EX-99.1 6 v352043_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

 

 

Tri-Tech Holding Reports Second Quarter 2013 Financial

Results

 

Conference Call Scheduled on August 15, 2013 at 9:00 AM EDT

 

BEIJING, August 14, 2013 /PRNewswire-Asia-CMV/ — Tri-Tech Holding Inc. (Nasdaq: TRIT), which provides turn-key water resources management, water and wastewater treatment, industrial safety and pollution control solutions, announced its financial performance for the second quarter ended June 30, 2013.

 

In discussing second quarter results, Mr. Gavin Cheng, CEO of Tri-Tech Holding Inc. commented, “Despite an overall deterioration in financial results compared to that from the same period in 2012, the Company saw a recovery in operations when compared to that of first quarter 2013: our revenue increased by 55%, our operating expenses margin declined by 15% and our gross margin maintained relatively the same at 22.3%.” Management ascribes the recovery to:

 

·11% reduction in headcount and improvements in employee productivity;
·Consolidation of compatible business units;
·Reduction of middle management;
·Rigorous selection of projects to reduce exposure to riskier projects; and
·Avoidance of projects with unfavorable payment terms.

 

Moving forward, the Company will further such efforts to continue on the course of recovery.”

 

Highlights from the Company’s second quarter 2013 performance include the following:

 

·Loss from Operations was $0.49 million in the second quarter 2013, compared to Income from Operations of $1.63 million in the same period of 2012. Loss from Operations decreased sharply from 2013 first quarter Loss from Operations of $1.6 million.
   
·Net Loss was $0.6 million in the second quarter 2013, compared to Net Income of $1.3 million in the same period of 2012. Net Loss decreased from 2013 first quarter Net Loss of $1.1 million.

 

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·The Company achieved $16.3 million in revenues in the second quarter of 2013, a decline of 29.3% compared to $23.04 million from the same period in 2012. Revenues were up 55% from first quarter 2013 revenues of $10.5 million.

 

·Weighted average number of diluted shares outstanding was 8,253,406 compared to 8,207,427 in the same period in 2012.

 

·Diluted loss per share was $0.07 compared to diluted earnings per share of $0.17 in the same period of 2012.

 

2013 Q2 Financial Performance Metrics

Revenue

Our total revenues for the second quarter of 2013 were $16,284,617, a decrease of 29.3%, compared with the amount for the same period last year. Revenue from the Ordos project decreased from $1,855,180 for the period ended June 30, 2012 to $848,403 in the same period 2013 because the project was primarily completed; India projects didn’t recognize revenue in the second quarter of 2013, mainly because the customer underestimated of the construction environment and there were redesigns, while in the same period of 2012, India projects recognized a revenue of $4.0 million. In order to reduce cash flow pressures, we evaluated the projects we planned to bid on and elected not to bid on domestic BT projects, which typically require significant investments and feature slower client payment periods.

 

Gross Margin

 

Our gross margin decrease was largely a result of increases in material and equipment costs and labor subcontracting costs.

 

Selling and Marketing Expenses

 

Selling and marketing expenses consist primarily of compensation, marketing, travel and business entertainment expenses. In the second quarter of 2013, total selling and marketing expenses decreased by 9.1%, from $935,853 in the second quarter of 2012 to $850,551 in the same period of 2013. The compensation-related expenses increased by 17.6% from $396,291 in the second quarter of 2012 to $466,200 in the same period of 2013 due to the compensation for laying off selling and marketing employees. Traveling expenses, entertainment expenses and other expenses declined by $155,211 because of budget controls; therefore, the total selling and marketing expenses decreased.

 

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General and Administrative Expenses

 

General and administrative expenses consist primarily of compensation costs, rental expenses, professional fees, and other overhead expenses. General and administrative expenses decreased by $604,506 from $3,247,546 in the second quarter of 2012 to $2,643,040 in the second quarter of 2013. Of this decrease, $26,206 was for officers’ salaries. Salaries for mid-level management, technical support team, and other office staff decreased by $78,792 from the amount in the second quarter of 2012 to the amount in the second quarter of 2013. Rental expenses decreased by $25,426 from the amount in the second quarter of 2012 to the amount in the second quarter of 2013, because the Company stopped to rent some of the office space in Beijing. Other general and administrative expenses decreased by $383,380 from the amount in the second quarter of 2012 to the amount in the second quarter of 2013, including mainly office expenses, utilities, travel, communication, other services support and bad debt expenses. We had a $96,954 non-cash option expense as a part of other general and administrative expense in the second quarter 2013 and $439,675 in the same period of 2012, which also contributed to the decrease of general and administrative expense.

 

Loss before Income Taxes

 

In the second quarter ended June 30, 2013, our net loss before provision for income taxes was $715,779, a decrease of $2,310,568 compared to that of $1,594,789 in the same period in 2012. The Company’s provision for income taxes decreased by 65.3%, from the amount in the second three months of 2012 to the amount in the same period in 2013. In the second period ended June 30, 2013, net loss attributable to the shareholders of TRIT was $ 602,020, a decrease of 143.9%, from net income of $1,370,887 for the same period in 2012, mainly due to the significant decline of revenues.

 

Liquidity and Capital Resources

 

Our liquidity and available capital resources are impacted by four key components: (i) cash and cash equivalents, (ii) operating activities, (iii) financing activities, and (iv) investing activities.

 

Cash and Cash Equivalents

 

As of June 30, 2013, our cash and cash equivalents amounted to $5,506,711. The restricted cash as of June 30, 2013 and December 31, 2012 amounted to $16,678,766 and $7,816,967, respectively, which are not included in the total amount of cash and cash equivalents. The restricted cash consisted of deposits as collateral for the issuance of letters of credit. Our subsidiaries that own these deposits do not have material cash obligations to any third parties. Therefore, the restriction does not impact our liquidity.

 

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Operating Activities

 

Net cash used in operating activities was $8,470,131 for the six months ended June 30, 2013, compared with net cash used in operating activities of $8,297,972 in the same period in 2012. The increase of $172,159 in operating cash outflow was due to the received payment of $11.5 million from Ordos project in March 2013 and reduced by the prepayments to various suppliers for projects. Net accounts and notes receivable increased from $18,598,110 as of December 31, 2012 to $23,473,583 as of June 30, 2013, an increase of 26.2%. Current unbilled receivables increased from $27,954,525 as of December 31, 2012 to $32,346,776 as of June 30, 2013, an increase of 15.7%.

 

Investing Activities

 

Net cash provided by investing activities was $9,379,917 during the six months ended June 30, 2013, an increase of $9,486,306 from net cash used in investing activities of $106,389 in the same period of 2012. The increase was attributed to the advance payment from the real property buyer of Baoding. Currently we have no further plans to add capital expenditures.

 

Financing Activities

 

The cash provided by financing activities was $6,288,392 for the six months ended June 30, 2013, compared to cash provided by financing activities of $5,409,603 in the same period of 2012. The increase was due to the proceeds from bank borrowings, loan from third-party companies and noncontrolling shareholders.

 

Restricted Net Assets

 

Our ability to pay dividends is primarily dependent on receiving distributions of funds from our subsidiaries, VIEs and other affiliated entities, which is restricted by certain regulatory requirements. Relevant Chinese statutory laws and regulations permit payments of dividends by our Chinese affiliates only out of their retained earnings, if any, as determined in accordance with PRC accounting standards and regulations. In addition, our PRC affiliates are required to set aside at least 10% of their after-tax profit after deducting any accumulated deficit based on PRC accounting standards each year to our general reserves until the accumulated amount of such reserves reach 50% of our registered capital. These reserves are not distributable as cash dividends. Our off-shore subsidiaries, TIS and Tri-Tech International Investment, Inc. (“TTII”), do not have material cash obligations to third parties. Therefore, the dividend restriction does not impact our liquidity. There is no significant difference between accumulated profit calculated pursuant to PRC accounting standards and our accumulated profit calculated pursuant to U.S. GAAP. As of June 30, 2013 and December 31, 2012, restricted retained earnings were $2,246,910 for both, and restricted net assets were $1,878,976 and $4,878,975, respectively. Unrestricted retained earnings as of June 30, 2013 and December 31, 2012 were $15,337,603 and $17,038,396, respectively, which were the amounts available for distribution in the form of dividends or for reinvestment.

 

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Working Capital and Cash Flow Management

 

As of June 30, 2013, our working capital was $21,955,413, with current assets totaling $106,325,297 and current liabilities totaling $84,369,884.

 

We believe our current assets are sufficient to meet our capital requirements for the next 12 months. However, we may require additional cash to undertake larger projects or to complete strategic acquisitions in the future. In the event our current capital is insufficient to fund these and other business plans, we may take the following actions to meet such working capital needs:

 

·We may look into the possibility of optimizing our funding structure by obtaining short- and/or long-term debt through commercial loans. We are actively exploring opportunities with other major Chinese banks, and we expect to obtain additional lines of credit to pursue favorable project opportunities in the future. Other financing instruments into which we are currently looking include supply chain financing, project financing, trust fund financing and capital leasing.

 

·We may focus on improving our collection of accounts receivable. Most of our clients are central, provincial and local governments. We believe that our clients are in good financial conditions. Therefore, we expect good collectability from relatively high quality accounts receivables. The accounts receivable collection should catch up with our rapid growth in the near future. Given the high contractual interest rate on unpaid amounts for long-term projects, we expect that some clients may choose to pay before such interest starts to accrue.

 

·We avoided Build & Transfer projects, which tend to constrain our cash. We received a payment of $7.3 million from Ordos project in July 2013, which eased our cash flow pressure to some extent.

 

We plan to sell our real property in Baoding, along with all construction including the costs of construction and operation expended since acquisition for approximately $18 million. We acquired this property on November 26, 2010. The sale is expected to close before the end of 2013 and we expect to break even on the sale. We expect to use these funds to support our operating cash flow and to repay the corporate bond from financing cash flow.

 

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Order Backlog and Pipeline

 

The Company’s backlog represents the amount of contract work remaining to be completed, that is, revenues from existing contracts and work in progress expected to be recognized in current period, based on the assumption that these projects will be completed on time according to the project schedules. The Company evaluates the ongoing projects regularly and updates the schedules as appropriate.

 

The following table provides backlog by segments for as of June 30, 2013 and December 31, 2012, respectively.

 

   June 30, 2013   December 31, 2012     
   USD Million   % of Total Backlog   USD Million   % of Total Backlog   % Change 
Segment 1:   36.6    66.3%   38.7    64.4%   (5.4)%
Segment 2:   6.3    11.4%   6.7    11.1%   (6.4)%
Segment 3:   12.3    22.3%   14.7    24.5%   (16.6)%
Total   55.2    100.0%   60.1    100.0%   (8.2)%

 

Pipeline represents the values of projects we have been actively pursuing. The pipeline as of June 30, 2013 and December 31, 2012 was as below:

 

   June 30, 2013   December 31, 2012     
  USD Million   % of Total Pipeline   USD Million   % of Total Pipeline   % Change 
Segment 1:   20.3    29.4%   50.7    57.6%   (60.0)%
Segment 2:   18.5    26.8%   2.5    2.8%   640.0%
Segment 3:   30.3    43.8%   34.8    39.5%   (12.9)%
Total   69.1    100.0%   88.0    100.0%   (21.5)%

 

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Having a dynamic nature, the values of secured projects move from pipeline into backlog and backlog to revenue based on percentage of completion, sometimes simultaneously. The backlog decreased by $5.0 million from December 31, 2012 to June 30, 2013, because of the projects’ progress in the second quarter of 2013. Being rigorous in project selection also narrowed down the number of candidate projects.

 

Conference Call

 

Tri-Tech Chairman Warren Zhao, CEO Gavin Cheng, CFO & President Phil Fan and COO Peter Dong will host a conference call at 9:00AM EDT, August 15, 2013, (9:00PM Beijing/Hong Kong Time on August 15, 2013) to review the company's financial results and outlook of operations, to discuss our growth strategies and to respond to questions and comments.

 

To participate, call U.S. toll free number (877) 941- 8416 approximately 10 minutes before the call. International callers, please dial 1 (480) 629 - 9808. The conference ID number is 4635095. A live and archived webcast of the call will be available at http://public.viavid.com/index.php?id=105720

 

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-FINANCIAL TABLES –

 

TRI-TECH HOLDING INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

   June 30, 2013   December 31, 
   (Unaudited)   2012 
ASSETS          
Current assets          
Cash*  $5,506,711   $8,098,657 
Restricted cash*   14,095,989    4,352,443 
Accounts and notes receivable, net of allowance for doubtful accounts of $1,735,507 and $1,475,771 as of June 30, 2013 and December 31, 2012, respectively*   31,841,682    18,598,110 
Unbilled revenue*   23,978,677    27,954,525 
Other current assets*   3,724,019    3,825,770 
Inventories*   10,431,357    8,459,073 
Deposits on projects*   1,193,325    1,469,550 
Prepayments to suppliers and subcontractors*   15,553,537    9,353,490 
Total current assets   106,325,297    82,111,618 
Long-term unbilled revenue*   45,327,393    51,219,694 
Long-term accounts receivable   746,583    413,770 
Plant and equipment, net*   1,685,334    1,764,784 
Construction in progress   5,786,168    5,359,466 
Intangible assets, net*   10,684,790    10,902,932 
Long-term restricted cash   2,582,777    3,464,524 
Goodwill   1,441,278    1,441,278 
Total Assets  $174,579,620   $156,678,066 
           
LIABILITIES AND EQUITY          
Current liabilities          
Accounts payable  $6,669,304   $5,890,511 
Costs accrual on projects*   24,071,455    23,637,751 
Advance from customers*   1,442,889    1,157,247 
Advance from potential buyer of assets   8,979,565    - 
Loans from third party companies and individuals*   10,214,396    6,400,659 
Amount due to noncontrolling interest investor   6,817,202    9,047,068 
Amount due to related party   1,682,143    1,656,420 
Other payables*   663,962    461,258 
Taxes payable*   6,362,946    5,577,533 
Accrued liabilities*   504,185    485,354 
Payable on investment consideration   582,966    582,966 
Deferred income taxes*   1,803,240    1,782,786 
Deferred revenue   241,193    289,485 
Short-term bank borrowing (including VIE short-term borrowing of the consolidated VIEs without recourse to Tri-Tech Holdings of $9,108,192 and $2,754,158 as of June 30, 2013 and December 31, 2012, respectively)*   13,962,011    8,150,041 
Total current liabilities    83,997,457    65,119,079 
Noncurrent deferred income taxes   3,801,078    3,699,790 
Long-term bank borrowings   13,545    17,976 
Corporate Bond   7,935,122    7,935,122 
Total Liabilities   95,747,202    76,771,967 
           
Equity          
Tri-Tech Holding Inc. shareholders' equity          
Ordinary shares ($0.001 par value, 30,000,000 shares authorized; 8,274,506 and 8,259,506 shares issued as of June 30, 2013 and December 31, 2012, respectively; 8,253,406 and 8,238,406 shares outstanding as of June 30, 2013 and December 31, 2012, respectively)   8,274    8,259 
Additional paid-in-capital   50,354,573    50,119,428 
Statutory reserves   2,246,910    2,246,910 
Retained earnings   15,337,603    17,038,396 
Treasury shares (21,100 shares in treasury as of June 30, 2013 and December 31, 2012, respectively)   (193,750)   (193,750)
Accumulated other comprehensive income   5,774,960    5,086,827 
Total Tri-Tech Holding Inc. shareholders' equity   73,528,570    74,306,070 
Noncontrolling interests   5,303,848    5,600,029 
Total equity   78,832,418    79,906,099 
Total Liabilities and Equity  $174,579,620   $156,678,066 

 

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TRI-TECH HOLDING INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

 

   For The Three Months Ended June 30, 
   2013   2012 
   (Unaudited)   (Unaudited) 
Revenues:          
System integration   13,122,252    21,741,770 
Hardware products   3,162,365    1,298,764 
Total revenues   16,284,617    23,040,534 
Cost of revenues          
System integration   9,906,489    16,608,958 
Hardware products   2,750,880    607,510 
Total cost of revenues   12,657,369    17,216,468 
Gross profit   3,627,248    5,824,066 
Operating expenses:          
Selling and marketing expenses   850,551    935,853 
General and administrative expenses   2,643,040    3,247,546 
Research and development expenses   182,912    11,528 
Total operating expenses   3,676,503    4,194,927 
(Loss) income from operations   (49,255)   1,629,139 
Other expense:          
Other income (expense), net   (18,536)   410,889 
Interest income   18,903    40,770 
Interest expense   (666,891)   (559,158)
Investment gain   -    73,149 
Total other expenses   (666,524)   (34,350)
(Loss) income before provision for income taxes   (715,779)   1,594,789 
Provision for income taxes   99,644    287,062 
Net (loss) income   (815,423)   1,307,727 
Less: Net loss attributable to noncontrolling interests   (213,403)   (63,160)
Net (loss) income attributable to Tri-Tech Holding Inc. shareholders  $(602,020)  $1,370,887 
Net (loss) income   (815,423)   1,307,727 
Other comprehensive income          
Foreign currency translation adjustment   985,913    95,884 
Comprehensive  income   170,490    1,403,611 
Less: Comprehensive loss attributable to noncontrolling interests   (111,230)   (56,632)
Comprehensive income attributable to Tri-Tech Holding Inc.  $281,720   $1,460,243 
Weighted average number of ordinary shares outstanding:          
Basic   8,253,406    8,207,427 
Diluted   8,253,406    8,207,427 
Net (loss) income attributable to Tri-Tech Holding Inc. shareholders per share are:          
Basic  $(0.07)  $0.17 
Diluted  $(0.07)  $0.17 

 

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TRI-TECH HOLDING INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

   For The Six Months Ended June 30, 
   2013   2012 
   (Unaudited)   (Unaudited) 
CASH FLOWS FROM OPERATING ACTIVITIES:          
Net (loss) income  $(2,062,680)  $2,740,416 
Adjustments to reconcile net (loss) income to cash provided by operating activities:          
Amortization of share-based compensation expense   235,145    530,588 
Depreciation and amortization   643,102    582,513 
Provision for doubtful accounts   228,656    243,367 
Fair value change on contingent investment consideration   -    (7,000)
Loss on disposal of plant and equipment   16,702    - 
Gain on investment in joint venture   -    (78,558)
Deferred income taxes   (41,007)   472,578 
(Increase) decrease in current assets :          
Accounts receivable   (13,284,694)   (3,492,534)
Unbilled revenue   10,491,452    (11,925,515)
Restricted cash   205,683    - 
Other current assets   474,278    (907,482)
Inventories   (1,964,231)   1,164,228 
Prepaid expenses   (21,095)   (145,032)
Prepayments   (5,575,111)   (3,513,501)
(Increase) decrease in current liabilities :          
Accounts payable   592,229    (3,495,129)
Notes payable   -    (871,833)
Cost accrual on projects   753,716    4,560,906 
Advance from customers   (232,865)   1,392,326 
Other payables   751,897    4,585,357 
Taxes payable   398,981    (66,531)
Accrued liabilities   (26,902)   (67,136)
Deferred revenue   (53,387)   - 
Net cash used in operating activities  $(8,470,131)  $(8,297,972)
CASH FLOWS FROM INVESTING ACTIVITIES:          
Restricted cash received   -    348,969 
Restricted cash related to advance from potential buyer of assets   (8,979,565)   - 
Advance from potential buyer of assets   8,979,565      
Payment in business acquisition   -    (35,273)
Cash paid on investment consideration   -    (75,159)
Cash acquired from business combination   -    31,336 
Cash proceeds from disposal of PPE   27,405    - 
Payment to purchase plant and equipment   (108,709)   (205,204)
Cash paid to acquire intangible asset   -    (36,970)
Cash paid for construction in progress   (319,048)   (164,126)
Payment of loan to third-party companies   -    665,885 
Collection of loan to third-party companies   -    (423,069)
Net cash (used in) provided by investing activities  $(400,352)  $106,389 
CASH FLOWS FROM FINANCING ACTIVITIES:          
Proceeds from bank borrowings   7,518,779    8,538,745 
Payment of bank borrowing   (1,925,854)   (1,753,987)
Proceeds from amount due to shareholder   6,491      
Proceeds from loan from third-party companies and individuals   5,712,976    215,620 
Payment of loan from third-party companies and individuals   (2,125,078)   (379,499)
Proceeds from loan from  non-controlling shareholders        776,865 
Payment of loan from non-controlling shareholders   (2,898,922)   (1,988,141)
Net cash provided by financing activities  $6,288,392   $5,409,603 
EFFECTS OF EXCHANGE RATE CHANGE IN CASH   (9,855)   408,797 
DECREASE IN CASH  $(2,591,946)  $(2,373,183)
CASH, beginning of the period   8,098,657    11,935,746 
CASH, end of the period   5,506,711    9,562,563 
Supplemental disclosure for cash flow information:          
Income taxes paid   108,777    154,361 
Interest paid on debt   836,104    386,107 
Supplemental disclosure for noncash investing activity:          
Issued 30,207 and 35,974 ordinary shares as one of the consideration in business
combination
   -    229,875 
Gain on long-term investment to India Joint Venture   -    78,558 
Fair value change on contingent consideration payable   -    7,000 

  

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About Tri-Tech Holding Inc.

Tri-Tech is an innovative provider of consulting, engineering, procurement, construction and technical services. The Company supports government, state owned entities and commercial clients by providing efficiency oriented solutions focused on treatment of water and waste water, management of water resources and water-efficient irrigation, as well as industrial emission and safety controls. With software copyrights, product patents, and capable employees in China, the U.S. and India, Tri-Tech’s capabilities span the cycle of innovation. Please visit www.tri-tech.cn for more information.

 

An online investor kit including a company profile, presentations, press releases, current price quotes, stock charts and other valuable information for investors is available at http://www.tri-tech.cn/ir. To subscribe to future releases via e-mail alert, visit http://www.tri-tech.cn/ir/info/request .

 

This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. These statements are subject to uncertainties and risks including, but not limited to, product and service demand and acceptance, changes in technology, economic conditions, the impact of competition and pricing, government regulation, and other risks contained in reports filed by the company with the Securities and Exchange Commission. All such forward-looking statements, whether written or oral, and whether made by or on behalf of the company, are expressly qualified by the cautionary statements and any other cautionary statements which may accompany the forward-looking statements. In addition, the company disclaims any obligation to update any forward-looking statements to reflect events or circumstances after the date hereof.

 

For more information, please contact:

 

Tri-Tech Holding Inc.

www.tri-tech.cn
IR Department
+86 10 57323666
ir@tri-tech.cn

 

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