TERIM FINANCIAL STATEMENTS FOR THE ENDED JUNE 30,2000
15 สิงหาคม 2543
expenditures which
were previously
recorded as assets
(Note 4.2) - ( 72,877) - ( 72,877)
As adjusted (2,450,509) (1,639,584) (2,311,781) (1,535,998)
Net Income (Loss) ( 621,831) 63,349 ( 617,928) 52,209
Balance, end of period (3,072,340) (1,576,235) (2,929,709) (1,483,789)
"UNAUDITED"
"REVIEWED"
- 2 -
STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (CONTINUED)
In Thousand Baht
Consolidated The Company
June 30, June 30, June 30, June 30,
2000 1999 2000 1999
(Restated) (Restated)
Minority interest in subsidiaries 389,154 416,229 - -
Excess (lower) from change in value
of available-for-sale securities
(Notes 4.1 and 6.6) ( 845,632) 408,488 ( 845,632) 408,488
Cumulative translation adjustments ( 230,931) ( 166,197) ( 230,931) ( 166,197)
SHAREHOLDERS' EQUITY - Net (1,112,192) 1,224,767 (1,358,715) 900,984
See accompanying Notes to Interim Financial Statements.
(With Mr. Vichien Thamtrakul's report dated August 7, 2000)
"UNAUDITED"
"REVIEWED"
LOXLEY PUBLIC COMPANY LIMITED AND SUBSIDIARIES
STATEMENTS OF CASH FLOWS
FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2000 AND 1999
In Thousand Baht
Consolidated The Company
June 30, June 30, June 30, June 30,
2000 1999 2000 1999
(Restated) (Restated)
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income (loss) ( 621,831) 63,349 ( 617,928) 52,209
Adjustments to reconcile net
income (loss) to net cash provided
by (used in) operating activities:
Depreciation 120,143 120,302 54,280 56,924
Provision for bonds redemption 158,523 177,977 158,523 177,977
Loss on foreign exchange rates 396,465 17,680 396,465 17,680
Set up (Reversal) provision for
doubtful accounts 26,964 ( 720) - ( 1,291)
Reversal of provision for decline
in value of inventories ( 8,932) ( 7,257) ( 10,340) ( 7,265)
Provision for doubtful accounts
on interest on loans to related
company 45,588 - 45,588 -
Provision for decline in value
of investment 1,463 - 1,463 -
Provision for decline in value
of income tax deducted
at source 5,847 2,401 - -
Excess of investments over net
assets - amortization 7,233 9,218 - -
Contribution to employees'
provident fund - net 6,475 5,044 4,902 3,095
Gain on sales of investments - net ( 124) ( 5,413) ( 124) -
Equity in results of
operations of associated
companies - net ( 156,438) ( 164,857) ( 207,112) ( 174,382)
Equity in results of operations
of subsidiaries - net - - 93,835 ( 28,130)
Translation adjustment - 7,378 - -
Loss (gain) on sales of fixed assets ( 8,456) 9,944 617 ( 4,670)
Increase in collateralized fixed
deposits ( 1,620) ( 389) - -
"UNAUDITED"
"REVIEWED"
- 2 -
In Thousand Baht
Consolidated The Company
June 30, June 30, June 30, June 30,
2000 1999 2000 1999
(Restated) (Restated)
Decrease (increase) in receivables
from related companies
- trade and others ( 26,318) ( 109,041) 59,785 13,857
Decrease (increase) in
accounts receivable-trade
and others 238,791 ( 296,061) 120,383 ( 220,340)
Decrease in inventories 30,739 125,305 15,901 118,156
Increase in deferred income tax - ( 56,808) - ( 56,808)
Increase in other current assets ( 46,362) ( 31,816) ( 48,315) ( 60,245)
Increase in income tax
deducted at source ( 15,069) ( 9,551) ( 6,234) ( 4,849)
Increase in refundable deposits
and others ( 1,473) ( 39,413) ( 2,135) ( 3,808)
Increase (decrease) in payables
to related companies-trade ( 14,953) 21,086 10,622 ( 2,882)
Decrease in accounts
payable-trade ( 166,656) ( 87,143) ( 67,650) ( 13,817)
Increase (decrease) in deposits
and advance received from
customers ( 50,094) 116,658 ( 18,927) 37,434
Increase (decrease) in income
tax payable 5,638 ( 5,824) - -
Decrease in employees'
contribution to provident
fund - net ( 2,145) ( 11,140) ( 574) ( 8,296)
Increase in other current liabilities 137,303 6,060 105,819 17,527
Increase in other liabilities 56,048 11,413 - -
Net Cash Provided by
(Used in) Operating
Activities 116,749 ( 131,618) 88,844 ( 91,924)
"UNAUDITED"
"REVIEWED"
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In Thousand Baht
Consolidated The Company
June 30, June 30, June 30, June 30,
2000 1999 2000 1999
(Restated) (Restated)
CASH FLOWS FROM INVESTING
ACTIVITIES:
Increase in investments of
subsidiaries, associated,
related and other companies ( 6,000) ( 168,961) - ( 130,000)
Increase in loan to related companies ( 3,883) ( 7,164) ( 7,617) ( 14,500)
Increase (decrease) in minority
interest in net income of subsidiaries ( 42,975) 16,260 - -
Increase in fixed assets ( 70,100) ( 69,172) ( 15,164) ( 28,484)
Cash dividends from associated
companies 186,050 135,558 211,050 135,558
Proceeds from sales of investments 4,411 23,650 4,411 -
Proceeds from sales of fixed assets 13,508 43,519 10,694 6,503
Net Cash Provided by
(Used in) Investing
Activities 81,011 ( 26,310) 203,374 ( 30,923)
CASH FLOWS FROM FINANCING
ACTIVITIES:
Increase (decrease) in loans from
financial institutions 62,167 ( 143,259) 29,527 ( 142,408)
Increase in note payable - 10,000 - -
Increase (decrease) in loans from
directors ( 4,729) 48 - -
Decrease in long-term loans - net - ( 16,664) - -
Decrease in loan and advance from
related companies ( 3,886) ( 34,501) - -
Net Cash Provided by
(Used in) Financing
Activities 53,552 ( 184,376) 29,527 ( 142,408)
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS 251,312 ( 342,304) 321,745 ( 265,255)
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 1,443,621 1,741,253 1,320,894 1,515,167
CASH AND CASH EQUIVALENTS
AT END OF PERIOD 1,694,933 1,398,949 1,642,639 1,249,912
"UNAUDITED"
"REVIEWED"
- 4 -
In Thousand Baht
Consolidated The Company
June 30, June 30, June 30, June 30,
2000 1999 2000 1999
(Restated) (Restated)
Supplemental Disclosures of
Cash Flows Information:
Cash and cash equivalents
consisted of:
Cash on hand and at banks
(excluded collateralized
fixed deposits) 346,326 337,653 167,223 146,214
Short-term investments 1,544,271 1,258,895 1,478,219 1,108,248
Bank overdrafts ( 195,664) ( 197,599) ( 2,803) ( 4,550)
Total 1,694,933 1,398,949 1,642,639 1,249,912
Cash paid during the period for:
Interest expense 51,377 92,744 16,153 16,165
Income tax 44,376 49,328 6,234 4,849
See accompanying Notes to Interim Financial Statements.
(With Mr. Vichien Thamtrakul's report dated August 7, 2000)
LOXLEY PUBLIC COMPANY LIMITED AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2000 AND 1999 (REVEWED)
AND DECEMBER 31, 1999 (AUDITED)
1. BASIS OF FINANCIAL STATEMENT PREPARATION
The accompanying interim financial statements have been prepared in
accordance with accounting standards No. 41 "Interim Financial Reporting" and the
Accounting Regulations of the Stock Exchange of Thailand.
The interim financial report is intended to provide an update on the
financial statements for the year ended December 31, 1999. It focuses on new activities,
events and circumstances. To avoid repetition of information previously reported,
these interim financial statements should be read in conjunctions with the financial
statements for the year ended December 31, 1999.
The Company maintains its official accounting records in Thai Baht and
prepares its statutory financial statements in the Thai language in conformity with
financial accounting standards in Thailand, which may not conform with generally
accepted accounting principles in other countries. The accompanying financial
statements are not intended to present the financial position and results of operations
and cash flows in accordance with accounting principles and practices generally
accepted in countries and jurisdictions other than Thailand. Accordingly, the financial
statements are not designed for those who are not informed about Thai accounting
principles and practices.
For the convenience of the reader, an English translation of financial
statements has been prepared from the statutory Thai language financial statements
which are issued for domestic reporting purposes.
2. EFFECT OF ECONOMIC CRISIS
The accompanying financial statements have been prepared in
conformity with the accounting assumptions for a going concern and include the effects
of the economic crisis to the extent they are known and can be estimated. Starting from
the middle of 1997, the operations of the Company has been affected and continue to be
affected by the volatility in Baht currency and adverse economic conditions in Thailand.
Even though, during the past year up to the present, the volatility in Baht currency was
changed for the better, interest rates were lowered and more credit was provided by the
financial institutions to the private sector, the general deterioration of the economies of
countries in this region caused the slow recovery of the economy in Thailand.
Management of the Company has developed plans and implemented certain measures
to cushion the impact of the crisis. Among others, these include :
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a) Reviewing the viability of certain investment projects.
b) Negotiating the debt restructuring of Euro Convertible Bonds with the
bondholders.
c) Reducing the holding of investments in non-core businesses.
d) Establishing control procedures with the aim to improve productivity as
well as implementing various cost reduction programs.
The operations of the Company has been affected, and may continue to
be affected, for the foreseeable future by the adverse economic conditions in Thailand
and Asia Pacific. The change in foreign currency exchange system has greatly
increased the burden on foreign liabilities in terms of Baht currency, especially, the
liabilities from Euro Convertible Bonds (ECD) (Note 6.9). Because the redemption
period will begin in the near future, the Company has appointed financial advisors to
provide assistance relating to the debt restructuring of these ECD. The Company is still
in the process of negotiating the conditions in the proposal submitted by the Steering
Committee of Bondholders. The eventual outcome of such negotiation cannot be
presently determined. Therefore, the Company's continued operation as a going
concern is dependent upon a) success in the debt restructuring plan b) the ability to
operate successfully and to generate sufficient funds to meet the debts as well as being
able to generate a sufficient amount of taxable income that will fully utilize the
deferred income tax. The accompanying financial statements do not include any
adjustments relating to the recoverability and classification of the assets or the amount
and classification of liabilities that might be necessary should the Company be unable
to continue as a going concern.
3. 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.
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Percentage of Shareholding
As at
June 30, 2000 December 31, 1999
Direct Indirect Direct Indirect
Subsidiaries
Loxley Business Information Technology
Company Limited 99 - 99 -
Loxley Myanmar Company Limited
(not yet started principal commercial
operations) 99 - 99 -
Loxley Wireless Company Limited 99 - 99 -
Jago Company Limited (not yet started
principal commercial operations) 99 - 99 -
Loxley Energy Company Limited (not yet
started principal commercial operations) 99 - 99 -
Loxley Utilities Services Company Limited 90 - 90 -
Loxley Broadcast and Media Company
Limited 74 - 74 -
Loxley Comware Company Limited 70 - 70 -
Loxley Newtech Company Limited 67 - 67 -
Societed Commercial Lao
Company Limited 67 - 67 -
Loxley Pacific Company Limited 63 - 63 -
Loxley Infra Company Limited 60 - 60 -
Loxley Pagephone Company Limited 55 - 55 -
Loxley Satellite Communications Company
Limited (not yet started principal
commercial operations) 51 - 51 -
Professional Computer Company Limited - 99 - 99
LoxData Company Limited - 99 - 99
Open Systems Integrator
Company Limited - 92 - 92
Loxley Video Post (Bangkok) Company
Limited - 74 - 74
Hutchison Telecommunications (Thailand)
Company Limited - 55 - 55
Companies Over Which Loxley Public
Company Limited Has Control
Loxley Trading Company Limited 50 - 50 -
Loxley Property Development Company
Limited 40 - 40 -
North - East Asia Telephone and
Telecommunication Company Limited - 49 - 49
Significant intercompany transactions with the above subsidiaries have
already been eliminated.
In August 1997, a subsidiary purchased all of the common shares of
Hutchison Telecommunications (Thailand) Company Limited (Hutchison) from the
Company and other shareholders. The subsidiary had to pay for the share capital
exceeding the net assets value of Hutchison. As a result, the subsidiary recorded the
"Excess of Investment Over Net Assets" as part of "Other Assets" which is being
amortized as expense over a period of 8 years. As at June 30, 2000, the unamortized
balance amounted to approximately Baht 57.1 million.
The Company has included the financial statements of Loxley Trading
Company Limited, in which the Company invested 50% of the shareholding in May
1994, for consolidation since it had control over the investee. At the date of the
acquisition of the shares in Loxley Trading Company Limited, the Company had to pay
for the share capital exceeding the net assets value of that subsidiary. As a result, the
Company recorded the "Excess of Investment Over Net Assets" as part of "Other
Assets" which is being amortized as an expense over a period of 15 years. As at June
30, 2000, the unamortized balance amounted to approximately Baht 30.9 million.
- 5 -
During the third quarter of 1996, the Company invested 90% in the share
capital of Loxley Utilities Services Company Limited. In this connection, the Company
had to pay for the share capital exceeding the net assets value of that subsidiary. As a
result, the Company recorded the "Excess of Investment Over Net Assets" as part of
"Other Assets" which is being amortized as an expense over a period of 15 years.
However, in the third quarter of 1999, the Company wrote-off the unamortized balance
of approximately Baht 47.6 million as an expense in the consolidated financial
statements because this excess of investment over net assets had no further benefit.
During the third quarter of 1999, Point Asia Dot Com (Thailand) Limited
(Formerly Loxley Information Holding Limited) (PAD), a subsidiary of Loxley Business
Information Technology Company Limited (LOXBIT), sold out its additional increase
in share capital amounting to Baht 7.3 million to third parties for Baht 138.4 million.
Subsequently, LOXBIT sold a portion of investment in common shares of PAD to third
parties, which affected the percentage of shareholding of LOXBIT in PAD reducing its
to 66.67%. During the fourth quarter of 1999, PAD additionally increased share capital
amounting to Baht 0.8 million, and sold its to LOXBIT at Baht 38 million. Consequently,
the percentage of shareholding of LOXBIT in PAD increased from 66.67% to 67.77%.
During the second quarter of 2000, PAD sold out its additional increase in share capital
amounting to Baht 17.5 million to its third parties for Baht 1,086.9 million, which
effected the percentage of LOXBIT in PAD reducing its to 41%. As a result, the equity
in net assets of LOXBIT in PAD was increased by approximately Baht 505.1
million and Baht 76.9 million as at June 30, 2000 and December 31, 1999, respectively.
Since the Company directly holds 99.99% of share in LOXBIT, therefore, the Company
recognized this effect and presented its as a "Premium on capital in equity of
subsidiary" as part of "Shareholders' Equity" in the balance sheets so that the
percentage of directly and indirectly held or controled shares by LOXBIT decreased to
become associated companies as follows:
Point Asia Dot Com (Thailand) Limited
(Formerly Loxley Information Holding Limited)
PointAsia Dot Com Company Limited
Loxley Information Company Limited
Loxley Information Service Company Limited
Netone Network Solution Company Limited
- 6 -
As a result, the consolidated interim financial statements for the three-
month period and six-month period ended June 30, 2000 did not include those
companies. However, the Company accounted these investments by the equity
method. The Company, for comparative purposes, applied the change retroactively to
the consolidated financial statements for the three-month period and six-month period
ended June 30, 1999 and the consolidated financial statements for the year ended
December 31, 1999. The effects of the restatement are as follows:
Per Share Data
In Thousand Baht
Baht Ordinary Diluted
Increase in the consolidated net income
(loss) for the three-month period
ended June 30, 1999 5,473 0.14 0.11
Increase in the consolidated net income
(loss) for the six-month period ended
June 30, 1999 4,767 0.12 0.09
Decrease in the consolidated deficit at
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