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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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