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 of 1934

 

Date of Report (Date of earliest event reported): May 14, 2020

 

CHINA RECYCLING ENERGY CORPORATION

(Exact name of registrant as specified in charter)

 

Nevada   001-34625   90-0093373

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

4/F, Tower C

Rong Cheng Yun Gu Building

Keji 3rd Road, Yanta District

Xi’an City, Shaanix Providence, China

  710075
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (86-29) 8765-1097

 

N/A
(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 the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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, par value $0.001 per share  CREG  Nasdaq Stock Market

 

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

 

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. ☐

 

 

 

 

 

Section 7 – Regulation FD

 

Item 7.01 Regulation FD Disclosure.

 

On May 14, 2020, China Recycling Energy Corporation (the “Company”) issued a press release reporting certain highlights of its audited operating results for the fiscal year ended December 31, 2019. The text of the press release is furnished as Exhibit 99.1 and incorporated herein by reference.

 

The information in this Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any of the Company’s filings under the Securities Act, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to this Form 8-K in such filing.

 

Cautionary Statements

 

This filing includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect the Company’s operations, financial performance, and other factors as discussed in the Company’s filings with the Securities and Exchange Commission (“SEC”). Among the factors that could cause results to differ materially are those risks discussed in the periodic reports the Company files with the SEC. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.” The Company does not undertake any duty to update any forward-looking statement except as required by law.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibits
Number
  Description
     
99.1   Press Release

 

1

 

 

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 thereunto duly authorized.

 

 

CHINA RECYCLING ENERGY CORPORATION

     
Date: May 14, 2020 By: /s/ Yongjiang Shi
   

Yongjiang Shi

Chief Financial Officer

 

 

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Exhibit 99.1

 

 

China Recycling Energy Corporation Reports Results for the Full Year 2019

 

XI’AN, China, May 14, 2020 (GLOBE NEWSWIRE) -- China Recycling Energy Corporation (NASDAQ: CREG) (“CREG” or “the Company”), an industrial waste-to-energy solution provider in China, today reported certain highlights of its audited operating results for the full year ended December 31, 2019.

 

“As of December 31, 2019, we maintained a healthy cash and cash equivalents balance of approximately $16.22 million,” stated Mr. Guohua Ku, Chairman and CEO of the Company. In addition, we have accomplished significant cost cutting throughout our entire organization, evidenced by net loss narrowed by approximately 86.7% to approximately $(8.77) million in fiscal 2019, as compared to approximately $(76.22) million in the same period of fiscal 2018. We are executing what we believe is a clear plan to manage our business efficiently and effectively through the coronavirus pandemic, prioritizing the health and safety of our customers and teams. We believe our financial position and contingency plans will allow us to retain the financial flexibility to pursue the fast-growing smart power sector. We feel we are back on track to continue evaluating several exciting strategic opportunities to reinvest in innovative growth initiatives that we expect will reposition our energy sustainability business in direct relation to smart power integrated solutions to vastly improve climate change efficiency in China, which we believe will better serve our clients, employees and shareholders. As such, we will maintain our focus on expense and working capital discipline so that we move forward with a strengthened platform to attempt to capitalize on the significant opportunities we see for growth.”

 

“Lastly, I want to thank all our employees for their service to the business and to our loyal customers. I am confident we will emerge from this challenge even stronger, given the strength of our brand, our people and the new opportunities ahead of us.”

 

Financial Summary for the Full Year Ended December 31, 2019

 

Cash and cash equivalents were approximately $16.22 million as of December 31, 2019, a decrease of approximately $37.00 million as compared to approximately $53.22 million as of December 31, 2018.

 

Net sales were $0.70 million as compared to $4.89 million for the same period of 2018. The sales were from the electricity sold by Erdos TCH Energy Saving Development Co., Ltd (“Erdos TCH”), a joint venture between one of the Company subsidiaries and Erdos Metallurgy Co., Ltd (“Erdos”). However, since May 2019, Erdos TCH has ceased its operations due to renovations and furnace safety upgrades of Erdos. During this period, Erdos will compensate Erdos TCH RMB 1 million ($145,460) per month, until operations resume. The Company expects the resumption of operations of Erdos TCH in July 2020.

 

1

 

 

Interest income on sales-type leases for the year ended December 31, 2019 was approximately $0.17 million, a decrease of approximately $3.14 million from approximately $3.14 million for the year ended December 31, 2018. The Company only had Pucheng Phase I and II systems since then, which the Company has ceased to accrue interest income since April 2018 because Pucheng power generation systems were suspended due to strict environmental protection policies and lack of supply of biomass waste raw materials.

 

Total operating income was approximately $0.87 million as compared to approximately $8.20 million for the same period of 2018.

 

Total operating expenses were $9.98 million for the year ended December 31, 2019, compared to $66.19 million for the year ended December 31, 2018, a decrease of $56.21 million or 85%. The decrease was mainly due to decreased bad debts expense by $26.82 million, decreased assets impairment loss on fixed assets and construction in progress by $27.55 million, and decreased operating expense by $2.86 million of Erdos TCH due to cessation of operations.

 

Net loss for the year ended December 31, 2019 was approximately $(8.77) million or approximately $(5.61) per fully diluted share compared to approximately $65.99 million or approximately $(76.22) per fully diluted share for the year ended December 31, 2018, a decrease of loss of $57,224,141. This decrease in net loss was mainly due to the decrease in operating expenses as described above.

 

About China Recycling Energy Corp.

 

China Recycling Energy Corporation (Nasdaq: CREG) (“CREG” or “the Company”) is based in Xi’an, China and provides environmentally friendly waste-to-energy technologies to recycle industrial byproducts for steel mills, cement factories and coke plants in China. Byproducts include heat, steam, pressure, and exhaust to generate large amounts of lower-cost electricity and reduce the need for outside electrical sources. The Chinese government has adopted policies to encourage the use of recycling technologies to optimize resource allocation and reduce pollution. Currently, recycled energy represents only an estimated 1% of total energy consumption and this renewable energy resource is viewed as a growth market due to intensified environmental concerns and rising energy costs as the Chinese economy continues to expand. The Company’s management and engineering teams have over 20 years of experience in industrial energy recovery in China. For more information about CREG, please visit http://creg-cn.investorroom.com.

 

Safe Harbor Statement

 

This press release may contain certain “forward-looking statements” relating to the business of CREG and its subsidiary companies. All statements, other than statements of historical fact included herein are “forward-looking statements.” These forward-looking statements are often identified by the use of forward-looking terminology such as “believes,” “expects” or similar expressions, involve known and unknown risks and uncertainties. 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, but not limited to, the risks and uncertainties associated with market conditions and the satisfaction of customary closing conditions relating to the registered direct offering and those discussed in the Company’s annual and 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.

 

###

 

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CHINA RECYCLING ENERGY CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

   DECEMBER 31,
2019
   DECEMBER 31,
2018
 
         
ASSETS        
         
CURRENT ASSETS        
Cash and equivalents  $16,221,297   $53,223,142 
Accounts receivable, net   42,068,760    11,755,251 
Interest receivable on sales type leases   5,245,244    9,336,140 
Prepaid taxes   52,760    32,395 
Other receivables   1,031,143    1,559,116 
           
Total current assets   64,619,204    75,906,044 
           
NON-CURRENT ASSETS          
Investment in sales-type leases, net   8,287,560    24,962,056 
Long term investment   -    475,635 
Long term deposit   15,712    15,971 
Operating lease right-of-use asset, net   54,078    - 
Property and equipment, net   27,044,385    27,495,049 
Construction in progress   23,824,202    42,582,177 
           
Total non-current assets   59,225,937    95,530,888 
           
TOTAL ASSETS   123,845,141   $171,436,932 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
           
CURRENT LIABILITIES          
Accounts payable  $2,200,220   $5,591,876 
Taxes payable   4,087,642    3,636,559 
Accrued liabilities and other payables   1,184,751    1,617,997 
Operating lease liability   56,755    - 
Due to related parties   41,174    41,168 
Interest payable on entrusted loans   8,200,044    17,473,492 
Entrusted loan payable   20,480,214    48,373,936 
           
Total current liabilities   36,250,800    76,735,028 
           
NONCURRENT LIABILITIES          
Convertible note payable, net of unamortized debt discount   -    1,016,589 
Accrued interest on notes   368,362    40,572 
Income tax payable   5,782,625    6,390,625 
Deferred tax liability, net   -    3,040,346 
Notes payable, net of unamortized OID   1,552,376    - 
Long term payable   430,034    - 
Entrusted loan payable   286,689    - 
Refundable deposit from customers for systems leasing   544,709    1,034,503 
           
Total noncurrent liabilities   8,964,795    11,522,635 
           
Total liabilities   45,215,595    88,257,663 
           
CONTINGENCIES AND COMMITMENTS (NOTE 19 & 20)          
           
STOCKHOLDERS’ EQUITY          
Common stock, $0.001 par value; 10,000,000 shares authorized, 2,032,721 shares and 1,029,528 shares issued and outstanding as of December 31, 2019 and 2018, respectively   2,033    1,030 
Additional paid in capital   116,682,374    114,493,283 
Statutory reserve   14,525,712    14,525,712 
Accumulated other comprehensive loss   (6,132,614)   (4,620,930)
Accumulated deficit   (46,447,959)   (37,675,202)
           
Total Company stockholders’ equity   78,629,546    86,723,893 
           
Noncontrolling interest   -    (3,544,624)
           
Total equity   78,629,546    83,179,269 
           
TOTAL LIABILITIES AND EQUITY  $123,845,141   $171,436,932 

 

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

 

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CHINA RECYCLING ENERGY CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

 

   YEARS ENDED
DECEMBER 31,
 
   2019   2018 
         
Revenue        
Contingent rental income  $697,028   $4,888,016 
           
Interest income on sales-type leases   170,403    3,312,465 
           
Total operating income   867,431    8,200,481 
           
Operating expenses          
Bad debts   5,386,003    32,210,656 
Impairment loss on fixed assets and construction in progress   876,660    28,429,789 
Loss on disposal of systems   1,242,694    - 
General and administrative   2,469,162    5,548,475 
           
Total operating expenses   9,974,519    66,188,920 
           
Loss from operations   (9,107,088)   (57,988,439)
           
Non-operating income (expenses)          
Loss on long-term notes redemption   (173,886)   - 
Interest income   159,183    153,532 
Interest expense   (2,101,440)   (8,738,148)
Interest expense – inducement on note conversion   (893,958)   - 
Other income (expenses), net   319,625    (42)
           
Total non-operating expenses, net   (2,690,476)   (8,584,658)
           
Loss before income tax   (11,797,564)   (66,573,097)
Income tax (benefit) expense   (3,024,807)   2,627,458 
           
Loss before noncontrolling interest   (8,772,757)   (69,200,555)
           
Less: loss attributable to noncontrolling interest   -    (3,203,657)
           
Net loss attributable to China Recycling Energy Corporation   (8,772,757)   (65,996,898)
           
Other comprehensive items          
Foreign currency translation loss attributable to China Recycling Energy Corporation   (1,511,684)   (5,481,483)
Foreign currency translation gain attributable to noncontrolling interest   -    137,670 
           
Comprehensive loss attributable to China Recycling Energy Corporation  $(10,284,441)  $(71,478,381)
           
Comprehensive loss attributable to noncontrolling interest  $-   $(3,065,987)
           
Basic weighted average shares outstanding   1,564,940    865,827 
Diluted weighted average shares outstanding   1,564,940    865,827 
           
Basic loss per share  $(5.61)  $(76.22)
Diluted loss per share  $(5.61)  $(76.22)

 

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

 

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CHINA RECYCLING ENERGY CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

    YEARS ENDED
DECEMBER 31,
 
    2019     2018  
             
CASH FLOWS FROM OPERATING ACTIVITIES:            
Loss including noncontrolling interest   $ (8,772,757 )   $ (69,200,555 )
Adjustments to reconcile loss including noncontrolling interest to net cash provided by (used in) operating activities:                
Depreciation     -       2,041  
Amortization of OID and debt issuing costs of convertible note     97,161       16,589  
Stock compensation expense     148,625       -  
Operating lease expenses     66,262       -  
Bad debts expense     5,386,003       32,210,656  
Assets impairment loss     876,660       28,429,789  
Investment loss     -       (469 )
Loss on disposal of 40% ownership of Fund Management Co     46,461       -  
Loss on transfer of Chengli Boxing system     624,133       -  
Loss on transfer of Xuzhou Huayu system     397,033       -  
Loss on transfer of Shenqiu Phase I & II systems     208,359       -  
Loss on disposal of fixed assets     289       -  
Loss on long-term notes redemption     173,886       -  
Interest expense - inducement on note conversion     893,958          
Changes in deferred tax     (3,024,807 )     1,022,985  
Changes in assets and liabilities:                
Interest receivable on sales type leases     (170,403 )     (184,591 )
Collection of principal on sales type leases     -       2,444,151  
Accounts receivable     2,383,251       (159,283 )
Prepaid expenses     (21,126 )     696,525  
Other receivables     (135,938 )     (461,789 )
Notes receivable     -       967,144  
Construction in progress     -       (7,130,851 )
Accounts payable     (2,837,609 )     2,611,011  
Taxes payable     (1,317,882 )     717,487  
Payment of operating lease liability     (63,555 )     -  
Interest payable on entrusted loan     (9,091,732 )     10,093,477  
Accrued liabilities and other payables     (36,932 )     93,968  
Refundable deposit for systems leasing     (478,368 )     -  
                 
Net cash provided by (used in) operating activities     (14,649,028 )     2,168,285  
                 
CASH FLOWS FROM INVESTING ACTIVITIES:                
Proceeds from disposal of property & equipment     5,074       -  
                 
Net cash provided by investing activities     5,074       -  
                 
CASH FLOWS FROM FINANCING ACTIVITIES:                
Issuance of notes payable     2,000,000       1,000,000  
Issuance of common stock     3,309,475       2,689,190  
Repayment of entrusted loan     (27,125,768 )     -  
                 
Net cash used in (provided by) financing activities     (21,816,293 )     3,689,190  
                 
EFFECT OF EXCHANGE RATE CHANGE ON CASH AND EQUIVALENTS     (541,598 )     (2,464,576 )
                 
NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS     (37,001,845 )     3,392,899  
CASH AND EQUIVALENTS, BEGINNING OF YEAR     53,223,142       49,830,243  
                 
CASH AND EQUIVALENTS, END OF YEAR   $ 16,221,297     $ 53,223,142  
                 
Supplemental cash flow data:                
Income tax paid   $ 221,934     $ 1,160,017  
Interest paid   $ -     $ -  
                 
Supplemental disclosure of non-cash operating activities                
Transfer of Xuzhou Huayu Project and Shenqiu Phase I & II project to Mr. Bai   $ 35,415,556          
                 
Supplemental disclosure of non-cash investing and financing activities                
Conversion of notes into common shares   $ 1,612,392     $ -  
Adoption of ASC 842 - right-of-use asset   $ (118,234 )   $ -  
Adoption of ASC 842 - operating lease liability   $ 118,234     $ -  

 

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

 

 

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