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177214-H) (Incorporated in Malaysia) CONDENSED CONSOLIDATED INCOME STATEMENTS For the period ended 30 September 2009 Individual Period 3 months ended 30.09.2009 30.09.2008 (Unaudited) (Unaudited) RM'000 RM'000 Revenue Operating profit/(loss) Interest expense Interest income 44,360 9,303 (2) 190 31,013 3,591 139 Cumulative Period 9 months ended 30.09.2009 30.09.2008 (Unaudited) (Unaudited) RM'000 RM'000 107,636 13,380 (6) 506 89,830 5,834 455
9,491 (1,671)
3,730 (804)
13,880 (2,448)
6,289 (1,186)
7,820
2,926
11,432
5,103
Attributable to : Equity holders of parent Minority interest 7,530 290 2,514 412 10,770 662 3,919 1,184
7,820 -
2,926 -
11,432 -
5,103 -
Earnings per share attributable to equity holders of the parent : Basic (sen) Diluted (sen) 2.08 N/A 0.69 N/A 2.97 N/A 1.08 N/A
The Condensed Consolidated Income Statements should be read in conjunction with the Annual Audited Financial Statements of the Group for the year ended 31 December 2008 and the accompaning explanatory notes attached to the interim financial statements.
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A & M REALTY BERHAD (Company No. 177214-H) (Incorporated in Malaysia) CONDENSED CONSOLIDATED BALANCE SHEETS As at 30 September 2009 As at 30.09.2009 (Unaudited) RM'000 ASSETS Non-current assets Property, plant and equipment Prepaid land lease payment Investment property Investment in associated companies Long term investments Property development projects Goodwill on consolidation Fixed Deposit As at 31.12.2008 (Audited) RM'000
Current assets Inventories Property development projects Trade and other receivables Amount due from customers for contract works Tax refundable Deposits with licensed banks Cash and bank balances
TOTAL ASSETS
684,336
598,438
balance sheet
A & M REALTY BERHAD (Company No. 177214-H) (Incorporated in Malaysia) CONDENSED CONSOLIDATED BALANCE SHEETS (Continued) As at 30 September 2009 As at 30.09.2009 (Unaudited) RM'000 EQUITY AND LIABILITIES Equity attributable to equity holders of the parent : Share capital Share premium Retained profits As at 31.12.2008 (Audited) RM'000
Minority interest Total equity Non-current liabilities Hire purchase creditors Deferred taxation
12,190 461,936
Current liabilities Amount due to customers for contract works Progress Billing in respect of property development Trade and other payables Hire Purchase Creditors Borrowings Bank overdraft Provision for taxation
2,727 52,670 52,994 138 1,120 317 109,966 147,881 598,438 1.21
Total liabilities TOTAL EQUITY AND LIABILITIES Net Assets per share attributable to equity Holders of the parent (RM)
The Condensed Consolidated Balance Sheet should be read in conjunction with the Annual Audited Financial Statements of the Group for the year ended 31 December 2008 and the accompaning explanatory notes attached to the interim financial statements.
balance sheet
A & M REALTY BERHAD (Company No. 177214-H) (Incorporated in Malaysia) CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the period ended 30 September 2009 Attributable to equity holders of the parent Non-distributable Distributable Share capital RM'000 Share premium RM'000 Retained profits RM'000 Minority Interest RM'000 Total Equity RM'000
As at 1 January 2009 Net profit for the period Dividend paid to Minority Interest by a subsidiary Additional acquisition of an existing subsidiary
181,367 -
35,073 -
222,536 10,770 -
51
51
As at 30 September 2009
181,367 -
35,073 -
233,306 -
12,190 -
461,936 -
As at 1 January 2008 Final Dividends for the year ended - 2007 - 3.0% less tax Net profit for the period Dividend paid to Minority Interest by a subsidiary
181,367
35,073
207,852
16,610
440,902
(4,026) 3,919 -
1,184 (118)
As at 30 September 2008
181,367
35,073
207,745
17,676
441,861
The Condensed Consolidated Statement of Changes in Equity should be read in conjunction with the Annual Audited Financial Statements of the Group for the year ended 31 December 2008 and the accompaning explanatory notes attached to the interim financial statement.
A & M REALTY BERHAD (Company No. 177214-H) (Incorporated in Malaysia) CONDENSED CONSOLIDATED CASH FLOW STATEMENT For the period ended 30 September 2009 9 months ended 30.09.2009 (Unaudited) RM'000 Profit/(Loss) before taxation Adjustments for : Non-cash items Non-operating items 957 (232) 3,029 (14,261) 13,880 12 months ended 31.12.2008 (Audited) RM'000 21,062
Operating profit before working capital changes Working capital changes : Net change in current assets Net change in current liabilities Tax refund Taxation paid Dividend income Interest paid Interest income Net cash flow from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Net cash inflow/(outflow) from acquisition of subsidiary Purchase of prepaid lease payments Purchase of property, plant and equipment Proceed from disposal of property, plant and equipment Development properties Net cash flow from/(used in) investing activities CASH FLOWS FROM FINANCING ACTIVITIES Net proceeds/(repayment) from borrowings Dividend paid Dividend paid to Minority Interest Placement of Fixed Deposit under lien Net cash flow from/(used in) financing activities NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AS AT 1 JANUARY
14,605
9,830
52,082 -
32,029 -
The Condensed Consolidated Cash Flow Statement should be read in conjunction with the Annual Audited Financial Statements of the Group for the year ended 31 December 2008 and the accompaning explanatory notes attached to the interim financial statements.
A & M Realty Berhad (177214-H) EXPLANATORY NOTES AS REQUIRED BY FINANCIAL REPORTING STANDARDS (FRS) 134 (FORMERLY KNOWN AS MALAYSIAN ACCOUNTING STANDARDS BOARD (MASB) 26)
A1.
Basis of preparation
The interim financial statement is unaudited and has been prepared in accordance with the requirements of FRS 134: Interim Financial Reporting and paragraph 9.22 of the Listing Requirements of Bursa Malaysia Securities Berhad. The interim financial statement should be read in conjunction with the audited financial statements of the Group for the year ended 31 December 2008.
These explanatory notes attached to the interim financial statements provide an explanation of events and transactions that are significant to an understanding of the changes in the financial position and performance of the Group since the year ended 31 December 2008.
A2.
The significant accounting policies adopted are consistent with those of the audited financial statements for the year ended 31 December 2008.
The following comparative amounts have been restated due to the adoption of the new and revised FRSs: Status of audit qualifications
A3.
The audit report of the Group's most recent annual audited financial statements for the year ended 31 December 2008 was not qualified.
A4.
The Group's operation were not significantly affected by any significant seasonal or cyclical factors for the current financial period ended 30 September 2009.
A5.
Unusual items
There were no unusual items that have a material effect on the assets, liabilities, equity, net income, or cashflow during the financial period under review.
A6.
Changes in estimates
There were no changes in estimates of amounts reported in prior quarters of the current financial year or changes in estimates of amounts reported in prior financial years that have a material effect in the current quarter.
A & M Realty Berhad (177214-H) EXPLANATORY NOTES AS REQUIRED BY FINANCIAL REPORTING STANDARDS (FRS) 134 (FORMERLY KNOWN AS MALAYSIAN ACCOUNTING STANDARDS BOARD (MASB) 26)
A7.
The Company issued 15,190,060 warrants on 11 September 2000. Each warrant is exercisable into one A&M ordinary share at an exercise price of RM1.45. Subsequent to adjustment arising from Capital Distribution and Share Consolidation of A & M, on 21 February 2005, the existing 15,190,060 warrants were debited and 7,595,030 adjusted warrants were credited directly by Bursa Depository into the same CDS account in which the existing warrants are deposited. Each adjusted warrant is exercisable into one A&M ordinary share at an exercise price of RM1.94. Pursuant to the Bonus Issue of up to 98,154,030 New Ordinary Shares of RM1.00 Each in A & M Realty Berhad (A&M) (A&M Shares) to be credited as fully paid-up on the basis of one (1) New A&M Share for every one (1) existing A&M Share of RM1.00 each held (Bonus Issue) and Share Split into two (2) Ordinary Shares of RM0.50 each ("Share Split") in A&M after the Bonus Issue, on 28 August 2007, an additional of up to 22,785,090 warrants will be issued as a result of the bonus issue and share split's adjustments. Each of the adjusted warrant is now exerciable into one (1) A&M ordinary share at an exercise price of RM0.50. Adjustments to both the Exercise Price and the Number Of Warrants is in accordance with the provisions of The Deed Poll dated 8 September 2000. All the adjusted warrants expire on the market day immediately preceeding 10 September 2010. As at 30 September 2009, there were no warrants exercised.
Save as disclosed above, there were no issuances and repayments of debt and equity securities, share buy-backs and share cancellations, shares held as treasury shares and resale of treasury shares for the current financial period ended 30 September 2009.
A8.
Dividend paid
No dividend was paid during the current financial period ended 30 September 2009 (3.0% less 26% tax, amounting to RM4.026 million for the previous financial period ended 30 September 2008).
A & M Realty Berhad (177214-H) EXPLANATORY NOTES AS REQUIRED BY FINANCIAL REPORTING STANDARDS (FRS) 134 (FORMERLY KNOWN AS MALAYSIAN ACCOUNTING STANDARDS BOARD (MASB) 26)
A9.
Segment reporting (a) Analysis of the Group's results by the various activities for the current financial period are as follows:-
30 September 2009
Property development, construction & management services RM'000 67,548 480 68,028
REVENUE External sales Inter-segment sales Total revenue RESULTS Segment results Unallocated income Profit/(Loss) from operations Finance costs Proft/(Loss) before taxation Taxation Net profit/(loss) for the period
5,426
1,433
2,316
844
30 September 2008
Property development, construction & management services RM'000 49,597 160 49,757
REVENUE External sales Inter-segment sales Total revenue RESULTS Segment results Unallocated income Profit/(Loss) from operations Finance costs Proft/(Loss) before taxation Taxation Net profit/(loss) for the period
911
1,866
1,935
1,122
(b) Analysis by geographical location is not presented as the Group's activities are carried out predominantly in Malaysia.
A & M Realty Berhad (177214-H) EXPLANATORY NOTES AS REQUIRED BY FINANCIAL REPORTING STANDARDS (FRS) 134 (FORMERLY KNOWN AS MALAYSIAN ACCOUNTING STANDARDS BOARD (MASB) 26)
A10.
The valuations of land and buildings have been brought forward, without amendment from the previous financial statements.
A11.
There are no material events subsequent to the end of the period under review that have not been reflected in the quarterly financial statements.
A12.
There were no changes in composition of the Group during the current financial period ended 30 September 2009 other than as disclosed below:
The Proposed Proposed Subsequent With On Share Capital 22 10 3 abovementioned the June October June consolidation distribution termination acquisition acquisition 2005, 2005, to 2005, the the of completion of of proposals the of of 158,297,132 Company Company 2 the the 10,000 the Company ordinary entire joint entire entire has ordinary of venture, had had issued shares issued the issued ordinary had been disposed acquired above acquired and shares the and approved of and shares RM0.50 paid-up Company paid-up proposals off paid-up 7 of 2 shares the shares RM1.00 of by each capital entire RM0.50 capital the capital purchased of and of shareholders in shareholding each RM1.00 of RM1.00 the of the each 2 of 5 ordinary Company in 2 ordinary completion the ordinary Penghantaran in each each Hil entire at in shares Industries representing the shares representing into Ashares 171,902 & of Extraordinary M 1of the ordinary Dot of Bintang RM1.00 Berhad of RM1.00 payment ordinary Com RM1.00 70% 100% share Jaya each Australia ("Hil") General equity each equity shares of each Sdn of in the to in Tasik RM1.00 in the in Meeting Pt in Bhd Tour of balance A A Ltd T.G. shareholders RM1.00 & Saujana ("PBJ") Haven of M each Industrial held 325,000 Security Modern of each after sale Sdn with on 12 of As at 1 April 2009, the completed the acquisition of 10,000,000 ordinary shares of RM1.00 each and 860,000 preference shares of RM0.10 each representing the entire equity interest in AMJ Properties Sdn. Bhd. ("AMJP") each by A&M, for a total cash consideration of RM75,000,000.
A13.
There are no changes in the contingent liabilities or assets of the Group since the last annual balance sheet date to the date of this announcement.
A14.
Capital Commitments #################### The capital commitment of the Group not provided for in the interim financial report as at 30 September 2009 is as follows: RM'000 Contracted but not provided for - acquisition of development properties 2,367
A & M Realty Berhad (177214-H) EXPLANATORY NOTES AS REQUIRED BY LISTING REQUIREMENTS OF BURSA SECURITIES B1. Review of performance
The Group achieved RM107.636 million revenue and RM13.880 million profit before taxation and minority interest for the current financial period ended 30 September 2009 as compared to RM89.830 million revenue and RM6.289 million profit before taxation and minority interests for the corresponding financial period of the preceding year. The higher profit before taxation and minority interest for the current financial period ended 30 September 2009 as compared to financial period of the preceding year ended 30 September 2008 was mainly due to the launch of Amverton Park @ Bukit Kemuning Golf & Country Club project.
B2.
B3.
B4.
Variances from Profit Forecasts and Profit Guarantee The Group has not provided any profit forecasts and profit guarantees in a public document.
B5.
Taxation Current Quarter RM'000 Current taxation - for the period Deferred taxation - provision 1,254 417 1,671 Cumulative year to date RM'000 3,111 (663) 2,448
0 The effective tax rate of the Group is lower than the statutory tax rate mainly due to the utilisation of tax benefits by certain of its subsidiaries.
A & M Realty Berhad (177214-H) EXPLANATORY NOTES AS REQUIRED BY LISTING REQUIREMENTS OF BURSA SECURITIES B6. The Sale of Unquoted Investments and/or Properties There were no profits or losses on sale of unquoted investment and sale of investment properties for the current financial period.
B7.
Particulars of Purchase or Disposal of Quoted Securities (a) There were no purchases or disposals of quoted securities for the current financial quarter and current financial period-to-date. (b) The investments in quoted shares (other than securities in existing subsidiary and associated companies) as at the end of the reporting period:RM'000 Quoted shares - at cost Quoted shares - at book value Quoted shares - at market value 145 145 128
No provision for diminution in value is made as the Board of Directors is of the opinion that the diminution is temporary in nature.
B8.
A & M Realty Berhad (177214-H) EXPLANATORY NOTES AS REQUIRED BY LISTING REQUIREMENTS OF BURSA SECURITIES B9. Group Borrowings and Debt Securities Unsecured RM'000 Short Term Borrowings Hire Purchase - within 12 months - after 12 months Secured RM'000 1,717
Total
B10.
B11.
Changes in Material Litigation (a) A third party has instituted a legal suit against two of its subsidiaries in automotive parts distribution division and certain directors and employees of those companies for damages by virtue of the breach of duty of good faith and fidelity as former employees to that third party.
The affected subsidiaries denied such allegation and had appointed legal counsels to defend themselves in the event the matter proceeds to trial.
(b) A third party has instituted a legal suit against one of its subsidiary in automotive parts distribution division for damages arising from the act of passing off, breach of registered trademark belonging to the third party.
The affected subsidiary denied committing such an offence and legal counsel had been appointed to dispute this claim.
B12.
Dividend
A first and final dividend of 3.0% less 26% tax for the year ended 31 December 2007 amounting to No dividend has been recommended by the Board of financial Directors for the financial period under review.
A & M Realty Berhad (177214-H) EXPLANATORY NOTES AS REQUIRED BY LISTING REQUIREMENTS OF BURSA SECURITIES
B13.
The basic earnings per share for the financial period has been calculated based on the Group's net profit for the period and divided by the weighted average number of ordinary shares in issue during the financial period.
Profit for the period (RM'000) Less : Amount attributable to minority interest (RM'000) Profit attributable to equity holders (RM'000)
7,820
2,926
11,432
5,103
(290) 7,530
(412) 2,514
(662) 10,770
(1,184) 3,919
Weighted average number of ordinary shares outstanding ('000) Basic earnings per share (sen)
362,734 2.08
362,734 0.69
362,734 2.97
362,734 1.08
(b) Diluted Profit attributable to equity holders (RM'000) Diluted weighted average number of ordinary shares outstanding ('000) Add : Effect of warrants ('000) 7,530 2,514 10,770 3,919
For the purpose of calculating diluted earnings per share, the profit attributable to equity holders and the weighted average number ordinary shares in issue during the period have been adjusted for the dilutive effects of warrants.
B14.
Provision of financial assistance The Group has not provided any financial assistance to any parties for the current financial period. By Order of the Board
BERNARD LIM BOON SIANG CHONG SOOK LING Secretaries Klang 30 November 2009