 million, or 9.0% of revenue, up from $13.4 million, or 3.0% of revenue in the fourth quarter of 2009.
• Operating income for the quarter was $25.7 million, compared with $1.5 million operation income in the fourth quarter of 2009.
• Net income attributable to the Company was $2.2 million, or $0.04 per diluted share based on 54.7 million weighted average shares outstanding, compared with a net loss of $11.1 million, or ($0.26) per diluted share based on 41.9 million weighted average shares outstanding in the fourth quarter of 2009.

Full-Year 2010 Financial Highlights

• Revenue increased by 13% year-over-year to $1.9 billion, up from $1.7 billion in 2009.
• Production volume for the year totaled 4.0 million metric tons, compared with 3.8 metric tons in 2009.
• Gross profit for the year was $71.9 million, or 3.8% of revenue, compared with $88.6 million, or 5.3% of revenue in 2009. Gross margins were impacted by interruption of production for which General Steel received compensation.
• Operating income totaled $19.0 million, compared with $47.5 million in 2009.
• Net loss attributable to the Company was $7.7 million, or ($0.14) per diluted share, based on 53.1 million weighted average shares outstanding, compared with a net loss of $25.2 million, or $(0.60) per diluted share, based on 41.9 million weighted average shares outstanding in 2009.

"2010 was a year of progress and positioning for General Steel, as we grew revenue in a challenging environment. We commenced several initiatives aimed at expanding our production capacity to capture what we believe will be a considerable increase in demand in 2011," said General Steel Chairman and Chief Executive Officer Mr. Henry Yu. "We made considerable improvements to our bottom-line during the year and we expect to continue to demonstrate financial gains based on our newly expanded capacity, which was not reflected in our fourth quarter results. Now that this construction is complete, along with our upgrades to existing production equipment and improved raw materials procurement, we expect to increase production levels and attain profitability. In addition, our improved raw materials sourcing is designed to insulate us from pricing volatility, providing greater stability and visibility, supporting our overall goal of margin improvement, and creating a platform to support sustainable profitability."

We believe our cash flows from operations (which include customer prepayment and vendor financing), existing cash balances, and credit facilities will be adequate to finance our working capital requirements, fund capital expenditures, make required debt and interest payments, pay taxes, and support our operating strategies.

On March 7, 2011, General Steel Holdings, Inc. is giving a presentation at the Rodman & Renshaw Annual China Investment Conference being held at the Le Royal Meridien Shanghai Hotel in Shanghai, China.

Rodman and Renshaw on  GSI                  1/31/2011

New Test Runs a Positive Development 

General Steel Holdings (“General Steel”, Ticker: GSI, Market Outperform) today announced that it will test run two newly constructed 1,280 cubic meter blast furnaces, two 120 metric ton converters and one 400 square meter sintering machine at its Longmen joint venture in Shaanxi province. The construction of the new equipment is funded by Shaanxi Iron and Steel Group (“Shaanxi Group”), and General Steel is currently in negotiations with Shaanxi Group to enter into a lease agreement. The company expects that the test run period will continue until the lease agreement is finalized.

We view this as a positive development for General Steel on several levels. First of all, the company will expand its annual production capacity by an additional three million metric tons to 9.3 million metric tons, assuming new equipment running at their designed efficiency levels. These new equipment could enhance the company’s overall efficiency and reduce costs, which will likely result in expanded margins. During these test runs, the company will also be able to generate some additional revenue, thus providing modest upsides to its financial performance. Last but not the least, by leasing the equipment, General Steel reduces the need for debt financing or issuing new equity.

We are maintaining Market Outperform/Speculative Risk rating and $4 price target on the shares of General Steel. Our $4 price target is based on our assumption of the shares trading at 8x our 2011 diluted EPS of $0.52. Major risks include macroeconomic risk, commodity price and raw material risks, market oversupply of low-end steel products, concentrated customer base, execution risk, especially related to acquisitions, as well as country and political risks related to operating in China.


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.

BEIJING, December 29, 2010 -- General Steel Holdings, Inc. today announced that the Company will appoint PricewaterhouseCoopers Zhong Tian CPAs Limited Company as its independent registered public accounting firm, replacing Frazer Frost, LLP. Upon the change of auditors, PwC will provide services beginning in the second fiscal quarter of 2011 and will serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2011.  The Company’s consideration to change its auditor was not due to any disagreement between the Company and Frazer Frost on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures.

Rodman & Renshaw on GSI                                   12/31/2010

Auditor Upgrade a Timely Development 

General Steel Holdings Inc. (“General Steel”, Ticker: GSI, Market Outperform) today announced that it will upgrade its auditor to PricewaterhouseCoopers Zhong Tian CPAs (“PwC”) from the current auditor Frazer Frost LLP (“Frazer Frost”). PwC will officially start to provide the service in F2Q11 (June 2011 quarter) and will serve as the company’s independent registered public accounting firm for FY2011.

We view this as a timely and positive development in light of the controversies that the company's current auditor, Frazer Frost, has been involved in. The decision to upgrade to a Big 4 auditor showcases management’s commitment to improve its internal control and financial reporting as well as to establish a high standard of financial transparency. In addition, on December 21, the company announced a share repurchase program to buy back up to an aggregate of 1,000,000 shares of its common stock. While it was an open-ended announcement without the exact repurchase amount or timing, it was nevertheless a positive development, indicating the company's shareholder friendly stance.

We are maintaining our existing Market Outperform/Speculative Risk rating and $4 price target on the shares of General Steel. Our $4 price target is based on our assumption of the shares trading at 8x our 2011 diluted EPS of $0.52.

Major risks to our rating and price target include macroeconomic risk, commodity price and raw material risks, market oversupply of low-end steel products, concentrated customer base, execution risk, especially related to acquisitions, as well as country and political risks related to operating in China.

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.

On November 30, 2010, General Steel Holdings, Inc. is presenting at the Goldman Sachs Sixth Annual Global Steel Conference being held at the Goldman Sachs Conference Center in New York, New York.

Rodman & Renshaw on GSI 

Overview: GSI announced 3Q10 revenue of $460.3 MM and net loss of ($2.3 MM), with a fully diluted EPS of ($0.04). This compares to our expectations of $523.2 MM in revenue, $2.0 MM in net profit and $0.04 net earnings per share. 3Q10 revenue declined by 5.1% Y-o-Y from $484.8 MM in 3Q09, and 8.25% sequentially from $501.7 MM in 2Q10. Shipment volume during this quarter was 940,561 tons, down 9.2% Y-o-Y from 3Q09’s 1.0 MM tons, while monthly ASP of rebar recovered from 4,000 RMB in July to 4,350 RMB in September.  

Margin Improvement Aided By Higher Production Efficiency: The company eliminated some less efficient furnaces in Longmen facility during the quarter, driving gross margin higher to 3.4% compared to last quarter’s 1.47%. ASP of rebar recovered nicely from 4,000 RMB in July to 4,350 RMB in September. For raw material costs, coke and iron ore prices were maintained at RMB 1,700~1,800 and RMB 1,200~1,250 levels. Management expects rebar selling price and raw material cost to remain relatively stable at current level for the remainder of 2010.  

Near-Term Focus On Profitability: Management stated that the company is currently focused on improving profitability, including securing high quality, lower cost raw materials through the newly established Tianwu JV. During the quarter, Tianwu JV has secured 138,000 tons of iron ore for the remainder of 2010 from Minera Santa Fe in Chile. GSI expects that 30%~50% of its total iron-ore use (2~3 MM tons) will be potentially sourced through Tianwu JV.  

2.4 MM Tons of Additional Capacity: During the earnings call, management indicated that GSI is in discussion with Shaanxi Iron & Steel Group to co-develop two new blast furnaces with 2 MM tons of capacity. Additionally the Maoming facility is potentially bringing in a new production line with 400,000 tons/year of capacity. We have not yet included this new capacity in our model for FY10 and FY11, but will revise our numbers accordingly when we obtain more visibility.  

4Q10 & FY11 Estimates: For 4Q10 we are maintaining our estimates for revenue and net income at $481.4 MM and $1.5 MM, with diluted EPS of $0.03. This implies a full year revenue, net loss, and diluted EPS of $1.9 BB, ($8.4 MM), and ($0.16), respectively. For FY11, our estimates are $2.0 BB, $28.7 MM, and $0.52, respectively. 

Valuation: Based on our projections, GSI is currently trading at a P/E multiple of ~5.1x to our FY11 earnings estimates while on EV/EBITDA basis, it is trading at ~18.3x and ~7.7x to our FY10 and FY11 forecasts. At our $4.00 price target, GSI would trade at a forward FY11 P/E multiple of ~13.4x and EV/EBITDA multiple of ~9.9x, compared to the industry averages of ~20.7x P/E and ~6.8x in EV/EBITDA.

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.

Highlights from the Third Quarter of 2010:

Revenues

• Total revenues for the third quarter of 2010 decreased 5.0% to $460.3 million from $484.8 million in the third quarter of 2009.

• The decrease in total revenues was predominantly due to changes in the operating model at the Company's subsidiary, General Steel (China) Co., Ltd., and only executing processing contracts at another of General Steel's subsidiaries, Maoming Hengda Steel Company, Ltd., which generated less sales revenue.

• Income from operations increased to $6.0 million for the third quarter 2010 from a loss of $6.3 million in the second quarter of 2010 and a loss of $6.4 million in the first quarter of 2010. The increase in income from operations was primarily due to the improvement of gross margin.

• Net loss attributable to General Steel for the third quarter of 2010 was $2.3 million compared to a net income of $10.4 million in the third quarter of 2009.
    
• Basic and diluted losses per share for the third quarter of 2010 were $0.04 compared to basic earnings per share of $0.23 and diluted earnings per share of $0.22 in the third quarter of 2009.

"We witnessed continued strong demand for our steel products and a subsequent gross margin improvement for our business, despite a challenging market," said General Steel Chairman and Chief Executive Officer Henry Yu. "This quarter we focused on cost-saving measures to improve profitability that included cutting production of less efficient blast furnaces at our Longmen Joint Venture. At the same time, this quarter we announced the successful formation of a new joint venture with Tianjin Materials and Equipment Group. This newly formed joint venture will give us more flexibility and better quality in our supply of raw materials, something especially important in an industry experiencing volatile raw material costs. We believe that in addition to improving our gross margin, this joint venture is aligned with our strategy of increasing profitability and delivering long-term shareholder value."

GeoTeam® Note:  The loss for the quarter was mainly due to an increase in interest expense to $10.2 million.

 Net loss attributable to General Steel Holdings, Inc. for the second quarter of 2010 was $2.1 million compared to a net loss of $31.8 million in the second quarter of 2009. Net loss attributable to General Steel Holdings, Inc. for the first half of 2010 was $7.6 million compared to net loss of $24.5 million in the first half of 2009.

    Basic and diluted losses per share for the second quarter of 2010 were $0.041 compared to basic and diluted losses per share of $0.80 in the second quarter of 2009. Basic and diluted losses per share for the first half of 2010 were $0.15 compared to basic and diluted losses per share of $0.64 in the first half of 2009

"Demand continues to be robust," said General Steel's Chairman and Chief Executive Officer Henry Yu. "Located in central China, our largest subsidiary, Longmen Joint Venture, is relatively insulated from the slowdown in the real estate industry and allows us to continue benefiting from infrastructure development projects in western China. In fact, this year alone, there are over 235 construction and infrastructure projects scheduled to begin in Shaanxi province, including nine new railways, one new airport, the expansion of the Xi'an airport, two new ring subway systems and four new dams. These projects will take place over many years and drive our growth in the quarters and years to come. In the meantime, the industry continues to experience ups and downs as average selling prices and key input costs for iron ore and coking coal continue to fluctuate. Regardless, our focus is to continue vetting high-quality acquisition targets while putting an equal effort on controlling our costs and increasing profitability. The fundamentals of our business remain strong and I'm confident in our ability to deliver long-term shareholder value."

General Steel Holdings near-term growth to be impacted by China's tightening measures

Excerpt from Rodman & Renshaw report:

Expect Modest Y-o-Y Volume Growth in Longmen; ASP Weaker: We expect GSI’s 2Q10 performance to be impacted by China’s tightening policies that were executed over the quarter. We are still expecting shipment volume from Longmen JV in 2Q10 to grow modestly at ~5% Y-o-Y to ~886,000 tons, helped by the company’s presence in western China, where GDP growth is outpacing the national average. Longmen facility is estimated to account for ~95% of total shipment volume during the quarter. ASP should be expected to be weaker due to overall slowdown in construction activity. We expect average ASP for GSI in 2Q10 to be ~RMB 4,250 (ranging from ~RMB 4,500 to ~RMB 4,000 between April and June).

Margin Pressure Remains: Historically 2Q and 3Q have been stronger quarters for GSI due to a ramp in quarterly shipment volume and stronger price environment. However, tightening driven slowdown in demand for infrastructure and construction steel should impact margins and profitability (at least in 2Q10).

Model Adjustments: We are revising our financial projections to better reflect current demand environment. We are now projecting 2Q10 revenue and gross profit of $498.3 MM and $10.0 MM, with US GAAP net loss of ($6.4 MM), compared to our prior estimates of $483.8 MM, $26.6 MM, and positive net income of $7.5 MM. For full year FY10, we expect the company to deliver revenue and net loss of $1.96 BB and ($8.5 MM), with US GAAP EPS of ($0.16). We are also introducing our estimate for FY11. We now project a revenue and net income and EPS of $2.02 BB, $29.7 MM, and $0.55, respectively based on US GAAP.

Consolidation Remains Key To Story: At a policy level China continues to target elimination of backward steel capacity through consolidation but the pace of executing this mandate has been much slower than our expectations. We believe concerns around employment losses and impact on provincial revenue generation via taxes on this large industry have been difficult issues to overcome. In relation to GSI, we believe it is becoming increasingly important for management to execute on its M&A strategy as it positions itself as a consolidator. We believe that entities that survive the industry consolidation should benefit from being able to deliver on profitability more consistently compared to the current volatility in earnings. 

Lowering Price Target: We are lowering our price target on GSI from $5.00 to $4.00 driven by the above adjustments. We maintain our Market Outperform rating on GSI driven by substantial infrastructure work being carried out in Western China that should support the company’s growth. We believe that growth in 2010 will primarily be organic. Based upon our new projections, GSI is currently trading at a P/E multiple of ~5.4x to our FY11 earnings estimates while on EV/EBITDA basis, it is trading at ~7.2x and ~3.3x to our FY10 and FY11 forecasts. At our new $4.00 price target, GSI would trade at a forward FY11 P/E multiple of ~7.3x and EV/EBITDA multiple of ~4x, compared to the industry averages of ~11x P/E and ~5.5x in EV/EBITDA.

 

Added to the GeoSpecial list on December 10, 2009 @ $5.06

    Catalyst: Appeared that EPS was on the turnaround. 
    Peak performance: Reached a high of $5.84 on December 23, 2009
    Current Price: $3.00 

    Current road block: Missed EPS estimates on more than one occasion; Analyst estimates have come down; 2011 growth is forecasted to be negative.

    Removed from the  GeoSpecial list.

1:25PM Please see new GeoTeam articles.  "Capitalizing on China's Stimulus Plan - Part I" and "Companies That May Benefit from China's Stimulus".