27 August 2010
Aseana Properties Limited
("Aseana" or the "Company")
Half Year Results for the Six Months Ended 30 June 2010
Aseana Properties Limited (LSE: ASPL), a leading property developer investing in Malaysia and Vietnam, listed on the Official List of the London Stock Exchange, announces its half year results for the six month period ended 30 June 2010.
Financial highlights:
· Revenue of US$2.35 million (2009: US$11.23 million)
· Gross loss of US$4.14 million (2009: Gross profit of US$2.81 million), which included a loss of US$4.00
million (2009: Nil) from sale of properties in 1 Mont' Kiara which was entered into in August 2010 and a charge relating to cost of acquisition for the initial portfolio of US$0.73 million (2009: US$1.29 million)
· Unrealised foreign exchange loss of US$4.35 million (2009: Gain of US$0.25 million), attributed to the
strengthening of the US Dollars
· Management fee of US$2.17 million (2009: US$2.21 million)
· Operating expenses of US$2.81 million (2009: US$1.17 million) which included marketing expenses of
on-going projects of US$1.70 million (2009: Nil) which were expensed as incurred
· Group NAV of US$192.97 million (2009: US$202.25 million (restated))
· Realisable net asset value of the Group is U$259.22 million (2009: US$228.44 million (restated)) or
US$1.220 per share (2009: US$0.967 per share (restated))
Operational highlights:
· Completed acquisition of 70% stake in upmarket residential development at Jalan Kia Peng, Kuala Lumpur
· Sale and Purchase Agreement signed to acquire a four-star hotel (under construction and due for
completion in 2012) in Kuala Lumpur Sentral
· Sale and Purchase Agreement signed with a wholly owned subsidiary of ARA Asia Dragon Fund to
dispose of the office tower and retail mall of 1 Mont' Kiara development
· Partnered PRUPIM Vietnam Property Fund to develop the Tan Thuan Dong residential project together
with Nam Long Investment Corporation
Commenting on the results, Dato' Mohammed Azlan bin Hashim, Chairman of Aseana, said:
"The Group is continuing with its current strategy of realising cash flow from projects and repositioning our portfolio to capture the impending recovery and growth of the property markets in Malaysia and Vietnam."
For further information:
Aseana Properties Limited |
Tel: +603 6203 6688 |
Tan May Lee |
Email: maylee.tan@ireka.com.my |
Tavistock Communications |
Tel: 020 7920 3150 |
Jeremy Carey / Simon Hudson |
Email: jcarey@tavistock.co.uk |
Panmure Gordon |
Tel: 020 7459 3600 |
Richard Gray / Andrew Potts / Tom Nicholson |
|
Notes to Editors:
London-listed Aseana Properties Limited, is a property developer in Malaysia and Vietnam.
Aseana typically invests in development projects at pre-construction stage. Investment is made in projects where it is believed there will be a minimum 30% annualised return on equity ("ROE") on investments in Vietnam and a minimum 20% annualised ROE on investments in Malaysia.
Ireka Development Management Sdn Bhd ("IDM") is the exclusive Development Manager for Aseana. It is a wholly owned subsidiary of Ireka Corporation Berhad ("ICB"), a company listed on the Bursa Malaysia since 1993, which has over 40 years experience in construction and property development. IDM is responsible for the day-to-day management of Aseana's property portfolio and the introduction and facilitation of new investment opportunities.
Fundamentals of Malaysia and Vietnam remain strong for future growth, especially with indications pointing to strong growth in emerging markets this year. In particular, the real estate sectors are likely to flourish due to:
· An increasing standard of living and urbanisation driven by a burgeoning young and middle-class population
· Clear government role in encouraging participation of private sectors in real estate development, as well as encouraging and promoting land and property ownership
· Improving availability of mortgages to encourage property ownership
· Favoured Foreign Direct Investment ("FDI") destinations driving demand for commercial and industrial
properties
CHAIRMAN'S STATEMENT
Introduction
We are pleased to announce the half year results for Aseana Properties Limited ("Aseana") and its group of companies ("the Group") for the six month period ended 30 June 2010. As the Malaysian and Vietnamese property markets showed signs of recovery after reaching a low point in 2009, the Group has made significant progress with its development projects in both markets.
Results
For the six months ended 30 June 2010, the Group recorded revenue of US$2.35 million (2009: US$11.23 million) and a loss for the period of US$13.33 million (2009: loss of US$0.98 million).
The decrease in revenue was a result of lower income from sales of completed properties. The loss for the period was due to loss of US$4.00 million from the sale of properties in 1 Mont' Kiara which was entered into in August 2010, unrealised foreign exchange loss of US$4.35 million attributable to the strengthening of the US Dollars against certain foreign currency holdings in the Group, a charge to cost of acquisition of US$0.73 million, management fee of US$2.17 million and operating expenses of US$2.81 million, which included marketing expense of ongoing projects of US$1.70 million that were expensed as incurred.
Revenue includes proceeds from the sale of completed units in the Tiffani by i-ZEN development, Sandakan Harbour Square Phase 2 and i-ZEN@Kiara I projects. No new developments were completed during the period.
Net asset value for the Group was US$192.97 million (2009: US$ 202.25 million (restated)) or US$0.908 per share (2009: US$0.857 per share (restated)).
Review of Activities & Property Portfolio
After reaching a low point in 2009, we are pleased to report that some sectors of the property market in Malaysia and Vietnam have started to show signs of recovery in the second half of the year.
In Malaysia, developers returned to the market with new project launches in the third quarter of 2009. Early sales data suggested that landed properties and medium-end condominiums in well established areas enjoyed robust demand, whilst demand for upmarket condominiums, which remained soft throughout 2009, started to show signs of improvement in the second quarter of 2010.
In Vietnam, the demand for affordable housing has remained robust throughout 2009, whilst the secondary market for higher end condominiums began to recover in the second quarter of 2009. This renewed confidence has spurred some developers to launch new projects, albeit at more realistic pricing levels compared to the peak in 2007.
During the first half of 2010, the Group continued to make progress on the sales of its ongoing and completed developments, as illustrated in the table below:
Projects |
% sales as at August 2010 |
% sales as at 31 Dec 2009 |
|
|
|
i-ZEN@Kiara I |
100% |
99% |
Tiffani by i-ZEN |
95% |
90% |
1 Mont' Kiara - Office suites - Office tower - Retail mall (inclusive of car parks) |
100% 100% 100% |
91% 0% 0% |
SENI Mont' Kiara |
68% |
65% |
Sandakan Harbour Square - Phase 1 retail lots - Phase 2 retail lots |
100% 85% |
100% 76% |
KL Sentral Office Towers & Hotel - Office tower 1 - Office tower 2 - Hotel |
100% 100% 100% |
100% 100% 0% |
Malaysia
The Group completed the acquisition of a 70% stake in a project alongside Ireka Corporate Berhad, to develop an upmarket residential development at Jalan Kia Peng, a prime location in Kuala Lumpur City Centre. The project, announced in December 2009, is expected to be launched in the first half of 2011.
On 7 July 2010, the Group announced the Sale and Purchase Agreement with Excellent Bonanza Sdn. Bhd. (an investment vehicle owned by Aseana (40%) and Malaysian Resources Corporation Berhad (60%) to acquire a four-star business hotel in Kuala Lumpur Sentral for a consideration of 112.5% of the total development cost, currently estimated to be around RM217 million (approx. US$66 million). Aseana is in advanced negotiations with Starwood Hotel and Resorts Worldwide, Inc. to manage the hotel, which consists of 482 rooms with a gross floor area of approx. 350,000 sq ft, under its 'aloft' brand. The project is currently under construction and is expected to be completed by the second half of 2012.
The Company also announced in July 2010 that it had entered into conditional Sale and Purchase Agreements with wholly owned subsidiaries of ARA Asia Dragon Fund, to dispose off its 20-storey office tower block and five-storey retail mall, together with car parks, for RM333 million (approx. US$104 million). These properties are part of the 1 Mont' Kiara development completed in August 2010. In line with the Group's current strategy, the Board decided to sell the two properties and return capital to the Company, rather than retain them as investment assets as originally intended. This move will also remove the need for the Group to refinance loans on its properties due in early 2011.
Vietnam
In Vietnam, the Group made good progress on its various projects and investments. Piling works for the International Hi-Tech Healthcare Park project, the 250-bed tertiary care hospital (Phase 1), started in April 2010 and are expected to complete in September 2010. Construction of the substructure and main building works will start shortly after.
In June 2010, Nam Long Investment Corporation ("Nam Long"), a leading private property company in which Aseana owned a 17.24% stake, successfully completed a capital raising through the placement of new shares with a leading institutional investor in Vietnam. The new placement, which diluted Aseana's stake in Nam Long to 16.44%, was at a 28% premium to Aseana's entry price in US Dollars.
The Group is also making good progress on the Tan Thuan Dong residential project in District 7 of Ho Chi Minh City. As announced on 24 August 2010, it has entered into a conditional agreement to sell a 49% stake in its wholly owned subsidiary, ASPL PV Limited, to the PRUPIM Vietnam Property Fund, which is managed by PRUPIM Asia, a part of Prudential PLC. ASPL PV Limited is a special purpose vehicle that owns 80% of the Tan Thuan Dong residential project alongside Nam Long. As project funding was provided on a joint basis, we expect this transaction to be mutually beneficial to both parties. The project is expected to be fully licensed by the authorities by end of 2010, with construction commencing in Q1 2011. Preliminary site preparation work is currently underway.
On 17 August 2010, the State Bank of Vietnam devalued the Vietnamese Dong against the US Dollar by 2% to improve its relative competitiveness and boost exports in the short term. The Vietnamese Dong is likely to experience some short term volatility in the near future. This recent devaluation of Dong highlights the inherent risks of investing in a high growth emerging market economy.
The Group will focus on continuing with its current strategy of realising cash flow from projects and repositioning the portfolio to capture the impending recovery and growth of the property markets in Malaysia and Vietnam.
DATO' MOHAMMED AZLAN BIN HASHIM
NON-EXECUTIVE CHAIRMAN
27 August 2010
DEVELOPMENT MANAGER'S REVIEW
Malaysia Economic Update
The Malaysian economy registered a strong growth of 8.9% in the second quarter of 2010 (Q1 2010: 10.1%), driven by sustained expansion in domestic demand and continued robust growth in external demand.
The Consumer Price Index increased to 1.7% in June (May: 1.6%), largely as a result of higher prices in the food and non-alcoholic beverages sector (2.7%), and in the transport sector (1.3%).
With signs of economic recovery and modest inflation, the Central Bank of Malaysia made three Overnight Policy Rate increases of 25 basis points each over the period of March to July 2010. This equates to a 75 basis points increase from its 13-month low to 2.75%.
The Ringgit strengthened against major and regional currencies in the first half of 2010. Between 1 January and 29 July 2010, the Ringgit appreciated by 7.1% against the US Dollar, 18.2% against the Euro and 10.1% against Sterling. It also appreciated in the range of 0.5% and 2.9% against regional currencies. The Ringgit's performance is generally in sync with the performance of South-East Asia's currencies that share the region's strong economic growth prospects.
The Consumer Sentiment Index and Business Conditions Index, as measured by the Malaysian Institute of Economic Research, has started to show signs of moderation at 110.4 points for Q2 2010 (Q1 2010: 114.2 points) and 119.6 points for Q2 2010 (Q1 2010: 124.0 points) respectively. As the economy shows signs of recovery, there are concerns of rising inflation amongst consumers and a less bullish outlook for consumers' income and employment expectations.
Overview of Property Market in Klang Valley, Malaysia
Offices § Total supply of office space in the Klang Valley increased by 1.826 million sq ft to 88.851 § In Q2 2010, the average occupancy rate of the Klang Valley office market decreased to 81% § Market prices remained stable. Notable transaction: Sunway Tower, a Prime A office located
|
Retail § Rental rates of retail centres in the Klang Valley remained stable in Q2 2010. § Overall occupancy rate for Klang Valley retail centres increased from 84.7% in Q1 2010 to § Many retailers, although still cautious, are starting to look to increase and/or broaden their § Three retail malls, namely Sunway Pyramid (RM1,355 per sq ft), Sungai Wang Plaza
Residential § Market prices and rentals were generally stable during the quarter indicating reasonable holding § Average occupancy rate for condominiums was at 81% in Q2 2010. § Recent property launches received good response: Tower A of One Kiara launched in April
Hospitality § International visitor arrivals during the first five months of 2010 increased by 5.2% against the § Average occupancy rate improved by 3.2% to 67.6% in Q2 2010. § Average daily room rates in the Klang Valley increased between 1.3% and 12.4%. § First Doubletree Hotel by Hilton in South-East Asia located in the Golden Triangle of Kuala
|
Source: Bank Negara Malaysia website, Jones Lang Wootton Q2 report, MIER, various publications
Vietnam Economic Update
Vietnam's economic growth accelerated to 6.4% in the second quarter (Q1 2010: 5.8%). This strong growth is attributed to the industrial and construction sectors, which expanded by 6.5% and the services sector which grew by 7.1%. The industrial and construction sectors and the service sector account for approximately 78% of the Vietnamese economy. The Consumer Price Index for the past seven months rose by 8.7%, when compared to the same period in 2009.
Total committed foreign direct investment for the first half of 2010 totalled US$8.4 billion, a 19.1% decrease compared to the first half of 2009, while realised foreign direct investment was estimated at US$5.4 billion, a 5.9% increase against the previous corresponding period.
Export turnover supported by domestic growth and foreign direct investment is recorded at US$32.1 billion in the first half of 2010, representing a 15.7% growth compared to the same period last year. Import turnover for the first half of 2010 expanded by 29.4% against the same period last year to US$38.9 billion. Overall, Vietnam's trade deficit is US$6.7 billion, more than triple the first half of 2009.
The Central Bank of Vietnam has kept the prime lending rate unchanged at 8.0% since December 2009 as part of the ongoing effort to help commercial banks lower lending interest rates. The refinancing and overnight rates remained at 8.0% and the discount rate at 6.0%. While the Central Bank continues to allow banks to negotiate commercial lending interest rates, the Government has ordered commercial banks to cap lending rates at 12.0% and deposit rates at 10.0% in order to help enterprises access credit. Prevailing loan rates currently range between 12.0 to 15.5% per year.
Overview of Property Market in Vietnam
Offices § Ho Chi Minh City ("HCMC") office market has a total 147 office buildings of all grades with a total leasable area of around 952,000 sq m in Q2 2010. § With the increase in new office space coming onto the market, average rent for Grade A office building in HCMC decreased further by 5.3% quarter-on-quarter to US$37.51 per sq m per month, while Grade B office building dropped further to US$19.28 per sq m per month, a 8.0% decreased quarter-on-quarter. § Occupancy rate for grade A office building increased to 89% in Q2 2010 (Q1 2010: 88%). Retail § In Q2 2010, four new retail centres were completed: Vincom Center Shopping Mall (District 1), Lotte Mart Phu Tho (District 11), Maximark Ba Thang Hai (District 10), and Co-op mart Phu Tho (District 11), adding an additional supply of about 112,700 sq m to the retail market. § In Q2 2010, occupancy rate of the whole retail market increased slightly to 96% (Q1 2010: 95%). § Average ground floor rent in Q2 2010 decreased by 1% compared to the last quarter, at about US$83 per sq m per month.
Residential § The average secondary asking price in Q2 2010 was relatively stable in most districts. § Average primary price in Q2 2010 was approximately US$1,368 per sq m, 40% increase compared § The residential market is expected to improve towards the end of 2010 particularly in the mid-tier
Hospitality § International visitors' arrival during the first half of 2010 increased by 32.6% from the same period last § Average room rates decreased slightly to US$88 per room per night, 2% lower than Q1 2010 room § Due to the low season, average occupancy rate in Q2 2010 fell to 65% (Q1 2010: 72%). |
Source: General Statistics Office of Vietnam, Savills Q2 Report, CBRE Q2 2010 Market Insights, various publications
PROPERTY PORTFOLIO
Project |
Type |
Cost of Acquisition/ Equity 1 (US$) |
Market Value 2 (US$) |
Projects as at 30 June 2010 |
|||
i-ZEN@Kiara I, Kuala Lumpur, Malaysia |
Serviced residences |
3,998,840 |
5,911,290 |
Tiffani by i-ZEN, Kuala Lumpur, Malaysia |
Luxury condominiums |
15,274,279 |
18,410,529 |
1 Mont' Kiara by i-ZEN, Kuala Lumpur, Malaysia |
Office suites, office tower and retail mall |
21,453,419 |
23,420,037 |
Sandakan Harbour Square, Sandakan, Sabah, Malaysia - initial acquisition - non-controlling interest |
Retail lots, hotel and retail mall |
18,701,588 4,182,644 |
34,018,428 |
SENI Mont' Kiara, Kuala Lumpur, Malaysia - initial acquisition - non-controlling interest |
Luxury condominiums |
66,172,832 3,447,051 |
99,391,086 |
Kuala Lumpur Sentral Office Towers & Hotel, Kuala Lumpur, Malaysia |
Office towers and a business hotel |
2,567,974 |
8,364,321 |
Kota Kinabalu seafront resort & residences, Kota Kinabalu, Sabah, Malaysia |
Resort homes, boutique resort hotel and resort villas |
10,354,782 (a) |
16,259,580 |
KLCC Kia Peng Residential Project, Kuala Lumpur, Malaysia |
Luxury residences |
8,370,000 (b) |
n/a 3 |
Aloft Kuala Lumpur Sentral Hotel, Kuala Lumpur, Malaysia |
Business Hotel |
33,900,000 (b) |
n/a 3 |
Queen's Place, Ho Chi Minh City, Vietnam |
Residential, offices and retail mall |
5,397,600 (b) |
n/a 3 |
Equity Investment in Nam Long Investment Corporation, an established developer in Ho Chi Minh City, Vietnam |
Private equity investment |
17,223,620 |
n/a 4 |
International Hi-Tech Healthcare Park, Ho Chi Minh City, Vietnam |
Commercial and residential development with healthcare theme |
27,601,000 (b) |
n/a 3 |
Acquisitions pending completion as at 30 June 2010 |
|||
TM Mont' Kiara Commercial Development , Kuala Lumpur, Malaysia |
Commercial and office suites |
3,130,609 (c) |
4,017,000 |
Tan Thuan Dong Project, Ho Chi Minh City, Vietnam |
Apartments and commercial development |
4,896,000 (b) |
n/a 5 |
Notes:
1 Relates to actual equity deployed by Aseana Properties except for the following:
(a) Land cost, un-leveraged paid; (b) Estimated equity to be deployed; (c) Expected land cost, un-leveraged to be paid
2 Market value as at 30 June 2010 relates to effective interest of Aseana Properties Limited
3 Projects carried at cost. No market valuation has been carried out as the project has not commenced at this time in accordance with Company policy
4 The equity investmentis recorded at cost. Revaluation of the investment will be carried out in the next period to reflect the completion of a new share placement exercise in July 2010. The indicative market value after accounting for the new share placement is US$22,051,625
5 Following the disposal of 49% stake to PRUPIM Vietnam Property Fund, the indicative market value estimated by the Development Manager is US$6,385,600
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
SIX MONTHS ENDED 30 JUNE 2010
|
|
Unaudited |
Unaudited |
Audited |
|
|
|
Six months |
Six months |
Year |
|
|
|
ended 30 June |
ended 30 June |
ended 31 December |
|
|
|
2010 |
2009 |
2009 |
|
Continuing activities |
Notes |
US$ |
US$ |
US$ |
|
Revenue |
|
2,349,763 |
11,230,834 |
115,255,667 |
|
Cost of sales |
5 |
(6,490,281) |
(8,425,333) |
(100,745,950) |
|
Gross (loss)/ profit |
|
(4,140,518) |
2,805,501 |
14,509,717 |
|
Other income |
|
70,464 |
65,380 |
248,267 |
|
Administrative expenses |
|
(318,294) |
(600,739) |
(1,063,855) |
|
Foreign exchange (loss)/ gain |
6 |
(4,353,454) |
251,456 |
1,827,469 |
|
Management fees |
|
(2,173,203) |
(2,208,112) |
(4,196,384) |
|
Other operating expenses |
|
(2,805,025) |
(1,173,146) |
(7,882,963) |
|
Investment income |
|
468,710 |
1,011,059 |
2,114,833 |
|
Finance costs |
|
(77,365) |
(153,092) |
(595,044) |
|
Share of results of associate |
|
- |
( 95) |
(607,393) |
|
Goodwill impairment |
|
- |
(7,015) |
(7,015) |
|
Net (loss)/ profit before taxation |
|
(13,328,685) |
(8,803) |
4,347,632 |
|
Taxation |
7 |
(6,242) |
(970,651) |
(3,634,542) |
|
(Loss)/ profit for the period/ year |
|
(13,334,927) |
(979,454) |
713,090 |
|
Other comprehensive income -Exchange differences on translating foreign operations |
|
832,369 |
(249,996) |
(209,046) |
|
Total comprehensive income for the period/ year, net of tax |
|
(12,502,558) |
(1,229,450) |
504,044 |
|
(Loss)/ profit attributable to: Equity holders of the parent Non-controlling interests |
(13,130,347) (204,580) |
(1,674,789) 695,335 |
835,042 (121,952) |
|
|
Total |
(13,334,927) |
(979,454) |
713,090 |
|
|
Total comprehensive income attributable to: Equity holders of the parent Non-controlling interests |
(12,107,374) (395,184) |
(1,908,588) 679,138 |
916,293 (412,249) |
|
|
Total |
|
(12,502,558) |
(1,229,450) |
504,044 |
|
|
|
|
|
|
|
(Loss)/ earnings per share |
|
|
|
|
|
Basic (US cents) |
8 |
(6.18) |
(0.70) |
0.37 |
|
Diluted (US cents) |
8 |
(6.18) |
(0.70) |
0.37 |
|
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2010
|
|
Unaudited |
Unaudited |
Audited |
|
|
As at 30 June |
Restated As at 30 June |
As at 31 December |
|
|
2010 |
2009 |
2009 |
|
Notes |
US$ |
US$ |
US$ |
Non-current assets |
|
|
|
|
Property, plant and equipment |
|
1,057,744 |
328,464 |
1,070,332 |
Investment in associate |
|
- |
563,906 |
- |
Available-for-sale investments |
9 |
17,223,620 |
17,223,620 |
17,223,620 |
Intangible assets |
|
17,173,735 |
10,694,446 |
17,173,735 |
Land held for property development |
|
22,869,231 |
35,116,487 |
22,112,458 |
Long term receivables |
|
- |
8,517,000 |
- |
Deferred tax assets |
|
10,951,242 |
4,885,121 |
7,166,692 |
Total non-current assets |
|
69,275,572 |
77,329,044 |
64,746,837 |
Current assets |
|
|
|
|
Inventories |
|
22,428,148 |
- |
22,906,112 |
Property development costs |
|
440,811,945 |
358,886,101 |
354,021,996 |
Trade and other receivables |
|
23,612,719 |
19,531,920 |
24,392,594 |
Amount due from associate |
|
952,998 |
- |
784,632 |
Current tax assets |
|
- |
183,245 |
- |
Cash and cash equivalents |
|
53,512,182 |
64,841,948 |
61,957,107 |
Total current assets |
|
541,317,992 |
443,443,214 |
464,062,441 |
TOTAL ASSETS |
|
610,593,564 |
520,772,258 |
528,809,278 |
Equity |
|
|
|
|
Share capital |
|
10,626,250 |
11,806,250 |
10,626,250 |
Share premium |
|
221,225,773 |
221,225,773 |
221,225,773 |
Capital redemption reserve |
|
1,873,750 |
693,750 |
1,873,750 |
Exchange fluctuation reserves |
|
1,023,106 |
(314,917) |
133 |
Retained earnings |
|
(41,783,189) |
(31,162,673) |
(28,652,842) |
Shareholders' equity |
|
192,965,690 |
202,248,183 |
205,073,064 |
Non-controlling interests |
|
4,062,501 |
6,606,630 |
4,364,837 |
Total equity |
|
197,028,191 |
208,854,813 |
209,437,901 |
Current liabilities |
|
|
|
|
Trade and other payables |
|
223,659,319 |
185,780,931 |
194,305,600 |
Finance lease liabilities |
|
- |
22,474 |
- |
Bank loans and borrowings |
10 |
59,175,102 |
19,631,377 |
36,976,233 |
Medium term notes |
12 |
43,260,000 |
- |
- |
Current tax liabilities |
|
1,921,011 |
- |
2,317,899 |
Total current liabilities |
|
328,015,432 |
205,434,782 |
233,599,732 |
Non-current liabilities |
|
|
|
|
Amount due to non-controlling interests |
|
2,972,781 |
2,848,273 |
2,887,360 |
Finance lease liabilities |
|
- |
6,997 |
- |
Bank loans |
11 |
43,952,160 |
48,266,893 |
20,147,285 |
Medium term notes |
12 |
38,625,000 |
55,360,500 |
62,737,000 |
Total non-current liabilities |
|
85,549,941 |
106,482,663 |
85,771,645 |
Total liabilities |
|
413,565,373 |
311,917,445 |
319,371,377 |
TOTAL EQUITY AND LIABILITIES |
|
610,593,564 |
520,772,258 |
528,809,278 |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 JUNE 2010 - UNAUDITED
|
Retained Earnings US$ |
Share Capital US$ |
Share Premium US$ |
Exchange Fluctuation Reserve US$ |
Capital Redemption Reserve US$ |
Total Equity Attributable to Equity Holders of the Parent US$ |
Non- Controlling Interest US$ |
Total Equity US$ |
At 1 January 2010 |
(28,652,842) |
10,626,250 |
221,225,773 |
133 |
1,873,750 |
205,073,064 |
4,364,837 |
209,437,901 |
Acquisition of subsidiaries |
- |
- |
- |
- |
- |
- |
92,848 |
92,848 |
Loss for the period |
(13,130,347) |
- |
- |
- |
- |
(13,130,347) |
(204,580) |
(13,334,927) |
Exchange differences on translating foreign operations |
- |
- |
- |
1,022,973 |
- |
1,022,973 |
(190,604) |
832,369 |
Total comprehensive income |
(13,130,347) |
- |
- |
1,022,973 |
- |
(12,107,374) |
(395,184) |
(12,502,558) |
Shareholders' equity at 30 June 2010 |
(41,783,189) |
10,626,250 |
221,225,773 |
1,023,106 |
1,873,750 |
192,965,690 |
4,062,501 |
197,028,191 |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 JUNE 2009 - UNAUDITED - RESTATED
|
Retained Earnings US$ |
Share Capital US$ |
Share Premium US$ |
Exchange Fluctuation Reserve US$ |
Capital Redemption Reserve US$ |
Total Equity Attributable to Equity Holders of the Parent US$ |
Non- Controlling Interest US$ |
Total Equity US$ |
As at I January 2009 |
(29,487,884) |
12,500,000 |
227,233,267 |
(81,118) |
- |
210,164,265 |
5,928,679 |
216,092,944 |
Cancellation of shares |
- |
(693,750) |
- |
- |
693,750 |
- |
- |
- |
Purchase of own shares |
- |
- |
(6,007,494) |
- |
- |
(6,007,494) |
- |
(6,007,494) |
Acquisition of subsidiaries |
- |
- |
- |
- |
- |
- |
(1,187) |
(1,187) |
(Loss)/ profit for the period |
(1,674,789) |
- |
- |
- |
- |
(1,674,789) |
695,335 |
(979,454) |
Exchange differences on translating foreign operations |
- |
- |
- |
(233,799) |
- |
(233,799) |
(16,197) |
(249,996) |
Total comprehensive income |
(1,674,789) |
- |
- |
(233,799) |
- |
(1,908,588) |
679,138 |
(1,229,450) |
Shareholders' equity at 30 June 2009 |
(31,162,673) |
11,806,250 |
221,225,773 |
(314,917) |
693,750 |
202,248,183 |
6,606,630 |
208,854,813 |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2009 - AUDITED
|
Retained Earnings US$ |
Share Capital US$ |
Share Premium US$ |
Exchange Fluctuation Reserve US$ |
Capital Redemption Reserve US$ |
Total Equity Attributable to Equity Holders of the Parent US$ |
Non- Controlling Interest US$ |
Total Equity US$ |
At 1 January 2009 |
(29,487,884) |
12,500,000 |
227,233,267 |
(81,118) |
- |
210,164,265 |
5,928,679 |
216,092,944 |
Cancellation of shares |
- |
(1,873,750) |
- |
- |
1,873,750 |
- |
- |
- |
Purchase of own shares |
- |
- |
(6,007,494) |
- |
- |
(6,007,494) |
- |
(6,007,494) |
Acquisition from non- controlling interests |
- |
- |
- |
- |
- |
- |
(1,150,406) |
(1,150,406) |
Acquisition of subsidiaries |
- |
- |
- |
- |
- |
- |
(1,187) |
(1,187) |
Profit/ (loss) for the year |
835,042 |
- |
- |
- |
- |
835,042 |
(121,952) |
713,090 |
Exchange differences on translating foreign operation |
- |
- |
- |
81,251 |
- |
81,251 |
(290,297) |
(209,046) |
Total comprehensive income |
835,042 |
- |
- |
81,251 |
- |
916,293 |
(412,249) |
504,044 |
Shareholders' equity at 31 December 2009 |
(28,652,842) |
10,626,250 |
221,225,773 |
133 |
1,873,750 |
205,073,064 |
4,364,837 |
209,437,901 |
Consolidated Statement of Cash Flows
SIX MONTHS ENDED 30 JUNE 2010
|
Unaudited |
Unaudited |
Audited |
|
Six months |
Six months |
Year |
|
ended 30 June |
ended 30 June |
ended 31 December |
|
2010 |
2009 |
2009 |
|
US$ |
US$ |
US$ |
Cash Flows from Operating Activities |
|
|
|
Net (loss)/ profit before taxation |
(13,328,685) |
(8,803) |
4,347,632 |
Investment income |
(468,710) |
(1,011,059) |
(2,114,833) |
Unrealised foreign exchange loss/ (gain) |
4,375,856 |
(222,194) |
(1,854,861) |
Depreciation of property, plant and equipment |
38,526 |
21,891 |
44,935 |
Share of results of associate |
- |
95 |
607,393 |
Goodwill impairment |
- |
7,015 |
7,015 |
|
|
|
|
Operating (loss)/ profit before working capital changes |
(9,383,013) |
(1,213,055) |
1,037,281 |
Changes in working capital: |
|
|
|
Decrease/ (increase) in inventories |
477,964 |
- |
(22,906,112) |
Increase in property development costs |
(51,021,781) |
(40,013,214) |
(37,706,550) |
Decrease/ (increase) in receivables |
779,875 |
(3,892,680) |
(236,354) |
Increase in payables |
17,137,979 |
45,480,306 |
55,901,815 |
Cash (used in)/ from operations |
(42,008,976) |
361,357 |
(3,909,920) |
Tax paid |
(3,899,554) |
(3,045,391) |
(5,488,897) |
Net cash flows used in operating activities |
(45,908,530) |
(2,684,034) |
(9,398,817) |
|
|
|
|
Cash Flows From Investing Activities |
|
|
|
Acquisition of subsidiaries, net of cash |
(18,495) |
185 |
(7,629,510) |
Acquisition of land held for property development |
(268,934) |
(17,987,177) |
(4,506,846) |
Advances to associate |
(168,366) |
- |
(784,632) |
Proceeds from disposal of property, plant and equipment |
- |
- |
58,521 |
Purchase of property, plant and equipment |
(35,080) |
(8,950) |
(823,509) |
Purchase of available-for-sale investment |
- |
(4,200,048) |
(4,200,048) |
Investment income received |
468,710 |
1,011,059 |
2,114,833 |
Withdrawal of short term bank deposits |
- |
2,227,651 |
2,227,651 |
Net cash used in investing activities |
(22,165) |
(18,957,280) |
(13,543,540) |
|
|
|
|
Cash Flows From Financing Activities |
|
|
|
Repayment of bank borrowings |
(7,199,474) |
(16,602,422) |
(37,837,683) |
Drawdown of borrowings |
48,109,961 |
28,555,551 |
49,063,278 |
Repayment of finance lease liabilities |
- |
(10,599) |
(40,070) |
Share buy back |
- |
(6,007,494) |
(6,007,494) |
Net cash flows from financing activities |
40,910,487 |
5,935,036 |
5,178,031 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited |
Unaudited |
Audited |
|
Six months |
Six months |
Year |
|
ended 30 June |
ended 30 June |
ended 31 December |
|
2010 |
2009 |
2009 |
|
US$ |
US$ |
US$ |
|
|
|
|
NET CHANGE IN CASH AND CASH EQUIVALENTS DURING THE PERIOD/ YEAR |
(5,020,208) |
(15,706,278) |
(17,764,326) |
Effect of changes in exchange rates |
(3,588,428) |
60,546 |
1,904,471 |
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD/ YEAR |
46,996,448 |
62,856,303 |
62,856,303 |
|
|
|
|
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD/ YEAR |
38,387,812 |
47,210,571 |
46,996,448 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 30 JUNE 2010
1 General Information
The principal activities of the Group are acquisition, development and redevelopment of upscale residential, commercial and hospitality projects in the major cities of Malaysia and Vietnam. The Group typically invests in development projects at the pre-construction stage and also selectively invests in projects in construction and newly completed projects with potential capital appreciation.
2 Summary of Significant Accounting Policies
2.1 Basis of Preparation
The interim condensed consolidated financial statements for the six months ended 30 June 2010 has been prepared in accordance with IAS 34, Interim Financial Reporting.
The interim condensed consolidated financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2009 which has been prepared in accordance with IFRS.
Taxes on income in the interim period are accrued using the tax rate that would be applicable to expected total annual earnings.
The interim results have not been audited nor reviewed and do not constitute statutory financial statements.
The preparation of financial statements in conformity with IFRS requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Although these estimates are based on management's best knowledge of the amount, event or actions, actual results ultimately may differ from those estimates.
The accounting policies applied are consistent with those of the annual financial statements for the year ended 31 December 2009 as described in those annual financial statements except for the impact of the standard described below:-
· IFRS 3 (revised 2008) - Business Combinations has been adopted for the acquisition carried out during the period.
The interim report and financial statements were approved by the Board of Directors on 27 August 2010.
2.2 Statement of Compliance
The interim condensed consolidated financial statements of Aseana Properties Limited have been prepared in accordance with IAS 34, Interim Financial Reporting.
3 SegmentAL Information
The Group's reportable operating segments are as follows:-
(i) Ireka Land Sdn. Bhd. - develops i-ZEN@Kiara I, Tiffani by i-ZEN and 1 Mont' Kiara;
(ii) ICSD Ventures Sdn. Bhd. - develops Sandakan Harbour Square;
(iii) Amatir Resources Sdn. Bhd. - develops SENI Mont' Kiara; and
(iv) Others - includes holding and intermediate holding companies, Group's new businesses and consolidation adjustments.
Information regarding the operations of each reportable segment is included below. The Executive Management which comprises the Chief Executive Officer, Chief Financial Officer and Chief Operating Officer of Ireka Development Management Sdn. Bhd. monitors the operating results of each segment for the purpose of performance assessments and making decisions on resource allocation. Performance is based on segment gross profit and profit before taxation, which the Executive Management believes are the most relevant in evaluating the results relative to other entities in the industry. Segment assets and liabilities are presented inclusive of inter-segment balances and inter-segment pricing is determined on an arm's length basis.
The Group's revenue generating development projects are currently only in Malaysia since development activities have not commenced in Vietnam. No single customer exceeds 10% of the Group's revenues.
Operating Segments - six months ended 30 June 2010 - Unaudited
|
Ireka Land Sdn. Bhd. |
ICSD Ventures Sdn. Bhd. |
Amatir Resources Sdn. Bhd. |
Others |
Consolidated |
|
US$ |
US$ |
US$ |
US$ |
US$ |
Revenue |
1,047,862 |
1,181,879 |
- |
120,022 |
2,349,763 |
Gross (loss)/ profit |
(4,196,502) |
(64,038) |
- |
120,022 |
(4,140,518) |
Share of results of associate |
- |
- |
- |
- |
- |
Net loss before taxation |
(5,477,267) |
(382,355) |
(1,857,067) |
(5,611,996) |
(13,328,685) |
Taxation |
- |
(6,242) |
- |
- |
(6,242) |
Loss for the period |
(5,477,267) |
(388,597) |
(1,857,067) |
(5,611,996) |
(13,334,927) |
Segment assets |
173,081,053 |
63,355,877 |
239,146,053 |
135,010,581 |
610,593,564 |
Segment liabilities |
131,975,302 |
39,075,004 |
181,189,989 |
61,325,078 |
413,565,373 |
Investment income |
50,166 |
15,203 |
23,697 |
379,644 |
468,710 |
Finance costs |
- |
- |
- |
77,365 |
77,365 |
Depreciation of property, plant and equipment |
13,568 |
2,166 |
179 |
22,613 |
38,526 |
Capital expenditure * |
13,581,264 |
8,396,736 |
28,733,510 |
345,351 |
51,056,861 |
* Capital expenditures consist mainly of property development costs.
Geographical Information - six months ended 30 June 2010 - Unaudited
|
Malaysia |
Vietnam |
Others |
Consolidated |
|
US$ |
US$ |
US$ |
US$ |
Revenue |
2,349,763 |
- |
- |
2,349,763 |
Non-current assets |
31,675,433 |
37,600,139 |
- |
69,275,572 |
Total assets |
522,557,653 |
49,846,941 |
38,188,970 |
610,593,564 |
Others include Aseana and its intermediate holding companies in British Virgin Islands and Singapore.
Operating Segments - six months ended 30 June 2009 - Unaudited
|
Ireka Land Sdn. Bhd. |
ICSD Ventures Sdn. Bhd. |
Amatir Resources Sdn. Bhd. |
Others |
Consolidated |
|
US$ |
US$ |
US$ |
US$ |
US$ |
Revenue |
665,329 |
10,565,505 |
- |
- |
11,230,834 |
Gross profit |
116,357 |
2,689,144 |
- |
- |
2,805,501 |
Share of results of associate |
- |
- |
- |
(95) |
(95) |
Net profit/ (loss) before taxation |
699,177 |
3,183,430 |
(297,118) |
(3,594,292) |
(8,803) |
Taxation |
(174,794) |
(795,857) |
- |
- |
(970,651) |
Profit/ (loss) for the period |
524,383 |
2,387,573 |
(297,118) |
(3,594,292) |
(979,454) |
Segment assets |
208,590,302 |
53,186,131 |
141,398,303 |
117,597,522 |
520,772,258 |
Segment liabilities |
166,150,524 |
31,200,081 |
82,013,679 |
32,553,161 |
311,917,445 |
Investment income |
63,525 |
- |
5,836 |
941,698 |
1,011,059 |
Finance costs |
- |
1,212 |
86,399 |
65,481 |
153,092 |
Depreciation of property, plant and equipment |
12,021 |
8,328 |
192 |
1,350 |
21,891 |
Capital expenditure * |
25,919,768 |
4,249,060 |
9,288,867 |
564,469 |
40,022,164 |
*Capital expenditures consist mainly of property development costs.
Geographical Information - six months ended 30 June 2009 - Unaudited
|
Malaysia |
Vietnam |
Others |
Consolidated |
|
US$ |
US$ |
US$ |
US$ |
Revenue |
11,230,834 |
- |
- |
11,230,834 |
Non-current assets |
33,982,267 |
26,753,697 |
16,593,080 |
77,329,044 |
Total assets |
412,760,009 |
30,300,638 |
77,711,611 |
520,772,258 |
Others include Aseana and its intermediate holding companies in British Virgin Islands and Singapore.
.
Operating Segments - year ended 31 December 2009 - Audited
|
Ireka Land Sdn. Bhd. |
ICSD Ventures Sdn. Bhd. |
Amatir Resources Sdn. Bhd. |
Others |
Consolidated |
|
US$ |
US$ |
US$ |
US$ |
US$ |
Revenue |
95,804,029 |
18,688,249 |
- |
763,389 |
115,255,667 |
Gross profit |
9,689,821 |
4,056,507 |
- |
763,389 |
14,509,717 |
Share of results of associate |
- |
- |
- |
(607,393) |
(607,393) |
Net profit/ (loss) before taxation |
5,349,257 |
3,182,647 |
(2,622,592) |
(1,561,680) |
4,347,632 |
Taxation |
(2,464,811) |
(989,738) |
- |
(179,993) |
(3,634,542) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Ireka Land Sdn. Bhd. |
ICSD Ventures Sdn. Bhd. |
Amatir Resources Sdn. Bhd. |
Others |
Consolidated |
|
US$ |
US$ |
US$ |
US$ |
US$ |
Profit/ (loss) for the year |
2,884,446 |
2,192,909 |
(2,622,592) |
(1,741,673) |
713,090 |
Segment assets |
159,970,465 |
51,677,056 |
204,094,610 |
113,067,147 |
528,809,278 |
Segment liabilities |
114,272,526 |
27,267,850 |
143,697,263 |
34,133,738 |
319,371,377 |
Investment income |
136,360 |
20,716 |
15,320 |
1,942,437 |
2,114,833 |
Finance costs |
- |
1,854 |
147,918 |
445,272 |
595,044 |
Depreciation of property, plant and equipment |
26,737 |
6,847 |
377 |
10,974 |
44,935 |
Capital expenditure * |
12,356,284 |
4,625,316 |
20,427,802 |
1,120,657 |
38,530,059 |
* Capital expenditures consist mainly of property development costs.
Geographical Information - year ended 31 December 2009 - Audited
|
Malaysia |
Vietnam |
Others |
Consolidated |
|
US$ |
US$ |
US$ |
US$ |
Revenue |
115,255,667 |
- |
- |
115,255,667 |
Non-current assets |
27,027,988 |
37,718,849 |
- |
64,746,837 |
Total assets |
429,627,723 |
51,143,904 |
48,037,651 |
528,809,278 |
Others include Aseana and its intermediate holding companies in British Virgin Islands and Singapore.
4 Seasonality
The Group's business operations are not materially affected by seasonal factors for the period under review.
5 Cost of Sales
Following the adoption of IFRIC 15 in the last financial year, the Group now considers IAS 18 to be a more appropriate standard than IAS 11 by which to recognise revenue from sales of properties. The cost of sales is written off on completion of the sale of the properties, instead of over the life of the development assets.
|
Unaudited |
Unaudited |
Audited |
|
Six months |
Six months |
Year |
|
ended 30 June |
ended 30 June |
ended 31 December |
|
2010 |
2009 |
2009 |
|
US$ |
US$ |
US$ |
Direct costs attributable to property development |
6,490,281 |
8,425,333 |
100,745,950 |
6 Foreign exchange (loss)/ GAin
|
Unaudited |
Unaudited |
Audited |
|
Six months |
Six months |
Year |
|
ended 30 June |
ended 30 June |
ended 31 December |
|
2010 |
2009 |
2009 |
|
US$ |
US$ |
US$ |
Foreign exchange (loss)/ gain comprises: |
|
|
|
Unrealised foreign exchange (loss)/ gain |
(4,375,856) |
222,194 |
1,854,861 |
Realised foreign exchange gain/ (loss) |
22,402 |
29,262 |
(27,392) |
|
(4,353,454) |
251,456 |
1,827,469 |
7 Taxation
|
Unaudited |
Unaudited |
Audited |
|
Six month |
Six month |
Year |
|
ended 30 June |
ended 30 June |
ended 31 December |
|
2010 |
2009 |
2009 |
|
US$ |
US$ |
US$ |
Current period/ year |
3,308,303 |
970,651 |
5,722,411 |
Deferred tax |
(3,302,061) |
- |
(2,087,869) |
Total tax expense for the period/ year |
6,242 |
970,651 |
3,634,542 |
The numerical reconciliation between the income tax expenses and the product of accounting results multiplied by the applicable tax rate is computed as follows:
|
Unaudited |
Unaudited |
Audited |
|
Six months |
Six months |
Year |
|
ended 30 June |
ended 30 June |
Ended 31 December |
|
2010 |
2009 |
2009 |
|
US$ |
US$ |
US$ |
Accounting (loss)/ profit |
(13,328,685) |
(8,803) |
4,347,632 |
Income tax at a rate of 25% |
(3,332,171) |
(2,201) |
1,086,908 |
|
|
|
|
Add : |
|
|
|
Tax effect of expenses not deductible in determining taxable profit |
2,623,674 |
1,105,882 |
3,886,481 |
Deferred tax assets arising from unused tax losses not recognised |
752,160 |
74,280 |
929,662 |
Tax effect of different tax rates in subsidiaries |
75,583 |
37,807 |
206,661 |
Less : |
|
|
|
Tax effect of income not taxable in determining taxable profit |
(113,004) |
(245,117) |
(1,372,497) |
Utilisation of deferred tax assets not recognised previously |
- |
- |
(1,102,673) |
Total tax expense for the period/ year |
6,242 |
970,651 |
3,634,542 |
Following the changes to the Income Tax (Jersey) Law 1961 (as amended) in the last financial year, the Company will no longer apply to be tax-exempt. It is now treated as a tax resident company for the purpose of Jersey tax laws and is subject to a tax rate of 0%.
The Directors intend to conduct the Group's affairs such that the central management and control is not exercised in the United Kingdom and so that neither the Company nor any of its subsidiaries carries on any trade in the United Kingdom. The Company and its subsidiaries will thus not be resident in the United Kingdom for taxation purposes. On this basis, they will not be liable for United Kingdom taxation on their income and gains other than income derived from a United Kingdom source.
8 (Loss)/ EARNINGS Per Share
|
Unaudited |
Unaudited |
Audited |
|
Six months |
Six months |
Year |
|
ended 30 June |
ended 30 June |
ended 31 December |
|
2010 |
2009 |
2009 |
|
US$ |
US$ |
US$ |
(Loss)/ profit attributable to the equity holders of the parent |
(13,130,347) |
(1,674,789) |
835,042 |
Weighted average number of shares: |
|
|
|
Basic and Diluted |
212,525,000 |
238,401,934 |
225,357,123 |
(Loss)/ earnings per share |
|
|
|
Basic (US cents) |
(6.18) |
(0.70) |
0.37 |
Diluted (US cents) |
(6.18) |
(0.70) |
0.37 |
(Loss)/ earnings per share is calculated by dividing the (loss)/ profit for the Group by the weighted average number of ordinary shares in issue during the period.
For diluted (loss)/ earnings per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all potential dilutive options over ordinary shares. Potential ordinary shares resulting from the exercise of share options have an anti-dilutive effect.
9 Available-for-Sale Investments
The Directors review the carrying amounts of available-for-sale investments at each statement of financial position date to determine whether there is an indication of impairment in value other than temporary. The Directors' assessment on whether there is an indication is mainly based on the latest available financial statements of these investee companies. The available-for-sale investments include unquoted equity instruments whose fair value could not be reliably measured, and which were therefore recognised at cost. No impairment is required for the available-for-sale investments as the recoverable amount is higher compared to carrying amount.
10 Bank Loans and Borrowings
|
Unaudited |
Unaudited |
Audited |
|
As at |
As at |
As at |
|
30 June |
30 June |
31 December |
|
2010 |
2009 |
2009 |
|
US$ |
US$ |
US$ |
Concessional loan |
- |
2,000,000 |
- |
Bank loans (Note 11) |
44,050,732 |
- |
22,015,574 |
Bank overdraft |
15,124,370 |
17,631,377 |
14,960,659 |
|
59,175,102 |
19,631,377 |
36,976,233 |
The effective interest rates of the borrowings for the period ranged from 0.80% to 5.75% per annum.
Borrowings were denominated in Malaysian Ringgit and United States Dollars.
Bank loans were repayable by monthly or quarterly instalments and the overdraft is repayable on demand.
Bank loans were secured by land held under property development cost and corporate guarantee of the Company.
The concessional loan of US$2,000,000 was provided by the joint venture partner of a project for working capital purposes and was repaid in 2009.
The carrying amount of borrowings approximates to its fair value at the statement of financial position date.
11 Bank Loans
|
Unaudited |
Unaudited |
Audited |
|
As at |
As at |
As at |
|
30 June |
30 June |
31 December |
|
2010 |
2009 |
2009 |
|
US$ |
US$ |
US$ |
Outstanding loans |
88,002,892 |
48,266,893 |
42,162,859 |
Less: |
|
|
|
Repayment due within twelve months (Note 10) |
(44,050,732) |
- |
(22,015,574) |
Repayment due after twelve months |
43,952,160 |
48,266,893 |
20,147,285 |
The effective interest rates of the bank loans for the period ranged from 4.75% to 6.88% per annum.
Bank loans were denominated in Malaysian Ringgit.
Bank loans were repayable by monthly or quarterly instalments.
Bank loans of the Group were secured by land held under property development costs and corporate guarantee of the Company.
12 Medium Term Notes
|
Unaudited |
Unaudited |
Audited |
|
As at |
As at |
As at |
|
30 June |
30 June |
31 December |
|
2010 |
2009 |
2009 |
|
US$ |
US$ |
US$ |
Outstanding medium term notes |
81,885,000 |
55,360,500 |
62,737,000 |
Less: |
|
|
|
Repayment due within twelve months |
(43,260,000) |
- |
- |
Repayment due after twelve months |
38,625,000 |
55,360,500 |
62,737,000 |
During the financial period, the Group has drawn down a total of US$15,450,000 (Tranches B5 and B6 as shown below) pursuant to the medium term notes programme.
The medium term notes were issued by a subsidiary to fund a development project known as 1 Mont' Kiara in Malaysia. The weighted interest rate of the loan was 5.68% at the statement of financial position date.
The maturity dates and effective interest rates of the medium term notes and their outstanding amounts are as follows:
|
Maturity dates |
Interest rate % per annum |
US$ |
Tranche A1 |
3 June 2011 |
3.95 |
13,905,000 |
Tranche A2 |
11 March 2011 |
4.05 |
3,708,000 |
Tranche A3 |
3 June 2011 |
4.05 |
1,545,000 |
Tranche A4 |
8 April 2011 |
4.05 |
3,090,000 |
Tranche A5 |
4 March 2011 |
4.70 |
4,017,000 |
Tranche A6 |
1 December 2011 |
4.90 |
3,708,000 |
Tranche A7 |
4 March 2011 |
4.15 |
1,545,000 |
Tranche A8 |
1 June 2012 |
4.10 |
927,000 |
Tranche B2 |
30 March 2012 |
4.40 |
5,253,000 |
Tranche B3 |
1 June 2012 |
4.50 |
7,107,000 |
Tranche B4 |
1 June 2012 |
4.15 |
6,180,000 |
Tranche B5 |
3 June 2011 |
3.75 |
3,090,000 |
Tranche B6 |
3 September 2010 |
2.90 |
12,360,000 |
Tranche C |
4 June 2012 |
13.00 |
15,450,000 |
|
|
|
81,885,000 |
The medium term notes were secured by way of:
(i) bank guarantee from financial institutions (for Tranches A and B);
(ii) a first fixed and floating charge over the subsidiary's asset by way of a debenture;
(iii) an assignment over all the present and future sales and insurance policies from 1Mont' Kiara;
(iv) an assignment over a debt service reserve account;
(v) a third party first legal charge over a freehold land under a development project in conjunction with the joint venture agreement between the subsidiary and Ireka Land Sdn. Bhd.; and
(vi) a corporate guarantee issued by Ireka Corporation Berhad (for Tranche C).
The medium term notes were denominated in Malaysian Ringgit and are repayable at the maturity dates.
13 Related Party Transactions
Transactions between the Group and the Company with Ireka Corporation Berhad ("ICB") and its group of companies are classified as related party transactions based on ICB's 23.02% shareholding in the Company.
|
Unaudited |
Unaudited |
Audited |
|
Six months |
Six months |
Year |
|
ended 30 June |
ended 30 June |
ended 31 December |
|
2010 |
2009 |
2009 |
|
US$ |
US$ |
US$ |
Payment of construction progress claims made by an ICB subsidiary |
53,425,839 |
41,219,037 |
88,795,291 |
Payment of sales, marketing and administration fees to an ICB subsidiary |
801,768 |
87,759 |
141,809 |
Payment of management fees to an ICB subsidiary |
2,173,203 |
2,208,112 |
4,196,384 |
Reimbursement of site staff salary costs to an ICB subsidiary |
199,790 |
|
|
Remuneration of key management personnel |
42,903 |
42,011 |
90,615 |
14 Acquisition of Business
On 20 April 2010, the Company has, via its wholly-owned subsidiary ASPL M9 Limited, subscribed for 700,000 ordinary shares representing 70% of the issued shares capital of World Trade Frontier Sdn. Bhd. for a total consideration of US$218,330. The transaction is accounted for using the purchase method of accounting. World Trade Frontier Sdn. Bhd. is a developer to develop a residential tower at No.7, Jalan Kia Peng, 50450 Kuala Lumpur.
The Group has accounted for the business combination of World Trade Frontier Sdn. Bhd. using fair values assigned to World Trade Frontier Sdn. Bhd.'s identifiable assets and liabilities determined provisionally at 20 April 2010.
At 20 April 2010, World Trade Frontier Sdn. Bhd. had a shareholders' equity of US$309,492 of which 70% was owned by the Group. Against a consideration of US$218,330, a fair value adjustment of US$1,686 on property development cost was recorded.
The assets and liabilities at the date of acquisition arising from the acquisition are as follows:
|
Book Value |
Fair Value |
|
US$ |
US$ |
Current assets |
28,507,263 |
28,507,263 |
Cash and cash equivalents |
199,835 |
199,835 |
Non-current liabilities |
(20,379,546) |
(20,379,546) |
Current liabilities |
(8,018,060) |
(8,018,060) |
Net assets |
309,492 |
309,492 |
Non-controlling interest |
(92,848) |
(92,848) |
Net assets acquired |
216,644 |
216,644 |
Fair value adjustment on property development cost |
|
1,686 |
Total consideration |
|
218,330 |
Satisfied by: |
|
US$ |
Cash |
|
218,330 |
Cash consideration |
|
(218,330) |
Cash and cash equivalents acquired |
|
199,835 |
Net cash outflow arising from acquisition |
|
(18,495) |
The acquisition of World Trade Frontier Sdn. Bhd. has not increased nor reduced the Group's loss before taxation for the period as no income or expenses were incurred in World Trade Frontier Sdn. Bhd. after World Trade Frontier Sdn. Bhd. became a subsidiary of the Group.
If the acquisition of World Trade Frontier Sdn. Bhd. had occurred on 1 January 2010, this would have increased the Group's revenue and loss before taxation for the period by approximately US$NIL and US$26 respectively.
15 COMPARATIVE FIGURES
Following the application of IFRIC 15 and the requirement of IAS 18, the following balances have been restated from those previously presented for the six months ended 30 June 2009 due to a change in accounting policy to recognise marketing costs as incurred in the consolidated statement of comprehensive income instead of capitalising in property development costs.
|
Unaudited |
Unaudited |
|
Restated |
Previously Stated |
|
As at |
As at |
|
30 June |
30 June |
|
2009 |
2009 |
|
US$ |
US$ |
|
|
|
Deferred tax assets |
4,885,121 |
118,581 |
Property development costs |
358,886,101 |
372,701,153 |
Current tax assets |
183,245 |
4,704,110 |
Exchange fluctuation reserve |
(314,917) |
(1,049,379) |
Retained earnings |
(31,162,673) |
(17,610,220) |
Non-controlling interests |
6,606,630 |
7,358,016 |
16 Dividends
The Company has not paid or declared any dividends during the financial period ended 30 June 2010.
17 Events after the Statement of Financial Position Date
There were no material adjusting events after the statement of financial position date ended 30 June 2010 that have not been reflected in the interim consolidated financial statements.
The following are non-adjusting events which have taken place after the statement of financial position date:
(i) On 7 July 2010, the Group announced that it has through a wholly-owned subsidiary, entered into a Sale and Purchase Agreement ("SPA") to acquire a four-star business hotel in Kuala Lumpur from Excellent Bonanza Sdn. Bhd. ("EBSB") at a consideration of 112.5% of the total development cost. The consideration is expected to be approximately RM217 million (approx. US$66 million). A deposit of RM9 million (approx. US$2.6 million) has been paid and the balance is payable upon issue of a certificate of completion for the hotel by the relevant authorities. The SPA was entered into as a result of the Group exercising its call option to purchase the hotel, pursuant to a Call and Put Option Agreement.
The hotel contains 482 rooms with a gross floor area of approximately 350,000 sq ft. It is currently under construction and is expected to be completed in the second half of 2012. The Group is currently in advance negotiation with Starwood Hotel and Resorts Worldwide, Inc. to manage the hotel under its 'aloft' brand.
EBSB is the developer of two office towers and a four-star business hotel at Lot G, Kuala Lumpur Sentral with a combined gross floor area of approximately 1.2 million sq ft. The two office towers were earlier sold to an Asian real estate fund. EBSB is 60% owned by Malaysian Resources Corporation Berhad and 40% by Aseana Properties Limited.
(ii) On 21 July 2010, the Group announced that it has through a wholly-owned subsidiary, entered into conditional Sale and Purchase Agreements ("SPAs") with wholly-owned subsidiaries of ARA Asia Dragon Fund, to dispose off a 20-storey office tower block and a five-storey retail mall together with car parks (hereafter referred to as, "the Properties"), at a total consideration of RM333 million (approx. US$104 million).
The Properties are two of three components in 1 Mont' Kiara, an integrated mixed development located in the heart of Mont' Kiara, a sought-after residential and commercial address in Kuala Lumpur. 1 Mont' Kiara is jointly developed by Aseana Properties Limited and MCDF Investment Pte Ltd ("MCDF"). MCDF is a private equity fund managed by CapitaLand Financial Limited. The completion of the SPAs is conditional upon approval from the relevant authorities and the issuance of a Certificate of Occupation for the development, which is expected to be by end of 2010.
(iii) On 24 August 2010, the Group announced that it has entered into a conditional agreement to sell a 49% stake in its wholly owned subsidiary, ASPL PV Limited ("ASPL PV") to the PRUPIM Vietnam Property Fund, which is managed by Prudential Property Investment Management (Singapore) Pte. Ltd. ("PRUPIM Singapore"), a subsidiary of Prudential plc, United Kingdom.
ASPL PV owns 80% of a Vietnamese company undertaking a residential development in the Tan Thuan Dong area, District 7 of Ho Chi Minh City, Vietnam (the "Development"). The remaining 20% is owned by Nam Long Investment Corporation, a leading private property developer based in Ho Chi Minh City.
Completion of the sale is conditional upon the Development receiving the necessary consents including a transfer of Land Use Rights Certificate for the development land and authorities' issuance of an Investment Certificate, both of which are anticipated to be issued before the end of this year.
18 Interim Statement
Copies of this interim statement are available on the Company's website www.aseanaproperties.com or from the Company's registered office at 12 Castle Street, St. Helier, Jersey, JE2 3RT, Channel Islands.
RESPONSIBILITY STATEMENT
We confirm that to the best of our knowledge:
a) The condensed consolidated financial statements have been prepared in accordance with IAS 34 (Interim Financial Reporting);
b) The interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and
c) The interim management report includes a fair review of the information required by
DTR 4.2.8R (disclosure of related party transactions and changes therein).
By order of the Board
Dato' Mohammed Azlan Bin Hashim Christopher Henry Lovell
Director Director
27 August 2010