FINANCIAL STATEMENTS AND ACCOUNTANTS' REVIEW REPORT BERLI JUCKER PUBLIC COMPANY LIMITED AND SUBSIDIARIES SECOND QUARTER ENDED JUNE 30, 1999 AND 1998 Accountants' Review Report To the Shareholders of Berli Jucker Public Company Limited: We have made a review of the consolidated balance sheets of Berli Jucker Public Company Limited and subsidiaries as at June 30, 1999 and 1998, and the related consolidated statements of income, changes in shareholders' equity, retained earnings and cash flows for the three- month and six-month periods then ended. We have also made a review of the Company only financial statements of Berli Jucker Public Company Limited for the same periods. Our reviews were made in accordance with standards established by The Institute of Certified Accountants and Auditors of Thailand. A review of interim financial information consists principally of obtaining an understanding of the system for the preparation of interim financial information, applying analytical review procedures to financial data, and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an examination in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the accompanying financial statements for them to be in conformity with generally accepted accounting principles in Thailand. We draw attention to Note 1 to the financial statements. The operations of Berli Jucker Public Company Limited and subsidiaries since 1997 have been affected and may continue to be influenced for the foreseeable future by the economic conditions in Thailand and the Asia Pacific Region in general. The ultimate effect that these uncertainties will have on the financial statements cannot presently be determined. Nirand Lilamethwat Certified Public Accountant Registration Number 2316 KPMG Audit (Thailand) Limited Bangkok, August 11, 1999 BERLI JUCKER PUBLIC COMPANY LIMITED AND SUBSIDIARIES BALANCE SHEETS AS AT JUNE 30, 1999 AND 1998 (UNAUDITED) (Amounts in Thousands of Baht) Consolidated Company 1999 1998 1999 1998 ASSETS CURRENT ASSETS Cash on hand and at banks 1,807,741 1,537,674 995,203 1,488,446 Short-term investments Deposits with financial institutions - 1,000,000 - 1,000,000 Others 20 - 20 - Accounts receivable 3,168,730 3,088,379 1,689,993 1,867,614 Less: Allowance for doubtful accounts (167,565) (165,915) (141,149) (141,695) Accounts receivable - net (Notes 4, 5 and 6) 3,001,165 2,922,464 1,548,844 1,725,919 Short-term loans and advances to related parties - net (Note 5) 146,162 98,967 837,212 940,590 Lease receivable from a related party current portion (Notes 4 and 5) - - 36,000 36,000 Inventories (Note 4) 1,456,908 1,840,134 546,771 949,125 Other current assets Deferred income tax (Note 4) 134,743 140,215 120,521 133,844 Accrued income 19,590 8,879 85,822 8,879 Others 144,290 276,201 61,229 134,973 Total Current Assets 6,710,619 7,824,534 4,231,622 6,417,776 LEASE RECEIVABLE FROM A RELATED PARTY (Notes 4 and 5) - - 13,500 49,500 INVESTMENTS AND LOANS Loans to other companies - 3,400 - - Investments in related parties (Notes 2, 4 and 7) 74,074 164,244 5,464,206 3,467,684 Investments in other companies (Notes 2, 4 and 7) 255,916 200,266 255,866 200,216 PROPERTY, PLANT AND EQUIPMENT - NET (Note 4) 7,136,261 7,279,396 809,270 842,645 OTHER ASSETS Terminated currency swap receivable 455,430 455,430 455,430 455,430 Deferred income tax (Note 4) - - 116,439 102,987 Others 116,474 118,311 6,906 7,659 Total Assets 14,748,774 16,045,581 11,353,239 11,543,897 See notes to financial statements BERLI JUCKER PUBLIC COMPANY LIMITED AND SUBSIDIARIES BALANCE SHEETS AS AT JUNE 30, 1999 AND 1998 (UNAUDITED) (Amounts in Thousands of Baht) Consolidated Company 1999 1998 1999 1998 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Bank overdrafts and loans from financial institutions 700,754 587,041 88,694 171,194 Accounts and notes payable 1,451,978 1,573,290 467,322 459,974 Accounts payable - related parties (Note 5) - - 380,230 431,628 Current portion of long-term liabilities 52,729 292,285 - - Short-term loans and advances from related parties (Note 5) 17,262 16,802 22,786 9,696 Other current liabilities Accrued expenses 648,474 636,672 282,200 305,401 Others 227,314 304,102 94,765 121,884 Total Current Liabilities 3,098,511 3,410,192 1,335,997 1,499,777 LOANS FROM DIRECTORS AND EMPLOYEES 6,553 9,993 6,539 7,647 LONG-TERM LIABILITIES 2,549,808 2,679,631 1,940,778 2,037,509 OTHER LIABILITIES Long-term lease deferred income (Note 4) 120,201 125,810 120,201 125,810 Deferred income tax (Note 4) 306,611 329,067 - - Staff retirement benefits (Note 4) 219,404 208,575 100,144 121,591 Others (Note 7) 237,564 214,434 73,820 46,957 Total Liabilities 6,538,652 6,977,702 3,577,479 3,839,291 MINORITY INTERESTS 434,362 1,363,273 - - SHARE CAPITAL RECEIVED IN ADVANCE (Note 8) - 4,042,500 - 4,042,500 SHAREHOLDERS' EQUITY Share capital (Note 8) Authorized share capital 158,812,500 ordinary shares in 1999 and 57,750,000 ordinary shares in 1998, Baht 10 par value 1,588,125 577,500 1,588,125 577,500 Issued and fully paid-up share capital 158,812,500 ordinary shares in 1999 and 57,750,000 ordinary shares in 1998 1,588,125 577,500 1,588,125 577,500 Paid-in capital Premium on share capital 3,751,380 733,580 3,751,380 733,580 Donated surplus 36,868 36,868 36,868 36,868 Retained earnings Appropriated Legal reserve 218,456 116,872 158,813 57,750 Reserve for business expansion 87,401 87,401 85,000 85,000 Unappropriated 2,200,499 2,107,243 2,262,543 2,168,766 Gain(loss) from translation of foreign currency financial statements (Note 4) (106,969) 2,642 (106,969) 2,642 Total Shareholders' Equity 7,775,760 3,662,106 7,775,760 3,662,106 Total Liabilities and Shareholders' Equity 14,748,774 16,045,581 11,353,239 11,543,897 See notes to financial statements BERLI JUCKER PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENTS OF INCOME FOR THE THREE-MONTH PERIODS ENDED JUNE 30, 1999 AND 1998 (UNAUDITED) (Amounts in Thousands of Baht Consolidated Company Except Basic Earnings (Loss) per Share) 1999 1998 1999 1998 REVENUES (Notes 4 and 5) Sales 2,736,893 2,611,852 1,427,896 1,431,112 Other income Share of profits less losses of subsidiary and associated companies (Notes 2 and 9) 2,916 1,255 114,636 (58,913) Interest income 25,283 21,573 37,705 40,368 Other financing income (Note 10) 4,870 82,574 4,870 82,574 Others 13,844 16,903 50,549 26,255 Total Revenues 2,783,806 2,734,157 1,635,656 1,521,396 EXPENSES Cost of sales (Note 5) 1,980,285 2,008,678 1,118,547 1,145,786 Selling and administrative expenses 457,887 389,086 261,359 244,962 Interest expense (Note 5) 64,815 105,735 37,682 72,653 Loss (gain) on foreign exchange (Note 4) 3,616 63,277 (3,331) 35,169 Directors' remuneration 693 3,181 543 3,031 Other expenses Currency swap cost 33,026 46,185 32,597 42,051 Loss on disposal of investments 3,592 - 3,592 - Loss on diminution in value of assets - 17,000 - - Total Expenses 2,543,914 2,633,142 1,450,989 1,543,652 Net income (loss) before income tax 239,892 101,015 184,667 (22,256) Income tax (Note 4) 75,022 11,561 14,270 3,046 Net income (loss) before minority interests and extraordinary items 164,870 89,454 170,397 (25,302) Minority interests in net income 5,527 (22,173) - - Net income (loss) before extraordinary items 170,397 67,281 170,397 (25,302) Extraordinary items: Provision for loss on suspension of subsidiary business segment (net of income tax of Baht 39.7 million) (Note 11) - (92,583) - - Net income (loss) 170,397 (25,302) 170,397 (25,302) Basic earnings (loss) per share (Baht) (Note 4) Net income (loss) before extraordinary items 1.07 1.16 1.07 (0.44) Extraordinary items - (1.60) - - Net income (loss) 1.07 (0.44) 1.07 (0.44) Exceptional item : Foreign exchange loss (gain) (Note 4) Foreign exchange loss (gain) - company (3,331) 35,169 (3,331) 35,169 - related parties 6,947 28,108 2,889 16,926 Foreign exchange loss (gian) before income tax 3,616 63,277 (442) 52,095 Income tax (1,235) (14,156) 1,000 (10,550) Minority interests (1,823) (7,576) - - Net foreign exchange loss 558 41,545 558 41,545 See notes to financial statements BERLI JUCKER PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENTS OF INCOME FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 1999 AND 1998 (UNAUDITED) (Amounts in Thousands of Baht Consolidated Company Except Basic Earnings (Loss) per Share) 1999 1998 1999 1998 REVENUES (Notes 4 and 5) Sales 5,475,665 5,447,106 2,828,975 3,047,843 Other income Share of profits less losses of subsidiary and associated companies (Notes 2 and 9) 7,051 58,555 238,310 111,819 Interest income 48,735 33,302 77,446 66,924 Other financing income (Note 10) 15,218 82,574 15,218 82,574 Others 24,275 37,230 100,340 62,280 Total Revenues 5,570,944 5,658,767 3,260,289 3,371,440 EXPENSES Cost of sales (Note 5) 3,953,401 4,120,437 2,208,833 2,429,525 Selling and administrative expenses 898,860 771,523 518,347 490,708 Interest expense (Note 5) 133,450 194,810 81,025 137,318 Loss (gain) on foreign exchange (Note 4) 753 159,250 (3,675) 160,308 Directors' remuneration 1,787 3,650 1,487 3,350 Other expenses Currency swap cost 65,936 88,349 64,836 80,048 Loss on disposal of investments 3,592 - 3,592 - Loss on diminution in value of assets - 17,000 - - Total Expenses 5,057,779 5,355,019 2,874,445 3,301,257 Net income before income tax 513,165 303,748 385,844 70,183 Income tax (Note 4) 153,991 44,763 26,369 (20,550) Net income before minority interests and extraordinary items 359,174 258,985 359,475 90,733 Minority interests in net income 301 (75,669) - - Net income before extraordinary items 359,475 183,316 359,475 90,733 Extraordinary items: Provision for loss on suspension of subsidiary business segment - (92,583) - - (net of income tax of Baht 39.7 million) (Note 11) Net income 359,475 90,733 359,475 90,733 Basic earnings (loss) per share (Baht) (Note 4) Net income before extraordinary items 2.26 3.17 2.26 1.57 Extraordinary items - (1.60) - - Net income 2.26 1.57 2.26 1.57 Exceptional item : Foreign exchange loss (gain) (Note 4) Foreign exchange loss (gain) - company (3,675) 160,308 (3,675) 160,308 - related parties 4,428 (1,058) 1,864 (6,187) Foreign exchange loss (gain) before income tax 753 159,250 (1,811) 154,121 Income tax 438 (56,902) 1,103 (48,092) Minority interests (1,899) 3,681 - - Net foreign exchange loss (gain) (708) 106,029 (708) 106,029 See notes to financial statements (More)