MTQ Corporation Limited

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Full Year Financial Statement And Dividend Announcement

BackApr 30, 2003

PART I - INFORMATION REQUIRED FOR ANNOUNCEMENTS OF QUARTERLY (Q1, Q2 & Q3), HALF-YEAR AND FULL YEAR RESULTS

    1(a) An income statement (for the group) together with a comparative statement for the corresponding period of the immediately preceding financial year


      GROUP
      S$'000
      S$'000
      %
      S$'000
      S$'000
      %
      3 months to 31/03/2003
      3 months to 31/03/2002
      Change
      12 months to 31/03/2003
      12 months to 31/03/2002
      Change
      Revenue
      12,754
      9,757
      31
      48,030
      42,412
      13
      Investment income
      3
      0
      n/m
      46
      0
      n/m
      Other income including interest income
      (Note A)
      417
      317
      32
      772
      497
      55
      13,174
      10,074
      31
      48,848
      42,909
      14
      Cost of sales (Note B)
      (8,399)
      (6,148)
      37
      (31,674)
      (27,056)
      17
      4,775
      3,926
      22
      17,174
      15,853
      8
      Staff costs
      (2,179)
      (1,687)
      29
      (8,139)
      (7,536)
      8
      Other operating expenses (Note C, D)
      (1,618)
      (1,712)
      (5)
      (5,976)
      (6,268)
      (5)
      Profit from operating activities
      978
      527
      86
      3,059
      2,049
      49
      Interest on borrowings (Note E)
      (200)
      (80)
      150
      (633)
      (357)
      77
      Gain on disposition of discontinuing operation
      0
      0
      n/m
      3,484
      1
      n/m
      Profit from operations before taxation
      778
      447
      74
      5,910
      1,693
      249
      Taxation (Note F)
      (365)
      78
      n/m
      (760)
      (434)
      75
      Net profit from operations
      413
      525
      (21)
      5,150
      1,259
      309
      Minority interests
      358
      97
      269
      235
      222
      6
      Profit before extraordinary items
      771
      622
      24
      5,385
      1,481
      264
      Extraordinary items, net
      0
      0
      n/m
      0
      0
      n/m
      Net profit attributable to shareholders
      771
      622
      24
      5,385
      1,481
      264
      n/m: not meaningful

      Note A - Other income (including interest income) comprises:-

      GROUP
      S$'000
      S$'000
      %
      S$'000
      S$'000
      %
      3 months to 31/03/2003
      3 months to 31/03/2002
      Change
      12 months to 31/03/2003
      12 months to 31/03/2002
      Change
      Interest income
      15
      9
      67
      73
      62
      18
      Rental income
      286
      296
      (3)
      286
      296
      (3)
      Profit on sale of quoted investments
      0
      0
      n/m
      0
      2
      n/m
      Commission received
      0
      1
      n/m
      0
      32
      n/m
      Government grant
      0
      0
      n/m
      262
      0
      n/m
      Other income
      116
      11
      955
      151
      105
      44
      417
      317
      32
      772
      497
      55


      Note B - Cost of sales includes:-

      GROUP
      S$'000
      S$'000
      %
      S$'000
      S$'000
      %
      3 months to 31/03/2003
      3 months to 31/03/2002
      Change
      12 months to 31/03/2003
      12 months to 31/03/2002
      Change
      Depreciation of property, plant and equipment
      711
      515
      38
      2,022
      1,315
      54



Note C - Other operating expenses includes:-

GROUP
S$'000
S$'000
%
S$'000
S$'000
%
3 months to 31/03/2003
3 months to 31/03/2002
Change
12 months to 31/03/2003
12 months to 31/03/2002
Change
Depreciation of property, plant and equipment
240
91
164
838
819
2
Amortisation of goodwill
34
0
n/m
69
0
n/m
(Gain) / Loss on exchange, net
(338)
62
n/m
(691)
(55)
1,156
Allowance for doubtful debts and bad debts written (back) / off
(72)
80
n/m
34
224
(85)
Allowance for stock obsolescence and stocks written off
30
182
(84)
104
426
(76)
Loss / (Gain) on sale of property, plant & equipment, net
9
6
50
(16)
13
n/m
Exceptional (gain) / loss (Note D)
0
0
n/m
(2,799)
221
n/m


Note D - Exceptional items comprises:-

GROUP
S$'000
S$'000
%
S$'000
S$'000
%
3 months to 31/03/2003
3 months to 31/03/2002
Change
12 months to 31/03/2003
12 months to 31/03/2002
Change
(Gain) on disposition of discontinuing operation
0
0
n/m
(3,484)
(1)
n/m
Provision for diminution in value of investment
0
0
n/m
685
0
n/m
Insurance claim in relation to property, plant and equipment written off*
0
0
n/m
(2,007)
0
n/m
Property, plant and equipment written off*
0
0
n/m
2,007
0
n/m
Severance pay arising from streamlining of operations
0
0
n/m
0
222
n/m
0
0
n/m
(2,799)
221
n/m


*This relates to the loss of a submersible remotely operated vehicle ("ROV") unit belonging to MTQ Subsea Technology Pte Ltd, a 72.73% owned subsidiary of the Metalock (Singapore) Limited, during an undersea operation. The ROV unit is part of a complete ROV system which was engaged for the operation. Save for the ROV unit, the rest of the ROV system remains intact. The ROV unit is fully insured and the claim has been submitted to the insurers. However, the insurers have disputed our claim. MTQ Subsea intends to pursue this matter vigorously.


Note E - Interest on borrowings comprises:-

GROUP
S$'000
S$'000
%
S$'000
S$'000
%
3 months to 31/03/2003
3 months to 31/03/2002
Change
12 months to 31/03/2003
12 months to 31/03/2002
Change
Interest on bank loans and overdrafts
197
76
159
620
340
82
Interest on finance leases
3
4
(25)
13
17
(24)
200
80
150
633
357
77


Note F- Amount of any adjustment for under or overprovision of tax in respect of prior years:-

GROUP
S$'000
S$'000
%
S$'000
S$'000
%
3 months to 31/03/2003
3 months to 31/03/2002
Change
12 months to 31/03/2003
12 months to 31/03/2002
Change
Underprovision/ (overprovision) in respect of previous years:
- current taxation
(32)
76
n/m
0
37
n/m
- deferred taxation
(295)
(31)
852
(295)
(31)
852
(327)
45
n/m
(295)
6
n/m


    1(b)(i) A balance sheet (for the issuer and group), together with a comparative statement as at the end of the immediately preceding financial year


      Group
      Company
      31/03/2003
      31/03/2002
      31/03/2003
      31/03/2002
      S$'000
      S$'000
      S$'000
      S$'000
      Share capital
      19,800
      19,800
      19,800
      19,800
      Reserves
      11,490
      8,134
      12,641
      15,597
      Shareholders' funds
      31,290
      27,934
      32,441
      35,397
      Minority interests
      970
      894
      -
      -
      Capital employed
      32,260
      28,828
      32,441
      35,397
      Represented by:
      Non-current assets
      Goodwill
      2,163
      -
      -
      -
      Property, plant and equipment, net
      24,238
      21,773
      2,307
      4,307
      Subsidiary companies
      -
      -
      22,208
      27,584
      Investments
      2,813
      685
      -
      685
      Other receivables
      316
      290
      73
      98
      Deferred tax asset
      297
      248
      -
      -
      29,827
      22,996
      24,588
      32,674
      Current assets
      Inventories and work-in-progress
      5,668
      6,510
      -
      -
      Receivables
      14,495
      10,774
      673
      987
      Fixed deposits
      7,705
      2,032
      7,702
      2,029
      Cash at bank and in hand
      2,980
      5,849
      435
      1,419
      30,848
      25,165
      8,810
      4,435
      Current liabilities
      Payables: amounts falling due within one year
      (17,925)
      (14,963)
      (773)
      (987)
      (17,925)
      (14,963)
      (773)
      (987)
      Net current assets
      12,923
      10,202
      8,037
      3,448
      Non-current liabilities
      Payables: amounts falling due after one year
      (10,121)
      (3,628)
      -
      -
      Deferred tax liability
      (369)
      (742)
      (184)
      (725)
      (10,490)
      (4,370)
      (184)
      (725)
      32,260
      28,828
      32,441
      35,397

      The goodwill arose from the Group's acquisition of fuel injection business from RM Diesel Pty Ltd and the acquisition of a turbocharger business from Turbo Torque Pty Ltd.

      Property, plant and equipment also increased considerably as of 31 March 2003, in tandem with the progression of the Subsea Robotics division's ROV build program. The acquisition of new equipment as part of Oilfield Engineering division's renewal and upgrading programme has also led to the increase in property, plant and equipment. This was offset by current year depreciation charges, coupled with the sale of property, plant and equipment as part of the divestment of the Marine Repairs Services business.

      Net Investment also closed higher with the Group's purchase of a 19.99% stake in RCR Tomlinson Ltd, offset by a full provision for diminution in value of investment in OmixAsia.com Pte Ltd.

      Compared to 31 March 2002, net current assets as of 31 March 2003 was higher mainly for the following reasons:
      - procceds from sale of Marine Repair Services business;
      - higher receivables in tandem with the higher revenue.
      being offset by:
      - higher borrowings as explained in 1(b)(ii)

    1(b)(ii) Aggregate amount of group's borrowings and debt securities

      Amount repayable in one year or less, or on demand

      As at 31/03/2003
      As at 31/03/2002
      Secured
      Unsecured
      Secured
      Unsecured
      S$'000
      6,135
      S$'000
      0
      S$'000
      3,593
      S$'000
      0


      Amount repayable after one year

      As at 31/03/2003
      As at 31/03/2002
      Secured
      Unsecured
      Secured
      Unsecured
      S$'000
      10,120
      S$'000
      0
      S$'000
      3,562
      S$'000
      0


      Details of any collateral

      The Group's borrowings consist of secured bank overdraft and bank loans of three subsidiary companies.

      The bank overdraft and bank loans of one subsidiary are secured by a floating charge over its assets, corporate guarantees from its wholly owned subsidiary company as well as the Company, and personal guarantee from a minority shareholder of the subsidiary company.

      The loan of another subsidiary company is secured by a mortgage over its investment in RCR Tomlinson Ltd, corporate guarantee from its holding company and a pledge of fixed deposit of S$2.28 million.

      The loan of the third subsidiary company is secured by fixed charge over certain equipments which were financed under this loan.

      Group's Borrowings :

      The Group's aggregate borrowings increased as at 31 March 2003 as new loans are obtained to finance the acquisition of new businesses as well as the purchase of new equipment.

    1(c) A cash flow statement (for the group), together with a comparative statement for the corresponding period of the immediately preceding financial year


      Group
      S$'000
      12 months to 31/03/2003
      12 months to 31/03/2002
      Cash flows from operating activities:
      Profit before taxation
      5,910
      1,693
      Add/(Less):
      Amortisation of goodwill
      69
      -
      Depreciation of property, plant and equipment
      2,860
      2,134
      Provision for diminution in value of investments
      685
      -
      Profit on sale of business assets
      (3,484)
      -
      Profit on sale of property, plant and equipment
      (16)
      (82)
      Investment and interest income
      (119)
      (62)
      Interest expense
      633
      357
      Goodwill written off for acquisition of additional interest in a subsidiary company
      6
      -
      Dilution of minority interests in a subsidiary company, net
      -
      (3)
      Impairment loss of property, plant and equipment
      -
      170
      Profit on sale of quoted investments
      -
      (2)
      Operating income before reinvestment in working capital
      6,544
      4,205
      (Increase) / Decrease in receivables
      (2,006)
      2,644
      Decrease / (Increase) in inventories and work-in-progress
      450
      (174)
      Decrease / (Increase) in payables
      263
      (656)
      Currency re-alignment
      (388)
      91
      Cash generated from operations
      4,863
      6,110
      Investment and interest income received
      119
      62
      Interest expense paid
      (633)
      (357)
      Income taxes paid
      (683)
      (601)
      Net cash provided by operating activities
      3,666
      5,214
      Cash flows from investing activities:
      Proceeds from sale of business assets
      7,798
      5,970
      Purchase of property, plant and equipment
      (9,727)
      (10,747)
      Proceeds from sale of property, plant and equipment
      542
      4,969
      Investment in new businesses
      (3,471)
      -
      (Purchase of ) / Proceeds from quoted equity investments
      (2,813)
      43
      Loans (to) / Repaid by staff, net
      (46)
      146
      Subscription for shares in a subsidiary company by minority shareholders
      300
      810
      Additional investment in unquoted investment
      -
      (336)
      Net cash (used in) / provided by investing activities
      (7,417)
      855
      Cash flows from financing activities:
      Dividends paid
      (2,162)
      (747)
      Proceeds / (Repayment) of bank overdraft, secured
      600
      (94)
      Proceeds from long-term loans, secured
      11,616
      -
      Repayment of long-term loans
      (4,680)
      -
      Repayment of finance leases
      (99)
      (124)
      Proceeds from finance leases
      -
      38
      Proceeds from term loans, secured
      1,280
      3,820
      Repayment of term loans, secured
      -
      (1,615)
      Net cash provided by financing activities
      6,555
      1,278
      Net change in cash and cash equivalents
      2,804
      7,347
      Cash and cash equivalents at beginning of financial year
      7,881
      534
      Cash and cash equivalents at end of financial year
      10,685
      7,881

      Net decrease in cash generated from operations was mainly the result of the less favourable movement in working capital.

      The high net cash used in investing activities arose mainly from the acquisition of business assets of RM Diesel Pty Ltd and Turbo Torque Pty Ltd, purchase of a 19.99% stake in RCR Tomlinson Ltd as well as from the continuing build program undertaken by the Subsea Robotics division. The acquisition of new equipment as part of Oilfield Engineering division's renewal and upgrading programme has also added to the outflow of cash. All these however are partially offset by proceeds received from the sale of the Marine Repair Services division.

      Net cash provided by financing activities was higher than prior financial year mainly because of new long-term loans drawn down.


    1(d)(i) A statement (for the issuer and group) showing either (i) all changes in equity or (ii) changes in equity other than those arising from capitalisation issues and distributions to shareholders, together with a comparative statement for the corresponding period of the immediately preceding financial year


      Share Capital
      Share Premium
      Foreign Currency Translation Reserve
      Retained Earnings
      Share Capital & Reserves
      Group
      S$'000
      S$'000
      S$'000
      S$'000
      S$'000
      Balance as at 1 April 2001
      19,800
      1,944
      531
      4,888
      27,163
      Exchange difference on translation of overseas subsidiary companies
      37
      37
      Net profit attributable to shareholders
      1,481
      1,481
      Dividends paid in respect of previous financial year, less tax
      (747)
      (747)
      Balance as at 31 March 2002
      19,800
      1,944
      568
      5,622
      27,934
      Balance as at 1 April 2002
      19,800
      1,944
      568
      5,622
      27,934
      Exchange difference on translation of overseas subsidiary companies
      133
      133
      Net profit attributable to shareholders
      5,385
      5,385
      Dividends paid in respect of previous financial year, less tax
      (1,544)
      (1,544)
      Dividends paid in respect of current financial year, less tax
      (618)
      (618)
      Balance as at 31 March 2003
      19,800
      1,944
      701
      8,845
      31,290

      Share Capital
      Share Premium
      Retained Earnings
      Share Capital & Reserves
      Company
      S$'000
      S$'000
      S$'000
      S$'000
      Balance as at 1 April 2001
      19,800
      1,944
      15,675
      37,419
      Net loss attributable to shareholders
      (1,275)
      (1,275)
      Dividends paid in respect of the previous financial year, less tax
      (747)
      (747)
      Balance as at 31 March 2002
      19,800
      1,944
      13,653
      35,397
      Balance as at 1 April 2002
      19,800
      1,944
      13,653
      35,397
      Net loss attributable to shareholders
      (794)
      (794)
      Dividends paid in respect of previous financial year, less tax
      (1,544)
      (1,544)
      Dividends paid in respect of current financial year, less tax
      (618)
      (618)
      Balance as at 31 March 2003
      19,800
      1,944
      10,697
      32,441


    1(d)(ii) Details of any changes in the company's share capital arising from rights issue, bonus issue, share buy-backs, exercise of share options or warrants, conversion of other issues of equity securities, issue of shares or cash or as consideration for acquisition or for any other purpose since the end of the previous period reported on. State also the number of shares that may be issued on conversion of all the outstanding convertibles as at the end of the current financial period reported on and as at the end of the corresponding period of the immediately preceding financial year

      There have been no changes in the company's issued share capital.

      GROUP
      31/03/2003
      31/03/2002
      '000
      '000
      Number of shares that may be issued upon exercising all outstanding options
      1,355
      1,850


    2. Whether the figures have been audited, or reviewed and in accordance with which standard (e.g. the Singapore Standard on Auditing 910 (Engagements to Review Financial Statements), or an equivalent standard)

      The figures have not been audited in accordance with the Singapore Standard on Auditing 910 (Engagements to Review Financial Statements).

    3. Where the figures have been audited or reviewed, the auditors' report (including any qualifications or emphasis of matter)

      Not Applicable

    4. Whether the same accounting policies and methods of computation as in the issuer's most recently audited annual financial statements have been applied

      The Company has adopted the same accounting policies and methods of computation for the current financial period as those for the financial year ended 31 March 2002.

      The presentation and classification of certain items in the financial statements have been changed to provide proper comparisons with the current year's presentation.

    5. If there are any changes in the accounting policies and methods of computation, including any required by an accounting standard, what has changed, as well as the reasons for, and the effect of, the change

      No changes in the accounting policies and methods of computation.

    6. Earnings per ordinary share of the group for the current period reported on and the corresponding period of the immediately preceding financial year, after deducting any provision for preference dividends


      Group
      12 months ended 31/03/2003
      (cents)
      12 months ended 31/03/2002
      (cents)
      Earnings per ordinary share:-
      - Based on weighted average number of ordinary shares on issue (Note A)
      6.80
      1.87
      - On a fully diluted basis (Detailing any adjustments made to the earnings) (Note B)
      6.78
      1.86

      Note A - The earnings per share based on existing share capital is calculated on the profit set out in 1(a) above and the weighted average number of ordinary shares in issue of 79.20m (YTD March 2002: 79.20m) during the period under review.

      Note B - The earnings per share on a fully diluted basis is calculated on the profit set out in 1(a) above and the weighted average number of ordinary shares of 79.38m (YTD March 2002: 79.51m) in issue during the period under review (adjusted for the effects of dilutive potential ordinary shares being the share options granted to employees).

    7. Net asset value (for the issuer and group) per ordinary share based on issued share capital of the issuer at the end of the (a) current period reported on and (b) immediately preceding financial year


      Group
      Company
      31/03/2003
      31/03/2002
      31/03/2003
      31/03/2002
      (cents)
      (cents)
      (cents)
      (cents)
      Net asset value per ordinary share based on issued share capital
      39.51
      35.27
      40.96
      44.69


    8. A review of the performance of the group, to the extent necessary for a reasonable understanding of the group's business. The review must discuss any significant factors that affected the turnover, costs, and earnings of the group for the current financial period reported on, including (where applicable) seasonal or cyclical factors. It must also discuss any material factors that affected the cash flow, working capital, assets or liabilities of the group during the current financial period reported on

      Turnover

4Q2003 vs 4Q2002

      The Group achieved a turnover of S$12,754,000 for 4Q2003, which represented a 31% improvement over that attained for 4Q2002. The improvement was driven by substantial turnover growth across its three key business segments.

      4Q2003 continued to see the Group's Oilfield Engineering division benefiting from a buoyant oil and gas drilling industry and an extended workshop capacity upon the completion of its equipment renewal and upgrading programme.

      The Turbocharger and Fuel Injection division enjoyed strong turnover growth for 4Q2003 as compared to 4Q2002. Apart from increased sales activities within the existing turbocharger operations, the growth was also fuelled by full-quarter contributions from the businesses of RM Diesel Pty Ltd and Turbo Torque Pty Ltd which were acquired in 2Q2003 and 3Q2003 respectively.

      The turnover achieved for Subsea Robotics division well-surpassed that achieved for 4Q2002 due to an enlarged fleet of remotely-operated vehicles (ROVs). A second mid-range Swift ROV system was added in the quarter after the successful launch of its predecessor in 3Q2003. Notwithstanding the expanded fleet size and thus the easier access to other waters beyond the North Sea region, the 4Q2003 growth in turnover was muted by the bleak market conditions prevailing since the last winter.

      FY2003 vs FY2002

      Supported by increased revenue contributions from its existing operations, the Group generated a turnover of S$48,030,000 for the financial year ended 31 March 2003, exceeding the S$42,412,000 recorded in the prior financial year by 13%, despite the absence of revenue contributions from the Marine Repair Services division divested since May 2002.

      In particular, increased activities were also noted in the Oilfield Engineering division amidst buoyant oil and gas drilling activities.

      The Turbocharger and Fuel Injection division saw its operations benefiting from a healthy Australian economy during the year in review. Its revenue was also boosted by the addition of the two new business units acquired during the year.

      FY2003 also witnessed the expansion of the Group's ROV fleet to 7 vehicles. While this supported the growth in revenue of the Subsea Robotics division, performance of the division weakened in the second half of the year as operations suffered from unusually severe winter conditions in the North Sea, as well as the loss of a ROV unit during an operation.


      Profitability


4Q2003 vs 4Q2002


      Group profit before tax ("PBT") for 4Q2003 of S$778,000 was 74%, or S$331,000, higher than that achieved in 4Q2002.

      The improvement was led by strong earnings improvement in the Turbocharger and Fuel Injection division as well as favourable exchange movements, coupled with the absence of losses from Marine Repair Services that plagued 4Q2002's earnings.

      Driven by the work volumes, the Oilfield Engineering division maintained strong earnings for 4Q2003. Notwithstanding this, the division continued to face an incessant downward pressure on profit margins amidst mounting competition in the oilfield engineering market.

      The Turbocharger and Fuel Injection division posted quality earnings in 4Q2003. The division benefited from increased turbocharger servicing activities as well as additional contributions from the newly acquired businesses. Progress in the integration of both sets of operations (turbocharger and fuel injection) also generated positive savings for the division.

      The Subsea Robotics division suffered a loss in 4Q2003 due to lower fleet utilisation. The subsea robotics market also remained soft.

      FY2003 vs FY2002

      For the full financial year, the Group's PBT rose to S$5,910,000, equivalent to 3.49 times of the S$1,693,000 PBT achieved in prior financial year. The current full year profit included an exceptional gain of S$2,799,000 arising from the sale of the Marine Repair Services division, which was offset by a provision for diminution in an investment. Excluding exceptional item, the Group's current year PBT was S$3,111,000, 63% higher than that of prior year.

      The Group continued to achieve satisfactory earnings from its Oilfield Engineering division in FY2003. The Turbocharger and Fuel Injection operation also delivered good margins through its firm leadership in Australia's independent turbocharger service industry while enjoying the synergistic benefits of the newly acquired fuel injection and turbocharger businesses.

      Supported by an enlarged fleet of ROVs, the performance of the Subsea Robotics operations improved over the last financial year. However, bleak market conditions prevailing in the North Sea during the second half year, coupled with the loss of a ROV unit, affected its overall performance. As a result, the division recorded a loss for FY2003.

      The results of FY2003 was achieved without any further losses sustained in the Marine Repairs Services operations. Positive exchange movements also added on to the overall improvement.

    9. Where a forecast, or a prospect statement, has been previously disclosed to shareholders, any variance between it and the actual results

      No variance noted.

    10. A commentary at the date of the announcement of the competitive conditions of the industry in which the group operates and any known factors or events that may affect the group in the next reporting period and the next 12 months

      Moving into the new financial year, the Group will continue to enjoy positive contributions from the Turbocharger and Fuel Injection division. The integration process of its fuel injection business with its turbocharger operations is likely to be completed in the new financial year. Plans to replicate the turbocharger and fuel injection business in South East Asia is expected to commence by 1Q2004. Initial start up costs may limit its contribution.


Fleet utilisation rate for the Subsea Robotics division is expected to recover in 1Q2004 after a weak quarter in 4Q2003. Efforts initiated by the division to expand into Asian market will also see the division reducing its reliance on the North Sea market in the new financial year. With its well-recognised engineering expertise, the division intends to further expand the earning base through the sale of its in-house ROV peripherals.

Performance of the Oilfield Engineering division is likely to remain healthy despite increased competition and the corresponding downward pressure on its profit margins.

      While the Group's overall performance had remained relatively unscathed through the Iraq war, the prevailing uncertainties in the Middle East as well as the development of the SARS crisis in the region could have a bearing over the economy at large and the Group's performance.

      The Group also intends to actively pursue the insurance claim in relation to the loss of its ROV unit in November 2002. Barring any unforeseen circumstances, the Group is expected to sustain a comparable operating profit in the first quarter and the new financial year.

    11. Dividend

      (a) Current Financial Period Reported On

      Any dividend declared for the current financial period reported on? Yes

      Name of Dividend
      Interim, paid
      Final
      Dividend Type
      Cash
      Cash
      Dividend Rate 4 % per ordinary share (less tax) 6 % per ordinary share (less tax)
      Par value of shares
      S$0.25
      S$0.25
      Tax Rate
      22.0%
      22.0%


      (b) Corresponding Period of the Immediately Preceding Financial Year

      Any dividend declared for the corresponding period of the immediately preceding financial year? Yes

      Name of Dividend
      Final
      Special Dividend
      Dividend Type
      Cash
      Cash
      Dividend Rate 5 % per ordinary share (less tax) 5 % per ordinary share (less tax)
      Par value of shares
      S$0.25
      S$0.25
      Tax Rate
      22.0%
      22.0%


      (c) Date payable

      The interim dividend was paid on 29 November 2002. The proposed final dividend, if approved at the forthcoming Annual General Meeting, will be paid at a date to be announced later.


      (d) Books closure date

      Notice will be given at a later date on the closure of the Share Transfers Books and Register of Members to determine shareholders' entitlements to the proposed final dividend.

    12. If no dividend has been declared/recommended, a statement to that effect

      Not Applicable


PART II - ADDITIONAL INFORMATION REQUIRED FOR FULL YEAR ANNOUNCEMENT
(This part is not applicable to Q1, Q2, Q3 or Half Year Results)


    13. Segmented revenue and results for business or geographical segments (of the group) in the form presented in the issuer's most recently audited annual financial statements, with comparative information for the immediately preceding year

      Segmental Revenue and Results

      BY INDUSTRY SEGMENTS
      For the 12 months ended 31 March 2003
      Marine & Oilfield
      Turbocharger & Fuel
      Injection
      Trading
      Foundry
      Subsea Robotics
      Eliminations
      Group
      S$'000
      S$'000
      S$'000
      S$'000
      S$'000
      S$'000
      S$'000
      Revenue
      External sales
      17,903
      23,218
      -
      -
      6,909
      -
      48,030
      Inter-segment sales
      -
      -
      -
      -
      -
      -
      -
      Total sales
      17,903
      23,218
      -
      -
      6,909
      -
      48,030
      Segment results
      1,273
      1,912
      49
      (77)
      (474)
      376
      3,059
      Finance costs
      (633)
      Gain on dispostion
      3,484
      Taxation
      (760)
      Minority interests
      235
      Net profit attributable to shareholders
      5,385
      Assets and liabilities
      Segment assets
      26,068
      18,256
      5,699
      (129)
      15,030
      (4,849)
      60,075
      Deferred tax assets
      297
      Tax recoverable
      303
      Total assets
      60,675
      Segment liabilities
      (3,151)
      (3,806)
      (106)
      (10)
      (4,177)
      -
      (11,250)
      Deferred tax liability
      (369)
      Provision for taxation
      (470)
      Bank borrowings
      (16,255)
      Finance lease payable
      (71)
      Total liabilities
      (28,415)
      Other segmental information
      Capital expenditure
      3,086
      951
      -
      -
      5,795
      -
      9,832
      Depreciation
      1,043
      370
      -
      16
      1,417
      14
      2,860
      Other non-cash (income) / expenses
      (2,890)
      144
      -
      -
      -
      6
      (2,740)

      BY GEOGRAPHICAL SEGMENTS
      Singapore
      Australia
      Malaysia
      United Kingdom
      Total
      For the 12 months ended 31 March 2003
      S$'000
      S$'000
      S$'000
      S$'000
      S$'000
      External sales
      19,725
      23,218
      -
      5,087
      48,030
      Segment assets
      36,052
      13,399
      (129)
      10,753
      60,075
      Capital expenditure
      6,689
      951
      -
      2,192
      9,832


      BY INDUSTRY SEGMENTS
      For the 12 months ended 31 March 2002
      Marine & Oilfield
      Turbocharger
      & Fuel
      Injection
      Trading
      Foundry
      Subsea Robotics
      Eliminations
      Group
      S$'000
      S$'000
      S$'000
      S$'000
      S$'000
      S$'000
      S$'000
      Revenue
      External sales
      24,007
      16,073
      23
      463
      1,846
      -
      42,412
      Inter-segment sales
      514
      -
      -
      79
      -
      (593)
      -
      Total sales
      24,521
      16,073
      23
      542
      1,846
      (593)
      42,412
      Segment results
      2,018
      1,174
      564
      (495)
      (707)
      (505)
      2,049
      Finance costs
      (357)
      Gain on dispostion
      1
      Taxation
      (434)
      Minority interests
      222
      Net profit attributable to shareholders
      1,481
      Assets and liabilities
      Segment assets
      19,531
      11,599
      10,452
      (55)
      10,604
      (4,797)
      47,334
      Deferred tax assets
      248
      Tax recoverable
      579
      Total assets
      48,161
      Segment liabilities
      (4,734)
      (2,637)
      (300)
      (9)
      (3,325)
      -
      (11,005)
      Deferred tax liability
      (742)
      Provision for taxation
      (270)
      Bank borrowings
      (7,155)
      Finance lease payable
      (161)
      Total liabilities
      (19,333)
      Other segmental information
      Capital expenditure
      361
      289
      -
      -
      10,097
      -
      10,747
      Depreciation
      1,451
      294
      -
      71
      409
      (91)
      2,134
      Impairment loss
      170
      -
      -
      -
      -
      -
      170
      Other non-cash expenses / (income)
      (3)
      6
      (898)
      (95)
      -
      903
      (87)


BY GEOGRAPHICAL SEGMENTS
Singapore
Australia
Malaysia
United Kingdom
Total
For the 12 months ended 31 March 2002
S$'000
S$'000
S$'000
S$'000
S$'000
External sales
24,030
16,073
463
1,846
42,412
Segment assets
38,441
6,871
(55)
2,077
47,334
Capital expenditure
7,425
289
-
3,033
10,747


    14. In the review of performance, the factors leading to any material changes in contributions to turnover and earnings by the business or geographical segments

      As explained under item 8

    15. A breakdown of sales


      Group
      S$'000
      S$'000
      %
      31/03/2003
      31/03/2002
      Change
      (a) Sales reported for first half year
      23,213
      21,292
      9.0
      (b) Operating profit after tax before deducting minority interests reported for first half year
      4,021
      156
      2,477.6
      (c) Sales reported for second half year
      24,817
      21,120
      17.5
      (d) Operating profit after tax before deducting minority interests reported for second half year
      1,129
      1,103
      2.4


    16. A breakdown of the total annual dividend (in dollar value) for the issuer's latest full year and its previous full year

      Total Annual Dividend (Refer to Para 16 of Appendix 7.2 for the required details)

      Latest Full Year (S$)
      Previous Full Year (S$)
      Ordinary
      1,544,400
      1,544,400
      Preference
      0
      0
      Total:
      1,544,400
      1,544,400

17. INTERESTED PERSON TRANSACTION

There is no interested person transaction.


BY ORDER OF THE BOARD

Fong Choon Seng
Company Secretary
30/04/2003