realfast95
13 years ago
China Security & Surveillance Technology, Inc. Announces
Record Date and Annual Meeting Date
SHENZHEN, China, July 29, 2011 /PRNewswire-Asia/ -- China Security & Surveillance Technology, Inc. (“CSST” or the “Company”) (NYSE:CSR), a leading integrated surveillance and safety solutions provider in the P.R.C., today announced that it has established a record date and a meeting date for its annual meeting of stockholders (“AGM”) to consider and vote on, among other things, the proposal to adopt the previously announced Amended and Restated Agreement and Plan of Merger, dated as of May 3, 2011 (the "Merger Agreement"), by and among Rightmark Holdings Limited, a British Virgin Islands company ("Parent"), Rightmark Merger Sub Limited, a Delaware corporation and a wholly owned, direct subsidiary of Parent ("Merger Sub"), the Company and Mr. Guoshen Tu (solely for the purpose of Section 6.15 of the Merger Agreement), pursuant to which Merger Sub will be merged with and into the Company with the Company surviving the merger as a wholly owned subsidiary of Parent. If completed, the proposed merger would result in the Company becoming a privately held company and its common stock would no longer be listed on the New York Stock Exchange. The Company's board of directors, acting upon the unanimous recommendation of the independent committee formed by the board of directors, approved the Merger Agreement and resolved to recommend that the Company's stockholders vote to adopt the Merger Agreement and approve the transactions contemplated by the Merger Agreement, including the merger.
In addition to voting on the Merger Agreement, the meeting will also constitute the Company’s 2011 annual stockholders’ meeting, and stockholders will be asked to consider and vote on (i) the election of five members to the Company’s board of directors, (ii) the ratification of the appointment of the Company’s independent registered accounting firm for the fiscal year ending December 31, 2011, (iii) the approval, on an advisory basis, of executive compensation, and (iv) approval, on an advisory basis, of the frequency of holding an advisory vote on executive compensation.
The Company’s stockholders of record at the close of business (New York time) on Friday, August 5, 2011 (the “Record Date”), will be entitled to notice of the AGM and to vote at the AGM. The AGM will be held at 10am (Hong Kong time) on Wednesday, September 14, 2011, at the Company's office at 13/F, Shenzhen Special Zone Press Tower, Shennan Road, Futian District, Shenzhen 518034, the People's Republic of China.
The closing of the transaction is subject to certain terms and conditions customary for transactions of this type, including receipt of stockholder approval. The closing of the transaction is currently expected to occur shortly after the receipt of stockholder approval at the AGM.
realfast95
13 years ago
SHENZHEN, China, July 5, 2011 /PRNewswire-Asia/ -- China Security & Surveillance Technology, Inc. ("CSST" or the "Company") (NYSE: CSR; Nasdaq Dubai: CSR), a leading integrated surveillance and safety solutions provider in the PRC, today announced the expiration of the 60-day "go-shop" period pursuant to the terms of the previously announced Amended and Restated Agreement and Plan of Merger (the "Merger Agreement"), entered into on May 3, 2011, among the Company, Rightmark Holdings Limited, Rightmark Merger Sub Limited and Mr. Guoshen Tu (solely for the purpose of Section 6.15).
Under the terms of the Merger Agreement, the Company and its subsidiaries and their respective representatives had the right to directly or indirectly initiate, solicit and encourage any alternative transaction proposals from third parties and enter into and maintain discussions or negotiations with respect to any alternative transaction proposals until 11:59 pm, New York City time, on July 2, 2011. During the "go-shop" period, at the direction of the special committee of the Company's board of directors, the financial advisor to the special committee contacted 68 parties, including 29 strategic parties and 39 financial sponsors, to solicit interest in a possible alternative transaction. Despite these solicitation efforts, the Company did not receive any alternative transaction proposals during the "go-shop" period.
Pursuant to the Merger Agreement, unaffiliated stockholders of the Company will have the right to receive $6.50 per share in cash without interest at the effective time of the merger. The completion of the transaction is subject to customary closing conditions, including receipt of stockholder approval. The closing of the transaction is expected to occur in the third calendar quarter of 2011.
up-down
15 years ago
CSR misses earnings on Tuesday and Goes up 15%
March 04, 2010
China Security and Surveillance Technology (CSR) opened at 6.94 on monday, missed earnings by 10% on Tuesday, and is currently trading at 8.22.
I have wondered for months why this stock was so low, it is a leading surveillance company in China, who deal with government contracts frequently. This stock has ridiculous growth potential, and at a current p/e under 10 (forward p/e is 6.3), this company looks incredibly solid.
The only thing that worries me about CSR, is that it has a history of diluting its shared with offerings. Anyway, just thought other fools might want to take a look at this one.
http://caps.fool.com/Blogs/ViewPost.aspx?bpid=349667&t=01009635717746769640
bsdaddy
15 years ago
And it looks like they are!
China Security & Surveillance Technology, Inc. Reports Fourth-Quarter and Full-Year 2009 Results
7:59a ET March 2, 2010 (PR NewsWire)
Note: CSST's fourth-quarter and full-year 2009 earnings conference call will be broadcast live via the Internet at 8 a.m. ET on Tuesday, March 2, 2010, at http://irpage.net/csct/index.html .
China Security & Surveillance Technology, Inc. ("CSST" or the "Company") (NYSE: CSR; Nasdaq Dubai: CSR), a leading provider of digital surveillance technology in the P.R.C., today reported fourth-quarter and full-year 2009 results highlighted by encouraging earnings growth, full-year solid and positive cash flow, and robust growth in revenues from government sector in China. Full-year 2009 EPS grew 40.3%, driven by the growing demand for CSST's products and services, success of convertible notes restructuring, as well as solid execution of cost control initiatives.
Full-year 2009 revenues totaled $580.87 million; and net cash from operating activities totaled $52.60 million, versus $39.10 million net cash used in operating activities in 2008.
"Despite the economic environment, we had a solid 2009 and led the industry in many areas," said Mr. Guoshen Tu, Chairman and Chief Executive Officer of CSST. "Our system installation business in the government sector, particularly safe city and e-city projects, continues to ramp, improving our government revenue profile. We landed several major e-city projects in China, and we continued to see robust growth in the corporate sector."
"During the past year, we took major steps to improve CSST's financial position for 2010 and beyond. The success of our convertible notes restructuring has improved our capital structure and strengthened our balance sheet. We also delivered our cost initiatives which yielded positive results for our earnings," said Mr. Tu.
Fourth-Quarter Financial Results
To simplify its presentation, and in recognition of the completed restructuring of convertible notes, starting third quarter 2009, CSST no longer presents Non-GAAP results and instead presents reported results accompanied by details on key factors impacting results.
For the quarter ended December 31, 2009, CSST's revenues totaled $182.71 million, compared with $143.55 million in the year-earlier quarter and up 14.3% from the third quarter of 2009. This marked CSST's third consecutive quarter with double-digital revenue growth.
Gross profit totaled $51.48 million, up 43.8% from $35.81 million in the year-earlier period. Gross margin increased to 28.2% from 24.9% for the same period in 2008. Sequentially, gross margin increased 610 basis points as a result of expanded profitability of the installation segment. Correspondingly, income from operations increased to $28.20 million, up 68.4% from the year-earlier quarter. Operating margin increased to 15.4%, compared with 11.7% in the year-earlier quarter and 10.8% in the third quarter of 2009.
Net income attributable to CSST totaled $26.06 million, up 132.3% compared with $11.22 million in the year-earlier quarter, and diluted earnings per share totaled $0.38, compared with $0.23 in the year-earlier quarter.
Full-Year Financial Results
For the full year 2009, CSST's revenues totaled $580.87 million, up 35.9% versus $427.35 million in 2008. The growth reflected the strong demand for CSST's products and services, CSST's established brand awareness and extensive distribution network. Government customers accounted for 52% of total revenues, while corporate customers accounted for 48%. Organic revenues for 2009 totaled $543.89 million, or 93.6% of total revenues, compared to $361.5 million or 84.6% in 2008. Non-organic revenues totaled $36.98 million or 6.4% of total revenues.
Gross profit totaled $142.87 million, up 18.5% from $120.54 million in 2008. Gross margin was 24.6%, down 360 basis points from 28.2% last year. The slight drop was due to the decrease of selling prices and relatively lower margin for smaller-scale projects. It was also a result of CSST's efforts to maintain market share and expand customer base in China.
Operating income increased 14.8% to $65.96 million while operating margin decreased to 11.3%, as a result of lower gross margin.
Net income attributable to CSST totaled $56.58 million, up 73.6% from $32.60 million in 2008; and diluted earnings per share totaled $1.01 versus $0.72 in 2008.
CSST recognized a total of non-cash items at $36.36 million, down from $42.97 million in 2008. There were three components for the non-cash expenses, which were $12.74 million, or $0.23 per diluted share related to depreciation and amortization; $18.09 million, or $0.32 per diluted share related to non-cash employee compensation; and $14.85 million, or $0.26 per diluted share from redemption accretion on convertible notes prior to the restructuring. CSST also recorded a one-time non-cash gain on modification of convertible notes of $9.32 million, or $0.17 per diluted share. Weighted average diluted share count increased to 56.17 million compared with 45.28 million in 2008.
CSST's full-year net cash from operating activities totaled $52.60 million, versus $39.10 million net cash used in operating activities for 2008. As of December 31, 2009, CSST's cash balance was $154.48 million, compared with $100.98 million at the end of the third quarter.
Financial Outlook
For the full year 2010, CSST reaffirms its revenue projection of $800 to $820 million and diluted earnings per share of $1.15 to $1.20.
"Looking ahead, mainland demand for our products and services continues to be strong, and we are well positioned at the center of this growth," said Mr. Tu. "The announced acquisitions in 2009 will continue to provide us with a growth platform to expand our industry-leading capabilities in security and surveillance offerings. Our market leadership in China continues to set us apart as we roll out more products and services this year and expand security service capabilities in the years ahead."
"We will further accelerate our efforts to secure sizeable government contracts and capitalize on the growing opportunities in safe city and e-city projects. We will continue cost-improvement initiatives to maintain a healthy margin for our business. Our fundamental outlook for the business is positive," concluded Mr. Tu.
*MARINE 1*
15 years ago
China Security & Surveillance Technology, Inc. to Release Fourth-Quarter and Full-Year 2009 Earnings March 2
SHENZHEN, China, Feb. 25 /PRNewswire-Asia/ --
China Security & Surveillance Technology, Inc. ("CSST" or the "Company") (NYSE: CSR; Nasdaq Dubai: CSR), a leading provider of digital surveillance technology in the P.R.C., today announced that the Company's fourth-quarter and full-year 2009 financial results will be released Tuesday, March 2, 2010 before market opens. The Company will also hold a conference call to discuss the financial results the same day at 8:00 am ET. The Company's earnings release, presentation and related materials will be available at the investor relations section of CSST's web site at http://irpage.net/csct/index.html before the earnings call.
The call can be accessed at 1-877-407-9039 (US Toll Free) or 1-201-689-8470 (Toll International). The company will broadcast a live webcast of the call at the investor relations section of CSST's Web site. The webcast will be available for replay at the same address from March 2, 2010 to March 9, 2010. Replay of the call can be accessed at 1-877-660-6853 (US Toll Free) or 1-201-612-7415 (Toll International), with account number 3055 and conference ID 345162.
About China Security & Surveillance Technology, Inc.
Based in Shenzhen, China, CSST manufactures, distributes, installs and services surveillance and safety products and systems as well as develops surveillance and safety related software in China. Its customers are mainly comprised of commercial and government entities. CSST has built a diversified customer base through its extensive sales and service network that includes branch offices and distribution points throughout China. To learn more about the Company visit http://www.csst.com/ .
Safe Harbor Statement
This press release may include certain statements that are not descriptions of historical facts, but are forward-looking statements. Forward-looking statements can be identified by the use of forward-looking terminology such as 'will,' 'believes,' 'expects' or similar expressions. Such information is based upon expectations of our management that were reasonable when made but may prove to be incorrect. All of such assumptions are inherently subject to uncertainties and contingencies beyond our control and based upon premises with respect to future business decisions, which are subject to change. We do not undertake to update the forward-looking statements contained in this press release. For a description of the risks and uncertainties that may cause actual results to differ from the forward-looking statements contained in this press release, see our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission ('SEC'), and our subsequent SEC filings. Copies of filings made with the SEC are available through the SEC's electronic data gathering analysis retrieval system at http://www.sec.gov/ .
For more information, please contact:
Company Contact: Terence Yap, Chief Financial Officer and Vice Chairman China Security & Surveillance Technology, Inc.
Tel: +86-755-8351-5634 Email:
Investor and Media Contact: Patrick Yu, Fleishman-Hillard Hong Kong Tel: +852-2530-2577 Email:
DATASOURCE: China Security & Surveillance Technology, Inc.
CONTACT: Terence Yap, Chief Financial Officer and Vice Chairman of China
Security & Surveillance Technology, Inc., +86-755-8351-5634, ; or
Investors and Media, Patrick Yu of Fleishman-Hillard Hong Kong, +852-2530-2577,
Web site: http://www.csst.com/
http://irpage.net/csct/index.html
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