DF China Technology Completes the Merger with DICHAIN Software
26 Mayo 2004 - 7:00AM
PR Newswire (US)
DF China Technology Completes the Merger with DICHAIN Software HONG
KONG, May 26 /Xinhua-PRNewswire-FirstCall/ -- DF China Technology,
Inc. (BULLETIN BOARD: DFCT) today announced that the Company has
completed the merger transaction with DICHAIN Software by the
acquiring the entire issued share capital of DICHAIN Software. The
merger transaction was approved by shareholders at the
shareholders' meeting held on March 25, 2004. The merger
transaction was closed on May 25, 2004 and has become effective
despite of the trading of DFCT's stock on the OTCBB yesterday. 'We
will file the initial listing application for this newly merged
company for Nasdaq SmallCap market within next few days. We think
the newly merged company has met all the initial listing
requirements for Nasdaq SmallCap market,' stated Dr. Frank Fan,
Chairman and Chief Executive Officer of DF China Technology. In a
press interview in Hong Kong, Dr. Frank Fan said, 'Since May 2003,
the new board and the management have made tremendous effort to
maintain the Company's listing status by improving its business
performance and increasing its equity. In February 2004, the
Company raised US$4.5 million through a private placement to
finance the on-going operations and to meet the minimum equity
requirement for the continuing listing in NASDAQ. The management
have been disclosing more information about the Company than ever
before to the public.' When explaining the cause of the delisting,
Dr. Fan said, 'When preparing the proxy card for voting the share
placement resolution last December, the Company's legal counsel
made a technical mistake of not including one of five required
information items for the voting disclosure. Nasdaq Qualification
Department examined the proxy statement and told us that due to
this one missing item, US$4.3 million raised based on the proxy
vote cannot be accounted as its equity for meeting the minimum
equity requirement for continuous listing.' Dr. Fan further stated
that 'the management made its best effort to remedy the problem
including NASDAQ live hearing and seeking re-vote on the proxy with
full disclosure. Unfortunately the Hearing Panel was not in favor
to our appeal.' When asked about the future of the new company, Dr.
Fan stated despite of delisting from Nasdaq, financially and
operationally the Company is much stronger than before. The major
shareholders, DICHAIN Holdings and China Merchants Group, will
continue to support the Company's business development. In the
latest audited financial report by Deloitte Touche Tohmatsu based
on U.S. GAAP, DICHAIN Software reported US$4.17 million in revenue
and US$1.75 million in net profit. The shareholders' equity value
of DICHAIN Software for 2003 is US$16.55 million. About DICHAIN
Software DICHAIN Software is a leading IT Application Solution
Provider for supply chain management in China. The Company is
ranked in top tier by IDC among SAP, Oracle, EXE in China market.
DICHAIN Software's DAP platform and solutions have been
successfully implemented over 300 clients in China and Hong Kong.
The Company's new E-Commerce platform is also showing a very strong
customer response both in China and U.S. Forward-Looking Statement
Disclosure With the exception of historical matters, the matters
discussed in this news release are forward-looking statements that
involve risks and uncertainty. Forward-looking statements include,
but are not limited to, statements relating to the delisting of the
Company's stock from Nasdaq, closing of the Company's transaction
with DICHAIN Software, development and sales of the Company's
products, expected trends and growth in the Company's results of
operations, projections concerning the Company's available cash
flow and liquidity, anticipated penetration in new and existing
markets for the Company's products and the size of such markets,
anticipated acceptance of the Company's products by existing and
new customers, the ability of the Company to achieve or sustain any
growth in sales and revenue and the increase in sales
representatives and other personnel. The Company's actual results
could differ from such forward-looking statements. There can be no
assurance that the Company will achieve the results set forth
herein. For further information, please contact: Aaron Zhu,
Executive Director and Chief Financial Officer, DF China Technology
Tel: +852-2255-0688 DATASOURCE: DF China Technology, Inc. CONTACT:
Aaron Zhu of DF China Technology, +852-2255-0688
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