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LOXLEY PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENTS OF RETAINED EARNINGS (DEFICIT) FOR THE YEARS ENDED DECEMBER 31, 1997 AND 1996 In Baht Consolidated The Company 1997 1996 1997 1996 UNAPPROPRIATED RETAINED EARNINGS (DEFICIT) Brought Forward 1,300,451,116 979,749,069 1,357,159,054 1,038,147,481 Net income (loss) for the year (4,056,630,098) 472,702,047 (4,010,080,069) 471,011,573 Less Appropriated for: Reserve fund (Note 4.12) - (12,000,000) - (12,000,000) Cash dividends out of 1996 and 1995 earnings (Baht 3 per share in 1997 and Baht 3.5 in 1996) (120,000,000) (140,000,000) (120,000,000) (140,000,000) Total Unappropriated Retained Earnings (Deficit) (2,876,178,982) 1,300,451,116 (2,772,921,015) 1,357,159,054 APPROPRIATED RETAINED EARNINGS Reserve fund (Note 4.12) 52,000,000 52,000,000 52,000,000 52,000,000 TOTAL RETAINED EARNINGS (DEFICIT) (2,824,178,982) 1,352,451,116 (2,720,921,015) 1,409,159,054 See accompanying Notes to Financial Statements. (With Mr. Vichien Thamtrakuls report dated March 25, 1998) LOXLEY PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY FOR THE YEARS ENDED DECEMBER 31, 1997 AND 1996 In Baht Consolidated The Company 1997 1996 1997 1996 Common Share Capital (Note 4.10) Balance, beginning of year 400,000,000 400,000,000 400,000,000 400,000,000 Addition - - - - Balance, end of year 400,000,000 400,000,000 400,000,000 400,000,000 Premium on Share Capital Balance, beginning of year 1,485,000,000 1,485,000,000 1,485,000,000 1,485,000,000 Addition - - - - Balance, end of year 1,485,000,000 1,485,000,000 1,485,000,000 1,485,000,000 Retained Earnings (Deficit) Appropriated for: Reserve fund (Note 4.12) Balance, beginning of year 52,000,000 40,000,000 52,000,000 40,000,000 Addition - 12,000,000 - 12,000,000 Balance, end of year 52,000,000 52,000,000 52,000,000 52,000,000 Unappropriated Balance, beginning of year 1,300,451,116 979,749,069 1,357,159,054 1,038,147,481 Net income (loss) (4,056,630,098) 472,702,047 (4,010,080,069) 471,011,573 Appropriated for reserve fund (Note 4.12) - (12,000,000) - (12,000,000) Cash dividends (120,000,000) (140,000,000) (120,000,000) (140,000,000) Balance, end of year (2,876,178,982) 1,300,451,116 (2,772,921,015) 1,357,159,054 Cumulative translation adjustment 318,086,899 (114,748) 318,086,899 - Revaluation increment in land (Note 4.6) 205,481,500 - 205,481,500 - SHAREHOLDERS EQUITY - Net (415,610,583) 3,237,336,368 (312,352,616) 3,294,159,054 See accompanying Notes to Financial Statements. (With Mr. Vichien Thamtrakuls report dated March 25, 1998) LOXLEY PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 1997 AND 1996 In Baht Consolidated The Company 1997 1996 1997 1996 CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) (4,056,630,098) 472,702,047 (4,010,080,069) 471,011,573 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 297,747,520 260,444,680 147,586,213 127,482,230 Provision for bonds redemption 712,282,341 303,163,491 712,282,341 303,163,491 Loss on foreign exchange rates 4,488,680,000 154,445,000 4,488,680,000 154,445,000 Dividends from associated companies 100,013,200 79,619,751 100,013,200 79,619,751 Dividends from subsidiaries - - - 44,027,643 Set up (reversal of) provision for decline in value of inventories (14,211,106) 35,862,525 (12,922,825) 29,446,848 Excess of investment over net assets - amortization 37,326,178 16,045,456 - - Reserve for contribution to employees provident fund - net 9,158,943 11,540,518 7,639,280 5,710,070 Gain on sales of investments (237,110,714) (1,107,568,708) (250,624,958) (878,398,623) Equity in results of operations of associated companies - net 63,966,535 (386,856,552) 63,966,535 (386,856,552) Equity in results of operations of subsidiaries - net (included extraordinary item from loss on exchange rates) - - 150,074,689 (24,478,908) Reversal of deferred income - (226,740,036) - (226,740,036) Set up (reversal of) provision for doubtful accounts 212,774,364 (9,797,848) 165,000,000 (19,300,000) - 2 - In Baht Consolidated The Company 1997 1996 1997 1996 Recovery of subsidiaries capital deficiency - portion applicable to minority interest - (8,193,312) - - Loss (gain) on sales of fixed assets 6,432,339 (1,454,000) (2,920,109) (1,027,906) Decrease (increase) in collateralized fixed deposits (180,390) 92,962,749 - 94,781,149 Decrease (increase) in receivables from related companies - trade and others 422,902,286 (448,327,974) 353,636,613 (236,083,503) Increase in accounts receivable-trade (91,793,066) (567,047,132) (65,522,278) 112,842,689 Increase in inventories (28,799,249) (434,347,795) (183,581,799) (264,157,639) Increase in deferred income tax (1,757,576,157) - (1,757,576,157) - Increase in other current assets (12,430,647) (183,367,328) (11,391,285) (137,861,452) Increase in income taxes deducted at sources (16,246,401) (21,064,293) (1,155,907) (729,083) Decrease (increase) in refundable deposits and others (277,841,745) (44,726,356) 7,258,414 5,733,121 Increase (decrease) in payables to related companies-trade (266,215,079) 173,522,634 (178,152,295) 107,886,675 Increase (decrease) in accounts payable-trade (347,801,526) 540,571,763 (106,115,213) 10,462,989 Increase (decrease) in advance received from customers (104,458,476) 221,087,785 (38,212,471) 89,992,178 Decrease in accrued royalty fees - (133,423,142) - - Increase (decrease) in income tax payable (138,752,667) 119,571,480 (112,490,089) 112,490,089 Increase in employees contribution to provident fund 9,744,887 10,780,592 6,676,813 8,452,849 Increase in other current liabilities 135,286,860 113,530,766 146,499,227 48,635,955 Increase (decrease) in other liabilities (3,402,837) 19,863,317 - - Net Cash Used in Operating Activities (857,134,705) (947,199,922) (381,432,130) (369,449,402) - 3 - In Baht Consolidated The Company 1997 1996 1997 1996 CASH FLOWS FROM INVESTING ACTIVITIES: Increase in investments of subsidiaries, associated and other related companies (885,299,050) (1,481,393,968) (1,245,820,326) (1,974,595,374) Increase in loan to related companies (198,848,689) (659,444,585) (186,199,055) (475,996,918) Increase (decrease) in minority interest in net income of subsidiaries (22,152,769) 271,844,354 - - Excess of investments over net assets (86,518,575) - - - Increase in fixed assets (325,135,432) (757,330,272) (137,478,394) (265,051,882) Proceeds from sales of investments 1,130,156,292 1,535,524,441 1,185,656,292 1,252,587,068 Proceeds from sales of fixed assets 14,743,998 63,550,283 16,742,733 22,940,702 Net Cash Used in Investing Activities (373,054,225) (1,027,249,747) (367,098,750) (1,440,116,404) CASH FLOWS FROM FINANCING ACTIVITIES: Increase (decrease) in loans from financial institutions 706,514,573 451,158,821 596,738,709 (140,299,059) Decrease in long-term loans (22,589,960) (660,607,980) - (454,193,228) Increase (decrease) in loan from related companies 136,459,316 (133,650,000) - - Issuing Euro Convertible Bonds - 2,650,855,000 - 2,650,855,000 Professional fee paid for issuing Euro Convertible Bonds - (71,716,644) - (71,716,644) Cash dividends (120,000,000) (140,000,000) (120,000,000) (140,000,000) Net Cash Provided by Financing Activities 700,383,929 2,096,039,197 476,738,709 1,844,646,069 NET INCREASE (DECREASE) IN CASH (529,805,001) 121,589,528 (271,792,171) 35,080,263 CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 1,510,068,141 1,388,478,613 1,275,027,278 1,239,947,015 CASH AND CASH EQUIVALENTS AT END OF YEAR 980,263,140 1,510,068,141 1,003,235,107 1,275,027,278 - 4 - In Baht Consolidated The Company 1997 1996 1997 1996 Supplemental Disclosures of Cash Flows Information: Cash and cash equivalents consisted of: Cash on hand and at banks (excluded collateralized fixed deposits) 307,900,241 491,680,749 93,200,877 309,957,591 Short-term investments 1,026,733,355 1,221,655,124 914,849,513 975,557,873 Bank overdrafts (354,370,456) (203,267,732) (4,815,283) (10,488,186) 980,263,140 1,510,068,141 1,003,235,107 1,275,027,278 Cash paid during the years for: Interest 424,887,419 294,468,198 230,230,087 167,236,683 Income tax 202,475,696 176,292,280 113,645,997 54,137,572 See accompanying Notes to Financial Statements. (With Mr. Vichien Thamtrakuls report dated March 25, 1998) LOXLEY PUBLIC COMPANY LIMITED AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1997 AND 1996 1.COUNTRYS ECONOMIC CRISIS The accompanying financial statements as of December 31, 1997,included the effects of the economic and financial crisis to the extent the Company, subsidiaries and associated companies are known and can be estimated. These crisis caused by the currency volatility in the Asia were affected from Pacific region, volatile stock market, interest rate and continue slowdown in economic of 1997 and will continue to be existed and, accordingly, there are uncertainties that may affect future operations of the Company, subsidiaries and associated companies. The ultimate outcome of this matter cannot presently be determined. The financial statements for the year ended December 31, 1997 do not include any adjustment that might result from these uncertainties. Related effects will be reported in the financial statements as they become known and estimable. 2.PRINCIPLES OF CONSOLIDATION The consolidated financial statements included the accounts of Loxley Public Company Limited and the following subsidiaries owned directly and indirectly by the Loxley Public Company Limited or the companies over which Loxley Public Company Limited has control. Percentage of Shareholding As at December 31 1997 1996 Direct Indirect Direct Indirect Subsidiary Companies Loxley Business Information Technology Company Limited 99 - 99 - Loxley Myanmar Company Limited (not yet started principal commercial operations) 99 - 99 - Loxley Wireless Company Limited (formerly Cellular Products & Services Company Limited) 99 - 99 - Jago Company Limited (not yet started principal commercial operations) 99 - 99 - Loxley Utilities Services Company Limited 90 90 (More)