Chardan 2008 China Acquisition Corp. Closes Its Business Combination With DAL Group, LLC and Changes Its Name To DJSP Enterprise
16 January 2010 - 8:17AM
PR Newswire (US)
PLANTATION, Fla., Jan. 15 /PRNewswire-FirstCall/ -- DJSP
Enterprises, Inc., is proud to announce that the business
combination between itself and Chardan 2008 China Acquisition Corp.
(NASDAQ:CACANASDAQ:CACAUNASDAQ:CACAW) has been completed. As a
result, the combined Company will begin trading on the NASDAQ under
the symbols DJSP, DJSPU, and DJSPW on Tuesday, January 19. Kerry
Propper, Chairman of Chardan, stated that "We are looking forward
to assisting our new Chairman and CEO, David Stern, in pursuing his
ongoing growth strategy. We firmly believe that the continued
implementation of that strategy will deliver superior results for
our shareholders in the years to come." Business Highlights At
closing, DJSP will be one of the largest providers of processing
services for the mortgage and real estate industries in Florida and
one of the largest in the United States. The Company provides a
wide range of processing services in connection with mortgages,
mortgage defaults, title searches and abstracts, REO (bank-owned)
properties, loan modifications, title insurance, loss mitigation,
bankruptcy, related litigation and other services. The Company's
clients include all of the top 10 and 17 of the top 20 mortgage
servicers in the United States, many of which have been customers
for more than 10 years. The Company has approximately 1000
employees and is headquartered in Plantation, Florida, with
additional operations in Louisville, Kentucky and San Juan, Puerto
Rico. The Company's U.S. operations are supported by a scalable,
low-cost back office operation in Manila, the Philippines that
provides data entry and document preparation support for the U.S.
operation. Financial Highlights The Company had revenues of
approximately $117 million for the 6 months ended June 30, 2009 and
an adjusted pro forma net income for that period of $22 million,
signaling continued growth. Please see Chardan's press release
dated December 14, 2009 and the proxy statement relating to the
extraordinary meeting (filed with the SEC on December 29, 2009) for
additional information on the Company. About Chardan Chardan was
formed in February 2008 for the purpose of acquiring a controlling
interest in an unidentified operating business. Additional
information about Chardan is available in Chardan's public filings
available from the SEC website: (http://www.sec.gov/). Forward
Looking Statements This press release contains forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995, about Chardan, DAL, the Company, DJSP and their
combined business after completion of the proposed acquisition.
Forward looking statements are statements that are not historical
facts. Such forward-looking statements, based upon the current
beliefs and expectations of Chardan and the Company's management,
are subject to risks and uncertainties, which could cause actual
results to differ from the forward looking statements. The
following factors, among others, could cause actual results to
differ from those set forth in the forward-looking statements:
business conditions, changing interpretations of generally accepted
accounting principles; outcomes of government or other regulatory
reviews, particularly those relating to the regulation of the
practice of law; the impact of inquiries, investigations,
litigation or other legal proceedings involving DJSP, which,
because of the nature of the Company's business, have happened in
the past to the Company and DJS; the impact and cost of continued
compliance with government or state bar regulations or
requirements; legislation or other changes in the regulatory
environment, particularly those impacting the mortgage default
industry; unexpected changes adversely affecting the businesses in
which the Company is engaged; fluctuations in customer demand; the
Company's ability to manage rapid growth; intensity of competition
from other providers in the industry; general economic conditions,
including improvements in the economic environment that slows or
reverses the growth in the number of mortgage defaults,
particularly in the State of Florida; the ability to efficiently
expand its operations to other states or to provide services not
currently provided by the Company; the impact and cost of complying
with applicable SEC rules and regulation, many of which DJSP will
have to comply with for the first time after the closing of the
business combination; geopolitical events and changes, as well as
other relevant risks detailed in Chardan's filings with the U.S.
Securities and Exchange Commission, (the "SEC"), including its
report on Form 20-F for the period ended December 31, 2008 and the
Form 6-K filed with the SEC containing the proxy statement relating
to the business combination which was mailed to shareholders of
Chardan. The information set forth herein should be read in light
of such risks. Chardan, DAL and the Company do not assume any
obligation to update the information contained in this press
release. Non-GAAP Financial Measures The financial information and
data contained in this press release are unaudited and do not
conform to the SEC's Regulation S-X. Accordingly, such information
and data may not be included in, may be adjusted in or may be
presented differently in, CACA's proxy statement to solicit
stockholder approval for the proposed acquisition. This press
release includes certain estimated financial information and
forecasts presented as pro forma financial measures that are not
derived in accordance with generally accepted accounting principles
("GAAP"), and which may be deemed to be non-GAAP financial measures
within the meaning of Regulation G promulgated by the SEC. CACA and
management of the acquired business believe that the presentation
of these non-GAAP financial measures serve to enhance the
understanding of the financial performance of acquired business and
the proposed acquisition. However, these non-GAAP financial
measures should be considered in addition to and not as substitutes
for, or superior to financial measures of financial performance
prepared in accordance with GAAP. Our Non-GAAP financial measures
may not be comparable to similarly titled pro forma measures
reported by other companies. The Non-GAAP measures used herein may
not be comparable to similarly titled measures reported by other
companies. Such measures are not recognized terms under U.S. GAAP,
and should be considered in addition to, and not as substitutes
for, or superior to, operating income, cash flows, revenues, or
other measures of financial performance prepared in accordance with
generally accepted accounting principles. Such measures are not a
completely representative measure of either the historical
performance or, necessarily, the future potential of DJSP. Adjusted
Net Income - The Company is providing adjusted Net Income, a
non-GAAP financial measure, along with GAAP measures, as a measure
of profitability because adjusted Net Income allows comparison of
past performance with the taxable structure that will be in place
after consummation of the transaction. In the calculation of
adjusted Net Income, the Company deducts the Depreciation and
Amortization amounts to the Adjusted EBITDA calculation and then
subtracts the income tax expense from that figure calculated at the
expected 'going forward' tax rate of 35%. DATASOURCE: Chardan 2008
China CONTACT: Kerry Propper, +1-646-465-9088
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