AUDITORS REPORT ON REVIEW OF INTERIM FINANCIAL STATEMENTS To the Shareholders and the Board of Directors of Berli Jucker Public Company Limited: I have reviewed the accompanying consolidated and company balance sheets of Berli Jucker Public Company Limited as at 30 September 2000, and the related consolidated and company statements of income for the three month and nine month period ended 30 September 2000 and changes in shareholders' equity, retained earnings and cash flows for the nine month period ended 30 September 2000. These financial statements are the responsibility of the company's management. My responsibility is to issue a report on these financial statements based on my review. I conducted my review in accordance with the auditing standard applicable to review engagements. This standard requires that I plan and perform the review to obtain moderate assurance as to whether the financial statements are free of material misstatement. A review is limited primarily to inquiries of company personnel and analytical procedures applied to financial data and thus provide less assurance than an audit. I have not performed an audit, and, accordingly, I do not express an audit opinion. Based on my review, nothing has come to my attention that causes me to believe that the consolidated and company financial statements referred to above are not presented fairly, in all material respects, in accordance with generally accepted accounting principles. The consolidated and company balance sheets as at 31 December 1999 of Berli Jucker Public Company Limited, presented herewith for comparative purpose, are components of consolidated and company financial statements for the year ended 31 December 1999 which were audited by another auditor, whose report dated 23 February 2000 expressed an unqualified opinion thereon. The consolidated and company statements of income for the three month and nine month period ended 30 September 1999 and changes in shareholders equity, retained earnings and cash flows for the nine month period ended 30 September 1999, presented herewith for comparative purpose, are components of the consolidated and company interim financial statements for the three month and nine month period ended 30 September 1999 which were reviewed by another auditor, whose report dated 9 November 1999 stated that he was not aware of any material modifications that should be made to those statements for them to be in conformity with generally accepted accounting principles. ANOTHAI LEEKITWATTANA Certified Public Accountant (Thailand) No. 3442 PricewaterhouseCoopers ABAS Limited Bangkok 3 November 2000 Consolidated Company (Unaudited) (Audited) (Unaudited) (Audited) 30 September 31 December 30 September 31 December 2000 1999 2000 1999 Notes Baht000 Baht000 Baht000 Baht000 ASSETS Current Assets Cash on hand and at banks 223,909 474,078 59,183 373,045 Short-term investments Deposits with financial institutions 439,015 669,456 - - Bills of exchange - 800,000 - 800,000 Others 20 20 20 20 Trade accounts and notes receivable, net 3 2,411,846 2,951,664 1,161,819 1,185,891 Short-term loans and advances to related parties 12 192,301 167,324 2,192,941 966,729 Lease receivable from a related party 12 - - 4,500 31,500 Inventories, net 1,850,115 1,541,810 490,295 433,298 Other current assets Deferred income tax current 129,741 134,518 85,023 103,722 Accrued income 51,499 30,758 64,320 104,383 Others 244,854 174,928 121,979 62,211 Total Current Assets 5,543,300 6,944,556 4,180,080 4,060,799 Non-Current Assets Investments in related parties 12 98,847 75,186 4,225,989 5,546,718 Long-term investments 220,916 220,916 220,016 220,866 Deferred tax assets - - 130,268 128,592 Property, plant and equipment, net 5 6,542,277 6,963,461 778,239 810,632 Other assets Terminated currency swap receivable 455,430 455,430 455,430 455,430 Others 86,653 64,074 5,719 6,508 Total Non-Current Assets 7,404,123 7,779,067 5,815,661 7,168,746 TOTAL ASSETS 12,947,423 14,723,623 9,995,741 11,229,545 Consolidated Company (Unaudited) (Audited) (Unaudited) (Audited) 30 September 31 December 30 September 31 December 2000 1999 2000 1999 Notes Baht000 Baht000 Baht000 Baht000 LIABILITIES AND SHAREHOLDERS EQUITY Current Liabilities Bank overdrafts and loans from financial institutions 747,404 372,718 322,235 887 Trade accounts and notes payable 1,478,518 1,556,885 346,732 432,427 Trade accounts payable related party 12 - - 321,431 179,047 Current portion of long-term borrowings 6 131,449 118,212 - - Short-term loans and advance from related parties 12 23,927 17,263 36,803 22,505 Other current liabilities Dividend payable 2,509,626 8,700 2,509,527 8,700 Accrued expenses 579,596 590,258 230,073 173,778 Others 298,055 471,974 144,652 201,992 Total Current Liabilities 5,768,575 3,136,010 3,911,453 1,019,336 Non-Current Liabilities Loans from directors and employees 3,378 5,582 3,195 5,553 Long-term borrowings 6 422,320 2,580,126 - 1,940,839 Deferred tax liabilities 305,188 294,822 - - Other liabilities Long-term lease deferred income 113,189 117,396 113,189 117,396 Staff retirement benefits 216,874 222,963 88,342 99,818 Others 17,589 13,872 17,589 52,459 Total Non-Current Liabilities 1,078,538 3,234,761 222,315 2,216,065 Total Liabilities 6,847,113 6,370,771 4,133,768 3,235,401 Shareholders Equity Share capital 7 Registered share capital 1,588,125 1,588,125 1,588,125 1,588,125 Issued and paid-up share capital 1,588,125 1,588,125 1,588,125 1,588,125 Capital surplus 7 Premium on share capital 3,751,380 3,751,380 3,751,380 3,751,380 Donated surplus 36,868 36,868 36,868 36,868 Retained earnings Appropriated Legal reserve 223,534 218,744 158,813 158,813 Reserve for business expansion 87,401 87,401 85,000 85,000 Unappropriated 207,167 2,420,412 274,289 2,482,744 Translation adjustment of foreign currency financial statements (32,502) (108,786) (32,502) (108,786) Minority interests 238,337 358,708 - - Total Shareholders Equity 6,100,310 8,352,852 5,861,973 7,994,144 TOTAL LIABILITIES AND SHAREHOLDERS EQUITY 12,947,423 14,723,623 9,995,741 11,229,545 (Unaudited) Consolidated Company 30 September 30 September 30 September 30 September 2000 1999 2000 1999 Notes Baht000 Baht000 Baht000 Baht000 Revenues Sales 12 2,895,186 2,755,650 1,242,218 1,265,659 Other income Interest income 9,664 18,958 46,732 32,408 Gain (Loss) on foreign exchange 34,339 (26,156) (621) (15,416) Others 14,257 20,838 26,703 52,118 Total revenues 2,953,446 2,769,290 1,315,032 1,334,769 Expenses Cost of sales 2,209,259 1,953,986 978,683 999,491 Selling and administrative expenses 520,263 452,123 241,259 200,542 Interest expense 25,220 61,527 10,730 37,783 Directors remuneration 971 977 946 877 Other operating expenses Currency swap cost - 32,955 - 32,955 Loss (Gain) on disposal of investments 341 (1,059) 341 (1,059) Other financing expense - 39,572 - 39,572 Total expenses 2,756,054 2,540,081 1,231,959 1,310,161 Operating profit 197,392 229,209 83,073 24,608 Share of profit/(loss) of subsidiaries and associates 1,479 2,240 58,108 135,346 Profit before tax 198,871 231,449 141,181 159,954 Income tax (40,945) (64,598) (21,771) 3,511 Profit before minority interests 157,926 166,851 119,410 163,465 Profit attributable to minorities (38,516) (3,386) - - Net profit for the period 119,410 163,465 119,410 163,465 Basic earnings per share 4 Profit before minority interests 0.99 1.05 0.75 1.03 Profit attributable to minorities (0.24) (0.02) - - Net profit for the period 0.75 1.03 0.75 1.03 (Unaudited) Consolidated Company 30 September 30 September 30 September 30 September 2000 1999 2000 1999 Notes Baht000 Baht000 Baht000 Baht000 Revenues Sales 12 8,470,472 8,231,315 3,611,406 4,094,634 Other income Interest income 45,055 67,693 125,691 109,854 Gain (Loss) on disposal of investments 39,199 (2,533) (1,808) (2,533) Reverse provision on suspended business segment 77,000 - - - Gain (Loss) on foreign exchange 20,211 (26,909) (91) (11,741) Insurance claim 35,098 - - - Others 54,072 45,113 100,387 152,458 Total revenues 8,741,107 8,314,679 3,835,585 4,342,672 Expenses Cost of sales 6,531,089 5,907,387 2,845,548 3,208,324 Selling and administrative expenses 1,485,363 1,350,983 717,072 718,889 Interest expense 133,013 194,977 77,212 118,808 Directors remuneration 2,852 2,764 2,727 2,364 Other operating expenses Currency swap cost 55,945 98,891 55,945 97,791 Other financing expense 5,175 24,354 5,175 24,354 Total expenses 8,213,437 7,579,356 3,703,679 4,170,530 Operating profit 527,670 735,323 131,906 172,142 Share of (loss)/profit of subsidiaries and associates (1,921) 9,291 320,136 373,656 Profit before tax 525,749 744,614 452,042 545,798 Income tax (129,232) (218,589) (32,525) (22,858) Profit before minority interests 396,517 526,025 419,517 522,940 Loss /(Profit) attributable to minorities 23,000 (3,085) - - Net profit for the period 419,517 522,940 419,517 522,940 Basic earnings per share 4 Profit before minority interests 2.50 3.31 2.64 3.29 Loss /(Profit) attributable to minorities 0.14 (0.02) - - Net profit for the period 2.64 3.29 2.64 3.29 (Unaudited) Consolidated Company 30 September 30 September 30 September 30 September 2000 1999 2000 1999 Notes Baht000 Baht000 Baht000 Baht000 Share Capital 7 Beginning balance 1,588,125 1,588,125 1,588,125 1,588,125 Increase during the period - - - - Decrease during the period - - - - Ending balance 1,588,125 1,588,125 1,588,125 1,588,125 Capital surplus Premium on Share Capital Beginning balance 3,751,380 3,751,380 3,751,380 3,751,380 Increase during the period - - - - Decrease during the period - - - - Ending balance 3,751,380 3,751,380 3,751,380 3,751,380 Donated surplus Beginning balance 36,868 36,868 36,868 36,868 Increase during the period - - - - Decrease during the period - - - - Ending balance 36,868 36,868 36,868 36,868 Retained Earnings Appropriated retained earnings Legal reserve Beginning balance 218,744 116,873 158,813 57,750 Increase during the period 4,790 101,583 - 101,063 Decrease during the period - - - - Ending balance 223,534 218,456 158,813 158,813 Reserve for business expansion Beginning balance 87,401 87,401 85,000 85,000 Increase during the period - - - - Decrease during the period - - - - Ending balance 87,401 87,401 85,000 85,000 Unappropriated retained earnings Beginning balance 2,420,412 2,036,926 2,482,744 2,098,450 Increase during the period 419,517 522,940 419,517 522,940 Decrease during the period (2,632,762) (275,342) (2,627,972) (274,822) Ending balance 207,167 2,284,524 274,289 2,346,568 Translation adjustment of foreign currency financial statements Beginning balance (108,786) (106,775) (108,786) (106,775) Increase during the period - - - - Decrease during the period 76,284 38,189 76,284 38,189 Ending balance (32,502) (68,586) (32,502) (68,586) Minority Interests Beginning balance 358,708 435,379 - - Increase during the period 8,620 4,881 - - Decrease during the period (128,991) (3,085) - - Ending balance 238,337 437,175 - - Total 6,100,310 8,335,343 5,861,973 7,898,168 (Unaudited) Consolidated Company 30 September 30 September 30 September 30 September 2000 1999 2000 1999 Baht000 Baht000 Baht000 Baht000 Appropriated retained earnings Legal reserve Beginning balance 218,744 116,873 158,813 57,750 Increase during the period 4,790 101,583 - 101,063 Decrease during the period - - - - Ending balance 223,534 218,456 158,813 158,813 Reserve for business expansion Beginning balance 87,401 87,401 85,000 85,000 Increase during the period - - - - Decrease during the period - - - - Ending balance 87,401 87,401 85,000 85,000 Unappropriated retained earnings Beginning balance 2,420,412 2,036,926 2,482,744 2,098,450 Increase during the period 419,517 522,940 419,517 522,940 Decrease during the period (2,632,762) (275,342) (2,627,972) (274,822) Ending balance 207,167 2,284,524 274,289 2,346,568 Retained earnings at end of the period 518,102 2,590,381 518,102 2,590,381 (Unaudited) Consolidated Company 30 September 30 September 30 September 30 September 2000 1999 2000 1999 Notes Baht000 Baht000 Baht000 Baht000 Cash flows from operating activities 11 1,007,879 1,295,267 240,942 746,628 Cash flows from investing activities Acquisition of subsidiary, net of cash acquired (182,079) (14,974) (504,998) (588,675) Purchases of investments in other companies - (54,800) - (54,800) Purchases of property, plant and equipment (486,016) (411,777) (77,352) (63,605) Purchases of short-term investments - (20) - (20) Deferred charges paid - (10,354) - - Loans and advances to related parties (2,705) 10,888 (1,220,906) 20,473 Proceeds from disposals of investments, net of cash equivalents disposed in related companies 98,346 19,552 55,132 13,998 Proceeds from disposals of investments in other companies - 36,059 - 36,059 Proceeds from disposals of property, plant and equipment 9,751 15,080 13,043 18,398 Interest received 35,233 52,793 114,781 95,408 Dividend received - 16,625 2,167,633 83,865 Net cash (payments) received from investing activities (527,470) (340,928) 547,333 (438,899) Cash flows from financing activities Decrease in long-term borrowings, net (1,900,165) (142,449) (1,940,839) (73,780) Increase in short-term borrowings 467,041 - 320,000 - (Loss) Gain on currency swap (more)