PART I - INFORMATION REQUIRED FOR ANNOUNCEMENTS OF QUARTERLY (Q1, Q2 & Q3), HALF-YEAR AND FULL YEAR RESULTS 1(a)(i) An income statement (for the group) together with a comparative statement for the corresponding period of the immediately preceding financial year. ----------------------------------------------- Group ----------------------------------------------- For the Quarter ended Nine Months Ended 31/12/10 31/12/09 Change 31/12/10 31/12/09 Change Note S$'000 S$'000 % S$'000 S$'000 % Revenue 109,186 137,401-20.5% 327,538 424,754-22.9% Other operating income 1(a)(1) - exchange gain / (loss) (16,552) 6,815 nm (10,964) 36,151 nm - others 1,874 2,949-36.5% 3,986 6,375-37.5% 94,508 147,165-35.8% 320,560 467,280-31.4% Changes in inventories (6,206) 67 nm (14,045) 10,544 nm Purchase of goods (79,056) (108,689) -27.3% (254,509) (339,984) -25.1% Staff costs (8,880) (10,224) -13.1% (25,733) (30,792) -16.4% Depreciation and amortisation (1,504) (1,648) -8.7% (4,689) (5,038) -6.9% Other operating expenses 1(a)(2) (13,150) (20,685) -36.4% (39,031) (69,645) -44.0% Profit / (Loss) from operations (14,288) 5,986 nm (17,447) 32,365 nm Finance income 242 247-2.0% 538 1,382-61.1% Finance costs 1(a)(3) 8,873 (4,539) nm 815 (14,261) nm Net finance expense 9,115 (4,292) nm 1,353 (12,879) nm Profit / (Loss) before (5,173) 1,694 nm (16,094) 19,486 nm exceptional items Exceptional items 1(a)(4) 6,591 - nm 6,591 - nm Profit / (Loss) before taxation 1,418 1,694-16.3% (9,503) 19,486 nm Income tax (expense) / credit 1(a)(5) (1,817) 794 nm (882) (999) -11.7% Profit / (Loss) for the period (399) 2,488 nm (10,385) 18,487 nm Attributable to: Equity holders of the Company (369) 2,858 nm (9,139) 18,909 nm Non-controlling interests (30) (370) -91.9% (1,246) (422) 195.3% (399) 2,488 nm (10,385) 18,487 nm For information: Profit / (Loss) for the period excluding exchange differences 16,153 (4,327) nm 579 (17,664) nm nm denotes not meaningful Page 1 of 16
1(a)(ii) A statement of comprehensive income (for the group) together with a comparative statement for the corresponding period of the immediately preceding financial year. ------------------------------------- Group ----------------------------------- For the Quarter Ended Nine Months Ended 31/12/10 31/12/09 Change 31/12/10 31/12/09 Change S$'000 S$'000 % S$'000 S$'000 % Profit / (Loss) for the period (399) 2,488 nm (10,385) 18,487 nm Other Comprehensive Income: Fair value changes to available-for-sale (2,192) (1,375) 59.4% 1,074 1,104-2.7% investment Translation differences relating to financial 1,946 (1,278) nm 4,175 (9,103) nm statements of foreign subsidiaries Income tax - - nm - - nm Other Comprehensive Income for the period, (246) (2,653) -90.7% 5,249 (7,999) nm net of income tax Total Comprehensive Income for the period (645) (165) 290.9% (5,136) 10,488 nm Attributable to: Equity holders of the Company (1,069) (1,225) -12.7% (4,536) 10,413 nm Non-controlling interests 424 1,060-60.0% (600) 75 nm Total Comprehensive Income for the period (645) (165) 290.9% (5,136) 10,488 nm nm denotes not meaningful Page 2 of 16
Notes To The Income Statement For the Quarter Ended Nine Months Ended 31/12/10 31/12/09 31/12/10 31/12/09 Note 1(a)(1) S$'000 S$'000 S$'000 S$'000 Other operating income comprises: Exchange gain / (loss) (16,552) 6,815 (10,964) 36,151 Rental income 17 68 58 1,340 Bad debts recovered 4 2,166 9 2,177 Miscellaneous income 1,853 715 3,919 2,858 (14,678) 9,764 (6,978) 42,526 The exchange loss for the quarter under review was mainly due to the revaluation of financial liabilities to the Scheme at agreed upon exchange rate (which was much higher than current book rate) following the sanction of the Scheme by the Court of Appeal on 13 October 2010. For the Quarter Ended Nine Months Ended 31/12/10 31/12/09 31/12/10 31/12/09 Note 1(a)(2) S$'000 S$'000 S$'000 S$'000 Other operating expenses include: Allowance for doubtful receivables 80 15 756 1,465 Allowance for inventories 165 160 397 821 Loss / (Gain) on disposal of property, plant 20 57 (17) 325 and equipment Loss on disposal of investment properties - - - 636 Restructuring expenses and professional fees 1,992 4,968 5,678 12,697 A&P and related expenses 2,091 1,886 4,237 8,243 Rental and related expenses 3,388 4,460 10,275 14,994 For the Quarter Ended Nine Months Ended 31/12/10 31/12/09 31/12/10 31/12/09 Note 1(a)(3) S$'000 S$'000 S$'000 S$'000 Finance costs comprise interest on : Bank loans and overdrafts 2,799 2,505 7,500 7,899 Trust receipts and bills payable (10,781) 1,316 (8,716) 4,136 Fixed rate notes (781) 392-1,173 Finance leases 14 25 58 248 Others (124) 301 343 805 (8,873) 4,539 (815) 14,261 The lower total Finance Costs was a result of the writing back of interest on trust receipt and fixed rate notes following the sanction of Scheme by the Court of Appeal on 13 October 2010. The write-back arises from interest accruals in the past which was booked at original loan contract interest rates and which were much higher than the approved Scheme interest rates which is now applied to all eligible debt outstandings. These cost adjustments were written back in the same line as the original interest expense charge. Page 3 of 16
For the Quarter Ended Nine Months Ended 31/12/10 31/12/09 31/12/10 31/12/09 Note 1(a)(4) S$'000 S$'000 S$'000 S$'000 Exceptional items comprise : Write-back arising from the extinguishing of 77,124-77,124 - bank debts pursuant to the Reverse Dutch Auction Additional provision for probable liabilities arising from future court adjudication of disputed contingent claims as defined under the Scheme of Arrangement. (70,533) - (70,533) - 6,591-6,591 - - Note 1(a)(5) The income tax expense is due mainly to loss-making entities not being able to transfer its tax benefits to other profitable subsidiaries. Page 4 of 16
1(b)(i) A balance sheet (for the issuer and group), together with a comparative statement as at the end of the immediate preceding financial year Group Company Note 31/12/10 31/03/10 31/12/10 31/03/10 S$'000 S$'000 S$'000 S$'000 Non-current assets Property, plant and equipment 1(b)(1) 123,230 123,399 91,585 87,239 Investment properties 1(b)(2) 6,602 6,777 - - Subsidiaries - - 17,752 17,752 Intangible assets 1(b)(3) Goodwill on consolidation 5,844 5,844 - - Trademarks and rights 9,766 9,808 - - Other investments 1(b)(4) 2,901 2,957 - - Deferred tax assets 2,182 4,097 - - 150,525 152,882 109,337 104,991 Current assets Inventories 60,366 74,411 20 19 Trade and other receivables 1(b)(5) 117,390 120,403 112,713 136,019 Cash and cash equivalents 13,620 11,139 198 358 191,376 205,953 112,931 136,396 Total assets 341,901 358,835 222,268 241,387 Equity Share capital 140,563 140,563 140,563 140,563 Reserves (219,608) (215,070) (244,878) (245,562) Total equity attributable to equity (79,045) (74,507) (104,315) (104,999) holders of the Company Non-controlling interests 2,791 3,690 - - Total equity (76,254) (70,817) (104,315) (104,999) Non-current liabilities Financial liabilities 1(b)(7) 5,756 3,103 119 301 Other payables 1(b)(8) 292,737 739 292,737 - Deferred tax liabilities 155 174 - - 298,648 4,016 292,856 301 Current liabilities Trade and other payables 1(b)(6) 74,110 119,795 30,645 79,153 Financial liabilities 1(b)(7) 38,166 300,072 266 264,614 Provisions 4,493 3,133 2,678 2,142 Current tax payable 2,738 2,636 138 176 119,507 425,636 33,727 346,085 Total liabilities 418,155 429,652 326,583 346,386 Total equity and liabilities 341,901 358,835 222,268 241,387 Page 5 of 16
1(b)(ii) Aggregate amount of group's borrowings and debt securities...group.. 31/12/10 31/03/10 Secured Unsecured Secured Unsecured S$ 000 S$ 000 S$ 000 S$ 000 Amount repayable in one year or less, or on demand 23,874 14,292 26,963 273,109 Amount repayable after one year 2,929 2,827 3,103 - The Company has previously defaulted on the repayment of the unsecured fixed rate notes. The Company has, via a Scheme of Arrangement, also obtained a standstill of repayment of financial liabilities to its principal bank creditors and all other unsecured creditors, except for those payables deemed essential for the continuation of the Company s day-to-day business or operations. Following the sanction of the Scheme by the Court of Appeal on 13 October 2010, financial liabilities as classified under Current Liabilities have been reclassified as Non Current Liabilities Other Payables. As per the Scheme Documents, the amounts which were denominated in foreign currencies were converted to S$ at a predetermined fixed exchange rate. This fixed exchange rate (as per the Scheme) is different from what has been previously reported in our audited accounts. There is hence an exchange translation impact which will be recorded on the Statement of Comprehensive Income. Details of any collateral The secured borrowings include interest-bearing bank borrowings amounting to $9.6 million as at 31 December 2010 which are secured by first legal mortgages over leasehold properties owned by subsidiaries with total carrying amount of $11.4 million. In addition, property, plant and equipment with a total carrying amount of $0.4 million as at 31 December 2010 were acquired under finance lease agreements. The unsecured borrowings comprise mainly trust receipts, interest-bearing borrowings and trade bills payable used for the Group's business. With the full and final settlement of the Reverse Dutch Auction ( RDA ) payments to the RDA participating creditors, the liabilities due to these RDA creditors by the Company (as well as the liabilities under the personal guarantees by the substantial shareholders to one of the RDA creditors) were extinguished permanently. Accordingly, the liabilities under the personal guarantees provided by the substantial shareholders of the Company for unsecured borrowings had decreased to approximately $41.3 million. Page 6 of 16
Notes To The Balance Sheet Note 1(b)(1) Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses except for completed land and buildings, which are stated at their revalued amounts. Property, plant and equipment include a leasehold land and building under construction for the proposed Warehouse Retail Scheme ( WRS ) project with a carrying amount of $91.0 million as at 31 December 2010. Construction activities had been temporarily suspended pending the sanction of the scheme of arrangement and onward financing arrangements for the WRS project. Land and buildings were last valued at close to the previous financial year ended 31 March 2010. Note 1(b) (2) Investment properties are measured at fair value, with any change recognised in the income statement. Investment properties comprise a number of retail outlets and industrial buildings that are leased to external parties for a period ranging from 2 to 3 years. Subsequent renewals of the operating leases are negotiated with the lessees. Investment properties were last valued at close to the previous financial year ended 31 March 2010 and were not revalued for the nine months ended 31 December 2010. Note 1(b)(3) Goodwill and trademarks relate to the retail and distribution business segment of the Group in respect of the consumer electronics and private label business and furniture and furnishing business. Impairment tests have not been carried out for the nine months ended 31 December 2010. Note 1(b) (4) Other investments comprise quoted available-for-sale investment. Fluctuation is due mainly to sale of some shares during the quarter under review and fluctuation in market prices. Group Company 31/12/10 31/03/10 31/12/10 31/03/10 Note 1(b)(5) S$'000 S$'000 S$'000 S$'000 Trade and other receivables comprise: Trade receivables 75,157 79,906 5,788 18,194 Deposits, prepayments and other receivables 42,233 40,497 461 862 Amounts due from subsidiaries - - 106,464 116,963 117,390 120,403 112,713 136,019 The decline in trade receivables for the Group is due mainly to the lower revenue noted. The increase in deposits, prepayments and other receivables for the Group was mainly attributed to the current situation of the Company under the Scheme of Arrangement, with most suppliers unwilling to extend credit. Thus, the Group needs to pay in advance to secure purchases. Page 7 of 16
Group Company 31/12/10 31/03/10 31/12/10 31/03/10 Note 1(b)(6) S$'000 S$'000 S$'000 S$'000 Trade and other payables comprise: Trade payables 35,461 42,244-182 Accrued operating expenses 16,310 32,831 3,333 22,033 Deposits and advances from customers 8,950 5,194 301 301 Amounts due to director - 5,991-5,991 Other payables 13,389 33,535 2,582 24,987 Amounts due to subsidiaries - - 24,429 25,659 74,110 119,795 30,645 79,153 The decline in trade payable balance was in line with the lower operating activities of the company. The decrease in Accrued operating expenses for the Group and company was mainly the result of the write back of interest on trust receipt and fixed rate notes (as previously explained). The reduction in Other payables and Amount due to director was largely due to their reclassification to Amount due to Scheme Creditors. Note 1(b)(7) The lower financial liabilities under Current Liabilities are due mainly to the reclassification to Other payables Non-current Liabilities. Group Company 31/12/10 31/03/10 31/12/10 31/03/10 Note 1(b)(8) S$'000 S$'000 S$'000 S$'000 Other payables comprise: Amount due to scheme creditors 292,737-292,737 - Deposits from customers - 739 - - 292,737 739 292,737 - Page 8 of 16
1(c) A cash flow statement (for the group), together with a comparative statement for the corresponding period of the immediately preceding financial year. Group Quarter Ended 31/12/10 31/12/09 S$'000 S$'000 Operating activities: Profit / (Loss) for the financial period (399) 2,488 Adjustments for: Loss on disposal of property, plant and equipment 20 57 Gain on disposal of quoted available-for-sale investments (1,204) - Amortisation on intangible assets 14 14 Depreciation 1,472 1,648 Exceptional items (6,591) - Interest income (242) (247) Interest expense (8,873) 4,539 Income tax (credit) / expense 1,817 (794) Unrealised exchange loss / (gain) 8,784 (6,520) Operating profit / (loss) before changes in working capital (5,202) 1,185 Changes in: Inventories 5,463 (2,361) Trade and other receivables 5,341 18,633 Trade and other payables (13,077) 8,626 Bills payable and trust receipts 4,426 (13,905) Deposits from customers 4,332 (11,356) Cash generated from operations 1,283 822 Income tax paid 324 (348) Interest income received 242 261 Interest paid on bills payable and trust receipts (626) (210) Cash flows from operating activities 1,223 525 Page 9 of 16
Group Quarter Ended 31/12/10 31/12/09 S$'000 S$'000 Investing activities: Purchase of property, plant and equipment (3,612) (399) Proceeds from disposal of property, plant and equipment 221 488 Proceeds from disposal of quoted available-for-sale investments 2,334 - Cash flows from investing activities (1,057) 89 Financing activities: Interest paid on borrowings (2) (1,480) Bank overdraft reclassified to non-current Other payables 15,697 - Repayment of interest-bearing borrowings (630) - Payment of obligations under finance leases (56) (95) Cash flows from financing activities 15,009 (1,575) Net decrease in cash and cash equivalents 15,175 (961) Cash and cash equivalents at beginning of financial period (9,556) (10,014) Effect of foreign exchange rate changes on balances held in foreign currencies (97) 122 Cash and cash equivalents at end of financial period 5,522 (10,853) Cash and cash equivalents comprise: Cash at bank and in hand 13,477 15,131 Fixed deposits with financial institutions 143 367 Bank overdrafts (8,098) (26,351) 5,522 (10,853) Following the sanction of the Scheme of Arrangement by the Court of Appeal on 13 October 2010, certain financial liabilities including the bank overdrafts have been reclassified as Noncurrent liabilities. This has resulted in the increase in the cash flows from financing activities. Page 10 of 16
1(d)(i) A statement (for the issuer and group) showing either (i) all changes in equity or (ii) changes in equity other than those arising from capitalisation issues and distributions to shareholders, together with a comparative statement for the corresponding period of the immediately preceding financial year. Statement of Changes in Equity The Group Share Capital Capital Reserves Fair Value & Revaluation Reserves Foreign Currency Translation Reserve Accumulated Profits/ (Loss) Total attributable to Equity Holders of the Company Noncontrolling interests Total Equity S$'000 S$'000 S$'000 S$'000 S$'000 S$'000 S$'000 S$'000 At 1 April 2010 140,563 54 19,069 (28,370) (205,823) (74,507) 3,690 (70,817) Total comprehensive - - 1,873 (457) (7,531) (6,115) (386) (6,501) income for the period At 30 June 2010 140,563 54 20,942 (28,827) (213,354) (80,622) 3,304 (77,318) Total comprehensive - - 1,391 2,494 (1,239) 2,646 (638) 2,008 income for the period Dividend payment to - - - - - - (299) (299) minority interests of subsidiary At 30 September 2010 140,563 54 22,333 (26,333) (214,593) (77,976) 2,367 (75,609) Total comprehensive - - (2,192) 1,492 (369) (1,069) 424 (645) income for the period At 31 December 2010 140,563 54 20,141 (24,841) (214,962) (79,045) 2,791 (76,254) At 1 April 2009 140,563 54 18,526 (17,250) (210,648) (68,755) 4,316 (64,439) Total comprehensive - - 44 (5,140) 15,635 10,539 (729) 9,810 income for the period At 30 June 2009 140,563 54 18,570 (22,390) (195,013) (58,216) 3,587 (54,629) Total comprehensive - - (405) (1,726) 3,229 1,098 (255) 843 income for the period Dividend payment to - - - - - - 173 173 minority interests of subsidiary At 30 September 2009 140,563 54 18,165 (24,116) (191,784) (57,118) 3,505 (53,613) Total comprehensive - - (1,735) (2,348) 2,858 (1,225) 1,060 (165) income for the period At 31 December 2009 140,563 54 16,430 (26,464) (188,926) (58,343) 4,565 (53,778) Page 11 of 16
Statement of Changes in Equity The Company Share Capital Accumulated Capital Reserves Profit/(Loss) Total S$'000 S$'000 S$'000 S$'000 At 1 April 2010 140,563 54 (245,616) (104,999) Total comprehensive income for the period - - (4,224) (4,224) At 30 June 2010 140,563 54 (249,840) (109,223) Total comprehensive income for the period - - 4,613 4,613 At 30 September 2010 140,563 54 (245,227) (104,610) Total comprehensive income for the period 295 295 At 31 December 2010 140,563 54 (244,932) (104,315) At 1 April 2009 140,563 54 (215,455) (74,838) Total comprehensive income for the period - - 2,627 2,627 At 30 June 2009 140,563 54 (212,828) (72,211) Total comprehensive income for the period - - (1,595) (1,595) At 30 September 2009 140,563 54 (214,423) (73,806) Total comprehensive income for the period - - (531) (531) At 31 December 2009 140,563 54 (214,954) (74,337) 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 well as the number of shares held as treasury shares of the issuers, 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. There were no changes in the Company's share capital since 31 March 2010, the end of the previous financial period reported thereon. 1(d)(iii) To show the total number of issued shares excluding treasury shares as at the end of the current financial period and as at the end of the immediately preceding year. Company No. of Shares 31/12/10 31/03/10 Issued ordinary shares 816,541,501 816,541,501 Page 12 of 16
1(d)(iv) A statement showing all sales, transfer, disposal, cancellation and /or use of treasury shares as at the end of the current financial period reported on. Nil 2 Whether the figures have been audited or reviewed and in accordance with which auditing standard or practice. The figures have not been audited nor reviewed by the Company s auditors. 3 Where the figures have been audited or reviewed, the auditors' report (including any qualifications or emphasis of a matter). Not applicable. 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 under paragraph 5 below, the Group has adopted the same accounting policies and methods of computation in the financial statements for the current reporting period compared with the audited financial statements for the financial year ended 31 March 2010. 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. The Group adopted the following revised Financial Reporting Standards (FRS) that are mandatory for application for the annual period beginning on 1 April 2010. Changes to the Group s accounting policies have been made as required, in accordance with the transitional provisions in the respective FRS and INT FRS. The following are the amended FRSs that are relevant to the Group: FRS 27 (revised) - Consolidated and Separate Financial Statements FRS 103 (revised) - Business Combinations FRS 27 (revised) requires accounting for changes in ownership interests by the Group in a subsidiary, while maintaining control, to be recognised as an equity transaction. When the Group loses control of a subsidiary, any interest retained in the former subsidiary will be measured at fair value with the gain or loss recognised in profit or loss. The Group will apply FRS 27 (revised) prospectively (if any) to transactions with minority interests from 1 April 2010. Currently, the Group does not have any transactions for changes in ownership interest by the Group in a subsidiary. FRS 103 (revised) introduces significant changes to the accounting for business combinations, both at the acquisition date and post acquisition, and requires greater use of fair values. The amendments will mainly impact the accounting for transaction costs, step acquisitions, goodwill and non-controlling interests (minority interests). The Group will apply FRS 103 (revised) prospectively to all business combinations (if any) from 1 April 2010. Currently, the Group does not have any transaction or business combinations applicable under FRS 103 (revised). Page 13 of 16
6 Earnings per ordinary share of the group for the current financial period reported on and the corresponding period of the immediately preceding financial year, after deducting any provision for preference dividends. Group Quarter Ended 31/12/10 31/12/09 Cents Cents (Loss) / Profit per ordinary share for the year calculated based on Profit attributable to shareholders: (i) Based on the number of ordinary shares in issue (0.05) 0.35 (ii) On a fully diluted basis n.a. n.a. 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 financial period reported on and (b) immediately preceding financial year Group Company 31/12/10 31/03/10 31/12/10 31/03/10 Cents Cents Cents Cents (Negative) net asset value per ordinary share (9.68) (9.12) (0.56) (12.85) The negative net asset value per ordinary share is calculated based on 816,541,501 ordinary shares in issue. 8 A review of the performance of the group, to the extent necessary for a reasonable understanding of the group's business. It must include a discussion of the following: (a) 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; and (b) any material factors that affected the cash flow, working capital, assets or liabilities of the group during the current period reported on. Review of performance Overview The actions taken by two of the company s creditors in the Court of Appeal against the sanction of the Scheme of Arrangement resulted in uncertainties and loss-of-confidence from the company s suppliers and customers. This combined with the shortfall in working capital has continued to adversely affect the Group s business and operations in the current financial period ended 31 December 2010. Revenue for the quarter under review declined 20.5% to $ 109.2 million from $137.4 million in the corresponding period previous financial year. The decline was also due to the voluntary suspension or hibernation of our longer cash conversion cycle business segment the supply chain business in Poland and Europe, in an effort to conserve our limited working capital which was then redeployed to our shorter cash conversion cycle business segment the retail businesses and the more profitable distribution activities within the ASEAN region. Page 14 of 16
For the quarter under review, the Group recorded an operating profit of $16.1 million (before accounting for exchange loss of $16.6 million) compared with a loss of $4.3 million (before accounting for an exchange gain of $6.8 million) for the corresponding period in the previous financial year. This improved performance resulted substantially from the various accounting adjustments following the Reverse Dutch Auction, write-backs of interest accruals after the Scheme was sanctioned, provision for potential crystallization of disputed liabilities and exchange rate differences resulting from the use of different exchange rates used in the scheme of arrangement documents versus those exchange rates used and recorded in the books. These accounting adjustments are reflected in this quarter s financial statements given that the Scheme was sanctioned by the Court of Appeal finally on 13 October2010 and the full and final payment for the RDA participating creditors as well as the first interest payment to Scheme Creditors were made in December 2010. 9 Where a forecast, or a prospect statement, has been previously disclosed to shareholders, any variance between it and the actual results. Not applicable. 10 A commentary at the date of the announcement of the significant trends and 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. On 21 January 2009, the Company filed an application with the High Court to propose a scheme of arrangement ( Scheme ) between the Company and its creditors to restructure its liabilities. From 21 January 2009 to 13 October 2010, the Scheme was heard in the High Court and Court of Appeal, and was finally sanctioned and approved by the Court of Appeal on 13 October 2010, with the scheme Effective Date to be on 19 April 2010, subject to certain alterations to the Scheme. Details on the various previously announced updates on the Scheme are available in the Company s website and on SGX. In relation to the nine-months financial statements, the amount of assets and liabilities currently recorded in the accounting records of the Company and its subsidiaries have all been adjusted in accordance with the Scheme and may be based on estimated future potential liabilities arising from ongoing Court adjudication, etc for the disputed debts and the crystallization of contingent liabilities (if any). We have also prepared our financial statements on a going concern basis. The directors believe that these financial statements do provide sufficient information to serve the interests of all shareholders and any other stakeholders. For further details, please refer to note 2 ( Note ) of the financial statements of the Group and the Company for the financial year ended 31 March 2010 in the Annual Report. The Scheme has now been sanctioned by the Court of Appeal but nonetheless, other matters stated in the Note may continue to be applicable and shareholders and investors are advised to be aware of the basis of preparation of the financial statements. Page 15 of 16
The directors wish to emphasise that following the sanction of the scheme documents by the Court of Appeal, the Company was in the process of reflecting the necessary changes in the financial statements. As the results reflected in this announcement are unaudited; due to the complex nature of the events and transactions that have occurred and the circumstances affecting the Group up to the date of this Announcement, it is possible that the amounts reported and the method of presentation adopted by the Company might be different if an audit had been conducted. The Company will continue to update the SGX-ST, Scheme creditors, shareholders and the investing public on any material developments on a timely basis. Shareholders and the public are advised to continue to exercise extreme caution before making any decision in respect of their dealings in the Company s shares. 11 Dividend (a) Current Financial Period Reported on Any dividend recommended for the current financial period reported on? None. (b) Corresponding Period of the Immediately Preceding Financial Year Any dividend declared for the previous corresponding period of the immediately preceding financial year? None. (c) Date payable Not applicable. (d) Book closure date Not applicable. 12 If no dividend has been declared/recommended, a statement to that effect. No dividend has been declared for the quarter ended 31 December 2010. 13 Confirmation By Directors Save as disclosed under Note 10 above, the Board of Directors of the Company hereby confirm that to the best of their knowledge, nothing has come to the attention of the Board of Directors which may render the unaudited consolidated financial results for the period ended 31 December 2010 to be false or misleading, in any material aspect. BY ORDER OF THE BOARD Page 16 of 16