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Universal Travel Group Announces Fourth Quarter and Full Year 2009 Results


News provided by

Universal Travel Group

Mar 07, 2010, 10:13 ET

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SHENZHEN, China, March 5 /PRNewswire-Asia-FirstCall/ -- Universal Travel Group (NYSE: UTA) ("Universal Travel Group" or the "Company"), a growing travel services provider in China offering package tours, air ticketing, and hotel reservation services online and via customer service representatives, today announced financial results for the fourth quarter and full year ended December 31, 2009.

    Fourth Quarter 2009 Highlights
    -- Revenue increased 16.1% year-over-year to $34.2 million
    -- Gross profit increased 1.3% year-over-year to $10.1 million
    -- Gross margin was 29.5%, compared to 33.8% in the prior year period
    -- Income from operations was $7.5 million, compared to $8.2 million in
       the prior year period
    -- Adjusted income from operations, which excludes the effect of non-cash
       charges related to stock-based compensation of $0.4 million, was
       $7.9 million, compared to $8.2 million in the prior year period(*)
    -- GAAP net income from continuing operations was $5.2 million or $0.32
       per diluted share, compared to $6.3 million or $0.44 per diluted share
       in the prior year period
    -- Adjusted net income from continuing operations, which excludes the
       effect of non-cash charges related to the change in fair value of
       derivative liabilities of $0.3 million and stock-based compensation of
       $0.4 million, was $5.9 million, or $0.36 per diluted share, compared to
       $6.4 million, or $0.44 per diluted share, in the prior year period(*)

    Full Year 2009 Highlights
    -- Revenue increased 48.7% year-over-year to $97.9 million
    -- Gross profit increased 43.8% year-over-year to $32.4 million
    -- Gross margin was 33.1%, compared to 34.2% last year
    -- GAAP income from operations increased 34.9% year-over-year to
       $24.2 million
    -- Adjusted income from operations, which excludes the effect of non-cash
       charges related to stock-based compensation of $1.2 million, increased
       39.7% year-over-year to $25.3 million(*)
    -- GAAP net income from continuing operations was $11.3 million or $0.74
       per diluted share, compared to $13.8 million or $1.07 per diluted share
       last year
    -- Adjusted net income from continuing operations, which excludes the
       effect of non-cash charges related to the change in fair value of
       derivative liabilities of $6.8 million and stock-based compensation of
       $1.2 million, was $19.3 million, or $1.26 per diluted share, an
       increase of 38.1% compared to $14.0 million, or $1.09 per diluted share
       last year(*)

"Our fourth quarter and full year results reflect strong organic revenue growth," said Ms. Jiangping Jiang, Chairwoman and Chief Executive Officer. "The greatest impact to our financial performance is from the growth of our business volume, since the average prices of our travel products and commission rates were stable, and some of them even decreased slightly during 2009. Our revenue growth reflects the continued development of the domestic tourism market in China and the strength of our operating platform. Universal Travel has a strong product portfolio, broad geographic coverage and a brand awareness that enable us to continue to expand our network of customers and remain at the forefront of the growing China travel market."

Fourth Quarter 2009 Financial Results

Revenue for the three months ended December 31, 2009, was $34.2 million compared to $29.4 million for the same period in 2008, an increase of approximately 16.1%. Revenue generated by the air cargo agency segment for the three months ended December 31, 2008 was $2.4 million. Excluding this segment, revenue generated from the current three segments was $27 million, a year-over-year increase of 26.6%.

Revenue from air-ticketing was $6.6 million, compared to $5.1 million for the same period last year, an increase of 29.6%. This increase was mainly due to the increased demand for air passenger transportation.

Revenue generated by the Company's hotel reservation segment was $4.0 million compared to $3.8 million for the same period in 2008, an increase of 5.5%. This increase was due to the successful integration of the various business segments of the Company.

Revenue generated by package tours was $23.6 million compared to $18.2 million for the same period in 2008, an increase of 30.0%. This increase was primarily due to the increase in tourism demand and successful integration of the Company's various business segments and marketing channels.

Gross profit was $10.1 million compared to $9.9 million for three months ended December 31, 2008, an increase of 1.3%. Gross profit margin for the fourth quarter of 2009 was 29.5% compared to 33.8% for the same period last year. The decrease in gross profit margin was primarily because the packaged tour business, which has a lower profit margin due to the way revenues are recognized, constituted a higher percentage of the Company's total revenues than during the prior year period.

Selling, general and administrative ("SG&A") expenses totaled $2.5 million compared to $1.7 million for the same period last year, an increase of 45.1%. The SG&A expenses were 7.4% of revenue for the three months ended December 31, 2009, compared to 5.9% for the same period last year. The increase in percentage was primarily due to higher amortization expenses related to the Company's employee stock incentive plan, higher marketing and rent expenses to support the increased sales volume, and additional professional fees.

Income from operations was $7.5 million compared to $8.2 million in the same period last year. The Company incurred non-cash charges related to stock-based compensation of $0.4 million in the fourth quarter of 2009 compared to $0.1 million in the prior year period. Excluding these non-cash charges, the Company's adjusted income from operations was $7.9 million for the fourth quarter of 2009, compared to $8.2 million in the prior year period. Adjusted operating margin was 23.1%(*).

Net income from continuing operations was $5.2 million, or $0.32 per diluted share, compared to $6.3 million, or $0.44 per diluted share, for the same period last year. Excluding the effect of non-cash charges related to the change in fair value of derivative liabilities of $0.3 million and stock-based compensation of $0.4 million, the Company's adjusted net income from continuing operations was $5.9 million, or $0.36 per diluted share, compared to $6.4 million, or $0.44 per diluted share, in the fourth quarter of 2008(*).

Full Year 2009 Financial Results

Revenue for full year 2009 was $97.9 million compared to $65.8 million in 2008, an increase of 48.7%. Revenue from air-ticketing was $17.5 million compared to $12.3 million last year, an increase of 42.0%. Revenue generated by the hotel reservation segment was $13.0 million compared to $8.3 million last year, an increase of 56.4%. Revenue generated by package tours was $67.3 million compared to $45.1 million last year, an increase of 49.1%.

Gross profit was $32.4 million compared to $22.5 million for full year 2008, an increase of 43.8%. Gross profit margin for the full year of 2009 was 33.1% compared to 34.2% last year.

SG&A expenses totaled $8.2 million compared to $4.6 million last year, an increase of 78.7%. SG&A expenses were 8.4% of revenue compared to 7.0% last year.

Income from operations increased 34.9% to $24.2 million from $17.9 million in the full year 2008. The Company incurred non-cash charges related to stock- based compensation in the full year 2009 of $1.2 million compared to $0.2 million last year.

Excluding these non-cash charge, the Company's adjusted income from operations would be $25.3 million for the full year 2009, an increase of 39.7% from last year. Adjusted operating margin was 25.8%(*).

Net income from continuing operations was $11.3 million compared to $13.8 million last year. The Company incurred non-cash charges related to the change in fair value of derivative liabilities of $6.8 million and stock-based compensation of $1.2 million in the full year 2009. Excluding these non-cash charges, adjusted net income from continuing operations would be $19.3 million, or $1.26 per fully diluted share, an increase of 38.1% from $14.0 million, or $1.09 per diluted share, in the full year 2008(*).

    (*) See Table 1 for a reconciliation of operating income, net income and
        EPS to exclude non-cash charges related to the change in fair value of
        derivative liabilities and stock-based compensation.

Financial Condition

Cash and cash equivalents were $36.7 million as of December 31, 2009. Current assets and current liabilities as of December 31, 2009, were $70.5 million and $6.3 million, respectively, yielding working capital of $64.2 million. The Company has no long-term debt. For the year ended December 31, 2009, net cash provided by operating activities was $11.5 million.

    Recent Developments
    -- In January 2010, the Company entered into a Letter of Intent to acquire
       Zhengzhou Yulongkang Travel Service Company for RMB 39 million
       (approximately $5.7 million), 90% of which to be paid in cash and 10%
       of the purchase consideration in shares of the Company's common stock.
    -- In January 2010, the Company entered into a Letter of Intent to acquire
       Hebei Tianyuan Travel Agency for RMB 29 million (approximately
       $4.2 million), 80% of which shall be paid in cash and 20% of the
       consideration in shares of the Company's common stock.
    -- In December 2009, the Company entered into a Letter of Intent to
       acquire Huangshan Holiday Travel Service Company for RMB 20 million
       (approximately $2.9 million), 80% of which shall be paid in cash and
       20% in shares of the Company's common stock.
    -- In December 2009, the Company entered into definitive subscription
       agreements to sell to institutional investors an aggregate of 2,222,222
       shares of its common stock at a price of $9.00 per share for gross
       proceeds of approximately $20.0 million. The net proceeds of the
       financing are being used for acquisitions and working capital. The sale
       of the common stock closed on December 15, 2009.

Business Outlook

Universal Travel Group expects to continue to capitalize on the fast growing China travel market through organic growth and strategic acquisitions. The Company's business in the Pearl River Delta region continues to grow and its expansion into the Chongqing Delta region is on track. In addition, the Company has made significant progress identifying acquisition targets that it believes will help Universal Travel achieve its goal of further expanding its geographic footprint into additional regions of China. Following its $20 million financing in December of last year, the Company announced its intention to acquire travel businesses in Anhui Province, Hebei Province, and Henan Province. Universal Travel plans to integrate and further expand these businesses in 2010.

Universal Travel Group is also planning a nationwide rollout of the TRIPEASY Travel Service Kiosks (the "Kiosks") within the next two years. In 2010, the Company plans to roll out an additional 1,400 Kiosks in certain selected cities in China. (By the end of 2009, Universal Travel Group had 623 Kiosks in place to serve its customers.) The Kiosks will enable customers to make travel related inquiries and book their travel without a computer or an internet connection. The Company will promote the Kiosks via local media such as newspapers, billboards and internet ads, including its own award-winning website, http://www.cnutg.com , as well as other related websites, which in turn will further the Company's brand recognition. The Company expects the Kiosks themselves to provide a strong media platform to strengthen Universal Travel Group's franchise.

Ms. Jiang commented, "We our optimistic about our business prospects. The travel market in China continues to show robust growth. We expect to see increasing sales and strong financial performance in 2010 as we integrate our recently announced acquisitions and as our comprehensive marketing initiatives continue to demonstrate positive results. In addition, the TRIPEASY Kiosks, which have shown promising results to date, will serve, together with our website and call center, to further integrate our air ticket sales, hotel room sales, and packaged tours businesses."

For the full year 2010, Universal Travel Group expects to achieve an organic growth rate of approximately 20% for revenues and net income.

Use of Adjusted Financial Measures

GAAP results for the three and twelve months ended December 31, 2009 include non-cash charges related to the change in fair value of derivative liabilities and stock-based compensation. To supplement the Company's condensed consolidated financial statements presented on a GAAP basis, the Company has provided adjusted financial information excluding the impact of these items in this release. It is a departure of US GAAP, however, the Company's management believes that this adjusted measure provides investors with a better understanding of how the results relate to the Company's historical performance. A reconciliation of the adjustments to GAAP results appears in the table accompanying this press release. This additional adjusted information is not meant to be considered in isolation or as a substitute for GAAP financials. The adjusted financial information that the Company provides also may differ from the adjusted information provided by other companies.

Conference Call Information

The Company will host a conference call at 9:00 a.m. ET on Monday, March 8, 2010, to discuss the Company's financial results for the fourth quarter and full year 2009. To participate in the call, please dial +1 (877) 779-7834 five minutes prior to the start time (to allow time for registration) and reference conference ID number 59112684. International callers should dial +1 (706) 902-2087.

A replay of the call will be available for 14 days beginning Monday, March 8, 2010, at 12:00 p.m. Eastern Time. To listen to the replay, dial +1 (800) 642-1687 and enter the conference ID number 59112684. International callers should dial +1 (706) 645-9291. An audio recording will also be available on the company's website at http://us.cnutg.com .

About Universal Travel Group

Universal Travel Group is a leading travel service provider in China offering packaged tours, air ticketing, and hotel reservation services via the Internet and customer service representatives. The Company also operates TRIPEASY Kiosks, which are placed in shopping malls, office buildings, residential apartment buildings, and tourist sites. These kiosks are designed for travel booking with credit and bank cards, and serve as an advertising platform for Universal Travel Group. The Company's headquarters and main base of operations is located in Shenzhen in the Pearl River Delta region of China. More recently, Universal Travel Group has expanded its business into Western China, opening a second home base in the Chongqing Delta region, and other attractive, under-penetrated tier-two travel markets throughout the country. For more information on the Company, please visit http://us.cnutg.com .

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

This press release contains certain statements that may include "forward-looking statements" within the meaning of federal securities laws. All statements, other than statements of historical facts, included herein are "forward-looking statements". Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including the Company's ability to successfully expand its market presence and those discussed in the Company's periodic reports that are filed with and available from the Securities and Exchange Commission. All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.

    For further information, please contact:

    Company Contact:

    Universal Travel Group
     Mr. Jing Xie
     Secretary of Board and Vice President
     Phone: +86-755-8366-8489
     Email: [email protected]
     Web:   http://us.cnutg.com

    Investor Relations Contact:

    CCG Investor Relations
     Mr. Athan Dounis, Account Manager
     Phone: +1-646-213-1916
     Email: [email protected]

     Mr. Crocker Coulson, President
     Phone: +1-646-213-1915
     Email: [email protected]
     Web:   http://www.ccgirasia.com


                                 UNIVERSAL TRAVEL GROUP
               RECONCILIATION OF ADJUSTED NET INCOME AND DILUTED EPS FROM
                                  CONTINUING OPERATIONS
                        FOR THE THREE MONTHS AND TWELVE MONTHS ENDED
                                DECEMBER 31, 2009 AND 2008

                                       Three Months Ended  Three Months Ended
                                       December 31, 2009   December 31, 2008

                                            Net   Diluted      Net    Diluted
                                           Income    EPS      Income     EPS

           Adjusted Amount              $5,867,042  $0.36   $6,378,080  $0.44
           Stock-based compensation       $353,346  $0.02      $51,786  $0.00
           Change in fair value of
            derivative liabilities        $278,215  $0.02           --  $0.00
           GAAP amount per
            consolidated statement of
            income                      $5,235,481  $0.32   $6,326,294  $0.44
           Weighted average number of
            shares - diluted            16,187,323     --   14,344,442     --


                                      Twelve Months Ended Twelve Months Ended
                                       December 31, 2009   December 31, 2008

                                            Net   Diluted      Net    Diluted
                                           Income    EPS      Income     EPS

           Adjusted Amount             $19,324,115  $1.26  $13,989,316  $1.09
           Stock-based compensation     $1,154,408  $0.08     $207,588  $0.02
           Change in fair value of
            derivative liabilities      $6,832,186  $0.45           --  $0.00
           GAAP amount per
            consolidated statement of
            income                     $11,337,521  $0.74  $13,781,728  $1.07
           Weighted average number of
            shares - diluted            15,318,460     --   12,854,051     --




                    RECONCILIATION OF ADJUSTED INCOME FROM OPERATIONS
              FOR THE THREE MONTHS AND TWELVE MONTHS ENDED DECEMBER 31, 2009
                                         AND 2008

                                             Three Months       Three Months
                                            Ended December    Ended December
                                                  31, 2009          31, 2008
                                          Operating Income  Operating Income

             Adjusted Amount                    $7,886,773        $8,240,582
             Stock-based compensation             $355,346           $51,786
             GAAP amount per consolidated
              statement of income               $7,531,427        $8,188,796


                                             Twelve Months     Twelve Months
                                            Ended December    Ended December
                                                  31, 2009          31, 2008
                                          Operating Income  Operating Income
             Adjusted Amount                   $25,322,955       $18,124,697
             Stock-based compensation           $1,154,408          $207,588
             GAAP amount per consolidated
              statement of income              $24,168,547       $17,917,109




                                     UNIVERSAL TRAVEL GROUP
                                  CONSOLIDATED BALANCE SHEETS
                                   DECEMBER 31, 2009 AND 2008

                                                12/31/09          12/31/08
    Assets                                                        Restated

    Cash and cash equivalents                  $36,677,422       $15,720,182
    Accounts receivable, net                    17,321,174         8,991,849
    Other receivables and deposits, net            257,907            62,547
    Trade deposits                               9,775,735         6,571,164
    Advances                                       440,063           438,468
    Escrow deposits                                     --           762,800
    Prepaid expenses                               216,727           312,409
    Note receivable                              1,711,392                --
    Acquisition Deposits                         4,077,921                --
    Current assets held of discontinued
     operations                                         --         2,459,777
    Total Current Assets                        70,478,341        35,319,196

    Property, plant & equipment, net             4,992,677           242,648
    Intangible assets                              339,240           307,335
    Goodwill                                     9,896,270         9,896,270
    Non-current assets held of
     discontinued operations                            --         3,661,231
                                                15,228,187        14,107,484
    Total Assets                               $85,706,528       $49,426,680

     LIABILITIES AND STOCKHOLDERS' EQUITY
    Current Liabilities
    Accounts payable and accrued expenses       $2,615,730        $1,691,689
    Customer deposits                            2,000,117         1,039,942
    Income tax payable                           1,654,475         1,731,246
    Current liabilities held of
     discontinued operations                            --           562,931
    Total Current Liabilities                    6,270,322         5,025,808

    Derivative liability                         1,815,319                --

    Total liabilities                            8,085,641         5,025,808

    Stockholders' Equity
    Common stock, $.001 par value,
     70,000,000 shares authorized,
     16,714,457 and 13,873,969 issued and
     outstanding at December 31, 2009
     2008, respectively                             16,714            13,873
    Additional paid in capital                  37,671,645        15,861,116
    Other comprehensive income                   1,645,133         1,520,166
    Statutory reserve                              372,144           372,144
    Retained earnings                           37,915,251        26,633,573
    Total Stockholders' Equity                  77,620,887        44,400,872
    Total Liabilities and Stockholders'
     Equity                                    $85,706,528       $49,426,680




                                              UNIVERSAL TRAVEL GROUP
                                         CONSOLIDATED STATEMENTS OF INCOME
                                        FOR THE THREE YEARS ENDED DECEMBER 31,

                                            2009         2008         2007
                                                      (Restated)   (Restated)

    Gross revenues,                     $97,875,552  $65,821,838  $32,555,580
    Cost of services                     65,502,426   43,312,826   20,610,777
    Gross Profit                         32,373,126   22,509,012   11,944,803
    Selling, general and administrative
     expenses                             8,204,579    4,591,903    2,740,857


    Income from operations               24,168,547   17,917,109    9,203,946

    Other income (expense)
    Other expense                           (87,853)          --           --
    Loss on disposal of assets               (1,594)      (1,105)          --
    Other income                             11,431        8,402       25,105
    Loss on change of fair value of
     derivative liabilities              (6,832,186)          --           --
    Interest income                          58,124       37,099        2,385
    Interest expense                             --     (106,163)     (80,847)
    Total other income (expense)         (6,852,078)     (61,767)     (53,356)
    Income before income taxes-
     continuing operations               17,316,469   17,855,342    9,150,589

    Provision for income taxes            5,978,948    4,073,614    1,641,950
    Net income - continuing operations   11,337,521   13,781,728    7,508,639

    Income from discontinued operations     177,975      750,449    1,187,254
    Loss on disposition of discontinued
     operations                            (770,595)
    Net (loss) income from discontinued
     operation                             (592,620)     750,449    1,187,254

    Net Income                           10,744,901   14,532,177    8,695,894

    Net income per common share -
     continuing operations
    Basic                                     $0.80        $1.07        $0.67
     Diluted                                  $0.74        $1.07        $0.67
    Net income per common share -
     discontinued operations
     Basic                                   $(0.04)       $0.06        $0.11
     Diluted                                 $(0.04)       $0.06        $0.11
    Weighted average common shares
     outstanding
     Basic                               14,121,542   12,854,051   11,209,839
     Diluted                             15,318,460   12,854,051   11,209,839
     Net income                         $10,744,901  $14,532,177   $8,695,894
     Other comprehensive income-foreign
      currency Translation                  124,967      975,002      441,353
     Comprehensive income                10,869,868   15,507,179    9,137,247




                                             UNIVERSAL TRAVEL GROUP
                                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                                       FOR THE THREE YEARS ENDED DECEMBER 31,
                                           2009         2008          2007
    CASH FLOWS FROM OPERATING
     ACTIVITIES
    Net income                         $10,744,901  $14,532,177    $8,695,894
    Add (deduct):
    Net loss (income from discontinued
     operations                            592,620     (750,449)   (1,187,254)
    Income from continuing operations   11,337,521   13,781,728     7,508,640
    Adjustments to reconcile net
     income to net cash provided by
     operating activities:

    Depreciation and amortization          813,272       61,737        82,074
    Provision for doubtful accounts        204,788      137,024        42,900
    Stock based compensation             1,154,409      207,588       945,903
    Loss on change in fair value of
     derivative liabilities              6,832,186           --            --
    Loss on asset disposal                   1,594        1,105            --
    (Increase) / decrease in assets:
    Accounts receivable                 (8,523,007)  (5,242,516)     (298,560)
    Other receivable                      (195,360)   1,090,398      (491,788)
    Advances                                (1,595)     178,393     1,214,697
    Due from shareholder                        --    1,444,818       496,287
    Prepaid expenses                        95,682     (304,111)       26,829
    Trade deposits                      (3,204,571)  (3,920,420)   (1,177,822)
    Escrow deposits                        762,800     (762,800)           --
    Increase / (decrease) in current
     liabilities:
    Accounts payable and accrued
     expenses                              924,041   (1,319,797)   (2,093,977)
    Customer deposits                      960,175      (92,943)      309,251
    Income tax payable                     (76,771)   1,139,224        24,685
    Net cash provided by continuing
     operations                         11,085,164    6,399,428     6,589,119
    Net cash provided by discontinued
     operations                            435,259      111,418       284,229
    Net cash provided by operating
     activities                         11,520,423    6,510,846     6,873,348

    CASH FLOWS FROM INVESTING
     ACTIVITIES
    Purchase of property & equipment    (5,300,678)    (192,436)      (57,930)
    Purchase of intangibles               (296,264)    (316,106)           --
    Proceeds from collection of notes    1,062,019           --            --
    Proceeds from asset disposals               --          663            --
    Acquisition deposits                (4,077,921)   1,453,050     1,428,773
    Paid for acquisition - net of cash
     acquired                                   --           --   (10,008,642)
    Net cash (used in) provided by
     continuing operations              (8,612,844)     945,171    (8,637,799)
    Net cash (used in) provided by
     discontinued operations            (1,035,125)          --            --
    Net cash (used in) provided by
     Investing activities               (9,647,969)     945,171    (8,637,799)

    CASH FLOWS FROM FINANCING
     ACTIVITIES
    (Repayments)Proceeds of bank loan           --   (1,288,554)    1,288,554
    Proceeds of equity financing        18,950,249    7,712,494            --
    Proceeds of warrant exercise             9,570           --            --
    Note payable - others                       --   (1,576,750)    1,576,750
    Net cash provided by financing
     activities                         18,959,819    4,847,190     2,865,304
    Effect of exchange rate changes on
     cash and cash equivalents             124,967      975,002       297,565

    Net change in cash and cash
     equivalents                        20,957,240   13,278,209     1,398,418
    Cash and cash equivalents,
     beginning balance                  15,720,182    2,441,973     1,043,555
    Cash and cash equivalents, ending
     balance                           $36,677,422  $15,720,182    $2,441,973

    SUPPLEMENTAL DISCLOSURES:
    Cash paid during the year for:
    Interest payments                          $--     $106,163       $80,847
    Income taxes                        $6,055,719   $3,181,245    $1,450,924
    Other non-cash transactions
    Purchased goodwill                         $--          $--  $(13,526,809)
    Fair value of assets purchased
     less cash acquired                         --           --    (2,178,333)
    Acquisition financed with stock
     issuance                                   --           --     5,696,500
    Acquisition paid for with cash -
     net of acquired                           $--          $--  $(10,008,642)

    Net assets sold of discontinued
     operations                         $1,659,292           --            --
    Goodwill attributable to sold
     discontinued operations             3,630,539           --            --
    Notes received on disposition       (2,773,411)          --            --
                                                             --            --
    Fair value of treasury stock
     received                           (2,780,950)          --            --
    Loss on disposition                   (770,595)          --            --
    Net cash of discontinued
     operations                        $(1,035,125)          --            --




    UNIVERSAL TRAVEL GROUP
    CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
    FOR THE THREE YEARS ENDED DECEMBER 31, 2009, 2008, and 2007

                                               Additional           Other
                             Common Stock        Paid In        Comprehensive
                          Shares      Amount     Capital            Income

    Balance December
     31, 2008            13,873,969   $13,873  $15,861,116         $1,520,166
     Restated
    Cumulative effect
     of a change in
     accounting
     principle-adoption
     of EITF 07-05
     effective January
     1, 2009                     --        --   (2,091,738)                --
    Foreign currency
     translation
     adjustments                 --        --           --            124,967
    Stock based
     compensation - Net
     of warrants
     exercise                41,120        42    1,154,367                 --
    Fair market value
     Of treasury stock
     received and
     retired               (238,095)     (239)  (2,780,711)                --
    Warrants exercised      811,941       813    6,571,017                 --
    Options exercised         3,300         3        9,567                 --
    Stock Subscription    2,222,222     2,222   18,948,027                 --
    Income for the year
     ended December 31,
     2009                        --        --           --                 --

    Balance December
     31, 2009            16,714,457    16,714   37,671,645          1,645,133

    Balance December
     31, 2007            12,270,326    12,269    8,626,075            545,164
     Restated
    Foreign currency
     translation
     adjustments                 --        --           --            975,002
    Forfeited options            --        --     (683,437)                --
    Stock based
     compensation                --        --      207,588                 --
    Equity financings        74,074        74      599,920                 --
    Equity financings     1,529,569     1,530    7,110,970                 --
    Income for the year
     ended December 31,
     2008                        --        --           --                 --

    Balance December
     31, 2008            13,873,969    13,873   15,861,116          1,520,166

    Balance December
     31, 2006            10,150,000    10,150      352,313            103,811
     Restated
    Stock paid for
     acquisition            863,659       863    5,695,637                 --
    Foreign currency
     translation
     adjustments                 --        --           --            441,353
    Stock based
     compensation         1,256,667     1,256    1,582,144                 --
    Warrants issued              --        --      995,981                 --
    Reflect acquisition          --        --           --                 --
    Transfer to
     statutory reserve           --        --           --                 --
    Income for the year
     ended December 31,
     2007                        --        --           --                 --

    Balance December
     31, 2007            12,270,326   $12,269   $8,626,075           $545,164

                                               Total Stock
                         Retained   Statutory    holders'
                         Earnings    Reserve      Equity
    Balance December
     31, 2008           $26,633,573  $372,144  $44,400,872
     Restated
    Cumulative effect
     of a change in
     accounting
     principle-adoption
     of EITF 07-05
     effective January
     1, 2009                536,777        --   (1,554,961)
    Foreign currency
     translation
     adjustments                 --        --      124,967
    Stock based
     compensation - Net
     of warrants
     exercise                    --        --    1,154,409
    Fair market value
     Of treasury stock
     received and
     retired                     --        --   (2,780,950)
    Warrants exercised           --        --    6,571,830
    Options exercised            --        --        9,570
    Stock Subscription           --        --   18,950,249
    Income for the year
     ended December 31,
     2009                10,744,901        --   10,744,901

    Balance December
     31, 2009            37,915,251   372,144   77,620,887

    Balance December
     31, 2007            12,101,396   372,144   21,657,048
     Restated
    Foreign currency
     translation
     adjustments                 --        --      975,002
    Forfeited options            --        --     (683,437)
    Stock based
     compensation                --        --      207,588
    Equity financings            --        --      599,994
    Equity financings            --        --    7,112,500
    Income for the year
     ended December 31,
     2008                14,532,177        --   14,532,177

    Balance December
     31, 2008            26,633,573   372,144   44,400,872

    Balance December
     31, 2006             3,442,473        --    3,908,747
     Restated
    Stock paid for
     acquisition                 --        --    5,696,500
    Foreign currency
     translation
     adjustments                 --        --      441,353
    Stock based
     compensation                --        --    1,583,400
    Warrants issued              --        --      995,981
    Reflect acquisition          --   335,173      335,173
    Transfer to
     statutory reserve      (36,971)   36,971           --
    Income for the year
     ended December 31,
     2007                 8,695,894        --    8,695,894

    Balance December
     31, 2007           $12,101,396  $372,144  $21,657,048

SOURCE Universal Travel Group

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