Attached files

file filename
8-K/A - CAM GROUP INC. SUPER 8K A-1 - CAM Group, Inc.camgsuper8ka1.htm
EX-10 - EXHIBIT10.5 INCREASE OF REGISTERED CAPITAL OF CAM HEBEI - CAM Group, Inc.exhibit105.htm
EX-10 - EXHIBIT10.7 COMMITMENT LETTER - CAM Group, Inc.exhibit107.htm
EX-10 - EXHIBIT10.6 WRITTEN AGREEMENT FOR WORK FORCE SHARING - CAM Group, Inc.exhibit106.htm
EX-10 - EXHIBIT10.4 EXECTUED ENTRUSTMENT AGREEMENT - CAM Group, Inc.exhibit104.htm
EX-99.1 CHARTER - EXHIBIT99.1 AMENDMENT TO CONSOLIDATE FINANCIAL STATEMENTS - CAM Group, Inc.exhibit991.htm
EX-16 - EXHIBIT16.1 AMENDMENT LETTER FROM CHILD, VAN WAGONER & BARDSHAW, PLLC - CAM Group, Inc.exhibit161.htm

 

1. Overview of the PRC wholesale and Retail Industry

Table: China - Page 11

Wholesale and Retail Industry in China
  2005 2006 2007 2008 2009
Indicators USD USD USD USD USD
Number of Legal Entities 47698 51788 55737 100935 95468
People working in this industry (in million) 5.2 5.4 6.0 7.4 7.5
Merchandise Purchase volume (in billion) 1367.7 1611.5 2014.3 2875.6 2800.0
Import volume (in billion) 110.3 116.4 138.6 226.1 207.9
Merchandise Sales volume (in billion) 1455.5 1719.6 2074.1 3253.6 3143.2
Export volume (in billion) 132.7 149.5 174.3 216.2 174.6
Merchandise inventory level (in billion) 110.3 119.2 143.6 240.1 250.4

 

Reference:

*exchange rate: USD 1 : RMB 6.4

Link: http://www.stats.gov.cn/tjsj/ndsj/2010/html/Q1701e.htm

 

2. Table: Hebei Province (Column 1 & Column 3) - Page 11& Page12

2009 Breakdown of the Wholesale and Retail Industry in Hebei Province and China
  2009   2009    
  Wholesale   Wholesale    
  Hebei   China    
Indicators USD   USD    
Number of Legal Entities 805   52853    
People working in this industry (in million) 0.08   3.1    
Merchandise Purchase volume (in billion) 35.59   2234.5    
Import volume (in billion) 0.55   198.4    
Merchandise Sales volume (in billion) 42.67   2466.2    
Export volume (in billion) 0.82   174.3    
Merchandise inventory level (in billion) 2.36   185.1    

 

Reference:

*exchange rate: USD 1 : RMB 6.4

Link: http://www.stats.gov.cn/tjsj/ndsj/2010/html/Q1704e.htm

 

2.2 Table: Hebei Province (Column 2 & Column 4) - Page 11& Page12

2009 Breakdown of the Wholesale and Retail Industry in Hebei Province and China
    2009   2009  
    Retail   Retail  
    Hebei   China  
Indicators   USD   USD  
Number of Legal Entities   1010   42615  
People working in this industry (in million)   0.14   4.4  
Merchandise Purchase volume (in billion)   12.52   565.5  
Import volume (in billion)   0.04   9.5  
Merchandise Sales volume (in billion)   14.69   677.1  
Export volume (in billion)   0.00   0.3  
Merchandise inventory level (in billion)   1.38   65.2  

 

Reference:

*exchange rate: USD 1 : RMB 6.4

Link: http://www.stats.gov.cn/tjsj/ndsj/2010/html/Q1711e.htm

 

2.3 Table: Hebei Province (Column 5) - Page 11& Page12

2009 Breakdown of the Wholesale and Retail Industry in Hebei Province and China
          2009
          Total
          China
Indicators         USD
Number of Legal Entities         95468
People working in this industry (in million)         7.5
Merchandise Purchase volume (in billion)         2800.0
Import volume (in billion)         207.9
Merchandise Sales volume (in billion)         3143.2
Export volume (in billion)         174.6
Merchandise inventory level (in billion)         250.4

 

Reference:

*exchange rate: USD 1 : RMB 6.4

Link: http://www.stats.gov.cn/tjsj/ndsj/2010/html/Q1701e.htm

 

 
 

3. Target Market and Target Audiences - Page 12

China

According to the National Bureau Statistics of China, there were 712.8 million people (53.4% of total population) living in rural areas in China and the population increased at a natural birth rate of 5.05% per year. The Government recently released a series of policies regarding the renovation of the rural market and the improvement of living standards for the rural population. We believe that the growth in China will be driven by the rural market in the future.

 

Reference a:

(10 000 persons)

Year Total By Residence
Population Urban Rural
(year-end) Population Proportion Population Proportion
2007 132129 59379 44.94 72750 55.06
2008 132802 60667 45.68229394 72135 54.31770606
2009 133474 62186 46.59 71288 53.41

Link: http://www.stats.gov.cn/tjsj/ndsj/2010/html/D0301e.htm

 

Reference b:

Link: http://www.stats.gov.cn/tjsj/ndsj/2010/html/D0302e.htm

 
 

4. Page 12

Hebei Province

 

In the first stage, CAMG will focus on developing our business in the Hebei Network. Hebei province is an agriculturally dominant province and an ideal location for developing the Chinese rural market. The following lists some key attributes of Hebei province:

l 40.09 million rural population; total population of 70.34 million; ranked 6th in China.

l Natural birth rate is 6.5%.

 

Reference:

Link: http://www.stats.gov.cn/tjsj/ndsj/2010/html/D0304e.htm

 

 

 

 

 

 
 

Page 12

l Gross GDP of RMB 1,338.7 billion; ranked 6th in China

Revised:

l Gross GDP of RMB 1,723.5 billion; ranked 6th in China

Reference:

Link: http://www.stats.gov.cn/tjsj/ndsj/2010/html/C0214e.htm

 

Page 12

l GDP per capita of RMB 19,363; ranked 11th in China.

 

Page 12

l Gross production of grains in Hebei reached 29.012 billion kg which is 5.5% of the nation; ranked 7th in China

Reference:

  (10 000 tons)
Year Grain
2009 53082.07765
Hebei 2910.17

Link: http://www.stats.gov.cn/tjsj/ndsj/2010/html/M1315e.htm

 

Page 12

l One of the 13 grain production provinces in China; Hebei uses area of 9.237 million mu(approx. 1.5 million acres) as farmland for grains.

Revised: 6,317 million

l One of the 13 grain production provinces in China; Hebei uses area of 6.317 million hectares as farmland for grains.

 

Reference:

Link: http://www.stats.gov.cn/tjsj/ndsj/2010/html/M1303e.htm

 

5. Page 12

The income per capita of rural population increased from RMB 2,253 in 2000 to RMB 5,153.2 in 2009, and it is expected to keep increasing under a series of supportive governmental policies.

Reference:

Link: http://www.stats.gov.cn/tjsj/ndsj/2010/html/J1021e.htm

 

Link: http://www.stats.gov.cn/tjsj/ndsj/2008/html/J0920e.htm

 
 

6. Paragraph “Focus Media Holding Limited (‘Focus Media’)” (Page 13)

Reference: http://ir.focusmedia.cn/phoenix.zhtml?c=190067&p=irol-reportsAnnual

NASDAQ: FMCN

 

Focus Media Holding Limited (“Focus Media”):

l In 2010, Focus Media generated revenues mainly from 5 different types of advertising networks: LCD display network, poster frame network, in-store network, traditional outdoor billboard network, and movie theater network.

l In 2010, Focus Media had revenue of $516 million, gross profit of $294 million (57%), operating income of $119 million (23%), and net income from continuing operations of $103 million (20%).

Source: FMCN 2010 annual report (Page 12)

 

Source: FMCN 2010 annual report (Page 17)

 

Source: FMCN 2010 annual report (Page 19)

Source: FMCN 2010 annual report (Page 44)

 

l    More than 80% of total revenue is attributed to the LCD display network (57.6%) and poster frame network (23.6%) in 2010.

Source: FMCN 2010 annual report (Page 100)

 

l    In October 2005, Focus Media acquired Framedia, which operated the largest in-elevator poster frame advertising network in China and provides brand advertisers and community service providers a direct channel to target urban residential communities. As of March 31, 2011, the poster frame network had 378,000 in-elevator poster and digital picture frames in residential buildings that covered more than 30 cities all over China.

Source: FMCN 2010 annual report (Page 3)

l  In 2010, only the gross margin of LCD displays network was higher than 50%.

n   LCD display network (77.3%)

n   poster frame network (38.0%)

n   in-store network (30.7%)

n   traditional outdoor billboard network (21.6%)

n   movie theater network. (42.1%)

Source: FMCN 2010 annual report (Page 42)

 
 

7. Paragraph “AirMedia Group Inc. (‘AirMedia’)” (Page 13)

Reference: http://ir.airmedia.net.cn/phoenix.zhtml?c=214947&p=irol-reportsOther

NASDAQ: AMCN

 

l AirMedia Group Inc. operates the largest digital media network in China dedicated to air travel advertising.

l AirMedia operates digital TV screens in 37 major airports, including 25 out of 30 largest airports in China. It also operates digital frames in 32 major airports, including the 15 largest airports in China.

Revised:

l AirMedia operates digital TV screens in 36 major airports, including 25 out of 30 largest airports in China. It also operates digital frames in 34 major airports, including the 15 largest airports in China.

l AirMedia sells advertisements on the routes operated by eight airlines, including the three largest airlines in China.

l In selected major airports, AirMedia also operates traditional media platforms, such as billboards and light boxes, and other digital media, such as mega LED screens.

Source: Fourth Quarter and Fiscal Year 2011 Unaudited Financial Results (page 14)

 

l In 2010, AirMedia had a revenue of $254 million, a gross profit of $32.6 million (12.8%), an operating margin of -6.6%, and a net income of -$9.11 million (-3.58%)

Revised:

l In 2010, AirMedia had a revenue of $236 million, a gross profit of $32.6 million (12.8%), an operating margin of 0.7%, and a net income of -$9.11 million (-3.58%)

l  

Source: Fourth Quarter and Fiscal Year 2011 Unaudited Financial Results (page 8)

Source: Fourth Quarter and Fiscal Year 2011 Unaudited Financial Results (page 10)

 

Source: Fourth Quarter and Fiscal Year 2011 Unaudited Financial Results (page 21)

 

 
 

8. Paragraph “VisionChina Media, Inc.(‘VisionChina’)” (Page 13)

Reference: http://www.visionchina.cn/phoenix.zhtml?c=215970&p=irol-ReportsAnnual

NASDAQ:VISN

 

VisionChina Media, Inc.(“VisionChina”):

l  VisionChina Media, Inc. using is digital mobile television broadcasts to deliver content and advertising to displays on mass transportation systems such as bus and subway networks.

l  As of December 31, 2010, its network and supplemental subway advertising platform covered 23 cities in China and consisted of approximately 137,395 digital displays.

Revised:

l  As of December 31, 2010, its network and supplemental subway advertising platform covered 23 cities in China and consisted of approximately 14,023 digital displays.

 

Source: VISIONCHINA MEDIA INC. (VISN) 20-F Annual and transition report of foreign private issuers pursuant tosections 13 or 15(d) (Page 2)

 

l  VisionChina sells its advertising time through direct sales force and third party advertising agencies.

l  VisionChina’s revenue increased by 14.3%, from $120 million in 2009 to $138 million in 2010. However the cost of revenue increased from $61.1 million in 2009 to $121 million in 2010.

 

 

 

 

Source: VISIONCHINA MEDIA INC. (VISN) 20-F Annual and transition report of foreign private issuers pursuant tosections 13 or 15(d) (Page 2)