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VLOV, Inc. Reports Record Fourth Quarter and Full Year 2009 Financial Results


News provided by

VLOV, Inc.

Apr 20, 2010, 09:15 ET

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    XIAMEN, China, April 20 /PRNewswire-Asia-FirstCall/ --

    -- Full Year 2009 Net Sales Increase 24% to $64.3 Million; Fourth Quarter
       Net Sales Rise 57% to $18.5 Million

    -- Full Year 2009 Gross Profit Rises 25% to $23.3 Million

    -- Full Year 2009 Income from Operations Up 10% to $13.6 Million

    -- Full Year 2009 Net Income Increases 14% to $10.4 Million (1); Adjusted
       Diluted Earnings Per Share Reach $0.65 (1)

VLOV, Inc. (OTC Bulletin Board: VLOV) ("VLOV" or the "Company"), the China-based designer of VLOV brand men's apparel, today announced record financial results for the fourth quarter and full year ended December 31, 2009.

Fourth Quarter 2009

For the fourth quarter of 2009, net sales increased 56.7% to $18.5 million, compared to $11.8 million in the fourth quarter of 2008. Fourth quarter gross profit improved to $6.8 million versus $4.1 million in the comparable period of 2008, while gross margin increased to 36.5% compared to 35.1% in the fourth quarter of 2008.

Operating expenses were $5.2 million, or 28.2% of sales compared to $1.2 million, or 10.1% of sales in the 2008 period. The year-over-year increase is primarily attributable to costs associated with the Company's financing transactions in the fourth quarter of 2009. Income from operations in the fourth quarter of 2009 was $1.5 million compared to $2.9 million in the prior year period.

Net loss attributable to common shareholders was $2.4 million compared to net income of $2.2 million in the fourth quarter of 2008, while diluted net loss per share came in at $0.14 versus diluted earnings per share of $0.15 in the prior year period. Fourth quarter net income was $1.6 million, and adjusted diluted earnings per share (non-GAAP) came in at $0.10 on an additional 1.8 million shares.(1). The increase in share count from 14.6 million in the 2008 period to 16.4 million in the 2009 period reflects the issuance of preferred and common shares and common stock purchase warrants in the fourth quarter of 2009.

"We are pleased to report a strong fourth quarter and a very successful 2009," said Mr. Qingqing Wu, Chairman and CEO of VLOV. "The year was highlighted by record financial results, as well as a number of accomplishments from both a strategic and operating perspective. We delivered double-digit revenue growth, solid gross profit and operating margins, and adjusted diluted earnings per share of $0.65. We enhanced VLOV's lifestyle brand positioning by delivering a more distinct fashion-forward point of view in our collections, while also providing the customer with a more compelling shopping environment. In fact, we are particularly proud to note that the Company received China Fashion Week's prestigious Menswear Design Award for 2009. We also streamlined VLOV's distributor relationships, dedicating our resources only to best-in-class partners who can assist us in taking the VLOV brand to the next level."

Full Year 2009

Full year 2009 net sales increased 24% to $64.3 million, reflecting continued strong demand for the Company's fashion-forward apparel. Gross profit for the year increased 25% to $23.3 million versus $18.6 million in 2008, while gross margin improved to 36.2% compared to 35.8% in 2008, primarily due to the Company's enhanced outsourcing strategy.

Operating expenses were $9.7 million, or 15.1% of sales, compared to $6.2 million, or 12.0% of sales in 2008. The year-over-year increase is primarily attributable to higher promotional and advertising expenses and reflects the Company's focus on further increasing awareness of the VLOV brand. Income from operations in 2009 was $13.6 million, an increase of 10% over $12.3 million in 2008.

Net income attributable to common shareholders in 2009 came in at $6.4 million, or $0.40 per diluted share compared to $9.2 million, or $0.63 per diluted share in 2008. Net income was $10.4 million in 2009, representing year-over-year growth of 14%(1). Adjusted diluted earnings per share (non-GAAP) came in at $0.65 on an additional 1.8 million shares outstanding(1). The increase in share count from 14.6 million in 2008 to 16.4 million in 2009 reflects the issuance of preferred and common shares and common stock purchase warrants in the fourth quarter of 2009.

At December 31, 2009, the Company was in strong financial condition with $11.0 million in cash and cash equivalents, $16.8 million in working capital and no long-term debt. Cash flow from operations in 2009 totaled $5.7 million.

Mr. Wu continued, "We completed a $10.0 million capital raise in the fourth quarter of 2009, which provides us with the financial flexibility to pursue our growth strategies. Our plans for 2010 include both brand and store level initiatives. We will be refurbishing selected shop-in-shops and free-standing locations as we introduce a new generation of stores that more effectively conveys our contemporary, chic and stylish brand positioning. We will also be increasing the breadth and depth of our product offerings to better meet the needs of our target customer. Importantly, the brand will be supported by targeted marketing programs and new imagery designed to communicate our enhanced lifestyle positioning and appeal to VLOV's 15-34 year old demographic. In 2010, we expect to increase our marketing spend to approximately 8 to 10 percent of total revenue, which compares to 5 percent in 2009.

"We believe these actions will enable us to build increased awareness and excitement around the VLOV brand, while at the same time allowing us to extend our reach to new geographic regions and consumers throughout China. This year we expect to expand into additional provinces, primarily through shops in high-end department stores, as well as flagship VLOV stores. Looking further ahead, we plan to leverage VLOV's strong brand recognition to develop a presence in more densely populated, higher income Tier I cities."

Mr. Wu concluded, "Our target demographic accounts for the greatest wealth creation in China today. VLOV's customers are fashion-conscious men, who seek sophisticated, stylish and chic brands. As we continue to execute on our strategic and operational initiatives, we believe our efforts will strengthen our competitive position, enabling VLOV to capture an increasing share of the market over the long-term. We're in strong financial condition and the business continues to generate solid cash flow, affording us the flexibility to pursue our growth plans and create shareholder value."

    (1) Adjusted diluted earnings per share is a non-GAAP measure that the
        Company uses as a metric to provide information about its operating
        trends and is considered an important metric in evaluating its
        business. The Company calculates adjusted diluted earnings per share
        by excluding the impact of the deemed dividend of $4.0 million on
        Series A Convertible Preferred Stock.

About VLOV, Inc.

VLOV, Inc., a leading lifestyle apparel designer based in China, designs, sources and markets VLOV brand apparel for men ages 15 to 34. VLOV products are sold at more than 730 points of sale throughout northern, central and southern China. For more information, please visit http://www.vlov.com.cn .

Safe Harbor Statement

This press release contains certain statements that may include "forward- looking statements" as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements are often identified by the use of forward-looking terminology such as "believes, expects, anticipate, optimistic, intend, will" or similar expressions. 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 those discussed in VLOV's periodic reports that are filed with the Securities and Exchange Commission and available on its website at http://www.sec.gov . 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.

                                   VLOV, INC.
                          CONSOLIDATED BALANCE SHEETS
          (Amounts in thousands - except for share and per share data)

                                                  December 31,    December 31,
                                                      2009            2008
    ASSETS
    Current Assets:
      Cash and cash equivalents                     $11,036          $2,863
      Pledged bank deposits                              --              88
      Accounts and other receivables                  9,191           7,843
      Amount due from a director                      2,428              --
      Trade deposits                                  2,309              --
      Inventories                                       285             514
      Prepaid expenses                                  763              --
         Total current assets                        26,012          11,308
    Property, plant and equipment, net                  966           1,067
    Land use rights                                     263             272
    TOTAL ASSETS                                    $27,241         $12,647

    LIABILITIES AND STOCKHOLDERS' EQUITY
    Current Liabilities:
      Accounts payable                               $2,565          $2,040
      Accrued expenses and other payables               583             543
      Amount due to a director                           30               2
      Bills payable                                      --             293
      Derivative liability                            3,684              --
      Short-term bank loans                             734             587
      Income taxes payable                            1,601           1,613
         Total current liabilities                    9,197           5,078
    Non-current Liabilities:
      Other payable                                      75              --
         Total liabilities                            9,272           5,078

    Commitments                                          --              --

    Stockholders' Equity:
      Common stock, $0.00001 par value,
       100,000,000 shares authorized,
       16,667,957 and 14,560,000 shares
       respectively issued and outstanding                1               1
      Preferred stock, $0.00001 par value,
       100,000,000 shares authorized,
       2,796,721 shares issued and outstanding
       (liquidation preference $7,998,622)            4,003              --
      Additional paid-in capital                      6,319           1,236
      Statutory reserve                                 913             913
      Retained earnings                               6,173           4,876
      Accumulated other comprehensive income            560             543
         Total stockholders' equity                  17,969           7,569

    TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY      $27,241         $12,647



                                  VLOV, INC.
                       CONSOLIDATED STATEMENTS OF INCOME
         (Amounts in thousands - except for share and per share data)


                               Three months ended            Year ended
                                 December 31,                 December 31,
                                2009         2008         2009         2008
                             (unaudited)  (unaudited)

    Net sales                 $18,521      $11,822      $64,343      $51,867
    Cost of sales              11,766        7,677       41,080       33,316
         Gross profit           6,755        4,145       23,263       18,551

    Operating expenses:
      Selling expenses          1,704          575        4,604        3,547
      General and
       administrative
       expenses                 3,519          623        5,090        2,702
                                5,223        1,198        9,694        6,249

         Income from
          operations            1,532        2,947       13,569       12,302

    Other income (expenses):
      Change in fair value
       of derivative liability  1,009           --        1,009           --
      Interest income              18           10           31           23
      Interest expense            (15)         (17)         (58)         (67)
                                1,012           (7)         982          (44)

    Income before provision
     for income taxes           2,544        2,940       14,551       12,258
    Provision for
     income taxes                 923          699        4,106        3,065

    Net income                  1,621        2,241       10,445        9,193

    Other comprehensive
     income:
    Foreign currency
     translation adjustment         4           28           17          334

    Comprehensive income       $1,625       $2,269      $10,462       $9,527

    Net income                  1,621        2,241       10,445        9,193

    Less: Deemed dividend
     on Series A Convertible
     Preferred Stock            4,003           --        4,003           --

    Net (loss) income
     attributable to
     common shareholders      $(2,382)      $2,241       $6,442       $9,193

    Basic (loss) earnings
     per share                 $(0.15)       $0.15        $0.41        $0.63

    Diluted (loss)
     earnings per share        $(0.14)       $0.15        $0.40        $0.63

    Weighted average number
     of common shares and
     participating
     preferred shares
     outstanding:
    Basic                  16,234,634   14,560,000   15,898,584   14,560,000

    Diluted                16,434,789   14,560,000   15,949,034   14,560,000



                                   VLOV, INC.
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Amounts in thousand)

                                                    Year Ended December 31,
                                                     2009             2008

    Cash flows from operating activities:
    Net income                                      $10,445           $9,193
    Adjustments to reconcile net income
    to net cash provided by operating activities:
         Depreciation and amortization                   90              107
         (Gain)/loss on disposal of property,
          plant and equipment                            (2)               1
         Change in fair value of
          derivative liability                       (1,009)              --
    (Increase) decrease in assets:
         Accounts receivable                         (3,057)          (2,961)
         Trade deposits                              (2,307)               -
         Inventories                                    228            4,446
         Prepaid expenses                              (764)             144
    Increase (decrease) in liabilities:
         Accounts payable                               525           (1,577)
         Bills payable, accrued expenses and
          other payables                              1,531             (471)
         Income and other tax payables                  (12)             145

           Net cash provided by operating activities  5,668            9,027

    Cash flows from investing activities:
    Purchases of property, plant and equipment           --              (61)
    Disposals of property, plant and equipment           23                7
    Amount due to/from a director                        28              168
           Net cash provided by investing activities     51              114

    Cash flows from financing activities:
    Pledged bank deposits                                88               --
    Amount due from a director                       (2,428)              --
    Proceeds from equity financing                    9,776               --
    Proceeds from debt financing                        733              587
    Payments of short-term debt                        (586)            (587)
    Payments of dividend                             (5,131)          (9,389)
           Net cash provided by (used in)
            financing activities                      2,452           (9,389)
    Effect of exchange rate changes                       2              353
           Net increase in cash and
            cash equivalents                          8,173              105
    Cash and cash equivalents, beginning of year      2,863            2,758
    Cash and cash equivalents, end of year          $11,036           $2,863

    Supplemental disclosure of cash flow information:
         Interest paid                                  $58              $67
         Income taxes paid                           $3,528           $3,209



    (1) About Non-GAAP Financial Measures

This press release contains non-GAAP financial measures for financial and operational decision making, and as a means to evaluate period-to-period comparisons. The Company believes that these non-GAAP financial measures are useful to investors because they exclude a one-time deemed dividend on Series A Convertible Preferred Stock that our management excludes when it internally evaluates the performance of the Company's business and makes operating decisions, including internal budgeting, and performance measurement, because these measures provide a consistent method of comparison to historical periods. Moreover, management believes these non-GAAP measures reflect the essential operating activities of VLOV. Accordingly, management excludes the one-time deemed dividend when making operational decisions. The Company believes that providing the non-GAAP measures that management uses to its investors is useful to investors for a number of reasons. The non-GAAP measures provide a consistent basis for investors to understand the Company's financial performance in comparison to historical periods. In addition, it allows investors to evaluate the Company's performance using the same methodology and information as that used by our management. Non-GAAP measures are subject to inherent limitations because they do not include all of the expenses included under GAAP and because they involve the exercise of judgment of which charges are excluded from the non-GAAP financial measure. However, our management compensates for these limitations by providing the relevant disclosure of the items excluded.

The following table provides a reconciliation of non-GAAP earnings per share to the equivalent GAAP measure.

                                        Fourth Quarter
                                            Ended             Year Ended
                                      December   December  December   December
                                         31,        31,       31,        31,
    (in thousands, except per
     share data)                        2009      2008      2009       2008
    Net income (loss) attributable
     to common shareholders           $(2,382)   $2,241    $6,442     $9,193
    Earnings per share:
      Basic                            $(0.15)    $0.15     $0.41      $0.63
      Diluted                          $(0.14)    $0.15     $0.40      $0.63
    Deemed Dividend on Series A
     Convertible Preferred Stock       $4,003              $4,003
    Net income                         $1,621    $2,241   $10,445     $9,193
    Non-GAAP earnings per share:
      Basic                             $0.10     $0.15     $0.66      $0.63
      Diluted                           $0.10     $0.15     $0.65      $0.63



    For more information, please contact:

    Christine Greany
     HC International, Inc.
     Tel:   +1-858-523-1732
     Email: [email protected]
     Web:   http://www.hcinternational.net

    Howard Gostfrand
     American Capital Ventures, Inc.
     Tel:   +1-305-918-7000
     Email: [email protected]
     Web:   http://www.amcapventures.com

SOURCE VLOV, Inc.

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