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Full Year Financial Statement And Dividend Announcement

BackJan 16, 2003



PART I - INFORMATION REQUIRED FOR ANNOUNCEMENTS OF QUARTERLY (Q1, Q2 & Q3),

        HALF-YEAR AND FULL YEAR RESULTS



1(a) An income statement (for the group) together with a comparative statement for the
      corresponding period of the immediately preceding financial year
      Group
      Company
      Year ended 31/10/2002
      (Actual)
      Year ended 31/10/2001
      (Proforma*)
      Increase / (Decrease)
      Year ended 31/10/2002
      (Actual)
      Year ended 31/10/2001
      (Actual)
      Increase / (Decrease)
      S$'000
      S$'000
      %
      S$'000
      S$'000
      %
      Turnover
      90,291
      81,806
      10.4
      75,160
      67,349
      11.6
      Cost of Sales
      (77,974)
      (71,240)
      9.5
      (65,750)
      (59,177)
      11.1
      Gross Profit
      12,317
      10,566
      16.6
      9,410
      8,172
      15.2
      Other Operating Income
      1,060
      640
      65.6
      676
      509
      32.8
      Distribution Costs
      (1,559)
      (1,156)
      34.9
      (1,490)
      (1,113)
      33.9
      Administrative Expenses
      (4,533)
      (3,495)
      29.7
      (3,643)
      (2,733)
      33.3
      Other Operating Expenses
      (1,515)
      (1,109)
      36.6
      (1,257)
      (989)
      27.1
      Profit from Operations
      5,770
      5,446
      5.9
      3,696
      3,846
      (3.9)
      Exceptional Items
      56
      -
      NM
      -
      50
      -
      Finance Costs
      (2,092)
      (2,357)
      (11.2)
      (1,687)
      (2,122)
      (20.5)
      Profit Before Taxation
      3,734
      3,089
      20.9
      2,009
      1,774
      13.2
      Taxation
      (859)
      (598)
      43.6
      (456)
      (302)
      51.0
      Profit After Taxation
      2,875
      2,491
      15.4
      1,553
      1,472
      5.5
      Minority Interests
      (83)
      (168)
      (50.6)
      -
      -
      -
      Net Profit Attributable To Shareholders
      2,792
      2,323
      20.2
      1,553
      1,472
      5.5
      Investment Income
      1
      5
      NM
      Other Income Including Interest Income
      894
      560
      59.6
      Depreciation And Amortisation
      (660)
      (620)
      6.5
      (Provision)/Write-back Of Provision For Doubtful Debts & Bad Debts Written Off
      (532)
      (46)
      NM
      Provision For Stock Obsolescence
      (15)
      (41)
      NM
      Foreign Exchange Gain / ( Loss )
      101
      (37)
      NM
      NM - Not Meaningful

      * Proforma indicate the Group has been in place since last financial year.


1(b)(i) A balance sheet (for the issuer and group), together with a comparative statement
      as at the end of the immediately preceding financial year
      Group
      Company
      Year ended 31/10/2002
      (Actual)
      Year ended 31/10/2001
      (Proforma)
      Year ended 31/10/2002
      (Actual)
      Year ended 31/10/2001
      (Actual)
      S$'000
      S$'000
      S$'000
      S$'000
      Non-current assets
      Fixed assets
      8,864
      9,098
      4,512
      4,791
      Intangible assets
      (127)
      412
      265
      318
      Subsidiary companies
      -
      -
      3,054
      362
      8,737
      9,510
      7,831
      5,471
      Current assets
      Stocks
      30,297
      22,845
      25,363
      19,603
      Trade debtors
      22,279
      19,982
      18,543
      16,659
      Other debtors, deposits and prepayments
      511
      710
      200
      586
      Due from related parties
      111
      274
      1
      137
      Fixed deposits with banks
      607
      600
      516
      511
      Cash and bank balances
      2,669
      388
      1,696
      311
      56,474
      44,799
      46,319
      37,807
      Less:-
      Current liabilities
      Trade creditors
      9,175
      6,842
      7,695
      5,591
      Other creditors and accruals
      1,890
      1,323
      1,526
      975
      Finance lease creditors
      105
      130
      57
      110
      Due to related parties
      344
      236
      345
      531
      Due to subsidiary
      -
      -
      135
      -
      Provision for taxation
      936
      569
      690
      287
      Bank borrowings
      29,328
      26,056
      24,485
      22,771
      41,778
      35,156
      34,933
      30,265
      Net current assets
      14,695
      9,643
      11,386
      7,542
      Non-current liabilities
      Finance lease creditors
      (249)
      (99)
      (11)
      (68)
      Bank borrowings
      (3,294)
      (3,773)
      (1,213)
      (1,400)
      Deferred taxation
      (249)
      (228)
      -
      (130)
      (3,792)
      (4,100)
      (1,224)
      (1,598)
      19,641
      15,053
      17,993
      11,415
      Share Capital And Reserves
      Share capital
      15,466
      7,292
      15,466
      4,600
      Share premium
      115
      1,600
      115
      1,600
      Revenue reserve
      3,651
      5,802
      2,412
      5,215
      Foreign currency translation
      (14)
      10
      -
      -
      Minority interests
      423
      349
      -
      -
      19,641
      15,053
      17,993
      11,415


1(b)(ii) Aggregate amount of group's borrowings and debt securities
      Amount repayable in one year or less, or on demand

      As at 31 Oct 2002
      (Actual)
      S$'000
      As at 31 Oct 2001
      (Proforma)
      S$'000
      Secured
      Unsecured
      Secured
      Unsecured
      15,864
      13,464
      14,156
      11,900


      Amount repayable after one year

      As at 31 Oct 2002
      (Actual)
      S$'000
      As at 31 Oct 2001
      (Proforma)
      S$'000
      Secured
      Unsecured
      Secured
      Unsecured
      3,294
      -
      3,773
      -


      Details of any collateral

      N.A.


1(c) A cash flow statement (for the group), together with a comparative statement for
      the corresponding period of the immediately preceding financial year
      Year ended 31/10/2002
      (Proforma*)
      Year ended 31/10/2001
      (Proforma)
      S$'000
      S$'000
      CASH FLOWS FROM OPERATING ACTIVITIES
      Profit before taxation
      3,734
      3,089
      Adjustments for:-
      Amortisation of positive and negative goodwill
      (57)
      64
      Depreciation of fixed assets
      718
      556
      Fixed assets written off
      74
      -
      Gain on disposal of fixed assets
      (48)
      (42)
      Loss on disposal of quoted and unquoted investments
      -
      9
      Interest expense
      2,092
      2,357
      Interest income
      (11)
      (22)
      Minority interest
      (9)
      175
      Foreign currency reserve
      (14)
      -
      Translation adjustment
      1
      16
      Operating profit before working capital changes
      6,480
      6,202
      Working capital changes:-
      Increase in stock
      (7,451)
      (1,566)
      Increase in trade and other debtors
      (2,098)
      (938)
      Increase / (Decrease) in trade and other creditors
      2,899
      (1,736)
      Decrease in amounts due by related parties
      163
      35
      Decrease in amounts due by directors
      -
      257
      Increase in amounts due to related parties
      108
      236
      Decrease in amounts due to directors
      -
      (234)
      Cash generated from operations
      101
      2,256
      Interest paid
      (2,092)
      (2,357)
      Interest received
      11
      22
      Income tax paid
      (471)
      (759)
      Net cash used in operating activities
      (2,451)
      (838)
      CASH FLOWS FROM INVESTING ACTIVITIES
      Purchase of fixed assets
      (575)
      (1,514)
      Proceeds from sale of fixed assets
      63
      42
      Proceeds from sale of quoted and unquoted investments
      -
      135
      Net cash used in investing activities
      (512)
      (1,337)
      CASH FLOWS FROM FINANCING ACTIVITIES
      Increase / (decrease) in bank borrowings
      10,393
      (2,999)
      Increase / (decrease) in finance lease creditors
      125
      (68)
      Proceeds from issue of share capital net of listing expenses
      2,333
      -
      Net cash generated from / (used in) financing activities
      12,851
      (3,067)
      Increase / (decrease) in cash and cash equivalents
      9,888
      (5,242)
      Cash and cash equivalents at beginning of year
      (6,612)
      (1,370)
      Cash and cash equivalents at end of year
      3,276
      (6,612)
      Cash and bank balances
      2,669
      388
      Fixed deposits with banks
      607
      600
      Bank overdrafts
      -
      (7,600)
      3,276
      (6,612)

      * Based on FY2001 proforma financial statements


1(d)(i) A statement (for the issuer and group) showing either (i) all changes in equity or (ii)
      changes in equity other than those arising from capitalisation issues and
      distributions to shareholders, together with a comparative statement for the
      corresponding period of the immediately preceding financial year
      The Group
      Share capital
      Share premium
      Foreign currency translation reserve
      Retained profits
      Total
      S$'000
      S$'000
      S$'000
      S$'000
      S$'000
      Balance at 1 November 2000
      7,292
      1,600
      10
      4,646
      13,548
      Net profit for the financial year
      -
      -
      -
      2,323
      2,323
      Dividends
      -
      -
      -
      (1,167)
      (1,167)
      Balance at 31 October 2001
      7,292
      1,600
      10
      5,802
      14,704
      Balance at 1 November 2001
      - as previously reported
      7,292
      1,600
      10
      5,802
      14,704
      - notional issue of share to acquire investment in a subsidiary
      (2,692)
      -
      -
      -
      (2,692)
      - pre-acquisition profit of subsidiaries
      -
      -
      (10)
      (587)
      (597)
      - as restated
      4,600
      1,600
      -
      5,215
      11,415
      Issue of ordinary shares for the acquisition of subsidiary pursuant to the restructuring exercise
      2,692
      -
      -
      -
      2,692
      Bonus issue from retained profits
      4,356
      -
      -
      (4,356)
      -
      Bonus issue from share premium
      418
      (418)
      -
      -
      -
      Less:-
      Listing expenses
      -
      (1,067)
      -
      (1,067)
      Translation difference on financial statements of foreign subsidiary
      -
      -
      (14)
      -
      (14)
      Public issue of ordinary shares
      3,400
      -
      -
      -
      3,400
      Net profit for the financial year
      -
      -
      -
      2,792
      2,792
      Balance at 31 October 2002
      15,466
      115
      (14)
      3,651
      19,218
      The Company
      Share capital
      Share premium
      Retain profits
      Total
      S$'000
      S$'000
      S$'000
      S$'000
      Balance at 1 November 2000
      4,600
      1,600
      4,910
      11,110
      Net profit for the financial year
      -
      -
      1,472
      1,472
      Dividends
      -
      -
      (1,167)
      (1,167)
      Balance at 31 October 2001
      4,600
      1,600
      5,215
      11,415
      Balance at 1 November 2001
      4,600
      1,600
      5,215
      11,415
      Issue of ordinary shares for the acquisition of subsidiary pursuant to the restructuring exercise
      2,692
      -
      -
      2,692
      Bonus issue from retained profits
      4,356
      -
      (4,356)
      -
      Bonus issue from share premium
      418
      (418)
      -
      -
      Less:-
      Listing expenses
      -
      (1,067)
      -
      (1,067)
      Public issue of ordinary shares
      3,400
      -
      -
      3,400
      Net profit for the financial year
      -
      -
      1,553
      1,553
      Balance at 31 October 2002
      15,466
      115
      2,412
      17,993


1(d)(ii) Details of any changes in the company's share capital arising from rights issue,
      bonus issue, share buy-backs, exercise of share options or warrants, conversion of
      other issues of equity securities, issue of shares for cash or as consideration for
      acquisition or for any other purpose since the end of the previous period reported
      on. State also the number of shares that may be issued on conversion of all the
      outstanding convertibles as at the end of the current financial period reported on
      and as at the end of the corresponding period of the immediately preceding
      financial year
      Number Of Shares
      $
      Issued and fully paid ordinary shares of $1.00 each as at 31 October 2001
      4,600,000
      4,600,000
      Issue of shares of $1.00 each
      2,691,848
      2,691,848
      Bonus Issue of $1.00 each from retained profits
      4,355,854
      4,355,854
      Bonus Issue of $1.00 each from share premium
      418,298
      418,298
      12,066,000
      12,066,000
      Subdivision of one ordinary share of S$1.00 each into five ordinary shares of S$0.20 each
      60,330,000
      12,066,000
      Issue of new shares of $0.20 each
      17,000,000
      3,400,000
      Issued and paid-up ordinary shares of S$0.20 each as at 31 October 2002
      77,330,000
      15,466,000


2. Whether the figures have been audited, or reviewed and in accordance with
      which standard (e.g. the Singapore Standard on Auditing 910
      (Engagements to Review Financial Statements), or an equivalent standard)
      The figures have not been audited, or reviewed and in accordance with the Singapore Standard on Auditing 910.


3. Where the figures have been audited or reviewed, the auditors' report (including
      any qualifications or emphasis of matter)
      N.A.


4. Whether the same accounting policies and methods of computation as in the
      issuer's most recently audited annual financial statements have been applied

      Except as disclosed in Paragraph 5 below, the Group has applied the same accounting policies and methods of computation in the financial statements for the current financial year compared with the audited financial statements
      as at 31st October 2001.


5. If there are any changes in the accounting policies and methods of computation,
      including any required by an accounting standard, what has changed, as well as
      the reasons for, and the effect of, the change

      During the financial year, the Group changed its accounting policy with respect of the adoption of statement of Accounting Standards 12 ( Revised 2001 ) "Income Taxes". However, the adoption did not result in any adjustments to the retained profits of prior financial year.


6. Earnings per ordinary share of the group for the current period reported on and the
      corresponding period of the immediately preceding financial year, after deducting
      any provision for preference dividends
      Group
      2002
      (Actual)
      2001
      (Proforma)
      Earnings per Ordinary Share for the year based on net profit attributable to shareholders:-
      (i)
      Based on the weighted average number of ordinary shares on issue
      4.31 cents
      3.85 cents#
      (ii)
      On a fully diluted basis
      4.31 cents
      3.85 cents#

      # Based on pre-invitation of 60,330,000 ordinary shares


7. Net asset value (for the issuer and group) per ordinary share based on issued share
      capital of the issuer at the end of the (a) current period reported on and (b)
      immediately preceding financial year
      Group
      2002
      (Actual)
      2001
      (Proforma)
      Net Asset Value per Ordinary Share based on issued shared capital at the end of the year
      24.85 cents
      24.37 cents #

      Based on pre-invitation of 60,330,000 ordinary shares.

8. A review of the performance of the group, to the extent necessary for a reasonable
      understanding of the group's business. The review must discuss any significant
      factors that affected the turnover, costs, and earnings of the group for the current
      financial period reported on, including (where applicable) seasonal or cyclical
      factors. It must also discuss any material factors that affected the cash flow,
      working capital, assets or liabilities of the group during the current financial period
      reported on


      Turnover
      FY2002
      S$'000
      ( Actual )
      FY2001
      S$'000
      ( Proforma )
      Growth
      %
      Trading
      81,927
      74,744
      9.6
      Manufacturing
      8,364
      7,062
      18.4
      90,291
      81,806
      10.4


      Turnover of the Group for FY 31 October 2002 show a satisfactory 10.4% increase to $90.3 million compared to $81.8 million recorded in the previous financial year. The increase in turnover came predominantly in the second half of the financial year as the first half saw marginal increase. The increase resulted from higher revenue contribution from our manufacturing subsidiary, higher export sales from our trading activities and higher steel prices.

      Our manufacturing revenue increased 18.4% as we saw good demand for our Mild Steel Lip Channels.Trading revenue increased at a lower rate of 9.6%. We were able to increase our sales of ship plates and steel plates due to the buoyant marine industry. Ship plates and steel plates accounted for 46.0% of the Group's turnover compared to 37.8% in finanacial year 2001.

      Our manufacturing's share of total turnover increased from 8.6% in the previous year to 9.3% for financial year 2002.

      Overall, gross profit increased due to higher revenue contribution from manufacturing activities (as it has higher profit margin) and better steel prices. An increase in other income, primarily due to an increase in foreign exchange gain and increase in rental income. While distribution and adminstrative expenses have increased in line with the increase in turnover, this was more than offset by the improvement in gross profits and reduction in financing costs.

      In line with the higher contribution and profit margin from our manufacturing operations, manufacturing's share of total PBT increased from 21.7% in previous year to 28.3%.

      In view of the above, the Group's PBT for FY 2002 increased 20.9% to $3.7 million from $3.1 million for FY 2001. As a result, our PBT margin improved from 3.8% for the previous year to 4.1% for FY 2002.


9. Where a forecast, or a prospect statement, has been previously disclosed to
      shareholders, any variance between it and the actual results
      N.A.


10. A commentary at the date of the announcement of the competitive conditions of
      the industry in which the group operates and any known factors or events that
      may affect the group in the next reporting period and the next 12 months
      Although the economic outlook for 2003 is uncertain due to the possibility of war and the difficult economic conditions in Singapore and the region, our directors are cautiously optimistic of the Group's prospect for FY 2003.

      Our manufacturing subsidiary Oriental Metals has already embarked on setting up the new production line for the manufacturing of pipes. This new production line is financed from our IPO proceeds which we raised last year. The production line will be installed by the first half of the current financial year and trial production of pipes will commence thereafter. We hope to have the line fully operational by the end of FY 2003.

      Our trading business will continue to focus on our core competencies of being a major market player, our reliability in terms of quality and delivery and reputation to continue to grow the business. However, given the uncertain economic conditions, we will be cautious in expanding our business.

      Overall, the Group will not just rely on organic growth to fuel the business, but will continue to be on the lookout for other possible opportunities.


11. Dividend
      (a) Current Financial Period Reported On

      Any dividend recommended for the current financial period reported on? Yes

      Name of Dividend
      First & Final
      Dividend Type
      Cash
      Dividend Rate 5 % per ordinary share (less tax)
      Par value of shares
      S$0.20
      Tax Rate
      22.0%


      (b) Corresponding Period of the Immediately Preceding Financial Year

      Any dividend declared for the corresponding period of the immediately preceding financial year? Yes

      Name of Dividend
      Interim
      Dividend Type
      Dividend in Species
      Dividend Rate 42.9 cents per ordinary share (less tax)
      Par value of shares
      S$1.00
      Tax Rate
      24.5%


      (c) Date payable


      To be announced later


      (d) Books closure date


      To be announced later


12. If no dividend has been declared/recommended, a statement to that effect
      N.A.



PART II - ADDITIONAL INFORMATION REQUIRED FOR FULL YEAR ANNOUNCEMENT
        (This part is not applicable to Q1, Q2, Q3 or Half Year Results)


13. Segmented revenue and results for business or geographical segments (of the
      group) in the form presented in the issuer's most recently audited annual financial
      statements, with comparative information for the immediately preceding year
      Trading
      Manufacturing
      Group
      S$'000
      S$'000
      S$'000
      2002
      Turnover
      Sales to external customers
      81,928
      8,363
      90,291
      Segment results
      10,796
      2,571
      13,367
      Expenses
      (6,763)
      (844)
      (7,607)
      Operating profit
      4,033
      1,727
      5,760
      Interest expense
      (1,898)
      (194)
      (2,092)
      Interest income
      9
      1
      10
      Exceptional item
      -
      56
      56
      Profit before tax
      2,144
      1,590
      3,734
      Taxation
      (569)
      (290)
      (859)
      Minority interest
      (83)
      -
      (83)
      Net profit
      1,492
      1,300
      2,792
      Segment assets
      53,618
      11,593
      65,211
      Segment liabilities
      (37,310)
      (8,260)
      (45,570)
      Capital expenditure
      406
      169
      575
      Depreciation expense
      374
      344
      718
      Amortisation expense
      14
      (71)
      (57)

      Trading
      Manufacturing
      Group
      S$'000
      S$'000
      S$'000
      2001
      Turnover
      Sales to external customers
      74,744
      7,062
      81,806
      Segment results
      9,506
      1,678
      11,184
      Expenses
      (5,101)
      (659)
      (5,760)
      Operating profit
      4,405
      1,019
      5,424
      Interest expense
      (2,137)
      (220)
      (2,357)
      Interest income
      22
      -
      22
      Profit before tax
      2,290
      799
      3,089
      Taxation
      (460)
      (138)
      (598)
      Minority interest
      (168)
      -
      (168)
      Net profit
      1,662
      661
      2,323
      Segment assets
      44,774
      9,535
      54,309
      Segment liabilities
      (32,761)
      (6,495)
      (39,256)
      Capital expenditure
      1,485
      29
      1,514
      Depreciation expense
      457
      99
      556
      Amortisation expense
      53
      11
      64



Singapore
Malaysia
Group
S$'000
S$'000
S$'000
2002
Sales to external customers
81,388
8,903
90,291
Segment assets
62,296
2,915
65,211
Capital expenditure
266
309
575
2001
Sales to external customers
74,672
7,134
81,806
Segment assets
51,799
2,510
54,309
Capital expenditure
1,501
13
1,514



14. In the review of performance, the factors leading to any material changes in
      contributions to turnover and earnings by the business or geographical segments
      NA


15. A breakdown of sales

      Group
      Year ended 31/10/2002
      (Actual)
      Year ended 31/10/2001
      (Proforma)
      Increase / (Decrease)
      S$'000
      S$'000
      %
      Sales reported for first half year
      41,181
      41,133
      0.1
      Operating profit after tax before deducting minority interests reported for first half year
      1,108
      696
      59.2
      Sales reported for second half year
      49,110
      40,673
      20.7
      Operating profit after tax before deducting minority interests reported for second half year
      1,767
      1,795
      (1.6)


16. A breakdown of the total annual dividend (in dollar value) for the issuer's latest
      full year and its previous full year

      Total Annual Dividend (Refer to Para 16 of Appendix 7.2 for the required details)

      Latest Full Year (S$'000)
      Previous Full Year (S$'000)
      Ordinary
      773
      1,167
      Preference
      0
      0
      Total:
      773
      1,167




BY ORDER OF THE BOARD

Wee Piew
Chief Executive Officer
16/01/2003