General Steel Holdings Announces Fourth Quarter and Year-End 2007 Results

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Mon Mar 31, 2008 4:01pm EDT

2007 Revenue Reaches Record $772 Million, Up 454% Year-over-year, with 4Q
Revenues of $268 Million

BEIJING, March 31, 2008 /Xinhua-PRNewswire-FirstCall/ -- General Steel
Holdings, Inc. ("General Steel") ("The Company") (NYSE Arca: GSI), one of
China's leading non-state owned steel products producer; today announced its
results for the fourth quarter and year ended December 31, 2007.

    Fourth Quarter 2007 Results
                            Q4 2007           Q4 2006          vs. Q4 2006
    Revenue              $268.2 million     $42.5 million         +531%
    Gross Profit          $21.0 million   ($0.34) million           --
    Net Income            $12.1 million     $0.51 million        +2272%
    EPS (Fully Diluted)           $0.36             $0.01        +3500%


    Fiscal Year 2007 Results
                            FY 2007           FY 2006           vs. FY 2006
    Revenue              $772.4 million    $139.5 million         +454%
    Gross Profit          $56.7 million     $4.17 million        +1259%
    Net Income            $22.4 million     $1.03 million        +2071%
    EPS (Fully Diluted)           $0.69             $0.03        +2200%


    Recent Company Highlights
    -- In December 2007, completed a private placement with net proceeds of
       approximately $36.4 million
    -- In January 2008, acquired a controlling interest in Hancheng Tongxing
       Metallurgy Co., Ltd.
    -- In March 2008, approved for listing on the NYSE Arca

    "We continued to experience solid growth as evidenced by our ability to
make successful acquisitions and deliver measurable revenue growth," said
Henry Yu, CEO and Chairman of General Steel Holdings, Inc. "Our 2007 revenue
more than quadrupled the prior year. The pipeline of potential acquisitions
remains strong as we continue to grow organically and expand our customer
base," added Mr. Yu. "We are well positioned to capitalize on what we believe
is the beginning of a long-term, secular growth opportunity in steel
production."  Mr. Yu concluded, "Our proven strategy to grow through
aggressive mergers, joint ventures and acquisitions brings us closer to our
vision of becoming one of the largest non-government owned steel companies in
China."
    Fourth Quarter Financial Results
    Net sales for the fourth quarter of 2007 increased 531% to $268.2 million
compared to $42.5 million for the same quarter in 2006.  Cost of sales for the
three months ended December 31, 2007 increased 477% to $247.2 million compared
to $42.8 for the same period in 2006. Quarterly gross profit for the fourth
quarter of 2007 was $21.0 million, compared to -0.34 million for the same
period last year, with fourth quarter gross margins of 7.8%. Selling, general
and administrative expenses were $5.9 million for the three months ended
December 31, 2007, compared to $0.27 million for the same period of 2006. Net
income for the 2007 fourth quarter increased to $12.1 million, representing
earnings per share of $0.36, from $0.51 million in net income, or $0.01 per
share during the fourth quarter of 2006.
    Year End Financial Results
    Net sales increased approximately 454% to $772.4 million for year ended
December 31, 2007, as compared to $139.5 million for 2006. Gross profit for
2007 was approximately $56.7 million, an increase of 1259% or $52.5 million
from $4.17 million for 2006. Gross profit margin increased to 7.3 percent from
2.9 percent for 2007 and 2006 respectively. Operating income was $40.5
million,
compared to $1.7 million for 2006.  Net income was $22.4 million for 2007,
compared with $1.03 million in 2006, an increase of $21.4 million, or
approximately 2071%. This equated to earnings of $0.69 per share (fully
diluted) compared to $0.03 per share for 2006.
    Pursuant to SFAS 133 and EITF 00-19, the Company determined that both the
warrants and the conversion option embedded in the Notes it issued on December
13, 2007 met the definition of a derivative instrument and must be carried as
a liability and marked to market each reporting period. As such, depending
upon the price of the Company's common stock at the end of the quarter or year
there could be an associated gain or loss which are non-cash in nature but
will be recurring until such time as the notes are either redeemed or
converted and the warrants are exercised. On December 31, 2007, the fair value
of derivative liabilities was recalculated and decreased $6,235,754, including
$1,659,583 for the decrease in fair value of the warrants and $4,576,171 for
the decrease in fair value of the conversion option.  The decrease net of
$189,432 amortization expense was included in other income (expense), net,
which amounted to an impact of $0.19 per diluted share. Net income excluding
this gain was $16,379,599, with earnings of $0.50 per share, based on
32,558,350 diluted shares.
    As of December 31, 2007, the balance of derivative liabilities was
$28,483,308, which consisted of $7,638,461 for the warrants and $20,844,847
for the conversion option, and the carrying value of the Notes was $5,440,416.
Amortization of the debt discount totaled $159,478 was recorded as interest
expense for the year ended December 31, 2007. The unamortized financing cost
was $3,564,546 as of December 31, 2007 and $29,954 was amortized to interest
expense for the period.
    Balance Sheet
    Cash and cash equivalents at December 31, 2007 were $52.1 million. Common
shares outstanding at December 31, 2007 were 34.6 million. Accounts receivable
were $11.8 million. Inventory grew to $77.9 million as we started two new
Joint Ventures with large operations.
    Growth Strategy
    General Steel is striving to become one of the largest non-government
owned steel companies in China:    -- Growth through aggressive mergers, joint
ventures, and acquisitions
       targeting State-Owned Enterprise (SOE) steel companies and selected
       entities with outstanding potential.
    -- Once acquired, improve profitability by introducing western management
       practices, expanding production processes through prudent capital
       expenditure allocations, and enhancing working capital utilization.

    Conference Call
    The earnings conference call will take place at 5:00 p.m. EDT on Monday,
March 31, 2008. Interested participants in the United States should call
1-800-860-2442. Callers should utilize the pass code: General Steel Holdings.
    This conference call will be broadcast live over the Internet and can be
accessed by clicking this link:
http://www.videonewswire.com/event.asp?id=46965
    For those unable to participate during the live broadcast, a replay will
be available shortly after the call on General Steel Holdings' website
http://www.gshi-steel.com for 90 days.
    About General Steel Holdings, Inc.
    General Steel Holdings, Inc., headquartered in Beijing, operates a diverse
portfolio of Chinese steel companies. With 3 million tons aggregate production
capacity, its companies serve various industries and produce a variety of
steel products including rebar, hot-rolled carbon and silicon sheet and
spiral-weld pipe. The Company has steel operations in Shaanxi province, Inner
Mongolia Autonomous Region and Tianjin municipality
    Information Regarding Forward-looking Statements
    This press release may contain certain forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995. These
statements are based on management's current expectations or beliefs about
future events and financial, political and social trends and assumptions it
has made based on information currently available to it. The Company cannot
assure that any expectations, forecasts or assumptions made by management in
preparing these forward-looking statements will prove accurate, or that any
projections will be realized. Such forward-looking statements may be affected
by inaccurate assumptions or by known or unknown risks or uncertainties.
Actual results may vary materially from those expressed or implied by the
statements herein. For factors that could cause actual results to vary,
perhaps materially, from these forward-looking statements, please refer to the
Company's Form 10-K, filed with the Securities and Exchange Commission, and
other subsequent filings. Forward-looking statements contained herein speak
only as of the date of this release. The Company does not undertake any
obligation to update or revise publicly any forward-looking statements,
whether to reflect new information, future events or otherwise.


    Financial Statements


                  GENERAL STEEL HOLDINGS INC. AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS
                        AS OF DECEMBER 31, 2007 AND 2006

                                   A S S E T S

                                                        2007            2006

    CURRENT ASSETS:


     Cash                                     $   43,713,346  $    6,831,549
     Restricted cash                               8,391,873       4,231,523
     Accounts receivable, net of allowance
       for doubtful accounts of $148,224
       and $137,132 as of December 31, 2007
       and December 31, 2006,
       respectively                               11,225,678      17,095,718
     Accounts receivable - related parties           565,631              --
     Notes receivable                              4,216,678         537,946
     Notes receivable - Restricted                12,514,659              --
     Short term loan receivable - Related
     Party                                         1,233,900              --
     Other receivables                             1,280,853         268,784
     Other receivables - related parties           1,913,448         850,400
     Inventories                                  77,928,925      12,489,290
     Advances on inventory purchases              58,170,474       2,318,344
     Advances on inventory purchases -
     related parties                               9,944,012              --
     Prepaid expenses - current                    1,059,866          46,152
     Prepaid expenses related party - current         49,356              --
     Deferred tax assets                             399,751              --
     Deferred notes issuance cost                  3,564,546              --
          Total current assets                   236,172,996      44,669,706

    PLANT AND EQUIPMENT, net                     218,263,367      26,606,594

    OTHER ASSETS:
     Advances on equipment purchases                 742,061              --
     Long term investment                            822,600              --
     Prepaid expenses - non current                  506,880         740,868
     Prepaid expenses related party -
      non current                                    142,467              --
     Intangible assets, net of accumulated
      amortization                                21,756,709       1,804,440
          Total other assets                      23,970,717       2,545,308

               Total assets                   $  478,407,080   $  73,821,608

    L I A B I L I T I E S    A N D    S H A R E H O L D E R S'   E Q U I T Y

    CURRENT LIABILITIES:


     Accounts payable                         $  102,241,708   $   3,001,775
     Accounts payable - related parties           14,302,738              --
     Short term loans - bank                      93,019,608      30,284,686
     Short term loans - others                    19,156,070              --
     Short term loans - related parties            7,317,027              --
     Short term notes payable                     15,163,260       8,153,520
     Other payables                                3,343,684         355,142
     Other payable - related parties               2,126,383              --
     Accrued liabilities                           5,248,863       1,064,012
     Customer deposits                            37,872,698       1,093,602
     Customer deposits - related parties           9,211,736              --
     Deposits due to sales representatives         3,068,298       2,051,200
     Taxes payable                                27,576,240       5,391,602
     Investment payable                            6,580,800              --
     Distribution payable to minority
      shareholder                                  2,820,803              --
     Shares subject to mandatory redemption               --       2,179,779
          Total current liabilities              349,049,916      53,575,318

    NOTES PAYABLE, net of debt discount
     $34,559,584                                   5,440,416              --

    DERIVATIVE  LIABILITIES                       28,483,308              --

                Total liabilities                382,973,640      53,575,318

    MINORITY INTEREST                             42,044,266       6,185,797

    SHAREHOLDERS' EQUITY:
     Preferred stock, $0.001 par value,
       50,000,000 shares authorized,
       3,092,899 and 0 shares
       issued and outstanding as
       of December 31, 2007 and
       December 31, 2006,
       respectively                                   3,093
     Common Stock, $0.001 par value,
       200,000,000 shares authorized,
       34,634,765 and 32,426,665 shares
       (including 1,176,665
       redeemable shares) issued
       and outstanding as of December 31,
       2007 and December 31, 2006,
       respectively                                   34,635          31,250

     Paid-in-capital                              23,429,153       6,871,358
     Retained earnings                            22,686,590       4,974,187
     Statutory reserves                            3,632,325       1,107,010
     Contribution receivable                        (959,700)              -
     Accumulated other comprehensive income        4,563,078       1,076,688
         Total shareholders' equity               53,389,174      14,060,493


              Total liabilities and
              shareholders' equity            $  478,407,080  $   73,821,608




           GENERAL STEEL HOLDINGS INC. AND SUBSIDIARIES


     CONSOLIDATED STATEMENTS OF INCOME AND OTHER COMPREHENSIVE
                              INCOME
       FOR THE YEARS ENDED DECEMBER 31, 2007, 2006 AND 2005


                                          2007           2006           2005
                                                                    Restated


    REVENUES                    $  416,900,597 $  139,494,624  $  89,739,899

    REVENUES - RELATED PARTIES     355,538,568             --             --

        TOTAL REVENUES             772,439,165    139,494,624     89,739,899

    COST OF SALES                  389,614,876    135,324,190     81,165,850

    COST OF SALES - RELATED
     PARTIES                       326,135,528             --             --

        TOTAL COST OF SALES        715,750,404    135,324,190     81,165,850

    GROSS PROFIT                    56,688,761      4,170,434      8,574,049

    SELLING, GENERAL AND
     ADMINISTRATIVE
    EXPENSES                        16,163,956      2,421,285      2,781,070

    INCOME FROM OPERATIONS          40,524,805      1,749,149      5,792,979

    OTHER INCOME (EXPENSE), NET     (1,261,817)        82,830     (1,680,842)

    INCOME BEFORE PROVISION FOR
     INCOME
    TAXES                           39,262,988      1,831,979      4,112,137
        AND MINORITY INTEREST

    PROVISION (BENEFIT) FOR
     INCOME TAXES
        Current                      5,224,722             --             --
        Deferred                      (388,525)            --             --
               Total provision
                for income taxes     4,836,197             --             --

    INCOME BEFORE MINORITY
     INTEREST                       34,426,791      1,831,979      4,112,137

    LESS MINORITY INTEREST          12,000,870        798,771      1,371,918

    NET INCOME                      22,425,921      1,033,208      2,740,219

    FOREIGN CURRENCY TRANSLATION
     GAIN                            3,486,390        677,500        399,188


    COMPREHENSIVE INCOME         $  25,912,311  $   1,710,708  $   3,139,407

    WEIGHTED AVERAGE NUMBER OF
     SHARES
        Basic                       32,424,652     31,250,000     31,250,000
        Diluted                     32,558,350     31,250,000     31,250,000

    EARNINGS PER SHARE

        Basic                   $         0.69 $         0.03           0.09

        Diluted                 $         0.69 $         0.03           0.09






           GENERAL STEEL HOLDINGS INC. AND SUBSIDIARIES

              CONSOLIDATED STATEMENTS OF CASH FLOWS
       FOR THE YEARS ENDED DECEMBER 31, 2007, 2006 AND 2005

                                          2007           2006         2005
                                                                (Restated)
    CASH FLOWS FROM OPERATING
     ACTIVITIES:

     Net income                 $   22,425,921 $    1,033,208 $  2,740,219
     Adjustments to reconcile
       net income to cash
       provided by (used in)
       operating activities:
         Minority Interest          12,000,870        798,771    1,371,918
         Depreciation                9,740,317      1,619,267    1,053,976
         Amortization                  596,538        297,933      289,938
         Loss on disposal of
         equipment                      10,404         28,137       25,992
         Deferred tax assets          (383,918)            --           --
         Stock issued for
         services and
         compensation                  595,776             --           --
         Interest expense
         accrued on mandatory
         redeemable stock              114,135        458,904      114,724
         Amortization of
         deferred note issuance
         cost                           29,954             --           --
         Amortization of
         discount on convertible
         notes                         159,478             --           --
         Change in fair value of
         derivative
         instrument                 (6,235,754)            --           --
         Allowance for bad debt          1,510        132,895           --
       (Increase) decrease in
        assets:
         Accounts receivable        16,247,520    (15,871,902)    (451,095)
         Accounts receivable -
          related parties             (543,228)            --           --
         Notes receivable           (9,491,608)      (521,888)     373,785
         Other receivables            (453,072)      (152,111)     108,860
         Other receivables -
          related parties             (990,037)      (850,400)          --
         Loan receivable            (1,185,030)            --           --
         Inventories                (8,853,823)    (1,366,266)   2,378,597
         Advances on inventory
          purchases                (45,012,751)     8,581,191    3,042,837
         Advances on inventory
          purchases - related
          parties                   (9,550,168)            --           --
         Prepaid expense -
          current                     (949,243)            --      (63,709)
         Prepaid expense - non
          current                      252,872         44,559     (659,742)
         Prepaid expense -
          current - related
          parties                      (47,401)            --           --
         Prepaid expense - non
          current - related
          parties                     (136,825)            --           --
       Increase (decrease) in
        liabilities:
         Accounts payable           88,355,643      2,106,005      523,624
         Accounts payable -
          related parties           13,736,262             --           --
         Other payables                823,345        135,275     (364,090)
         Other payable - related
          party                    (76,863,715)      (980,000)     (10,000)
         Accrued liabilities         2,440,134        259,000      506,214
         Customer deposits           2,559,598       (221,532)    (771,235)
         Customer deposits -
          related parties            8,846,895             --           --
         Taxes payable              20,799,845      3,577,364     (240,347)
          Net cash (used in)
          provided by
          operating activities      39,040,444       (891,590)   9,970,466

    CASH FLOWS FROM INVESTING
     ACTIVITIES:
     Cash acquired from
      subsidiary                       508,906              -            -
     Restricted cash                   236,655     (1,374,495)     861,897
     Notes receivable - related
      party                                  -      3,013,680   (2,932,800)
     Proceeds from short term
      investment                             -         37,671            -
     Acquire long term
      investment                      (790,020)             -            -
     Deposits due to sales
      representatives                  840,055        732,073       (1,222)
     Advance on equipment
      purchases                       (712,671)     1,066,504   (1,037,881)
     Prepayments for land use
      rights                                 -        (72,031)           -
     Equipment purchases           (21,523,962)    (2,401,860)    (627,941)
     Construction in progress                -     (6,865,560)  (4,169,895)
     Cash proceeds from sale of
      equipment                         63,422              -        8,552
     Increase in investment
      payable                        6,320,160
          Net cash used in
          investing activities     (15,057,455)    (5,864,018)  (7,899,290)

    CASH FLOWS FINANCING
     ACTIVITIES:
     Borrowings on short term
      loans - bank                  56,812,972     29,663,401   31,967,520
     Payments on short term
      loans - bank                 (53,111,728)   (27,462,159)  (31,246540)
     Payments on short term
      loans - related parties          (17,117)             -            -
     Borrowings on short term
      loans - others                 5,230,372              -            -
     Payments on short term
      loans - others               (12,640,320)             -            -
     Borrowings on short term
      notes payable                 14,562,702      7,986,252   11,266,840
     Payments on short term                                     (12,782,120
      notes payable                (38,210,634)    (5,474,852)  (12,782,120)
     Cash received from
      issuance of convertible
      note                          36,855,500              -            -
     Contribution received from
      minority shareholders            790,020              -            -
     Payment to original
      shareholders                  (2,813,644)             -            -
     Cash received from
      warrants converted to
      common stock                   5,300,000              -            -
     Cash received on issuance
      of mandatory
      redeemable stock                       -              -    1,606,151
          Net cash  provided by
          financing
          activities                12,758,123      4,712,642      811,851

    EFFECTS OF EXCHANGE RATE
     CHANGE IN
    CASH                               140,685        226,142      217,536

    INCREASE (DECREASE) IN CASH     36,881,797     (1,816,824)   3,100,563

    CASH, beginning of year          6,831,549      8,648,373    5,547,810


    CASH, end of year           $   43,713,346  $   6,831,549 $  8,648,373


    For more information, please contact:

    Ross Warner, General Steel Holdings, Inc.
    Tel:    +86-10-5879-7346 (Beijing)
    Email: ross@gshi-steel.com
    Skype: ross.warner.generalsteel

    Ted Haberfield, HC International, Inc.
    Tel:   +1-760-755-2716 (USA)
    Email: thaberfield@hcinternational.net
    Web:   hcinternational.net

SOURCE  General Steel Holdings, Inc.

Ross Warner of General Steel Holdings, Inc., +86-10-5879-7346 (Beijing), or
ross@gshi-steel.com, or Skype, ross.warner.generalsteel; or Ted Haberfield of
HC International, Inc., +1-760-755-2716, or thaberfield@hcinternational.net,
for General Steel Holdings, Inc.
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