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    <title>China Logistics Group</title>
    <description>China Logistics Group</description>
    <link>http://chinasecurities.com/ir/LogisticsGroup</link>
    <language>en-US</language>
    <pubDate>18 Aug 2010 10:00:00 GMT</pubDate>
    <lastBuildDate>25 May 2013 18:57:15 GMT</lastBuildDate>
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      <title>[Press Release] China Logistics Group Reports Financial Results for the Second Quarter of 2010</title>
      <guid>message_5476</guid>
      <pubDate>18 Aug 2010 10:00:00 GMT</pubDate>
      <link>http://chinasecurities.com/ir/LogisticsGroup/messages/5476</link>
      <description>
        <![CDATA[<p>SHANGHAI, CHINA--(Marketwire - 08/18/10) - China Logistics Group, Inc. (OTC.BB:<a href="http://finance.yahoo.com/q?s=chlo.ob" target="_blank">CHLO</a> - <a href="http://finance.yahoo.com/q/h?s=chlo.ob" target="_blank">News</a>),  an international freight forwarder and logistics management company,  announced today its financial results for the second quarter of 2010.</p>
<p>Financial Highlights<br /> <em>- 2nd quarter 2010 revenue increases to $5.8 million, up 25.6% from $4.6 Million in the 2nd quarter of 2009<br /> - Revenues for the six months ended June 30, 2010 reached $11.2 million,  up 43.6% from $7.8 million recorded in the same period in 2009</em>.</p>
<p>Net  revenues for the second quarter of 2010 were $5.8 million, an increase  of 25.6% compared to the $4.6 million recorded in the second quarter of  2009. Revenues for the six months ended June 30, 2010 reached $11.2  million, up 43.6% from the $7.8 million recorded in the comparable  period in 2009. The increase in revenue is largely attributable to a  strong rebound in the shipping industry in China when compared to the  same period in 2009 coupled with an aggressive pricing strategy. In the  second quarter of 2010 our gross margins were 0.6%, a direct result of a  very competitive shipping and logistics market where we made price  concessions in an effort to garner new customers and increase shipping  volumes. Our gross margins were 6.8% in the same period in 2009.  Operating expenses for the second quarter of 2010 were $678,000, as  compared to $207,000 in the second quarter of 2009. The increase in  operating expenses is primarily due to stock based incentive  compensation expenses to an officer and director as well as one time  issuance of stock based compensation for consulting services.</p>
<p>On a  non-GAAP basis, net loss for the second quarter of 2010 was ($378,000)  after excluding non-cash items including $464,000 related to the  stock-based compensation expenses and $215,000 related to the change in  fair value of derivative liability. This compares to non-GAAP income of  $70,000 in the second quarter of 2009, excluding non-cash items. This  resulted in non-GAAP basic and diluted EPS of ($0.01) in the second  quarter of 2010 as compared to non-GAAP basic and diluted EPS of ($0.00)  in the second quarter of 2009. On a GAAP basis the Company recorded a  net loss of ($1.1 million) as compared to net income of $60,000 in the  second quarter of 2009. This resulted in GAAP basic and diluted EPS of  ($0.03) as compared to basic and diluted GAAP EPS of $0.00 in the second  quarter of 2009.</p>
<p>At June 30, 2010 the Company had cash of $1.1  million compared to $1.7 million at December 31, 2009. Total Assets at  June 30, 2010 improved to $6.5 million from $6.4 million at December 31,  2009 while total liabilities decreased to $6.2 million at June 30, 2010  from $8.7 million at December 31, 2009.</p>
<p>Commenting on China  Logistics Group's financial performance, Wei Chen, its CEO and Chairman,  stated, "We are pleased with our top line performance in the second  quarter. We have worked very hard to increase sales in a very  competitive environment and attempt to add additional customers. While  this has resulted in lower gross margins we are confident that it will  lead to better overall performance as the demand for logistic services  in and out of China continues to grow and we intend to work diligently  on behalf of our company and its shareholders."</p>
<p>About China Logistics Group, Inc.<br /> China Logistics Group, Inc. is a U.S. company doing business in China  through its 51% ownership in its subsidiary Shandong Jiajia  International Freight &amp; Forwarding Co., Ltd. (Shandong Jiajia).  Established in 1999; Shandong Jiajia is an international freight  forwarder and logistics manager located in China. Shandong Jiajia acts  as an agent for international freight and shipping companies. It sells  cargo space and arranges land, maritime, and air international  transportation for clients seeking primarily to export goods from China.</p>
<p>Since  its formation in 1999, Shandong Jiajia has offered its clients a  comprehensive service package which includes receipt of goods,  warehousing, transporting shipments, consolidation of freight, customs  declaration, inspection declaration, multimodal transport, and combined  large-scale logistics.</p>
<p>The Company has established relationships  with both domestic and international transportation service providers.  Shandong Jiajia has been an agent of world known shipping companies  including NYK (Nippon Yusen Kaisha), P&amp;O (Nedlloyd), and RCL  (Regional Container Lines). Shandong JiaJia has branch offices in major  seaport cities in China including Shanghai, Qingdao, Xiamen, and  Lianyungang.</p>
<pre> <br /><br /><br />                CHINA LOGISTICS GROUP, INC. AND SUBSIDIARIES<br />                        CONSOLIDATED BALANCE SHEETS<br /><br />                                                  June 30,     December 31,<br />                                                    2010           2009<br />                                                ------------  -------------<br />                                                  Unaudited<br />                           ASSETS<br />Current assets:<br />Cash                                            $  1,078,577  $   1,720,838<br />Accounts receivable, net                           3,257,683      2,923,990<br />Other Receivables                                  1,435,692      1,100,662<br />Advance to vendors and other prepaid expenses        210,782        146,062<br />Due from related parties                             464,689        447,032<br />                                                ------------  -------------<br />  Total current assets                             6,447,423      6,338,584<br />                                                ------------  -------------<br />Property and equipment, net                           25,052         39,748<br />                                                ------------  -------------<br />  Total assets                                  $  6,472,475  $   6,378,332<br />                                                ============  =============<br /><br />            LIABILITIES AND SHAREHOLDERS' EQUITY<br />Current liabilities:<br />Accounts payable - trade                           2,756,601      2,733,820<br />Accrued registration rights penalty                1,597,000      1,597,000<br />Other accruals and current liabilities               683,020        535,576<br />Advances from customers                              771,244        475,358<br />Due to related parties                               411,237        814,226<br />Foreign tax payable                                   18,555         18,784<br />                                                ------------  -------------<br />  Total current liabilities                        6,237,657      6,174,764<br />                                                ------------  -------------<br />Derivative liability                                       -      2,535,505<br />                                                ------------  -------------<br />Total liabilities                                  6,237,657      8,710,269<br />                                                ------------  -------------<br /><br />Equity:<br /> China Logistics Group, Inc. shareholders'<br />  equity<br />Preferred stock - $0.001 par value, 10,000,000<br /> shares authorized<br />  Series B convertible preferred stock -<br />   450,000 issued and outstanding at June 30,<br />   2010 and December 31, 2009                            450            450<br />Common stock, $.001 par value, 500,000,000<br /> shares authorized; 39,508,203 and 34,508,203<br /> shares issued and outstanding at June 30, 2010<br /> and December 31, 2009                                39,508         34,508<br />Additional paid-in capital                        20,498,979     17,057,203<br />Accumulated deficit                              (20,453,837)   (19,541,703)<br />Accumulated other comprehensive loss                (169,902)      (178,505)<br />                                                ------------  -------------<br />   Total China Logistics Group, Inc.<br />    shareholders' equity (deficit)                   (84,802)    (2,628,047)<br />                                                ------------  -------------<br />Noncontrolling interest                              319,620        296,110<br />                                                ------------  -------------<br />  Total equity                                       234,818     (2,331,937)<br />                                                ------------  -------------<br />  Total liabilities and equity                  $  6,472,475  $   6,378,332<br />                                                ============  =============<br /><br />         See notes to unaudited consolidated financial statements.<br /><br /><br />                CHINA LOGISTICS GROUP, INC. AND SUBSIDIARIES<br />                   CONSOLIDATED STATEMENTS OF OPERATIONS<br /><br />                     For the Three Months Ended   For the Six Months Ended<br />                              June 30,                    June 30,<br />                     --------------------------  --------------------------<br />                         2010          2009          2010          2009<br />                     ------------  ------------  ------------  ------------<br />                       Unaudited     Restated      Unaudited     Restated<br />Sales                $  5,788,599  $  4,607,989  $ 11,212,756  $  7,806,561<br />Cost of sales           5,755,453     4,293,127    10,768,978     7,582,716<br />                     ------------  ------------  ------------  ------------<br />  Gross profit             33,146       314,862       443,778  $    223,845<br />                     ------------  ------------  ------------  ------------<br /><br />Operating expenses:<br />  Selling, general<br />   and<br />   administrative         676,080       201,880       874,959       518,288<br />  Depreciation and<br />   amortization             2,248         4,735         5,146         7,085<br />  Bad debt expense<br />   (recovery of bad<br />   debt)                        -             -             -         1,244<br />                     ------------  ------------  ------------  ------------<br />   Total operating<br />    expenses              678,328       206,615       880,105       526,617<br />                     ------------  ------------  ------------  ------------<br />(Loss) income from<br /> operations              (645,182)      108,247      (436,327)     (302,772)<br />                     ------------  ------------  ------------  ------------<br /><br />Other income<br /> (expenses):<br /><br />   Realized exchange<br />    gain (loss)                 -        35,957             -        35,957<br />  Other income            (69,427)            -       (68,152)            -<br />  (Loss) gain on<br />   change in fair<br />   value of<br />   derivative<br />   liability             (214,873)       (5,293)     (447,059)    3,383,700<br />  Interest (expense)<br />   income                  (2,253)         (210)       (3,282)          813<br />                     ------------  ------------  ------------  ------------<br />   Total other<br />    (expenses)<br />    income               (286,553)       30,454      (518,493)    3,420,470<br />                     ------------  ------------  ------------  ------------<br /><br />(Loss) income before<br /> income taxes            (931,350)      138,701      (954,821)    3,117,698<br /> Foreign taxes              5,615         6,314        10,808         8,140<br />                     ------------  ------------  ------------  ------------<br />Net (loss) income        (937,350)      132,387      (965,629)    3,109,558<br />                     ------------  ------------  ------------  ------------<br /> Less: Net income<br />  (loss)<br />  attributable to<br />  the noncontrolling<br />  interest                122,031        72,670        15,213       (71,909)<br />                     ------------  ------------  ------------  ------------<br />Net (loss) income<br /> attributable to<br /> China Logistics<br /> Group, Inc.         $ (1,059,381) $     59,717  $   (980,841) $  3,181,467<br />                     ============  ============  ============  ============<br /><br />Earnings (loss) per<br /> common share:<br />  Basic              $      (0.03) $       0.00  $      (0.02) $       0.09<br />  Diluted            $      (0.03) $       0.00         (0.02) $       0.08<br /><br />Weighted average<br /> number of shares<br /> outstanding:<br />  Basic                38,815,895    34,508,203    36,673,949    34,508,203<br />  Diluted              38,815,895    39,008,203    36,673,949    39,008,203<br /><br />      See notes to unaudited consolidated financial statements.<br /><br /></pre>
<p>RECONCILIATION OF GAAP TO NON-GAAP NET INCOME<br /> The following table reconciles the calculation of net income per share  on a basic and fully diluted basis from the amounts reported in  accordance with generally accepted accounting principles ("GAAP") to  such amounts before giving effect to the following non-cash items:  depreciation and amortization and gain or loss due to the change in fair  value of derivative liability. This disclosure is being provided as we  believe it is meaningful to our investors and other interested parties  to understand our operating performance on a consistent basis without  regard to the impact of expenses linked to market fluctuations. The  presentation of the non-GAAP information titled "Non-GAAP net income,"  "Non-GAAP net loss," "Non-GAAP basic EPS" and "Non-GAAP diluted EPS" is  not meant to be considered in isolation or as a substitute for net  income or diluted income per share prepared in accordance with GAAP.</p>
<pre> <br />                            Three        Three<br />                            Months       Months     Six Months   Six Months<br />CHLO GAAP to Non-GAAP     Ended June   Ended June   Ended June   Ended June<br /> Reconciliation            30, 2010     30, 2009     30, 2010     30, 2009<br />                         -----------  -----------  -----------  -----------<br />                          Unaudited    Unaudited    Unaudited    Unaudited<br />                                        Restated                  Restated<br />GAAP net income<br /> attributable to CHLO<br /> common stockholders     $(1,059,381) $    59,717  $  (980,841)   3,181,467<br />Depreciation and<br /> Amortization expense          2,248        4,735        5,146        7,085<br />Share-based compensation<br /> expense                     464,000                   464,000<br />Change in fair value of<br /> derivative liability        214,873        5,293      447,059   (3,383,700)<br />                         -----------  -----------  -----------  -----------<br />Non-GAAP net income<br /> attributable to CHLO<br /> common stockholders        (378,260)      69,745      (64,636)    (195,148)<br />                         -----------  -----------  -----------  -----------<br /> Weighted Average Common<br />  Shares Outstanding -<br />  basic and diluted       38,815,895   34,508,203   36,673,949   34,508,203<br />GAAP Earnings applicable<br /> to common stockholders  $(1,059,381) $    59,717     (980,841)   3,181,467<br /> GAAP Basic EPS                (0.03)        0.00        (0.03)        0.09<br /> GAAP Diluted EPS              (0.03)        0.00        (0.03)        0.08<br />Non-GAAP Earnings<br /> applicable to common<br /> stockholders               (378,260)      69,745      (64,636)    (195,148)<br /> Non-GAAP Basic EPS            (0.01)        0.00        (0.00)       (0.01)<br /> Non-GAAP Diluted EPS    $     (0.01) $      0.00        (0.00)       (0.01)<br />                         -----------  -----------  -----------  -----------<br />Shares used in basic net<br /> income per-share<br /> calculation - GAAP       38,815,895   34,508,203   36,673,949   34,508,203<br />Shares used in basic net<br /> income per-share<br /> calculation - Non-GAAP   38,815,895   34,508,203   36,673,949   34,508,203<br />Shares used in diluted<br /> net income per-share<br /> calculation - GAAP       38,815,895   39,008,203   36,673,949   39,008,203<br />Shares used in diluted<br /> net income per-share<br /> calculation - Non-GAAP   38,815,895   39,008,203   36,673,949   39,008,203<br /></pre>
<p>Safe Harbor Statement<br /> In connection with the safe harbor provisions of the Private Securities  Litigation Reform Act of 1995, China Armco Metals, Inc., is hereby  providing cautionary statements identifying important factors that could  cause our actual results to differ materially from those projected in  forward-looking statements (as defined in such act). Any statements that  are not historical facts and that express, or involve discussions as  to, expectations, beliefs, plans, objectives, assumptions or future  events or performance (often, but not always, indicated through the use  of words or phrases such as "will likely result," "are expected to,"  "will continue," "is anticipated," "estimated," "intends," "plans,"  "believes" and "projects") may be forward-looking and may involve  estimates and uncertainties which could cause actual results to differ  materially from those expressed in the forward-looking statements. These  statements include, but are not limited to, our guidance and  expectations regarding revenues, net income and earnings. In addition,  any such statements are qualified in their entirety by reference to, and  are accompanied by, the following key factors that have a direct  bearing on our results of operations:</p>
<ul>
<li>our ability to continue as a going concern; </li>
<li>risks from Securities and Exchange Commission litigation; </li>
<li>the loss of the services of any of our executive officers or the  loss of services of any of our key persons responsible for the  management, sales, marketing and operations efforts of our subsidiaries; </li>
<li>continuing material weaknesses in our disclosure controls and  procedures and internal control over financial reporting which may lead  to additional restatements of our financial statements; </li>
<li>our dependence upon advisory services provided by a U.S. company due to our management's location in the PRC; </li>
<li>Our reliance on overseas cargo agents to provide services to us and to our customers; </li>
<li>Significant credit risks in the operation of our business; </li>
<li>Difficulties in effecting service of legal process, enforcing  foreign judgments or bringing original actions in China based on United  States or other foreign laws; </li>
<li>Fluctuation in the value of the renminbi (rmb); </li>
<li>Substantially all of our assets and all of our operations are  located in the PRC and are subject to changes resulting from the  political and economic policies of the Chinese government; </li>
<li>The Chinese government exerts substantial influence over the manner in which we must conduct our business activities; </li>
<li>A slowdown in the Chinese economy or an increase in its inflation rate; </li>
<li>Any recurrence of severe acute respiratory syndrome, or SARS, or another widespread public health problem; </li>
<li>Restrictions on currency exchange; </li>
<li>Chinese laws and regulations governing our business operations are  sometimes vague and uncertain and the effects of any changes in such  laws and regulations; </li>
<li>Our ability to enforce our rights due to policies regarding the regulation of foreign investments in the PRC; </li>
<li>The dilutive effects of an exercise of our outstanding warrants and  the possible conversion of our Series B Convertible Preferred stock; </li>
<li>Our lack of various corporate governance measures, in the absence of  which, shareholders may have more limited protections against  interested director transactions, conflicts of interest and similar  matters; </li>
<li>The impact of "penny stock" status and lack of liquidity of our  stock which currently trades and is quoted on the OTC bulletin board;  and </li>
<li>The impact of the cashless exercise provisions of our outstanding warrants. </li>
</ul>
<p>We caution that the factors described herein could cause actual  results to differ materially from those expressed in any forward-looking  statements we make and that investors should not place undue reliance  on any such forward-looking statements. Further, any forward-looking  statement speaks only as of the date on which such statement is made,  and we undertake no obligation to update any forward-looking statement  to reflect events or circumstances after the date on which such  statement is made or to reflect the occurrence of anticipated or  unanticipated events or circumstances. New factors emerge from time to  time, and it is not possible for us to predict all of such factors.  Further, we cannot assess the impact of each such factor on our results  of operations or the extent to which any factor, or combination of  factors, may cause actual results to differ materially from those  contained in any forward-looking statements. This press release is  qualified in its entirety by the cautionary statements and risk factor  disclosure contained in our Securities and Exchange Commission filings,  including our Annual Report on Form 10-K for the year ended December 31,  2009.</p>
<div>
<h2>Contact:</h2>
</div>
<pre><br /> <br /><strong>Contact:<br /></strong>China Logistics Group, Inc.<br />Lillian Wong<br />Investor Relations<br />954-363-7333<br /><a href="mailto:ir@chinalogisticsinc.com" target="_blank">ir@chinalogisticsinc.com</a> </pre>]]>
      </description>
    </item>
    <item>
      <title>[Press Release] China Logistics Group Reports Financial Results for the First Quarter of 2010</title>
      <guid>message_5324</guid>
      <pubDate>03 Jun 2010 12:00:00 GMT</pubDate>
      <link>http://chinasecurities.com/ir/LogisticsGroup/messages/5324</link>
      <description>
        <![CDATA[<p>SHANGHAI, CHINA--(Marketwire - 06/03/10) - China Logistics Group, Inc. (OTC.BB:<a href="http://finance.yahoo.com/q?s=chlo.ob" target="_blank">CHLO</a> - <a href="http://finance.yahoo.com/q/h?s=chlo.ob" target="_blank">News</a>), an international freight forwarder and logistics management company, announced today its financial results for the first quarter of 2010.</p>
<p><em>Financial Highlights</em></p>
<p>-1st quarter 2010 revenue increases to $5.4 million, up 69% from $3.2 Million in the 1st quarter of 2009<br /> -1st quarter 2010 Non-GAAP Net Income of $207,000 versus loss of ($409,000) in 1st quarter of 2009<br /> -1st quarter 2010 Non-GAAP basic EPS of $0.01 versus ($0.01) in 1st quarter of 2009 <br /> -1st quarter 2010 GAAP net loss of ($28,000) after inclusion of a non-cash charge of ($232,000) for the increase in derivative liability<br /> -1st quarter 2010 GAAP basic EPS of $0.00 versus $0.09 in first quarter of 2009</p>
<p><em>First Quarter 2010 Financial Results</em></p>
<p>Net revenues for the first quarter of 2010 were $5.4 million, an increase of 69% compared to the $3.2 million recorded in the first quarter of 2009. The increase in revenue is largely attributable to a stronger overall business environment in 2010 as compared to 2009.</p>
<p>Cost of goods sold for the first quarter of 2010 were $5.0 million, as compared to $3.3 million in the first quarter of 2009. Gross profit margin was 7.4% in the first quarter of 2010 as compared to (3.0%) in the first quarter of 2009. The increase in margin in the first quarter of 2010 was mainly due to increased shipping activity in an overall improving economic environment. Operating expenses for the first quarter of 2010 were $209,000, as compared to $320,000 in the first quarter of 2009. The Company's operating expenses are comprised of selling expenses and general and administrative expenses.</p>
<p>On a non-GAAP basis, net income for the first quarter of 2010 was $207,000 as compared to a non-GAAP loss of ($409,000) in the first quarter of 2009. This resulted in non-GAAP basic EPS of $0.01 as compared to non-GAAP basic EPS of ($0.01) in the first quarter of 2009 after deducting all non-cash items including $232,000 related to the increase in the fair market value of outstanding warrants treated as derivative liabilities. On a GAAP basis the Company recorded a net loss of ($28,000) as compared to net income of $3.0 million in the first quarter of 2009 (inclusive of a gain of $3.4 million from the reduction in fair market value of the same warrants). This resulted in GAAP basic EPS of $0.00 as compared to basic GAAP EPS of $0.09 in the first quarter of 2009.</p>
<p>At March 31, 2010 the Company had cash of $1.5 million as compared to $1.7 million at December 31, 2009.</p>
<p>Commenting on China Logistics Group's financial performance, Wei Chen, its CEO and Chairman, stated, "We are pleased with our performance in the first quarter. We increased sales over 69% from the same period in 2009 and were operationally profitable for the first quarter of 2010. Our efforts to cut costs reduced operating expenses as a percentage of revenue and our business climate has significantly improved creating positive momentum for our business as we move into the remainder of 2010. We believe our business will continue to improve as the demand for logistic services in and out of China continues to grow and we intend to work diligently on behalf of our company and its shareholders."</p>
<p>About China Logistics Group, Inc.<br /> China Logistics Group, Inc. is a U.S. company doing business in China through its 51% ownership in its subsidiary Shandong Jiajia International Freight &amp; Forwarding Co., Ltd. (Shandong Jiajia). Established in 1999; Shandong Jiajia is an international freight forwarder and logistics manager located in China. Shandong Jiajia acts as an agent for international freight and shipping companies. It sells cargo space and arranges land, maritime, and air international transportation for clients seeking primarily to export goods from China.</p>
<p>Since its formation in 1999, Shandong Jiajia has offered its clients a comprehensive service package which includes receipt of goods, warehousing, transporting shipments, consolidation of freight, customs declaration, inspection declaration, multimodal transport, and combined large-scale logistics.</p>
<p>The Company has established relationships with both domestic and international transportation service providers. Shandong Jiajia has been an agent of world known shipping companies including NYK (Nippon Yusen Kaisha), P&amp;O (Nedlloyd), and RCL (Regional Container Lines). Shandong JiaJia has branch offices in major seaport cities in China including Shanghai, Qingdao, Xiamen, and Lianyungang.</p>
<pre> <br />              CONSOLIDATED STATEMENTS OF OPERATIONS<br />                           (UNAUDITED)<br />                                                For the Three Months Ended<br />                                                         March 31,<br />                                                    2010           2009<br />                                               -------------  -------------<br />                                                                (Restated)<br />Sales                                          $   5,424,157  $   3,198,572<br />Cost of sales                                      5,013,525      3,289,589<br />                                               -------------  -------------<br />  Gross profit                                       410,632        (91,017)<br />                                               -------------  -------------<br /><br />Operating expenses:<br />  Selling, general and<br />   administrative                                    198,879        316,408<br />  Depreciation and amortization                        2,898          2,351<br />  Bad debt expense                                         -          1,244<br />                                               -------------  -------------<br />      Total operating expenses                       201,778        320,003<br />                                               -------------  -------------<br />Income (loss) from operations                        208,855       (411,020)<br />                                               -------------  -------------<br /><br />Other income (expenses):<br />    Other income                                       1,275<br />  Change in fair value of<br />   derivative liability                             (232,186)     3,388,993<br />  Interest (expense) income                           (1,029)         1,021<br />                                               -------------  -------------<br />      Total other (expenses) income                 (231,940)     3,390,014<br />                                               -------------  -------------<br /><br />  (Loss) income before income taxes                  (23,085)     2,978,994<br />                                               -------------  -------------<br />  Foreign taxes                                        5,193          1,826<br />                                               -------------  -------------<br />Net (loss) income                                    (28,278)     2,977,168<br />                                               -------------  -------------<br />  Less: Net income (loss)<br />   attributable to the<br />   noncontrolling interest                           106,818       (144,579)<br />                                               -------------  -------------<br />Net (loss) income attributable to<br /> China Logistics Group, Inc.                        (135,096)     3,121,747<br />                                               -------------  -------------<br /><br /><br />Other comprehensive income (loss):<br />  Foreign currency translation<br />   adjustments                                         4,101         45,968<br />                                               -------------  -------------<br />Comprehensive (loss) income                    $    (130,995) $   3,032,479<br />                                               =============  =============<br /><br />Earnings (loss) per common share:<br />    Basic                                      $       (0.00) $        0.09<br />                                               =============  =============<br />    Diluted                                    $       (0.00) $        0.08<br />                                               =============  =============<br /><br />Weighted average number of shares<br /> outstanding:<br />  Basic                                           34,508,203     34,508,203<br />                                               =============  =============<br />  Diluted                                         34,508,203     39,008,203<br />                                               =============  =============<br /><br /><br />                CHINA LOGISTICS GROUP, INC. AND SUBSIDIARIES<br />                        CONSOLIDATED BALANCE SHEETS<br />                                                               December 31,<br />                                                  March 31,<br />                                                     2010          2009<br />                                                ------------- -------------<br />                                                 (Unaudited)<br />                     ASSETS<br />Current assets:<br />  Cash                                          $   1,455,436 $   1,720,838<br />  Accounts receivable, net                          2,797,725     2,923,990<br />  Other receivables                                 1,255,835     1,100,662<br />  Advance to vendors                                  219,760       146,062<br />  Due from related parties                            343,358       447,032<br />                                                ------------- -------------<br />    Total current assets                            6,072,114     6,338,584<br /><br />  Property and equipment, net                          26,046        39,748<br />                                                ------------- -------------<br />    Total assets                                $   6,098,160 $   6,378,332<br />                                                ============= =============<br /><br />     LIABILITIES AND SHAREHOLDERS' DEFICIT<br />Current liabilities:<br />  Accounts payable - trade                          1,965,606     2,733,820<br />  Accrued registration rights penalty               1,597,000     1,597,000<br />  Other accruals and current liabilities              848,375       535,576<br />  Advances from customers                             892,974       475,358<br />  Due to related parties                              360,815       814,226<br />  Foreign tax payable                                  17,912        18,784<br />                                                ------------- -------------<br />    Total current liabilities                       5,682,682     6,174,764<br /><br />  Derivative Liability                              2,767,691     2,535,505<br />                                                ------------- -------------<br />Total liabilities                                   8,450,373     8,710,269<br />                                                ------------- -------------<br /><br />Deficit:<br />China Logistics Group, Inc. shareholders'<br /> equity<br />  Preferred stock - $0.001 par value,<br />   10,000,000 shares authorized Series B<br />   convertible preferred stock - 450,000 issued<br />   and outstanding at March 31, 2010 and<br />   December 31, 2009                                      450           450<br />  Common stock, $.001 par value, 500,000,000<br />   shares authorized; 34,508,203 shares issued<br />   and outstanding at March 31, 2010 and<br />   December 31, 2009                                   34,508        34,508<br />  Additional paid-in capital                       17,057,203    17,057,203<br />  Accumulated deficit                             (19,676,799)  (19,541,703)<br />  Accumulated other comprehensive loss               (174,407)     (178,505)<br />                                                ------------- -------------<br />    Total China Logistics Group, Inc.<br />     shareholders' equity (deficit)                (2,759,045)   (2,628,047)<br />                                                ------------- -------------<br />  Noncontrolling interest                             406,832       296,110<br />                                                ------------- -------------<br />    Total deficit                                  (2,351,213)   (2,331,937)<br />                                                ------------- -------------<br />    Total liabilities and deficit               $   6,098,160 $   6,378,332<br />                                                ============= =============<br /><br />                                                ============= =============<br /></pre>
<p>RECONCILIATION OF GAAP TO NON-GAAP NET INCOME</p>
<p>The following table reconciles the calculation of net income per share on a basic and fully diluted basis from the amounts reported in accordance with generally accepted accounting principles ("GAAP") to such amounts before giving effect to the following non-cash items: depreciation and amortization and gain or loss due to the change in fair value of derivative liability. This disclosure is being provided as we believe it is meaningful to our investors and other interested parties to understand our operating performance on a consistent basis without regard to the impact of expenses linked to market fluctuations. The presentation of the non-GAAP information titled "Non-GAAP net income," "Non-GAAP net loss," "Non-GAAP basic EPS" and "Non-GAAP diluted EPS" is not meant to be considered in isolation or as a substitute for net income or diluted income per share prepared in accordance with GAAP.</p>
<pre> <br /><br />                                            Three Months     Three Months<br />                                            Ended March    Ended March 31,<br />                                             31, 2010             2009<br />                                           -------------   ----------------<br />                                             Unaudited         Unaudited<br />                                           -------------   ----------------<br />                                                               Restated<br />GAAP net income                            $     (28,278)  $      2,977,168<br />Depreciation and Amortization expense              2,898              2,351<br />Change in fair value of derivative<br /> liability                                       232,186         (3,388,993)<br />                                           -------------   ----------------<br />Non-GAAP net income                              206,806           (409,474)<br />                                           -------------   ----------------<br />  Weighted Average Common Shares<br />   Outstanding - basic and diluted            34,508,203         34,508,203<br />GAAP Earnings applicable to common<br /> stockholders                              $     (28,278)  $      2,977,168<br />    GAAP Basic EPS                                 (0.00)              0.09<br />    GAAP Diluted EPS                               (0.00)              0.09<br />Non-GAAP Earnings applicable to common<br /> stockholders                                    206,806           (409,474)<br />    Non-GAAP Basic EPS                              0.01              (0.01)<br />    Non-GAAP Diluted EPS                   $        0.01   $          (0.01)<br />                                           -------------   ----------------<br />Shares used in basic net income per-share<br /> calculation - GAAP                           34,508,203         34,508,203<br />Shares used in basic net income per-share<br /> calculation - Non-GAAP                       34,508,203         34,508,203<br />Shares used in diluted net income per-<br /> share calculation - GAAP                     34,508,203         34,508,203<br />Shares used in diluted net income per-<br /> share calculation - Non-GAAP                 34,508,203         34,508,203<br /></pre>
<p>Safe Harbor Statement</p>
<p>In connection with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, China Armco Metals, Inc., is hereby providing cautionary statements identifying important factors that could cause our actual results to differ materially from those projected in forward-looking statements (as defined in such act). Any statements that are not historical facts and that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, indicated through the use of words or phrases such as "will likely result," "are expected to," "will continue," "is anticipated," "estimated," "intends," "plans," "believes" and "projects") may be forward-looking and may involve estimates and uncertainties which could cause actual results to differ materially from those expressed in the forward-looking statements. These statements include, but are not limited to, our guidance and expectations regarding revenues, net income and earnings. In addition, any such statements are qualified in their entirety by reference to, and are accompanied by, the following key factors that have a direct bearing on our results of operations:</p>
<ul>
<li>our ability to continue as a going concern; </li>
<li>risks from Securities and Exchange Commission litigation; </li>
<li>the loss of the services of any of our executive officers or the loss of services of any of our key persons responsible for the management, sales, marketing and operations efforts of our subsidiaries; </li>
<li>continuing material weaknesses in our disclosure controls and procedures and internal control over financial reporting which may lead to additional restatements of our financial statements; </li>
<li>our dependence upon advisory services provided by a U.S. company due to our management's location in the PRC; </li>
<li>Our reliance on overseas cargo agents to provide services to us and to our customers; </li>
<li>Significant credit risks in the operation of our business; </li>
<li>Difficulties in effecting service of legal process, enforcing foreign judgments or bringing original actions in China based on United States or other foreign laws; </li>
<li>Fluctuation in the value of the renminbi (rmb); </li>
<li>Substantially all of our assets and all of our operations are located in the PRC and are subject to changes resulting from the political and economic policies of the Chinese government; </li>
<li>The Chinese government exerts substantial influence over the manner in which we must conduct our business activities; </li>
<li>A slowdown in the Chinese economy or an increase in its inflation rate; </li>
<li>Any recurrence of severe acute respiratory syndrome, or SARS, or another widespread public health problem; </li>
<li>Restrictions on currency exchange; </li>
<li>Chinese laws and regulations governing our business operations are sometimes vague and uncertain and the effects of any changes in such laws and regulations; </li>
<li>Our ability to enforce our rights due to policies regarding the regulation of foreign investments in the PRC; </li>
<li>The dilutive effects of an exercise of our outstanding warrants and the possible conversion of our Series B Convertible Preferred stock; </li>
<li>Our lack of various corporate governance measures, in the absence of which, shareholders may have more limited protections against interested director transactions, conflicts of interest and similar matters; </li>
<li>The impact of "penny stock" status and lack of liquidity of our stock which currently trades and is quoted on the OTC bulletin board; and </li>
<li>The impact of the cashless exercise provisions of our outstanding warrants. </li>
</ul>
<p>We caution that the factors described herein could cause actual results to differ materially from those expressed in any forward-looking statements we make and that investors should not place undue reliance on any such forward-looking statements. Further, any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of anticipated or unanticipated events or circumstances. New factors emerge from time to time, and it is not possible for us to predict all of such factors. Further, we cannot assess the impact of each such factor on our results of operations or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. This press release is qualified in its entirety by the cautionary statements and risk factor disclosure contained in our Securities and Exchange Commission filings, including our Annual Report on Form 10-K for the year ended December 31, 2009.</p>
<div>
<h2>Contact:</h2>
</div>
<pre><br /> <br /><strong>Contact:</strong><br />China Logistics Group, Inc.<br />Lillian Wong<br />Investor Relations<br /><span>954-363-7333</span><span><span> begin_of_the_skype_highlighting</span> <span><span>  </span><span><span style="">      </span>   </span><span><span>  954-363-7333</span></span><span>     </span></span> <span>end_of_the_skype_highlighting</span></span><br /><a href="mailto:ir@chinalogisticsinc.com" target="_blank">ir@chinalogisticsinc.com</a> </pre>]]>
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      <title>[WebLink] Route System</title>
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      <pubDate>21 May 2009 15:44:01 GMT</pubDate>
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      <title>[Photo] CHLO Network</title>
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      <pubDate>21 May 2009 15:43:23 GMT</pubDate>
      <link>http://chinasecurities.com/ir/LogisticsGroup/photos</link>
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      <title>[Broadcast] Welcome to Chinasecurities</title>
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      <pubDate>10 Mar 2009 18:26:33 GMT</pubDate>
      <link>http://chinasecurities.com/ir/LogisticsGroup/webcasts/86</link>
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      <title>[Press Release] China Logistics Names Wei Chen as Chief Executive Officer and Chairman of BoD</title>
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      <pubDate>10 Jul 2008 10:01:00 GMT</pubDate>
      <link>http://chinasecurities.com/ir/LogisticsGroup/messages/259</link>
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        <![CDATA[<div><span><span style="font-family: Arial;"><span style="font-size: small;"><strong>Corporate Headquarters Relocated to Paramount, California as Company Focuses on Its Logistics Operations</strong></span></span></span><em><br /> </em></div>
<p>PARAMOUNT, Ca., July 10, 2008 (PRIME NEWSWIRE) -- China Logistics Group, Inc. (OTC BB: <a href="http://www.chinalogisticsinc.com/ir/marketstats.php" target="_blank">CHLO.OB</a> - News), an international freight forwarder and logistics management company, announced today it has appointed Mr. Wei Chen as the Chief Executive Officer and Chairman of the Board of Directors. The company has also relocated its corporate headquarters to Paramount, California as the company focuses on its logistics operations.</p>
<p>Mr. Wei Chen has been general manager of the Shanghai Branch of Shandong Jiajia International Freight &amp; Forwarding Co., Ltd. ("Shandong Jiajia"), the company's majority owned subsidiary, since February of 2002. Prior to joining Shandong Jiajia, Mr. Chen was managing director of the logistics department at the Shanghai Branch of Beijing Sunshine International Freight Co., Ltd. from October 1998 to February 2002. Mr. Chen obtained a Bachelor's Degree in International Shipping from Shanghai Maritime University in 1992.</p>
<p>Commenting on the appointment of Mr. Chen and the relocation of the corporate headquarters, V. Jeffrey Harrell, President of China Logistics Group, Inc., stated, "We are very excited to have Mr. Chen take this leadership role in our company. His experience and passion for this business will be of great help as we build for the future success of our company. As a first step in this new era we have strategically located our corporate headquarters at one of the busiest harbors in the world which will allow us to provide the finest hands on service to our shipping customers. We are pleased with the current progress we have made in such a short period of time, and we look forward to continuing to build China Logistics into a world class organization in the shipping industry."</p>]]>
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      <title>[Press Release] MediaReady, Inc. Changes Name to China Logistics Group, Inc.</title>
      <guid>message_260</guid>
      <pubDate>12 Mar 2008 11:01:00 GMT</pubDate>
      <link>http://chinasecurities.com/ir/LogisticsGroup/messages/260</link>
      <description>
        <![CDATA[<div><span><span style="font-family: Arial;"><span style="font-size: small;"><strong>New Company Will Now Trade Under the Symbol 'CHLO'</strong></span></span></span><em><br /> </em></div>
<p>FORT LAUDERDALE, Fla., March 12, 2008 (PRIME NEWSWIRE) -- MediaReady, Inc. announced today it has changed its name to China Logistics Group, Inc. China Logistics Group, Inc. operates two segments: international freight forwarder and logistics management and a supplier of broadband products, services and content. The name change will be effective as of close of business on March 11, 2008. As a result of the name change, the company's trading symbol on the OTC Bulletin Board will change to "CHLO" effective at market open on March 12, 2008 and the new CUSIP number for its common stock will be 39986A103. Our common stock will trade on a post-split basis at market open on Wednesday, March 12, 2008.</p>
<p>At the close of business on March 11, 2008 every 40 shares of common stock outstanding immediately prior thereto will be equal to one share of common stock. No cash will be paid or distributed as a result of the reverse stock split and no fractional shares will be issued. All fractional shares which would otherwise be required to be issued as a result of the stock split will be rounded up to the nearest whole share. The split will be recorded on our stock transfer records in the form of book entry. As such, following the name change and reverse split the share certificates representing the pre-split shares bearing the name "MediaREADY, Inc." will continue to be valid with the adjustment for the number of shares owned being made on our stock transfer records. In the future, certificates representing post-split shares and the corporate new name will be issued in due course as old share certificates are tendered for exchange or transfer to our transfer agent.</p>
<p>Management believes the new name more accurately reflects the company's business operations today and on a going forward basis. On December 31, 2007 the company acquired a 51% interest in Shandong Jiajia International Freight &amp; Forwarding Co., Ltd.</p>
<p>Commenting on the name change V. Jeffrey Harrell, CEO of China Logistics Group, Inc. stated "The name change more accurately reflects our new business direction, focusing on the vast opportunity in China. We have laid the foundation for future growth with the Jiajia acquisition and we are pleased with the traction we are seeing since they have been a part of our company. We believe 2008 will be a year of significant improvement in our operating results as we build the company to a profitable future.</p>
<p>About China Logistics Group, Inc.</p>
<p>China Logistics Group, Inc. operates in two business segments: international  freight forwarder and logistics management and a supplier of broadband products,  services and content company. As a freight forwarder and logistics management  company, we act as an agent for international freight and shipping companies,  selling cargo space and arranging land, maritime, and air international  transportation for clients seeking to import or export goods from or into China.</p>]]>
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