Third Quarter Financial Statement

18
Keppel Telecommunications & Transportation Ltd, Page 1 of 18 KEPPEL TELECOMMUNICATIONS & TRANSPORTATION LTD (Co Reg No: 196500115G) Third Quarter Financial Statement 1 UNAUDITED RESULTS FOR THE THIRD QUARTER ENDED 30 SEPTEMBER 2005 The Directors of Keppel Telecommunications & Transportation Ltd advise the following unaudited results of the Group for the third quarter ended 30 September 2005. 1(a) GROUP PROFIT AND LOSS ACCOUNTS for the third quarter and nine months ended 30 September 2005 2004 2005 2004 3Q 3Q +/(-) 9 Months 9 Months +/(-) $’000 $’000 % $’000 $’000 % (Restated) (Restated) TURNOVER 29,527 36,966 (20.1) 82,915 135,756 (38.9) Less operating expenses (27,613) (34,635) (20.3) (74,299) (127,464) (41.7) OPERATING PROFIT 1,914 2,331 (17.9) 8,616 8,292 3.9 Interest income 855 115 643.5 2,326 288 707.6 Interest expense (1,102) (1,547) (28.8) (3,177) (4,444) (28.5) Share of results of associated companies and jointly controlled entity 10,414 9,703 7.3 28,039 28,043 - PROFIT BEFORE TAX AND EXCEPTIONAL ITEMS 12,081 10,602 14.0 35,804 32,179 11.3 Exceptional items (39) 2,215 n.m. 53 5,221 (99.0) PROFIT BEFORE TAXATION 12,042 12,817 (6.0) 35,857 37,400 (4.1) Taxation 1,253 (1,354) n.m. (2,074) (3,647) (43.1) PROFIT FOR THE PERIOD 13,295 11,463 16.0 33,783 33,753 0.1 Attributable to: Shareholders of the Company Profit before exceptional items 12,563 8,622 45.7 31,235 26,285 18.8 Exceptional items (39) 2,204 n.m. 53 5,499 (99.0) 12,524 10,826 15.7 31,288 31,784 (1.6) Minority interests 771 637 21.0 2,495 1,969 26.7 13,295 11,463 16.0 33,783 33,753 0.1 Earnings per share Before exceptional items - basic 2.3 cts 1.6 cts 43.8 5.7 cts 4.8 cts 18.8 - diluted 2.3 cts 1.6 cts 43.8 5.7 cts 4.8 cts 18.8 After exceptional items - basic 2.3 cts 2.0 cts 15.0 5.7 cts 5.8 cts (1.7) - diluted 2.3 cts 2.0 cts 15.0 5.7 cts 5.8 cts (1.7) n.m. – not meaningful

Transcript of Third Quarter Financial Statement

Page 1: Third Quarter Financial Statement

Keppel Telecommunications & Transportation Ltd, Page 1 of 18

KEPPEL TELECOMMUNICATIONS & TRANSPORTATION LTD (Co Reg No: 196500115G) Third Quarter Financial Statement 1 UNAUDITED RESULTS FOR THE THIRD QUARTER ENDED 30 SEPTEMBER 2005

The Directors of Keppel Telecommunications & Transportation Ltd advise the following unaudited results of the Group for the third quarter ended 30 September 2005.

1(a) GROUP PROFIT AND LOSS ACCOUNTS for the third quarter and nine months ended 30 September 2005 2004 2005 2004 3Q 3Q +/(-) 9 Months 9 Months +/(-) $’000 $’000 % $’000 $’000 % (Restated) (Restated) TURNOVER 29,527 36,966 (20.1) 82,915 135,756 (38.9) Less operating expenses (27,613) (34,635) (20.3) (74,299) (127,464) (41.7) OPERATING PROFIT 1,914 2,331 (17.9) 8,616 8,292 3.9 Interest income 855 115 643.5 2,326 288 707.6 Interest expense (1,102) (1,547) (28.8) (3,177) (4,444) (28.5) Share of results of associated

companies and jointly controlled entity

10,414 9,703

7.3

28,039

28,043

- PROFIT BEFORE TAX AND

EXCEPTIONAL ITEMS

12,081 10,602

14.0

35,804

32,179

11.3 Exceptional items (39) 2,215 n.m. 53 5,221 (99.0) PROFIT BEFORE TAXATION 12,042 12,817 (6.0) 35,857 37,400 (4.1) Taxation 1,253 (1,354) n.m. (2,074) (3,647) (43.1) PROFIT FOR THE PERIOD 13,295 11,463 16.0 33,783 33,753 0.1 Attributable to: Shareholders of the Company Profit before exceptional items 12,563 8,622 45.7 31,235 26,285 18.8 Exceptional items (39) 2,204 n.m. 53 5,499 (99.0)

12,524 10,826 15.7 31,288 31,784

(1.6) Minority interests 771 637 21.0 2,495 1,969 26.7 13,295 11,463 16.0 33,783 33,753 0.1 Earnings per share Before exceptional items - basic 2.3 cts 1.6 cts 43.8 5.7 cts 4.8 cts 18.8 - diluted 2.3 cts 1.6 cts 43.8 5.7 cts 4.8 cts 18.8 After exceptional items - basic 2.3 cts 2.0 cts 15.0 5.7 cts 5.8 cts (1.7) - diluted 2.3 cts 2.0 cts 15.0 5.7 cts 5.8 cts (1.7)

n.m. – not meaningful

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Notes to Group Profit and Loss Accounts (i) Operating expenses comprise the following:

2005 2004 2005 2004 3Q 3Q +/(-) 9 Months 9 Months +/(-) $’000 $’000 % $’000 $’000 % (Restated) (Restated) Purchase of goods and

services

13,129 18,236

(28.0)

30,349

72,579

(58.2) Staff costs 7,296 8,593 (15.1) 21,214 25,728 (17.5) Defined contribution

pension plans

581 818

(29.0)

1,805

2,546

(29.1) Depreciation of fixed assets 1,872 2,091 (10.5) 5,536 7,558 (26.8) Amortisation of intangible assets - 278 (100.0) - 876 (100.0) Other operating expenses 4,735 4,619 2.5 15,395 18,177 (15.3)

27,613 34,635 (20.3) 74,299 127,464 (41.7)

(ii) Operating profit is arrived at after charging/(crediting) the following: 2005 2004 2005 2004 3Q 3Q +/(-) 9 Months 9 Months +/(-) $’000 $’000 % $’000 $’000 % (Restated) (Restated) Share-based payment expenses 114 66 72.7 326 199 63.8 (Writeback of)/provision for

doubtful debts and bad debts written off

- (438)

(100.0)

29

(516)

n.m. Provision for stock obsolescence 5 34 (85.3) 382 34 1023.5 Foreign exchange (gain)/loss (233) 156 n.m. (143) 531 n.m. (Profit)/loss on disposal of

fixed assets

(19)

44

n.m.

(481)

(106)

353.8 Fair value loss - Forward contract 432 - n.m. 328 - n.m. Profit on disposal of investment (16) - n.m. (16) - n.m.

n.m. – not meaningful

(iii) Taxation in the third quarter included an over-provision of taxation of $185,000 in respect of prior years and recognition of tax assets under the Group Relief System of $4,253,000. Taxation expense for the corresponding period in 2004 included an under-provision of taxation of $5,000 in respect of prior year.

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(iv) Exceptional items consist of:

2005 2004 2005 2004 3Q 3Q 9 Months 9 Months $’000 $’000 $’000 $’000 Gain on sale of vessels - - - 29,521 Gain on disposal of land and buildings - - - 747 Gain on disposal of subsidiaries, associated companies and investments

-

2,931

2,418

2,977

Provision for impairment in value of other investments and equity advances

-

(673)

(2,326)

(1,732)

Staff compensation and restructuring of operations (39) (43) (39) (4,225)Intangible and fixed assets written off - - - (1,517)Provision for impairment in value of assets - - - (20,550) (39) 2,215 53 5,221 Minority share of exceptional items - (11) - 278

(39) 2,204 53 5,499

(v) There was no extraordinary item during the period.

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1(b)(i)BALANCE SHEETS as at 30 September 2005

Group Company 30.9.2005 31.12.2004 30.9.2005 31.12.2004 $’000 $’000 $’000 $’000 (Restated) (Restated)

SHARE CAPITAL 109,536 109,152 109,536 109,152 RESERVES 144,282 127,472 23,245 35,099 SHARE CAPITAL AND RESERVES 253,818 236,624 132,781 144,251 MINORITY INTERESTS 31,894 29,327 - -

CAPITAL EMPLOYED 285,712 265,951 132,781 144,251 Represented by: FIXED ASSETS 136,408 138,768 - - INVESTMENTS Subsidiaries - - 85,440 101,702 Associated companies and jointly controlled entity

111,774

126,774

6,673

23,092

Others 21,861 15,974 - - 133,635 142,748 92,113 124,794 INTANGIBLE ASSETS - 594 - - DEFERRED TAX ASSETS - 9,001 - - LONG-TERM RECEIVABLE 5,176 5,500 - - CURRENT ASSETS Stocks and work-in-progress 3,544 8,521 - - Debtors 95,202 88,133 348 273 Amounts owing by holding and related companies

929

661

3,355

4,019

Amounts owing by associated companies

2,234

3,725

-

-

Fixed deposits 116,472 108,159 37,806 33,852 Bank balances and cash 10,000 17,263 140 50 228,381 226,462 41,649 38,194 LESS: CURRENT LIABILITIES Creditors 70,151 71,468 510 453 Amounts owing to holding and related companies

879

453

347

502

Amounts owing to associated companies

119

17,738

82

17,682

Short-term borrowings 144,224 164,216 - - Taxation 1,595 2,530 42 100

216,968 256,405 981 18,737 NET CURRENT ASSETS/(LIABILITIES) 11,413 (29,943) 40,668 19,457 NON-CURRENT LIABILITY Deferred taxation 920 717 - -

NET ASSETS 285,712 265,951 132,781 144,251

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1(b)(ii) GROUP'S BORROWINGS AND DEBT SECURITIES

Amount repayable in one year or less, or on demand

As at 30 Sep 2005

As at 31 Dec 2004

Secured

$'000

Unsecured

$'000

Secured

$'000

Unsecured

$'000

16,750

127,474

22,000

142,216 Amount repayable after one year

As at 30 Sep 2005

As at 31 Dec 2004

Secured

$'000

Unsecured

$'000

Secured

$'000

Unsecured

$'000 -

-

-

-

Details of any collateral

A subsidiary of the Company mortgaged its asset to obtain a loan from a financial institution. The net book value of property mortgaged amounted to $59.5 million. (31 December 2004: $60.5 million)

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1(c) CONSOLIDATED CASH FLOW STATEMENT for the third quarter and nine months ended 30 September 2005

2005 2004 2005 2004 3Q 3Q 9 Months 9 Months $’000 $’000 $’000 $’000 (Restated) (Restated)CASH FLOWS FROM OPERATING ACTIVITIES Operating profit 1,914 2,331 8,616 8,292 Adjustments: Depreciation of fixed assets 1,872 2,091 5,536 7,558 Amortisation of intangible assets - 278 - 876 (Profit)/loss on sale of fixed assets and investment (35) 44 (497) (106) Share-based payment expense 114 66 326 199 Fair value loss on financial instrument 432 - 328 - Translation of foreign companies 801 (1,781) 1,648 (1,371)

Operating profit before changes in working capital 5,098 3,029 15,957 15,448

Working capital changes: Stocks 1,089 4,581 4,977 9,968 Debtors (8,924) 18,266 (8,224) 32,640 Creditors 4,384 (5,268) (7,963) (5,438)

Cash from operations 1,647 20,608 4,747 52,618 Interest received 1,350 101 2,089 285 Interest paid (1,678) (1,026) (2,970) (4,444)Income taxes refunded/(paid), net 184 3,081 (2,282) 2,915 Proceeds from tax losses transferred under group relief system 21,777 - 21,777 2,125 Staff compensation and restructuring expenses - (780) - (3,277)

NET CASH FROM OPERATING ACTIVITIES 23,280 21,984 23,361 50,222 CASH FLOWS FROM INVESTING ACTIVITIES Disposal of subsidiaries (Note A) - - - (133)Return of capital from associated companies - - - 804 Net investment in associated companies - 6 - (16)Purchase of other investments (596) (2,853) (5,193) (5,761)Proceeds from disposal of other investments - 385 2,499 1,011 Return of capital from other investments - 82 - 366 Acquisition of fixed assets (548) (533) (2,799) (3,873)Proceeds from sale of fixed assets 52 274 1,476 92,686 Dividends received from investments 7,675 7,274 18,813 21,499

NET CASH FROM INVESTING ACTIVITIES 6,583 4,635 14,796 106,583 CASH FLOWS FROM FINANCING ACTIVITIES Net proceeds from share issues 1,605 - 1,850 - Repayment of term loans (1,750) (10,864) (5,250) (23,209)Proceeds from term loans 3,138 - 4,814 - Funds to holding and related companies (18,092) (5,861) (20,130) (99,781)Funds from associated companies 177 716 1,526 18,616 Proceeds from minority shareholders of subsidiaries (435) - - - Dividends paid to shareholders of the company - - (19,107) (16,373)Dividends paid to minority shareholders of subsidiaries (810) (1,231) (810) (1,260)

NET CASH USED IN FINANCING ACTIVITIES (16,167) (17,240) (37,107) (122,007) NET INCREASE IN CASH AND CASH EQUIVALENTS

13,696

9,379

1,050

34,798

Cash and cash equivalents at beginning of period 112,776 67,912 125,422 42,493 Cash and cash equivalents at end of period (Note B) 126,472 77,291 126,472 77,291

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Notes to Consolidated Cash Flow Statement

A. Disposal of Subsidiaries

During the financial period, the fair values of net assets and liabilities of subsidiaries disposed were as follows:

2005 2004 2005 2004 3Q 3Q 9 Months 9 Months $’000 $’000 $’000 $’000 Fixed assets - - - (38)Stocks, debtors and creditors - - - (70)Bank balances and cash - - - (133)Exchange equalisation - - - (3)

- - - (244)Net loss on disposal - - - 244 Sale proceeds - - - - Add: Bank balances and cash disposed - - - 133 Cash outflow on disposal, net of cash disposed

-

-

-

133

B. Cash and Cash Equivalents

Cash and cash equivalents consist of fixed deposits, bank balances and cash. Cash and cash equivalents in the consolidated cash flow statement comprise the following balance sheet amounts:

2005 2004 2005 2004 3Q 3Q 9 Months 9 Months $’000 $’000 $’000 $’000 Fixed deposits 116,472 54,128 116,472 54,128 Bank balances and cash 10,000 23,163 10,000 23,163

126,472 77,291 126,472 77,291

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1(d)(i) STATEMENTS OF CHANGES IN EQUITY for the third quarter and nine months ended 30 September 2005 Minority Capital Attributable to Shareholders of the Company Interests Employed Foreign Currency Share Share Capital Accumulated Translation Capital Premium Reserves Losses Reserve Total $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 The Group Balance at 1 January 2005 - As stated previously 109,152 206,641 12,856 (92,916) (7,721) 228,012 29,337 257,349 - Effect of adopting FRS 102 - - 286 (395) - (109) (10) (119)- Adjustment for equity accounting of an associated company - - - 8,245 476 8,721 - 8,721 Restated as at 1 January 2005 109,152 206,641 13,142 (85,066) (7,245) 236,624 29,327 265,951 - Effect of adopting FRS 39 - - 1,456 (1,025) - 431 35 466 109,152 206,641 14,598 (86,091) (7,245) 237,055 29,362 266,417 Issue of shares 59 186 - - - 245 - 245 Cost of share-based payment - - 160 - - 160 - 160 Net fair value changes on available-for-sale financial assets - - 9 - - 9 - 9 Net fair value changes on cash flow hedge - - 420 - - 420 - 420 Transfer to profit and loss account - - (1,865) - - (1,865) - (1,865)Transfer to capital reserves - - 113 (113) - - - - Profit for the period - - - 18,764 - 18,764 1,724 20,488 Dividend paid for 2004 - - - (19,107) - (19,107) - (19,107)Exchange differences arising on consolidation - - - - 1,523 1,523 332 1,855 Cash subscribed by minority shareholders - - - - - - 435 435 Balance at 30 June 2005 109,211 206,827 13,435 (86,547) (5,722) 237,204 31,853 269,057 Issue of shares 325 1,280 - - - 1,605 - 1,605 Cost of share-based payment - - 107 - - 107 - 107 Net fair value changes on available-for-sale financial assets - - 1,011 - - 1,011 - 1,011 Net fair value changes on cash flow hedge - - 127 - - 127 ` - 127 Transfer to capital reserves - - 2 (2) - - - - Profit for the period - - - 12,524 - 12,524 771 13,295 Exchange differences arising on consolidation - - - - 1,240 1,240 515 1,755 Dividend paid to minority shareholders - - - - - - (810) (810)Cash subscribed by minority shareholders - - - - - - (435) (435)Balance at 30 September 2005 109,536 208,107 14,682 (74,025) (4,482) 253,818 31,894 285,712

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Minority Capital Attributable to Shareholders of the Company Interests Employed Foreign Currency Share Share Capital Accumulated Translation Capital Premium Reserves Losses Reserve Total $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000

Balance at 1 January 2004 - As stated previously 109,152 206,641 13,146 (110,830) 4,740 222,849 28,942 251,791 - Effect of adopting FRS 102 - - 46 (43) - 3 (3) - - Adjustment for equity accounting of an associated company - - - 5,302 1,200 6,502 - 6,502 Restated as at 1 January 2004 109,152 206,641 13,192 (105,571) 5,940 229,354 28,939 258,293 Cost of share-based payment - - 115 - - 115 (4) 111 Transfer to capital reserves - - 11 (11) - - - - Transfer of foreign currency translation to accumulated losses - - - 727 (727) - - - Profit for the period - - - 20,958 - 20,958 1,336 22,294 Dividend paid for 2003 - - - (16,373) - (16,373) - (16,373)Exchange differences arising on consolidation - - - - 374 374 40 414 Other adjustments - - 1,146 - - 1,146 - 1,146 Dividend paid to minority shareholders - - - - - - (29) (29)Balance at 30 June 2004 109,152 206,641 14,464 (100,270) 5,587 235,574 30,282 265,856 Cost of share-based payment - - 62 - - 62 (2) 60 Transfer to profit and loss account - - - - (1,982) (1,982) - (1,982)Profit for the period - - - 10,826 - 10,826 639 11,465 Exchange differences arising on consolidation - - - - (3,434) (3,434) (304) (3,738)Other adjustments - - (74) - - (74) - (74)Dividend paid to minority shareholders - - - - - - (1,231) (1,231)Balance at 30 September 2004 109,152 206,641 14,452 (89,444) 171 240,972 29,384 270,356

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Minority Capital Attributable to Shareholders of the Company Interests Employed Foreign Currency Share Share Capital Accumulated Translation Capital Premium Reserves Losses Reserve Total $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 The Company Balance at 1 January 2005 - As stated previously 109,152 206,641 9,025 (180,759) - 144,059 - 144,059 - Effect of adopting FRS 102 - - 192 - - 192 - 192 Restated as at 1 January 2005 109,152 206,641 9,217 (180,759) - 144,251 - 144,251 Issue of shares 59 186 - - - 245 - 245 Cost of share-based payment - - 105 - - 105 - 105 Profit for the period - - - 3,673 - 3,673 - 3,673 Dividend paid for 2004 - - - (19,107) - (19,107) - (19,107)Balance at 30 June 2005 109,211 206,827 9,322 (196,193) - 129,167 - 129,167 Issue of shares 325 1,280 - - - 1,605 - 1,605 Cost of share-based payment - - 61 - - 61 - 61 Profit for the period - - - 1,948 - 1,948 - 1,948 Balance at 30 September 2005 109,536 208,107 9,383 (194,245) - 132,781 - 132,781

Balance at 1 January 2004 - As stated previously 109,152 206,641 9,025 (184,712) - 140,106 - 140,106 - Effect of adopting FRS 102 - - 46 - - 46 - 46 Restated as at 1 January 2004 109,152 206,641 9,071 (184,712) - 140,152 - 140,152 Cost of share-based payment - - 73 - - 73 - 73 Profit for the period - - - 2,617 - 2,617 - 2,617 Dividend paid for 2003 - - - (16,373) - (16,373) - (16,373)Balance at 30 June 2004 109,152 206,641 9,144 (198,468) - 126,469 - 126,469 Cost of share-based payment - - 36 - - 36 - 36 Profit for the period - - - 2,092 - 2,092 - 2,092 Balance at 30 September 2004 109,152 206,641 9,180 (196,376) - 128,597 - 128,597

1(d)(ii) SHARE CAPITAL

Since the end of the previous period, the Company issued 1,625,000 ordinary shares of $0.20 each upon the exercise of options granted under the Company’s Share Option Scheme. The share capital of the Company as at the end of the financial period was 547,681,537 shares of $0.20 each.

As at 30 September 2005, there were unexercised options for 4,150,000 (30 September 2004: 5,926,000) unissued shares of $0.20 each under the Company’s Share Option Scheme.

2. AUDIT

The figures have not been audited or reviewed by our auditors.

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3. AUDITORS' REPORT

Not applicable 4. ACCOUNTING POLICIES

The Group has applied the same accounting policies and methods of computation in the financial statements for the current financial period compared with those of the audited financial statements as at 31 December 2004, except as described in paragraph 5 below.

5. CHANGES IN ACCOUNTING POLICIES

(a) Financial Reporting Standards (FRS)

The Group has adopted all the new and revised Financial Reporting Standards (FRS) that became effective for the financial years beginning on or after 1 January 2005. These FRS include: FRS 39 - Financial Instruments : Recognition and Measurement FRS 102 - Share-based Payment The impact of the changes in accounting policies are as follows: FRS 39 In accordance with the transitional provisions of FRS 39, the recognition and measurement of financial instruments in financial statements for periods prior to 1 January 2005 shall not be reversed. Consequently, the comparative figures for 2004 have not been restated. On 1 January 2005, the Group made transitional adjustments to restate the opening available-for-sale asset reserves by $2,856,000, accumulated losses by $1,025,000 and minority interests by $35,000. Opening hedging reserve has also been adjusted downwards by $1,400,000. FRS 102 In compliance with FRS 102, share options to employees are measured at fair value at the date of grant and recognised as expense over the vesting period. Previously, share options to employees were not charged to the profit and loss account. As a result of adopting FRS 102, the Group adjusted upwards the opening accumulated losses and share option reserve as at 1 January 2005 by $395,000 and $286,000 respectively. The opening minority interests were adjusted downwards by $10,000.

(b) Equity Accounting for Asia Airfreight Terminal Company Limited Group (“AAT”)

The Group changed its accounting policy with respect to accounting for its 10% investment in Asia Airfreight Terminal Company Limited Group (“AAT”). This investment had previously been stated at cost as part of the Group’s long-term investments. As the equity method is more appropriate in view of the Group’s re-focus on growing its logistics business regionally, the Group has accounted for its strategic investment in AAT retrospectively. The Group is committed to AAT’s expansion plan and it exercises significant influence over AAT.

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(c) Effect of Changes in Accounting Policies The effect of the changes is tabulated below. 2005 2004 2005 2004 3Q 3Q 9 Months 9 Months $’000 $’000 $’000 $’000 Profit & Loss (i) Effect of adopting FRS 102 Operating expenses (114) (66) (326) (199) Share of results of associated companies (51) (26) (145) (68) (165) (92) (471) (267) (ii) Effect of equity accounting for AAT Investment income - - (2,465) (1,552) Share of results of associated companies 1,641 1,416 4,288 4,201 Taxation (313) (279) (724) (913) 1,328 1,137 1,099 1,736 Net increase in profit for the period 1,163 1,045 628 1,469 Earnings per share after exceptional items (cents) - increase (basic and diluted) 0.2 0.2 0.1 0.3 Balance Sheet As at 30.09.05 As at 31.12.04 $’000 $’000 Investment in - associated companies 16,901 15,342 - other long-term investments (6,621) (6,621) Net increase 10,280 8,721 The comparative information for the corresponding prior period has been restated to reflect the change in policy.

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6. EARNINGS PER ORDINARY SHARE

G R O U P

2005 2004 2005 2004 3Q 3Q +/(-)% 9 Months 9 Months +/(-)% (Restated) (Restated) Earnings per ordinary share of the Group for the financial period based on net profit attributable to shareholders:- (i) Based on the weighted average number of shares (cents) 2.3 2.0 15.0 5.7 5.8 (1.7) - Weighted average number of shares (‘000) 546,294 545,762 0.1 546,294 545,762 0.1 (ii) On a fully diluted basis 2.3 2.0 15.0 5.7 5.8 (1.7) (cents) - Adjusted weighted average number of shares (‘000) 546,562 545,762 0.1 546,562 545,762 0.1

7. NET ASSET VALUE

G R O U P

C O M P A N Y

30.9.2005

31.12.2004

+/(-)%

30.9.2005

31.12.2004

+/(-)%

Net asset value per ordinary share based on issued share capital at the end of the financial period/year ($)

0.46

(Restated)

0.43

7.0

0.24

(Restated) 0.26

(7.7)

8. REVIEW OF GROUP PERFORMANCE

The Group continued to perform well in the third quarter. Third Quarter Performance Group turnover of $29.5 million was 20% below the same period in 2004 mainly due to lower turnover from Network Engineering services after the completion of a major project in Malaysia. Notwithstanding that, the Group’s profit before tax and exceptional items increased 14% over the corresponding quarter in 2004 to $12.1 million. The improved profitability was attributable to better margins in Network Engineering Division as well as improved returns from Investment Division. Attributable profit before exceptional items improved 46% over 2004 to $12.6 million mainly due to recognition of tax credits under the group relief system.

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Nine Months Performance Group turnover of $82.9 million was 39% lower than 2004 mainly due to lower revenue from Network Engineering and the absence of shipping revenue following the divestment of its fleet of vessels in mid-2004. Group profit before tax and exceptional items improved 11% over the same months in 2004 to $35.8 million. The improvement was attributable to all business segments, with MobileOne continuing to be the most significant contributor contributing $21.8 million. Network Engineering’s pre-tax earnings more than doubled to $5.7 million.

Attributable profit before exceptional items of $31.2 million showed a 19% increase over 2004 as Network Engineering, Logistics and Investments divisions all turned in better results. Save as disclosed, in the opinion of the Directors, no factor has arisen between the end of the current period and the date of this report which would materially affect the results of the Group and of the Company for the quarter just ended.

9. VARIANCE FROM PROSPECTS STATEMENT

There is no variance from the previous statement. 10. PROSPECTS

The Network Engineering division will continue to pursue operations and maintenance opportunities in South-East Asia. In Europe, United States and Asia, broadband penetration continues to grow. The Group is also seeing opportunities for its network documentation solutions and data migration services in other utilities segments like electricity networks. In Singapore, warehouse occupancy remains strong while rental rates are expected to stay competitive. Operations in Foshan, Southern China remains steady. The Logistics division will continue to focus on growing its business in the region. Barring any unforeseen circumstances, the Group expects to achieve a higher level of profit for this year.

11. DIVIDENDS/CAPITAL DISTRIBUTION

(a) Current Financial Period Reported On Any dividend recommended 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

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(d) BOOKS CLOSURE DATE Not applicable

(e) If no dividend has been declared/recommended, a statement to that effect. No interim dividend has been declared for the period ended 30 September 2005.

(30 September 2004: Nil) (f) CAPITAL DISTRIBUTION

The capital distribution of 10 cents per share has been confirmed by the Court and will be paid to shareholders on 9 November 2005.

12. SEGMENT ANALYSIS

Nine Months ended 30 September 2005 Business Segments

Network Adjustments/ Consolidated Engineering Logistics Investments Eliminations Total $’000 $’000 $’000 $’000 $’000 Sales to third parties 36,876 45,124 915 - 82,915 Inter-segment sales 5,667 4,022 - (9,689) -

Consolidated sales 42,543 49,146 915 (9,689) 82,915

Operating profit/(loss) 3,954 5,767 (1,105) 8,616 Interest income 617 138 1,571 2,326 Interest expense (410) (649) (2,118) (3,177)Share of results of associated companies and jointly controlled entity

1,560

4,260

22,219

28,039 Profit before tax and exceptional items

5,721

9,516

20,567

35,804

Exceptional items (2,419) - 2,472 53 Profit before taxation 3,302 9,516 23,039 35,857 Taxation 48 (1,072) (1,050) (2,074) Profit for the period 3,350 8,444 21,989 33,783

Attributable to: Shareholders of the Company Profit before exceptional items 4,151 7,565 19,519 31,235 Exceptional items (2,419) - 2,472 53 1,732 7,565 21,991 31,288 Minority interests 1,618 879 (2) 2,495 3,350 8,444 21,989 33,783

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Network Adjustments/ Consolidated Engineering Logistics Investments Eliminations Total $’000 $’000 $’000 $’000 $’000

Other Information

Segment assets 105,593 162,459 146,220 (22,446) 391,826 Investment in associated companies and jointly controlled entity

27,052

17,744

66,978

-

111,774

Total 132,645 180,203 213,198 (22,446) 503,600 Segment liabilities 103,504 49,110 85,205 (22,446) 215,373 Net tax provision and deferred taxation 291 747 1,477 - 2,515

Total 103,795 49,857 86,682 (22,446) 217,888

Net assets 28,850 130,346 126,516 - 285,712 Capital expenditure 498 2,063 238 2,799 Depreciation 839 4,499 198 5,536

By Geographical Location Far East and ASEAN other than Consolidated Singapore Singapore Others Total $’000 $’000 $’000 $’000 Sales to third parties 34,002 45,363 3,550 82,915 Total assets 301,925 194,094 7,581 503,600 Capital expenditure 631 1,855 313 2,799

Nine Months ended 30 September 2004 Business Segments (Restated)

Network Adjustments/ Consolidated Engineering Logistics Investments Shipping Eliminations Total $’000 $’000 $’000 $’000 $’000 $’000 Sales to third parties 77,464 49,131 1,864 7,297 - 135,756 Inter-segment sales 4,198 3,263 46 1,180 (8,687) -

Consolidated sales 81,662 52,394 1,910 8,477 (8,687) 135,756

Operating profit/(loss) 2,697 4,970 (2,455) 3,080 8,292 Interest income 106 58 57 67 288 Interest expense (2,507) (480) (1,107) (350) (4,444)Share of results of associated companies and jointly controlled entity

2,210

4,137

21,472

224

28,043 Profit before tax and exceptional items

2,506

8,685

17,967

3,021

32,179

Exceptional items (5,783) (20,000) (1,231) 32,235 5,221 (Loss)/profit before taxation

(3,277)

(11,315)

16,736

35,256

37,400

Taxation 117 (1,051) (2,278) (435) (3,647)(Loss)/profit for the period (3,160) (12,366) 14,458 34,821 33,753

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Network Adjustments/ Consolidated Engineering Logistics Investments Shipping Eliminations Total $’000 $’000 $’000 $’000 $’000 $’000

Attributable to: Shareholders of the Company

Profit before exceptional items 1,751 6,340 15,608 2,586 26,285 Exceptional items (5,494) (20,000) (1,242) 32,235 5,499 (3,743) (13,660) 14,366 34,821 31,784 Minority interest 583 1,294 92 - 1,969 (3,160) (12,366) 14,458 34,821 33,753

Other Information Segment assets 137,164 44,198 (124,518) 348,809

1,602 2,949 3,700 - Investment in associated

21,716

127,456 164,509 Deferred tax assets - 8,251

companies and jointly controlled entity

26,262

15,539 76,605

-

140,122

Total 155,320 182,997 217,469 65,914 (124,518) 497,182 Segment liabilities 118,528 59,774 163,878 6,254 223,916 (124,518) Net taxation and deferred taxation 1,060 861

(124,518) 226,826

502 487 - 2,910

Total 119,588 60,635 164,380 6,741

Net assets 59,173 - 270,356 35,732 122,362 53,089 Capital expenditure 636 3,237 - - 3,873 Depreciation and amortisation 246 964 8,434

1,622 5,602 Impairment losses 548 20,000 - - 20,548

By Geographical Location Far East

Singapore Singapore Others Total

298,485 191,540 7,157 497,182 3,873

Notes:

(a) Pricing of inter-segment sales is at fair market value.

(c) Share of associated companies’ results and investments in associated companies are included in the results and net assets employed in the appropriate segments.

(e) Shipping activities have been discontinued.

and ASEAN other than Consolidated $’000 $’000 $’000 $’000 Sales to third parties 45,593 83,873 6,290 135,756 Total assets Capital expenditure 1,421 2,444 8

(b) Net assets employed by segments are those identifiable assets less liabilities that are used in the operation of each segment as at the end of the financial period.

(d) Analysis by geographical location is based on the locations in which the Group’s activities are carried out.

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13. REVIEW OF SEGMENT PERFORMANCE

Not applicable

14. INTERESTED PERSON TRANSACTIONS

Name of Interested Person Aggregate value of all

interested person transactions during the financial year under review (excluding transactions less than $100,000 and transactions conducted under shareholders' mandate pursuant to Rule 920).

Aggregate value of all interested person transactions conducted under shareholders' mandate pursuant to Rule 920 of the SGX Listing Manual.

2005 9 Months

$'000

2004 9 Months

$'000

2005 9 Months

$'000

2004 9 Months

$'000

General Transactions Keppel Corporation Limited - - - 252 CapitaLand Limited - 119 - - Singapore Telecommunications Limited - 1,216 - 1,221 Temasek Holdings Group – others - - 110 - Treasury Transactions Keppel Corporation Limited - - 130,140 108,842 Management Services Keppel Corporation Limited - 547 - 500

- 132,155 - 110,792

15. ANNUAL DIVIDEND

Not applicable

BY ORDER OF THE BOARD

CAROLINE CHANG/DANIEL LIM Company Secretaries 20 October 2005