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Half Yearly Report

29 Aug 2012 07:00

RNS Number : 9421K
Aseana Properties Limited
29 August 2012
Β 

ο»Ώ

29 August 2012

Aseana Properties Limited("Aseana" or the "Company")

Β 

Half Year Results for the Six Months Ended 30 June 2012

Β 

Aseana Properties Limited (LSE: ASPL), a property developer investing in Malaysia and Vietnam, listed on the Main Market of the London Stock Exchange, announces its half-year results for the six-month period ended 30 June 2012.

Β 

Financial highlights:

β€’

Revenue of US$18.52 million (H1 2011: US$189.67 million), mainly attributable to sales at SENI Mont' Kiara

β€’

Gross profit of US$1.78 million (H1 2011: Gross profit of US$25.62 million), mainly attributable to sales at SENI Mont' Kiara

β€’

Net loss for the half year of US$3.11 million (H1 2011: Net profit of US$6.89 million)

β€’

Group net asset value of US$199.10 million (31 December 2011: US$203.37 million) or US$0.94 per share (31 December 2011: US$0.96 per share)

Β 

Operational highlights:

β€’

Successfully completed construction of Harbour Mall Sandakan (Phase 3) in March 2012 and Four Points by Sheraton Sandakan hotel (Phase 4) in May 2012

β€’

Long term financing in place for Harbour Mall Sandakan and Four Points by Sheraton Sandakan hotel

β€’

Both the retail mall and hotel opened in July 2012 and May 2012 respectively.

Β 

Commenting on the results, Mohammed Azlan Hashim, Chairman of Aseana, said:

Β 

"The H1 2012 results are reflective of the challenging property markets in both Malaysia and Vietnam, in particular the high-end property market in Kuala Lumpur. The recently completed investment properties will need to go through a period of stabilization before contributing meaningfully to the Group's earnings. However, we are pleased to note that from a liquidity and balance sheet perspective, the Company is well positioned to weather these near term challenges. Our development portfolio is also well poised to take advantage of the turnaround of the property markets in the medium term."

Β 

The Company has also published its Quarterly Investment Update for the period to 30 June 2012, which can be obtained on its website at www.aseanaproperties.com/quarterly.htm.

Β 

For further information:

Aseana Properties Limited

Tel: +603 6411 6388

Chan Chee Kian

Email: cheekian.chan@ireka.com.my

Murphy Richards Capital LLP

Tel: 020 3214 9934

Paul Richards / Rachel Rees

Email: paul@murphy-richards.com

Singer Capital Markets Limited

Tel: 020 3205 7500

James Maxwell (Corporate Finance) / Sam Greatrex (Sales)

Tavistock Communications

Tel:

Jeremy Carey / James Verstringhe

Email: jcarey@tavistock.co.uk

Β 

Β 

Notes to Editors:

London-listed Aseana Properties Limited (LSE: ASPL) is a property developer investing in Malaysia and Vietnam.

Β 

Aseana typically invests in development projects at pre-construction stage. Investment is made in projects where it is believed there will be a minimum 30% annualised return on equity ("ROE") on investments in Vietnam and a minimum 20% ROE on investments in Malaysia.

Β 

Ireka Development Management Sdn Bhd ("IDM") is the exclusive Development Manager for Aseana. It is a wholly-owned subsidiary of Ireka Corporation Berhad, a company listed on the Bursa Malaysia since 1993, which has over 40 years' experience in construction and property development. IDM is responsible for the day-to-day management of Aseana's property portfolio and the introduction and facilitation of new investment opportunities.

Β 

Β 

CHAIRMAN'S STATEMENT

Β 

Introduction

Β 

I am pleased to report on the half-year results for Aseana Properties Limited ("Aseana") and its group of companies ("the Group") for the six months ended 30 June 2012.

Β 

In the year to date, the property markets in Malaysia and Vietnam continue to show signs of weaknesses amidst an uncertain global economy. In Malaysia, the general business environment has remained robust, supported in large part by government economic stimulus. The efforts by the government bolstered an inevitable slowdown in exports to the United States, Europe and China, as well as a decline in commodity prices globally. Unfortunately, these measures to date have not translated into real growth in the property market compounded by weaker foreign demand. for properties. The new lending guidelines have been introduced by the Central Bank of Malaysia in January 2012 to manage speculative buying of properties, especially in the higher end segment of the market. The guidelines place the onus on financial institutions to exercise extra restraint in approving loans to consumers.

Β 

The economy in Vietnam continues to be sluggish, hampered by slowing demand in exports and deferments in capital investments by local and foreign companies due to high borrowing costs and the financial crisis. On the positive side, the government's credit tightening efforts have managed to lower the inflation rate in July 2012 to 5.35%, the lowest recorded since November 2009, and down from a peak of 23.02% in August 2011.

Β 

The Board believes that the Company is well placed to face these near-term challenges for the following key reasons:

Β 

β€’

On-going residential properties for sale in Malaysia (SENI Mont' Kiara and Tiffani by i-ZEN) are completed and majority are sold

β€’

Investment properties in Malaysia (Harbour Mall Sandakan, Four Points by Sheraton Sandakan hotel and Aloft Kuala Lumpur Sentral hotel) have secured long-term financing and are either completed or near completion

β€’

The on-going key project in Vietnam (International Hi-tech Healthcare Park) is in the much-in-demand healthcare sector and has secured long-term financing

β€’

Impending launches will be positioned and timed cautiously in the affordable luxury segment (KLCC Kia Peng Project, Kuala Lumpur), and landed villas segment (Waterside Estate (formerly known as 'Phuoc Long B project'), Ho Chi Minh City), both segments which have shown relative resilience in recent times.

Β 

In July 2012, the Board took steps to address the concerns raised by shareholders by announcing a number of proposals which include a return in aggregate of US$100 million in capital to shareholders by 2015 and the reorganisation of the Company's management and operational structure. The Company continues to make progress in putting in place the necessary prerequisites to implement the proposals and will announce the full details of these proposals to shareholders as soon as practicable.

Β 

Results

Β 

For the six months ended 30 June 2012, the Group recorded revenue of US$18.52 million (H1 2011: US$189.67 million) and a net loss for the period of US$3.11 million (H1 2011: profit of US$6.89 million). The revenue and profit were mainly derived from the continuing sale of apartment units at SENI Mont' Kiara. The results include a charge to the cost of acquisition of US$3.20 million (H1 2011: US$24.90 million).

Β 

Net asset value for the Group for the period under review is slightly lower at US$199.10 million (31 December 2011: US$203.37 million) or US$0.94 per share (31 December 2011: US$0.96).

Β 

In December 2011, Aseana announced its intention to commence a limited share buy-back programme of up to 500,000 Ordinary Shares. The share buy-back programme was conducted between 4 to 24 January 2012, and resulted in 500,000 Ordinary Shares being bought at an average price of 34.93 cents. These shares are currently held as treasury shares.

Β 

Review of Activities and Property Portfolio

Β 

Sales status (based on Sales and Purchase agreements signed):

Β 

Projects

% sales as at

July 2012

% sales as at

December 2011

Tiffani by i-ZEN

96%

96%

SENI Mont' Kiara

83%

71%

Sandakan Harbour Square - Phase 2 retail lots

100%

99%

KL Sentral Office Towers & Hotel

- Office tower 1

- Office tower 2

- Hotel

Β 

100%

100%

100%

Β 

100%

100%

100%

Β 

Malaysia

Β 

The sales at SENI Mont' Kiara continue to be an important focus of the Group. The introduction of stricter borrowing guidelines by the Central Bank as described earlier has slowed the progress of sales transactions at SENI. Despite the challenging economy, sales at SENI have reached 83%, and we continue to be optimistic of achieving the targeted 90% by the end of year 2012.

Β 

In March 2012, the Group successfully completed the construction of Harbour Mall Sandakan consisting of approximately 200,000 square feet of net lettable space. The retail mall was soft-opened for business on 16 July 2012. To date, occupancy at the mall stands at 41%, with notable tenants such as Parkwell, McDonalds, Levi's, The Body Shop, Watsons, GNC, Tomei Gold & Jewellery and Guardian. The Group is targeting 55% occupancy by the end of the year.

Β 

The Group has also partially completed the construction of the Four Points Sheraton Sandakan hotel during the period under review and the hotel was soft-opened for business on 30 May 2012. To date, 180 rooms are ready for occupancy, with the remaining 119 rooms due to progressively come on stream by end September 2012.

Β 

The second half of the year will be a busy period for Aseana as we continue to work on the sale of apartments at SENI Mont' Kiara and Tiffani by i-ZEN. Aseana is also on track to complete the construction of KL Sentral Office Towers and Hotel project in December 2012. The construction start date for KLCC Kia Peng Residential and Boutique Hotel project is expected in October 2012 with planned sales launch to follow shortly thereafter.

Β 

Vietnam

Β 

Aseana continues to make good progress on the development of City International Hospital, the maiden project at the International Hi-Tech Healthcare Park, Ho Chi Minh City. Construction is expected to complete by end of the year, with the hospital slated for opening in Q1 2013.

Β 

Having obtained the Investment License for the Waterside Estate project in December 2011, the Group has made steady progress with the project planning. Phase 1 of the project consisting of 37 units of riverside villas is being prepared for launch in Q4 2012, subject to market conditions.

Β 

Β 

MOHAMMED AZLAN HASHIM

Chairman

28 August 2012

Β 

Β 

DEVELOPMENT MANAGER'S REVIEW

Β 

Malaysia Economic Update

Β 

The pace of the global recovery has moderated in the recent months. The latest data points to slower economic activity and more challenging growth prospects in several regions around the world. In Asia, economic activity was affected by weaker external demand. In spite of this challenging environment, the Malaysian economy recorded higher growth of 5.4% in the second quarter (Q1 2012: 4.9%), driven by stronger domestic demand, which rose by 13.8% (Q1 2012: 9.7%). This was supported by robust growth in expenditure in both the private and public sectors, while net exports moderated further due to weaker exports and higher imports. On the supply side, most major economic sectors continued to expand, led by the services, manufacturing and construction sectors.

Β 

The Malaysian Government is forecasting growth for 2012 of 4.0 to 5.0%. Strong domestic activity is expected to be the main driver, with the Economic Transformation Programme ("ETP") and Government Transformation Programme ("GTP") continuing to be the main catalyst. To date, the Government has unveiled 134 projects under the ETP with investments totaling RM197.49 billion (US$64.44 billion).

Β 

Monetary conditions also remained supportive of economic growth. The Central Bank of Malaysia held the overnight policy rate at 3.0% and statutory reserve requirement at 4.0% June 2011 and July 2011 respectively.

Β 

The Consumer Sentiment Index by the Malaysian Institute of Economic Research ("MIER") is stable at 114.9 points in second quarter of 2012 (Q1 2012: 114.3 points), the highest level since the fourth quarter of 2010. This is supported by a buoyant employment situation, rising levels of disposable income and a growing population base. On the other hand, MIER's Business Conditions Index decreased slightly to 111.5 points in the second quarter of 2012 (Q1 2012: 116.5 points) due to unfavorable outlook for sales and production impacted by global events like the Eurozone debt crisis, the Japan and Thailand natural disasters.

Β 

Β 

Overview of Property Market in Klang Valley, Malaysia

Β 

Offices

Β 

β–ͺ

Total supply of office space in the Klang Valley increased to from 96.73 million sq ft to 97.26 million sq ft in Q2 2012 due to the completion of five new office buildings

Β 

β–ͺ

In Q2 2012, the average occupancy rate of office space in the Klang Valley remained stable at 81%.

Β 

β–ͺ

Market prices and rental rates remained stable. Net yields for office buildings ranged between 6% and 8%.

Β 

β–ͺ

Three en-bloc office transactions were recorded during Q2 2012: (i) Menara Tun Razak 2 (Grade: Prime) were sold at a price of US$165.6 million (US$376 psf); (ii) Tower 8 (Grade: Prime) were sold for US$30.5 million (US$305 psf). (iii) Wisma UEP (Grade: Secondary A) were sold at a price of US$12.9 million (US$144 psf).

Β 

Retail

Β 

β–ͺ

Two retail centres were completed in Q2 2012 increasing the total supply of retail centres in the Klang Valley from 52.81 million sq ft to 54.73 million sq ft.

Β 

β–ͺ

Market prices and rental rates of retail centres in the Klang Valley remained stable in Q2 2012.

Β 

β–ͺ

Overall occupancy rate of Klang Valley retail centres increased slightly from 87.1% in Q1 2012 to 87.6% in Q2 2012.

Β 

β–ͺ

IGB Corp Bhd has proposed to set up and list a real estate investment trust (REIT) on the Main Market, comprising of two malls in Klang Valley namely Mid Valley Megamall and The Gardens Mall for a total consideration of US$1.50 billion.

Β 

Residential

Β 

β–ͺ

Four projects comprising a total of 723 units were completed in Q2 2012. Hence, the total cumulative supply of existing condominium units increased to 228,424 units.

Β 

β–ͺ

Market prices and rentals were generally stable during the quarter.

Β 

β–ͺ

Average occupancy rate for condominiums was at 88% in Q2 2012.

Β 

β–ͺ

Selected new launches: (i) Damai 88 (150 units) located on Jalan Damai, Ampang launched in April 2012 with an average price of US$422 psf, achieved 40% take-up rate during the quarter. (ii) D'Majestic (135 units) located on Jalan Pudu, KL City Centre launched in April 2012 with an average price of US$390 psf, achieved 50% take-up rate during the quarter.

Β 

Hospitality

Β 

β–ͺ

Malaysia recorded a total of 24.7 million tourist arrivals in 2011, an increase of 0.4% from 2010.

Β 

β–ͺ

Average occupancy rate for Q2 2012 is recorded at 68.7% (Q1 2012:65.4%).

Β 

β–ͺ

Average daily room rates for International and Business class hotels in the Klang Valley decreased by 3.2% and 24.1% respectively

Β 

β–ͺ

Dijaya Corp. Bhd purchased a 171-room boutique hotel for a cash consideration of US$17.5 million (US$102,536 per room) from Multi-Purpose Holdings Bhd. The 9-storey hotel located along Jalan Pudu has a 3-star rating offers a gross floor area of 9,988.84 sq m including 77 car parking bays.

Β 

Β 

Source: Bank Negara Malaysia website, Jones Lang Wootton Q2 report, MIER, various publications

Exchange rate - 30 June 2012: US$1:RM3.1776

Β 

Β 

Vietnam Economic Update

Β 

The Vietnamese economy rose 4.38% in the first half of the year of 2012, which was below the government's target of 6.0% for 2012. Exports showed strong growth of 22.2% year-on-year (US$53.1 billion) with a lower import growth rate of 6.9% year-on-year (US$53.8 billion), helping to improve Vietnam's trade deficit for the first half of 2012. Total committed foreign direct investment for the past seven months totaled US$8.0 billion, with realised foreign direct investment estimated at US$6.3 billion.

Β 

In July 2012, inflation declined further to 5.35%, the lowest recorded since November 2009, and down from a peak of 23.02% in August 2011. The slowdown is largely due to government measures to help ease inflation over the past few months.

Β 

During the period under review, the base interest rate remained unchanged at 9%. However, the State Bank of Vietnam ("SBV") slashed the refinancing rate, discount rate and deposit rate cap to 10% (January: 15%), 8% (January: 13%) and 9% (January: 14%) respectively with the aim of easing the burden on the weary real estate market and decreasing inflation. SBV also maintains strict monitoring on the US Dollar and gold trading, helping to stablise the local currency at VND20,828/US$ since December 2011.

Β 

Overview of Property Market in Vietnam

Β 

Offices

Β 

β–ͺ

Four Grade C office buildings entered the market in Q2 2012 adding over 11,000 sqm GFA to the stock, an increase of 1% q-o-q and 7% y-o-y.

Β 

β–ͺ

Average occupancy rate of overall office market in Q2 2012 is at 87% (Q1 2012: 86%).

Β 

β–ͺ

Average rental rates for offices continued to decline in Q2 2012 by 2.7% q-o-q to US$ 20.89 psm per month. Grade A office rents decreased by 1.9% to US$30.79 psm per month and Grade B office rents down by 3.3% to US$17.06 psm per month.

Β 

Retail

Β 

β–ͺ

Total retail area in Ho Chi Minh City in Q2 2012 stands approximately 683,000 sqm with 94 retail centres.

Β 

β–ͺ

Shopping centres led the list of the City's retail stock with 43% market share, followed by supermarkets and department stores.

Β 

β–ͺ

Both average market rents and occupancy rate decreased compared with the previous quarter, by 3% and 1% respectively

Β 

Residential

Β 

β–ͺ

Four new apartment projects were launched this quarter with 722 units, increasing the total primary supply by 2% q-o-q and 3% y-o-y.

Β 

β–ͺ

Launch of new phases of the Chateau and Hoja villa projects increased the primary stock of villas by 20% q-o-q.

Β 

β–ͺ

The average primary price of high-end, mid-end, and affordable apartment for sale in Q2 2012 was recorded at approx. US$2,043 psm (Q1 2012: US$2,414 psm), US$1,822 psm (Q1 2012: US$1,120 psm) and US$817 psm (Q1 2012: US$772 psm) respectively.

Β 

Hospitality

Β 

β–ͺ

International visitors to Vietnam in H1 2012 reached up to 3.4 million arrivals, an increase of 13.9% from the same period last year.

Β 

β–ͺ

One new 4-star hotel (Novotel Saigon Centre with 247 rooms) was completed in Q2 2012, increasing the total supply of hotel rooms to 11,106 rooms.

Β 

β–ͺ

Average occupancy rate of hotels in HCMC decreased from 77% in Q1 2012 to 66% in Q2 2012, due to low tourism numbers.

Β 

β–ͺ

Average room rates for Q2 2012 achieved US$95 per room per night, declining by 2% q-o-q.

Β 

Β 

Β 

Source: General Statistics Office of Vietnam, Savills, CBRE, various publications

Exchange rate - 30 June 2012: US$1:VND20,890

Β 

Β 

LAI VOON HON

President / Chief Executive Officer

Ireka Development Management Sdn. Bhd.

Development Manager

28 August 2012

Β 

PROPERTY PORTFOLIO AS AT 30 JUNE 2012

Β 

Project

Type

Effective Ownership

Approx. Gross

Β Floor Area

(sq m)

Approx. Land Area

(sq m)

Scheduled

completion

Completed projects

Tiffani by i-ZEN

Kuala Lumpur, Malaysia

Luxury condominiums

100%

81,000

15,000

Completed August 2009

1 Mont' Kiara by i-ZEN

Kuala Lumpur, Malaysia

Office suites, office tower and retail mall

100%

96,000

14,000

Completed November 2010

SENI Mont' Kiara

Kuala Lumpur, Malaysia

Luxury condominiums

100%

225,000

36,000

Phase 1: Completed April 2011

Phase 2: Completed October 2011

Sandakan Harbour Square

Sandakan, Sabah, Malaysia

Retail lots, hotel and retail mall

100%

126,000

48,000

Retail lots Completed 2009

Retail mall: Completed March 2012

Hotel: Completed May 2012

Projects under development

Kuala Lumpur Sentral Office Towers & Hotel

Kuala Lumpur, Malaysia

Office towers and a business hotel

40%

107,000

8,000

Fourth quarter of 2012

Aloft Kuala Lumpur Sentral hotel

Kuala Lumpur, Malaysia

Business-class hotel

100%

28,000

5,000

First quarter of 2013

Phase 1: City International Hospital, International Hi-tech Healthcare Park,

Ho Chi Minh City, Vietnam

Private general hospital

66.4%

48,000

25,000

Fourth quarter of 2012

Private equity investment

Equity investment in Nam Long Investment Corporation,

an established developer in Ho Chi Minh City, Vietnam

Private equity investment

16.4%

n/a

n/a

n/a

Pipeline projects

KLCC Kia Peng Residential Project

Kuala Lumpur, Malaysia

Luxury residential tower

70%

40,000

4,000

n/a

Kota Kinabalu seafront resort & residences

Kota Kinabalu, Sabah, Malaysia

(i) Boutique resort hotel resort villas

(ii) Resort homes

100%

80%

n/a

327,000

n/a

Waterside Estate,

Ho Chi Minh City, Vietnam

Villas and high-rise apartments

55%

93,000

56,000

n/a

Other developments in International Hi-tech Healthcare Park,

Ho Chi Minh City, Vietnam

Commercial and residential development with healthcare theme

66.4%

972,000

351,000

n/a

Tan Thuan Dong Residential Project

Ho Chi Minh City, Vietnam

Apartments and commercial development

80%

83,000

20,000

n/a

Queen's Place

Ho Chi Minh City, Vietnam

Residential, offices and retail mall

65%

n/a

8,000

n/a

n/a: Not available / not applicable

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

SIX MONTHS ENDED 30 JUNE 2012

UnauditedΒ 

UnauditedΒ 

AuditedΒ 

Six monthsΒ 

Six monthsΒ 

YearΒ 

endedΒ 

30 JuneΒ 

endedΒ 

30 JuneΒ 

endedΒ 

31 DecemberΒ 

2012Β 

2011Β 

2011Β 

Continuing activities

Notes

US$'000Β 

US$'000Β 

US$'000Β 

Revenue

18,521Β 

189,671Β 

281,142Β 

Cost of sales

5

(16,743)

(164,055)

(236,645)

Gross profit

1,778Β 

25,616Β 

44,497Β 

Other income

3,694Β 

413Β 

2,146Β 

Administrative expenses

(1,164)

(664)

(2,053)

Foreign exchange (loss)/gain

6

(24)

403Β 

(1,014)

Management fees

(2,007)

(1,724)

(3,972)

Marketing expenses

(1,394)

(4,787)

(2,720)

Other operating expenses

(2,601)

(1,257)

(3,210)

Operating (loss)/profit

(1,718)

18,000Β 

33,674Β 

Finance income

178Β 

365Β 

602Β 

Finance costs

(798)

(183)

(1,144)

Net finance (costs)/income

(620)

182Β 

(542)

Net (loss)/profit before taxation

(2,338)

18,182Β 

33,132Β 

Taxation

7

(776)

(11,289)

(18,992)

(Loss)/ profit for the period/year

(3,114)

6,893Β 

14,140Β 

Β 

Other comprehensive (expense)/ income, net of tax

Foreign currency translation differences for foreign operations

(177)

49Β 

(3,364)

Total other comprehensive (expense)/ income for the period/year

(177)

49Β 

(3,364)

Total comprehensive (expense)/income for the period/year

(3,291)

6,942Β 

10,776Β 

Β 

(Loss)/profit attributable to:

Equity holders of the parent

(2,626)

Β 

7,198Β 

Β 

Β 

16,058Β 

Non-controlling interests

(488)

(305)

(1,918)

Total

(3,114)

6,893Β 

14,140Β 

Total comprehensive (expense)/income attributable to:

Equity holders of the parent

(2,933)

Β 

Β 

Β 

7,650Β 

Β 

Β 

Β 

12,625Β 

Non-controlling interests

(358)

(708)

(1,849)

Total

(3,291)

6,942Β 

10,776Β 

(Loss)/earnings per share

Basic and diluted (US cents)

8

(1.24)

3.39Β 

7.56Β 

Β 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2012

UnauditedΒ 

UnauditedΒ 

AuditedΒ 

Β 

Β 

Β As atΒ 

30 JuneΒ 

As atΒ 

30 JuneΒ 

As atΒ 

31 DecemberΒ 

2012Β 

2011Β 

2011Β 

Notes

US$'000Β 

US$'000Β 

US$'000Β 

Non-current assets

Property, plant and equipment

4,613Β 

4,619Β 

4,629Β 

Investment in an associate

-Β 

-Β 

-Β 

Available-for-sale investments

22,052Β 

22,052Β 

22,052Β 

Intangible assets

14,840Β 

15,937Β 

15,003Β 

Deferred tax assets

689Β 

10,187Β 

691Β 

Total non-current assets

42,194Β 

52,795Β 

42,375Β 

Current assets

Inventories

303,792Β 

347,023Β 

285,006Β 

Held-for-trading financial instrument

6,670Β 

-Β 

21,384Β 

Trade and other receivables

56,706Β 

37,143Β 

33,485Β 

Amount due from an associate

191Β 

207Β 

122Β 

Current tax asset

194Β 

-Β 

142Β 

Cash and cash equivalents

19,588Β 

43,426Β 

32,610Β 

Total current assets

387,141Β 

427,799Β 

372,749Β 

TOTAL ASSETS

429,335Β 

480,594Β 

415,124Β 

Β 

Equity

Share capital

10,626Β 

10,626Β 

10,626Β 

Share premium

218,925Β 

221,226Β 

219,101Β 

Capital redemption reserve

1,874Β 

1,874Β 

1,874Β 

Translation reserve

(569)

3,623Β 

(262)

Fair value reserve

4,828Β 

4,828Β 

4,828Β 

Accumulated losses

(36,587)

(41,660)

(32,797)

Shareholders' equity

199,097Β 

200,517Β 

203,370Β 

Non-controlling interests

13,513Β 

3,638Β 

4,276Β 

Total equity

212,610Β 

204,155Β 

207,646Β 

Β 

Current liabilities

Amount due to non-controlling interests

1,510Β 

-Β 

-Β 

Deferred revenue

38,089Β 

63,310Β 

-Β 

Trade and other payables

46,669Β 

96,111Β 

74,338Β 

Bank loans and borrowings

9

20,898Β 

80,346Β 

37,393Β 

Current tax liabilities

3,501Β 

11,956Β 

4,118Β 

Total current liabilities

110,667Β 

251,723Β 

115,849Β 

Β 

Non-current liabilities

Amount due to non-controlling interests

3,000Β 

3,082Β 

3,006Β 

Bank loans

10

26,896Β 

21,634Β 

12,889Β 

Medium term notes

11

76,162Β 

-Β 

75,734Β 

Total non-current liabilities

106,058Β 

24,716Β 

91,629Β 

Total liabilities

216,725Β 

276,439Β 

207,478Β 

Β 

TOTAL EQUITY AND LIABILITIES

429,335Β 

480,594Β 

415,124Β 

Β 

Β 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 30 JUNE 2012 - UNAUDITED

Β 

Β 

Β 

Β 

Β 

Β 

Β 

Share

Capital

US$'000

Β 

Β 

ShareΒ 

PremiumΒ 

US$'000Β 

Β 

Capital

Redemption

Reserve

US$'000

TranslationΒ 

ReserveΒ 

US$'000Β 

Β 

Fair Value

Reserve

US$'000

AccumulatedΒ 

Losses

Β US$'000Β 

Total EquityΒ 

Attributable toΒ 

Equity HoldersΒ 

of the ParentΒ 

US$'000Β 

Β 

Non-Β 

ControllingΒ 

InterestsΒ 

US$'000Β 

Β 

Β 

Β 

TotalΒ 

EquityΒ 

US$'000Β 

At 1 January 2012

10,626

219,101Β 

1,874

(262)

4,828

(32,797)

203,370Β 

4,276Β 

207,646Β 

Purchase of own shares

-

(176)

-

-Β 

-

-Β 

(176)

-Β 

(176)

Non-controlling interests contribution

-

-Β 

-

-Β 

-

-Β 

-Β 

8,431Β 

8,431Β 

Change in ownership interest in subsidiaries

-

-Β 

-

-Β 

-

Β 

(1,164)

(1,164)

1,164Β 

-Β 

Loss for the period

-

-Β 

-

-Β 

-

(2,626)

(2,626)

(488)

(3,114)

Total other comprehensive expense

-

-Β 

-

(307)

-

-Β 

(307)

130Β 

(177)

Total comprehensive expense

-

-Β 

-

(307)

-

(2,626)

(2,933)

(358)

(3,291)

Shareholders' equity at 30 June 2012

10,626

218,925Β 

1,874

(569)

4,828

(36,587)

199,097Β 

13,513Β 

212,610Β 

Β 

Β 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 30 JUNE 2011 - UNAUDITED

Β 

Β 

Β 

Β 

Β 

Β 

Β 

Share

Capital

US$'000

Β 

Β 

Share

Premium

US$'000

Β 

Capital

Redemption

Reserve

US$'000

Translation

Reserve

US$'000

Β 

Fair Value

Reserve

US$'000

AccumulatedΒ 

LossesΒ 

Β US$'000Β 

Total Equity

Attributable to

Equity Holders

of the Parent

US$'000

Β 

Non-Β 

ControllingΒ 

InterestsΒ 

US$'000Β 

Β 

Β 

Β 

Total

Equity

US$'000

At 1 January 2011

10,626

221,226

1,874

3,171

4,828

(48,858)

192,867

4,346Β 

197,213

Profit for the period

-

-

-

-

-

7,198Β 

7,198

(305)

6,893

Total other comprehensive income

-

-

-

452

-

-Β 

452

(403)

49

Total comprehensive income

-

-

-

452

-

7,198Β 

7,650

(708)

6,942

Shareholders' equity at 30 June 2011

10,626

221,226

1,874

3,623

4,828

(41,660)

200,517

3,638Β 

204,155

Β 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2011 - AUDITED

Β 

Β 

Β 

Β 

Β 

Β 

Β 

Share

Capital

US$'000

Β 

Β 

ShareΒ 

PremiumΒ 

US$'000Β 

Β 

CapitalΒ 

RedemptionΒ 

ReserveΒ 

US$'000Β 

Β 

TranslationΒ 

ReserveΒ 

US$'000Β 

Fair Value

Reserve

US$'000

Β 

Β 

AccumulatedΒ 

LossesΒ 

US$'000Β 

Total EquityΒ 

AttributableΒ 

to EquityΒ 

Holders ofΒ 

the ParentΒ 

US$'000Β 

Β 

Non-Β 

ControllingΒ 

InterestsΒ 

US$'000Β 

Β 

Β 

Β 

Total EquityΒ 

US$'000Β 

At 1 January 2011

10,626

221,226Β 

1,874

3,171Β 

4,828

(48,858)

192,867Β 

4,346Β 

197,213Β 

Acquisition from non-controlling interests

-

-Β 

-

-Β 

-

3Β 

3Β 

(14)

(11)

Non-controlling interests contribution

Β 

-

Β 

-Β 

Β 

-

Β 

-Β 

-

Β 

-Β 

Β 

-Β 

Β 

1,793Β 

Β 

1,793Β 

Profit for the year

-

-Β 

-

-Β 

-

16,058Β 

16,058Β 

(1,918)

14,140Β 

Total other comprehensive expense

-

-Β 

-

(3,433)

-

-Β 

(3,433)

69Β 

(3,364)

Total comprehensive income

-

-Β 

-

(3,433)

-

16,058Β 

12,625Β 

(1,849)

10,776Β 

Dividends to equity holders of the parent

-

(2,125)

-

-Β 

-

-Β 

(2,125)

-Β 

(2,125)

Shareholders' equity at 31 December 2011

10,626

219,101Β 

1,874

(262)

4,828

(32,797)

203,370Β 

4,276Β 

Β 207,646Β 

Β 

Β 

CONSOLIDATED STATEMENT OF CASH FLOWS

SIX MONTHS ENDED 30 JUNE 2012

UnauditedΒ 

UnauditedΒ 

AuditedΒ 

Six monthsΒ 

Six monthsΒ 

YearΒ 

endedΒ 

30 JuneΒ 

endedΒ 

30 JuneΒ 

endedΒ 

31 DecemberΒ 

2012Β 

2011Β 

2011Β 

US$'000Β 

US$'000Β 

US$'000Β 

Cash Flows from Operating Activities

Net (loss)/ profit before taxation

(2,338)

18,182Β 

33,132Β 

Finance income

(178)

(365)

(602)

Finance costs

798Β 

183Β 

1,144Β 

Unrealised foreign exchange loss

123Β 

540Β 

20Β 

(Reversal of impairment)/impairment of trade receivables

(356)

-Β 

419Β 

Impairment of goodwill

163Β 

1,237Β 

2,171Β 

Depreciation of property, plant and equipment

346Β 

65Β 

142Β 

Property, plant and equipment written off

-Β 

1Β 

156Β 

Fair value loss/(gain) on held-for-trading financial instrument

60Β 

-Β 

(26)

Operating (loss)/ profit before working capital changes

(1,382)

19,843Β 

36,556Β 

Changes in working capital:

(Increase)/decrease in inventories

(15,769)

86,642Β 

150,591Β 

Increase in receivables

(22,865)

(5,644)

(2,390)

Increase/(decrease) in deferred revenue

38,089Β 

(125,152)

(188,462)

Decrease in payables

(17,908)

(19,382)

(37,543)

Cash used in operations

(19,835)

(43,693)

(41,248)

Interest paid

(3,815)

(2,375)

(5,268)

Tax paid

(1,410)

(2,614)

(8,453)

Net cash used in operating activities

(25,060)

(48,682)

(54,969)

Cash Flows From Investing Activities

Acquisition of non-controlling interests

-Β 

-Β 

(11)

(Advances to)/ repayment from associate

(69)

175Β 

260Β 

Purchase of held-for-trading financial instrument

-Β 

-Β 

(24,145)

Disposal of held-for-trading financial instrument

14,654Β 

-Β 

2,787Β 

Purchase of property, plant and equipment

(323)

(173)

(591)

Finance income received

178Β 

365Β 

602

Net cash from/(used in) investing activities

14,440Β 

367Β 

(21,098)

Β 

Β 

Cash Flows From Financing Activities

Purchase of own shares

(176)

-Β 

-Β 

Repayment of borrowings, bank loans and medium term notes

(10,070)

(82,613)

(131,822)

Drawdown of borrowings, bank loans and medium term notes

8,010Β 

31,487Β 

104,732Β 

Dividend paid to equity holders of the parent

-Β 

-Β 

(2,125)

Net cash used in financing activities

(2,236)

(51,126)

(29,215)

Net changes in cash and cash equivalents during the period/year

(12,856)

(99,441)

(105,282)

Effect of changes in exchange rates

(166)

1,938Β 

(3,037)

Cash and cash equivalents at the beginning of the period/year

32,610Β 

140,929Β 

140,929Β 

Cash and cash equivalents at the end of the period/year

19,588Β 

43,426Β 

32,610Β 

Β 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 30 JUNE 2012

Β 

1. General Information

Β 

The principal activities of the Group are acquisition, development and redevelopment of upscale residential, commercial, hospitality and healthcare projects in the major cities of Malaysia and Vietnam. The Group typically invests in development projects at the pre-construction stage and may also selectively invests in projects in construction and newly completed projects with potential capital appreciation.

2. Summary of Significant Accounting Policies

Β 

2.1. Basis of Preparation

Β 

The interim condensed consolidated financial statements for the six months ended 30 June 2012 has been prepared in accordance with IAS 34, Interim Financial Reporting.

Β 

The interim condensed consolidated financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2011 which has been prepared in accordance with IFRS.

Β 

Taxes on income in the interim period are accrued using the tax rate that would be applicable to expected total annual earnings.

Β 

The interim results have not been audited nor reviewed and do not constitute statutory financial statements.

Β 

The preparation of financial statements in conformity with IFRS requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Although these estimates are based on management's best knowledge of the amount, event or actions, actual results ultimately may differ from those estimates.

Β 

The accounting policies applied are consistent with those of the annual financial statements for the year ended 31 December 2011 as described in those annual financial statements.

Β 

The interim report and financial statements were approved by the Board of Directors on 28 August 2012.

3. SegmentAL Information

Β 

The Group's assets and business activities are managed by Ireka Development Management Sdn. Bhd. ("IDM") as the Development Manager under a management agreement dated 27 March 2007.

Β 

Segmental information represents the level at which financial information is reported to the Executive Management of IDM, being the chief operating decision maker as defined in IFRS 8. The Executive Management consists of the Chief Executive Officer, the Chief Financial Officer and the Chief Operating Officer of IDM. The management determines the operating segments based on reports reviewed and used by the Executive Management for strategic decision-making and resource allocation. For management purposes, the Group is organised into project units.

Β 

The Group's reportable operating segments are as follows:

(i) Ireka Land Sdn. Bhd. - Tiffani by i-ZEN and 1 Mont' Kiara by i-ZEN;

(ii) ICSD Ventures Sdn. Bhd. - develops Sandakan Harbour Square; and

(iii) Amatir Resources Sdn. Bhd. - develops SENI Mont' Kiara.

Β 

Other non-reportable segments comprise the Group's Vietnam subsidiaries which are developing the Hi-Tech Healthcare Park and other new development projects. None of these segments meets any of the quantitative thresholds for determining reportable segments in 2012 and 2011.

Β 

Information regarding the operations of each reportable segment is included below. The Executive Management monitors the operating results of each segment for the purpose of performance assessments and making decisions on resource allocation. Performance is based on segment gross profit and profit before taxation, which the Executive Management believes are the most relevant in evaluating the results relative to other entities in the industry. Segment assets and liabilities are presented inclusive of inter-segment balances and inter-segment pricing is determined on an arm's length basis.

Β 

The Group's revenue generating development projects are currently only in Malaysia since development activities in Vietnam are still at approval and construction stages.

Β 

Operating Segments - ended 30 June 2012

Ireka Land

Sdn. Bhd.

ICSD Ventures Sdn. Bhd.

Amatir Resources Sdn. Bhd.

Β 

Β 

Total

US$'000

US$'000

US$'000

US$'000

Segment profit/(loss) before taxation

1,229

(1,606)

591

214

Included in the measure of segment profit/(loss) are:

Revenue

-

612

17,764

18,376

Cost of acquisition written down

-

(36)

(3,003)

(3,039)

Goodwill impairment

-

-

(163)

(163)

Marketing expenses

-

(2)

(1,386)

(1,388)

Depreciation of property, plant and equipment

(3)

(294)

(1)

(298)

Finance costs

-

(195)

(447)

(642)

Finance income

15

4

31

50

Segment assets

Included in the measure of segment assets are:

14,153

106,347

149,139

269,639

Addition to non-current assets other than financial instruments and deferred tax assets

-

225

-

225

Β 

Β 

Reconciliation of reportable segment revenues, profit or loss, assets and liabilities and other material items

Β 

Profit or loss

US$'000

Total profit or loss for reportable segments

214

Other non-reportable segments

(2,476)

Depreciation

(48)

Finance cost

(156)

Finance income

128

Consolidated loss before taxation

(2,338)

Β 

Operating Segments - ended 30 June 2011

Ireka Land

Sdn. Bhd.

ICSD Ventures Sdn. Bhd.

Amatir Resources Sdn. Bhd.

Β 

Β 

Total

US$'000

US$'000

US$'000

US$'000

Segment (loss)/profit before taxation

(215)

(161)

20,262

19,886

Included in the measure of segment (loss)/profit are:

Revenue

1,060

3,545

184,870

189,475

Cost of acquisition written down

(84)

(754)

(22,825)

(23,663)

Goodwill impairment

-

-

(1,237)

(1,237)

Marketing expenses

-

(54)

(4,733)

(4,787)

Depreciation of property, plant and equipment

(13)

(10)

(1)

(24)

Finance costs

-

(65)

-

(65)

Finance income

175

39

78

292

Ireka Land

Sdn. Bhd.

ICSD Ventures Sdn. Bhd.

Amatir Resources Sdn. Bhd.

Β 

Β 

Total

US$'000

US$'000

US$'000

US$'000

Segment assets

37,993

83,191

216,558

337,742

Included in the measure of segment assets are:

Addition to non-current assets other than financial instruments and deferred tax assets

-

37

-

37

Β 

Reconciliation of reportable segment revenues, profit or loss, assets and liabilities and other material items

Β 

Profit or loss

US$'000

Total profit or loss for reportable segments

19,886

Other non-reportable segments

(1,618)

Depreciation

(41)

Finance cost

(118)

Finance income

73

Consolidated profit before taxation

18,182

Β 

Operating Segments - ended 31 December 2011

Ireka Land

Sdn. Bhd.

ICSD Ventures Sdn. Bhd.

Amatir Resources Sdn. Bhd.

Β 

Β 

Total

US$'000

US$'000

US$'000

US$'000

Segment profit/ (loss) before taxation

2,204

(1,488)

38,725

39,441

Included in the measure of segment profit/ (loss) are:

Revenue

1,885

3,932

274,971

280,788

Cost of acquisition written down

(1,216)

(1,030)

(40,053)

(42,299)

Goodwill impairment

-

-

(2,171)

(2,171)

Marketing expenses

-

(80)

(2,640)

(2,720)

Depreciation of property, plant and equipment

Β 

(19)

Β 

(23)

Β 

(1)

Β 

(43)

Finance costs

-

(65)

(203)

(268)

Finance income

238

95

163

496

Segment assets

23,913

94,286

128,669

246,868

Included in the measure of segment assets are:

Addition to non-current assets other than financial instruments and deferred tax assets

-

63

-

63

Reconciliation of reportable segment revenues, profit or loss, assets and liabilities and other material items

Profit or loss

US$'000

Total profit or loss for reportable segments

39,441

Other non-reportable segments

(5,440)

Depreciation

(99)

Finance cost

(876)

Finance income

106

Consolidated profit before taxation

33,132

30 June 2012

US$'000

Revenue

Depreciation

Finance costs

Finance income

Segment assets

Addition to non-current assets

Total reportable segment

18,376

(298)

(642)

50

269,639

225

Β 

Other non-reportable segments

145

(48)

(156)

128

159,696

98

Consolidated total

18,521

(346)

(798)

178

429,335

323

Β 

30 June 2011

US$'000

Revenue

Depreciation

Finance costs

Finance income

Segment assets

Addition to non-current assets

Total reportable segment

189,475

(24)

(65)

292

337,742

37

Β 

Other non-reportable segments

196

(41)

(118)

73

142,852

136

Consolidated total

189,671

(65)

(183)

365

480,594

173

Β 

Β 

31 December 2011

US$'000

Revenue

Depreciation

Finance costs

Finance income

Segment assets

Addition to non-current assets

Total reportable segment

280,788

(43)

(268)

496

246,868

63

Β 

Other non-reportable segments

354

(99)

(876)

106

168,256

528

Consolidated total

281,142

(142)

(1,144)

602

415,124

591

Β 

Β 

Geographical Information - ended 30 June 2012

Β 

Malaysia

Vietnam

Others

Consolidated

US$'000

US$'000

US$'000

US$'000

Revenue

18,521

-

-

18,521

Non-current assets

8,347

33,847

-

42,194

Β 

Others include Jersey, British Virgin Islands and Singapore.

Β 

For the financial period ended 30 June 2012, no single customer exceeded 10% of the Group's total revenue.

Β 

Geographical Information - ended 30 June 2011

Β 

Malaysia

Vietnam

Others

Consolidated

US$'000

US$'000

US$'000

US$'000

Revenue

189,671

-

Β 

-

-

189,671

Non-current assets

19,028

33,767

-

52,795

Β 

Others include Jersey, British Virgin Islands and Singapore.

Β 

For the financial period ended 30 June 2011, no single customer exceeded 10% of the Group's total revenue.

Β 

Geographical Information - ended 31 December 2011

Β 

Malaysia

Vietnam

Others

Consolidated

US$'000

US$'000

US$'000

US$'000

Revenue

281,142

-

Β 

-

-

281,142

Non-current assets

8,504

33,871

-

42,375

Β 

Others include Jersey, British Virgin Islands and Singapore.

Β 

For the financial year ended 31 December 2011, no single customer exceeded 10% of the Group's total revenue.

4. Seasonality

Β 

The Group's business operations are not materially affected by seasonal factors for the period under review.

Β 

5. Cost of Sales

Β 

Unaudited

Unaudited

Audited

Six months

Six months

Year

ended

30 June

ended

30 June

ended

31 December

2012

2011

2011

US$'000

US$'000

US$'000

Direct costs attributable to property development

16,419

164,055

236,645

Hotel operations

324

-

-

16,743

164,055

236,645

Β 

6. Foreign exchange (loss)/GAIN

Unaudited

Unaudited

Audited

Six months

Six months

Year

ended

30 June

ended

30 June

ended

31 December

2012

2011

2011

US$'000

US$'000

US$'000

Foreign exchange (loss)/gain comprises:

Unrealised foreign exchange loss

(123)

(540)

(20)

Realised foreign exchange gain/(loss)

99

943

(994)

(24)

403

(1,014)

Β 

7. Taxation

Unaudited

Unaudited

Audited

Six months

Six months

Year

ended

30 June

ended

30 June

ended

31 December

2012

2011

2011

US$'000

US$'000

US$'000

Current tax expense

776

1,660

128

Deferred tax expense

-

9,629

18,864

Total tax expense for the period/year

776

11,289

18,992

Β 

The numerical reconciliation between the income tax expenses and the product of accounting results multiplied by the applicable tax rate is computed as follows:

Β 

Unaudited

Unaudited

Audited

Six months

Six months

Year

ended

30 June

ended

30 June

Ended

31 December

2012

2011

2011

US$'000

US$'000

US$'000

Β 

Accounting (loss)/profit

(2,338)

Β 

18,182

Β 

33,132

Income tax at a rate of 25%*

(585)

4,546

8,283

Add :

Tax effect of expenses not deductible in determining taxable profit

2,277

Β 

6,955

Β 

9,179

Movement of unrecognised deferred tax benefits

7

96

1,190

Tax effect of different tax rates in subsidiaries**

139

95

477

Less :

Tax effect of income not taxable in determining taxable profit

(1,062)

(403)

Β 

(186)

Under provision

-

-

49

Total tax expense for the period/year

776

11,289

18,992

Β 

*

The applicable corporate tax rate in Malaysia and Vietnam is 25%.

**

The applicable corporate tax rate in Singapore is 17%. A subsidiary of the Group, Hoa Lam-Shangri-La Healthcare Ltd Liability Co is granted preferential corporate tax rate of 10% for its profit arising from hospital income. The preferential income tax was given by the government due to the subsidiary's involvement in the healthcare and education industries.

Β 

The Company is treated as a tax resident for the purpose of Jersey tax laws and is subject to a tax rate of 0%.

Β 

A Goods and Services Tax was introduced in Jersey in May 2008. TheΒ Company has been registered as an International Services Entity so that it does not have to charge or pay local GST. The cost for this application is Β£200.

Β 

The Directors intend to conduct the Group's affairs such that the central management and control is not exercised in the United Kingdom and so that neither the Company nor any of its subsidiaries carries on any trade in the United Kingdom. The Company and its subsidiaries will thus not be residents in the United Kingdom for taxation purposes. On this basis, they will not be liable for United Kingdom taxation on their income and gains other than income derived from a United Kingdom source.

Β 

Β 

8. (LOSS)/EARNINGS Per Share

Β 

Basic and diluted (loss)/earnings per ordinary share

The calculation of basic and diluted (loss)/earnings per ordinary share for the period/year ended was based on the (loss)/profit attributable to equity holders of the parent and a weighted average number of ordinary shares outstanding, calculated as below:

Β 

Unaudited

Unaudited

Audited

Six months

Six months

Year

ended

30 June

ended

30 June

ended

31 December

2012

2011

2011

US$'000

US$'000

US$'000

(Loss)/profit attributable to equity holders of the parent

(2,626)

7,198

16,058

Weighted average number of shares

212,025

212,525

212,525

(Loss)/earnings per share (US cents):

Basic and diluted

(1.24)

3.39

7.56

Β 

9. Bank Loans and Borrowings

Unaudited

Unaudited

Audited

As at

As at

As at

30 June

30 June

31 December

2012

2011

2011

US$'000

US$'000

US$'000

Bank loans (Note 10)

20,898

80,346

37,393

Β 

The effective interest rates of the bank loans for the period ranged from 5.80% to 23% (30 June 2011: 4.95% to 7.75%; 31 December 2011: 5.84% to 23%) per annum.

Β 

Borrowings are denominated in Malaysian Ringgit and United States Dollars

Β 

Bank loans are repayable by monthly or quarterly instalments.

Β 

Bank loans are secured by land held under property development cost and corporate guarantee of the Company.

Β 

The carrying amount of borrowings approximates its fair value at the statement of financial position date.

Β 

10. Bank Loans

Β 

Unaudited

Unaudited

Audited

As at

As at

As at

30 June

30 June

31 December

2012

2011

2011

US$'000

US$'000

US$'000

Outstanding loans

47,794

101,980

50,282

Less:

Repayment due within twelve months (Note 9)

(20,898)

(80,346)

(37,393)

Repayment due after twelve months

26,896

21,634

12,889

Β 

The effective interest rates of the bank loans for the period ranged from 5.80% to 23% (30 June 2011: 4.95% to 7.75%; 31 December 2011: 5.84% to 23%) per annum.

Β 

Bank loans of the Group are secured by land held under property development costs and corporate guarantee of the Company.

Β 

Bank loans are denominated in Malaysian Ringgit and United State Dollars.

Β 

Bank loans are repayable by monthly or quarterly instalments.

Β 

11. Medium Term Notes

Β 

Unaudited

Unaudited

Audited

As at

As at

As at

30 June

30 June

31 December

2012

2011

2011

US$'000

US$'000

US$'000

Outstanding medium term notes

77,102

-

77,322

Finance costs

780

-

285

Transaction costs

(1,720)

-

(1,873)

Less:

Repayment due within twelve months

-

-

-

Repayment due after twelve months

76,162

-

75,734

Β 

The medium term notes were issued by a subsidiary, incorporated on 5 May 2011, to fund two development projects known as Sandakan Harbour Square and Aloft Kuala Lumpur Sentral hotel in Malaysia. US$77.3 million had been drawn down in 2011 for Sandakan Harbour Square and the remaining US$85.2 million will be drawn down by the first quarter of 2013 for Aloft Kuala Lumpur Sentral hotel. The weighted interest rate of the loan was 5.42% per annum at the statement of financial position date. The effective interest rates of the medium term notes and their outstanding amounts are as follows:

Β 

Β 

Maturity Dates

Interest rate % per annum

Β 

US$'000

Series 1 Tranche FG 001

8 December 2014

5.38

7,867

Series 1 Tranche BG 001

8 December 2014

5.33

6,294

Series 1 Tranche FG 002

8 December 2015

5.46

14,162

Series 1 Tranche BG 002

8 December 2015

5.41

9,441

Series 2 Tranche FG 001

8 December 2015

5.46

22,029

Series 2 Tranche BG 001

8 December 2015

5.41

17,309

77,102

Β 

Β 

The medium term notes are secured by way of:

Β 

(i)

bank guarantee from two financial institutions in respect of the BG Tranches;

(ii)

financial guarantee insurance policy from Danajamin Nasional Berhad in respect to the FG Tranches;

(iii)

a first fixed and floating charge over the present and future assets and properties of Silver Sparrow Berhad, ICSD Ventures Sdn. Bhd. and Iringan Flora Sdn. Bhd. by way of a debenture;

(iv)

a third party first legal fixed charge over ICSD Ventures Sdn. Bhd.'s assets and land;

(v)

assignment of all Iringan Flora Sdn. Bhd.'s present and future rights, title, interest and benefits in and under the Sales and Purchase Agreement to purchase the Aloft Kuala Lumpur Sentral hotel from Excellent Bonanza Sdn. Bhd.;

(vi)

first fixed land charge over the Aloft Kuala Lumpur Sentral hotel and the Aloft Kuala Lumpur Sentral hotel's land (to be executed upon construction completion);

(vii)

a corporate guarantee by Aseana Properties Limited;

(viii)

letter of undertaking from Aseana Properties Limited to provide financial and other forms of support to ICSD Ventures Sdn. Bhd. to finance any cost overruns associated with the development of the Sandakan Harbour Square;

(ix)

assignment of all its present and future rights, interest and benefits under the ICSD Ventures Sdn. Bhd.'s and Iringan Flora Sdn. Bhd.'s Put Option Agreements and the proceeds from the Harbour Mall Sandakan, Four Points by Sheraton Sandakan hotel and Aloft Kuala Lumpur Sentral hotel;

(x)

assignment over the disbursement account, revenue account, Harbour Mall Sandakan operating account, sales proceed account, debt service reserve account and sinking fund account;

(xi)

assignment of all ICSD Ventures Sdn. Bhd.'s and Iringan Flora Sdn. Bhd.'s present and future rights, title, interest and benefits in and under the insurance policies; and

(xii)

a first legal charge over all the shares of the Silver Sparrow Berhad, ICSD Ventures Sdn. Bhd. and Iringan Flora Sdn. Bhd. and any dividends, distributions and entitlements.

Β 

Β 

12. Related Party Transactions

Β 

Transactions between the Group and the Company with Ireka Corporation Berhad ("ICB") and its group of companies are classified as related party transactions based on ICB's 23.07% shareholding in the Company.

Β 

Unaudited

Unaudited

Audited

Six months

Six months

Year

ended

30 June

ended

30 June

ended

31 December

2012

2011

2011

US$'000

US$'000

US$'000

Project management fee charged to an associate

145

196

354

Accounting and financial reporting services fee charged by an ICB subsidiary

Β 

27

Β 

25

Β 

53

Cleaning services fee charged by an ICB subsidiary

Β 

-

Β 

-

Β 

16

Construction progress claims charged by an ICB subsidiary

Β 

19,868

Β 

39,545

Β 

75,767

Management fees charged by an ICB subsidiary

2,156

1,801

4,196

Office rental and deposit charged by ICB

5

-

10

Project management fee for interior fit out works charged by an ICB subsidiary

62

-

52

Sales and administration fee and marketing commissions charged by an ICB subsidiary

310

105

324

Secretarial and administrative services fee by an ICB subsidiary

Β 

27

Β 

25

Β 

53

Project staff costs reimbursed to an ICB subsidiary

362

236

947

Remuneration of key management personnel

- Salaries

19

42

76

Β 

Β 

Β 

Unaudited As at

30 June 2012

US$'000

Unaudited As at

30 June 2011

US$'000

Audited

As at

31 December 2011

US$'000

Amount due by an associate for project management fee

Β 

191

Β 

207

Β 

122

Amount due to an ICB subsidiary for accounting and financial reporting services fee

Β 

27

Β 

25

Β 

-

Amount due to an ICB subsidiary for cleaning services fee

Β 

-

Β 

-

Β 

10

Amount due to an ICB subsidiary for contract works performed net of liquidated ascertained damages's recoverable of US$NIL (30 June 2011:US$NIL; 31 December 2011: US$7,273,633)

Β 

Β 

10,529

Β 

Β 

16,779

Β 

Β 

10,264

Amount due to an ICB subsidiary for management fees

Β 

1,379

Β 

1,801

Β 

2,097

Amount due to ICB for office rental

3

-

-

Amount due to an ICB subsidiary for project management fee for interior fit out works

Β 

30

Β 

-

Β 

-

Amount due to an ICB subsidiary for marketing commissions

Β 

71

Β 

472

Β 

486

Amount due to an ICB subsidiary for secretarial and administrative services fee

Β 

27

Β 

25

Β 

-

Amount due to an ICB subsidiary for project staff costs

Β 

270

Β 

418

Β 

748

Β 

13. Dividends

Β 

The Company has not paid or declared any dividends during the financial period ended 30 June 2012.

Β 

Β 

14. Events after the Statement of Financial Position Date

There were no material adjusting events after the statement of financial position date ended 30 June 2012 that have not been reflected in the interim consolidated financial statements.

Β 

Β 

15. Interim Statement

Β 

Copies of this interim statement are available on the Company's website www.aseanaproperties.com or from the Company's registered office at 12 Castle Street, St. Helier, Jersey, JE2 3RT, Channel Islands

Β 

Principal Risks and Uncertainties

Β 

The Board has overall responsibility for risk management and internal control. The following have been identified previously as the areas of principal risk and uncertainty facing the Company, and they remain relevant in the second half of the year.

Β 

Β 

β€’

Economic

β€’

Strategic

β€’

Regulatory

β€’

Law and regulations

β€’

Tax regimes

β€’

Management and control

β€’

Operational

β€’

Financial

β€’

Going concern

Β 

Β 

For greater detail, please refer to page 18 of the Company's Annual Report for 2011, a copy of which is available on the Company's website www.aseanaproperties.com.

Β 

Β 

RESPONSIBILITY STATEMENT

Β 

The Directors of the Company confirm that to the best of their knowledge that:

Β 

a)

The condensed consolidated financial statements have been prepared in accordance with IAS 34 (Interim Financial Reporting);

b)

The interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and

c)

The interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related party transactions and changes therein).

Β 

On behalf of the Board

Β 

Β 

Β 

Mohammed Azlan Hashim

Christopher Henry Lovell

Director

Director

Β 

28 August 2012

Β 

Β 

This information is provided by RNS
The company news service from the London Stock Exchange
Β 
END
Β 
Β 
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