Interim Report
Worldsec Ld
26 September 2001
Worldsec Limited
Interim Report for the six months ended 30 June 2001
CONTENTS PAGE
Highlights 1
Dividend 1
Review of operations and prospects 1
Consolidated profit and loss account 3
Statement of total recognised gains and losses 4
Reconciliation of movements in shareholders' funds 4
Consolidated balance sheet 5
Consolidated cash flow statement 6
Notes to the interim report 7
Corporate information 15
Principal operating subsidiaries 17
Interim Report for the six months ended 30 June 2001
The Directors submit the interim report on Worldsec Limited (the 'Company')
and its subsidiaries (collectively known as the 'Group') for the six months
ended 30 June 2001 (the 'Period').
HIGHLIGHTS
* Turnover for the Period decreased by 59% as compared with the same period
in 2000 to US$3,754,000.
* Loss for the Period was US$3,083,000, as compared to profit of US$4,967,000
for the same period in 2000.
DIVIDEND
The Directors do not recommend the payment of an interim dividend.
REVIEW OF OPERATIONS AND PROSPECTS
Asia's strong cyclical export-led economic recovery in 2000 has come to a
jarring halt and the region is once again facing recession. Economic data from
the US, Asia's main export market, show a continuing economic slowdown despite a
succession of interest rate reductions by the US Federal Reserve. Most worrying
is the sharp drop in fixed investment which explains the continuing weakness in
the information technology sector. The risk of an outright recession in the US
is heightened by the recent tragic disaster in the US which has global
ramifications. Even before the attack on the World Trade Centre, European
economies were already stalling while the Japanese economy was entering a
recession. The deteriorating global economic environment, with the exception to
date of China, has been reflected in weak equity markets in Asia. From its level
at the beginning of 2001, the Hong Kong stock market, which is our main market,
is presently down about 30% as measured by the Hang Seng index.
We have been severely affected by the bear market. The impact of falling
equity prices is compounded by falling volumes and lower commission rates, as
brokers compete for the reduced level of turnover. With the exception of
Thailand, our commission revenues are down sharply compared to the
corresponding period of 2000 in each of the markets in which we operate.
The fall in commission revenues reflect not just falling turnover levels but
also a loss of market share. We have experienced bear markets before but the
current downturn is particularly bad.
Furthermore, although the region is not at financial risk as it was in 1997/1998
at the time of the Asian currency crisis, prospects for a rapid economic
recovery are poor.
Since the end of the first half, trading conditions have become even more
difficult. Given the uncertain outlook, we are reviewing our Group structure
with a view to scale down the level of operations.
By order of the Board
Henry Ying Chew Cheong
Deputy Chairman and
Chief Executive Officer
26 September 2001
CONSOLIDATED PROFIT AND LOSS ACCOUNT
Unaudited Audited
Six months ended Year ended
Notes 30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
Turnover 3 3,754 9,240 14,052
Fees and commission (609) (1,508) (2,579)
payable
3,145 7,732 11,473
(Loss)/gain on (295) 3,984 6,608
investments
Recovery of doubtful
receivables - - 1,208
Other operating income 572 1,500 2,819
3,422 13,216 22,108
Staff costs (3,940) (5,283) (10,331)
Provision for
doubtful receivables (500) - (5,518)
Other operating (2,225) (2,242) (4,719)
costs
Operating 3 (3,243) 5,691 1,540
(loss)/profit
Gain on disposal of
intangible assets 180 - -
Interest receivable
and similar income 287 354 828
Interest payable and
similar charges (268) (893) (1,689)
(Loss)/profit on
ordinary activities (3,044) 5,152 679
before taxation
Tax on profit on
ordinary activities 4 (39) (185) (266)
(Loss)/profit for
the financial (3,083) 4,967 413
period/year
(Loss)/earnings per 5 (23) cents 37 cents 3 cents
share
STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
Unaudited Audited
Six months ended Year ended
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
(Loss)/profit for the (3,083) 4,967 413
period/year
Surplus/(deficit) arising
on revaluation of 3 4 (83)
investments and tangible
fixed assets
Currency translation (145) (267) (495)
differences
Total recognised (3,225) 4,704 (165)
(losses)/gains
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
Unaudited Audited
Six months ended Year ended
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
(Loss)/profit for the (3,083) 4,967 413
period/year
Other recognised losses
relating to the period/year (142) (263) (578)
Net (reduction)/addition in
shareholders' funds during (3,225) 4,704 (165)
the period/year
Shareholders' funds brought 32,235 32,400 32,400
forward
Shareholders' funds carried 29,010 37,104 32,235
forward
CONSOLIDATED BALANCE SHEET
Unaudited Audited
Notes 30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
Fixed assets
Intangible assets 6 929 1,340 1,270
Tangible fixed assets 1,013 1,023 1,060
Investments 7 1,748 1,986 1,771
Purchased goodwill 8 690 887 788
4,380 5,236 4,889
Current assets
Investments 9 2,786 7,551 3,087
Debtors 24,803 28,424 18,051
Bank deposits and cash 10 41,052 43,141 41,223
68,641 79,116 62,361
Creditors: Amounts
falling due within one 11 (43,979) (47,216) (34,983)
year
Net current assets 24,662 31,900 27,378
Total assets less
current liabilities 29,042 37,136 32,267
Provisions for
liabilities and charges 12 (32) (32) (32)
Net assets 29,010 37,104 32,235
Capital and reserves
Called up share capital 13 13,367 13,367 13,367
Reserves 15,643 23,737 18,868
Equity shareholders' 29,010 37,104 32,235
funds
CONSOLIDATED CASH FLOW STATEMENT
Unaudited Audited
Six months ended Year ended
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
Net cash outflow from
operating activities (Note (4,291) (17,910) (8,766)
14)
Returns on investments and
servicing of finance
Interest received from 287 354 828
banks
Interest paid on bank loans
and overdrafts (268) (893) (1,689)
Net cash inflow/(outflow)
from returns on investments 19 (539) (861)
and servicing of finance
Tax (paid)/ refunded (67) 252 100
Capital expenditure and
financial investment
Purchase of fixed assets (86) - (272)
Sale of tangible fixed - - 5
assets
Sale of intangible assets 457 - -
Net cash inflow/(outflow)
from capital expenditure 371 - (267)
and financial investment
Net cash outflow before use
of liquid resources and (3,968) (18,197) (9,794)
financing
Management of liquid
resources
Increase in time deposits
of maturity exceeding 1 day (25) (28) (473)
Decrease in cash (Note 15) (3,993) (18,225) (10,267)
NOTES TO THE INTERIM REPORT
1 BASIS OF CONSOLIDATION
The Group's financial statements consolidate the financial statements of the
Company and the subsidiary undertakings included in the Group.
2 ACCOUNTING POLICIES
The financial statements set out in this report have been prepared under the
historical cost convention, as modified by the revaluation of certain fixed
assets and investments, in accordance with accounting principles generally
accepted in the United Kingdom.
The accounting policies adopted in preparing this report are consistent with
those adopted in preparing the consolidated financial statements of the Group
for the year ended 31 December 2000.
The directors continue to adopt the going concern basis in preparing the interim
report.
3 ANALYSIS OF TURNOVER, OPERATING (LOSS)/PROFIT AND NET ASSETS
Unaudited Audited
Six months ended Year ended
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
Turnover analysed by class
of business
Broking and related 3,239 8,284 12,509
services
Corporate finance 515 956 1,543
3,754 9,240 14,052
Geographical analysis
of turnover
Hong Kong 2,781 7,920 12,090
Thailand 595 444 824
Malaysia 8 318 349
Philippines 65 100 136
Others 305 458 653
3,754 9,240 14,052
Operating (loss)/profit
analysed by class of
business
Broking and related (3,380) 5,363 1,147
services
Corporate finance 137 328 393
(3,243) 5,691 1,540
The net assets utilised in the Group relate substantially to broking activities.
NOTES TO THE INTERIM REPORT (CONTINUED)
4 TAX
Unaudited Audited
Six months ended Year ended
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
The charge comprises:
UK Corporation Tax at 30% -
current year 22 43 85
Hong Kong Profits Tax at
16% - current year 16 135 144
Other overseas taxation 1 7 37
39 185 266
5 EARNINGS PER SHARE
Unaudited Audited
Six months ended Year ended
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
(Loss)/profit for the
financial period/year (3,083) 4,967 413
(Loss)/earnings per (23) cents 37 cents 3 cents
share
Number Number Number
Weighted average
number of shares in 13,367,290 13,367,290 13,367,290
issue
NOTES TO THE INTERIM REPORT (CONTINUED)
6 INTANGIBLE ASSETS
Intangible assets represent eligibility rights to trade on or through the Stock
Exchange of Hong Kong Limited and Hong Kong Futures Exchange Limited
respectively ('Trading Rights').
Trading Rights are amortised over a period of ten years using the straight line
method.
Unaudited Audited
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
Cost or valuation
At 1 January 1,385 - -
Additions - 1,385 1,385
Disposal (314) - -
At 30 June/31 December 1,071 1,385 1,385
Amortisation
At 1 January 115 - -
Provided for the year 64 45 115
Eliminated on disposal (37) - -
At 30 June/31 December 142 45 115
Net book value
At 30 June/31 December 929 1,340 1,270
7 INVESTMENTS HELD AS FIXED ASSETS
Unaudited Audited
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
Exchange memberships - at
directors' valuation 559 796 581
Unlisted investments - at cost 1,189 1,190 1,190
1,748 1,986 1,771
NOTES TO THE INTERIM REPORT (CONTINUED)
8 PURCHASED GOODWILL
Purchased goodwill represents the excess of considerations paid over the fair
value of the securities and futures dealing businesses, exchange memberships and
tangible fixed assets acquired.
Purchased goodwill is amortised over a period of seven years using the straight
line method starting from the date of acquisition.
9 INVESTMENTS HELD AS CURRENT ASSETS
Unaudited Audited
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
Listed investments in overseas,
at market value 2,786 7,551 3,087
10 ANALYSIS OF CASH
Unaudited Audited
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
Bank deposits and cash 41,052 43,141 41,223
Bank loans and overdrafts (8,390) (12,894) (5,090)
32,662 30,247 36,133
Less:
Cash at bank - trust accounts (24,372) (26,392) (23,875)
Time deposits of maturity
exceeding 1 day (2,532) (2,062) (2,507)
Cash (Note 16) 5,758 1,793 9,751
NOTES TO THE INTERIM REPORT (CONTINUED)
11 CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
Unaudited Audited
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
Bank overdrafts 8,390 12,894 5,090
Trade creditors 34,449 31,863 28,000
Taxation 93 192 121
Other creditors, accruals and
deferred income 1,047 2,267 1,772
43,979 47,216 34,983
12 PROVISIONS FOR LIABILITIES AND CHARGES
The amount represents provision for deferred taxation which is the tax
effect of the excess of depreciation allowances claimed for tax purposes over
the depreciation charged in the financial statements. The tax effect of other
timing differences, which includes valuation surplus on the valuation of land
and building and exchange memberships and tax losses carried forward, are not
significant. There was no movement in the provision for deferred taxation
during the Period. The Group had no significant unprovided deferred taxation
at 30 June 2001.
13 CALLED UP SHARE CAPITAL
Unaudited Audited
30.6.2001 30.6.2000 31.12.2000
US$ US$ US$
Authorised:
ordinary shares of US$1 each 50,000,000 50,000,000 50,000,000
Called up, issued and fully paid:
ordinary shares of US$1 each
13,367,290 13,367,290 13,367,290
NOTES TO THE INTERIM REPORT (CONTINUED)
14 RECONCILIATION OF OPERATING (LOSS)/PROFIT TO NET CASH OUTFLOW FROM
OPERATING ACTIVITIES
Unaudited Audited
Six months ended Year ended
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
Operating (loss)/profit (3,243) 5,691 1,540
Depreciation 147 138 289
Provision for doubtful 500 - 5,518
receivables
Amortisation of intangible 64 45 115
assets
Amortisation of purchased 98 99 198
goodwill
Exchange difference (133) (185) (205)
Decrease/(increase) in
investments held as current 301 (5,784) (1,321)
assets
(Increase)/decrease in (7,252) 7,059 11,914
debtors
Increase in cash at bank -
trust accounts (497) (18,217) (15,700)
Increase/(decrease) in 6,449 (6,855) (10,718)
trade creditors
(Decrease)/increase in
other creditors and (725) 99 (396)
accruals
Net cash outflow from
operating activities (4,291) (17,910) (8,766)
15 RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET FUNDS
Unaudited Audited
Six months ended Year ended
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
Decrease in cash (3,993) (18,225) (10,267)
Cash outflow from increase
in liquid resources 25 28 473
Movement in net funds (3,968) (18,197) (9,794)
Net funds brought forward 12,258 22,052 22,052
Net funds carried forward 8,290 3,855 12,258
NOTES TO THE INTERIM REPORT (CONTINUED)
16 ANALYSIS OF NET FUNDS
Unaudited Audited
30.6.2001 30.6.2000 31.12.2000
US$'000 US$'000 US$'000
Cash in hand and deposits
repayable on demand 14,148 14,687 14,841
Bank loans and overdrafts (8,390) (12,894) (5,090)
Cash (Note 10) 5,758 1,793 9,751
Time deposits of maturity
exceeding 1 day 2,532 2,062 2,507
Net funds 8,290 3,855 12,258
17 COMPARATIVES FIGURES
Certain comparative figures have been reclassified to conform with the
presentation of the financial statements of the Group for the year ended 31
December 2000.
18 INTERIM REPORT
The interim report will be posted to shareholders on or about 9 October 2001.
CORPORATE INFORMATION
Board of directors
Non-Executive Chairman
David Archibald Evelyn LYLE
Executive directors
Henry Ying Chew CHEONG (Deputy Chairman and Chief Executive Officer)
Paul Kwok Kin CHENG (Chief Operating Officer and Finance Director)
Alastair GUNN-FORBES
Non-executive directors
Mark Chung FONG
HO Soo Ching
WEE Sin Tho
Yasumine SATAKE
Yoshiaki WATANABE
Company secretary
Paul Kwok Kin CHENG
Registered office address
Cedar House, 41 Cedar Avenue, Hamilton HM12, Bermuda
Registration number
EC21466 Bermuda
Principal bankers
The Hongkong and Shanghai Banking Corporation Limited
1 Queen's Road, Central, Hong Kong
The Bank of Tokyo-Mitsubishi, Ltd.
7-1 Marunouchi, 2-chome, Chiyoda-ku, Tokyo 100, Japan
RIZAL Commercial Banking Corporation
RCBC Building, 333 Sen. Gil Puyat Avenue, Makati, Metro Manila, Philippines
CORPORATE INFORMATION (CONTINUED)
Auditors
Deloitte Touche Tohmatsu, Certified Public Accountants
26th Floor, Wing On Centre, 111 Connaught Road Central, Hong Kong
Solicitors
Linklaters & Alliance
One, Silk Street, London EC2Y 8HQ, England
Principal share registrar and transfer office
The Bank of Bermuda Limited
Bank of Bermuda Building, 6 Front Street, Hamilton HMDX, Bermuda
International branch registrar
IRG (Jersey) Limited
Piermont House, 33-35 Pier Road, St Helier, Jersey, Channel Islands
United Kingdom transfer agent
IRG plc
Bourne House, 34 Beckenham Road, Beckenham, Kent BR3 4TU, England
Investor relations
For further information about Worldsec Limited, please contact:
The Chief Executive Officer
Worldsec Group
11th Floor, Bank of America Tower, 12 Harcourt Road, Central, Hong Kong
PRINCIPAL OPERATING SUBSIDIARIES
HONG KONG
Worldsec Brokerage Limited
Worldsec Futures Limited
Worldsec International Limited
Worldsec Nominees Limited
Address: 11th Floor, Bank of America Tower, 12 Harcourt Road, Central,
Hong Kong
Telephone: +(852) 2867 7288 Fax: +(852) 2810 0281
Worldsec Corporate Finance Limited
Address: Rm 1601, Bank of America Tower, 12 Harcourt Road, Central, Hong
Kong
Telephone: +(852) 2971 4288 Fax: +(852) 2537 8830
BANGKOK
Worldsec International Limited representative office
Address: Rm 2922/217, 14th Floor, Charn Issara Tower II, New Petch Buri
Road, Huaykwang, Bangkok 10310, Thailand
Telephone: +(662) 718 1818 Fax: +(662) 718 1828
KUALA LUMPUR
Worldsec Securities Advisors Sdn. Bhd.
Address: 11.2, 11th Floor Menara PanGlobal, 8 Lorong P. Ramlee 50250,
Kuala Lumpur, Malaysia
Telephone: +(603) 2031 0010 Fax: +(603) 2031 2531
LONDON
Worldsec International (U.K.) Limited
Address: 2nd Floor, 6 Broadgate, London, EC2M 2QS, England
Telephone: +(44207) 972 0881 Fax: +(44207) 972 0882
PRINCIPAL OPERATING SUBSIDIARIES (CONTINUED)
MANILA
Worldsec International Securities (Philippines) Inc.
Address: 10th Floor, Tower One, Ayala Triangle, Ayala Avenue, Makati
City, Philippines
Telephone: +(632) 848 6360 Fax: +(632) 848 6373
NEW YORK
Worldsec International Securities Inc.
Address: 919 3rd Avenue, Suite 2700, New York, N.Y. 10022, USA
Telephone: +(1212) 371 0888 Fax: +(1212) 754 0076
SHANGHAI
Worldsec Investment Consulting (Shanghai) & Co. Ltd.
Address: Rm G, 15th Floor, Heng Ji Tower, 99 Huaihai Road (E.), Shanghai
200021, China
Telephone: +(8621) 6386 4668 Fax: +(8621) 6386 5727
TAIPEI
Worldsec Investment Consulting (Taiwan) & Co. Ltd.
Address: 6th Floor, 29 An Ho Road, Section 1, Taipei, Taiwan
Telephone: +(8862) 2751 3737 Fax: +(8862) 2731 2966