<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
------------------------------
FORM 10-Q
(Mark One)
[X] Quarterly report pursuant to section 13 or 15(d) of the Securities
Exchange Act of 1934 For the quarterly period ended March 31, 1996 or
[ ] Transition report pursuant to section 13 or 15(d) of the Securities
Exchange Act of 1934 For the transition period from ___________ to
____________
------------------------------
CHINA RESOURCES DEVELOPMENT, INC.
(Exact Name of Registrant as Specified in Charter)
Nevada 33-5628-NY 87-0263643
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
23/F Office Tower, Convention Plaza
1 Harbour Road
Wanchai, Hong Kong
(Address of principal executive offices)
Registrant's telephone number, including area code: 011-852-2537-6689
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date: 18,116,009 shares
of common stock, $.001 par value, as of May 16, 1996.
Page 1 of 19 pages Exhibit Index on Page 18
<PAGE> 2
CONVENTIONS
Unless otherwise specified, all references in this report to "U.S.
Dollars," "Dollars," "U.S.$," or "$" are to United States dollars; and all
references to "Renminbi" or "Rmb" or "yuan" are to Renminbi yuan, which is the
lawful currency of the People's Republic of China ("China" or "PRC"). The
Company and Billion Luck maintain their accounts in U.S. Dollars and Hong Kong
Dollars, respectively. HARC and the Operating Subsidiaries maintain their
accounts in Renminbi yuan. The financial statements of the Company and its
subsidiaries are prepared in Renminbi. Translations of amounts from Renminbi
to U.S. Dollars are for the convenience of the reader. Unless otherwise
indicated, any translations from Renminbi to U.S. Dollars or from U.S. Dollars
to Renminbi have been made at the single rate of exchange as quoted by the
People's Bank of China (the "PBOC Rate") on March 31, 1996, which was U.S.$1.00
= Rmb8.35. The Renminbi is not freely convertible into foreign currencies and
the quotation of exchange rates does not imply convertibility of Renminbi into
U.S. Dollars or other currencies. All foreign exchange transactions take place
either through the Bank of China or other banks authorized to buy and sell
foreign currencies at the exchange rates quoted by the People's Bank of China.
No representation is made that the Renminbi or U.S. Dollar amounts referred to
herein could have been or could be converted into U.S. Dollars or Renminbi, as
the case may be, at the PBOC Rate or at all.
References to "Billion Luck" refer to Billion Luck Company Ltd., a
British Virgin Islands company, which is a wholly-owned subsidiary of the
Company.
References to "Company" are to China Resources Development, Inc., and
include, unless the context requires otherwise, the operations of Billion Luck,
HARC, First Supply, and Second Supply (all as hereinafter defined).
References to "Farming Bureau" are to the Hainan Agricultural
Reclamation General Company, a division of the Ministry of Agriculture, the PRC
government agency responsible for matters relating to agriculture.
References to "First Supply" are to First Goods and Materials Supply
and Sales Corporation, a company organized in the PRC and a wholly-owned
subsidiary of HARC.
References to "Guilinyang Farm" are to Hainan Province Guilinyang
State Farm, a PRC entity which is owned and controlled by the Farming Bureau.
References to "Hainan" are to Hainan Province of the PRC.
References to "Hainan State Farms" are to the rubber farms in Hainan
controlled by the Farming Bureau.
References to "HARC" are to Hainan Agricultural Resources Company
Limited, a company organized in the PRC, whose capital is owned 56% by Billion
Luck, 39% by the Farming Bureau and 5% by Guilinyang Farm.
References to "Operating Subsidiaries" are to the consolidated
operations, assets and/or activities, as the context indicates, of First Supply
and Second Supply.
References to the "PRC" or "China" are to the People's Republic of
China and include all territory claimed by or under the control of the Central
Government, except Hong Kong, Macau, and Taiwan.
References to "Second Supply" are to Second Goods and Materials Supply
and Sales Corporation, a company organized in the PRC and a wholly-owned
subsidiary of HARC.
References to "Tons" are to metric tons.
-2-
<PAGE> 3
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
CHINA RESOURCES DEVELOPMENT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED INCOME STATEMENTS (UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Amounts in thousands, except share and per share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31,
------------------------------------------------------------
1996 1995 1996
RMB RMB US$
NOTES (UNAUDITED) (UNAUDITED) (UNAUDITED)
----- ----------------------------------------------------
<S> <C> <C> <C> <C>
SALES 255,120 177,430 30,553
COST OF SALES (241,021) (166,689) (28,865)
-------- -------- -------
GROSS PROFIT 14,099 10,741 1,688
DEPRECIATION OF
FIXED ASSETS (595) (576) (71)
SELLING AND ADMINIS-
TRATIVE EXPENSES (9,986) (8,526) (1,196)
-------- -------- -------
OPERATING INCOME 3,518 1,639 421
FINANCIAL (EXPENSES), NET (5,189) (1,568) (621)
OTHER INCOME 9,338 2,120 1,118
-------- -------- -------
INCOME BEFORE INCOME TAXES 7,667 2,191 918
INCOME TAXES (1,991) (671) (238)
-------- -------- --------
NET INCOME BEFORE
MINORITY INTERESTS 5,676 1,520 680
MINORITY INTERESTS (3,180) (845) (381)
-------- -------- -------
NET INCOME FOR THE PERIOD 2,496 675 299
======== ======== =======
EARNINGS PER SHARE 2 0.17 0.06 0.02
======== ======== =======
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
-3-
<PAGE> 4
CHINA RESOURCES DEVELOPMENT, INC., AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET
AS OF MARCH 31, 1996 AND DECEMBER 31, 1995
(Amounts in thousands, except share and per share data)
<TABLE>
<CAPTION>
MARCH 31, 1996 DECEMBER 31, MARCH 31, 1996
-------------- ------------ --------------
RMB 1995 US$
----
NOTES (UNAUDITED) RMB (UNAUDITED)
----- (AUDITED)
<S> <C> <C> <C> <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents 101,150 56,942 12,114
Trade receivables 69,402 31,991 8,312
Other receivables, deposits
and prepayments 132,701 52,871 15,892
Inventories 3 60,513 103,776 7,247
Amounts due from related
companies 288,134 288,503 34,507
Amount due from Farming
Bureau 32,289 80,427 3,867
Other current assets --- 19,448 ---
------- ------- ------
TOTAL CURRENT ASSETS 684,189 633,958 81,939
FIXED ASSETS 4 21,798 21,491 2,610
INVESTMENTS 11,963 11,963 1,433
GOODWILL 1,069 1,076 128
------- ------- ------
TOTAL ASSETS 719,019 668,488 86,110
======= ======= ======
LIABILITIES AND
SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Bank loans 293,000 293,000 35,090
Amounts due to related
companies 15,633 22,654 1,872
Amounts due to shareholders 301 15,727 36
Accounts payable 44,651 39,876 5,347
Income taxes payable 12,071 10,265 1,446
Other payables and accrued
liabilities 35,958 21,533 4,306
Short term advances 87,279 86,917 10,453
------- ------- ------
TOTAL CURRENT 488,893 489,972 58,550
LIABILITIES
</TABLE>
-4-
<PAGE> 5
<TABLE>
<CAPTION>
MARCH 31, 1996 DECEMBER 31, MARCH 31, 1996
-------------- ------------ --------------
RMB 1995 US$
----
NOTES (UNAUDITED) RMB (UNAUDITED)
----- (AUDITED)
<S> <C> <C> <C> <C>
MINORITY INTERESTS 77,247 74,067 9,251
------- ------- ------
TOTAL LIABILITIES 566,140 564,039 67,801
======= ======= ======
SHAREHOLDERS' EQUITY
Common Stock, US$0.001 par
value: Authorized - 200,000,000
shares in 1996 and
1995 Issued and outstanding -
12,353,475 shares in 1996 and
12,000,000 shares in 1995 104 101 12
Preferred stock, authorized -
10,000,000 shares in 1996 and
1995: Series A preferred stock.
US$1 par value: Authorized,
issued and outstanding -
6,400,000 shares
in 1996 and 1995 53,930 53,930 6,459
Series B convertible preferred
stock, US$0.001 par value:
Authorized - 2,500 shares in
1996 and 1995. Issued and
outstanding - 1,182.5 shares
in 1996 and 370 shares in 1995 --- --- ---
Additional paid-in capital 66,892 20,961 8,011
Reserves 8,930 8,930 1,070
Retained earnings 23,023 20,527 2,757
------- ------- -------
TOTAL SHAREHOLDERS' EQUITY 152,879 104,449 18,309
------- ------- -------
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY 719,019 668,488 86,110
======= ======= =======
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
-5-
<PAGE> 6
CHINA RESOURCES DEVELOPMENT, INC., AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(Amounts in thousands, except share and per share data)
<TABLE>
<CAPTION>
Series A Series B Additional
Common Preferred Convertible Paid-In Retained
Stock Stock Preferred Capital Reserves Earning
RMB RMB Stock RMB RMB RMB
RMB
<S> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1994 101 -- -- 1,407 2,657 7,625
Issuance of 6,400,000 shares of -- 53,930 -- -- -- --
Series A preferred stock
Issuance of 370 shares of Series -- -- -- 19,554 -- --
B preferred stock, net of share
issuance costs
Net income -- -- -- -- -- 19,175
Transfer to reserves -- -- -- -- 6,273 (6,273)
--- ------ -- ------ ----- ------
Balance at December 31, 1995 101 53,930 -- 20,961 8,930 20,527
Issuance of 883 shares of Series -- -- -- 45,934 -- --
B convertible preferred stock,
net of shares issuance costs
Issuance of 353,475 shares of 3 -- -- (3) -- --
common stock pursuant to the
conversion of 70.5 shares of
series B convertible stock
Net income -- -- -- -- -- 2,496
--- ------ -- ------ ----- ------
Balance at March 31, 1996 104 53,930 -- 66,892 8,930 23,023
=== ====== == ====== ===== ======
</TABLE>
-6-
<PAGE> 7
CHINA RESOURCES DEVELOPMENT, INC., AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW (UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Amounts in thousands, except share and per share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31
-----------------------------------------------------
1996 1995 1996
RMB RMB US$
(UNAUDITED) (UNAUDITED) (UNAUDITED)
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income 2,496 675 299
Adjustments to reconcile net income to net
cash provided by operating activities:
Minority interests 3,180 845 381
Depreciation and amortization 602 576 72
(Gain)/loss on disposal of fixed assets 5 (10) 1
Decrease/(increase) in assets:
Trade receivables (37,411) (10,178) (4,480)
Other receivables, deposits and prepayments (79,830) (9,095) (9,560)
Inventories 43,263 14,227 5,181
Amount due from Farming Bureau 48,138 (2,829) 5,765
Amounts due from related companies 369 42,514 44
Other current assets 19,448 -- 2,329
Increase/(decrease) in liabilities:
Amounts due to related companies (7,021) 10,930 (841)
Accounts payable 4,775 3,045 572
Income taxes payable 1,806 671 216
Other payables and accrued liabilities 14,425 23,710 1,727
Amounts due to Farming Bureau -- (14,978) --
------- ------- ------
Net cash provided by operating
activities 14,245 60,103 1,706
------- ------- ------
CASH FLOWS PROVIDED BY/(USED IN)
INVESTING ACTIVITIES:
Purchases of fixed assets (1,207) (238) (145)
Additions to construction in progress -- (1,313) --
Proceeds from sale of fixed assets 300 17 36
------- ------- ------
Net cash used in investing activities (907) (1,534) (109)
------- ------- ------
</TABLE>
-7-
<PAGE> 8
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31,
-----------------------------------------------------
1996 1995 1996
RMB RMB US$
(UNAUDITED) (UNAUDITED) (UNAUDITED)
<S> <C> <C> <C>
CASH FLOWS PROVIDED BY/(USED IN)
FINANCING ACTIVITIES:
Issue of share capital less share offering costs 45,934 -- 5,501
Loans from shareholders -- 3,217 --
Repayment of loans to shareholders (15,426) -- (1,847)
Repayments of bank borrowings -- (200) --
Cash remitted to Farming Bureau -- (5,920) --
Short term advances 362 -- 44
Loans to related companies -- (67,851) --
Cash from repayment of loans by
related companies -- 17,410 --
------- ------- ------
Net cash provided by/(used in)
financing activities 30,870 (53,344) 3,698
------- ------- ------
NET INCREASE IN CASH AND CASH
EQUIVALENTS: 44,208 5,225 5,295
Cash and cash equivalents, at beginning of period 56,942 69,157 6,819
------- ------- -------
Cash and cash equivalents, at end of period 101,150 74,382 12,114
======= ======= ======
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
-8-
<PAGE> 9
CHINA RESOURCES DEVELOPMENT, INC., AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
----------------------------------------------------
(Amounts in thousands, except share and per share data)
1. BASIS OF PRESENTATION:
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions
to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do
not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In
the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three-month period ended
March 31, 1996 are not necessarily indicative of the results that may
be expected for the year ending December 31, 1996. The unaudited
condensed consolidated financial statements should be read in
conjunction with the consolidated financial statements and footnotes
thereto included in the Company's annual report on Form 10-K for the
year ended December 31, 1995.
2. EARNINGS PER SHARE:
The computation of primary earnings per share for the three months
ended March 31, 1996 is based on the weighted average number of common
stock outstanding after giving effect to dilutive stock options and
series B convertible preferred stock, which are included as common
share equivalents using the treasury stock method and assumed to be
converted to common stock, respectively. The number of shares used in
computing the primary earnings per share was 14,396,832. Fully
diluted earnings per share is not materially different from primary
earnings per share.
For the three months ended March 31, 1995, primary earnings per share
is based on an aggregate of 12,000,000 shares of common stock
outstanding.
3. INVENTORIES:
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31, MARCH 31,
1996 1995 1996
------------- ------------ -------------
RMB RMB US$
(unaudited) (audited) (unaudited)
<S> <C> <C> <C>
Inventories comprise:
Finished goods 60,513 103,776 7,247
====== ======= =====
</TABLE>
Inventories are stated at the lower of cost or market. Cost is
determined using the first-in, first-out method.
4. FIXED ASSETS:
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31, MARCH 31,
1996 1995 1996
------------- --------------- ---------------
RMB RMB US$
(unaudited) (audited) (unaudited)
<S> <C> <C> <C>
Cost:
Buildings 5,739 5,739 687
Plant, machinery and equipment 11,296 10,267 1,353
Transportation vehicles and equipment 8,314 8,448 996
------ ------ -----
</TABLE>
-9-
<PAGE> 10
<TABLE>
<S> <C> <C> <C>
25,349 24,454 3,036
------ ------ -----
Accumulated depreciation:
Buildings 722 607 87
Plant, machinery and equipment 1,786 1,563 214
Transportation vehicles and equipment 1,043 793 125
------ ------ -----
3,551 2,963 426
------ ------ -----
Net book value 21,798 21,491 2,610
====== ====== =====
</TABLE>
5. SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31
----------------------------------------------------
1996 1995 1996
RMB RMB US$
(UNAUDITED) (UNAUDITED) (UNAUDITED)
<S> <C> <C> <C>
Cash paid during the period for interest expenses 7,122 5,022 853
===== ===== ===
</TABLE>
-10-
<PAGE> 11
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITIONS AND RESULTS OF OPERATION
RESULTS OF OPERATIONS
The following table shows the selected unaudited condensed
consolidated income statements data of the Company and its subsidiaries for the
three months ended March 31, 1995 and 1996. The data should be read in
conjunction with the unaudited Condensed Consolidated Financial Statements of
the Company and related Notes thereto:
(Amounts in thousands)
<TABLE>
<CAPTION>
Three months ended
March 31,
---------
(unaudited)
1996 1995
RMB RMB
<S> <C> <C>
Sales:
Distribution of natural rubber 233,351 143,788
Procurement of materials and 21,769 33,642
supplies ------- -------
255,120 177,430
------- -------
Gross profit 14,099 10,741
Gross profit margin (%) 5.53 6.05
Income before income taxes 7,667 2,191
Income taxes (1,991) (671)
------- -------
Net income before minority
interests 5,676 1,520
Minority interests (3,180) (845)
------- -------
Net income for the period 2,496 675
======= =======
</TABLE>
-11-
<PAGE> 12
SALES AND GROSS PROFIT
The Company's net sales increased by 43.8% to Rmb255 million for the
first quarter of fiscal 1996 from Rmb177 million for the corresponding period
in fiscal 1995 due to the increase in natural rubber sales of Rmb90m or 62.3%
over last year. The increase in natural rubber sales was mainly due to the
increase in the average natural rubber selling price from approximately
Rmb13,500 per ton for the first quarter of fiscal 1995 to Rmb15,000 per ton for
the corresponding period in fiscal 1996. However, materials and supplies sales
dropped by Rmb12m or 35.3% over last year because of the sluggish materials and
supplies market.
The profit margin of natural rubber sales increased to 5.20% for the
first quarter of fiscal 1996 from 4.37% for the corresponding period in fiscal
1995. The increase was mainly the result of purchasing discounts received from
the Hainan State Farms in 1996. The overall gross profit margin dropped to
5.53% for the first quarter of fiscal 1996 from 6.05% for the corresponding
period in fiscal 1995 due to the margin squeeze on materials and supplies sales
as a result of a sluggish market.
SELLING AND ADMINISTRATIVE EXPENSES
Selling and administrative expenses increased by 17%, or Rmb1.5
million, for the first quarter of fiscal 1996 compared to the same period in
fiscal 1995. The increase was mainly due to the increase in salaries and staff
welfare expenses, and other miscellaneous expenses resulting from inflation.
FINANCIAL EXPENSES, NET
The net financial expenses increased by Rmb3.6 million from Rmb1.6
million for the first quarter of fiscal 1995 to Rmb5.2 million for the
corresponding period in 1996. The increase was due to the fact that less
interest income was received from related companies as a result of the overall
decrease in advances to related companies for the first quarter of fiscal 1996
as compared to the corresponding period in fiscal 1995.
OTHER INCOME
Other income increased by Rmb7.2 million, from Rmb2.1 million for the
first quarter of fiscal 1995 to Rmb9.3 million for the corresponding period in
1996. The increase was primarily due to an increase in net gains on trading of
natural rubber futures contracts.
LIQUIDITY AND CAPITAL RESOURCES
The Company's primary liquidity needs are to fund accounts receivable,
inventories, rubber purchase deposits and to expand business operations. The
Company has financed its working capital requirements through a combination
of internally generated cash, short term bank borrowing and issuance of share
capital.
Net cash provided by operating activities were Rmb14.2 million and
Rmb60.1 million for the three months ended March 31, 1996 and 1995,
respectively. Net cash flows from the Operating
-12-
<PAGE> 13
Subsidiaries' operating activities are attributable to the Operating
Subsidiaries' income and changes in operating assets and liabilities.
During the three months ended March 31, 1996, the Company issued
883 shares of series B convertible preferred stock at US$10,000 per share,
with gross proceeds of US$8.83 million.
There has been no other significant change in the financial condition
and liquidity since the fiscal year ended December 31, 1995. The Company
believes that the net proceeds from its capital raising efforts, together with
the internally generated funds, will be sufficient to satisfy its anticipated
working capital needs for at least the next 12 months.
-13-
<PAGE> 14
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS:
None.
ITEM 2. CHANGES IN SECURITIES:
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES:
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS:
None.
ITEM 5. OTHER INFORMATION:
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K:
(a) The following Exhibits are filed as part of this Form 10-Q or
incorporated by reference as indicated below:
<TABLE>
<CAPTION>
Exhibit No. Exhibit Description
----------- -------------------
<S> <C>
3.1 Articles of Incorporation of the Registrant, filed on January 15, 1986
(Filed with Annual Report on Form 10-K/A for the fiscal year ended
December 31, 1994, and incorporated herein by reference.)
3.2 By-laws of the Registrant (Filed with Annual Report on Form 10-K/A
for the fiscal year ended December 31, 1994, and incorporated herein
by reference.)
3.3 Certificate of Amendment of Articles of Incorporation of the Registrant,
filed on November 18, 1994 (Filed with Annual Report on Form 10-K/A
for the fiscal year ended December 31, 1994, and incorporated herein
by reference.)
3.4 Certificate of Amendment of Articles of Incorporation of the Registrant,
filed on November 18, 1994 (Filed with Annual Report on Form 10-K/A
for the fiscal year ended December 31, 1994, and incorporated herein
by reference.)
</TABLE>
-14-
<PAGE> 15
3.5 Certificate of Amendment of Articles of Incorporation of the
Registrant, effective March 31, 1995, and filed on June 19,
1995 (Filed with Quarterly Report on Form 10-Q/A for the
fiscal quarter ended March 31, 1995, and incorporated herein
by reference.)
4.1 Certificate of Designation of Series B Convertible Preferred
Stock, filed on December 13, 1995 (Filed with Current Report
on Form 8-K dated March 8, 1996, and incorporated herein by
reference.)
11 Computation of Earnings (Loss) Per Share (Contained in
Financial Statements in Part I, Item 1, hereof.)
27.1 Financial Data Schedule (Filed herewith.)
99.1 Press Release issued by Registrant, dated March 11, 1996
(Filed with Current Report on Form 8-K dated March 8, 1996,
and incorporated herein by reference.)
(b) During the three months ended March 31, 1996, the Company
filed one Current Report on Form 8-K, dated March 8, 1996.
That Form 8-K reported Item 5 - Other Events, disclosing the
completion of the Registrant's private offering of shares of
Series B Convertible Preferred Stock, par value $.001 per
share, outside of the United States in reliance upon the
exemption from registration provided by Regulation S,
promulgated under the Securities Act of 1933, as amended. The
report also disclosed the issuance of a press release
concerning the completion of the offering, which was attached
thereto as Exhibit 99.1. No financial statements were filed
with the report.
-15-
<PAGE> 16
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 RESOURCES DEVELOPMENT, INC.
May 19, 1996 By: /s/ Li Shunxing
-------------------------------
Li Shunxing, President
By: /s/ Tam Cheuk Ho
-------------------------------
Tam Cheuk Ho
Chief Financial Officer
-16-
<PAGE> 17
EXHIBITS
-17-
<PAGE> 18
EXHIBITS INDEX
<TABLE>
<CAPTION>
Exhibit No. Exhibit Description Page No.
----------- ------------------- --------
<S> <C> <C>
3.1 Articles of Incorporation of the Registrant, filed on January 15, 1986 (Filed with
Annual Report on Form 10-K/A for the fiscal year ended December 31, 1994, and
incorporated by reference.)
3.2 By-laws of the Registrant (Filed with Annual Report on Form 10-K/A for the fiscal
year ended December 31, 1994, and incorporated by reference.)
3.3 Certificate of Amendment of Articles of Incorporation of the Registrant, filed on
November 18, 1994 (Filed with Annual Report on Form 10-K/A for the fiscal year ended
December 31, 1994, and incorporated by reference.)
3.4 Certificate of Amendment of Articles of Incorporation of the Registrant, filed on
November 18, 1994 (Filed with Annual Report on Form 10-K/A for the fiscal year ended
December 31, 1994, and incorporated by reference.)
3.5 Certificate of Amendment of Articles of Incorporation of the Registrant, effective
March 31, 1995, and filed on June 19, 1995 (Filed with Quarterly Report on Form 10-
Q/A for the fiscal quarter ended March 31, 1995, and incorporated by reference.)
4.1 Certificate of Designation of Series B Convertible Preferred Stock, filed on December
13, 1995 (Filed with Current Report on Form 8-K dated March 8, 1996, and incorporated
herein by reference.)
11 Computation of Earnings (Loss) Per Share (Contained in Financial Statements in Part
I, Item 1, hereof.)
27.1 Financial Data Schedule (Filed herewith.)
99.1 Press Release issued by Registrant, dated March 11, 1996 (Filed with Current Report on
Form 8-K dated March 8, 1996, and incorporated herein by reference.)
</TABLE>
-18-
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<EXCHANGE-RATE> 8.35
<CASH> 101,150
<SECURITIES> 0
<RECEIVABLES> 69,402
<ALLOWANCES> 0
<INVENTORY> 60,513
<CURRENT-ASSETS> 684,189
<PP&E> 25,349
<DEPRECIATION> 3,551
<TOTAL-ASSETS> 719,019
<CURRENT-LIABILITIES> 488,893
<BONDS> 0
0
53,930
<COMMON> 104
<OTHER-SE> 98,845
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<SALES> 255,120
<TOTAL-REVENUES> 264,458
<CGS> 241,021
<TOTAL-COSTS> 251,602
<OTHER-EXPENSES> 0
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<INTEREST-EXPENSE> 5,189
<INCOME-PRETAX> 7,667
<INCOME-TAX> 1,991
<INCOME-CONTINUING> 2,496
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,496
<EPS-PRIMARY> 0.17
<EPS-DILUTED> 0.17
</TABLE>
