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A description of the content follows : Last week we took a highly-detailed look at China Energy Recovery's (OTCBB: CGYV) cost/benefit ratio. We're going to build on that conversation today by looking at another, more recent piece of the puzzle, the size and price tag of the heat recovery unit they just delivered. Spicy Pickle just inked a deal that will increase their number of restaurants by more than 25%.

 
 
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The Micro Cap Press - Discover the Power of Early Stage Growth
Wednesday, October 1, 2008 @ 4:03 pm PDT Volume II : Issue 42
In This Edition... 
*China Energy's Technology Pays For Itself 
*Spicy Pickle Skips the Steps, Leaps Instead
China Energy's Technology Pays For Itself

Last week we took a highly-detailed look at China Energy Recovery's (OTCBB: CGYV) cost/benefit ratio. We're going to build on that conversation today by looking at another, more recent piece of the puzzle - the size and price tag of the heat recovery unit they just delivered. Previously, the average cost per unit was under $200K; this one sold for over $3 million

Though not all of them will be that big going forward, the size of this contract supports the idea of strong top line growth. 

While these higher-end deals are clearly good news for CGYV owners, from the customer's perspective, even at $3 million this latest installation will almost certainly pay for itself within a few months. So, as exciting as the dollars are for China Energy Recovery, we'll reiterate the point we first made three weeks ago - the attraction to CGYV as an investment lies in the fact that they offer their customers an immediate and clear financial benefit ... or a favorable cost/benefit ratio

The numbers behind the most recent installation speak for themselves - Two Lions Chemical Company took delivery of a 50 MW heat recovery system, and paid approximately $3.2 million to CER for it. 

If the news seems familiar, it's because Two Lions was also featured last week when they announced their existing CER waste-heat recovery equipment reaped the sulfuric acid company a nice $2.5 million for the sale of their carbon credits. This is where the numbers get really interesting... 

One of things we didn't know for sure last week was the initial price tag on Two Lions' first installation of their waste-heat system. We just knew it was a 54 MW system, and ultimately allowed them pocket $2.5 million ... and would allow them to sell those same carbon credits year-in, and year-out (probably for around $2.5 million annually.)

Though prices change over time, it's relatively safe to assume the original (2005) Two Lions 54 MW system also cost around $3 million ... and this year they profited $2.5 million because of the system. It almost paid for itself with just one year's worth carbon credits alone; that profit will be recurring as well. At the same time, the system also saved the company millions in energy expenses. 

It wasn't clear if the newest installation will also give Two Lions an opportunity to sell more carbon credits. However, since the equipment is for another plant site, we can presume a similar fiscal model will apply. In other words, this $3 million heat recovery installation should let Two Lions turn right around and pocket another $2.5 million in carbon credit sales. Adding in the energy savings for this new system, the equipment could again pay for itself in a matter of weeks. 

As the cost/benefit news proliferates, we suspect cash-strapped plants and factories will continue to seek out China Energy Recovery. That's been the message since we began to follow the company. 
 

Spicy Pickle Skips the Steps, Leaps Instead

There's little doubt that 2008 will be deemed a pretty disappointing year, for the economy and the stock market. It all started with bad real estate loans, but the infection eventually slowed down any activity where money changed hands. That includes Spicy Pickle's (OTCBB: SPKL) aggressive growth plan we discussed in late 2007. At the time, opening a store a week seemed very plausible. As lending deteriorated though - and because real estate owners didn't budge on prices - acquiring real estate just became a monumental challenge.

So, Spicy Pickle's expansion plan was effectively put on hold ... or was it?

In the shadow of the United States' recession (and yes, we're in one whether it's official or not), many investors have overlooked an important fact - not every country is in a recession. Many equity markets have traded in tandem with our own lately, but economically, the U.S. is somewhat self-contained.

So what? Just because Spicy Pickle has been on hold domestically doesn't mean foreign opportunities haven't popped up. In fact, by looking outside the border, Spicy Pickle just inked a deal that will increase their number of restaurants by more than 25%. 

The deal itself is an all-stock deal - no cash. Spicy Pickle issued 5.1 million shares, and 3.0 million warrants, to purchase this new group of restaurants. It sounds like a lot, but it's only about a 10% to 20% dilution of the current float. Better still, these 11 new units are already established (i.e. they have real estate) in a region that's not going through the same economic downturn the U.S. is. Best of all, the acquired restaurants will start to generate revenues - and profits - right out of the gate for Spicy Pickle.

So, the company most of us thought had been dormant has actually been quite busy. We just didn't see the baby steps along the way. Instead, we're hearing about the leap.

Anyway, the acquisition brought eleven Bread Garden Urban Cafes into the Spicy Pickle fold. All of the Bread Gardens are located near Vancouver, Canada, and are very similar to Spicy Pickle in terms of the menu and customer experience. Though there are no plans for a name change, there's already talk of melding the menus.

The great part about a foreign market, as was mentioned earlier, is how those consumers may not be struggling the way many American consumers are. In fact, the Vancouver area is booming thanks to the outstanding natural resource market in the region - a lot of money is still flowing in. It wouldn't be surprising to see the next few new stores open there rather than here.

In any case.... 
 

Bottom Line

Though we don't know exactly what kind of annual revenue the eleven Bread Gardens were generating, we can reasonably assume it was something in the low 7-figure area. All of that will now be added to Spicy Pickle's top line. That's a pretty big deal for an organization that had previously been supported by franchisees, and was only pulling in annual revenues in the low 7-figure area anyway.

While royalties from franchisees are usually high-margin dollars, a royalty payment is still a pretty modest cash payment. Though the whole point of any venture is profits, a strong top line - or cash flow - can give a company lot of flexibility (even if most of it is ultimately used to pay operating expenses).

The recent establishment of eight company-owned restaurants certainly helped on the cash flow front, but the addition of 11 more full revenue-bearing units should really give the company some breathing room. The total revenue probably came close to doubling, while the float was only impacted around 20% at the most, and that's if the warrants are exercised. The long-term upside of the deal is almost certain to favor Spicy Pickle's shareholders. 

Here's the press release.
 

Spicy Pickle Franchising, Inc. Acquires Bread Garden Urban Cafes Wednesday 
October 1, 6:35 pm ET 

DENVER, CO--(MARKET WIRE)--Oct 1, 2008 -- Spicy Pickle Franchising, Inc. (OTC BB:SPKL.OB) fast casual restaurants announced today the acquisition of Bread Garden Franchising, Inc., the franchisor of the Bread Garden Urban Cafes, a chain of franchised fast casual restaurants located in the greater Vancouver, Canada area. Currently there are 11 operating restaurants. 

Spicy Pickle purchased substantially all of the assets of Bread Garden Franchising, Inc. including all of its rights to operate as the franchisor of the Bread Garden Urban Cafes. As consideration for the acquisition Spicy Pickle issued 5,177,500 shares of its common stock and warrants to purchase up to 3,038,750 shares of its common stock. Bread Garden Franchising, Inc. is a profitable company and the transaction is expected to bring additional working revenue from day one. Spicy Pickle will take over the existing small Bread Garden franchising office located in downtown Vancouver. 

Immediately after the acquisition, there will be 53 restaurants in 15 states and 2 countries, including both Spicy Pickle(r) restaurants and Bread Garden Urban Cafes. At the present time there are no plans to convert the Bread Garden Urban Cafes to Spicy Pickle(r) restaurants. 

Bread Garden Urban Cafes have been operating for approximately 30 years. Originally started by local residents in the food industry, the cafes were eventually sold to a large multi-unit corporation and in 2004 to a family that resides in the Vancouver area. The cafes serve coffee, pastries and breakfast items as well as lunch and dinner along with a wide variety of desserts. The cafes offer Wi-Fi service and are a popular destination throughout the day and evening. As is typical of European style restaurants, the food is displayed in refrigerated glass cases giving customers a visual experience before they choose their menu items. 

Marc Geman, CEO of Spicy Pickle Franchising, Inc., commented: "We are thrilled to add this terrific chain to our growing portfolio of fast casual restaurants. After extensive due diligence we saw tremendous opportunities. First, we will expand our geographical footprint into the booming Western Canada region which is not suffering from the same credit issues we are witnessing in the States. Secondly, we now have the opportunity to take a very successful coffee, breakfast, pastry and dessert program from the Bread Garden Urban Cafes and import it to the Spicy Pickle(r) model. Additionally, we can supplement their strong breakfast menu with our expansive and fresh lunch menu. Bread Garden Urban Cafes are very popular and have a reputation as an all day coffee house gathering place which adds incremental business throughout the day." 

Mr. Geman further stated: "The Bread Garden Urban Cafes are extremely well located, many of them having leased space at a time when great locations were still available in Vancouver at reasonable rates. We will continue to use the Bread Garden name as they have developed a loyal following and enjoy great brand recognition in the region. Bread Garden's branded products are found on the British Columbia ferries and in gas stations around the city, and while these outlets are not part of this transaction, they add tremendously to the brand identification throughout British Columbia." 

Zahir Dhanani, a principal of Bread Garden Franchising, Inc., said: "Over the course of the past year, we have been searching for successful restaurant operators with similar concepts and were fortunate enough to meet the management team at Spicy Pickle. As a smaller chain, we wanted to partner with someone who can assist us in growing our business at a greater rate. Given the operational efficiencies and business synergies they offer, we can quickly expand our menu offerings and benefit from the exposure of being part of a public company. We are very excited to join the Spicy Pickle(r) organization." 

About Spicy Pickle: 

Founded in 1999, Spicy Pickle Franchising, Inc. (OTC BB:SPKL.OB - News) serves high quality meats and fine artisan breads, baked fresh daily, along with a wide choice of eight different cheeses, twenty-two different toppings, and fourteen proprietary spreads to create healthy and delicious panini and sub sandwiches with flavors from around the world. As a leading "fast-casual" concept, Spicy Pickle offers menu items that are far beyond traditional fast food but without the price point of casual dining. The hallmark of a Spicy Pickle(r) restaurant is quality, service and an enjoyable atmosphere. The company is headquartered in Denver, Colorado, with restaurants open or under construction across 15 states and several more in development nationwide. Spicy Pickle Franchising, Inc., also operates as franchisor for Bread Garden Urban Cafes, a concept with 11 restaurants in the metropolitan Vancouver, Canada area. Bread Garden Urban Cafes serve coffee, pastries and breakfast items as well as lunch and dinner along with a wide variety of desserts. To find out more about Spicy Pickle (OTC BB:SPKL.OB - News), visit our website at www.spicypickle.com/. 

Forward-Looking Statements: Certain statements in this press release, including statements regarding the number of restaurants we intend to open, are forward-looking statements. We use words such as "anticipate," "believe," "could," "should," "estimate," "expect," "intend," "may," "predict," "project," "target," and similar terms and phrases, including references to assumptions, to identify forward-looking statements. The forward-looking statements in this press release are based on information available to us as of the date any such statements are made and we assume no obligation to update these forward-looking statements. These statements are subject to risks and uncertainties that could cause actual results to differ materially from those described in the statements. These risks and uncertainties include, but are not limited to, the following: factors that could affect our ability to achieve and manage our planned expansion, such as the availability of a sufficient number of suitable new restaurant sites and the availability of qualified franchisees and employees; risks relating to our expansion into new markets; the risk of food-borne illnesses and other health concerns about our food products; changes in the availability and costs of food; changes in consumer preferences, general economic conditions or consumer discretionary spending; the impact of federal, state or local government regulations relating to our franchisees and employees, and the sale of food or alcoholic beverages; the impact of litigation; our ability to protect our name and logo and other proprietary information; the potential effects of inclement weather; the effect of competition in the restaurant industry; and other risk factors described from time to time in our SEC reports. 

Contact:

Company Contact: 
Marc Geman 
Spicy Pickle Franchising, Inc. 
(303) 297-1902 
http://www.spicypickle.com

Investor Relations Contact: 
Pamela A. Solly 
Cirrus Financial Communications, LLC 
(720) 489-4912
http://www.CirrusFC.com

Source: Spicy Pickle Franchising, Inc.

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The Micro Cap Press, its website and email newsletter (hereafter, cumulatively referred to as "MCP"), is an independent electronic publication committed to providing its readers with factual information on select publicly traded companies. MCP is owned and operated by Pacific Shores Investments, LLC ("PSI"). All companies are chosen on the basis of certain financial analysis and other pertinent criteria with a view toward maximizing the upside potential for investors while minimizing the downside risk, whenever possible. Moreover, as detailed below, PSI accepts compensation from third party consultants and/or companies, which it features in the publication and circulation of MCP. To the degrees enumerated herein, MCP should not be regarded as an independent publication.

Click Here or go to http://www.microcappress.com/disclosure/ to view our compensation on every company we have ever covered, or visit the following web address: http://www.microcappress.com/disclosure/reports_disclosure.php

Pacific Shores Investments, LLC has been paid a fee of $25,000 in cash and 50,000 shares of China Energy Recovery for coverage of the Company. In addition, the Managing Member of Pacific Shores Investments, LLC has purchased 15,000 shares of China Energy Recovery in the open market with a cost basis of $2.85 per share. All of the aforementioned shares may be sold at any time without notice. Transactions are disclosed and updated weekly on the web site.

The Managing Member of Pacific Shores Investments, LLC purchased 200,000 shares of Spicy Pickle at $.25 per share. This purchase was made in a Spicy Pickle private offering back in November of 2006. The Managing Member of Pacific Shores Investments, LLC has also purchased 50,000 shares of Spicy Pickle in the open market with an average cost basis of $.55 per share. Additionally, Pacific Shores Investments, LLC has been paid a fee of $30,000 cash and 250,000 shares of newly issued restricted stock by Spicy Pickle Franchising, Inc. for coverage of the Company.

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