AUDITOR'S REPORT ON REVIEW OF INTERIM FINANCIAL STATEMENTS To the Shareholders of Central Pattana Public Company Limited I have performed a review of the accompanying consolidated and company balance sheet of Central Pattana Public Company Limited as at 30 June 1999 and the related consolidated and company statement of income, changes in shareholders' equity, retained earnings, and cash flows for the three-month and six-month periods then ended. These financial statements are the responsibility of the Company's management. My responsibility is to issue a report on these interim financial statements based on my review. The interim consolidated and company financial statements for the three-month and six-month periods ended 30 June 1998 of Central Pattana Public Company Limited, presented herewith for comparative purpose, except for the consolidated and company statement of cash flows, were reviewed by another independent auditor whose report dated 24 July 1998, expressed that he was not aware of any material modifications that should be made to those interim financial statements for them to be in conformity with generally accepted accounting principles. I conducted my review in accordance with standards established by the Institute of Certified Accountants and Auditors of Thailand. A review of interim financial statements consists principally of obtaining an understanding of the system for the preparation of the financial statements, making an analytical review of pertinent financial data, and making inquires of officials of the company who have responsibility for financial and accounting matters. This review is substantially less in scope than an examination in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, I express no opinion on the financial statements which I have reviewed. Based on my review, I am not aware of any material modifications that should be made to the interim consolidated and company financial statements referred to in the first paragraph for them to be in conformity with generally accepted accounting principles in Thailand. As explained in note 1(a) to the interim financial statements, the company prepared and presented the consolidated and company statement of cash flows for the three-month and six-month periods ended 30 June 1998 which were not prepared previously. I have reviewed the information presented in those statements and found that such information is consistent with the information contained in consolidated and company financial statements for the three-month and six-month periods ended 30 June 1998, which were reviewed by another independent auditor. SOONTORN DENTHAM Certified Public Accountant (Thailand) No. 3340 PricewaterhouseCoopers ABAS Limited Bangkok 2 August 1999 The accompanying financial statements are not intended to present the financial position, results of operations, and cash flows in accordance with accounting principles and practices generally accepted in countries and jurisdictions other than Thailand. CENTRAL PATTANA PUBLIC COMPANY LIMITED BALANCE SHEETS (UNAUDITED) AS AT 30 JUNE ASSETS Consolidated Company 1999 1998 1999 1998 Notes Baht'000 Baht'000 Baht'000 Baht'000 CURRENT ASSETS Cash on hand and at banks 95,141 72,577 38,901 35,152 Short-term investments 3 389,989 747,815 375,914 656,038 Trade accounts receivable 4 217,249 288,784 131,706 181,064 Advances and loans to related companies 5 9,046 - 5,883 31,993 Other current assets 6 139,155 134,431 28,417 59,889 Total current assets 850,580 1,243,607 580,821 964,136 UNBILLED COMPLETED WORK - 86,104 - - LOANS TO RELATED COMPANIES 7 78,840 131,699 743,054 1,602,263 INVESTMENTS IN SUBSIDIARIES 8 - - 2,944,539 2,250,247 OTHER INVESTMENTS 9 189,280 227,653 120,314 158,687 PROPERTY AND EQUIPMENT 10 9,748,026 10,169,754 3,423,594 3,561,406 OTHER ASSETS 11 720,091 707,455 287,971 272,401 TOTAL ASSETS 11,586,817 12,566,272 8,100,293 8,809,140 The accounting policies and notes to interim financial statements on pages 14 to 30 form an integral part of these interim financial statements. CENTRAL PATTANA PUBLIC COMPANY LIMITED BALANCE SHEETS (UNAUDITED) AS AT 30 JUNE LIABILITIES AND SHAREHOLDERS' EQUITY Consolidated Company 1999 1998 1999 1998 Notes Baht'000 Baht'000 Baht'000 Baht'000 CURRENT LIABILITIES Bank loans and overdrafts 233,005 328,851 203,306 285,821 Trade accounts payable 2,319 5,882 3,090 3,035 Current portion of long-term loans due within one year 888,408 483,979 772,915 170,359 Advances and loans from related companies 4,312 806 3,342 - Income tax payable 110,876 5,962 106,440 - Other current liabilities 12 433,773 381,889 177,454 139,710 Total current liabilities 1,672,693 1,207,369 1,266,547 598,925 LIABILITIES ARISING FROM INVESTMENT IN SUBSIDIARY - - - 1,164 LOAN FROM RELATED COMPANIES AND DIRECTORS - 19,089 - - LONG-TERM BANK LOANS 1,128,620 1,922,915 - 772,915 EURO CONVERTIBLE BOND 1,622,406 2,420,922 1,622,406 2,420,922 UNEARNED RENTAL AND SERVICE INCOME 2,380,789 2,461,463 1,392,109 1,488,296 DEPOSITS RECEIVED FROM CUSTOMERS 636,118 636,567 454,035 446,896 GUARANTEE FOR LEASEHOLD RIGHT 101,410 139,833 4,414 811 Total liabilities 7,542,036 8,808,158 4,739,511 5,729,929 MINORITY INTERESTS 683,999 678,903 - - SHAREHOLDERS' EQUITY Share capital 13 1,000,000 1,000,000 1,000,000 1,000,000 Share premium 1,185,000 1,185,000 1,185,000 1,185,000 Surplus on revaluation of land 14 112,594 112,594 112,594 112,594 Unrealised gain (loss) of investment in securities - available-for-sale 1,191 (18,650) 1,191 (18,650) Retained earnings : Appropriated - legal reserve 121,000 97,343 121,000 97,343 Unappropriated 940,997 702,924 940,997 702,924 Total shareholders' equity 3,360,782 3,079,211 3,360,782 3,079,211 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 11,586,817 12,566,272 8,100,293 8,809,140 The accounting policies and notes to interim financial statements on pages 14 to 30 form an integral part of these interim financial statements. CENTRAL PATTANA PUBLIC COMPANY LIMITED STATEMENTS OF INCOME (UNAUDITED) FOR THE THREE-MONTH PERIOD ENDED 30 JUNE Consolidated Company 1999 1998 1999 1998 Note Baht'000 Baht'000 Baht'000 Baht'000 REVENUES Rental and service income 534,871 478,997 339,319 307,158 Food and beverage sales 100,591 65,164 - - Interest income 13,127 91,249 24,922 101,339 Gain on foreign exchange 35,557 - 35,557 - Other income 15 31,729 30,274 15,696 25,208 Total revenues 715,875 665,684 415,494 433,705 EXPENSES Cost of rental and service 250,393 247,243 113,034 111,659 Cost of food and beverage sales 73,675 55,009 - - Administrative expenses 99,755 81,974 60,692 55,153 Loss on foreign exchange - 319,637 - 319,637 Loss on impairment in value of other investments - 251,486 - 251,486 Doubtful debt on loan to related company 40,000 43,899 40,000 43,899 Directors' remuneration 3,492 1,854 3,492 1,854 Interest expense 95,663 142,551 64,604 84,890 Total expenses 562,978 1,143,653 281,822 868,578 OPERATING INCOME (LOSS) 152,897 (477,969) 133,672 (434,873) INCOME TAX (45,269) 191,459 (41,015) 192,106 INCOME (LOSS) BEFORE SHARE OF RESULTS IN SUBSIDIARIES 107,628 (286,510) 92,657 (242,767) SHARE OF RESULTS IN SUBSIDIARIES - - 8,228 (33,193) INCOME (LOSS) BEFORE MINORITY INTERESTS 107,628 (286,510) 100,885 (275,960) MINORITY INTERESTS (6,743) 10,550 - - NET INCOME (LOSS) FOR PERIOD 100,885 (275,960) 100,885 (275,960) EARNINGS (LOSS) PER SHARE (Baht) - basic (loss) 1.01 (2.76) 1.01 (2.76) - diluted 1.02 0.55 1.02 0.55 The accounting policies and notes to interim financial statements on pages 14 to 30 form an integral part of these interim financial statements. CENTRAL PATTANA PUBLIC COMPANY LIMITED STATEMENTS OF INCOME (UNAUDITED) FOR THE SIX-MONTH PERIOD ENDED 30 JUNE Consolidated Company 1999 1998 1999 1998 Notes Baht'000 Baht'000 Baht'000 Baht'000 REVENUES Rental and service income 1,067,881 958,457 679,997 614,837 Food and beverage sales 188,290 121,901 - - Interest income 25,389 172,928 45,999 191,381 Gain from redemption of convertible bonds 56,185 - 56,185 - Gain on foreign exchange - 205,699 - 205,699 Other income 15 68,816 68,456 46,980 44,596 Total revenues 1,406,561 1,527,441 829,161 1,056,513 EXPENSES Cost of rental and service 498,107 482,278 226,332 214,509 Cost of food and beverage sales 139,423 98,340 - - Cost of condominium leasehold right 16 1,093 - - - Administrative expenses 166,622 171,569 99,780 115,033 Loss on impairment in value of other investments - 251,486 - 251,486 Doubtful debt on loan to related company 40,000 43,899 40,000 43,899 Loss on foreign exchange 4,972 - 4,972 - Provision for loss of property under development 30,000 - - - Directors' remuneration 6,840 3,988 6,840 3,988 Interest expense 199,287 273,192 131,036 160,817 Total expenses 1,086,344 1,324,752 508,960 789,732 OPERATING INCOME 320,217 202,689 320,201 266,781 INCOME TAX (104,566) (26,014) (96,692) (18,456) INCOME BEFORE SHARE OF RESULTS IN SUBSIDIARIES 215,651 176,675 223,509 248,325 SHARE OF LOSS IN SUBSIDIARIES - - (21,510) (49,941) INCOME BEFORE MINORITY INTERESTS 215,651 176,675 201,999 198,384 MINORITY INTERESTS (13,652) 21,709 - - NET INCOME FOR PERIOD 201,999 198,384 201,999 198,384 EARNINGS PER SHARE (Baht) - basic 2.02 1.98 2.02 1.98 - diluted 2.23 0.66 2.23 0.66 The accounting policies and notes to interim financial statements on pages 14 to 30 form an integral part of these interim financial statements. 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