HAAD THIP PUBLIC COMPANY LIMITED INTERIM FINANCIAL STATEMENTS FOR THE QUARTERS ENDED MARCH 31, 2000 AND 1999 (With Comparative Balance Sheet as at December 31, 1999) AND REVIEW REPORT OF CERTIFIED PUBLIC ACCOUNTANT EXPRESSED IN Thai Baht REVIEW REPORT OF CERTIFIED PUBLIC ACCOUNTANT To The Board of Directors of Haad Thip Public Company Limited I have reviewed the balance sheet of Haad Thip Public Company Limited as at March 31, 2000, and the related statements of income, changes in shareholders' equity, retained earnings and cash flows for the quarter then ended. The interim financial statements for the quarter ended March 31, 1999, which are presented for comparative purpose, were reviewed by Mr.Prasit Musikabhantu, an auditor in my firm. These financial statements are the responsibility of the Company's management as to their correctness and completeness of the presentation. My responsibility is to issue a report on these financial statements based on my review. I conducted my review in accordance with auditing standard applicable to review engagements. This standard requires that I plan and perform the review to obtain moderate assurance as to whether the financial statements are free of material misstatement. A review is limited primarily to inquiries of company personnel and analytical procedures applied to financial data and thus provides less assurance than an audit in accordance with generally accepted auditing standards. Accordingly, I do not express such an opinion. Based on my review, nothing has come to my attention that causes me to believe that the financial statements referred to above are not presented fairly, in all material respects, in accordance with generally accepted accounting principles. I have previously audited the financial statements of Haad Thip Public Company Limited for the year ended December 31, 1999 in accordance with generally accepted auditing standards and issued my report dated February 10, 2000, expressing an unqualified opinion on those finanncial statements. The balance sheet as at December 31, 1999, presented herein for comparative purposes, is a part of such audited financial statements. I have not performed any auditing procedures subsequent to my report date. VICHIEN THAMTRAKUL C.P.A. (THAILAND) Registration No. 3183 Bangkok April 30, 2000 HAAD THIP PUBLIC COMPANY LIMITED BALANCE SHEETS MARCH 31, 2000 AND DECEMBER 31, 1999 A S S E T S In Thousand Baht March 31, December 31, 2000 1999 "Unaudited" "Reviewed" "Audited" CURRENT ASSETS Cash on hand and in banks 18,672 16,134 Accounts and notes receivable - trade (Note 3) 77,985 71,183 Less allowance for doubtful accounts ( 2,631) ( 2,680) Accounts and notes receivable - trade - net 75,354 68,503 Inventories - net 70,909 60,210 Other current assets Claim and other receivables - net 12,632 25,088 Prepaid expenses 10,519 5,849 Others 477 671 Total other current assets 23,628 31,608 Total Current Assets 188,563 176,455 ADVANCES AND LOANS TO DIRECTORS AND EMPLOYEES 3,012 1,902 INVESTMENT IN SHARES - Net 2,840 2,840 PROPERTY, PLANT AND EQUIPMENT - At Cost; net of accumulated depreciation (Notes 4, 5 and 8) 553,386 558,199 OTHER ASSETS Land not used in operations - at cost; net of allowance for impairment loss of Baht 0.5 million 60,232 60,232 Refundable deposits and others 2,527 2,599 Total Other Assets 62,759 62,831 TOTAL ASSETS 810,560 802,227 See accompanying Notes to Interim Financial Statements. HAAD THIP PUBLIC COMPANY LIMITED BALANCE SHEETS MARCH 31, 2000 AND DECEMBER 31, 1999 LIABILITIES AND SHAREHOLDERS' EQUITY In Thousand Baht March 31, December 31, 2000 1999 "Unaudited" "Reviewed" "Audited" CURRENT LIABILITIES Bank overdraft and loans from financial institutions (Note 4) 38,005 64,872 Accounts payable - trade 76,194 93,440 Current portion of long-term loan (Note 5) 13,871 1,495 Other current liabilities Accounts payable - others 19,021 10,713 Dividend payable (Note 6) 16,602 16,602 Income tax payable 21,047 20,148 Others 10,448 11,228 Total other current liabilities 67,118 58,691 Total Current Liabilities 195,188 218,498 DEPOSITS RECEIVED FROM CUSTOMERS AND OTHERS 143,577 143,198 LONG-TERM LOANS - Net of Current Portion (Note 5) 33,036 5,780 Total Liabilities 371,801 367,476 SHAREHOLDERS' EQUITY Share capital Authorized - 25,000,000 shares; Baht 10 par value 250,000 250,000 Issued and fully paid up - 16,601,500 shares 166,015 166,015 Premium on share capital 154,728 154,728 Retained earnings Appropriated Legal reserve (Note 6) 16,457 16,457 General reserve 19,000 19,000 Unappropriated 82,559 78,551 Total Shareholders' Equity 438,759 434,751 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 810,560 802,227 See accompanying Notes to Interim Financial Statements. "UNAUDITED" "REVIEWED" HAAD THIP PUBLIC COMPANY LIMITED STATEMENTS OF INCOME FOR THE QUARTERS ENDED MARCH 31, 2000 AND 1999 In Thousand Baht 2000 1999 REVENUES Net sales 373,139 325,644 Other income Income from reversal of unclaimed customers'deposits 3,183 4,463 Others 1,124 1,483 Total other income 4,307 5,946 Total Revenues 377,446 331,590 COSTS AND EXPENSES Cost of sales 263,877 228,125 Selling and administrative expenses 83,001 88,353 Interest expense 985 1,319 Directors' remuneration - 200 Total Costs and Expenses 347,863 317,997 INCOME BEFORE INCOME TAX 29,583 13,593 INCOME TAX ( 8,974) ( 4,351) NET INCOME 20,609 9,242 Earnings per Share (Baht) 1.24 0.56 See accompanying Notes to Interim Financial Statements. "UNAUDITED" "REVIEWED" HAAD THIP PUBLIC COMPANY LIMITED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY FOR THE QUARTERS ENDED MARCH 31, 2000 AND 1999 In Thousand Baht 2000 1999 SHARE CAPITAL - Common share Balance, beginning of period 166,015 166,015 Increase during the period - - Balance, end of period 166,015 166,015 PREMIUM ON SHARE CAPITAL Balance, beginning of period 154,728 154,728 Increase during the period - - Balance, end of period 154,728 154,728 RETAINED EARNINGS Appropriated Legal reserve (Note 6) Balance, beginning of period 16,457 14,707 Increase during the period - - Balance, end of period 16,457 14,707 General reserve Balance, beginning of period 19,000 16,000 Increase during the period (Note 6) - 3,000 Balance, end of period 19,000 19,000 Unappropriated Balance, beginning of period 78,551 81,489 Increase during for the period 20,609 9,242 Decrease during the period (Note 6) ( 16,601) ( 19,602) Balance, end of period 82,559 71,129 TOTAL SHAREHOLDERS' EQUITY 438,759 425,579 See accompanying Notes to Interim Financial Statements. "UNAUDITED" "REVIEWED" HAAD THIP PUBLIC COMPANY LIMITED STATEMENTS OF RETAINED EARNINGS FOR THE QUARTERS ENDED MARCH 31, 2000 AND 1999 In Thousand Baht 2000 1999 UNAPPROPRIATED RETAINED EARNINGS: Beginning of period 78,551 81,489 Less appropriation of net income for previous period: (Note 6) General reserve - ( 3,000) Dividends ( 16,601) ( 16,602) Net income for the period 20,609 9,242 Total Unappropriated Retained Earnings 82,559 71,129 APPROPRIATED RETAINED EARNINGS: Legal reserve (Note 6) 16,457 14,707 General reserve 19,000 19,000 Total Appropriated Retained Earnings 35,457 33,707 TOTAL RETAINED EARNINGS 118,016 104,836 See accompanying Notes to Interim Financial Statements. "UNAUDITED" "REVIEWED" HAAD THIP PUBLIC COMPANY LIMITED STATEMENTS OF CASH FLOWS FOR THE QUARTERS ENDED MARCH 31, 2000 AND 1999 In Thousand Baht 2000 1999 CASH FLOWS FROM OPERATING ACTIVITIES: Net income 20,609 9,242 Reconciliation of net income to net cash provided by (used in) operating activities: Bad debts expense and provision (reversal of provision) for doubtful accounts ( 49) 224 Provision for obsolete inventories 319 121 Depreciation and amortization 16,496 18,913 Gain on sales of fixed assets ( 173) ( 116) Promotion materials amortized and book value of containers written off 3,624 5,077 Reversal of unclaimed customers deposits ( 3,183) ( 4,462) Net cash provided by operating activities before changes in operational assets and liabilities 37,643 28,999 Decrease (increase) in operational assets Accounts and notes receivable - trade ( 6,802) 783 Inventories ( 11,018) ( 10,947) Claim and other receivables 12,456 ( 1,676) Prepaid expenses ( 4,670) ( 4,391) Other current assets 194 ( 521) Refundable deposits and others ( 64) 439 Increase (decrease) in operational liabilities Accounts payable - trade ( 17,246) 26,772 Accounts payable - others 8,308 5,898 Accrued bonus - 3,582 Income tax payable 899 ( 22,509) Other current liabilities ( 780) ( 1,138) Customers' deposits and others 3,562 ( 6,666) Net Cash Provided by Operating Activities 22,482 18,625 "UNAUDITED" "REVIEWED" - 2 - In Thousand Baht 2000 1999 CASH FLOWS FROM INVESTING ACTIVITIES: Increase in property, plant and equipment ( 15,244) ( 20,831) Proceeds from sales of fixed assets 246 169 Net Cash Used in Investing Activities ( 14,998) ( 20,662) CASH FLOWS FROM FINANCING ACTIVITIES: Increase in advances and loans to directors and employees ( 1,110) ( 1,716) Increase (decrease) in loans from banks ( 10,000) 15,000 Increase in long - term loan 39,632 - Payment of dividends ( 16,601) - Net Cash Provided by Financing Activities 11,921 13,284 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 19,405 11,247 Cash and Cash Equivalents, Beginning of Period ( 3,738) 6,193 CASH AND CASH EQUIVALENTS, END OF PERIOD 15,667 17,440 ADDITIONAL INFORMATION FOR CASH FLOWS: 1. Cash and Cash Equivalents consisted of: Cash on hand and in banks 18,672 17,807 Bank overdraft ( 3,005) ( 367) Net 15,667 17,440 2. Cash Paid During the Period for: Interest expense 1,057 2,684 Income tax 8,076 26,860 See accompanying Notes to Interim Financial Statements. HAAD THIP PUBLIC COMPANY LIMITED NOTES TO INTERIM FINANCIAL STATEMENTS MARCH 31, 2000 AND 1999 (REVIEWED) AND DECEMBER 31, 1999 (AUDITED) 1. BASIS FOR INTERIM FINANCIAL STATEMENTS The accompanying interim financial statements have been prepared in accordance with the Accounting Standard No.41 "The Interim Financial Statements" and the announcements of the Stock Exchange of Thailand. The accompanying interim financial statements have been prepared to provide an update on the latest complete set of annual financial statements by focusing on new activities, events and circumstances and does not duplicate information previously reported. Accordingly, the accompanying interim financial statements should be read in conjunction with the financial statements for the year ended December 31, 1999. The Company maintains its official accounting records in Thai Baht and prepares its interim financial statements in the Thai language in conformity with financial accounting standards in Thailand, which may not conform with generally accepted accounting principles in other countries. The accompanying financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles and practices generally accepted in countries and jurisdictions other than Thailand. Accordingly, these financial statements are not designed for those who are not informed about Thai accounting principles and practices. For the convenience of the reader, an English translation of financial statements has been prepared from the interim Thai language financial statements which are issued for domestic reporting purposes. 2. SIGNIFICANT ACCOUNTING POLICIES The accompanying interim financial statements have been prepared in accordance with the accounting standards issued by the Institute of Certified Accountants and Auditors of Thailand. The significant accounting policies applied by the Company for the preparation of the accompanying interim financial statements are the same as those adopted in the preparation of the Company's financial statements for the year ended December 31, 1999. - 2 - 3. ACCOUNTS AND NOTES RECEIVABLE - Trade Long-outstanding balances of the accounts and notes receivable as at March 31, 2000 were as follows: Amount (In Million Baht) Over 3 months to 6 months 1.7 Over 6 months to 12 months 1.8 Over 12 months 3.3 Total 6.8 As at March 31, 2000, the Company provided allowance for doubtful accounts equal to the estimated losses that may be incurred in the collection of receivables (which are based on a review of the current status of the existing receivables) amounting to approximately Baht 2.6 million which mainly represented the receivables from modern trade. 4. BANK OVERDRAFT AND LOANS FROM FINANCIAL INSTITUTIONS As at March 31,2000 and December 31,1999, the Company had an overdraft line with a local bank amounted to Baht 30 million which bears interest at rates 9.75% per annum in 2000 and from 8.75% to 13.5% per annum in 1999. The Company had also short-term loan lines from a local bank and a local branch of foreign bank totalling to Baht 110 million in 2000 and 1999, which bear interest at rates ranging from 3.5% to 6.25% per annum in 2000 and from 5.85% to 6.25% per annum in 1999. These are collateralized by the mortgage/pledge of a portion of the Company's land, buildings, machinery and equipment. 5. LONG-TERM LOAN In 1997, the Company entered into a long-term loan agreement with a local bank amounting to Baht 7,997,337 which bears interest at rates ranging from 4% to 6% per annum. This loan is repayable monthly commencing from July 1999. In March 2000, the Company entered into a long-term loan agreement with a branch of foreign bank amounting to Baht 40 million which bears interest at 5% per annum in 2000. This loan is repayable quarterly in twelve (12) installments of Baht 3 million each commencing from June 2000. The above loans are collateralized by a portion of the Company's land. - 3 - 6. APPROPRIATION OF RETAINED EARNINGS At the Board of Directors' meeting held on March 25, 1999, the Board of Directors approved the payment of interim dividends out of earnings during July 1, 1998 to December 31, 1998 totalling approximately Baht 16.6 million (more)