Friday, 11 March 2016 08:30 AM
Company Update
NEW YORK, NY and WUHAN, CHINA / ACCESSWIRE / March 11, 2016 / Yangtze River Development Ltd., (OTC: YERR), formerly known as Kirin International Holdings Inc., (the "Company") in December 2015, the Company acquired Wuhan Yangtze River New Port Logistics Co. Ltd., a real estate development and infrastructure project located in Wuhan. Wuhan is expected to be the first inland city to achieve Pilot Free Trade Zone ("FTZ") status, stimulating The People's Republic of China's trade activities and increasing demand for logistics transportation domestically. The first two groups in the FTZ were located in coastal areas of China. To balance the regional development in the coastal cities, the time has come for inland enterprises within the FTZ. Such enterprises are typically entitled to a series of favorable regulations and policies that are designed to help businesses grow and succeed. As the FTZ in Wuhan is expected to be closely linked to China's "One Belt, One Road" Initiative and "Yangtze River Economic Belt" policy, the Yangtze River Development Ltd., anticipates that the approval of FTZ in Wuhan will lead to an increase in the value of the properties within (and the areas surrounding) the logistics center which is positioned within FTZ by the Yangtze river.
The Company is in the process of commencing a series of financing transactions to fund this project through multiple approaches, including, but not limited to: soliciting participation in the investment of the project, engaging an investment banker to sell the equities of the Company and a debt offering. The Company plans to conduct a secondary offering pursuant a registered offering filed with the U.S. Securities and Exchange Commission (SEC) on February 18, 2016. The S 1 Registration Statement reflects the Company's intent to raise up to $50,000,000 with a greenshoe of 15% on a best efforts basis. The offering will be based on a total capital to be raised and will not be based on the number of shares in the offering. The offering will be done based upon market conditions and acceptable pricing determined by the Company. The raised capital will be used for further development of the Company's logistics center in Wuhan, China.
On January 13, 2016, the Company filed a Certificate of Amendment to its Articles of Incorporation (the "Amendment") with the Secretary of the State of the State of Nevada, changing its name from "Kirin International Holding, Inc." to "Yangtze River Development Limited" which better reflects the Company's new business model.
To satisfy the higher standard of the corporate governance required by the SEC and the NYSE, the Company recently implemented necessary and proper oversight mechanisms, concerning its management and operations. The Company formed a Board of Directors (the "Board") with eleven directors, the majority of whom are independent, in compliance with applicable laws and regulations. The Board consists of leading industry directors with expertise in logistics, real estate development in China and in law, accounting, and capital markets in the United States.
The Board also approved a Code of Business Conduct and Ethics (the "Code of Ethics"), which applies to all directors, officers and employees of the Company and its wholly owned subsidiaries. The new Code of Ethics covers topics such as compliance with laws, confidentiality, fair dealing, use of Company property, conflicts of interest, accuracy of financial reporting, outside employment, fundraising, human rights matters and political contributions, among others. The Board formed and adopted charters for six standing committees: Audit Committee, Compensation Committee, Nomination Committee, Governance and Human Resources Committee, Board Oversight Committee, Social Media Committee (collectively the "Committees"). Each Committee consists of only independent directors of the Company. The Board also adopted charter for the Regulatory, Compliance and Government Affairs Committees, for which the charter will be implemented once these committees are formed.
The Board also adopted i) an insider trading policy that allows insiders to sell securities of the Company pursuant to pre-arranged trading plans; ii) a written disclosure policy, which applies to all directors, officers and employees of the Company and its wholly owned subsidiaries, to ensure that communications to the investing public about the Company are timely, factual and accurate and broadly disseminated in accordance with all applicable legal and regulatory requirements; iii) a whistleblower procedure that provides the Audit Committee the responsibility to ensure proper procedure of the receipt, retention, and treatment of complaints about the Company's accounting, internal accounting controls, or auditing matters; and iv) a corporate governance policy for its website content, as well as procedures for shareholders communication with the Directors.
On January 28, 2016, the Company became a fully reporting company under the Securities Exchange Act of 1934, as amended, upon the filing of the Form 8-A with the SEC.
"This has critical implications for our shareholders, particularly those residing in the U.S.," stated Xiangyao Liu, the CEO of Yangtze River Development Ltd., "Management believes that being a fully-reporting company in the United States significantly expands the Company's eligibility for both analyst coverage and investor interest."
As a fully reporting company, the Company's filings will be accessible through the EDGAR system, allowing investors, the general public, and financial analysts to extensively review the Company's operations and financial performance. The Company's status as a fully reporting issuer with the SEC offers an additional means of enhancing the Company's visibility and makes it easier for U.S. investors to better understand the Company's business and performance. The Company believes that the added transparency will act as a catalyst to generate more interest in the Company among the investor community. In addition, the Company is currently working on an uplisting from the OTC Markets.
The Company has diligently worked to achieve the higher standards of the corporate governance required by the SEC and U.S. stock exchanges. This will allow the Company to provide additional means to enhance the Company's transparency, making the Company's business and performance understandable to investors all over the world.
"We are pleased with the progress that we have to date," added Mr. Liu, "We are proud to announce all these steps the Company has taken to date. We believe that these are indication of our recognition of our duties and obligations to the shareholders of Yangtze River Development Limited, as well as opportunities for the investor community to know more about China and its "One Belt, One Road" initiative. The management team is excited at the benefits that all these historic events may deliver and we are committed to making Yangtze River Development Limited a great real estate development Company. We certainly look forward to realizing the extraordinary potential the future will bring."
ABOUT YANGTZE RIVER DEVELOPMENT LTD.:
Yangtze River Development Limited primarily engages in the business of real estate development with a port logistic project located in the middle reaches of the Yangtze River. Wuhan Newport is a large infrastructure development project implemented under China's latest "One Belt One Road" initiative and is believed to be strategically positioned in the anticipated "Free Trade Zone" of the Wuhan Port, a crucial trading window between China, the Middle East and Europe. To be fully developed upon completion of three phases, within the logistics center, there will be six operating zones, including port operation area, warehouse and distribution area, cold chain logistics area, rail cargo loading area, exhibition area and residential community. The logistics center is also expected to provide a number of shipping berths for cargo ships of various sizes. Wuhan Newport is expected to provide domestic and foreign businesses a direct access to the anticipated Free Trade Zone in Wuhan. The project will include commercial buildings, professional logistic supply chain centers, direct access to the Yangtze River, Wuhan-Xinjiang-Europe Railway and ground transportation, storage and processing centers, IT supporting services, among others.
FORWARD-LOOKING STATEMENTS:
This document includes "forward-looking" statements, as that term is defined in the Private Securities Litigation Reform Act of 1995 or by the Securities and Exchange Commission in its rules, regulations and releases. Forward-looking statements are any statements other than statements of historical fact, including statements regarding Company's expectations, beliefs, hopes, intentions or strategies regarding the future. Among other things, these forward-looking statements may include statements regarding the change of Company's plan of operation, future opportunities as a result of the matter referenced in the above statements; and any other statements regarding Company's future beliefs, expectations, plans, intentions, financial condition or performance. In some cases, forward-looking statements can be identified by the use of words such as "may," "will," "expects," "should," "believes," "plans," "anticipates," "estimates," "predicts," "potential," "continue," or other words of similar meaning. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those discussed in, or implied by, the forward-looking statements. Factors that might cause such a difference include, but are not limited to, general economic conditions, our financial and business prospects, our capital requirements, our financing prospects, our relationships with employees, and our ability to realize the anticipated benefits of such transaction, and those disclosed as risks in other reports filed by us with the Securities and Exchange Commission, including those described in our most recently filed Annual Report on Form 10-K and subsequent reports on Forms 10-Q and 8-K.
We caution readers that any such statements are based on currently available operational, financial and competitive information, and they should not place undue reliance on these forward-looking statements, which reflect management's opinion only as of the date on which they were made. Except as required by law, we disclaim any obligation to review or update these forward-looking statements to reflect events or circumstances as they occur.
CONTACT:
James Coleman
Executive Director
[email protected]
646-861-3315
SOURCE: Yangtze River Development Ltd.