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Central Development Holdings Limited Earnings Release 2004

Jun 7, 2004

49236_rns_2004-06-07_6c0013be-8e62-494e-86fe-809c1ad3dddf.htm

Earnings Release

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Listed Company Information

Listed Company Information
SEAPOWER RES I<00269> - Results Announcement

SEAPOWER RESOURCES INTERNATIONAL LIMITED announced on 7/6/2004:
(stock code: 00269 )
Year end date: 31/3/2004
Currency: HKD
Auditors' Report: Modified

(Audited )
(Audited ) Last
Current Corresponding
Period Period
from 1/4/2003 from 1/4/2002
to 31/3/2004 to 31/3/2003
Note ('000 ) ('000 )
Turnover : 9,996 16,881
Profit/(Loss) from Operations : (8,359) (4,902)
Finance cost : (23,572) (45,948)
Share of Profit/(Loss) of
Associates : N/A N/A
Share of Profit/(Loss) of
Jointly Controlled Entities : N/A N/A
Profit/(Loss) after Tax & MI : 1,299,079 (47,650)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : 0.815 (0.0308)
-Diluted (in dollars) : N/A N/A
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : 1,299,079 (47,650)
Final Dividend : NIL NIL
per Share
(Specify if with other : N/A N/A
options)

B/C Dates for
Final Dividend : N/A
Payable Date : N/A
B/C Dates for Annual
General Meeting : 12/7/2004 to 16/7/2004 bdi.
Other Distribution for : N/A
Current Period

B/C Dates for Other
Distribution : N/A

Remarks:

1 BASIS OF PREPARATION

a) Restructuring

On 14 May 2003, the Company entered into a conditional Restructuring
Agreement with the investor, Many Returns Limited, in relation to the
Restructuring Proposal for the Company. The Restructuring Proposal
involving, amongst other things, the Capital Restructuring, Debt
Restructuring involving Schemes of Arrangement ("Schemes"), and the
Subscription Agreement in relation to new shares and warrants of the
Company was completed on 5 December 2003. Each of the Provisional
Liquidators has been released and discharged as joint and several
Provisional Liquidators of the Company with effect from the date of the
completion in accordance with the orders of the Courts.

b) Going concern basis

In preparing the financial statements, the Directors of the Company have
given careful consideration to the future liquidity of the Group in light
of the Group's net current liabilities of approximately HK$1,427,000 as at
31 March 2004.

MRL has agreed to provide and procure the provisions of working capital to
the Company such that the Group will have sufficient working capital for
its operations for 12 months after the completion of the Restructuring
Agreement. MRL agrees to undertake to the Company that the Company will
not dispose of any of its assets after completion if such disposal will
result in the Company breaching paragraph 38 of its listing agreement with
the Stock Exchange of Hong Kong Limited.

In light of the above, the Directors of the Company have prepared the
financial statements on a going concern basis that the Group would be able
to meet the debts as and when they fall due and will have sufficient
working capital to carry on its business for the foreseeable future.

Should the Group be unable to continue in business as a going concern,
adjustments would have to be made to restate the value of the assets to
their recoverable amounts, to provide for any further liabilities which
might arise and to reclassify non-current assts as current assets. The
effects of these adjustments have not been reflected in the financial
statements.



2 SEGMENT TURNOVER AND RESULTS

2004 2003
HK$'000 HK$'000
Segment turnover:
Income from cold storage warehousing and logistics management
9,996 16,881
=========================
Segment results
Cold storage warehousing and logistics management
(2,615) 5,977
Property investment (73) (321)
==========================

3 PROFIT/(LOSS) BEFORE TAXATION

Profit/(loss) before taxation is stated after crediting and
charging:

Notes 2004 2003
HK$'000 HK$'000
Crediting:
Gain arising from debts discharged under Schemes of Arrangement
(a) 632,718 -
Gain on disposal of subsidiaries
(b) 706,083 -
Provision for bad and doubtful debts written back
- 1

Charging:
Loss on disposal of club membership
- 1,340
Provision for bad and doubtful debts
801 3,046
Provisional Liquidators' remuneration
- 6,425
Auditors' remuneration
- Current year 225 -
- Underprovision in previous years 393 3
Depreciation
- Owned fixed assets 1,744 2,032
Staff costs including retirement costs of HK$58,576
(2003: HK$76,000) 5,848 5,598
Impairment loss on other land and buildings
1,364 -
Loss on disposal of fixed assets (other than properties)
1,216 516
======================

(a) GAIN ARISING FROM DEBTS DISCHARGED UNDER SCHEMES OF ARRANGEMENT

2004 2003
HK$'000 HK$'000

Waive of indebtedness 640,474 -
Restructuring and scheme expenses
(7,756) -
-----------------------
632,718 -
=======================

The gain represented the indebtedness and the accrued interest payable by
the Group waived by the scheme creditors upon the completion of the
Schemes as detailed in note 1 (a) above, net of any restructuring and
scheme expenses

(b) GAIN ON DISPOSAL OF SUBSIDIARIES

On 5 December 2003, the Company entered into a sale and purchase agreement
with an independent third party to dispose of 37 directly and indirectly
wholly owned subsidiaries at a consideration of HK$25. Gain of
approximately HK$706,083,000 arose on the de-consolidation of these
subsidiaries in the financial statements for the year ended 31 March 2004.


4 EARNINGS/(LOSS) PER SHARE

The calculation of the basic earnings/(loss) per share is based on the net
profit for the year of approximately HK$1,299,079,000 (2003: loss of
HK$47,650,000) and on the weighted average number of 1,594,002,898 (2003:
1,547,042,829) shares in issue during the year.

No amount has been presented for the diluted earnings per share for the
year ended 31 March 2004 as the conversion of the outstanding warrants
would reduce the loss per share from continuing ordinary operations. No
diluted loss per share for 2003 was presented, as the exercise of the
outstanding share options of the Company during the year ended 31 March
2003 would result in reducing loss per share.