Cash flows from operating activities Profit/(Loss) before tax 3,720,652 (58,511)

Transcription

1 TRC SYNERGY BERHAD Condensed Consolidated Cash Flow Statement for the period ended 31 March months 3 months ended ended 31/3/ /3/2005 RM RM Cash flows from operating activities Profit/(Loss) before tax 3,720,652 (58,511) Adjustments for : Depreciation of property, plant & equipment 976,780 1,956,511 Interest expense 2,000,149 1,806,318 Interest income (169,176) (226,137) Exchange reserve arising due to retranslation of financial statements in foreign currency 1, Gain on disposal of property, plant & equipment (193,611) (671,327) Share of results of associated company - (87,384) Amortisation of expenditure carried forward 50,000 50,000 Property, plant & equipment written off 129 2,250 Realisation of unrealised profit on development activities - (49,783) Operating profit before working capital changes 6,386,001 2,722,908 Working capital changes :- Gross amount due from customers (2,330,778) (13,230,681) Inventories (79,495) 615 Receivables (8,459,818) 31,236,966 Property development project costs (1,707,349) 416,596 Payables 5,135,548 (4,760,887) Amount due to directors - 53 Cash (used in)/generated from operating activities (1,055,891) 16,385,570 Interest paid (2,000,149) (1,806,318) Tax paid (721,789) (2,086,185) Interest received 169, ,137 Net cash (used in)/generated from operating activities (3,608,653) 12,719,204 Cash flows from investing activities Purchase of property, plant & equipment (983,839) (131,598) Proceeds from disposal of property, plant & equipment 597,022 1,682,390 Net cash (used in)/generated from investing activities (386,817) 1,550,792 Cash flows from financing activities Fixed deposits 6,948, ,642 Proceeds from/(repayment of) short term borrowings 3,413,108 (11,214,536) Hire purchase payables (202,210) (1,169,448) Long term borrowings (2,030,520) (107,175) Expenditure carried forward (2,000) - Dividend paid (1,240) (1,380) Net cash generated from/(used in) financing activities 8,125,371 (11,582,897) Net increase in cash and cash equivalents 4,129,901 2,687,099 Cash and cash equivalents at beginning of period (36,467,356) (46,309,990) Cash and cash equivalents at end of period (32,337,455) (43,622,891) Cash and cash equivalents at end of period comprise : Cash and bank balances 8,146,619 2,552,438 Bank overdraft (40,484,074) (46,175,329) (32,337,455) (43,622,891) (The Condensed Consolidated Cash Flow Statement should be read in conjunction with the Audited Financial Statem for the year ended 31st December 2005)

2 TRC SYNERGY BERHAD Condensed Consolidated Balance Sheet as at 31 March 2006 As at 31/3/06 As at 31/12/05 RM RM ASSETS Non-current assets Property, Plant & Equipment 21,765,419 22,158,345 Properties held for development 11,971,658 11,971,658 Investments 4,249,870 4,249,870 Investment in Associate Expenditure carried forward 993,337 1,041,337 38,980,329 39,421,255 Current assets Property development project costs 23,717,796 22,010,447 Inventories 1,673,102 1,593,607 Gross amount due from customers 89,967,148 87,636,370 Trade receivables 68,220,783 58,798,747 Other receivables 5,065,441 6,036,459 Deposits with licensed banks 31,039,478 37,987,711 Cash and bank balances 8,146,619 7,860, ,830, ,923,355 Non-current assets held for sale 9,857,092 9,860, ,687, ,784,002 TOTAL ASSETS 276,667, ,205,257 EQUITY AND LIABILITIES Equity attributable to equity holders of the parent Share Capital 92,400,000 92,400,000 Share premium 6,213,201 6,213,201 Exchange fluctuation reserve 2,337 1,259 Retained profits 25,517,066 22,729,504 TOTAL EQUITY 124,132, ,343,964 Non-current liabilities Deferred Taxation 1,957,358 1,960,024 Hire purchase payables 629, ,498 Long term borrowings 40,000,000 41,992,138 42,587,088 44,665,660 Current liabilities Trade payables 34,072,817 27,614,489 Other payables 6,108,000 7,430,780 Hire purchase payables 484, ,813 Short term borrowings 64,738,442 65,207,012 Amount due to directors 147, ,939 Dividend payable 18,432 19,672 Taxation 4,378,095 4,172, ,948, ,195,633 TOTAL LIABILITIES 152,535, ,861,293 TOTAL EQUITY AND LIABILITIES 276,667, ,205,257 Net assets per share (RM) (The Condensed Consolidated Balance Sheet should be read in conjunction with the Audited Financial Statements for the year ended 31st December 2005)

3 TRC SYNERGY BERHAD Condensed Consolidated Income Statements for the quarter ended 31 March 2006 Comparative 3 months 3 months Current quarter quarter ended cumulative to cumulative to ended 31/3/06 31/3/05 31/3/06 31/3/05 RM RM RM RM Revenue 56,800,845 43,519,037 56,800,845 43,519,037 Cost of sales (47,592,603) (40,181,411) (47,592,603) (40,181,411) Gross Profit 9,208,242 3,337,626 9,208,242 3,337,626 Other operating income 760,746 1,174, ,746 1,174,395 Administration expenses (4,232,622) (2,794,033) (4,232,622) (2,794,033) Selling expenses (24) (3,332) (24) (3,332) Finance costs (2,015,690) (1,860,551) (2,015,690) (1,860,551) Share of results of associated company - 87,384-87,384 Profit/(Loss) before taxation 3,720,652 (58,511) 3,720,652 (58,511) Taxation (933,090) (224,365) (933,090) (224,365) Profit/(Loss) for the period 2,787,562 (282,876) 2,787,562 (282,876) Attributable to: Equity holders of the parent 2,787,562 (283,376) 2,787,562 (283,376) Minority interest ,787,562 (282,876) 2,787,562 (282,876) EPS attributable to equity holders of the parent: Basic (sen) 3.02 (0.31) 3.02 (0.31) Diluted (sen) N/A N/A N/A N/A (The Condensed Consolidated Income Statements should be read in conjunction with the Audited Financial Statements for the year ended 31st December 2005)

4 TRC SYNERGY BERHAD Condensed Consolidated Statement of Changes in Equity for the period ended 31 March 2006 Minority TOTAL Attributable to equity holders of the parent Interest EQUITY Exchange Share Other Fluctuation Retained Sub- Share Capital Premium Reserve Reserve Profits Total RM RM RM RM RM RM RM RM At 1 January 2006 As previously stated 92,400,000 6,213,201 17,466,866 1,259 5,262, ,343, ,343,964 Effect of adopting FRS (17,466,866) - 17,466, At 1 January 2006 (Restated) 92,400,000 6,213,201-1,259 22,729, ,343, ,343,964 Movements for the period Net profit for the period ,787,562 2,787,562-2,787,562 Arising during the period ,078-1,078-1,078 At 31 March ,400,000 6,213,201-2,337 25,517, ,132, ,132,604 At 1 January 2005 As previously stated 92,400,000 6,213,201 16,540,657 (3,828) 11,497, ,647,527 (500) 126,647,027 Effect of adopting FRS (16,540,657) - 16,540, At 1 January 2005 (Restated) 92,400,000 6,213,201 - (3,828) 28,038, ,647,527 (500) 126,647,027 Movements for the period Net (loss)/profit for the period (283,376) (283,376) 500 (282,876) Arising during the period At 31 March ,400,000 6,213,201 - (2,857) 27,754, ,365, ,365,122 The exchange fluctuation reserve represents currency translation differences on foreign currency net investments. (The Condensed Consolidated Statement of Changes in Equity should be read in conjunction with the Audited Financial Statements for the year ended 31st December 2005)

5 TRC SYNERGY BERHAD (Company No D) (Incorporated in Malaysia) QUARTERLY REPORT ON CONSOLIDATED RESULTS FOR THE FIRST QUARTER ENDED 31 ST MARCH 2006 (The figures have not been audited) Explanatory Notes 1. Accounting policies The unaudited interim financial statements have been prepared in accordance with the requirements of FRS 134: Interim Financial Reporting and paragraph 9.22 of the Listing Requirements of Bursa Malaysia Securities Berhad. The interim financial statements have been prepared under the historical cost convention except for the revaluation of certain properties included under property, plant and equipment. The unaudited interim financial statements should be read in conjunction with audited financial statements of the Group for the financial year ended 31 December These explanatory notes attached to the interim financial statements provide an explanation of events and transactions that are significant to an understanding of the changes in the financial position and performance of the Group since the year ended 31 December The accounting policies and methods of computation adopted by the Group in this quarterly financial statements are consistent with those adopted in the most recent audited annual financial statements for the year ended 31 December 2005, except the following changes: FRS 3 : Business Combinations In accordance with the transitional provisions of FRS 3, the reserve on consolidation as at 1 January 2006 of RM17,466,866 was derecognized with a corresponding increase in retained earnings. FRS 101 The adoption of the revised FRS 101 has affected the presentation of minority interest, share of net after-tax results of associates and other disclosures. In the consolidated balance sheet, minority interest is now presented within total equity. In the consolidated income statement, minority interest is presented as an allocation of the total profit or loss for the period. A similar requirement is also 1

6 applicable to the statement of changes in equity. FRS 101 also requires disclosure, on the face of the statement of changes in equity, total recognized income and expenses for the period, showing separately the amounts attributable to equity holders of the parent and to minority interest. The current period s presentation of the Group s financial statements is based on the revised requirements of FRS 101, with the comparatives restated to conform with the current period s presentation. All the other new/revised accounting standards adopted resulted in only minimal changes to the presentation and additional disclosures. 2. Status of Financial Statements Qualification The auditors report on the financial statements for the year ended 31 December 2005 was not qualified. 3. Seasonal or Cyclical Factors The Group s operations were not significantly affected by seasonal and cyclical factors. 4. Items affecting assets, liabilities, equity, net income or cash flows that are unusual to the nature, size or incidence There were no unusual items affecting the assets, liabilities, equity, net income or cash flows for the current quarter and financial period to date. 5. Changes in Estimates There were no changes in estimates that have a material effect in the current quarter. 6. Changes in Share Capital and Loan Stocks There were no changes in the share capital and loan stocks for the current quarter. 7. Dividend paid No dividend was paid in the current quarter. 2

7 8. Segment Reporting Segment revenue and profit before taxation were as follows: CURRENT FINANCIAL YEAR-TO-DATE GROUP (BY ACTIVITIES) TURNOVER PROFIT BEFORE TAX RM 000 RM 000 Investment holding and the provision of corporate, administrative and 677 (1,213) financial support services. Construction works 55,707 4,355 Project development management services and property development 4, Manufacturing and dealing in concrete piles and ready-mixed 1,669 ( 44) concrete 62,308 3,715 Intra-group items ( 5,507) 6 56,801 3, Valuation of property, plant & equipment The Group had revalued its land & building in the year 2000 based on independent professional valuations on an open market basis and the resulting revaluation surplus had been incorporated into the financial statements. The previous annual audited financial statements record the last revaluation amounts. 10. Subsequent Material Events There were no material events subsequent to the end of the current quarter. 11. Changes in the composition of the Group There was no change in the composition of the Group for the current quarter. 3

8 12. Contingent Liabilities Contingent liabilities of the Group as at the date of this announcement are as follows: Type of Bank Guarantee RM 000 Performance Bond 27,581 Advance Bond 10,000 Tender Bond 100 Supplier/ Security 2,006 39,687 As at 25 May 2006 (latest practicable date which is not later than 7 days from the date of issuance of this quarterly report), the directors are not aware of any contingent liabilities, which upon becoming enforceable may have a material impact on the profit or net assets value of the Group. 13. Review of performance of the Company and its Principal Subsidiaries The Group recorded a profit before tax of RM3,720,652 in the current financial quarter as compared with a loss before tax of RM58,511 in the corresponding quarter. The improved performance for the current quarter is attributable to recognition of revenue for the Bentong Prison project, the ongoing major project of the Group. Besides that, during the corresponding quarter in 2005, the Group s performance was significantly impacted by the escalating construction material prices then on those projects secured in 2002 to The majority of these projects were completed in 2005 and hence the Group recorded a better result in the current quarter. 4

9 14. Material changes in the Profit Before Taxation for the Current Quarter as compared with the Immediate Preceding Quarter The Group recorded a profit before tax of RM3,720,652 in the current quarter as compared with a loss before tax of RM3,617,907 recorded in the preceding quarter. The improved performance for the current quarter is attributable to recognition of revenue for the Bentong Prison project, the ongoing major project of the Group. During the preceding quarter, the bulk of the Group s losses were resulted from the projects impacted by the cost escalation due to the significant increase construction materials prices then. However, these projects have substantially been completed in the previous quarter resulting in their impact were no longer felt by the Group hence a better result for the current quarter. 15. Prospects for the current financial year The construction industry is expected to grow by 3% in the year 2006, helped by new infrastructure projects under the forthcoming Ninth Malaysian Plan (9MP) which was announced on 31March For the Group, the construction work on the New Prison Complex in Bentong valued at RM238 million and the RM222 million Bawang Assam Road Project in Sibu, Sarawak would have a positive impact on its performance for the current financial year. The Group is also expected to secure more new projects in 2006 under the 9MP. These projects would enable the Group to turnaround in the year Variance of Actual Profit against Estimated Profit The disclosure requirement for this section is not applicable to the Group. 5

10 17. Income tax The tax expenses comprise the following: Individual Quarter Cumulative Quarter Current Preceding Year Current Preceding Year Year Corresponding Year Corresponding Quarter Quarter To Date Period RM 000 RM 000 RM 000 RM 000 Current taxation Deferred taxation ( 8) (247) ( 8) (247) ====== ====== ===== ====== The effective tax rate is lower than the statutory tax rate due to the utilization of the unabsorbed capital allowances and unabsorbed tax losses of certain subsidiary companies brought forward from the previous year. 18. Profit on sale of investments and properties There were no sales of unquoted investments or properties by the Group in the current quarter. 19. Quoted Securities (a) (b) There were no purchases or disposals of quoted securities by the Group in the current quarter. Investment in Quoted securities RM 000 At cost/carrying value 106 At market value 17 6

11 20. Status of Corporate Proposal On 20 May 2005, Malaysian International Merchant Bankers Berhad ( MIMB ), on behalf of the Board, announced to Bursa Securities that the Company proposed to undertake the following: (a) proposed renounceable rights issue of:- up to a maximum of 35,420,000 new Shares in TRC Synergy Berhad ( TRCS ) at an issue price to be determined later, and up to a maximum of RM35,420,000 nominal value of 5% ICULS at 100% of the nominal value, together with up to a maximum of 35,420,000 free detachable warrants, on the basis of 1 Rights Share and RM1.00 nominal value of ICULS together with 1 free Warrant attached for every 3 existing TRCS Shares held by the registered shareholders of the Company whose names appear in the Record of Depositors of the Company as at the Entitlement Date ( Proposed Rights Issue ); (b) (c) proposed amendments to the Memorandum and Articles of Association of TRCS; and proposed increase in the authorised share capital of TRCS. The proposals are inter-conditional upon one another. Subsequently on 1 July 2005, MIMB on behalf of the Company announced to Bursa Malaysia on the revisions of the expiry date and the exercise period of the Warrants. On 14 September 2005, MIMB, on behalf of the Company, announced that the Company has received the approval from the Securities Commission ( SC ) for the Proposed Rights Issue. Subsequently on 29 September 2005, further announcement was made on the revisions of certain terms of the ICULS and Warrants. Pursuant to Chapter 18 of the SC s Policies on Issue/Offer of Securities on Implementation of Proposals, the Proposed Rights Issue is required to be fully implemented within 6 months from the date of the Approval Letter i.e. 1 March On 9 February 2006, MIMB on behalf of the Company, applied to the SC for a six months extension of time from the deadline up to 1 September 2006 for the Company to implement the Proposed Rights Issue. SC has approved the application via its letter dated 17 February

12 The Company is expected to hold a shareholders meeting by the end of June 2006 for their approval on the Proposed Rights Issue. 21. Group Borrowings and Debt Securities Total borrowings of the Group as at 31 March 2006 are as follows:- Security Type Amount Currency (RM 000) Secured Short Term 64,738 RM Secured Long Term Nil RM Unsecured Long Term 40,000 RM 22. Off Balance Sheet Financial Instruments There were no off balance sheet financial instruments as at the date of this announcement. 23. Material Litigation There is no material litigation pending as at 31 March Dividends The directors do not recommend the payment of any dividend for the quarter ended 31 March Earnings per share The basic earnings per share was calculated based on the net profit for the period attributable to equity holders of the parent of RM2,787,562 (2005: Loss of RM283,376) and on the weighted average number of ordinary shares in issue of 92,400,000 (2005: 92,400,000) shares. There were no diluted shares in issue for the current period to date. 8