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Form 8-K GULF RESOURCES, INC. For: Apr 09

April 12, 2021 6:05 AM EDT

 

UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act 1934

 

Date of Report (date of earliest event reported): April 9, 2021

 

Gulf Resources, Inc.

(Exact name of registrant as specified in charter)

 

Nevada

(State or other jurisdiction of incorporation)

 

000-20936

(Commission File Number)

13-3637458

(IRS Employer Identification No.) 

 

Level 11,Vegetable Building, Industrial Park of the East City,

Shouguang City, Shandong, China


(Address of principal executive offices and zip code)

 

+86 (536) 567 0008


 (Registrant's telephone number including area code)

 


 (Registrant's former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under any of the following provisions:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, $0.0005 par value   GURE   NASDAQ Global Select Market

 

 

 

 

  Item 2.02 Results of Operations and Financial Condition.

 

On April 9, 2021, Gulf Resources, Inc. (the “Company”) issued a press release announcing its fourth quarter and full fiscal year ended December 31, 2020 financial results. The full text of the press release is set forth in Exhibit 99.1 attached hereto.

 

As provided in General Instruction B.2 of SEC Form 8-K, such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and it shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or under the Exchange Act, whether made before or after the date hereof, except as expressly set forth by specific reference in such filing to this Current Report on Form 8-K.

 

  Item 9.01 Financial Statements and Exhibits.

 

Exhibits

 

  99.1 Press Release of Gulf Resources, Inc. dated April 9, 2021.

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  GULF RESOURCES, INC.  
       
  By: /s/ Min Li  
  Name:  Min Li  
  Title: Chief Financial Officer  

 

Dated: April 9, 2021

 

 

3

 

Exhibit 99.1

 

Correcting and Replacing - Gulf Resources Announces Fourth Quarter and Full Year 2020 Financial Results

 

SHOUGUANG, China, April 09, 2021 (GLOBE NEWSWIRE) -- In a table titled Income (Loss) from Operations contained in the press release published at 16:45PM ET on April 8, 2021, titled “Gulf Resources Announces Fourth Quarter and Full Year 2020 Financial Results, ” the Income (loss) from Operations for the bromine segment and the crude salt segment for the fourth quarter was changed to $3,999,802 and $(980,162), respectively. The changes did not affect the Company’s income (loss) from operations before corporate costs for the quarter ended December 31, 2020 or for the year ended December 31, 2020.

 

Set out below is the corrected press release in its entirety.

 

Gulf Resources, Inc. (Nasdaq: GURE) ("Gulf Resources", “we,” or the "Company"), a leading manufacturer of bromine, crude salt and specialty chemical products in China, today announced financial results for the fourth quarter and full fiscal year 2020 ended December 31, 2020.

 

Highlights:

 

First profitable quarter in three years

Positive cash flow from operations

Strong balance sheet. Large cash reserves

Rising price of bromine and expected completion of the new Yuxin Chemical Factory in 2021 supports increasingly optimistic view of the future.

 

Fourth Quarter 2020 Financial Results

 

Despite the facts that our new chemical factory is still under construction, our trial production at our natural gas well in Sichuan has to be temporarily halted, only 4 of our 7 bromine and crude salt factories are open, the government forced the seasonal closing of all factories from December 25, 2020 to February 19, 2021, and winter is normally the slowest production season of the year because of the temperature, Gulf Resources was still able to record the first profitable quarter in the past three years since the initiation of the original shutdown for rectification and environmental improvement.

 

 

  

Full Year and 4THQuarter Results(Expressed in U.S. dollars)

  

2020

(A)

 

9 Months
(B)

 

Q4-2020
(C)

NET REVENUE   28,207,024    16,399,338    11,807,686 
                
OPERATING EXPENSE               
Cost of net revenue   19,415,034    12,694,271    6,720,763 
Sales, marketing and other operating expenses   42,663    28,866    13,797 
Direct labor and factory overheads incurred during plant shutdown   8,170,390    6,886,215    1,284,175 
General and administrative expenses   10,239,943    7,297,010    2,942,933 
Other operating expense   22,386    15,775    6,611 
Total Expenses   37,890,416    26,922,137    10,968,279 
Income (Loss) from Operations   (9,683,392)   (10,522,799)   839,407 
Interest   154,877    114,089    40,788 
Income (Loss) Before Taxes   (9,528,515)   (10,408,710)   880,195 

 

(A)   Information represents are audited by company auditor
(B)   “The 9 months” represents the financial results for the nine months ended September 30, 2020 as filed in the 10-Q on November 16, 2020.
(C)    C=A-B

 

These results also include $1,284,175 of direct labor and factory overheads incurred during the plant shutdowns in 4th quarter. If this total is added back to our income, our operating businesses would earned $2,164,370 during the fourth quarter.

 

During the 4th quarter, our bromine business, despite the early closure for Chinese New Year, recorded income from operations before corporate costs of almost $4 million. Our chemical business, which is under construction, recorded loss from operations before corporate costs of $706,359. Our natural gas business recorded loss from operations before corporate costs of $53,848, and our crude salt business recorded loss from operations before corporate costs of $980,162. As we have noted, the winter season is always a weak season for our crude salt business. It is difficult to process and mine crude salt when temperatures are too low.

 

Income (Loss) from Operations

Segment: 

Fiscal

Year 2020

  9 Months  Q4
Bromine   1,616,542    (2,383,260)   3,999,802 
Crude Salt   (3,589,494)   (2,609,332)   (980,162)
Chemical Products   (2,745,297)   (2,038,938)   (706,359)
Natural Gas   (204,514)   (150,666)   (53,848)
Income (loss) from operations before corporate costs   (4,922,763)   (7,182,196)   2,259,433 

 

We believe we reached good profitability in our bromine business during this quarter.

 

In the 4th Quarter, we generated cash from operations of $6,047,617 compared to cash used in operations of $2,988,472 in the previous year, an improvement of $9,036,089 over the results from the previous year.

 

As the Chinese economy continues to recover and production has resumed after the Chinese New Year, the price of bromine has continued to increase. Based on monthly prices from CEIC Data Group (ceicdata.com) and spot prices from Sunsirs Commodity Data Group (sunsirs.com), the price of bromine on April 5, 2021 was RMB 36,222 per ton. This is an increase of 23.5% from Q2 2020, 29.3% from Q3 2020, and 11.4% from Q4 2020.

 

 

 

Bromine Prices In China
Period Price  Change to 4/5/21
Q2-2020 29,333  23.5%
Q3-2020 28,017  29.3%
Q4-2020 32,087  11.4%
Q1-2021 34,493  4.8%
4/5/21 36,222    

 

With the current level of bromine prices, we are optimistic about the future in our bromine segment.

 

We are working with the local authorities in Shandong Province to finalize the issues related to our three remaining bromine and crude salt factories. While we may have to build additional aqueducts, wells and secure additional land for our salt ponds, we remain optimistic that we will receive approvals to reopen these facilities in 2021.

 

We are also making progress in the construction of our Yuxin Chemical factory. We expect to have construction completed around June 2021. We will install the machinery and test the equipment during the remainder of the year and expect to begin trial production by the start of 2022. While this new factory will be smaller than the combined two old factories, the Company expects it to make higher net profit margin as we plan to focus more on the higher margin pharmaceutical intermediate products. We are optimistic by the progress we are making on constructing our new factories. Management expects to continue to post photos on its website so investors can track the progress of the construction of the chemical factories.

 

We also remain optimistic about the opportunities for our natural gas and brine business in Sichuan Province. We are working with the governments of Tianbao Town, Daying County, and Sichuan Province in China closely, and plan to proceed with its applications for the natural gas and brine project approvals with related government departments after the government has finalized the land and resources planning for Sichuan Province.

 

Full Year 2020 Financial Results

 

In 2020, net revenues increased 166% to $28,207,024. Gross profits increased 70% to $8,791,990. This loss included $8,170,390 of direct labor and factory overheads incurred during the plant shutdown. G&A expenses declined 23% to $10,239,943. Our loss from operations declined 58% to $9,683,392. Our net loss declined 67% to $8,420,044. We lost $0.87 per share compared to $2.73 per share in 2019.

 

Cash Flow
Our cash flow showed significant improvement. We generated net cash from operations of $9,305,627 compared to net cash used in operations of $15,309,112 in 2019.

 

During 2020, we purchased $21,719,369 of property, plant, and equipment. Of this total, $17,914,948 was for our new Yuxin Chemical factory, $3,157,669 was for our bromine business, and $646,752 was for our crude salt business.

 

 

 

Capital Expenditures
In 2020, we spent $21,719,369 compared to $60,611,949 in 2019 on property, plant and equipment. This includes major investments in our new Yuxin Chemical Factory, new bromine and crude salt factories, and newly drilled wells.

 

Balance Sheet

 

Our balance sheet remains strong. At Dec. 31, 2020,

 

Cash equaled $94,222,538

Cash per share equaled $9.43*

Net cash (cash minus all liabilities) equaled $77,208,993

Net cash per share equaled $7.72*

Current assets equaled $107,310,965

Current liabilities equaled $7,102,300

Working capital equaled $100,208,665

[Working capital per share equaled $10.02*

Shareholders’ equity equaled $277,024,273

Shareholders’ equity per share equaled $27.71*

 

With our strong balance sheet, the Company expects to be able to complete construction of its Yuxin chemical factory, open its remaining bromine and crude salt facilities, drill new wells, restore operations in Sichuan province, and acquire more bromine and downstream chemical facilities.

 

Commentary

 

Mr. Xiaobin Liu, the CEO of Gulf Resources stated. “We are very pleased to have delivered a profitable quarter to our shareholders. The last three years have been very long and painful. The process of improving the environment and protecting the people of China is extremely complex. At the time our factories were first closed, we also did not expect the destruction we saw from TyhoonLekima, the most destructive typhoon to hit China.”

 

“Now,” Mr. Liu further stated, “most of the problems are behind us. We have 4 bromine and crude salt factories in operation. The price of bromine is nearing historic highs. We expect the price of bromine to remain high because demand is increasing, especially with COVID, and there are lesser competitors. As we have noted, many of the smaller companies did not have the capital to complete rectification. We also expect to receive the approvals for these bromine and salt factories in the second half of 2021. However, there is no assurance that we will be able to obtain the approvals necessary to operate those factories from the government.”

 

“Construction on our new chemical factory is on schedule,” Mr. Liu added. “We expect this factory will make higher net profit margin as we plan to focus more on the higher margin pharmaceutical intermediate products. As with Yuxin Chemical Factory, many chemical factories have been permanently closed, with less competition, more demand, and new equipment, we are very excited about the opportunities in chemicals. We are also committed to our natural gas and brine project in Sichuan, Petro-China has made one of the largest natural gas discoveries in Chinese history in the same town as our well. The Company plans to proceed with its applications for the natural gas and brine project approvals with related government departments after the governmental planning has been finalized.”

 

 

 

“I would like to thank our management, our employees, and our shareholders for their patience during this extremely trying period,” Mr. Liu continued. “In September 2017, I could not have understood how many different problems we would have to address. Now, however, we have excellent visibility towards the future, and what we see is very exciting. We believe we are in a position to produce earnings for our company once all our facilities are back in operation.”

 

“Finally,” Mr. Liu concluded. “We are working hard to respond to the requests of our shareholders. We have updated our website and will continue to make improvements. We appreciate you support and hope to have continuing positive news.

 

(*These calculations are based on the number of shares outstanding of 9,997,477 shares as of December 31, 2020)

 

Conference Call

 

Gulf Resources management will host a conference call on Friday, April 9, 2021 at 08:00 AM EDT to discuss financial results for fourth quarter and full year 2020.

 

Mr. Xiaobin Liu, CEO of Gulf Resources, will be hosting the call. The Company management team will be available for investor questions following the prepared remarks. 

 

To participate in this live conference call, please dial +1 (877) 407-8031 five to ten minutes prior to the scheduled conference call time. International callers should dial +1 (201)689-8031, and please reference to “Gulf Resources” while dial in.

 

The webcasting is also available then, just simply click on the link below:
http://www.gulfresourcesinc.com/events.html

 

A replay of the conference call will be available two hours after the call's completion during 04/09/202111:00 ET - 04/16/202111:00 ET. To access the replay, call +1 (877) 481-4010. International callers should call +1 (919) 882-2331. The Replay Passcode is 40701.

 

About Gulf Resources, Inc.

Gulf Resources, Inc. operates through three wholly-owned subsidiaries, Shouguang City Haoyuan Chemical Company Limited ("SCHC"), ShouguangYuxin Chemical Industry Co., Limited ("SYCI"), and Daying County Haoyuan Chemical Company Limited (“DCHC”). The Company believes that it is one of the largest producers of bromine in China. Elemental Bromine is used to manufacture a wide variety of compounds utilized in industry and agriculture. Through SYCI, the Company manufactures chemical products utilized in a variety of applications, including oil and gas field explorations and papermaking chemical agents, and materials for human and animal antibiotics. DCHC was established to further explore and develop natural gas and brine resources (including bromine and crude salt) in China. For more information, visit www.gulfresourcesinc.com.

 

Forward-Looking Statements

 

Certain statements in this news release contain forward-looking information about Gulf Resources and its subsidiaries business and products within the meaning of Rule 175 under the Securities Act of 1933 and Rule 3b-6 under the Securities Exchange Act of 1934, and are subject to the safe harbor created by those rules. The actual results may differ materially depending on a number of risk factors including, but not limited to, the general economic and business conditions in the PRC, the risks associated with the COVID-19 pandemic outbreak, future product development and production capabilities, shipments to end customers, market acceptance of new and existing products, additional competition from existing and new competitors for bromine and other oilfield and power production chemicals, changes in technology, the ability to make future bromine asset purchases, and various other factors beyond its control. All forward-looking statements are expressly qualified in their entirety by this Cautionary Statement and the risks factors detailed in the Company's reports filed with the Securities and Exchange Commission. Gulf Resources undertakes no duty to revise or update any forward-looking statements to reflect events or circumstances after the date of this release.

 

 

 

CONTACT: Gulf Resources, Inc.

 

Web: http://www.gulfresourcesinc.com
  Director of Investor Relations
  Helen Xu (Haiyan Xu)
  [email protected] 

 

 

 

GULF RESOURCES, INC.
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Expressed in U.S. dollars)

 

   December 31, 2020  December 31, 2019
Current Assets          
Cash  $94,222,538   $100,301,986 
Accounts receivable   6,521,798    4,877,106 
Inventories, net   419,609    690,087 
Prepayments and deposits   6,146,461    1,332,970 
Prepaid land leases        
Other receivables   559    559 
Total Current Assets   107,310,965    107,202,708 
Non-Current Assets          
Property, plant and equipment, net   148,947,689    137,994,949 
Finance lease right-of use assets   186,272    179,526 
Operating lease right-of –use assets   8,868,661    8,817,884 
Prepaid land leases, net of current portion   10,134,004    9,115,276 
Deferred tax assets   18,590,227    15,940,642 
Total non-current assets   186,726,853    172,048,277 
Total Assets  $294,037,818   $279,250,985 
Commitment and Contingencies          
Liabilities and Stockholders’ Equity          
Current Liabilities          
Payable and accrued expenses  $5,081,701   $1,106,048 
Retention payable       3,805,483 
Taxes payable-current   1,326,179    779,623 
Finance lease liability, current portion   217,070    198,506 
Operating lease liabilities, current portion   477,350    416,604 
Total Current Liabilities   7,102,300    6,306,264 
Non-Current Liabilities          
Finance lease liability, net of current portion   1,888,903    1,905,772 
Operating lease liabilities, net of current portion   8,022,342    7,931,849 
Total Non-Current Liabilities   9,911,245    9,837,621 
Total Liabilities   17,013,545    16,143,885 
           
Commitment and Contingencies        
           
Stockholders’ Equity          
PREFERRED STOCK; $0.001 par value; 1,000,000 shares authorized; none outstanding          
COMMON STOCK; $0.0005 par value; 80,000,000 shares authorized; 10,043,307 and 9,563,257 shares issued; and 9,997,477 and 9,517,427 shares outstanding as of December 31, 2020 and December 31, 2019   24,139    23,904 
Treasury stock; 45,830 and 45,830 shares as of December 31, 2020 and December 31, 2019 at cost   (510,329)   (510,329)
Additional paid-in capital   97,435,316    95,043,388 
Retained earnings unappropriated   151,388,356    159,808,400 
Retained earnings appropriated   24,233,544    24,233,544 
Accumulated other comprehensive income (loss)   4,453,247    (15,491,807)
Total Stockholders’ Equity   277,024,273    263,107,100 
Total Liabilities and Stockholders’ Equity  $294,037,818   $279,250,985 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 

 

GULF RESOURCES, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(Expressed in U.S. dollars)

 

   Years Ended December 31,
   2020  2019
       
NET REVENUE  $28,207,024   $10,596,521 
           
OPERATING EXPENSE          
Cost of net revenue   (19,415,034)   (5,430,269)
Sales, marketing and other operating expenses   (42,663)   (12,434)
Direct labor and factory overheads incurred during plant shutdown   (8,170,390)   (15,175,280)
General and administrative expenses   (10,239,943)   (13,272,921)
Other operating expense   (22,386)    
    (37,890,416)   (33,890,904)
           
LOSS FROM OPERATIONS   (9,683,392)   (23,294,383)
           
OTHER INCOME (EXPENSE)          
Interest expense   (136,430)   (145,445)
Interest income   291,307    446,770 
LOSS BEFORE INCOME TAXES   (9,528,515)   (22,993,058)
           
INCOME TAX (EXPENSE) BENEFIT   1,108,471    (2,806,987)
NET LOSS  $(8,420,044)  $(25,800,045)
           
COMPREHENSIVE INCOME (LOSS):          
NET LOSS  $(8,420,044)  $(25,800,045)
OTHER COMPREHENSIVE INCOME (LOSS)          
- Foreign currency translation adjustments   19,945,054    (5,013,759)
COMPREHENSIVE INCOME (LOSS)  $11,525,010   $(30,813,804)
           
BASIC AND DILUTED LOSS PER SHARE  $(0.87)  $(2.73)
           
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES:   9,650,619    9,465,432 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 

 

GULF RESOURCES, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in U.S. dollars)

 

   Years Ended December 31,
   2020  2019
CASH FLOWS FROM OPERATING ACTIVITIES          
Net loss  $(8,420,044)  $(25,800,045)
Adjustments to reconcile net income to net cash (used in) provided by operating activities:          
Interest on capital lease obligation   135,936    144,881 
Depreciation and amortization   15,987,860    14,060,927 
Unrealized translation difference   1,832,026    (421,657)
Deferred tax asset   (1,108,471)   2,746,770 
Stock-based compensation expense   2,392,163    45,900 
Shares issued from treasury stock for services       21,600 
Changes in assets and liabilities          
Accounts receivable   (1,161,704)   (5,070,180)
Other receivables       11,794 
Inventories   292,101    (700,476)
Prepayment and deposits   (6,925)   14,166 
Accounts and Other payable and accrued expenses   342,790    (102,963)
Taxes payable   (449,915)   (374,575)
Prepaid land leases   (372,259)    
Operating lease   (157,931)   114,746 
Net cash provided by (used in) operating activities   9,305,627    (15,309,112)
           
CASH FLOWS FROM INVESTING ACTIVITIES          
Purchase of property, plant and equipment   (21,719,369)   (60,611,949)
Net cash used in investing activities   (21,719,369)   (60,611,949)
           
CASH FLOWS FROM FINANCING ACTIVITIES          
Repayment of finance lease obligation   (264,976)   (275,509)
Net cash used in financing activities   (264,976)   (275,509)
           
EFFECTS OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS   6,599,270    (2,500,379)
NET DECREASE IN CASH AND CASH EQUIVALENTS   (6,079,448)   (78,696,949)
CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR   100,301,986    178,998,935 
CASH AND CASH EQUIVALENTS - END OF YEAR  $94,222,538   $100,301,986 

 

 

 

GULF RESOURCES, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(Expressed in U.S. dollars)

 

   Years Ended December 31,
   2020  2019
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION      
Cash paid during the year for:          
Income taxes  $   $ 
Interest on finance lease obligation  $136,774   $149,286 
Operating right-of-use assets obtained in exchange for lease obligations  $   $8,241,818 
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES          
Purchase of Property, plant and equipment included in Payable and
accrued expenses
  $3,537,644   $3,515,132 
Par value of common stock issued upon cashless exercise of options  $   $379 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 10 

 



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