Ginger Beef Corporation (GB.V) Due Diligence Report Price: $0.17 Common Shares: 13,670,997 Insider Holdings: 9,799,819 or 72% (As per the July 28th Information Circular Sheet) Website: www.gingerbeef.com ASSETS Cash: $296,655 Accounts Receivable: $591,043 Due from parties: $61,882 Due from shareholder: $150,000 Inventory: $310,578 Tax Recoverable: $17,310 Prepaid Expenses: 25,905 Property & Equipment: $1,296,455 Total Assets: $2,749,829 (2015 - $2,456,841) LIABILITIES Accounts Payable: $337,817 Wage Payable: $1,447 Employee Deduction: $3,435 Current portion of capital lease: $23,963 Current portion of long term debt: $85,905 Deferred Income: $91,667 Deferred Income Tax: $34,000 Capital Lease obligation: $102,348 Long term debt: $79,037 Total Liabilities: $760,219 (2015 - $706,482) 9 Month Sales - $4,033,706 (2015 - $4,000,019) 9 Month Net Income - $239,251 (2015 - $106,419) Earnings Per Share - $0.018 (2015 - $0.008) Quarterly Profit Breakdown Q1 2016 - $92,117 (2015 - $85,520) Q2 2016 - $70,381 (2015 - $1,795) Q3 2016 - $74,388 (2015 - $22,104) In 2015 the company earned $152,233 on $5,288,698 in sales MD&A Highlights from Q3 Ginger Beef Corporation is a food company based in Calgary, Alberta, which operates through two wholly-owned subsidiaries, Ginger Beef Express Ltd., (“Express”) and Ginger Beef Choice Ltd. (“Choice”). Express oversees a number of franchised take out/delivery service restaurants in Alberta, while Choice produces a number of frozen and ready-to-serve deli Chinese food products for distribution to retail outlets. After the modernization of its facility in the winter of 2002, the Company was certified and granted a license by the Canadian Food Inspection Agency that allows the Company to ship its products, fresh or frozen, to all provinces in Canada. The Company has been actively engaged in the development of new food products, as well as in the improvement of its existing product lines in order to increase its market share. The Company’s gross revenue was relatively stable compared to comparative periods in prior year. However, the Company’s gross margins had been improved significantly, which had resulted in increased net income before taxes in the first three quarters of 2016 by $212,832 as compared to the same period in 2015. The Company’s gross revenue in the third quarter of 2016 was $1,477,239, 3.2% higher than the same period in 2015. The Company’s gross revenue in the first three quarters of 2016 was $4,215,279 or 0.7% higher than for the same period in 2015. Slightly higher revenues are primarily a result of increased selling price. Furthermore, the improved gross margin had resulted in increased net income. The Company’s deli Chinese food products are sold nationally across Canada. Gross revenue in the third quarter of 2016 was $1,418,951, 5.1% higher than in the same period of 2015. Gross revenue in the first three quarters of 2016 was $4,033,706, 0.8% higher than in the same period of 2015. The Company’s other source of revenue, royalties and franchisee fees are relatively stable. Net royalties and franchise fees in the third quarter of 2016 were $58,288, 26.57% less than in 2015. Net royalties and franchise fees in the first three quarters of 2016 were $181,573, 0.9% less than in 2015. Total royalties and franchise fees for the three quarters of 2016 and 2015 were relatively stable. It varied slightly during each quarter as a result of normal business cycles. The Company’s net income in the third quarter of 2016 was $ 74,388 or $ 0.005 per share, compared to net income of $ 22,104 or $ 0.002 per share for the same period in 2015. The Company’s net income in the first three quarters ended September 30, 2016 was $ 239,251 or $ 0.018 per share, compared to net income of $ 106,419 or $0.008 per share for the same period in 2015. The Company’s EBITDA in the third quarter ended September 30, 2016 was $ 144,403, compared to $57,966 in 2015. The Company’s EBITDA in the first three quarters of 2016 was $434,581, compared to $216,887 in 2015.The increased EBITA was duty from increased revenue and gross margin. As of November 29, 2016, the Company had 13,670,997 issued and outstanding common shares. The Company announced on November 5, 2013 that it had filed with the TSX Venture Exchange a Notice of Intention to Make a Normal Course Issuer Bid (the “Bid”) which shall commence on November 8, 2013 and terminate on November 7, 2014 or the earlier of the date all shares which are subject to the Normal Course Issuer Bid are purchased. As of November 29, 2016, the Company has acquired for cancellation 155,500 common shares at an average price of $0.11
GB is so undervalued still, despite hitting a 10 year high this week. At the current price of $0.215, all my indicators show a P/E of 10 which is dirt cheap. Company has earned almost $0.02c NET income over 9 months, over 70% insider holdings and not even 14 million shares outstanding. When year end results come out in a couple months and Q1 right after that, if profits stay the same, stock should could easily double in price this year.
Ginger Beef arranges 683,540-share buyback 2017-02-15 16:33 MT - News Release Mr. Stanley Leung reports GINGER BEEF CORPORATION ANNOUNCES PLANS TO REPURCHASE COMMON SHARES Ginger Beef Corp. has filed with the TSX Venture Exchange a notice of intention to make a normal course issuer bid which is expected to commence on Feb. 21, 2017, and terminate on Feb. 20, 2018, or the earlier of the date all shares which are subject to the normal course issuer bid are purchased. In the opinion of the board of directors of Ginger Beef, the market price of the common shares of Ginger Beef does not accurately reflect the value of those shares. As a result, the corporation intends to repurchase Ginger Beef's common shares that may become available for purchase at prices which make them an appropriate use of funds of the corporation. Ginger Beef intends to attempt to acquire up to an aggregate of 683,540 of its common shares over the next 12-month period, representing approximately 5 per cent of the issued and outstanding common shares of Ginger Beef. Purchases subject to the normal course issuer bid will be carried out pursuant to open market transactions through the facilities of the TSX Venture Exchange. The member through which the normal course issuer bid will be conducted is Raymond James Ltd., Calgary, Alta. All common shares purchased by Ginger Beef under the normal course issuer bid will be cancelled. © 2017 Canjex Publishing Ltd. All rights reserved.
Heavy insider buying on GB. Three weeks until year end results and seven weeks for Q1 2018 results. Leung family already owns around 10 of the 13.3 million shares, but their still adding stock. 134,000 shares is equal to 1% of the common shares. as per Canadian Insider: Apr 6/18Apr 5/18 Leung, JamesIndirect OwnershipCommon Shares10 - Acquisition in the public market154,000$0.190 Apr 6/18Apr 5/18 Leung, JamesIndirect OwnershipCommon Shares10 - Acquisition in the public market29,000$0.180 Apr 6/18Apr 5/18 Leung, JamesDirect OwnershipCommon Shares10 - Acquisition in the public market2,000$0.170 Apr 6/18Apr 5/18 Leung, JamesDirect OwnershipCommon Shares10 - Acquisition in the public market7,000$0.180
GB.V Ginger Beef Corporation 2017 Year End Results (Financials + Management Discussion) All Information Can Be Found At www.sedar.com Price: $0.16 Common Shares: 13,411,945 Insider Holdings: 10,581,019 or 79% of shares. Recent Insider buying in April occurred. Financials ASSETS Cash: $275,456 Accounts Receivable: $826,013 Due From Related Parties: $168,126 Inventory: $328,116 Tax Recoverable: $19,.452 Prepaid & Deposits: $6,143 Property, Plant & Equipment: $1,457,732 Deferred Income: $24,800 Total Assets: $3,105,838 (2016 - $2,879,800) LIABILITIES Accounts Payable: $528,014 Wage Payable: $121,446 Employee Deductions: $1,376 Income Payable: $48,214 Current Portion Of Capital Lease: $27,040 Current Portion Of Long Term Debt: $57,035 Deferred Income: $75,000 Capital Lease Obligation Remaining: $73,562 Total Liabilities: $931,687 (2016 - $906,867) Sales Performance Revenue: $6,149,743 (2016 - $5,707,046) Net Income: $256,838 (2016 - $222,572) Earnings Per Share in 2017: $0.019 Earnings Per Share in 2016: $0.016 Earnings Per Share in 2015: $0.011 Ginger Beef has now had three years of consecutive profits with increased sales and a stronger Asset/Debt ratio. Management Discussion Highlights The Corporation’s gross revenue in 2017 was $6,149,743 compared to $5,707,046 in 2016. The Corporation’s net income in 2017 was $256,838 or $0.019 per share, compared to net income of $222,574 or $0.016 per share in 2016. The increase in the Corporation’s gross revenue in 2017 was due primarily to increase in quantities sold from economic recovery. The Corporation’s deli Chinese food products are sold nationally across Canada. Gross revenue in 2017 was $5,919,004, 8.9% higher than in 2016. The increased revenue was primarily due to increase in quantities sold from economic recovery. The Corporation’s other source of revenue, royalties and franchisee fees had experienced some good results. Net royalties and franchise fees in 2017 were $ 230,739, 15.4% less than in 2016. The increase was primarily due to more royalties collected as a result of more sales generated by franchisees as consequences of economic recovery. The Corporation’s gross profit in 2017 was $ 1,262,576 or 21% of gross revenue compared to $ 1,257,553 or 23% of gross revenue in 2016. Decreased gross profit margin was due to increased cost of raw materials and labour. The Corporation’s net income in 2017 was $ 256,838 or $ 0.019 per share, compared to net income of $ 222,574 or $ 0.016 per share per share in 2016. The Corporation’s EBITDA in 2017 was $ 544,904 compared to $ 466,931 in 2016. Increased EBITDA were primarily resulting from higher revenue and lower G&A costs. Management believes that EBITDA, in addition to net income (loss), provides investors with a basis to evaluate the Corporation’s operating performance, its ability to incur and service debt and fund capital expenditures. Cash generated from the Corporation’s operating activities in 2017 was $ 222,136, compared to cash generated from operating activities of $ 460,516 from 2016. Decreased cash flow from operations resulted primarily from slow collection of accounts receivable in 2017 from its franchisees and one of the major customers. Cash used in financing activities in 2017 was 167,502, compared to a net reduction of $ 98,335 in 2016. The increase was primarily resulted from share redemption made in 2017. Expenditures on property, plant and equipment totaled $ 312,243 in 2017, compared to $ 80,386 in 2016. Increased investments in equipment were due to worn-out of aged old equipment. The Corporation’s trade and other receivables totaled $ 826,013 at December 31, 2017, compared to $ 584,997 at December 31, 2016. Increase in trade and other receivables were primarily due to slow collections of accounts receivable from its franchisees and one of the major customers. Trade and other payables were $ 528,014 at December 31, 2017, compared to $ 347,153 at December 31, 2016. The increase in trade and other payables primarily resulted from increased purchases at end of 2017 for increased storage of inventories. Under normal operating conditions, receivables and payables levels may increase or decrease by as much as 25% in a given period depending on the timing of sales orders, purchases and payments.
Ginger Beef arranges going-private transaction 2022-09-12 13:29 ET - News Release Mr. James Leung reports GINGER BEEF CORPORATION ANNOUNCES GOING PRIVATE TRANSACTION WITH ITS PRINCIPAL SHAREHOLDERS Ginger Beef Corp. has entered into an amalgamation agreement with Leung & Son Holdings Inc. (Newco) pursuant to which the company will be taken private by way of an amalgamation between Newco and the company. Newco is a corporation owned by Stanley Leung, 360181 Alberta Ltd., Leung Enterprises Ltd., Kahcheng Chua, James Leung, Debra Leung and Burger Burger Ltd. (the "Acquirors"). The Acquirors collectively own approximately 9,782,669 common shares or 73.21% of the issued and outstanding common shares (the "Shares") in the capital of the Company. An RRSP which is owned by James Leung and which owns 493,000 Shares, is not an Acquiror. As at September 9, 2022, the Company had outstanding 13,361,997 Shares. Pursuant to the Agreement, the Company will pay $0.25 per Share in cash (the "Offer Price") to holders of all of the issued and outstanding Shares that are not directly or indirectly, owned by the Acquirors. Each shareholder of the Company, other than Acquirors, will receive one redeemable preferred share of the amalgamated company for each Share held immediately prior to the Amalgamation. Each redeemable preferred share will then be redeemed for the Offer Price. The total cash consideration for the aggregate Offer Price will be $894,832. The Amalgamation, if consummated, will result in the Company being taken private and delisted from the TSX Venture Exchange. The Amalgamation, if consummated, will constitute a "business combination" for the purposes of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The board of directors of the Company (the "Board") formed a special committee (the "Special Committee") comprised of independent directors Moonkyu Lee and Chi Him Kan to evaluate the Amalgamation and make recommendations to the Board. The Special Committee has engaged DS Lawyers Canada LLP as its legal advisors. The Company intends to seek approval from the majority of minority shareholders to comply with requirements of MI 61-101. Because the Company is listed on the TSX Venture Exchange, the Amalgamation will, pursuant to Section 4.4(1)(a) of MI 61-101, be exempt from the formal valuation requirements of MI 61-101. The Special Committee retained Evans & Evans, Inc. as an independent valuator, who prepared a Comprehensive Valuation Report and Fairness Opinion dated September 9, 2022 (the "Report") with respect to the proposed Amalgamation. The Report concluded that the Offer Price was not fair from a financial point of view. The Special Committee, however, after considering both the Report and other factors relevant to the Amalgamation, resolved that the Board should:submit the Amalgamation to a vote of the shareholders at a shareholders' meeting and, in furtherance thereof, authorize the Company to enter into the Amalgamation Agreement; andmake no recommendation to the shareholders as to how they should vote in respect of the Amalgamation but advise shareholders they should take into account the considerations discussed by the Special Committee that will be in the information circular for the shareholders' meeting. The Company has convened a special meeting of shareholders (the "Meeting") which will take place on November 7, 2022 for shareholders to consider and, if thought appropriate, to approve the Amalgamation. The completion of the Amalgamation is subject to a number of conditions precedent that are customary to this type of transaction, including, but not limited to, the approval of at least two-thirds of the votes cast by holders of Shares at the Meeting, the approval by at least a simple majority of the votes cast by the shareholders other than the Acquirors, and the acceptance of the Amalgamation by the TSX Venture Exchange. Assuming the satisfaction of all conditions, the proposed transaction is expected to close as soon as practicable following the Meeting. However, there can be no assurances that the Amalgamation, or any other transaction with the Acquirors, will be completed. Details of the terms and conditions of the Amalgamation, together with the Report, will be included in a management information circular, which will be mailed to the shareholders as soon as practicable and will also be available for download at www.sedar.com. No actions are required to be taken by shareholders at this stage. The Company will communicate with shareholders in due course with respect to the Amalgamation. We seek Safe Harbor.
