MTQ Corporation Limited

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First Quarter Financial Statement And Dividend Announcement

BackJul 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
      %
      3 months to 30.06.03
      3 months to 30.06.02
      Change
      Revenue
      12,017
      10,270
      17
      Other income (Note A)
      12
      21
      (43)
      12,029
      10,291
      17
      Cost of sales (Note B)
      (7,649)
      (6,412)
      19
      4,380
      3,879
      13
      Staff costs
      (2,103)
      (1,815)
      16
      Other operating expenses (Note C, D)
      (1,285)
      (2,024)
      (37)
      Profit from operating activities
      992
      40
      2380
      Interest on borrowings (Note E)
      (247)
      (104)
      138
      Gain on disposition of discontinuing operation
      -
      3,484
      N/M
      Profit from operations before taxation
      745
      3,420
      (78)
      Taxation (Note F)
      (240)
      (148)
      62
      Net profit from operations
      505
      3,272
      (85)
      Minority interests
      58
      4
      1350
      Net profit attributable to shareholders
      563
      3,276
      (83)



      N/M: not meaningful



      Note A - Other income comprises:-
      Group
      S$'000
      %
      3 months to 30.06.03
      3 months to 30.06.02
      Change
      Interest income
      10
      8
      25
      Other income
      2
      13
      (85)
      12
      21
      (43)
      Note B - Costs of sales include:-
      Group
      S$'000
      %
      3 months to 30.06.03
      3 months to 30.06.02
      Change
      Depreciation of property, plant and equipment
      699
      333
      110
      Note C - Other operating expenses include:-
      Group
      S$'000
      %
      3 months to 30.06.03
      3 months to 30.06.02
      Change
      Depreciation of property, plant and equipment
      225
      197
      14
      Loss on sale of property, plant & equipment, net
      -
      50
      N/M
      Gain on exchange, net
      (643)
      (83)
      675
      Allowance for doubtful debts and bad debts written off
      134
      96
      40
      Allowance for stock obsolescence and stocks written off
      29
      25
      16
      Amortisation of goodwill
      31
      -
      N/M
      Exceptional items (Note D)
      -
      685
      N/M
      Note D - Exceptional items comprise:-
      Group
      S$'000
      %
      3 months to 30.06.03
      3 months to 30.06.02
      Change
      Provision for diminution in value of investment
      -
      685
      N/M
      Note E - Interest on borrowings comprises:-
      Group
      S$'000
      %
      3 months to 30.06.03
      3 months to 30.06.02
      Change
      Interest on bank loans and overdrafts
      241
      100
      141
      Interest on finance leases
      3
      4
      (25)
      Interest on loan from minority shareholder fo a subsidiary
      3
      -
      N/M
      247
      104
      138
      Note F - Amount of any adjustment for under or overprovision of tax in respect of prior years:-
      Group
      S$'000
      %
      3 months to 30.06.03
      3 months to 30.06.02
      Change
      Underprovision/(overprovision) in respect of previous years:
      - current taxation
      -
      29
      N/M
      - deferred taxation
      (55)
      -
      N/M
      (55)
      29
      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
      30.06.03
      31.03.03
      30.06.03
      31.03.03
      S$'000
      S$'000
      S$'000
      S$'000
      Share Capital
      19,839
      19,800
      19,839
      19,800
      Reserves
      11,425
      11,490
      11,619
      12,641
      Shareholders' funds
      31,264
      31,290
      31,458
      32,441
      Minority interests
      912
      970
      -
      -
      32,176
      32,260
      31,458
      32,441
      Represented by:
      Non-current assets
      Goodwill
      2,360
      2,163
      -
      -
      Property, plant and equipment, net
      24,675
      24,238
      2,218
      2,307
      Subsidiary companies
      -
      -
      22,551
      22,208
      Associated company
      4,187
      -
      -
      -
      Investments
      -
      2,813
      -
      -
      Other receivables
      295
      316
      67
      73
      Deferred tax assets
      331
      297
      -
      -
      31,848
      29,827
      24,836
      24,588
      Current assets
      Inventories and work-in-progress
      5,726
      5,668
      -
      -
      Receivables
      16,483
      14,495
      729
      673
      Fixed deposits
      6,203
      7,705
      6,200
      7,702
      Cash at bank and in hand
      3,117
      2,980
      1,262
      435
      31,529
      30,848
      8,191
      8,810
      Current liabilties
      Payables: amounts falling due within one year
      (19,345)
      (17,925)
      (1,404)
      (773)
      (19,345)
      (17,925)
      (1,404)
      (773)
      Net current assets
      12,184
      12,923
      6,787
      8,037
      Non-current liabilities
      Payables: amounts falling due after one year
      (11,561)
      (10,121)
      -
      -
      Deferred tax liability
      (295)
      (369)
      (165)
      (184)
      (11,856)
      (10,490)
      (165)
      (184)
      Net assets
      32,176
      32,260
      31,458
      32,441



      Associated company in FY2004 relates to a 28.19% investment in RCR Tomlinson Ltd ("RCR"). Prior to the additional interest acquired in 1QFY2004, the Group held a 19.99% equity stake in RCR, and had classified the investment in RCR under "Investments".

      Decrease in net current assets is mainly due to the following:
      - Increase in bank overdrafts [as explained under section 1(b)(ii)];
      - Dividend payable in respect of FY2003;
      and offset by higher receivables.

      Non-current liabilities increased due to rescheduling of term loans [as explained under section 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 30/06/2003
      As at 31/03/2003
      Secured
      Unsecured
      Secured
      Unsecured
      S$'000
      5,975
      S$'000
      20
      S$'000
      6,205
      S$'000
      -



      Amount repayable after one year

      As at 30/06/2003
      As at 31/03/2003
      Secured
      Unsecured
      Secured
      Unsecured
      S$'000
      11,561
      S$'000
      -
      S$'000
      10,121
      S$'000
      -



      Details of any collateral

      (i) Total bank borrowings of S$7,955,000 granted to a subsidiary company are secured by the following:-

      - simple deposit of title deed over the subsidiary company's property at Raynham St. Salisbury, Queensland, Australia;
      - legal assignment of the sale proceeds of the aforementioned property to the bank;
      - legal charge over the subsidiary company's quoted investment;
      - corporate guarantee from the Company; and
      - fixed and floating charge over the assets of the subsidiary company.

      (ii) Total bank borrowings of S$7,045,000 granted to a second subsidiary company are secured by the following:-

      - floating charge over the assets;
      - corporate guarantee from its subsidiary company and the Company;
      - personal guarantee from a minority shareholder of the subsidiary company; and
      - subordinate loan agreements from the Company and a minority shareholder of the subsidiary company.

      (iii) Total bank borrowings of S$2,484,000 granted to a third subsidiary company are secured by the following:-

      - fixed charge on an equipment purchased under the loan facility agreement;
      - corporate guarantee provided by the Company; and
      - subordinate loan agreement from the Company.

      Note: Included in the Group's secured borrowings is S$52,000 of finance lease payables.


      Group's Borrowings:

      The Group's aggregate borrowings increased as at 30 June 2003 mainly as a result of higher bank overdrafts and translation of Australian-dollar loans at higher exchange rate.

      Current portion of Group's borrowings were reduced, however, due to rescheduling of loan repayment pertaining to a subsidiary company.

    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
      3 months to 30.06.03
      3 months to 30.06.02
      Cash flows from operating activities:
      Profit from operations before taxation
      745
      3,420
      Add/(Less):
      Depreciation of property, plant and equipment
      924
      530
      Investment and interest income
      (10)
      (8)
      Interest expense
      247
      104
      Amortisation of goodwill
      31
      -
      Profit on sale of business assets
      -
      (3,484)
      Provision for diminution in value of investment
      -
      685
      Loss on sale of property, plant & equipment, net
      -
      50
      Operating income before reinvestment in working capital
      1,937
      1,297
      (Increase)/Decrease in receivables
      (1,989)
      700
      Increase in inventories and work-in-progress
      (58)
      (591)
      Increase in payables
      524
      1,177
      Currency re-alignment
      (262)
      58
      Cash generated from operations
      152
      2,641
      Investment and interest income received
      10
      8
      Interest expense paid
      (247)
      (104)
      Income taxes paid
      (171)
      (119)
      Net cash (used in)/provided by operating activities
      (256)
      2,426
      Cash flows from investing activities:
      Purchase of property, plant and equipment
      (609)
      (2,739)
      Acquisition of associated company
      (1,079)
      -
      Acquisition of other investment
      -
      (2,704)
      Loans repaid by/(to) staff, net
      22
      (135)
      Proceeds from sale of business assets
      -
      7,798
      Net cash (used in)/provided by investing activities
      (1,666)
      2,220
      Cash flows from financing activities:
      Proceeds/(Repayment) of bank overdrafts, secured
      702
      (369)
      Repayment of finance leases
      (24)
      (23)
      Proceeds from bank loans, secured
      180
      2,559
      Repayment of bank loans, secured
      (368)
      (1,618)
      Proceeds from issue of shares
      47
      -
      Net cash provided by financing activities
      537
      549
      Net change in cash and cash equivalents
      (1,385)
      5,195
      Cash and cash equivalents at beginning of financial year
      10,685
      7,881
      Cash and cash equivalent at end of financial year
      9,300
      13,076


      Note: Cash and cash equivalents consist of fixed deposits, cash at bank and in hand less unsecured bank overdrafts.

      The net cash used in operating activities during 1QFY2004 is mainly attributable to the less favourable movement in working capital.

      In investing activities, cash movements for 1QFY2004 was less favourable than 1QFY2003 mainly due to substantial proceeds from sale of business assets of Marine Repair Services business in 1QFY2003. There was also lower investment in property, plant and equipment in 1QFY2004.

      Net cash provided by financing activities was comparable between 1QFY2004 and 1QFY2003.

    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



       

      Group
      Share Capital
      Share Premium
      Foreign Currency Translation Reserve
      Retained Earnings
      Share Capital & Reserves
      S$'000
      S$'000
      S$'000
      S$'000
      S$'000
      Balance as at 1 April 2002
      19,800
      1,944
      568
      5,622
      27,934
      Exchange difference on translation of overseas subsidiary companies
      -
      -
      68
      -
      68
      Net profit attributable to shareholders
      -
      -
      -
      3,276
      3,276
      Balance as at 30 June 2002
      19,800
      1,944
      636
      8,898
      31,278
      Balance as at 1 April 2003
      19,800
      1,944
      701
      8,845
      31,290
      Exchange difference on translation of overseas subsidiary companies
      -
      -
      292
      -
      292
      Issue of shares
      39
      8
      -
      -
      47
      Net profit attributable to shareholders
      -
      -
      -
      563
      563
      Dividends paid in respect of previous financial year, less tax
      -
      -
      -
      (928)
      (928)
      Balance as at 30 June 2003
      19,839
      1,952
      993
      8,480
      31,264


       

      Company
      Share Capital
      Share Premium
      Retained Earnings
      Share Capital & Reserves
      S$'000
      S$'000
      S$'000
      S$'000
      Balance as at 1 April 2002
      19,800
      1,944
      13,653
      35,397
      Net profit attributable to shareholders
      -
      -
      485
      485
      Balance as at 30 June 2002
      19,800
      1,944
      14,138
      35,882
      Balance as at 1 April 2003
      19,800
      1,944
      10,697
      32,441
      Issue of shares
      39
      8
      -
      47
      Net loss attributable to shareholders
      -
      -
      (102)
      (102)
      Dividends paid in respect of the previous financial year, less tax
      -
      -
      (928)
      (928)
      Balance as at 30 June 2003
      19,839
      1,952
      9,667
      31,458



       

    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


      During the current quarter, the Company issued and allotted 155,000 ordinary shares of S$0.25 each upon the exercise of options granted under the Metalock Executives' Share Option Scheme. This scheme was replaced by the MTQ Corporation Executives' Share Option Scheme 2003 in April 2003. Options granted under the previous scheme shall, however, continue to be exercisable in accordance with the terms of the previous scheme.

      As at 30.06.03
      ('000)
      As at 30.06.02
      ('000)
      Number of shares that may be issued upon exercising all outstanding options
      1,105
      1,510



       

    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 or reviewed by the Company's auditors.

    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


      With effect from 1 January 2003, the Group has to comply with Financial Reporting Standards ("FRS") of Singapore which replaced the Singapore Statements of Accounting Standards ("SAS") adopted by the Group before the FRS came into effect. There are no material differences arising from the compliance with FRS.

      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
      3 months ended 30.06.03
      (cents)
      3 months ended 30.06.02
      (cents)
      Earnings per ordinary share:-
      - Based on weighted average number of ordinary shares on issue (Note A)
      0.71
      4.14
      - On a fully diluted basis (Note B)
      0.71
      4.13



      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 79.25m (June 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 79.56m (June 2002: 79.30m) 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
      30.06.03
      (cents)
      31.03.03
      (cents)
      30.06.03
      (cents)
      31.03.03
      (cents)
      Net asset value per ordinary share based on issued share capital
      39.40
      39.51
      39.64
      40.96



       

    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


      1QFY2004 vs 1QFY2003

      TURNOVER:

      Group turnover for 1QFY2004 was S$12,017,000, an increase of 17% over 1QFY2003. The increase was attributable to turnover growth across all business divisions - Oilfield Engineering, Engine Systems and Subsea Robotics.

      With the support of its enhanced engineering capacity, the Oilfield Engineering division was able to secure higher turnover from a buoyant oil and gas industry. The Engine Systems division also enjoyed contributions from the fuel injection and turbocharger businesses of RM Diesel Pty Ltd and Turbo Torque Pty Ltd which were acquired in August and September 2002 respectively. Subsea Robotics division also saw an increase in turnover with additional contribution coming mainly from the Asian fleet in 1QFY2004.

      The overall improvement was, however, moderated by the absence of revenue contributions from the Marine Repair Services division which was divested in May 2002.

      PROFITABILITY:

      Despite a stronger turnover in 1QFY2004, the Group posted a profit before tax ("PBT") of S$745,000 in 1QFY2004, which was 78% lower than that achieved in 1QFY2003. The better PBT in 1QFY2003 was mainly attributed to a one-time net exceptional gain of S$2,799,000 which arose from the disposition of the Marine Repair Services division offset by a provision for diminution in value of an investment. Excluding such exceptional gain, the Group's PBT for 1QFY2004 would have been a 20% improvement above that of 1QFY2003 instead.

      The improvement was achieved mainly from strong exchange gains in Australian Dollars and Sterling Pounds as well as the absence of losses sustained by Marine Repair Services. Contributions from the Oilfield Engineering and Engine Systems divisions also remained strong. In particular, 1QFY2004 PBT included contributions from the fuel injection (RM Diesel) and turbocharger (Turbo Torque) businesses acquire after 1QFY2003.

      Despite a larger fleet of remotely operated vehicles in 1QFY2004, performance of the Subsea Robotics division remained below expectations in view of the weak North Sea market where customers are becoming increasingly cost sensitive. In entering the Asian market, gross margins have been sacrificed, thus affecting the division's bottom line.

    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


      Going forward, the Oilfield Engineering division will maintain its efforts to increase its service range and build closer alliances with the OEMs. Apart from working towards increasing marketplace activities, the Engine Systems division will also explore various complementary services to expand its earnings base without a corresponding increase in overheads. It has also commenced the incorporation of an operating arm in Surabaya, Indonesia, which is expected to be operational in 3QFY2004. Meanwhile, the Subsea Robotics division will continue to focus on developing the Asian market.

    11. Dividend


      (a) Current Financial Period Reported On

      Any dividend declared for the current financial period reported on? None
      (b) Corresponding Period of the Immediately Preceding Financial Year

      Any dividend declared for the corresponding period of the immediately preceding financial year? None

      (c) Date payable

      Not Applicable


      (d) Books closure date

      Not Applicable

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


      No dividend has been declared in respect of 1QFY2004 (1QFY2003: Nil).


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


      <Place tabular results and/or notes here>

    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




       

    15. A breakdown of sales


      <Refer to Para 15 of Appendix 7.2 for the required details. Place tabular results and/or notes here>

    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 ()
      Previous Full Year ()
      Ordinary
      Preference
      0
      0
      Total:


       


       

BY ORDER OF THE BOARD

Fong Choon Seng
Company Secretary
30/07/2003