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8-K - FORM 8-K - Armco Metals Holdings, Inc.amco20151116_8k.htm

 

Exhibit 99.1

 

 

 

Armco Metals Holdings Announces Financial Results for the Third Quarter of 2015

 

 

Armco Metals Holdings, Inc. ("Armco Metals Holdings") (NYSE MKT: AMCO ), a U.S. based company that engages in the import, sale, and distribution of metal ore and non-ferrous metals in the People's Republic of China, recycles scrap metals used by steel mills in the production of recycled steel and provides sourcing and pricing services for various metals, wood and barley to its network of customers, today announced its financial results for the third quarter of 2015.

 

Third Quarter of 2015 Results

 
   

Q3 2015

   

Q3 2014

 

Net Revenues

 

$48.5 million

   

$32.2 million

 

Gross Profit (Loss)

 

$1.7 million

   

$8.4 million

 

Income (Loss) from Operations

 

$0.5 million

   

$7.3 million

 

Net Income (Loss)

 

$0.4 million

   

$4.8 million

 

EPS (Fully Diluted) (Loss)

  $0.05     $0.87  

 

 

Third Quarter of 2015 Financial Results

  

For the third quarter of 2015 ended September 30, 2015, net revenue was $48.5 million, a 51% increase compared to net revenue of $32.2 million recorded in the third quarter of 2014. The increase in revenue in the third quarter of 2015 was due to an increase of $31.6 million in revenue from our trading business partially offset by a decrease of $15.3 million in sales from our recycling business. Our recycling business generated revenue of $16.8 million while our trading business generated revenue of $31.7 million. Revenue from our recycling business continued to decline from Q2 2015 revenues of $25.7 million. Gross profit for the third quarter of 2015 was $1.7 million as compared to gross profit of $8.4 million in the third quarter of 2014. Gross margin in the third quarter of 2015 was 3.4% compared to 26.1% in the third quarter of 2014. The significant decrease in gross profit and gross margin was largely due to the market price decline on of our products and the increased sales on raw wood with lower margin.

 

 
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Total operating expenses for the third quarter of 2015 were $1.1 million, remain flat as compared to the third quarter of 2014. We recorded income from operations of $0.54 million in the third quarter of 2015 compared to income from operations of $7.25 million in the third quarter of 2014. Our operations in the third quarter of 2015 resulted in net income of $0.4 million, or $0.05 per basic and diluted share on 8.03 million weighted average common shares outstanding. This compared to a net income of $4.8 million or $0.87 per basic and diluted share on 5.5 million weighted average shares outstanding in the same period of 2014.

 

First Nine Months of 2015 Results

 
   

For the nine months ended

September 30, 2015

   

For the nine months ended

September 30, 2014

 

Net Revenues

 

$128.4 million

   

$75.0 million

 

Gross Profit (Loss)

 

($10.3) million

   

$10.3 million

 

Income (Loss) from Operations

 

($14.0) million

   

$5.6 million

 

Net Income (Loss)

 

($8.2) million

   

$0.4 million

 

EPS (Fully Diluted) (Loss)

  ($1.21)     $0.09  

 

 

First Nine Months of 2015 Financial Results

 

Armco Metals' revenues in the first nine months of 2015 were $128.4 million, an increase of 71% compared to revenues of $75.0 million recorded in the first nine months of 2014. The increase was primarily due to a significant increase in sales from our trading business partially offset by a decline in revenue from our recycling business. Gross (loss) for the first nine months of 2015 was ($10.3) million and gross margin was (-8.0)% compared to gross profit of $10.3 million and gross margin 13.7% in the 2014 period. The decrease in gross margin was mainly attributable to declined price and inventory write-down of $0.3 million in our recycling business, and the increased sales in raw wood and barley with lower margin as well.

 

Operating expenses for the first nine months of 2015 decreased to $3.7 million from $ 4.7 million in the comparable 2014 period, primarily due to decreased professional fees and general and administrative expenses. For the first nine months of 2015 our operations resulted in net (loss) of $(8.2) million or $(1.21) per basic and diluted share on 6.8 million weighted average common shares outstanding . This compares to a net income of $0.4 million or $0.09 per basic and diluted share recorded in the first nine months of 2014 on 4.5 million weighted average basic and diluted shares outstanding.

 

 
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In reviewing the financial performance for the third quarter of 2015, Mr. Kexuan Yao, Chairman and CEO of Armco Metals, remarked that, "In the third quarter of 2015 we were able to make positive gross profit on both recycling and trading business despite a continued weak environment in our end markets. While the market is expected to remain weak, management believe that the implementation of our “platform strategy” sales model in this business is the right strategy for the company, where we can work with our customers more closely, lower our market risks by sharing them with our customers and increase our sales with less or without additional working capital. As an endeavor to the strategy, as disclosed before, we are creating an OTO platform for scrap recycling business which could lead the business transition for the company from solely selling steel scrap products in traditional methods to providing both services and products in the steel scrap business through the online platform. Once the platform grows to certain scale, we believe the greater sales revenue and profit for our steel scrap business could be expected.”

 

 

 

Select Balance Sheet Items

 

As of September 30, 2015, the Company had $1.7 million in cash and cash equivalents, compared to $1.9 million at year-end 2014. The Company’s current ratio improved to 1.39:1 at September 30, 2015 as compared to 1.38:1 on December 31, 2014. As of September 30, 2015, shareholders' equity was $48.1 million compared to $54.6 million at December 31, 2014.

 

 

 

Business Update

 

The company continued to work on the OTO platform joint venture. As of the report date, we have received business certificates for the new joint venture created for operating OTO platform and we are currently working on obtaining the license for operating internet services in China for the new joint venture. The Joint Venture's financials is expected to be reflected in our fourth quarter consolidated financials.

 

Management also is considering reorganization of our structure to improve effectiveness and efficiency of our operation while cut our operation cost. The company will make disclosure timely when change is made on our organization.

 

 

ABOUT ARMCO METALS HOLDINGS, INC. [RX: WOOD AND BARLEY HAS BEEN ADDED]

 

Armco Metals Holdings, Inc. is engaged in the sale and distribution of metal ore and non-ferrous metals throughout China and is in the recycling business in China. Armco Metals' customers include some of the fastest growing steel producing mills and foundries throughout China. Raw materials are acquired from a global group of suppliers located in various countries, including, but not limited to, Brazil, India, Indonesia, Ukraine and the United States. Armco Metals' product lines include ferrous and non-ferrous ore, iron ore, chrome ore, nickel ore, magnesium, copper ore, manganese ore, steel billet, recycled scrap metals, raw wood and barley. For more information about Armco Metals, please visit http://www.armcometals.com.

 

 
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SAFE HARBOR STATEMENT

 

In connection with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, Armco Metals Holdings, Inc., is hereby providing cautionary statements identifying certain important factors that could cause our actual results to differ materially from those projected in forward-looking statements (as defined in such act). Any statements that are not historical facts and that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, indicated through the use of words or phrases such as "will likely result," "are expected to," "will continue," "is anticipated," "estimated," "intends," "plans," "believes" and "projects") are forward-looking and involve estimates and uncertainties which could cause actual results to differ materially from those expressed in the forward-looking statements. These statements include, but are not limited to, our ability to generate a profit from our operations, expectations regarding our net revenues and production related to our scrap metal recycling operations, including our ability to operate the facility efficiently and profitability, the sufficiency of our working capital, pricing and volatile demand for our product lines, and the extent of government imposed energy and monetary policy restrictions and resulting blackouts and associated impact on our trading and recycling operations.

 

We caution that investors should not place undue reliance on any forward-looking statements herein. Further, any forward-looking statement speaks only as of the date on which such statement is made. We qualify all of our forward-looking statements in this press release by these cautionary statements including those made in Part II, Item 1A. Risk Factors appearing in our Quarterly Report on Form 10-Q for the period ended September 30, 2015, as well as in Part I. Item 1A. Risk Factors appearing in our Annual Report on Form 10-K for the year ended December 31, 2014 and our other filings with the Securities and Exchange Commission. New risk factors emerge from time to time and it is not possible for our management to predict all risk factors, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Except for our ongoing obligations to disclose material information under the Federal securities laws, we undertake no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events.

 

 

Contact:

CONTACT INFORMATION:

Armco Metals Holdings, Inc.
US Investor Relations Contact
Christina Xiong
Office: 650.212.7620
Email:
 ir@armcometals.com 
Website:
 www.armcometals.com 

China
 
Ripple Zhang
Office: 86-21-62375286
Email:
 ripple.zhang@armcometals.com 
Website:
 www.armcometals.com

 

 
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Financial Statements (To be insert)

ARMCO METALS HOLDINGS, INC.

CONSOLIDATED BALANCE SHEETS 

 

   

September 30

   

December 31

 
   

2015

   

2014

 
   

(Unaudited)

         
                 

ASSETS

               

CURRENT ASSETS:

               

Cash

  $ 1,656,096     $ 1,884,887  

Pledged deposits

    9,846       498,615  

Marketable securities

    6,226       73,943  

Accounts receivable, net

    19,333,656       43,202,886  

Inventories

    16,023,705       9,154,463  

Advance on purchases

    5,682,270       1,093,402  

Prepayments and other current assets

    871,011       1,164,603  
                 

Total Current Assets

    43,582,810       57,072,799  
                 

Property, plant and equipment, net

    29,501,508       32,563,929  

Land use rights, net

    5,810,454       6,108,283  

Deferred tax assets

    587,264       279,563  
                 

Total Assets

  $ 79,482,036     $ 96,024,574  
                 

LIABILITIES AND STOCKHOLDERS' EQUITY

               

CURRENT LIABILITIES:

               

Loans payable

  $ 10,677,110     $ 17,011,843  

Banker's acceptance notes payable and letters of credit

    1,707,287       1,767,790  

Current maturities of capital lease obligation

    -       720,819  

Accounts payable

    9,332,766       5,497,866  

Advances received from Chairman and CEO

    341,257       877,076  

Due to related party

    560,956       717,703  

Customer deposits

    1,417,492       1,467,281  

Corporate income tax payable

    815,073       815,073  

Value added tax and other taxes payable

    2,696,049       5,747,470  

Deferred tax liabilities

    1,165,504       2,965,196  

Accrued expenses and other current liabilities

    2,662,810       3,850,095  
                 

Total Current Liabilities

    31,376,304       41,438,212  
                 

Total Liabilities

    31,376,304       41,438,212  
                 
                 

STOCKHOLDERS' EQUITY:

               

Preferred stock, $0.001 par value; 1,000,000 shares authorized; none issued or outstanding

    -       -  

Common stock, $0.001 par value, 200,000,000 shares authorized, 8,143,827 and 5,615,088 shares issued and outstanding as of September 30, 2015 and December 31, 2014, respectively

    8,144       5,615  

Additional paid-in capital

    49,178,622       45,968,908  

Retained earnings (deficit)

    (3,713,432 )     4,491,948  

Accumulated other comprehensive income:

    2,632,398       4,119,891  
                 

Total Stockholders' Equity

    48,105,732       54,586,362  
                 

Total Liabilities and Stockholders' Equity

  $ 79,482,036     $ 96,024,574  

 

See accompanying notes to the unaudited consolidated financial statements.        

 

 
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ARMCO METALS HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

 

   

For the Nine

   

For the Three

   

For the Nine

   

For the Three

 
   

Months Ended

   

Months Ended

   

Months Ended

   

Months Ended

 
   

September 30, 2015

   

September 30, 2015

   

September 30, 2014

   

September 30, 2014

 
   

(Unaudited)

   

(Unaudited)

   

(Unaudited)

   

(Unaudited)

 
                                 

NET REVENUES

  $ 128,443,424     $ 48,471,441     $ 74,996,063     $ 32,198,170  
                                 

COST OF GOODS SOLD

    138,716,410       46,805,691       64,698,705       23,799,849  
                                 

GROSS PROFIT

    (10,272,986 )     1,665,750       10,297,358       8,398,321  
                                 

OPERATING EXPENSES:

                               

Selling expenses

    40,507       19,417       186,867       53,934  

Professional fees

    452,290       163,952       543,229       117,690  

General and administrative expenses

    1,895,730       427,816       2,577,582       602,002  

Operating cost of idle manufacturing facility

    1,340,707       515,374       1,381,049       373,835  
                                 

Total operating expenses

    3,729,234       1,126,559       4,688,727       1,147,461  
                                 

INCOME (LOSS) FROM OPERATIONS

    (14,002,220 )     539,191       5,608,631       7,250,860  
                                 

OTHER EXPENSE:

                               

Interest income

    (324,326 )     (324,173 )     (99,118 )     (318 )

Interest expense

    1,254,751       281,856       3,274,244       632,472  

Loss on sales of marketable securities

    204,776       -       43,434       43,434  

Change in fair value of derivative liabilities

    (134,760 )     -       107,378       (1,597 )

Loan guarantee expense

    -       -       13,002       -  

Gain on forgiveness of short-term debt

    (4,049,566 )     31,800       -       -  

Government grant

    (475,928 )     -       -       -  

Other (income) expense

    (194,397 )     (79,645

)

    61,339       (13,689

)

                                 

Total other expense (income)

    (3,719,460 )     (90,162 )     3,400,279       660,302  
                                 

INCOME (LOSS) BEFORE INCOME TAX PROVISION

    (10,282,760 )     629,353       2,208,352       6,590,558  
                                 

INCOME TAX PROVISION (BENEFIT)

    (2,077,380 )     187,957       1,789,904       1,789,904  
                                 
                                 

NET INCOME (LOSS)

    (8,205,380 )     441,396       418,448       4,800,654  
                                 

OTHER COMPREHENSIVE INCOME (LOSS):

                               

Change in unrealized income (loss) on marketable securities

    (245,514 )     (426,373 )     70,633       38,165  

Foreign currency translation loss

    (1,671,121 )     (1,973,326 )     (375,956 )     (3,178 )
                                 

COMPREHENSIVE INCOME (LOSS)

  $ (10,122,015 )   $ (1,958,303 )   $ 113,125     $ 4,835,641  
                                 

NET INCOME (LOSS) PER COMMON SHARE - BASIC AND DILUTED:

                               
                                 

Net income (loss) per common share – basic and diluted

  $ (1.23 )   $ 0.05     $ 0.09     $ 0.87  
                                 
                                 

Weighted Average Common Shares Outstanding - basic

    6,758,059       8,030,521       4,517,536       5,495,532  

Weighted Average Common Shares Outstanding - diluted

    6,758,059       8,030,521       4,530,348       5,531,263  

 

See accompanying notes to the unaudited consolidated financial statements.  

 

 
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ARMCO METALS HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

   

For Nine Months Ended September 30,

 
   

2015

   

2014

 
   

(Unaudited)

   

(Unaudited)

 

CASH FLOWS FROM OPERATING ACTIVITIES:

               

Net income (loss)

  $ (8,205,380 )   $ 418,448  

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities

               

Depreciation expense

    2,026,860       2,099,052  

Amortization expense

    39,458       92,082  

Gain on disposal of property plant and equipment

    -       -  

Deferred income taxes

    (2,077,605 )     -  

Gain on forgiveness of capital lease obligation

    (125,371 )     -  

Gain on forgiveness of short-term debt

    (4,049,566 )     -  

Change in fair value of derivative liabilities

    (134,760 )     107,378  

Loss on sales of marketable securities

    204,766       43,434  

Amortization of debt discount

    611,339       1,991,581  

Stock based compensation

    380,678       1,033,908  

Shares issued for third party services

    86,800       268,002  

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities

               

Changes in operating assets and liabilities:

               

Accounts receivable

    23,080,817       (28,274,868 )

Inventories

    (7,405,965 )     6,355,762  

Advance on purchases

    365,861       (490,624 )

Prepayments and other current assets

    (4,733,772 )     340,861  

Banker's acceptance notes payable and letters of credit

    -       (6,656,663 )

Accounts payable

    4,129,800       16,122,951  

Customer deposits

    441       821,096  

Taxes payable

    (2,930,373 )     3,490,127  

Accrued expenses and other current liabilities

    (1,071,065 )     596,902  
                 

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES

    192,963       (1,640,571 )
                 

CASH FLOWS FROM INVESTING ACTIVITIES:

               

Proceeds from release of pledged deposits

    227       5,942,529  

Payment made towards pledged deposits

    -       (1,815,807 )

Proceeds from sales of marketable securities

    46,579       113,808  
                 

NET CASH PROVIDED BY INVESTING ACTIVITIES

    46,804       4,240,530  
                 

CASH FLOWS FROM FINANCING ACTIVITIES:

               

Proceeds from loans payable

    163,255       11,099,278  

Repayment of loans payable

    (523,823 )     (14,486,944 )

Proceeds from capital lease obligation

    -       162,600  

Repayment of capital lease obligation

    (107,712 )     (341,574 )

Advances from Chairman and CEO

    241,756       172,613  

Advances from (repayment to) related parties

    (133,244 )     11,535  

Proceeds from convertible notes

    -       600,000  
                 

NET CASH USED IN FINANCING ACTIVITIES

    (359,768 )     (2,782,492 )
                 

EFFECT OF EXCHANGE RATE CHANGES ON CASH

    (108,792 )     130,717  
                 

NET CHANGE IN CASH

    (228,791 )     (51,816 )
                 

Cash at beginning of the period

    1,884,887       596,557  
                 

Cash at end of the period

  $ 1,656,096     $ 544,741  
                 

SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:

               

Interest paid

  $ 162,433     $ 715,937  

Income taxes paid

  $ -     $ -  
                 

NON CASH FINANCING AND INVESTING ACTIVITIES:

               

Debt discount due to derivative liabilities

  $ 596,629     $ 1,950,820  

Change in fair value of marketable security

  $ 183,628     $ -  

Reclassification from short-term debt to convertible debt

  $ -     $ 5,554,468  

Reclassification of derivative liability to equity

  $ 461,869     $ 2,113,939  

Common shares issued for conversion of debt and accrued interest

  $ 1,306,530     $ 6,610,635  

Capital lease obligation settled with pledge deposit

  $ 488,934     $ -  

Common shares issued for the settlement of loan with Chairman

  $ 976,366     $ -  

  

See accompanying notes to the unaudited consolidated financial statements.

 

 

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