Question

[maplell2002]

Many people in the market think PwC only started to review IC report after it was released. They worry about that the continued delay is caused by PwC finding new issues. But they don't know PwC actually had reviewed IC report over and over again (for more than a month) before they allowed it to be released. And vice versa, IC had incorporated PwC's opinions in their report as well.

how do you know that?

I have answered this question in the past. I can tell you it is not rumor and you can believe it. All facts can be checked sooner or later anyway. But still, it's up to your judgment and commonsense.

[BillNeuburger]

Concurring to what maplell2002 has said above -- I also heard the similar thing that PWC has been reviewing the IC for quite some time. There were lots of back-and-forth btwn IC and PWC. At the end, only after IC did incorporate and accommodate all the discrepancies, did PWC give the blessing to have IC released on June 04.

If those are all true, it sounds like PWC is assissting short. Why they can put their opinion on the 'independent' report? i don't understand it.

what if some leading partner in PWC work with short seller like MW? they can easily make millions of dollars out of it. and at the end once a clean report is issued, they will again get all creditability due to hard of work. The short also has so little risk because they can use option or others to hedge it if they had inside information. It's the retail investor who suffer loss from it and then blame company as a result. this system is so corrupted.

as a long investor i really don't care about current stock price, but i saw so many post on the forum saying 'i'll buy at 7.20 and stop loss at 7...', and the stock price can easily be manipulated if short can borrow so many shares to sell and see those stop loss orders in the system.

I'm not looking to make enemies with fellow long investors however I'm tired of hearing people say "be patient" and "I don't care where the stock is" that's horse crap! You should care that the stock drops 4% daily because management although are very bright and experienced technologists have not done enough to protect investors long term minded or short term pick your poison, the company made the decision to let things play out because they are innocent. Ok, and you mean to tell me a stock that sells off daily is fine? Maybe if you bought at $7. But if you were or are a long term shareholder it's inexcusable to let things fester without  shareholder friendly intervention. And there are plenty of tools they have and had at their disposal. During these times it's of the utmost importance that the company take action. It's abhorrent to let the stock keep falling give me a break guys. This is a stock you own in a very healthy bill market and dropping like a rock.

[admin]

["But if you were or are a long term shareholder it's inexcusable to let things fester without shareholder friendly intervention. And there are plenty of tools they have and had at their disposal."]

I really understand your frustration, but it might be my lack of imagination that I don't see plenty of tools at their disposal to do something about the share price.

They:
- pursued with business, which is doing fine
- sold parts of divisions, putting metrics on these far in excess of the share price, but this has had no impact on the share price

So I'm a little curious what other tools they have available that would actually have an impact. I think the only thing that matters right now is PCW, no matter what rabbit management pulls out of its sleeve, IMHO.

[BillNeuburger]

Ok.
1. The minority stake sales were interesting to establish an underlying valuation of those businesses, and in everyday terms if the stock was meaningfully undervalued and filings were current, etc it would have an impact. However given the circumstances it does nothing for the ADR's which we are invested in and that's most important. Now if the filing had been made a day or two later it would appear a strategic move to sell the minority stakes but we have nothing. So although the move was interesting there's no impact to the ADR which is what needs stabilization and given their criticism this should have been accounted for in making this announcement.

2. They are locked up in the blackout period which is taking forever, I'm not sure if they can get out of this by fully announcing earnings in p.r. That's enough to typically get out of the blackout at which point they could buy the stock hand over fist.

3. It's of no surprise that most targeted companies often sell themselves because the attacks are too much to deal with. They have been against this, after a short while given many of the attacks the sec ruling etc, they should have sold the company even if a portion of the sale had an embedded Contingent Value Right upon receiving a clean audit and clean Indy report. They saw the stock move higher and lost track of the worst case scenario which inevitably we are in and that's prolonged delays.

4. They have been more open to strategic interest in the company as opposed to selling the company to date we don't know of any. However given they have a been cleared via the Indy report and their relationship with various players it would be beneficial to sound out various parties to take a stake via the open public markets. There's no reason the company should sell new shares so this could be done to support the company and add much needed confidence. A 13g by a hedge find is strictly seen as opportunistic and could be a flip for all anyone knows.

5. The strategic interest could be announced or formulated via a tender offer for "x"
Amount of shares at "x" price at or around fair value or at a discount. Weak hands would tender and a stronger shareholder base would be there. Tender offers often squeeze short sellers.

6. Announce the intention of adding Altimeter to the board, this takes the shares out of the float and adds much needed confidence along with an American representative to the board.(board changes cannot be announced during blackout periods though)

I could go on with more. In the end they serve shareholders or should. They should not be self-serving and any executive being paid well or having controlling shares who allow for over a billion in market value deterioration and doesn't change course will be accused of being self serving and at this point I feel this way because there are alternatives for stabilization. They could pay themselves billions for all I care but if they do shareholders need to benefit as well!

They made mistakes with announcing the timing of releases, sure they were misled too, but given all that, things change and NQ needs to adjust for the situation they are in.

*if I messed up grammar or spelling, I'm on my phone*

[gaosl11]

I'm not looking to make enemies with fellow long investors however I'm tired of hearing people say "be patient" and "I don't care where the stock is" that's horse crap! You should care that the stock drops 4% daily because management although are very bright and experienced technologists have not done enough to protect investors long term minded or short term pick your poison, the company made the decision to let things play out because they are innocent. Ok, and you mean to tell me a stock that sells off daily is fine? Maybe if you bought at $7. But if you were or are a long term shareholder it's inexcusable to let things fester without  shareholder friendly intervention. And there are plenty of tools they have and had at their disposal. During these times it's of the utmost importance that the company take action. It's abhorrent to let the stock keep falling give me a break guys. This is a stock you own in a very healthy bill market and dropping like a rock.

so what you are going to do? you either believe in what you believed and not care about velocity until uncentainty is cleared and retail investors are back, or you look at stock price everyday and suffering losses with panic and doubt. As long as you hold stocks, you will be in one of these states. Until you cut loss and that's exactly what short seller want.

my cost is 10+ but i'm trying to think what will happen once 20 F is out. the moment i bought those stock i know i will hold until news come out about 20-F(I don't know good or bad though) and everything happened in between are just temporary.

[gaosl11]

Ok. 1. The minority stake sales were interesting to establish an underlying valuation of those businesses, and in everyday terms if the stock was meaningfully undervalued and filings were current, etc it would have an impact. However given the circumstances it does nothing for the ADR's which we are invested in and that's most important. Now if the filing had been made a day or two later it would appear a strategic move to sell the minority stakes but we have nothing. So although the move was interesting there's no impact to the ADR which is what needs stabilization and given their criticism this should have been accounted for in making this announcement. 2. They are locked up in the blackout period which is taking forever, I'm not sure if they can get out of this by fully announcing earnings in p.r. That's enough to typically get out of the blackout at which point they could buy the stock hand over fist. 3. It's of no surprise that most targeted companies often sell themselves because the attacks are too much to deal with. They have been against this, after a short while given many of the attacks the sec ruling etc, they should have sold the company even if a portion of the sale had an embedded Contingent Value Right upon receiving a clean audit and clean Indy report. They saw the stock move higher and lost track of the worst case scenario which inevitably we are in and that's prolonged delays. 4. They have been more open to strategic interest in the company as opposed to selling the company to date we don't know of any. However given they have a been cleared via the Indy report and their relationship with various players it would be beneficial to sound out various parties to take a stake via the open public markets. There's no reason the company should sell new shares so this could be done to support the company and add much needed confidence. A 13g by a hedge find is strictly seen as opportunistic and could be a flip for all anyone knows. 5. The strategic interest could be announced or formulated via a tender offer for "x" Amount of shares at "x" price at or around fair value or at a discount. Weak hands would tender and a stronger shareholder base would be there. Tender offers often squeeze short sellers. 6. Announce the intention of adding Altimeter to the board, this takes the shares out of the float and adds much needed confidence along with an American representative to the board.(board changes cannot be announced during blackout periods though) I could go on with more. In the end they serve shareholders or should. They should not be self-serving and any executive being paid well or having controlling shares who allow for over a billion in market value deterioration and doesn't change course will be accused of being self serving and at this point I feel this way because there are alternatives for stabilization. They could pay themselves billions for all I care but if they do shareholders need to benefit as well! They made mistakes with announcing the timing of releases, sure they were misled too, but given all that, things change and NQ needs to adjust for the situation they are in. *if I messed up grammar or spelling, I'm on my phone*

they made mistakes with announcing the timing of releases？ - I don't get you about this, when they made that mistake? As far as I remeber they always said they will file annual report as soon as possible.

[BillNeuburger]

I'm not looking to make enemies with fellow long investors however I'm tired of hearing people say "be patient" and "I don't care where the stock is" that's horse crap! You should care that the stock drops 4% daily because management although are very bright and experienced technologists have not done enough to protect investors long term minded or short term pick your poison, the company made the decision to let things play out because they are innocent. Ok, and you mean to tell me a stock that sells off daily is fine? Maybe if you bought at $7. But if you were or are a long term shareholder it's inexcusable to let things fester without  shareholder friendly intervention. And there are plenty of tools they have and had at their disposal. During these times it's of the utmost importance that the company take action. It's abhorrent to let the stock keep falling give me a break guys. This is a stock you own in a very healthy bill market and dropping like a rock.

so what you are going to do? you either believe in what you believed and not care about velocity until uncentainty is cleared and retail investors are back, or you look at stock price everyday and suffering losses with panic and doubt. As long as you hold stocks, you will be in one of these states. Until you cut loss and that's exactly what short seller want.

my cost is 10+ but i'm trying to think what will happen once 20 F is out. the moment i bought those stock i know i will hold until news come out about 20-F(I don't know good or bad though) and everything happened in between are just temporary.

The point I'm trying to make is that No One gets a pass when there's a destruction of shareholder value in the way we've experienced. Awards don't matter, emerging technology, revenue projections it all doesn't matter if value deteriorates thus management needs to keep being pushed if it doesn't dawn on them already. It doesn't matter if it's because of PWC USA. Sure all of these things are factors but they determine decision making and direction. Their strategy in dealing with this hasn't worked well. For reasons out of their hands seemingly at this point. So they have to adjust and deal with it.

They need to be held accountable it's critical for reputation, partnerships, market confidence, etc that they stop sitting on their thumbs. Maybe they have something in the works, who knows, but the market overall doesn't think so and here we stand.. For business they are good operationally for shareholders thus far they have proven to be either ill advised or delusional that's my personal opinion and the only reason I've stayed is because I don't think they are a fraud and in china especially there is a lot of growth in the future. But again, no one gets a pass after the events that have taken place.

[admin]

Bill, fair enough and I appreciate the effort. But I sort of can empathize with management, if they have done little or nothing wrong and this is just a plain and nasty short attack, I would like to be exonerated by proper auditing before I would do anything drastic on the strategic front..

[gaosl11]

The point I'm trying to make is that No One gets a pass when there's a destruction of shareholder value in the way we've experienced. Awards don't matter, emerging technology, revenue projections it all doesn't matter if value deteriorates thus management needs to keep being pushed if it doesn't dawn on them already. It doesn't matter if it's because of PWC USA. Sure all of these things are factors but they determine decision making and direction. Their strategy in dealing with this hasn't worked well. For reasons out of their hands seemingly at this point. So they have to adjust and deal with it.

They need to be held accountable it's critical for reputation, partnerships, market confidence, etc that they stop sitting on their thumbs. Maybe they have something in the works, who knows, but the market overall doesn't think so and here we stand.. For business they are good operationally for shareholders thus far they have proven to be either ill advised or delusional that's my personal opinion and the only reason I've stayed is because I don't think they are a fraud and in china especially there is a lot of growth in the future. But again, no one gets a pass after the events that have taken place.

sure what you said is right. but one thing hope you also understand is that we are dealing with an organized short seller and by law we have no way to fight against them. in recent data we have seen 3 millions more stocks are borrowed by shorter(with total 14 millions). and they can continue to use those 3 millions stock to push down price then buy back with long's stop loss order and then drive down again. We don't have any way to do with that unfortunately until there are bigger funds stand up. and we all know that won't happen unless 20-F released. I doubt NQ can do anything more with that, they already pulled in many institutional investors. at the end, stock price is defined by supply/demand and supply is much more than demand because there are 14million more supply than what it should be, and demand won't happen if the company can't even file 20-F.

[SamAdams]

Some thoughts after talking to a fomer Big 8 CPA on what may or may not be happening.

PwC should be chomping at the bit to get 20f out and vindicate all the work they've done now that the IA is complete.

On the other hand, PwC may have been either prohibited or constrained from completing thieir normal Audit process untill the IA was complete.  Makes sense if they didn't want PwC covering their tracks if there was any complicity.

D&T and S&S get high marks and are the real deal.

Qualified opinions are only given if the numbers (revs,yidatong etc) cannot be relied upon.  A small restatement or material weakness in financial controls is not the same thing as a "qualified" opinion.  You can restate numbers if you have confidence what those numbers are based on.  A "qualified" opinion at this point would mean PwC could trust the #s and D&T missed something material.

If  the original 20F was due April 15th, If I remember correctly, or 3.5 months post YE under normal circumstances and we assume most or all of the YE audit process was substantially delayed or halted until the green light was given by D&T, then a lot of the YE work did not truly begin until late April or early May.  Now if we throw in a small restatement (think of the over accrual of stock option expense last year) it complicates things, particularly if it goes back to 2012,  At this point most of their other clients YE work is done so there should be capacity to throw at this as well as PwC's desire to get it done ASAP. So with the puts and takes and it should be no more than that 3.5 months to get it done from the point they actually started in earnest.

So if that's all the case, 7-8 weeks is not all that unreasonable as far as getting the 20F out given all that's happened and assuming there is some small restatement that may effect 2012.

Now that could be just rationalizing but I don't think so. I'm not happy with stock price or the delay but we're not really sure what is going on so I have tried to make sense of the facts.  If this was truly an independant investigation it is also likely that both the mgmt and auditors were kept in the dark until the investigators came to their conclusions.

So the facts are that is NQ is real business with real parnters and is not a fraud as reported by the IA.  If that statement is true, then the above best explains I believe the delay.  I don't believe it would fit with the IA "missing" something material that PwC now as to clean up and resign for.  But frustrating, I agree.

I think the stock price is as much affected by a lack of big buyers as it is by the shorts.  However, they won't return until the 20f is filed.  All IMO.