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TXinvestor82 (25.01)

Response to YONG fraud allegations

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March 29, 2011 – Comments (28) | RELATED TICKERS: YONG

Let's be clear:  If YONG is fooling (lower case 'f') us as investors, they must also be fooling KPMG as their auditor.  It gives me a lot of faith in this company when a big-four auditor, where reputation is everything, signs off on their internal reporting standards.

The allegations of fraud are just a hot topic right now because they are all the shorts have going for them.  They can't attack the business fundamentals, so they appeal to investor emotion.  But this will eventually fade.  Think of Ben Graham: "In the short term, the market is a voting machine.  In the long term, it is a weighing machine."

Following is an excerpt directly from YONG's 10-K for 2010.  It is the audit report written by KPMG, dated March 2011.  Pay special attention to the fifth paragraph.

I, too, am getting sick of the short attacks.  But I really like the long-term risk/reward scenario for this company.

______________________________________________________
 Report of Independent Registered Public Accounting Firm
 
The Board of Directors and Stockholders
Yongye International, Inc.:

We have audited Yongye International, Inc.’s (the “Company”) internal control over financial reporting as of December 31, 2010, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Yongye International, Inc.’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
 
In our opinion, Yongye International, Inc. maintained, in all material respects, effective internal control over financial reporting as of December 31, 2010, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of Yongye International, Inc. and subsidiaries as of December 31, 2010 and 2009, and the related consolidated statements of income, stockholders’ equity and comprehensive income, and cash flows for the years then ended, and our report dated March 14, 2011 expressed an unqualified opinion on those consolidated financial statements.

KPMG
Hong Kong, China
March 14, 2011

28 Comments – Post Your Own

#1) On March 29, 2011 at 10:44 PM, goldminingXpert (30.70) wrote:

The allegations of fraud are just a hot topic right now because they are all the shorts have going for them.  They can't attack the business fundamentals,

Allegations of fraud would inherently be an attack on business fundamentals. Your statement makes no sense.

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#2) On March 29, 2011 at 11:15 PM, buffalonate (96.91) wrote:

They have a p/e of 6 and a growth rate of 30%.  That is unheard of value.  If they are legit then wouldn't it be an obvious takeover target.  If that growth is verifiable businesses would be jumping all over each other to buy that company.  The fact that nobody has bought them out speaks volumes.   

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#3) On March 29, 2011 at 11:17 PM, Valyooo (99.81) wrote:

Did you see CCME?  Audited by deloitte, still a fraud

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#4) On March 30, 2011 at 1:27 AM, TXinvestor82 (25.01) wrote:

goldmining -

The following is an actual email that was sent, unsolicited, directly to a Yahoo user.  He assumes that the sender of this email got his email from the Yahoo Finance message boards.

This is exactly what I mean by the shorts' allegations of fraud that appeal to emotion rather than fundamentals.

_________________ 

(Reprinted from a posting on the YONG discussion board, March 29, 2011)

By reading yahoo board, I knew you had significant amount of money invested in YONG.

I tried to put a message to seek you online, but no result. I try this email address, if you receive it, reply back, otherwise I still need to contact with you.

YONG's situation is worsening, all of the cash is gone to the YONGYE group. Sales were overinflated by 400-500% because all of the province distributors are YONGYE Group's entities. There is no earning left for YONG. 

In two to three weeks, YONG's stock will collapse to less than 1 or delist altogether. Management stole all of the shareholders' money to build YONGYE group.

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#5) On March 30, 2011 at 1:39 AM, Valyooo (99.81) wrote:

TX,

somebody lied and said they got that email.  its exactly what you are accusing the shorts of doing.  they faked an email to prove that the shorts are "crazy"

Please, look at my recent caps redthumbs.  Half of them are delisting, half are  stopped trading.  Did you see ccme?  The most legit looking one of them all.

Just because Yongye SELLS A PRODUCT does not mean th ey are making their numbers up.  Seriously, look around you.  Every china small cap RTO is a fraud.  Every one.

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#6) On March 30, 2011 at 1:54 AM, UltraShortETF (99.18) wrote:

"They have a p/e of 6 and a growth rate of 30%.  That is unheard of value.  If they are legit then wouldn't it be an obvious takeover target[?]  If that growth is verifiable businesses would be jumping all over each other to buy that company.  The fact that nobody has bought them out speaks volumes."

I don't quite understand your logic here.  There are plenty of high-quality small cap names that operate independently and successfully for many years--if not indefinitely--without ever getting a takeover bid.  That doesn't necessarily mean they're "no good" - it just means that they might not happen to be a good fit for a potential acquirer.  Keep in mind, Yongye's business model only appeals to a specialized/niche market of the agricultural fertilizers industry.  Yongye may be a perfectly good company on its own, but probably wouldn't integrate very well with a larger company like Potash or Scotts Miracle-Gro (for example).

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#7) On March 30, 2011 at 8:38 AM, TopDogPicker (20.03) wrote:

Does anyone knows if any of the other fraudulent China RTOs:

1) cooperate with Stanford University or other top tier American universities?

2) got an award from Harvard University for Best Practices?

3) got a 15% discount on tax rate from a Chinese provicial government after being awarded a High Tech Enterprise Certification?

4) got a China Corporate Integrity Award? 

Here's the resume of Larry Gilmore VP of Corporate Strategy (from Business Week):

He joined Yongye in January 2008. Mr. Gilmore served as Senior Vice President of Operations for Asia Standard Energy from June 2005 to November 2007 and was responsible for raising investment and corporate oversight on finance and accounting. Prior to this, he served as Managing Director of GC Global from October 2001 to June 2004 and assisted large organizations in large scale change initiatives. Prior to this, he served as a Manager of Human Resources at Alcatel. He served as Senior Consultant at Deloitte and Touche. He has been Independent Director of Trunkbow International Holdings, Ltd. since February 10, 2010. Mr. Gilmore served as a Director for Asia Standard Energy from November 2007 to April 2008. He served as the Manager of Human Resources at Alcatel and Senior Consultant at Deloitte and Touche. Mr. Gilmore obtained a B.S. in Business Administration from California State University, Sacramento in 1985 and his M.S. in International Education from University of Southern California in 2001.

Any red flags in Mr. Gilmore's past career that we should know about? 

Did you know their CFO, Sam Yu has an MBA from Stanford?  Hmmm..... 

So far everything smells rosy.  I hope I'm right.  I wonder when Ian's going to share with us his next "article".  On standby for another buying opportunity.

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#8) On March 30, 2011 at 9:36 AM, JWValue (88.87) wrote:

Thanks TX.  This carries quite a bit of credibility.  And yes, CCME had Deloite - but Deloite also withdrew and refused to certify them, so Valyooo it is not the same.  In fact it carries even more credibility considering the CCME situation. 

Is there fraud in Chinese small caps?  Some, sure.  But when Valyooo says, " Every china small cap RTO is a fraud.  Every one," it is exactly the kind of fear mongering attack that TX is talking about.

It wasn't very long ago that one after another U.S. bank CEOs were stating that they had plenty of capital and everything was fine.  Then a week later their stock would crater and they would end up in receivership.  Valyooo could have just as easily said then, "Every U.S. bank is a fraud.  Every one."

People need to understand that there is a lot to gain from throwing fear out there - even from those who claim not to be shorting the stock like Beezek.  First, he is making a name for himself as someone who can move stocks.  Just pick a vulnerable sector and make allegations against some company which still has some confidence in it.  It will work regardless of the accuracy.  Secondly, you can't tell me that he doesn't tell his friends before he releases an attack article.    He's already recanted most of his first attack on YONG admitting that his allegations were answered, but the stock still moved huge that day.  People are profitting off these moves. 

Be aware - there can be fraud and manipulation in the allegations as well as in the companies.

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#9) On March 30, 2011 at 10:43 AM, buffalonate (96.91) wrote:

If the insiders are buying at the current price I would believe their story.  No one in the company has bought any shares since October. 

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#10) On March 30, 2011 at 10:51 AM, pebbles444 (< 20) wrote:

TopDogPicker....You make the most sense out of anyone, very logical, and provide all here a great deal of factual information.  I laugh everytime I read that you're waiting for the stock to be shorted again so you can buy more....I guess because I'm waiting for that too! 

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#11) On March 30, 2011 at 11:18 AM, goldminingXpert (30.70) wrote:

I did not recant my first article. I gave the company's perspective on my article in the interest of providing balance -- which is much different than saying I was wrong.

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#12) On March 30, 2011 at 11:31 AM, JWValue (88.87) wrote:

Beezek,

 Your second article said management had answered your allegations about the number of employees needed for the store count, the corporate structure, etc., satisfactorily except for the efficacy of their fertilizer.  That's what you said.  You seemed to have pulled the article - I can no longer find it, but that is the summation.

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#13) On March 30, 2011 at 11:33 AM, TopDogPicker (20.03) wrote:

If I was the insider:

1) maybe I don't have free cash lying around cause i forgot to embezzle

2) maybe I don't focus on my share price but on my business instead

3) maybe I don't mind to wait until it hits a lower level before I buy, and in the meantime maybe I just do what i'm best at, running my business

and maybe this and maybe that....  Insider buying or not, it doesn't tell me jack.  Look at DEER.  They bought... and so what?

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#14) On March 30, 2011 at 11:41 AM, TopDogPicker (20.03) wrote:

JWValue: did u mean this article?

http://seekingalpha.com/article/252617-yongye-international-some-answers-and-a-new-concern 

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#15) On March 30, 2011 at 11:44 AM, JWValue (88.87) wrote:

Yes TopDog, tahnk you.

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#16) On March 30, 2011 at 11:45 AM, NOWAYIMRIGHT (< 20) wrote:

Any company that can play a rise in the consumer price level is a good buy in China right now for American investors. The Chinese economy is growing and is rapidly inflating which causes an increase in prices. When the Chinese GDP per capita is at the same level as Mexico (which currently has GDP per capita at 1/4 that of the US) the Chinese economy will exceed the Us economy. Why you might ask. Well, this is because they have 4 times as many people as the United States does. At this point in time the dollar will undoubtedly be stronger than the yuan however the yuan will have become twice as strong relatively. Why is all of this a good bet for American investors because this is a safe haven against inflation domestically. Also, much like happened in the US less and less people in China are participating in subsistence farming as the country develops which causes the need for larger, industrial farms with increased productivity (aka fertilizers). The Chinese economy has recovered faster than the US economy, which is another reason to be invested in China. The fraud is an issue that should not be taken lightly, however there is a reason I invested in YONG as opposed to any of the other Chineses fertilizer companies.

YONG is the only one to receive the integrity award from the Chinese government. Anyone who knows anything about China knows that corruption exists there in that its a society based on chronyism, and if YONG is a chrony of the Party thats good for YONG and any of their investors.

KPMG!!! Come on people. The company is audited by KPMG, notable investment guru's have visited YONG facilities and tested their products.

I aplaud the shorts for their tactics and their ability to take large profits, however they are one step above penny stock pumpers and dumpers. The people who will be laughing all the way to the bank with YONG are those who are ultra long. This company is poised to be the Monsanto of China... just wait and see.

Disclosure: I am long YONG. And, I will buy more if it dips below $6.

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#17) On March 30, 2011 at 12:43 PM, goldminingXpert (30.70) wrote:

Read it again -- I said, for example, about employees that there wasn't an updated figure available (and Mr. Yu couldn't give me one over the phone) and that there should be more employees as of the next 10-K. There weren't many more employees when that report was filed, so I wrote another article explaining that.

I think it is safe to say that I know as well as, if not better than you, what I wrote. Thanks for your creative reintrepretation though.

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#18) On March 30, 2011 at 12:45 PM, goldminingXpert (30.70) wrote:

Also, I specifically called them out in article two for presenting seemingly bogus research (check Dr. Pettit's website, hehehe) to defend their product. I in no way affirmed the efficacy of humic acid.

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#19) On March 30, 2011 at 1:01 PM, TopDogPicker (20.03) wrote:

Do I sense a sinking ship? I feel someone is squirming.

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#20) On March 30, 2011 at 1:18 PM, JWValue (88.87) wrote:

Here is one of Beezek's quotes :

"As a result of this discussion, many of my concerns were sufficiently addressed. I am reasonably satisfied that nothing is amiss in the finances at Yongye."

This is a recant in my book.  It also displays quite a different perspective than his most recent article that again attacks the number of employees, etc.  They are slightly different takes on the same basic questions.  The only one that remains unanswered is about the disclosure filing of the distributor who may own enough stock to require notification. 

Whether this third party has sold some of the stock or has split it up among multiple parties or he actually has failed in his requirement, I don't know.  But as YONG put it, that is his responsibility, not the company's.  

I would imagine that KPMG is aware of the whole "conflict of interest" thing.  KPMG has access to the identity of the distributor.  Their reputation is at stake in the accuracy of the filing.  If they haven't red flagged anything in this area, I have a hard time believing that Ian Beezek has somehow found something they missed. 

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#21) On March 30, 2011 at 1:32 PM, TopDogPicker (20.03) wrote:

JWValueI didn't bother quoting it back, because I thought that most who read that article would have the same conclusion as you.  But hey it's a free country.  We each have the right to think whatever we want.  If it's wrong, it might cost us, that's all.

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#22) On March 30, 2011 at 4:18 PM, Valyooo (99.81) wrote:

Please give me one reason a company would choose to be traded through an RTO rather than an IPO if it was not a fraud.  ONE REASON. ONE.

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#23) On March 30, 2011 at 4:19 PM, Valyooo (99.81) wrote:

Has anybody seen how many of these got delisted recently, and how many caps points I made?  Jesus open your freakin eyes.  Im not a fear monger, I used to invest in these, then I realized theyre fake.

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#24) On March 30, 2011 at 4:43 PM, Valyooo (99.81) wrote:

Also I have beeen trying to short all of these things but theres no shares available to short.  So what do I have to gain by "fear mongering" ?

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#25) On March 30, 2011 at 6:54 PM, Momentum21 (98.13) wrote:

Please give me one reason a company would choose to be traded through an RTO rather than an IPO if it was not a fraud.  ONE REASON. ONE.

I am no expert but when the market is running hot it is much quicker than an IPO. It provides instant liquidity for a small cap where it is otherwise hard to find. Whether it is actually a cheaper execution is subject to debate and it is easy to see why any reverse merger is going to cost you in today's market where they all have been suspect.

They might be easier for a fraud to hide under but it doesn't necessarily mean that all reverse mergers are frauds.  

I wouldn't count all your CAPS points before they are booked Valyooo! Shorting successfully can be a dicier than trying to sell advertising on a bus... : )

 

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#26) On March 30, 2011 at 6:59 PM, goldminingXpert (30.70) wrote:

I was reasonably satisfied. And then the next 10-K came out that contradicted the impression I got from speaking with Mr. Yu. Situations can change -- unlike your opinions apparently.

By trying to misrepresent the work of those who are actively doing research rather than insulting people on a CAPS thread, you are making yourselves active accomplices should YONG end up being a scam.

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#27) On March 31, 2011 at 2:34 PM, Valyooo (99.81) wrote:

am no expert but when the market is running hot it is much quicker than an IPO. It provides instant liquidity for a small cap where it is otherwise hard to find. Whether it is actually a cheaper execution is subject to debate and it is easy to see why any reverse merger is going to cost you in today's market where they all have been suspect.

They might be easier for a fraud to hide under but it doesn't necessarily mean that all reverse mergers are frauds.  

I wouldn't count all your CAPS points before they are booked Valyooo! Shorting successfully can be a dicier than trying to sell advertising on a bus... : )

When was the small cap china market ever hot?

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#28) On March 31, 2011 at 5:49 PM, goldminingXpert (30.70) wrote:

Valyooo -- it was really smoking hot late 2007, it also had a decent run in late 2009, early 2010.

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