US Market News
2日前
Centerspace Announces Outcome of Strategic Review; $245 Million of Planned DispositionsJune 1, 2026 4:30 PM
PR Newswire (US) Company plans to dispose of approximately $245 million of assets in 2026, including a full exit from the Bismarck and Rapid City marketsProceeds will be utilized to strengthen the balance sheet by significantly reducing leverageCompany declares a regular quarterly distribution of $0.77 per share/unitMINNEAPOLIS, June 1, 2026 /PRNewswire/ -- Centerspace (NYSE: CSR)(the "Company") announced today that the Company's Board of Trustees has, in connection with its comprehensive evaluation of strategic alternatives, approved a portfolio optimization and deleveraging plan designed to enhance portfolio quality, strengthen the balance sheet, preserve embedded shareholder value, and maximize strategic flexibility. The Board and management engaged in a thorough process with a broad range of potential counterparties and assessed numerous alternatives. The actions announced today, subject to their completion, will strengthen the Company's balance sheet while concentrating the portfolio in higher-quality, more liquid markets. The Company believes that upon their completion the transactions will position the Company for long-term success as multifamily fundamentals continue to recover following the elevated levels of supply delivered during 2023-2025. The plan includes approximately $240-245 million of targeted assets sales in 2026, comprising twelve communities, including a full exit from the Bismarck and Rapid City markets and one community in Denver. Each of these dispositions is under contract with buyers and the Company anticipates closing these sales in the second half of 2026.Upon successful completion of these dispositions, the Company currently expects:Total debt to decrease by $175-190 million, including repayment of the Company's line of credit balance, improving both the cost and duration of debt;Improvement in proforma Annualized Net Debt to EBITDA, decreasing from 8.2x in Q1 2026 to an anticipated sub-7x level in Q4 2026; andThat there may be special distributions of $45-65 million, with a declaration, if any, of exact timing and amount anticipated later in the year."The capital allocation initiative we are announcing today is an outcome of our review process. We expect these actions to enhance shareholder value by capturing the discount between public and private market valuations, while materially strengthening our balance sheet and positively evolving our market exposures," said Centerspace CEO Anne Olson."The Board undertook this process with one objective: determining the best alternatives for maximizing value for our shareholders," said Centerspace Board of Trustees Chair John Schissel. "We believe the approved plan will unlock intrinsic asset value, strengthen the balance sheet, create a more focused portfolio and preserve the flexibility to capture future value creation." The Company's previously released earnings guidance did not contemplate any potential dispositions. While the Company's operational outlook remains materially unchanged, it is still evaluating the impact of these transactions on financial results and plans to provide updated guidance in conjunction with its second quarter 2026 earnings release. Centerspace's Board of Trustees has declared a regular quarterly distribution of $0.77 per share/unit, payable on July 14, 2026, to common shareholders and unitholders of record at the close of business on June 29, 2026. The closing of the transactions described above may not occur on the expected timeline, or at all. The Company cannot assure that the conditions set forth in any purchase agreement and the related transactions will be satisfied (or waived, if permitted) in a timely manner, or at all, or that an effect, event, development, or change will not transpire that could delay or prevent these transactions from closing.About Centerspace Centerspace is an owner and operator of apartment communities committed to providing great homes by focusing on integrity and serving others. Founded in 1970, as of March 31, 2026, Centerspace owned 61 apartment communities consisting of 12,263 homes located in Colorado, Minnesota, Montana, Nebraska, North Dakota, South Dakota, and Utah. Centerspace was named a Top Workplace in 2026 by USA TODAY and for the sixth consecutive year in 2025 by the Minnesota Star Tribune. For more information, please visit www.centerspacehomes.com.? Forward-Looking Statements Certain statements in this press release are based on the Company's current expectations and assumptions, and are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements do not discuss historical fact, but instead include statements related to expectations, projections, intentions, or other items related to the future. Forward-looking statements are typically identified by the use of terms such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," "will," "assumes," "may," "projects," "outlook," "future," and variations of such words and similar expressions. These forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements to be materially different from the results of operations, financial conditions, or plans expressed or implied by the forward-looking statements. Although the Company believes the expectations reflected in its forward-looking statements are based upon reasonable assumptions, it can give no assurance that the expectations will be achieved, including the risk that one or more of the contemplated transactions may not close on expected timelines or at all. Any statements contained herein that are not statements of historical fact should be deemed forward-looking statements. As a result, reliance should not be placed on these forward-looking statements as these statements are subject to known and unknown risks, uncertainties, and other factors beyond the Company's control and could differ materially from actual results and performance. Such risks and uncertainties are detailed from time to time in filings with the Securities and Exchange Commission ("SEC"), including the "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Risk Factors" contained in the Company's Annual Report on Form 10-K for the year ended December?31, 2025, in its subsequent quarterly reports on Form?10-Q, and in other reports the Company files with the SEC from time to time. In addition, such risks, uncertainties, and other factors include, but are not limited to, the ability of the Company to complete the proposed dispositions on a timely basis, or at all; risks that the proposed dispositions disrupt current plans and operations; the impacts of the announcement or consummation of the proposed dispositions and outcome of the Board of Trustees' strategic review on business relationships; the anticipated costs related to the proposed dispositions; and the ability of the Company to realize the anticipated benefits of the proposed dispositions and the outcome of the Board of Trustees' strategic review. The Company assumes no obligation to update or supplement forward-looking statements that become untrue due to subsequent events. Contact Information? Investor Relations
Josh Klaetsch
(952) 401-6600
IR@centerspacehomes.com Marketing & Media
Kelly Weber
(952) 401-6600
kweber@centerspacehomes.com View original content to download multimedia:https://www.prnewswire.com/news-releases/centerspace-announces-outcome-of-strategic-review-245-million-of-planned-dispositions-302787548.htmlSOURCE Centerspace Original: Centerspace Announces Outcome of Strategic Review; $245 Million of Planned Dispositions
US Market News
1月前
Centerspace Reports First Quarter 2026 Financial & Operating Results and Reaffirms 2026 Core Financial OutlookMay 4, 2026 4:15 PM
PR Newswire (US) MINNEAPOLIS, May 4, 2026 /PRNewswire/ -- Centerspace (NYSE: CSR) (the "Company") announced today its financial and operating results for the three months ended March 31, 2026. The tables below show Net Loss, Funds from Operations ("FFO")1, and Core FFO1, all on a per diluted share basis, for the three months ended March 31, 2026; Same-Store Revenues, Expenses, and Net Operating Income ("NOI")1 over comparable periods; and Same-Store Weighted Average Occupancy, Lease Rate Growth, and Resident Retention for each of the three months ended March 31, 2026, December 31, 2025, and March 31, 2025.
Three Months Ended March 31,Per Common Share
2026
2025Net loss - diluted
$ (0.77)
$ (0.22)FFO - diluted(1)
$ 1.07
$ 1.17Core FFO - diluted(1)
$ 1.12
$ 1.21
Year-Over-YearComparison
SequentialComparisonSame-Store Results(2)
Q1 2026 vs. Q1 2025
Q1 2026 vs. Q4 2025Revenues
— %
(0.3) %Expenses
1.7 %
8.2 %NOI(1)
(1.1) %
(5.1) %
Three months endedSame-Store Results(2)
March 31,
2026
December
31, 2025
March 31,
2025Weighted Average Occupancy
95.4 %
95.3 %
95.8 %Effective New Lease Rate Growth
(2.1) %
(6.1) %
(1.4) %Effective Renewal Lease Rate Growth
3.1 %
3.9 %
3.4 %Effective Blended Lease Rate Growth (3)
0.4 %
(0.4) %
0.5 %Retention Rate
54.1 %
55.5 %
52.2 %(1)NOI, FFO, and Core FFO are non-GAAP financial measures. For more information on their usage and presentation, and a reconciliation to the most directly comparable GAAP measures refer to "Non-GAAP Financial Measures and Reconciliations" and "Non-GAAP Financial Measures and Other Terms" in the Supplemental Financial and Operating Data below.(2)Same-store results are updated for annual composition change including acquisition, disposition, changes in held for sale classification, and repositioning activity. Refer to "Non-GAAP Financial Measures and Reconciliations" in Supplemental and Financial Operating Data within.(3)Effective blended lease rate growth is weighted by lease count.Overview of the First QuarterRevenue decreased by $2.0 million or 3.0% to $65.1 million, compared to $67.1 million for the same period of the prior year, primarily due to the sale of 12 apartment communities in the prior year;Same-store revenues remained consistent while property operating expenses increased, resulting in a 1.1% decrease in same-store NOI compared to the same period of the prior year;Net loss was $0.77 per diluted share, compared to net loss of $0.22 per diluted share for the same period of the prior year; andCore FFO per diluted share decreased 7.4% to $1.12, compared to $1.21 for the same period of the prior year, primarily due to the sale of 12 apartment communities in the prior year.Balance SheetAt the end of the first quarter, Centerspace had $267.1 million of total liquidity on its balance sheet, consisting of $259.6 million available under lines of credit and cash and cash equivalents of $7.6 million.Updated 2026 Financial OutlookCenterspace updated its 2026 financial outlook. For additional information, see S-15 of the Supplemental Financial and Operating Data for the quarter ended March 31, 2026 included at the end of this release. These ranges should be considered in their entirety. The table below reflects the updated outlook.
Previous Outlook for 2026Updated Outlook for 2026
LowHighLowHighNet loss per Share – diluted$(0.49)$(0.19)$(0.95)$(0.66)Same-Store Revenue0.00 %1.75 %0.00 %1.75 %Same-Store Expenses1.00 %2.00 %1.00 %2.00 %Same-Store NOI(0.50) %2.00 %(0.50) %2.00 %FFO per Share – diluted$4.61$4.89$4.65$4.92Core FFO per Share – diluted$4.81$5.05$4.81$5.05Additional assumptions:Same-store recurring capital expenditures of $1,250 per home to $1,350 per homeValue-add expenditures of $2.5 million to $12.5 millionThe outlook does not include any acquisitions or dispositionsNote: FFO, Core FFO. and NOI are non-GAAP financial measures. For more information on their usage and presentation and a reconciliation to the most comparable GAAP measure, please refer to "2026 Financial Outlook" in the Supplemental Financial and Operating Data within.Strategic Review UpdateDuring 2025, we announced that our Board has undertaken a proactive process to review strategic alternatives that may be available to Centerspace, engaging both legal and financial advisors.This process remains ongoing, and we are appreciative of the engagement and feedback we have received from our stakeholders. We have been thorough and deliberate, and the Board and its advisors continue to make progress. The board currently expects to be able to provide shareholders with a more substantive update on the status of the review process before or in connection with our second quarter earnings release.There can be no assurance as to the timing or outcome of this process. There can be no assurance that the review process will result in a transaction or other strategic change or outcome. We do not intend to disclose or comment further on developments related to this review unless or until we determine that further disclosure is appropriate or required by law.Earnings CallManagement will host a conference call to discuss those results on Tuesday, May 5, 2026, at 10:00 a.m. Eastern Time.Interested parties may access the conference call via the following:Live Webcast: https://events.q4inc.com/attendee/110927308Operator Assisted Dial-In: 1-833-461-5787
Meeting ID: 110927308Replay Details: Following the conclusion of the earnings call, a replay of the webcast will be hosted at ir.centerspacehomes.com and at https://events.q4inc.com/attendee/110927308 for one year.Supplemental InformationSupplemental Operating and Financial Data for the quarter ended March 31, 2026 included herein ("Supplemental Information") is available in the Investors section on Centerspace's website at https://www.centerspacehomes.com or by calling Investor Relations at 952-401-6600. Non-GAAP financial measures and other capitalized terms, as used in this earnings release, are defined and reconciled in the Supplemental Financial and Operating Data, which accompanies this earnings release. About CenterspaceCenterspace is an owner and operator of apartment communities committed to providing great homes by focusing on integrity and serving others. Founded in 1970, as of March 31, 2026, Centerspace owned 61 apartment communities consisting of 12,263 homes located in Colorado, Minnesota, Montana, Nebraska, North Dakota, South Dakota, and Utah. Centerspace was named a Top Workplace in 2026 by USA Today and for the sixth consecutive year in 2025 by the Minnesota Star Tribune. For more information, please visit www.centerspacehomes.com.Forward-Looking StatementsCertain statements in this press release and the Supplemental Operating and Financial Data are based on the Company's current expectations and assumptions, and are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements do not discuss historical fact, but instead include statements related to expectations, projections, intentions, or other items related to the future. Forward-looking statements are typically identified by the use of terms such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," "will," "assumes," "may," "projects," "outlook," "future," and variations of such words and similar expressions. These forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements to be materially different from the results of operations, financial conditions, or plans expressed or implied by the forward-looking statements. Although the Company believes the expectations reflected in its forward-looking statements are based upon reasonable assumptions, it can give no assurance that the expectations will be achieved. Any statements contained herein that are not statements of historical fact should be deemed forward-looking statements. As a result, reliance should not be placed on these forward-looking statements as these statements are subject to known and unknown risks, uncertainties, and other factors beyond the Company's control and could differ materially from actual results and performance. Such risks and uncertainties are detailed from time to time in filings with the Securities and Exchange Commission ("SEC"), including the "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Risk Factors" contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2025, in its subsequent quarterly reports on Form 10-Q, and in other reports the Company files with the SEC from time to time. The Company assumes no obligation to update or supplement forward-looking statements that become untrue due to subsequent events.Contact InformationInvestor Relations
Josh Klaetsch
Phone: 952-401-6600
Email: IR@centerspacehomes.comMarketing & Media
Kelly Weber
Phone: 952-401-6600
Email: kweber@centerspacehomes.com View original content to download multimedia:https://www.prnewswire.com/news-releases/centerspace-reports-first-quarter-2026-financial--operating-results-and-reaffirms-2026-core-financial-outlook-302761704.htmlSOURCE Centerspace Original: Centerspace Reports First Quarter 2026 Financial & Operating Results and Reaffirms 2026 Core Financial Outlook
US Market News
2月前
Centerspace Announces First Quarter 2026 Earnings Release DateApril 9, 2026 4:15 PM
PR Newswire (US)
MINNEAPOLIS, April 9, 2026 /PRNewswire/ -- Centerspace (NYSE: CSR) will release its operating results for the quarter ended March 31, 2026, after the market closes on Monday, May 4, 2026. Management will host a conference call to discuss those results on Tuesday, May 5, 2026, at 10:00 a.m. Eastern Time.Interested parties may access the conference call via the following:Live Webcast: https://events.q4inc.com/attendee/110927308Operator Assisted Dial-In: 1-833-461-5787Replay Details: Following the conclusion of the earnings call, a replay of the webcast will be hosted at ir.centerspacehomes.com and at https://events.q4inc.com/attendee/110927308 for one year.About Centerspace
Centerspace is an owner and operator of apartment communities committed to providing great homes by focusing on integrity and serving others. Founded in 1970, the company currently owns 61 apartment communities consisting of 12,263 homes located in Colorado, Minnesota, Montana, Nebraska, North Dakota, South Dakota, and Utah. Centerspace was named a top workplace for the sixth consecutive year in 2025 by the Minnesota Star Tribune. For more information, please visit www.centerspacehomes.com. If you would like more information about this topic, please contact Josh Klaetsch, Investor Relations, at (952) 401-6600 or IR@centerspacehomes.com.Contact Information
Josh Klaetsch, Investor Relations
Phone : (952) 401-6600
E-mail : IR@centerspacehomes.com
View original content to download multimedia:https://www.prnewswire.com/news-releases/centerspace-announces-first-quarter-2026-earnings-release-date-302738697.htmlSOURCE Centerspace
Original: Centerspace Announces First Quarter 2026 Earnings Release Date
US Market News
3月前
CENTERSPACE ANNOUNCES CHANGE TO BOARD OF TRUSTEESMarch 11, 2026 4:15 PM
PR Newswire (US)
MINNEAPOLIS, March 11, 2026 /PRNewswire/ -- Centerspace (NYSE: CSR) (the "Company") announced today that Emily Nagle Green, a member of the Company's Board of Trustees, will retire as a trustee, chair of the Nominating and Governance Committee, and member of the Audit Committee effective upon the expiration of her annual term at the conclusion of the 2026 Annual Meeting of Shareholders to be held on May 13, 2026.Emily has served as a trustee of the Company since 2018. She is a three-time CEO in the technology sector who has focused her career on innovative products and services for consumers. Currently, she is an independent director for Casella Waste Systems (NASD: CWST), where she chairs the Nominating and ESG committee; she also teaches entrepreneurship at MIT's Sloan School of Management and chairs the board of an education non-profit called UP Education Network."We appreciate the many contributions Emily has made since her appointment to the Centerspace Board of Trustees," commented Board Chair John Schissel. "Her steady leadership and commitment to the highest standards of governance strengthened the board and elevated the organization."President and Chief Executive Officer Anne Olson said, "With her extensive technology background, Emily has been instrumental in driving innovation at Centerspace and helping the Company navigate the ever-changing landscape of technology and cybersecurity. We are truly thankful for her insight and guidance."Forward Looking Statements
Certain statements in this press release are based on the Company's current expectations and assumptions and are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements do not discuss historical fact, but instead include statements related to expectations, projections, intentions, or other items related to the future. Forward-looking statements are typically identified by the use of terms such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," "will," "assumes," "may," "projects," "outlook," "future," and variations of such words and similar expressions. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance, or achievements to be materially different from the results of operations, financial conditions, or plans expressed or implied by the forward-looking statements. Although the Company believes the expectations reflected in its forward-looking statements are based upon reasonable assumptions, it can give no assurance that the expectations will be achieved. Any statements contained herein that are not statements of historical fact should be deemed forward-looking statements. As a result, reliance should not be placed on these forward-looking statements, as these statements are subject to known and unknown risks, uncertainties, and other factors beyond the Company's control and could differ materially from actual results and performance. Such risks and uncertainties are detailed from time to time in filings with the Securities and Exchange Commission ("SEC"), including the "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Risk Factors" contained in the Company's Annual Report on Form 10-K, in quarterly reports on Form 10-Q, and in other reports the Company files with the SEC from time to time. The Company assumes no obligation to update or supplement forward-looking statements that become untrue due to subsequent events.About Centerspace
Centerspace is an owner and operator of apartment communities committed to providing great homes by focusing on integrity and serving others. Founded in 1970, the company currently owns 61 apartment communities consisting of 12,262 homes located in Colorado, Minnesota, Montana, Nebraska, North Dakota, South Dakota, and Utah. Centerspace was named a top workplace for the sixth consecutive year in 2025 by the Minnesota Star Tribune. For more information, please visit www.centerspacehomes.com.If you would like more information about this topic, please contact Josh Klaetsch, Director of Investor Relations, at (952) 401-6600, or IR@centerspacehomes.com.Contact Information
Josh Klaetsch
Phone: (952) 401-6600
Email: IR@centerspacehomes.com
View original content to download multimedia:https://www.prnewswire.com/news-releases/centerspace-announces-change-to-board-of-trustees-302711377.htmlSOURCE Centerspace
Original: CENTERSPACE ANNOUNCES CHANGE TO BOARD OF TRUSTEES
US Market News
4月前
Centerspace Announces Fourth Quarter 2025 Earnings Release DateJanuary 27, 2026 9:30 PM
PR Newswire (US)
MINNEAPOLIS, Jan. 27, 2026 /PRNewswire/ -- Centerspace (NYSE: CSR) will release its operating results for the quarter and year ended December 31, 2025, after the market closes on Tuesday, February 17, 2026. Management will host a conference call to discuss those results on Wednesday, February 18, 2026, at 10:00 a.m. Eastern Time.Interested parties may access the conference call via the following:Live Conference Call Details:Live webcast: https://events.q4inc.com/attendee/297674377Operator Assisted Dial-In:
United States (Local): +1 646 844 6383
United States (Toll-Free): +1 833 470 1428
Access Code: 250430Replay Details:Replay Expiration Date: Wednesday, February 25, 2026 11:59 PM ESTReplay Dial-In:
United States (Local): +1 929 458 6194
United States (Toll-Free): +1 866 813 9403
Access Code: 894072About Centerspace
Centerspace is an owner and operator of apartment communities committed to providing great homes by focusing on integrity and serving others. Founded in 1970, the company currently owns 61 apartment communities consisting of 12,262 homes located in Colorado, Minnesota, Montana, Nebraska, North Dakota, South Dakota, and Utah. Centerspace was named a top workplace for the sixth consecutive year in 2025 by the Minnesota Star Tribune. For more information, please visit www.centerspacehomes.com. If you would like more information about this topic, please contact Josh Klaetsch, Investor Relations, at (952) 401-6600 or IR@centerspacehomes.com. Contact Information
Josh Klaetsch, Investor Relations
Phone : (952) 401-6600
E-mail : IR@centerspacehomes.com
View original content to download multimedia:https://www.prnewswire.com/news-releases/centerspace-announces-fourth-quarter-2025-earnings-release-date-302671708.htmlSOURCE Centerspace
Original: Centerspace Announces Fourth Quarter 2025 Earnings Release Date
realfast95
15年前
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
15年前
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.
bsdaddy
16年前
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*
16年前
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