TIDMPALM
RNS Number : 2450P
Asian Plantations Limited
30 September 2013
30 September 2013
Asian Plantations Ltd
("APL" or the "Company")
Interim Results for the Six Months ended 30 June 2013
Asian Plantations Limited (LSE: PALM), a palm oil plantation
company with operations in Malaysia, is pleased to announce its
unaudited results for the six month period ended 30 June 2013.
Highlights
-- US$963,000 of revenue reported (2012: US$1,186,000), a
decrease of 18%, based on production and sale of 7,460 tonnes of
fresh fruit bunches ("FFB"), 2012: 6,065 tonnes of FFB. Despite
rising volumes, the decrease in revenue is attributable to: (i)
lower international crude palm oil ("CPO") pricing; (ii)
unfavourable exchange rate movements; and (iii) a delay in issuance
of regulatory approvals to process third party FFB. The necessary
local approvals were subsequently received in June 2013 and the
Company's processing of third party FFB has grown strongly from
7,919 tonnes in July 2013 to 16,271 tonnes PCM in August 2013and
has exceeded 23,000 tonnes for the month of September 2013.
-- Total assets have increased to US$198.9 m.
-- The Company expects to sell in excess of 26,000 tonnes of CPO
and approximately 5,000 tonnes of palm kernel ("PK") in the second
half of 2013.
Post-Balance Sheet Events
-- Issuance of final two tranches of the convertible bond
totaling US$10,000,000 to OCBC Bank on 14 and 23 August 2013. Terms
remain unchanged from those previously announced and the total
US$15,000,000 convertible bond has an effective conversion price of
285 pence per share based on current exchange rates.
-- Completion of the Company's final land acquisition of 3,852
hectares, Grand Performance Sdn Bhd, on 21 August 2013.
-END-
For further information contact:
Asian Plantations Limited
Graeme Brown, Co-Founder & Joint Chief Tel: +65 6325 0970
Executive Officer
Dennis Melka, Co-Founder & Joint Chief
Executive Officer
Strand Hanson Limited
James Harris Tel: +44 (0) 20 7409
James Spinney 3494
Macquarie Capital (Europe) Limited
Steve Baldwin Tel: +44 (0) 203
Dan Iacopetti 037 2000
Panmure Gordon (UK) Limited
Tom Nicholson Tel: +65 6824 8204
Callum Stewart Tel: +44 (0) 20 7459
3600
Bankside Consultants
Simon Rothschild Tel: +44 (0) 20 7367
8871
Unaudited Interim Condensed Consolidated Income Statement
for the six-month period ended 30 June 2013
Note Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Revenue 6 963 1,186
Cost of sales 7 (3,444) (515)
Gross (loss)/profit (2,481) 671
Other operating income 8 674 279
Administrative expenses 9 (1,774) (2,761)
Other operating expenses 10 (709) (1,009)
Operating loss (4,290) (2,820)
Finance costs 11 (3,622) (1,528)
Loss before tax (7,912) (4,348)
Income tax benefit 12 991 104
Loss for the period (6,921) (4,244)
Attributable to :
Owners of the Company (6,920) (4,244)
Non-controlling interests (1) -*
(6,921) (4,244)
Loss per share attributable
to owners of the Company
(cents per share)
Basic 13 (14.86) (9.18)
Diluted 13 (14.86) (9.18)
* Amount less than USD1,000
Unaudited Interim Condensed Consolidated Statement of
Comprehensive Income
for the six-month period ended 30 June 2013
Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Loss for the period (6,921) (4,244)
Other comprehensive income
Items that may be reclassified subsequently
to profit or loss:
Foreign currency translation adjustments (2,066) (2)
Total comprehensive income for the
period, net of tax (8,987) (4,246)
Attributable to:
Owners of the Company (8,986) (4,246)
Non-controlling interests (1) -*
(8,987) (4,246)
* Amount less than USD1,000
Unaudited Interim Condensed Consolidated Statement of Financial
Position as at 30 June 2013
Note 30.6.2013 31.12.2012
USD'000 USD'000
Unaudited Audited
ASSETS
Non-current assets
Deferred tax assets 549 178
Property, plant and equipment 14 61,903 53,227
Biological assets 15 59,794 55,287
Land use rights 16 50,988 53,517
Goodwill on consolidation 7,330 7,619
180,564 169,828
Current assets
Inventories 17 2,491 1,724
Trade and other receivables 6,839 6,714
Income tax recoverable 116 99
Prepayments 1,894 2,308
Cash and bank balances 6,997 15,785
18,337 26,630
Total assets 198,901 196,458
EQUITY AND LIABILITIES
Equity
Issued capital 18 89,731 88,594
Accumulated losses (30,565) (23,645)
Other reserves 19 (10,709) (7,916)
Equity attributable to owners
of the Company 48,457 57,033
Non-controlling interests (4) (3)
Total equity 48,453 57,030
Non-current liabilities
Loans and borrowings 20 125,201 102,709
Convertible bonds 21 6,577 1,995
Deferred tax liabilities 5,689 6,556
137,467 111,260
Current liabilities
Trade and other payables 8,412 6,810
Other current financial liabilities 1,096 2,464
Income tax payable 31 -
Loans and borrowings 20 3,331 18,764
Derivative financial instruments 21 111 130
12,981 28,168
Total liabilities 150,448 139,428
Total equity and liabilities 198,901 196,458
Unaudited Interim Condensed Consolidated Statement of Changes in
Equity
for the six-month period ended 30 June 2013
Attributable to the owners
of the Company
-----------------------------------------
Share Other Accumulated Non-controlling
capital reserves losses Total interests Total equity
USD'000 USD'000 USD'000 USD'000 USD'000 USD'000
For the six months ended 30.6.2013
Unaudited
At 1 January 2013 88,594 (7,916) (23,645) 57,033 (3) 57,030
Loss for the period - - (6,920) (6,920) (1) (6,921)
Other comprehensive income
Foreign currency translation adjustments - (2,066) - (2,066) - (2,066)
Total comprehensive income for the period - (2,066) (6,920) (8,986) (1) (8,987)
Issuance of ordinary shares pursuant to
share-based
payment plans 1,137 - - 1,137 - 1,137
Share-based payment transactions (Note 23) - (727) - (727) - (727)
At 30 June 2013 89,731 (10,709) (30,565) 48,457 (4) 48,453
Attributable to the owners
of the Company
-----------------------------------------
Share Other Accumulated Non-controlling
capital reserves losses Total interests Total equity
USD'000 USD'000 USD'000 USD'000 USD'000 USD'000
For the six months ended 30.6.2012
Unaudited
At 1 January 2012 87,321 (11,430) (16,769) 59,122 - 59,122
Loss for the period - - (4,244) (4,244) - (4,244)
Other comprehensive income
Foreign currency translation adjustments - (2) - (2) - (2)
Total comprehensive income for the period - (2) (4,244) (4,246) - (4,246)
Issuance of ordinary shares pursuant to
share-based
payment plans 97 (67) - 30 - 30
Share-based payment transactions (Note 23) - 1,032 - 1,032 - 1,032
Issuance of ordinary shares pursuant to
conversion
of convertible bond 1,176 - - 1,176 - 1,176
Dilution of interest in a subsidiary - - 2 2 (2) -
At 30 June 2012 88,594 (10,467) (21,011) 57,116 (2) 57,114
Unaudited Interim Condensed Consolidated Statement of Cash
Flows
for the six-month period ended 30 June 2013
Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Operating activities
Loss before tax (7,912) (4,348)
Non-cash adjustment to reconcile loss before
tax to
net cash flows:
Amortisation of land use rights 513 544
Depreciation of property, plant and equipment 539 82
(Gain)/loss on disposal of property, plant and
equipment (6) 1
Gain arising from changes in fair value of convertible
bonds (420) (162)
Interest income (232) (106)
Interest expense 3,622 1,528
Unrealised loss/(gain) on foreign exchange 168 (75)
Share-based payment transaction expense 30 951
Working capital adjustments:
Increase in inventories (832) (282)
Increase in trade and other receivables and prepayments (48) (2,361)
Increase in trade and other payables 585 1,742
(3,993) (2,486)
Income taxes paid, net of refund (20) (8)
Interest received 232 106
Interest paid (3,066) (1,356)
Net cash flows used in operating activities (6,847) (3,744)
Investing activities
Proceeds from disposal of property, plant and
equipment 6 20
Purchase of property, plant and equipment (11,884) (13,012)
Additions to land use rights - (19,784)
Additions to biological assets (5,869) (20,933)
Net cash flows used in investing activities (17,747) (53,709)
Financing activities
Proceeds from issuance of ordinary shares 311 30
Proceeds from issuance of convertible
bond 4,897 -
Issuance expense on liability component
of convertible bond (522) -
Repayment of short term revolving credit (1,888) -
Repayment of term loan (39,705) (3)
Proceeds from term loans 3,557 32,727
Proceeds from Bank Guaranteed Medium
Term Notes Programme 48,192 30,414
Repayment of finance lease liabilities (257) (162)
Short-deposits pledged for a banking
facility and supply of goods 79 (784)
Net cash flows from financing activities 14,664 62,222
Net (decrease)/increase in cash and cash
equivalents (9,930) 4,769
Net foreign exchange difference 8 1,311
Cash and cash equivalents at 1 January 14,188 27,474
Cash and cash equivalents at 30 June
(Note 22) 4,266 33,554
Notes to the Unaudited Interim Condensed Consolidated Financial
Statements - 30 June 2013
1. Corporate information
The interim condensed consolidated financial statements for the
six months ended 30 June 2013 were authorised for issue in
accordance with a resolution of the directors on 30 September
2013.
Asian Plantations Limited (the "Company") is a limited liability
company incorporated and domiciled in the Republic of Singapore and
listed on the Alternative Investment Market ("AIM") of the London
Stock Exchange.
The registered office of the Company is located at No.14 Ann
Siang Road, #02-01, Singapore 069694.
The principal activity of the Company is that of investment
holding. The principal activities of the subsidiaries are
development of oil palm plantation and operating of an oil palm
mill.
2. Basis of preparation and changes to the Group's accounting policies
Basis of preparation
The interim condensed consolidated financial statements for the
six months ended 30 June 2013 have been prepared in accordance with
IAS 34 Interim Financial Reporting.
The interim condensed consolidated financial statements are
unaudited and do not include all the information and disclosures
required in the annual financial statements, and should be read in
conjunction with the Group's annual financial statements as at 31
December 2012.
The financial statements are presented in United States Dollars
("USD") to facilitate the comparison of financial results with
companies in the oil-palm industry and all values are rounded to
the nearest thousand ("USD'000") except when otherwise
indicated.
New standards, interpretations and amendments thereof, adopted
by the Group
The accounting policies adopted in the preparation of the
interim condensed consolidated financial statements are consistent
with those followed in the preparation of the Group's annual
financial statements for the year ended 31 December 2012, except
for the adoption of new standards and interpretations effective as
of 1 January 2013.
The nature and the impact of the new standard/amendment is
described below:
IAS 1 Presentation of Items of Other Comprehensive Income -
Amendments to IAS 1
The amendments to IAS 1 introduce a grouping of items presented
in other comprehensive income (OCI). Items that could be
reclassified (or recycled) to profit or loss at a future point in
time (e.g., net gain on hedge of net investment, exchange
differences on translation of foreign operations, net movement on
cash flow hedges and net loss or gain on available-for sale
financial assets) now have to be presented separately from items
that will never be reclassified (e.g., actuarial gains and losses
on defined benefit plans and revaluation of land and buildings).
The amendment affected presentation only and had no impact on the
Group's financial position or performance.
3. Significant accounting judgements and estimates
The preparation of the consolidated financial statements
requires management to make judgements, estimates and assumptions
that affect the reported amounts of revenues, expenses, assets and
liabilities, and the disclosure of contingent liabilities at the
end of the reporting period. However, uncertainty about these
assumptions and estimates could result in outcomes that could
require a material adjustment to the carrying amount of the asset
or liability affected in the future periods.
3.1 Judgements made in applying accounting policies
In the process of applying the Group's accounting policies,
management has made the following judgements, apart from those
involving estimations, which has the most significant effect on the
amounts recognised in the consolidated financial statements:
Fair value of biological assets (nursery)
The biological assets are stated at fair value. Management made
the judgement that cost approximates fair value of the biological
asset for nursery because little biological transformation has
taken place since its initial cost incurrence. The carrying amount
of nursery as at 30 June 2013 was USD1,729,000 (31 December 2012:
USD1,742,000).
3.2 Estimates and assumptions
The key assumptions concerning the future and other key sources
of estimation uncertainty at the reporting date, that have a
significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial year
are discussed below. The Group based its assumptions and estimates
on parameters available when the consolidated financial statements
were prepared. Existing circumstances and assumptions about future
developments, however, may change due to market changes or
circumstances arising beyond the control of the Group. Such changes
are reflected in the assumptions when they occur.
(a) Useful lives of property, plant and equipment
There are no changes to the estimated economic useful life of
property, plant and equipment of within 5 to 60 years.
(b) Impairment of goodwill
An impairment exists when the carrying value of an asset or cash
generating unit exceeds its recoverable amount, which is the higher
of its fair value less costs to sell and its value in use. The
value in use calculation is based on a discounted cash flow model.
The cash flows are derived from projected net cash flows over a
period of 25 productive years of oil palms from financial budgets
approved by management and do not include restructuring activities
that the Group is not yet committed to or significant future
investments that will enhance the asset's performance of the cash
generating unit being tested. Based on management's analysis,
goodwill is not impaired as at 30 June 2013.
3.2 Estimates and assumptions (cont'd)
(c) Taxes
Uncertainties exist with respect to the interpretation of
complex tax regulations, changes in tax laws, and the amount and
timing of future taxable income. Given the wide range of
international business relationships and the long-term nature and
complexity of existing contractual agreements, differences arising
between the actual results and the assumptions made, or future
changes to such assumptions, could necessitate future adjustments
to tax income and expense already recorded. The Group establishes
provisions, based on reasonable estimates, for possible
consequences of audits by the tax authorities of the respective
counties in which it operates. The amount of such provisions is
based on various factors, such as experience of previous tax audits
and differing interpretations of tax regulations by the taxable
entity and the responsible tax authority. Such differences of
interpretation may arise on a wide variety of issues depending on
the conditions prevailing in the respective company's domicile.
The carrying amount of income tax recoverable and income tax
payable at 30 June 2013 was USD116,000 (31 December 2012:
USD99,000) and USD31,000 (31 December 2012: Nil), respectively.
Deferred tax assets are recognised for all unused tax losses,
unabsorbed capital and agricultural allowances to the extent that
it is probable that taxable profit will be available against which
the losses, unabsorbed capital and agricultural allowances can be
utilised. Significant management judgement is required to determine
the amount of deferred tax assets that can be recognised, based
upon the likely timing and the level of future taxable profits
together with future tax planning strategies.
4. Seasonality of operations
The Group's plantation operations are affected by seasonal crop
production, weather conditions and fluctuating commodity prices. As
a result, the comparison of half-year to half-year results may not
be a good indicator of the overall trend of the Group's plantation
operations or of the results for the whole of the financial
period.
5. Segment information
The following tables present revenue and profit information
about the Group's operating segments for the six months ended 30
June 2013 and 2012, respectively:
Oil palm
Six months ended Plantation milling Investment Adjustments
30 June 2013 activities activities holding Total segments and eliminations Consolidated
Unaudited USD'000 USD'000 USD'000 USD'000 USD'000 USD'000
Revenue
External customers 824 139 - 963 - 963
Inter-segment 419 - - 419 (419) -
Total revenue 1,243 139 - 1,382 (419) 963
Results
Segment loss (5,230) (421) (1,222) (6,873) - (6,873)
Inter-segment revenues of USD419,000 are eliminated on
consolidation
Oil palm
Six months ended Plantation milling Investment Adjustments
30 June 2012 activities activities holding Total segments and eliminations Consolidated
Unaudited USD'000 USD'000 USD'000 USD'000 USD'000 USD'000
Revenue
External customers 1,186 - - 1,186 - 1,186
Inter-segment - - - - - -
Total revenue 1,186 - - 1,186 - 1,186
Results
Segment loss (1,196) (199) (1,533) (2,928) - (2,928)
There is no inter-segment revenue to be eliminated.
The following table presents segment assets and liabilities of
the Group's operating segments as at 30 June 2013 and 31 December
2012:
Oil palm Adjustments
Plantation milling Investment Total and
activities activities holding segments eliminations Consolidated
USD'000 USD'000 USD'000 USD'000 USD'000 USD'000
Segment assets
30 June 2103
(Unaudited) 153,098 31,162 74,491 258,751 (67,845) 190,906
31 December 2012
(Audited) 148,734 30,987 75,988 255,709 (67,147) 188,562
Segment
liabilities
30 June 2013
(Unaudited) 127,476 30,061 550 158,087 (67,845) 90,242
31 December 2012
(Audited) 117,777 29,594 1,020 148,391 (67,147) 81,244
Adjustments and eliminations
Interest income, certain finance costs and gain arising from
changes in fair value of embedded derivative of the convertible
bonds are not allocated to individual segments as the underlying
instruments are managed on a group basis.
Current taxes, deferred taxes, share-based payment transaction
expense, goodwill on consolidation and certain liabilities are not
allocated to those segments as they are also managed on a group
basis.
Capital expenditure consists of additions to property, plant and
equipment, biological assets and land use rights.
Inter-segment revenues are eliminated on consolidation.
Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Reconciliation of loss before tax
Segment loss (6,873) (2,928)
Interest income 232 102
Interest expense (1,689) (734)
Share-based payment transaction (2) (949)
Gain arising from changes in fair
value of embedded derivative of the
convertible bonds 420 161
Group loss (7,912) (4,348)
30.6.2013 31.12.2012
Reconciliation of assets USD'000 USD'000
Segment assets 190,906 188,562
Deferred tax assets 549 178
Goodwill arising on consolidation 7,330 7,619
Income tax recoverable 116 99
Total assets 198,901 196,458
30.6.2013 31.12.2012
USD'000 USD'000
Reconciliation of liabilities Unaudited Audited
Segment liabilities 90,242 81,244
Deferred tax liabilities 5,689 6,556
Loans and borrowings 47,798 49,503
Income tax payable 31 -
Derivative financial instruments 111 130
Convertible bonds 6,577 1,995
Total liabilities 150,448 139,428
6. Revenue
Revenue comprise sale of fresh fruit bunches and crude palm
oil.
7. Cost of sales
Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Cost of sales for oil palm:
Estates 3,365 515
Mill 79 -
3,444 515
Included in cost of sales is share-based payment transaction
expense of USD27,000 (six months ended 30 June 2012: USD2,000)
related to the Company's share option scheme.
8. Other operating income
Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Short term deposits interest income 232 106
Sale of seedlings - 11
Gain arising from changes in fair
value of embedded derivative of the
convertible bonds 420 162
Gain on disposal of property, plant
and equipment 6 -
Other income 16 -
674 279
9. Administrative expenses
Included in administrative expenses are audit, tax, legal and
other professional fees amounting to USD542,000 (six months ended
30 June 2012: USD608,000) and share-based payment transaction
expense of USD3,000 (six months ended 30 June 2012: USD949,000)
related to the Company's share option scheme.
10. Other operating expenses
Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Net foreign exchange loss 113 384
Repair and maintenance 75 73
Amortisation of land use rights 513 544
Cost of seedlings sold 8 8
709 1,009
11. Finance costs
Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Interest expense on loans and borrowings 3,016 1,318
Interest expense on convertible bonds 88 44
Accretion of interest on convertible
bonds 518 166
3,622 1,528
12. Income tax benefit
The major components of income tax benefit in the interim
consolidated income statement are:
Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Current income tax expense 32 -
Deferred income tax expense related
to origination and reversal of deferred
taxes (1,095) (156)
Under provision of deferred tax expense
in prior period 72 52
Total income tax benefit (991) (104)
13. Loss per share
Basic loss per share amounts are calculated by dividing loss for
the period, net of tax, attributable to owners of the Company by
the weighted average number of ordinary shares outstanding during
the financial period.
Diluted loss per share amounts are calculated by dividing loss
for the period, net of tax, attributable to owners of the Company
by the weighted average number of ordinary shares outstanding
during the financial period plus the weighted average number of
ordinary shares that would be issued on the conversion of all the
dilutive potential ordinary shares into ordinary shares. There are
no dilutive potential ordinary shares as at period ended 30 June
2013 and 2012.
The following tables reflect the loss and share data used in the
computation of basic loss and diluted per share for the periods
ended 30 June:
Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Loss, net of tax, attributable to
owners of the Company (6,920) (4,244)
-
============= =============
No. of shares No. of shares
'000 '000
Weighted average number of ordinary
shares for basic and diluted loss
per share computation* 46,564 46,252
-
============= =============
* The weighted average number of ordinary shares takes into
account the weighted average effect of changes in ordinary shares
transactions during the period.
The potential ordinary shares from unsecured convertible bonds
and options granted pursuant to the Company's share option scheme
have not been included in the calculation of diluted loss per share
because they are anti-dilutive.
14. Property, plant and equipment
30.6.2013 31.12.2012
USD'000 USD'000
Unaudited Audited
At 1 January 53,227 15,600
Additions 12,327 38,316
Disposal - (21)
Depreciation (1,365) (1,594)
Exchange differences (2,286) 926
At 30 June / 31 December 61,903 53,227
See Note 25(a) for capital commitments.
Capitalised borrowing costs
The amount of borrowing costs capitalised during the period
ended 30 June 2013 was USD1,133,000 (31 December 2012:
USD1,208,000).
Depreciation capitalised to biological assets
Depreciation of property, plant and equipment of the Group
capitalised to biological assets for the financial period ended 30
June 2013 amounted to USD826,000 (31 December 2012:
USD1,343,000).
Assets under construction
Included in property, plant and equipment are assets under
construction amounted to USD18,095 (31 December 2012: USD25,328).
The construction of the oil palm mill which represented the main
asset under construction as at 31 December 2012 was completed in
early 2013 and has since commenced milling operations.
15. Biological assets
30.6.2013 31.12.2012
USD'000 USD'000
Unaudited Audited
At fair value
At 1 January 55,287 22,811
Additions 6,781 29,405
Gain arising from changes in fair
value - 1,989
Exchange differences (2,274) 1,082
At 30 June / 31 December 59,794 55,287
Represented by:
Mature plantation 26,401 27,442
Immature plantation 31,664 26,103
Nursery 1,729 1,742
At 30 June / 31 December 59,794 55,287
There is no gain or loss arising from changes in fair value less
estimated costs to sell during the financial period ended 30 June
2013 (31 December 2012: USD1,989,000) as the Group has adopted the
practice of determining the fair value of its biological assets on
an annual basis.
30.6.2013 31.12.2012
Hectares Hectares
Planted area:
Mature plantation 4,448 3,559
Immature plantation 5,984 4,591
Total 10,432 8,150
16. Land use rights
30.6.2013 31.12.2012
USD'000 USD'000
Unaudited Audited
At 1 January 53,517 32,158
Additions - 21,044
Amortisation charge (513) (924)
Exchange differences (2,016) 1,239
At 30 June / 31 December 50,988 53,517
Land use rights of the Group are pledged for banking facilities
as disclosed in Note 20.
17. Inventories
30.6.2013 31.12.2012
USD'000 USD'000
Unaudited Audited
Crude palm oil 661 -
Palm kernel 165 -
Consumables 1,665 1,724
2,491 1,724
18. Issued capital
30.6.2013 31.12.2012
No. of No. of
shares shares
'000 USD'000 '000 USD'000
Unaudited Unaudited Audited Audited
At 1 January 2013 / 1 January
2012 46,511 88,594 46,175 87,321
Issuance during the period/year 250 1,137 336 1,273
At 30 June 2013 / 31 December
2012 46,761 89,731 46,511 88,594
- - - -
Issuance of shares
On 17 May 2013, a director exercised 250,000 Initial Options
that were granted in accordance with the Company's share option
scheme and these shares were subsequently listed on AIM on 22 May
2013.
19. Other reserves
The composition of other components of other reserves is as
follows:
30.6.2013 31.12.2012
USD'000 USD'000
Unaudited Audited
Merger reserve (20,256) (20,256)
Foreign currency translation reserve (330) 1,736
Share-based payment transaction reserve 9,877 10,604
(10,709) (7,916)
20. Loans and borrowings
30.6.2013 31.12.2012
USD'000 USD'000
Unaudited Audited
Current
Bank overdraft 1,864 613
Short term revolving credit - 1,962
Term loans 871 15,687
Obligation under finance leases 596 502
3,331 18,764
Non-current
Bank Guaranteed Medium Term Notes
Programme 78,998 31,954
Term loans 44,603 69,134
Obligation under finance leases 1,600 1,621
125,201 102,709
Total loans and borrowings 128,532 121,473
As at 30 June 2013, the Group has drawn down the second (or
final) tranche of the MTN Programme amounting to RM155 million
(approximately USD52 million). Of the total proceeds received,
RM132.2 million (approximately USD44 million) was used in
refinancing of certain loans and borrowings, and the balance for
working capital requirements.
The second tranche of the MTN Programme bear coupon rates
ranging from 3.9% per annum to 4.3% per annum. Tenure of this
tranche is up to 8 years from the date of the first issuance and
repayment is to commence 4 years from date of first issue.
Loans and borrowings of the Group are secured either by a charge
over the leased assets or leasehold land of the Group in which it
has prepaid the rights to use the land as disclosed in Note 16.
21. Convertible bonds - Unsecured
30.6.2012 31.12.2012
Face value Maturity USD'000 USD'000
Unaudited Audited
USD2.1 million 8 August 2015 2,127 1,995
USD5.0 million 14 January 2016 4,450 -
6,577 1,995
On 14 January 2013, the first tranche of the USD15 million
convertible unsecured bonds, amounting to USD5 million, was issued
to OCBC Capital Investment I Pte. Ltd. The remaining two tranches
with balance of USD5 million each was issued on 14 August 2013 and
23 August 2013.
Embedded derivative relating to the conversion option of the
convertible bond is recorded as a "fair value through profit or
loss" financial instrument with a balance of USD111,000 as at 30
June 2013 (31 December 2012: USD130,000).
22. Cash and bank balances
For the purpose of the interim condensed consolidated statement
of cash flows, cash and cash equivalents comprise:
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Cash and short-term deposits 6,997 35,668
Less: Short-term deposits for the
supply of goods (64) -
Less: Short-term deposits pledged
for a banking facility (803) (784)
6,130 34,884
Bank overdraft (Note 20) (1,864) (1,330)
Cash and cash equivalents 4,266 33,554
23. Share-based payment plans
There has been no cancellation or modification to the Scheme
during the period ended 30 June 2013.
Expense recognised for this equity-settled share-based payment
transaction during the financial period amount to USD101,000 (30
June 2012: USD1,032,000), of which USD71,000 (30 June 2012:
USD83,000 ) has been capitalised to biological assets.
On 17 May 2013, a director exercised 250,000 Initial Options and
the weighted average share price at the date of exercise of this
option was USD3.65.
There was no new share options granted during the financial
period.
24. Fair value of financial instruments
Fair value hierarchy
The Group uses the following hierarchy for determining and
disclosing the fair value of financial instruments by valuation
technique:
Level 1: quoted (unadjusted) prices in active markets for
identical assets or liabilities
Level 2: other techniques for which all inputs that have a
significant effect on the recorded fair value are observable,
either directly or indirectly
Level 3: techniques that use inputs that have a significant
effect on the recorded fair value
that are not based on observable market data
As at 30 June, the Group held the following financial
instruments carried at fair value in the statements of financial
position:
(a) Fair value of financial instruments that are carried at fair value
The Group does not have any financial instruments carried at
fair value other than the derivative component of the unquoted
convertible bonds. Fair value of the derivative component is valued
using a binomial model based on observable data and non-observable
data. The non-observable inputs to the model include assumptions
regarding the future financial performance of the investee, its
risk profile, and economic assumptions regarding the industry and
geographical jurisdiction in which the investee operates.
(b) Fair value of financial instruments by classes that are not
carried at fair value and whose carrying amounts are reasonable
approximation of fair value
Trade and other receivables, Cash and bank balances, Trade and
other payables, Other liabilities and Loans and borrowings
(excluding obligations under finance leases and MTN Programme)
The carrying amounts of these financial assets and liabilities
are reasonable approximation of fair values, either due to their
short-term nature or they are floating rate instruments that are
re-priced to market interest rates on or near the end of the
reporting period.
(c) Fair value of financial instruments by classes that are not
carried at fair value and whose carrying amounts are not reasonable
approximation of fair value
The fair value of financial assets and liabilities by classes
that are not carried at fair value and whose carrying amounts are
not reasonable approximation of fair value are as follows:
Carrying Amount Fair Value
30.6.2013 31.12.2012 30.6.2013 31.12.2012
USD'000 USD'000 USD'000 USD'000
Unaudited Audited Unaudited Audited
Financial liabilities:
- Obligations under
finance leases 2,196 2,123 2,080 2,129
- Convertible bonds 6,577 1,995 * *
- Bank Guaranteed
Medium Term Notes
Programme 78,998 31,954 79,950 31,938
* It is not practicable and cost outweighs benefits to determine
the fair value of the unquoted convertible bonds.
25. Commitments and contingencies
(a) Capital commitments
Capital commitments contracted for at the end of the reporting
period but not recognised in the financial statements are as
follows:
30.6.2013 31.12.2012
USD'000 USD'000
Unaudited Audited
Approved and contracted for:
* property, plant and equipment 9,726 10,434
Approved and not contracted
for:
* property, plant and equipment 11,668 19,970
* biological assets 6,873 10,162
28,267 40,566
(b) Contingencies
The Group does not have contingent liabilities as at 30 June
2013 and 31 December 2012.
(c) Operating lease commitments
As lessee
In addition to the land use rights disclosed in Note 16, the
Group has no other operating leases.
(d) Finance leases
As lessee
The Group has finance leases for certain property, plant and
equipment. These leases have terms of renewal but no purchase
options and escalation clauses. Renewals are at the option of the
specific entity that holds the lease.
Future minimum lease payments under finance leases together with
the present value of the net minimum lease payments are as
follows:
30.6.2013 31.12.2012
Present Present
value of value of
Minimum minimum Minimum minimum
lease payments lease payments lease payments lease payments
USD'000 USD'000 USD'000 USD'000
Unaudited Unaudited Audited Audited
Not later than
one year 690 596 622 502
Later than one
year but not more
than five years 1,775 1,600 1,782 1,621
Total minimum lease
payments 2,465 2,196 2,404 2,123
Less: Amount representing
finance charges (269) - (281) -
Present value of
minimum lease payments 2,196 2,196 2,123 2,123
26. Related party disclosures
The following are the significant transactions between the Group
and related parties (who are not members of the Group) that took
place during the financial period ended 30 June 2013 and 30 June
2012 at the terms agreed between the parties, which are conducted
at mutually agreed terms between the parties.
Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Transactions with related parties
- Rental expenses 29 14
- Administrative costs charged 88 79
117 93
30.6.2013 31.12.2012
USD'000 USD'000
Unaudited Audited
Amount due from related parties 1 2
Amount due to related parties 150 42
Amount due from/(to) related parties are non-trade related,
unsecured, non-interest bearing and are repayable in cash on
demand.
Related parties represent companies in which certain directors
of the Group have financial interest and are also directors of
these companies.
Compensation of key management personnel
Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Directors' salaries 241 238
Directors' fees 95 93
Short term employee benefits 174 181
Contribution to defined contribution
plans 22 30
Share-based payment transactions
(Note 23) 38 982
570 1,524
Compensation of key management personnel (cont'd)
Six Months Six Months
Ended Ended
30.6.2013 30.6.2012
USD'000 USD'000
Unaudited Unaudited
Compensation comprise
Amounts paid to:
- Directors of the Company 333 328
- Directors of a subsidiary company 3 3
- Other key management personnel 196 211
532 542
Share-based payment transactions
expense:
- Directors of the Company - 947
- Other key management personnel 38 35
38 982
570 1,524
The amounts disclosed above are the amounts recognised as an
expense during the reporting period related to key management
personnel.
27. Events after the reporting period
On 21 August 2013, the Group completed the acquisition of 100%
equity interest in Grand Performance Sdn. Bhd. at the purchase
price of RM24.7 million (approximately USD7.5 million). This new
subsidiary owns 3,852 hectares of land suitable for oil palm
development.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR URORROUAKOAR
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