AL KOUT INDUSTRIAL PROJECTS COMPANY K.P.S.C. AND ITS SUBSIDIARIES

Transcription

1 AL KOUT INDUSTRIAL PROJECTS COMPANY K.P.S.C. AND ITS SUBSIDIARIES INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION AND INDEPENDENT AUDITORS REVIEW REPORT FOR THE PERIOD FROM 1 JANUARY TO 30 SEPTEMBER (UNAUDITED)

2 AL KOUT INDUSTRIAL PROJECTS COMPANY K.P.S.C. AND ITS SUBSIDIARIES INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION AND INDEPENDENT AUDITORS REVIEW REPORT (UNAUDITED) For the period from 1 January to Index Pages Independent auditors report on review of interim condensed consolidated financial information 1-2 Interim condensed consolidated statement of financial position 3 Interim condensed consolidated statement of income 4 Interim condensed consolidated statement of comprehensive income 5 Interim condensed consolidated statement of changes in equity 6 Interim condensed consolidated statement of cash flows 7 Notes to the interim condensed consolidated financial information 8-15

3 Al-Shatti & Co. Arraya Tower II, 23rd-24th floor, Sharq P.O. Box 1753 Safat Kuwait Telephone: Fax: Member of The International Group of Accounting Firms P.O. Box Safat, State of Kuwait Telephone: (965) Facsimile: (965) Independent auditors report on review of interim condensed consolidated financial information to the Board of Directors of Al Kout Industrial Projects Company K.P.S.C. Introduction We have reviewed the accompanying interim condensed consolidated statement of financial position of Al Kout Industrial Projects Company K.P.S.C. ( the Parent Company ) and its subsidiaries (together referred to as the Group ) as at 30 September, and the related interim condensed consolidated statements of income and comprehensive income for the three month and nine month periods then ended and the related interim condensed consolidated statements of changes in equity and cash flows for the nine month period then ended. The Parent Company s Management is responsible for the preparation and presentation of this interim condensed consolidated financial information in accordance with International Accounting Standard 34, Interim Financial Reporting ( IAS 34 ). Our responsibility is to express a conclusion on this interim condensed consolidated financial information based on our review. Scope of review We conducted our review in accordance with International Standard on Review Engagements 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity. A review of interim condensed consolidated financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Basis for qualified conclusion Due to the unavailability of recent reviewed financial information of Al Dorra Petroleum Services Company K.S.C. (Closed), an associate accounted for by the equity method, we were unable to complete our review of its carrying amount of KD 7,941,797 presented in the interim condensed consolidated statement of financial position as at, and the Group s share of the associate s net loss of KD 1,435,525 included in the Group s interim condensed consolidated statement of income for the period then ended. Had we been able to complete our review of the associate account, matters might have come to our attention indicating that adjustments might be necessary to the interim condensed consolidated financial information. Qualified conclusion Except for the adjustments to the interim condensed consolidated financial information that we might have become aware of had it not been for the situation described above, based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial information is not prepared, in all material respects, in accordance with IAS 34, 'Interim financial reporting'. 1

4 Al-Shatti & Co. Arraya Tower II, 23rd-24th floor, Sharq P.O. Box 1753 Safat Kuwait Telephone: Fax: Member of The International Group of Accounting Firms P.O. Box Safat, State of Kuwait Telephone: (965) Facsimile: (965) Report on Other Legal and Regulatory Requirements Furthermore, based on our review, the interim condensed consolidated financial information is in agreement with the accounting records of the Parent Company. We further report that nothing has come to our attention indicating any contravention during the nine month period ended, of the Companies Law No. 25 of 2012, as amended and its executive regulations, or of the Parent Company s Articles and Memorandum of Association, as amended, that might have had a material effect on the business of the Group or on its financial position. Khalid Ebrahim Al-Shatti License No. 175 A PricewaterhouseCoopers (Al-Shatti & Co.) D. Ali Owaid Rukheyes Public Accountant 72A Member of Nexia International (England) 10 November Kuwait 2

5 Interim condensed consolidated statement of financial position 31 December (Audited) Notes ASSETS Non-current assets Property, plant and equipment 16,364,130 16,110,570 16,239,204 Investment in associate 4 7,941,797 9,377,322 10,397,262 24,305,927 25,487,892 26,636,466 Current assets Inventories 5 1,496,399 2,054,942 1,799,206 Trade and other receivables 6 5,364,471 3,899,407 4,193,980 Cash and bank balances 7 216, ,499 1,288,126 7,077,041 6,149,848 7,281,312 Total assets 31,382,968 31,637,740 33,917,778 EQUITY AND LIABILITIES Equity Share capital 8 9,702,000 8,820,000 8,820,000 Statutory reserve 4,625,036 4,625,036 4,097,514 Voluntary reserve 4,587,029 4,587,029 4,059,507 Foreign currency translation reserve 528, , ,004 Retained earnings 7,885,707 9,039,444 9,758,784 Total equity 27,328,728 27,403,216 26,986,809 Liabilities Non-current liabilities Non-current portion of term loans ,900 Provision for staff indemnity 1,620,850 1,511,420 1,548,139 1,620,850 1,511,420 1,981,039 Current liabilities Trade and other payables 9 2,319,265 2,607,801 2,285,430 Short term borrowings - - 2,664,500 Bank overdraft 7 114, ,303-2,433,390 2,723,104 4,949,930 Total liabilities 4,054,240 4,234,524 6,930,969 Total equity and liabilities 31,382,968 31,637,740 33,917,778 Fahed Y. Al-Jouan Chairman The accompanying notes set out on pages 8 to 15 form an integral part of this interim condensed consolidated financial information. 3

6 Interim condensed consolidated statement of income Three months ended Nine months ended Note Revenues 4,454,128 4,761,706 13,539,733 13,481,655 Cost of revenues (2,479,862) (2,458,175) (7,321,013) (6,992,505) Gross profit 1,974,266 2,303,531 6,218,720 6,489,150 Share of results of associate (271,690) (200,000) (1,435,525) (100,000) Other income 100,615 49, , ,372 General and administrative expenses (358,308) (332,302) (1,078,474) (1,165,810) Selling and distribution expenses (148,617) (149,097) (502,409) (406,451) Finance costs (6,513) (27,553) (18,378) (72,495) Profit before provisions for Kuwait Foundation for the Advancement of Sciences ( KFAS ), National Labour Support Tax ( NLST ), Zakat and Board of Directors remuneration 1,289,753 1,643,579 3,459,035 4,885,766 KFAS (14,053) (16,792) (24,527) (44,972) NLST (33,377) (42,166) (89,817) (126,341) Zakat (13,351) (18,866) (35,928) (51,536) Board of Directors remuneration (17,500) (17,500) (52,500) (52,500) Profit for the period 1,211,472 1,548,255 3,256,263 4,610,417 Earnings per share (basic and diluted) fils fils fils fils The accompanying notes set out on pages 8 to 15 form an integral part of this interim condensed consolidated financial information. 4

7 Interim condensed consolidated statement of comprehensive income Three months ended Nine months ended Profit for the period 1,211,472 1,548,255 3,256,263 4,610,417 Other comprehensive income Items that may be reclassified subsequently to interim condensed consolidated statement of income Foreign exchange translation adjustments 27, , , ,605 Other comprehensive income for the period 27, , , ,605 Total comprehensive income for the period 1,239,299 1,666,863 3,453,512 4,726,022 The accompanying notes set out on pages 8 to 15 form an integral part of this interim condensed consolidated financial information. 5

8 Interim condensed consolidated statement of changes in equity Share capital Statutory reserve Voluntary reserve Foreign currency translation reserve Retained earnings Total equity Balance at 1 January 8,820,000 4,097,514 4,059, ,399 8,676,367 25,788,787 Profit for the period ,610,417 4,610,417 Other comprehensive income for the period , ,605 Total comprehensive income for the period ,605 4,610,417 4,726,022 Dividends paid (3,528,000) (3,528,000) Balance at 8,820,000 4,097,514 4,059, ,004 9,758,784 26,986,809 Balance at 1 January 8,820,000 4,625,036 4,587, ,707 9,039,444 27,403,216 Profit for the period ,256,263 3,256,263 Other comprehensive income for the period , ,249 Total comprehensive income for the period ,249 3,256,263 3,453,512 Issue of bonus shares (note 14) 882, (882,000) - Dividends paid (note 14) (3,528,000) (3,528,000) Balance at 9,702,000 4,625,036 4,587, ,956 7,885,707 27,328,728 The accompanying notes set out on pages 8 to 15 form an integral part of this interim condensed consolidated financial information. 6

9 Interim condensed consolidated statement of cash flows Nine months ended Note Cash flows from operating activities Profit for the period before taxes and Board of Directors 3,459,035 4,885,766 remuneration Adjustments for: Depreciation 2,133,517 1,993,060 Provision for staff indemnity 182, ,199 Finance costs 18,378 72,495 Share of results of associate 1,435, ,000 Gain on sale of property, plant and equipment (2,662) (392) 7,226,380 7,320,128 Changes in working capital Inventories 558, ,894 Trade and other receivables (1,465,064) (590,668) Trade and other payables (286,636) (245,460) Cash generated from operations 6,033,223 7,009,894 KFAS paid (58,676) (41,812) NLST paid (75,996) - Staff indemnity paid (73,157) (101,322) Board of Directors remuneration paid (70,000) - Net cash generated from operating activities 5,755,394 6,866,760 Cash flows from investing activities Purchase of property, plant and equipment (2,388,167) (2,568,993) Proceeds from sale of property, plant and equipment 3, Dividends received from associate - 534,578 Net cash used in investing activities (2,384,415) (2,034,023) Cash flows from financing activities Repayment of term loans - (3,944,900) Receipt of short term borrowings 1,350,000 3,164,500 Repayment of short term borrowings (1,350,000) (500,000) Finance costs paid (18,378) (78,770) Dividends paid (3,528,000) (3,528,000) Net cash used in financing activities (3,546,378) (4,887,170) Effect of foreign currency translation 197, ,605 Net increase in cash and cash equivalents 21,850 61,172 Cash and cash equivalents at beginning of the period 80,196 1,226,954 Cash and cash equivalents at end of the period 7 102,046 1,288,126 Significant non-cash transaction: Issue of bonus shares (note 14) 882,000 - The accompanying notes set out on pages 8 to 15 form an integral part of this interim condensed consolidated financial information. 7

10 Notes to the interim condensed consolidated financial information 1. GENERAL INFORMATION Al Kout Industrial Projects Company K.P.S.C. ( the Parent Company ) is a public shareholding company incorporated under the laws of the State of Kuwait on 28 December 1993, and is listed on the Kuwait Stock Exchange. The address of the Parent Company s registered office is P.O. Box, 10277, Shuaiba 65453, State of Kuwait. The principal activities of the Group are as follows: Production of chlorine and salt, steel drums to fill soda solid and other petrochemical products. Transport of the Group s products inside and outside the State of Kuwait. Acquisition of industrial rights and related intellectual properties or any other industrial trademarks or drawings and any other rights thereto, and renting thereof to other companies whether inside or outside Kuwait. Acquisition of movables and properties necessary for the Group to practice its activities pursuant to the limits prescribed by law. Investing surplus funds in portfolios managed by specialized financial companies. The Group may have interests or participate in any suitable way with entities that engage in similar business activities or that may help the Group achieve its objectives inside Kuwait and abroad. The Group may also purchase such entities or affiliate them. The interim condensed consolidated financial information of the Group for the nine month period ended was authorized for issue in accordance with a resolution by the Board of Directors of the Parent Company on 10 November. 2. BASIS OF PREPARATION This interim condensed consolidated financial information has been prepared in accordance with International Financial Reporting Standard 34, Interim Financial Reporting (IAS 34). It does not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the annual consolidated financial statements, which have been prepared in accordance with International Financial Reporting Standards (IFRSs). In the opinion of management all adjustments consisting of normal recurring accruals considered necessary for a fair presentation have been included. Operating results for the nine month period ended are not necessarily indicative of the results that may be expected for the year ending 31 December. The interim condensed consolidated financial information is presented in Kuwaiti Dinars (KD). The accounting policies used in the preparation of the interim condensed consolidated financial information are consistent with those used in the preparation of the annual consolidated financial statements for the year ended 31 December, except for the adoption of the amendments and annual improvements to IFRSs, relevant to the Group which are effective for annual reporting period starting from 1 January and did not result in any material impact on the accounting policies, financial position or performance of the Group. 8

11 Notes to the interim condensed consolidated financial information 2. BASIS OF PREPARATION (CONTINUED) Standards and amendments to existing standards effective 1 January There are no new IFRSs or IFRICs that are effective for the first time for this interim period that would be expected to have a material impact on the Group. Basis of consolidation This interim condensed consolidated financial information for the nine month period ended includes the Parent Company and its subsidiaries. The financial statements of the subsidiaries are consolidated on a line-by-line basis by adding together like items of assets, liabilities, income and expenses. Any intra-group balances and transactions, and any realized gains arising from intra-group transactions, are eliminated in preparing this interim condensed consolidated financial information. Details of subsidiaries are as follows: Ownership % Company s name 31 December Country of incorporation Al Kout Logistics and Transport Company W.L.L.* 99.5% 99.5% 99.5% Kuwait Principal activities Transportation services Al Kout Petrochemical Products Company W.L.L.* 80% 80% 80% Kuwait Blending of chemical products Al Kout Industrial Projects Holding Company L.L.C. 100% 100% 100% Bahrain Investment activities Safewater Chemicals L.L.C.* 99% 99% 99% United Arab Emirates Manufacture of Chlor Alkali products * The remaining ownership interest in the above subsidiaries is held within the Group. 3. JUDGMENTS AND ESTIMATES The preparation of interim condensed consolidated financial information requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates. In preparing this interim condensed consolidated financial information, the significant judgments made by management in applying the Group s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended 31 December. 9

12 Notes to the interim condensed consolidated financial information 4. INVESTMENT IN ASSOCIATE Name of associate Al Dorra Petroleum Services Company K.S.C. (Closed) (Al Dorra) Principal activity Place of incorporation Ownership interest % 31 December (Audited) Petroleum services to oil and gas sector Kuwait 37.99% 37.99% 37.99% The carrying amount of the associate is as follows: Carrying amount 31 December (Audited) Al Dorra Petroleum Services Company K.S.C. (Closed) (Al Dorra) 7,941,797 9,377,322 10,397, INVENTORIES 31 December (Audited) Raw materials 262, , ,376 Finished goods 312, , ,675 Spare parts 921,024 1,000,698 1,021,155 1,496,399 2,054,942 1,799, TRADE AND OTHER RECEIVABLES 31 December (Audited) Trade receivables 4,493,663 3,401,714 3,728,931 Prepayments 238, , ,499 Advance to suppliers 500, , ,864 Other advances 27,337 55,984 40,248 Employee receivables 50,402 42,961 44,382 Accrued income 2,224 2,032 2,478 Refundable deposits 10,322 15,999 8,471 Others 41,810 14,617 33,107 5,364,471 3,899,407 4,193,980 10

13 Notes to the interim condensed consolidated financial information 7. CASH AND CASH EQUIVALENTS 31 December (Audited) Cash on hand 6,292 6,840 2,808 Cash at banks 209, ,203 1,284,862 Cash in portfolio Cash and bank balances 216, ,499 1,288,126 Less: bank overdraft (114,125) (115,303) - 8. SHARE CAPITAL 102,046 80,196 1,288,126 Authorised, issued and fully paid: 97,020,000 shares of nominal value of 100 fils each paid in cash (31 December and : 88,200,000) 31 December (Audited) 9,702,000 8,820,000 8,820,000 The movement in ordinary shares in issue during the period was as follows: 31 December (Audited) Number of shares in issue as 1 January 88,200,000 88,200,000 8,820,000 Bonus issue 8,820, Number of shares in issue as at / 31 December 97,020,000 88,200,000 8,820, TRADE AND OTHER PAYABLES 31 December (Audited) Trade payables 920,521 1,136, ,599 Freight payable 46,908-7,186 Advance from customers 182,821 94,267 88,319 Employees accrued leave pay 159, , ,461 KFAS payable 24,527 58,676 44,972 NLST payable 208, , ,285 Zakat payable 200, , ,595 Accrued interest ,141 Directors remuneration payable 52,500 70,000 52,500 Provision for staff bonus 396, , ,603 Others 127, , ,769 2,319,265 2,607,801 2,285,430 11

14 Notes to the interim condensed consolidated financial information 10. EARNINGS PER SHARE Earnings per share are computed by dividing the profit for the period by the weighted average number of shares outstanding for the period: Three months ended Nine months ended Profit for the period (KD) 1,211,472 1,548,255 3,256,263 4,610,417 Weighted average number of shares outstanding during the period (shares) 97,020,000 97,020,000 97,020,000 97,020,000 Earnings per share (basic and diluted) (fils) Earnings per share were and fils for the three and nine month period ended respectively before retrospective adjustment to the number of shares following the bonus issue during. There were no potential dilutive shares. 11. RELATED PARTY TRANSACTIONS Related parties represent shareholders that have representation in the Parent Company s Board of Directors and their close relatives, directors and key management personnel of the Parent Company, and entities controlled, jointly controlled or significantly influenced by such parties. All related party transactions are carried out on terms approved by Parent Company s management and at an arm s length term. Transactions with related parties included in the interim condensed consolidated statement of income are as follows: Three months ended Nine months ended Key management compensation Salaries and other short term benefits 80,632 69, , ,387 Executive committee fees 15,000 15,000 45,000 45,000 Termination benefits 14,850 6,318 32,263 34, ,483 90, , , SEGMENT INFORMATION The Group identifies its operating segments based on internal management reporting information that is regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and to assess its performance. The Parent Company s Board of Directors is the Group s chief operating decision maker and has grouped the Group s products and services into the following operating segments. Although some segments may not meet the quantitative thresholds required by IFRS 8 for reporting segments, management has concluded that these segments should be reported, as they are closely monitored by the Group s chief operating decision maker. 12

15 Notes to the interim condensed consolidated financial information 11. SEGMENT INFORMATION (CONTINUED) a. Segment revenue and results The following is an analysis of the Group s revenue and results by operating segments: Three months ended Revenue Results Chlor Alkali 4,317,765 4,275,272 1,961,715 2,258,475 Petrochemical products 95, ,859 4,920 40,879 Logistics and transport 41,247 22,575 7,631 4,177 Investments - - (271,690) (200,000) 4,454,128 4,761,706 1,702,576 2,103,531 Other income 100,615 49,000 Finance costs (6,513) (27,553) Unallocated expenses (585,206) (576,723) Profit for the period 1,211,472 1,548,255 Nine months ended Revenue Results Chlor Alkali 12,615,810 12,377,967 6,135,520 6,387,390 Petrochemical products 813,525 1,011,301 62,776 84,668 Logistics and transport 110,398 92,387 20,424 17,092 Investments - - (1,435,525) (100,000) 13,539,733 13,481,655 4,783,195 6,389,150 Other income 275, ,372 Finance costs (18,378) (72,495) Unallocated expenses (1,783,655) (1,847,610) Profit for the period 3,256,263 4,610,417 Three months ended Purchases of property, plant and equipment Depreciation Chlor Alkali 1,215, ,085 (655,285) (615,794) Petrochemical products - - (468) (468) Logistics and transport 69,886 27,866 (69,543) (68,631) Nine months ended Purchases of property, plant and equipment Depreciation Chlor Alkali 2,301,000 2,464,561 (1,925,356) (1,786,848) Petrochemical products - - (1,404) (1,404) Logistics and transport 87, ,432 (206,757) (204,808) 13

16 Notes to the interim condensed consolidated financial information 11. SEGMENT INFORMATION (CONTINUED) b. Segment assets and liabilities 31 December (Audited) Segment assets Chlor Alkali 21,827,977 20,458,072 21,645,429 Petrochemical products 1, , ,000 Logistics and transport 1,612,194 1,694,950 1,767,691 Investments 7,941,797 9,384,718 10,404,658 Total consolidated segment assets 31,382,968 31,637,740 33,917,778 Segment liabilities Chlor Alkali 3,733,734 3,975,736 6,655,261 Petrochemical products 67, Logistics and transport 252, , ,708 Total consolidated segment liabilities 4,054,240 4,234,524 6,930,969 c. Geographical segments The following is a geographical analysis based on location of the Group s revenue: Three months ended Nine months ended Kuwait and Middle East 4,090,763 4,423,893 12,845,029 12,571,079 Europe and Africa 307, , , ,286 Asia 56,135 50, , ,290 Total consolidated segment revenue 4,454,128 4,761,706 13,539,733 13,481, COMMITMENTS AND CONTINGENT LIABILITIES 31 December (Audited) Capital commitments For the acquisition of property, plant and equipment 714, , ,297 Contingent liabilities Letters of guarantee 3,051,023 2,669,841 2,506,732 Letters of credit 545,238 15,000 39,935 3,596,261 2,684,841 2,546,667 Operating lease commitments The minimum operating lease commitments under non-cancellable operating leases are as follows: December (Audited) Not later than one year 4,943 33,103 11,349 Later than one year but not later than five years 4,463 13,973 14,377

17 Notes to the interim condensed consolidated financial information 14. ANNUAL GENERAL ASSEMBLY MEETING The Annual General Assembly meeting of shareholders held on 5 April approved the consolidated financial statements of the Group for the year ended 31 December, and approved a cash dividend equivalent to 40% (31 December 2013: 40%) of the paid up share capital to the shareholders of record as of the date of the Annual General Assembly, and also approved an issue of bonus shares for the year ended 31 December in the ratio of one share for every ten shares held (2013: nil) and to distribute directors remuneration of KD 70,