SET Announcements

million as at 31st March, 2000 and 31st December, 1999. In addition, the joint venture has foreign currency loans from other participants of approximately Yen 1,319 million and Deutschemark 8.88 million, on which interest is charged at 2 and 15 percent per annum, respectively. All loans were scheduled for repayment in early 2000 but when repayment was due, the joint venture rescheduled it to May 2001. The Company's loan to BMCL was provided to pay a project. (UNAUDITED/BUT REVIEWED) c) Pathum Thani Water Company Limited The Company's loan to Pathum Thani Water Company Limited was provided under the Sponsor Loan Agreement made with that company. The agreement does not stipulate a definite repayment schedule and the loan is not collateralised. In addition the Company's Board of Director's Meeting No. 11/1999, held on 7th December, 1999 unanimously resolved to accept the transfer of a loan and accrued interest totalling Baht 187.9 million from related company - CH. Karnchang Holding Co., Ltd. in proportion to the additional shareholding in Pathum Thani Water Company Limited which the Company purchased from the related company in 1999. d) Joint Venture BBCD (Bilfinger + Berger Bauaktiengesellschaft, CH. Karnchang Public Company Limited and Dyckerhoff & Widmann AG) As at 31st March, 2000 and 31st December, 1999, the joint venture had a foreign currency loan from another participant of Deutschemark 23 million for which the loan agreement scheduled full repayment in November 2000 with interest charged at the inter bank rate plus a certain percentage. In 1999, the joint venture paid interest at rate of 3.7 percent per annum. (UNAUDITED/BUT REVIEWED) NOTE 6 - INVESTMENTS IN SUBSIDIARY COMPANIES AND JOINT VENTURES As at 31st March, 2000 Percentage Paid up owned by Provision for loss Dividend or Company's name capital the Company Cost Equity on investments profit sharing Thousand Thousand Thousand Thousand Thousand Thousand Baht Percent Baht Baht Baht Baht Subsidiaries - Construction Material Supply Co., Ltd. 15,000 99.99 15,000 - (3,846) - - CH. Karnchang Realestate Co., Ltd. and Limited Partnership 160,000 99.00 158,400 257,663 - - - Bangkok Metro Co., Ltd. 1,000 79.94 799 - (29,687) - - CH. Karnchang - Tokyu Construction Co., Ltd. and Joint Ventures 100,000 55.00 55,000 172,238 - - - Bangkok Concrete Industries Co., Ltd. 170,000 49.99 74,732 64,438 - - Equity in Joint Ventures - Joint Venture CH. Karnchang Public Company Limited Tokyu Construction Co., Ltd.CH. Karnchang - Tokyu Construction Co., Ltd. Highway Project - 60.00 - 809 - - Expressway Project - 40.00 - 240 - - - Joint Venture CH. Karnchang Public Company Limited, Bilfinger + Berger Bauaktiengesellschaft, Tokyu Construction Co., Ltd., and CH. Karnchang - Tokyu Construction Co., Ltd. - Second Stage Expressway Project Sector B Route Phayathai - Bangkhlo - 53.20 - 55,982 - 15,300 - Second Stage Expressway Project Sector C + Route Chaeng Watthana - Bang Phun & Bang Sai - 59.99 - 344,657 - - - Second Stage Expressway Project Sector D Route Asoke - Srinakarin - 59.99 - - (22,586) 41,986 - Second Stage Expressway Project Sector C1A Route Ngam Wong Wan - Chaeng Wattana - 59.99 - 42,176 - 70,057 - The TWCK (Thames Water International (Thailand) Ltd. and CH. Karnchang Public Company Limited.) Joint Venture - 50.00 - 24,264 - - (UNAUDITED/BUT REVIEWED) As at 31st March, 2000 Percentage Paid up owned by Provision for loss Dividend or Company's name capital the Company Cost Equity on investments profit sharing Thousand Thousand Thousand Thousand Thousand Thousand Baht Percent Baht Baht Baht Baht - Joint Venture BCKT (Bilfinger + Berger Bauaktiengesellschaft, CH. Karnchang Public Company Limited, Kumagai Gumi Co., Ltd. and Tokyu Construction Co., Ltd.) - 25.00 - 104,362 - - - Joint Venture Phuket Consortium Consists of CH. Karnchang Public Company Limited, Thames Water International (Thailand) Limited, Index International Group Co., Ltd. and Trio Consultant Co., Ltd. - 93.00 - - (3,481) - - Joint Venture BBCD (Bilfinger + Berger Bauaktiengesellschaft, CH. Karnchang Public Company Limited and Dyckerhoff & Widmann AG) - 35.00 - - (3,080,682) - - Joint Ventures CKSL (CH. Karnchang Public Company Limited and SNC - Lavalin Inc.) - 50.00 - - (3,584) - 303,931 1,066,829 (3,143,866) 127,343 (UNAUDITED/BUT REVIEWED) As at 31st December, 1999 Percentage Paid up owned by Provision for loss Dividend or Company's name capital the Company Cost Equity on investments profit sharing Thousand Thousand Thousand Thousand Thousand Thousand Baht Percent Baht Baht Baht Baht Subsidiaries - Construction Material Supply Co., Ltd. 15,000 99.99 15,000 17,446 - - - CH. Karnchang Realestate Co., Ltd. and Limited Partnership 160,000 99.00 158,400 262,142 - - - Bangkok Metro Co., Ltd. 1,000 79.94 799 - (25,678) - - CH. Karnchang - Tokyu Construction Co., Ltd. and Joint Ventures 100,000 55.00 55,000 206,962 - 16,500 - Bangkok Concrete Industries Co., Ltd. 170,000 49.99 74,732 72,369 - - Equity in Joint Ventures - Joint Venture CH. Karnchang Public Company Limited Tokyu Construction Co., Ltd. CH. Karnchang - Tokyu Construction Co., Ltd. Highway Project - 60.00 - 864 - - Expressway Project - 40.00 - 240 - - - Joint Venture CH. Karnchang Public Company Limited, Bilfinger + Berger Bauaktiengesellschaft, Tokyu Construction Co., Ltd., and CH. Karnchang - Tokyu Construction Co., Ltd. - Second Stage Expressway Project Sector B Route Phayathai - Bangkhlo - 53.20 - 71,496 - - - Second Stage Expressway Project Sector C + Route Chaeng Watthana - Bang Phun & Bang Sai - 59.99 - 306,745 - 122,959 - Second Stage Expressway Project Sector D Route Asoke - Srinakarin - 59.99 - 18,076 - - - Second Stage Expressway Project Sector C1A Route Ngam Wong Wan - Chaeng Wattana - 59.99 - 110,064 - - - The TWCK (Thames Water International (Thailand) Ltd. and CH. Karnchang Public Company Limited) Joint Venture - 50.00 - 21,964 - 94,000 (UNAUDITED/BUT REVIEWED) As at 31st December, 1999 Percentage Paid up owned by Provision for loss Dividend or Company's name capital the Company Cost Equity on investments profit sharing Thousand Thousand Thousand Thousand Thousand Thousand Baht Percent Baht Baht Baht Baht - Joint Venture BCKT (Bilfinger + Berger Bauaktiengesellschaft, CH. Karnchang Public Company Limited, Kumagai Gumi Co., Ltd. and Tokyu Construction Co., Ltd.) - 25.00 - 57,864 - - - Joint Venture Phuket Consortium Consists of CH. Karnchang Public Company Limited, Thames Water International (Thailand) Limited, Index International Group Co., Ltd. and Trio Consultant Co., Ltd. - 93.00 - - (3,346) - - Joint Venture BBCD (Bilfinger + Berger Bauaktiengesellschaft, CH. Karnchang Public Company Limited and Dyckerhoff & Widmann AG) - 35.00 - - (3,025,181) - - Joint Venture CKSL (CH. Karnchang Public Company Limited and SNC - Lavalin Inc.) - 50.00 - - (2,635) - 303,931 1,146,232 (3,056,840) 233,459 NOTE 7 - INVESTMENT IN ASSOCIATED COMPANY Percentage Type of Paid up owned by Investment Company's name relation capital the Company Cost method Equity method Thousand Percent 31st March 31st December 31st March 31st December Baht 2000 1999 2000 1999 Thousand Thousand Thousand Thousand Baht Baht Baht Baht Pathum Thani Water Company Investment 1,102,000 29.10 356,900 356,900 148,043 180,728 Limited 356,900 356,900 148,043 180,728 (UNAUDITED/BUT REVIEWED) The Company has pledged share certificate of Pathum Thani Water Company Limited with a bank to secure certain part of long-term loans obtained from bank of that company. NOTE 8 - INVESTMENTS IN RELATED AND OTHER COMPANIES Consolidated The Company Only Percentage Investment Percentage Investment of investment 31st March 31st December of investment 31st March 31st December Percent 2000 1999 Percent 2000 1999 Thousand Thousand Thousand Thousand Baht Baht Baht Baht Related company Bangkok Expressway Public Company Limited 14.25 2,196,132 1,966,738 13.00 2,055,693 1,790,042 Other companies Nava Finance and Securities Public Company Limited 27,291 27,291 27,291 27,291 Bangkok Tokyu Department Store Co., Ltd. 19.00 2,280 2,280 - - - Kruasakul Co., Ltd. 10.14 43,750 43,750 10.14 43,750 43,750 The Bangkok Club Co., Ltd. 0.57 3,000 3,000 0.57 3,000 3,000 Chanthaburi Country Club Co., Ltd. 0.25 2,000 2,000 0.25 2,000 2,000 Investments in related joint ventures 10,501 10,501 8,845 8,845 Total investments 2,284,954 2,055,560 2,140,579 1,874,928 Less : Provision for loss on diminution in value of investments (1,061,981) (72,757) (1,024,889) (71,041) Investments - net 1,222,973 1,982,803 1,115,690 1,803,887 The Company and its subsidiary companies has pledged this investment in Bangkok Expressway Public Company Limited to secure the performance guarantee with banks for Joint Venture CH. Karnchang Public Company Limited, Bilfinger + Berger Bauaktiengesellschaft, Tokyu Construction Co., Ltd. and CH. Karnchang - Tokyu Construction Co., Ltd., long - term loans from banks and the issuance of debentures. (UNAUDITED/BUT REVIEWED) NOTE 9 - ACCOUNTS PAYABLE AND LOANS FROM SUBSIDIARY, RELATED COMPANIES AND JOINT VENTURES The outstanding balances of accounts payable and loans from subsidiary, related companies and joint ventures as at 31st March, 2000 are as follows : Consolidated The Company Only Pricing policy Thousand Thousand Baht Baht Accounts payable-trade Subsidiaries - Construction Material Supply Company Limited - 26,696 Closed to market price - Bangkok Concrete Industries Company Limited - 7,062 Closed to market price - Other subsidiaries - 872 Closed to market price - 34,630 Related Companies - Mahasiri Company Limited 16,445 15,580 Closed to market price - CK. Office Tower Company Limited 10,742 10,742 Closed to market price - Hicrete Production and Technology Company Limited 26,782 1,560 Closed to market price - Hitech Equipment and Transport Company Limited 11,417 11,095 Closed to market price - Siam Wire Industry Company Limited 4,232 - Closed to market price - BC Post - Tentioning Company Limited 2,132 - Closed to market price - Silasaicrete Limited Partnership 13,090 - Closed to market price - CH. Karnchang Holding Company Limited 16,869 - Closed to market price - Bilfinger and Berger Bauaktiengesellschaft (Thailand) Limited 16,291 - Closed to market price - PWH (Thailand) Company Limited 4,727 - Closed to market price - Other related companies and related parties 1,608 230 Closed to market price 124,335 39,207 Joint ventures - Other joint ventures 205 820 Closed to market price Other Participants in joint ventures - Bilfinger and Berger Bauaktiengesellschaft 447,158 - Closed to market price - Tokyu Construction Company Limited 81,691 - Closed to market price - Kumagai Gumi Company Limited 9,940 - Closed to market price 538,789 - Total accounts payable-trade 663,329 74,657 (UNAUDITED/BUT REVIEWED) Consolidated The Company Only Pricing policy Thousand Thousand Baht Baht Accrued interests Joint Venture - The TWCK (Thames Water International (Thailand) Ltd. and CH. Karnchang Public Company Limited) Joint Venture 2,643 5,287 Market interest rate Total accrued interests 2,643 5,287 Advance received from contractor Joint Venture - Joint Venture BCKT (Bilfinger + Berger Bauaktiengesellschaft, CH. Karnchang Public Company Limited, Kumagai Gumi Co., Ltd. and Tokyu Construction Co., Ltd.) 8,509 11,345 Based on contract Total advance received from contractor 8,509 11,345 674,481 91,289 NOTE 10 - LONG - TERM LOANS CONSOLIDATED THE COMPANY ONLY As at As at As at As at 31st March, 31st December, 31st March, 31st December, 2000 1999 2000 1999 Thousand Baht Thousand Baht Thousand Baht Thousand Baht Long -term loans from banks 1,138,049 995,019 500,000 240,000 Liabilities under discounted notes receivable - 2,897,163 - - 1,138,049 3,892,182 500,000 240,000 Current portion of long - term loans (683,949) (3,630,064) (45,900) - 454,100 262,118 454,100 240,000 (UNAUDITED/BUT REVIEWED) Most of loan agreements contain covenants and restrictions. These pertain to, among other things, the maintenance of certain financial ratios. As at 31st March, 2000, the financial ratios would not been maintained in compliance with the covenants stipulated in the agreements. Long-term loans of the Company, its subsidiary companies and its joint ventures were secured by pledging of their investments in ordinary shares of Bangkok Expressway Public Company Limited, transferring of the rights to receive of repayment from employer as per construction contracts of certain joint ventures and guaranteed by the Company's directors and participants of certain joint ventures NOTE 11 - SECURED DEBENTURES On 29th March, 2000, the Company issued secured debentures of Baht 500 million (500,000 units of Baht 1,000 each) at interest rate of 8 percent per annum (semi- annual interest payment) with a maturity period of 3 years as from the issuance date. These debentures carried a call option giving the issuer the option to redeem these debentures at the end of first year or second year as from the issuance date. These debentures are secured by pledging of the Company's investments in ordinary shares of Bangkok Expressway Public Company Limited. NOTE 12 - CORPORATE INCOME TAX Corporate income tax for the periods has been calculated after adding back certain expenses which are disallowable for tax computation purposes. (UNAUDITED/BUT REVIEWED) NOTE 13 - RELATED PARTY TRANSACTIONS During the period, the Company, its subsidiary companies and its joint ventures had significant business transactions with their related parties, related by the way of common shareholders, investing in joint ventures, common joint ventures' participants or common directors. Therefore, these financial statements reflect the results of these transactions as agreed between the parties. The significant transactions are summarised below :- For the period of three months ended 31st March, 2000 Consolidated The Company Only Pricing policy Million Baht Million Baht Transactions with subsidiary companies and joint ventures (excluded transactions being eliminated from the consolidated financial statements) Revenue from construction services 57.6 75.7 Based on construction contracts Sales of construction materials 92.4 88.0 Closed to market price Revenue from project management 13.0 25.6 Based on contracts Rental and transportation income 2.4 9.1 Closed to market price Interest income 1.3 4.9 Market interest rate Other income 11.3 20.1 Based on contracts Costs of construction materials and construction work 0.5 32.2 Closed to market price Other expenses - 0.4 Agreed between the parties Transactions with associated and related companies Revenue from construction services 294.8 - Based on construction contracts Revenue from project management 2.5 2.5 Based on contracts Rental and transportation income 8.9 8.3 Closed to market price Interest income 9.9 7.6 Market interest rate Other income 1.5 8.1 Based on contracts Costs of construction materials and construction work 176.9 - Closed to market price (UNAUDITED/BUT REVIEWED) The outstanding balances of the above transactions are shown as separate items in the balance sheet. NOTE 14 - STATEMENTS OF CASH FLOWS For the purpose of the statements of cash flows, cash and cash equivalents include cash in hand and at banks and deposit with finance company with an original maturity of 3 (more)