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Full Year Financial Statement And Dividend Announcement

BackDec 30, 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 31/10/2003
      Year ended 31/10/2002
      Increase / (Decrease)
      Year ended 31/10/2003
      Year ended 31/10/2002
      Increase / (Decrease)
      S$'000
      S$'000
      %
      S$'000
      S$'000
      %
      Turnover
      108,370
      90,291
      20.0
      92,810
      75,160
      23.5
      Cost of Sales
      (95,752)
      (77,974)
      22.8
      (83,149)
      (65,750)
      26.5
      Gross Profit
      12,618
      12,317
      2.4
      9,661
      9,410
      2.7
      Other Operating Income including Interest Income
      1,009
      1,060
      (4.8)
      2,979
      676
      NM
      Distribution Costs
      (1,412)
      (1,559)
      (9.4)
      (1,354)
      (1,490)
      (9.1)
      Administrative Expenses
      (4,608)
      (4,624)
      (0.3)
      (4,211)
      (3,733)
      12.8
      Other Operating Expenses
      (1,448)
      (1,515)
      (4.4)
      (1,063)
      (1,257)
      (15.4)
      Profit from Operations
      6,159
      5,679
      8.5
      6,012
      3,606
      66.7
      Exceptional Items
      -
      56
      NM
      -
      -
      -
      Finance Costs
      (1,853)
      (2,001)
      (7.4)
      (1,580)
      (1,597)
      (1.1)
      Profit Before Taxation
      4,306
      3,734
      15.3
      4,432
      2,009
      120.6
      Taxation
      (899)
      (859)
      4.7
      (698)
      (456)
      53.1
      Net Profit After Taxation
      3,407
      2,875
      18.5
      3,734
      1,553
      NM
      Minority Interests
      (143)
      (83)
      NM
      -
      -
      -
      Net Profit Attributable to Shareholders
      3,264
      2,792
      16.9
      3,734
      1,553
      NM

      The net profit attributable to shareholders included the following for the year ended 31 October 2003:

      Group
      Year ended 31/10/2003
      Year ended 31/10/2002
      S$'000
      S$'000
      Investment Income
      -
      1
      Other Income including Interest Income
      1,009
      894
      Interest Income
      78
      11
      Interest on Borrowings
      1,853
      2,001
      Depreciation and Amortisation
      831
      660
      (Write-Back) / Allowance for Doubtful Debts and Bad Debts Written Off
      52
      532
      Write-Off of Stock Obsolescence
      -
      -
      Provision for Stock Obsolescence
      1
      15
      Impairment in Value of Investments
      -
      -
      Loss on Disposal of Fixed Assets
      3
      -
      Foreign Exchange Loss / (Gain)
      (419)
      (101)
      Adjustments for Under or (Over)provision of Tax in respect of prior years
      106
      (137)
      Exceptional Items
      -
      56
      Extraordinary Items
      -
      -


    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
      As at 31/10/2003
      As at 31/10/2002
      As at 31/10/2003
      As at 31/10/2002
      S$'000
      S$'000
      S$'000
      S$'000
      Fixed assets
      9,897
      8,864
      4,583
      4,512
      Intangible assets
      (80)
      (127)
      212
      265
      Subsidiary companies
      -
      -
      4,854
      3,054
      9,817
      8,737
      9,649
      7,831
      Current assets
      Stocks
      34,471
      30,297
      27,811
      25,363
      Trade debtors
      29,307
      22,279
      24,855
      18,543
      Other debtors, deposits and prepayments
      1,195
      511
      1,062
      200
      Due from related parties
      442
      111
      442
      1
      Due from subsidary
      -
      -
      5,411
      -
      Fixed deposits with banks
      1,596
      607
      1,503
      516
      Cash and bank balances
      3,449
      2,669
      2,798
      1,696
      70,460
      56,474
      63,882
      46,319
      Less:-
      Current liabilities
      Trade creditors
      6,290
      9,175
      5,207
      7,695
      Other creditors and accruals
      1,975
      1,890
      1,650
      1,526
      Finance lease creditors
      58
      105
      11
      57
      Due to related parties
      -
      344
      -
      345
      Due to subsidiary
      -
      -
      -
      135
      Provision for taxation
      912
      936
      649
      690
      Bank borrowings
      38,288
      29,328
      35,077
      24,485
      47,523
      41,778
      42,594
      34,933
      Net current assets
      22,937
      14,695
      21,288
      11,386
      Non-current liabilities
      Finance lease creditors
      (185)
      (249)
      -
      (11)
      Bank borrowings
      (6,592)
      (3,294)
      (6,592)
      (1,213)
      Deferred taxation
      (394)
      (249)
      (49)
      -
      (7,171)
      (3,792)
      (6,641)
      (1,224)
      25,583
      19,641
      24,296
      17,993
      Share Capital and Reserves
      Share capital
      18,266
      15,466
      18,266
      15,466
      Share premium
      657
      115
      657
      115
      Retained profits
      6,142
      3,651
      5,373
      2,412
      Foreign currency translation reserve
      (27)
      (14)
      -
      -
      Minority interests
      545
      423
      -
      -
      25,583
      19,641
      24,296
      17,993


    1(b)(ii) Aggregate amount of group's borrowings and debt securities

      Amount repayable in one year or less, or on demand

      As at 31/10/2003
      As at 31/10/2002
      Secured
      Unsecured
      Secured
      Unsecured
      2,563,000
      35,725,000
      15,864,000
      13,464,000


      Amount repayable after one year

      As at 31/10/2003
      As at 31/10/2002
      Secured
      Unsecured
      Secured
      Unsecured
      6,592,000
      -
      3,294,000
      -


      Details of any collateral

      The borrowings are secured by the Group's leasehold buildings.

    1(c) A cash flow statement (for the group), together with a comparative statement for the corresponding period of the immediately preceding financial year


      Group
      Year ended 31/10/2003
      Year ended 31/10/2002
      S$'000
      S$'000
      CASH FLOWS FROM OPERATING ACTIVITIES
      Profit before taxation
      4,306
      3,734
      Adjustments for non-cash items:
      Amortisation of negative goodwill
      (101)
      (110)
      Amortisation of purchased goodwill
      53
      53
      Depreciation of fixed assets
      879
      718
      Fixed assets written off
      -
      74
      Loss / (Gain) on disposal of fixed assets
      3
      (48)
      Interest expense
      1,853
      2,001
      Interest income
      (78)
      (11)
      Dividend income from quoted equity investment
      -
      (1)
      Currency re-alignment
      (9)
      (15)
      Provision for stock obsolescence
      1
      -
      Provision for doubtful trade debts
      46
      -
      Bad trade debts written off
      185
      -
      Provision for doubtful trade debts no longer required
      (178)
      -
      Operating profit before working capital changes
      6,960
      6,395
      Working capital changes:
      Increase in stocks
      (4,176)
      (7451)
      Increase in trade and other debtors
      (6,848)
      (2,089)
      (Decrease) / Increase in trade and other creditors
      (2,799)
      2,890
      (Increase) / Decrease in amounts due by related parties
      (331)
      3,273
      Decrease in amounts due to related parties
      (345)
      (3,002)
      Cash (used in) / generated from operations
      (7,539)
      16
      Interest expense paid
      (2,770)
      (2,001)
      Interest income received
      78
      11
      Income tax paid
      (777)
      (479)
      Net cash used in operating activities
      (11,008)
      (2,453)
      CASH FLOWS FROM INVESTING ACTIVITIES
      Purchase of fixed assets
      (1,923)
      (575)
      Proceeds from disposal of fixed assets
      4
      63
      Dividend income from quoted equity investment
      -
      1
      Acquisition of subsidiary company
      -
      (688)
      Net cash used in investing activities
      (1,919)
      (1,199)
      CASH FLOWS FROM FINANCING ACTIVITIES
      Proceeds from placement of shares
      3,342
      -
      Net (repayments to) / proceeds from finance lease creditors
      (111)
      126
      Proceeds from issue of shares,net of issue expenses
      -
      2,333
      Dividends paid
      (793)
      -
      Net proceeds from bank borrowings
      12,258
      10,393
      Net cash from financing activities
      14,696
      12,852
      Increase in cash and cash equivalents
      1,769
      9,200
      Cash and cash equivalents at beginning of year
      3,276
      (5,924)
      Cash and cash equivalents at end of year 31/10/2003
      5,045
      3,276

      * Cash and cash equivalents included in the cash flow statement comprise the following balance sheet amounts:
      Group
      Year ended 31/10/2003
      Year ended 31/10/2002
      S$'000
      S$'000
      Cash and bank balances
      3,449
      2,669
      Fixed deposits with banks
      1,596
      607
      5,045
      3,276

      In financial year 2003, the net cash of S$11.0 million used in operating activities was attributable to the increase in sales, which resulted in an increase in stocks of S$4.2 million, trade and other debtors of S$6.8 million.

    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 as 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)
      Translation difference on financial statement 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 as at 31 October 2002
      15,466
      115
      (14)
      3,651
      19,218
      14,000,000 new ordinary shares of S$0.20 pursuant to private placement
      2,800
      -
      -
      -
      2,800
      Share premium arising on issue of 6,000,000 ordinary shares at S$0.20 each at S$0.2905 each
      -
      542
      -
      -
      542
      Dividends paid
      -
      -
      -
      (773)
      (773)
      Translation difference on financial statement of foreign subsidiary
      -
      -
      (13)
      -
      (13)
      Net profit for the financial year
      -
      -
      -
      3,264
      3,264
      Balance as at 31 October 2003
      18,266
      657
      (27)
      6,142
      25,038
      The Company
      Share Capital
      Share Premium
      Retained Profits
      Total
      S$'000
      S$'000
      S$'000
      S$'000
      Balance as 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 as at 31 October 2002
      15,466
      115
      2,412
      17,993
      14,000,000 new ordinary shares of S$0.20 pursuant to private placement
      2,800
      -
      -
      2,800
      Share premium arising on issue of 6,000,000 ordinary shares at S$0.20 each at S$0.2905 each
      -
      542
      -
      542
      Dividends paid
      -
      (773)
      (773)
      Net profit for the financial year
      -
      -
      3,734
      3,734
      Balance as at 31 October 2003
      18,266
      657
      5,373
      24,296


    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 or 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


      On 30 May 2003, the Company issued 8,000,000 new ordinary shares by way of placement shares at a placement price of S$0.20 per placement share.

      On 15 September 2003, the Company issued 6,000,000 new ordinary shares by way of placement shares at a placement price of S$0.2905 per placement share.

    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.

    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


      The Group has adopted the same accounting policies and methods of computations as presented in the most recently audited annual financial statements except for the adoption of SAS 20 (Revised) - The Effects of Changes in Foreign Exchange Rates, which became effective this financial year.

    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


      Following the adoption of SAS 20 (Revised), the Group changed its accounting policy such that its foreign subsidiary company's results are translated using average exchange rates, instead of closing rates as previously disclosed in the most recently audited annual financial statements.

      The adoption of SAS 20 (Revised) has no material financial impact on the financial statements of the Company and Group and did not give rise to any adjustment to the opening balances of the respective retained profits of the current and prior years.

    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
      Year ended 31/10/2003
      Year ended 31/10/2002
      Earning per ordinary share for the year based on net profit attributable to shareholders:
      (i) Based on the weighted average number of ordinary shares in issue*
      4.00 cents
      4.31 cents
      (ii) On a fully diluted basis
      4.00 cents
      4.31 cents
      * Weighted average number of ordinary shares
      81,663,333
      64,733,333


    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
      As at 31/10/2003
      As at 31/10/2002
      Net asset for the Group (S$'000)
      25,038
      19,218
      Number of ordinary shares (S$'000)
      91,330
      77,330
      Net asset value per ordinary share (cents)
      27.41
      24.85
      Company
      As at 31/10/2003
      As at 31/10/2002
      Net asset for the Company (S$'000)
      24,296
      17,993
      Number of ordinary shares (S$'000)
      91,330
      77,330
      Net asset value per ordinary share (cents)
      26.60
      23.26


    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


      The Group continues to show satisfactory growth for the financial year ended 31 October 2003. Both turnover and profitability registered double digits growth. For the first time, the Group's turnover crossed the S$100 million mark. The Group's turnover for the year grew by 20% from S$90.3 million to S$108.4 million. This growth was fuelled by an improvement in steel prices and a pick-up in overall steel demand, e.g. shipbuilding and ship repairing industries. Manufacturing accounts for about 10% of total Group's turnover.

      However, gross profit margin was lower due to the competitive market conditions in the beginning of the second half of FY 2003. The swift end to the Iraqi war and the continuing hangover from SARS generally led to a correction in oil and overall commodity prices and hence, led to a generally more competitive environment. However, the later months of the second half saw a sharp increase in steel prices and demand. This was the result of strong demand from China which is one of the largest consumers of steel products in the world. This increased demand from China is a result of its strong domestic economy and large number of infrastructural projects that it is embarking ahead of the Beijing Olympics in 2008.

      PBT for the Group continues to show strong growth of about 15%. The improvement in PBT is a result of higher turnover, a reduction in financing costs and other operating expenses. However, due to increase in number of shares, EPS for FY 2003 was lower at 4.0 cents per share compared to the corresponding period of 4.31 cents per share.

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


      No forecasts have been previously made to the shareholders. Our results for the year ended 31 October 2003 were in line with the prospect statement made for the six months ended 30 April 2003.

    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


      In September 2003, the Group has placed out 6,000,000 new shares to a group of institutional investors and high net worth individuals. This is to raise the profile of the Group and attract institutional investors as shareholders to the Group. The monies raised will be mainly for the further expansion of the Group.

      On our manufacturing division, the new pipe line has reached its planned production capacity towards October 2003. We are now increasing the product mix by adding the production of rounds and rectangles in addition to the squares which we had been producing. The wider products mix will allow us to further penetrate the pipes market and meet the demands of our customers.

      On the whole, steel demand and prices remain fairly strong and are currently still on the uptrend. As a result, the directors are positive on the outlook for the first half of FY 2004. As for our expansion plans, besides relying on organic growth, the directors are on the look-out for possible acquisitions to generate further growth for the Group.

    11. Dividend

      (a) Current Financial Period Reported On

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

      Name of Dividend
      Final
      Dividend Type
      Cash
      Dividend Rate 1 cent or 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
      First & Final
      Dividend Type
      Cash
      Dividend Rate 1 cent or 5 % per ordinary share (less tax)
      Par value of shares
      S$0.20
      Tax Rate
      22.0%


      (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
      2003
      Sales to external customers
      97,286
      11,084
      108,370
      Segment results
      11,118
      2,431
      13,549
      Expenses
      (6,959)
      (509)
      (7,468)
      Operating profit
      4,159
      1,922
      6,081
      Interest expense
      (1,600)
      (253)
      (1,853)
      Interest income
      74
      4
      78
      Exceptional items
      -
      -
      -
      Profit before tax
      2,633
      1,673
      4,306
      Taxation
      (581)
      (318)
      (899)
      Minority interest
      (143)
      -
      (143)
      Net profit
      1,909
      1,355
      3,264
      Segment assets
      65,877
      14,400
      80,277
      Segment liabilities
      49,841
      3,547
      53,388
      Capital expenditure
      529
      1,394
      1,923
      Depreciation expense
      498
      381
      879
      Amortisation expense
      23
      (71)
      (48)

      Trading
      Manufacturing
      Group
      S$'000
      S$'000
      S$'000
      2002
      Sales to external customers
      81,928
      8,363
      90,291
      Segment results
      10,796
      2,571
      13,367
      Expenses
      (6,854)
      (844)
      (7,698)
      Operating profit
      3,942
      1,727
      5,669
      Interest expense
      (1,807)
      (194)
      (2,001)
      Interest income
      9
      1
      10
      Exceptional items
      -
      56
      56
      Profit before tax
      2,144
      1,590
      3,734
      Taxation
      (569)
      (290)
      (859)
      Minority interest
      (83)
      -
      (83)
      Net profit
      1,492
      1,300
      2,792
      Segment assets
      53,618
      11,593
      65,211
      Segment liabilities
      36,576
      7,809
      44,385
      Capital expenditure
      406
      169
      575
      Depreciation expense
      374
      344
      718
      Amortisation expense
      14
      (71)
      (57)
Singapore
Malaysia
Group
S$'000
S$'000
S$'000
2003
Sales to external customers
99,338
9,032
108,370
Segment assets
77,666
2,611
80,277
Capital expenditure
1,907
16
1,923
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

    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


      Please refer to item 8.

    15. A breakdown of sales


      Group
      Year ended 31/10/2003
      Year ended 31/10/2002
      Increase / (Decrease)
      S$'000
      S$'000
      %
      Sales reported for first half year
      45,615
      41,181
      10.8
      Operating profit after tax before deducting minority interests reported for first half year
      1,394
      1,108
      25.8
      Sales reported for second half year
      62,755
      49,110
      27.8
      Operating profit after tax before deducting minority interests reported for second half year
      2,013
      1,767
      13.9


    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
      913
      773
      Preference
      0
      0
      Total:
      913
      773

17. Interested Persons Transactions

The aggregate value of transactions conducted pursuant to the IPT Mandate obtained during the Extraordinary General Meeting held on 8 October 2003 are as follows:

Name of interested persons Aggregate value of all interested persons transactions, conducted under the IPT Mandate (excluding transactions less than $100,00)
Super Marine Supplies Pte Ltd
248,216*
Lingco Shipbuilding Pte Ltd
191,162**

* During the financial year ended 31 October 2003.
** Subsequent to financial year ended 31 October 2003.

BY ORDER OF THE BOARD

Wee Piew
Chief Executive Officer
30/12/2003