16 November 1999

FINANCIAL STATEMENTS QUARTER 3,1999

THE UNION MOSAIC INDUSTRY PUBLIC COMPANY LIMITED AUDITOR'S REPORT AND FINANCIAL STATEMENTS AS AT SEPTEMBER 30, 1999 AND 1998 UNAUDITED/REVIEWED ONLY AUDITOR'S REPORT To The Shareholders of THE UNION MOSAIC INDUSTRY PUBLIC COMPANY LIMITED We have reviewed the balance sheets of THE UNION MOSAIC INDUSTRY PUBLIC COMPANY LIMITED as at September 30,1999 and 1998, and related statements of income,statements of changes in shareholders'equity,retained earnings and statements of cash flows for the three months and nine months then ended. Our review was made in accordance with standards prescribed by the Institute of Certified Accountants and auditors of Thailand. Investments in four associated companies were recorded under equity method, for the nine months ended September 30, 1999 and 1998, were taken from their respective unreviewed financial statements. Investment in the aforementioned associated companies of the company which has shareholding of 0.73 per cent and 1.07 per cent of total assets, respectively. The company's profit (loss) from investments represented 1.00 per cent and 0.80 per cent in 1999 and (15.95) per cent and (59.33) per cent in 1998 of net profit (loss) for the three months and nine months, respectively. An interim review of the financial statements mostly comprises the study of financial statements preparation system, the analytical review of financial information and the inquiries made among the company's staff whose duties are relevant to the company's finance and accounting. Such a review normally has more limitations than generally accepted auditing standards for an auditor to express his opinion on the financial statements. We, therefore, cannot express our opinion on the financial statements that we have only reviewed due to the aforementioned reason. However, during our review of the aforementioned financial statements except for limited scope mentioned in the second paragraph, we have not found any material discrepancies that need to be adjusted in the interim financial statements in conformity with the generally accepted accounting principles. We draw your attention to the following notes to financial statements: 1. As stated in notes to financial statements no.1, the effect of adverse economic crisis in Thailand and overall Asia-Pacific countries resulting from the currency devaluation and the economic slowdown. The company operates the real estate business, which is severely affected from the above situation and may continue to be affected for the foreseeable future. 2. As stated in notes to financial statements no. 10, the company has temporarily suspended the project under construction of expansion part at factory with the investment value amount of Baht 368.15 million in 1999, and amount of Baht 363.53 million in 1998, due to the economic volatility as stated in note 1 and slowdown in the real estate business. However, the company expects to take benefit in the future when the economic is recovered. - 2 - 3. As stated in notes to financial statements no. 10, appraisal surplus of land Baht 266,102,532.00 represents surplus from reappraisal of land in 1996 by the independent appraiser. Up to now, the company has no reappraise on such land. Due to economic crisis in Thailand having much affect to the real estate business, it is uncertain whether the value of land will be equal to current appraisal value. Moreover, the result of the company's operation incurred net loss for three consecutive years with unappropriated deficit of Baht 560,149,944.61 in 1999 and Baht 285,980,201.49 in 1998. Consequently, the shareholders' equity as at September 30, 1999 and 1998 showed the outstanding balance of Baht 555,846,587.39 and Baht 830,922,330.51, respectively, but the management expects that the company will have better operation in the future. 4. As stated in notes to financial statements no. 14, regarding to long-term liabilities, the company had modified the loans agreement by having current portion of long-term debt in 1999 and 1998 amount of Baht 839,276,300.00 and Baht 486,631,740.00, respectively. Up to now, the company has not made repayment upon the new agreement since the company is negotiating to decrease the interest rate and extend term of principal repayment. 5. As stated in notes to financial statements no. 11, the deposit for machinery of Baht 44.5 million in 1999 and Baht 45.8 million in 1998. The company has suspended to purchase machinery due to the economic volatility as stated in note 1. The company has not provided the allowance for doubtful accounts of such deposit. The management believes that when the economic is recovered, the company will able to purchase machinery. Office of D I A International Auditing (Mrs. Vilairat Rojnuckarin) C.P.A. (Thailand) Registration No. 3104 November 10, 1999 THE UNION MOSAIC INDUSTRY PUBLIC COMPANY LIMITED BALANCE SHEETS AS AT SEPTEMBER 30, 1999 AND 1998 UNAUDITED/REVIEWED ONLY Assets Current assets 1999 Baht 1998 Cash in hand and at banks (note 4) 6,756,376.37 5,280,620.84 Short-term investments (note 5) 61,118,055.86 88,207,700.31 Accounts and notes receivable (note 6) 324,112,960.38 287,217,997.72 Less Allowance for doubtful accounts (28,131,933.79) (20,978,619.10) Accounts and notes receivable - net 295,981,026.59 266,239,378.62 Short-term loans 3,284.00 22,857.00 Inventories (note 7) 470,693,179.44 457,694,241.07 Other current assets Advance 3,729,328.55 2,910,815.99 Revenue Department 5,239,923.69 2,067,690.87 Compensation in accrued tax 2,853,851.54 2,839,696.27 Expenses prepaid 3,680,081.77 3,404,827.84 Other 1,113,773.76 2,156,415.03 Total current assets 851,168,881.57 830,824,243.84 Investments in related companies - net (note 8) 27,659,419.87 53,952,808.47 Deposits with commitment (note 9) 30,011,000.00 30,011,000.00 Property, plant and equipment - net (note 10) 1,412,029,026.54 1,577,243,739.71 Deposit (note 11) 46,227,402.51 46,461,307.03 Other assets (note 12) 13,001,385.99 9,916,957.29 Total assets 2,380,097,116.48 2,548,410,056.34 Notes to financial statements are parts of these financial statements. THE UNION MOSAIC INDUSTRY PUBLIC COMPANY LIMITED - 2 - Liabilities and shareholders' equity 1999 Baht 1998 Current liabilities Bank overdrafts and loans from financial institutions (note 13) 419,651,621.49 451,567,141.10 Accounts payable 257,153,612.20 153,072,946.18 Current portion of long-term debt (note 14) 839,276,300.00 486,631,740.00 Accrued expenses 32,594,013.40 29,954,674.35 Other loan payables 10,000,000.00 10,000,000.00 Other current liabilities Unearned revenue 2,087,782.00 3,391,964.20 Other 85,500.00 27,000.00 Total current liabilities 1,560,848,829.09 1,134,645,465.83 Long-term liabilities (note 14) 263,401,700.00 582,842,260.00 Total liabilities 1,824,250,529.09 1,717,487,725.83 Shareholders' equity Share capital Registered capital 50,000,000 ordinary shares of Baht 10 each 500,000,000.00 500,000,000.00 Issued and paid-up capital 32,000,000 ordinary shares of Baht 10 each 320,000,000.00 320,000,000.00 Premium on share capital 498,800,000.00 498,800,000.00 Appraisal surplus of land 266,102,532.00 266,102,532.00 Unrealized (gain) loss from changing fair value of investments (note 15) (906,000.00) 0.00 Retained earnings (Deficit) Appropriated Legal reserve 32,000,000.00 32,000,000.00 Unappropriated (560,149,944.61) (285,980,201.49) Total shareholders' equity 555,846,587.39 830,922,330.51 Total liabilities and shareholders' equity 2,380,097,116.48 2,548,410,056.34 Notes to financial statements are parts of these financial statements. THE UNION MOSAIC INDUSTRY PUBLIC COMPANY LIMITED STATEMENTS OF INCOME FOR THE THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998 UNAUDITED/REVIEWED ONLY July - September January - September 1999 Baht 1998 1999 Baht 1998 Revenues Sales 332,931,984.60 260,873,966.59 905,172,921.25 1,027,031,774.82 Other income Gain (Loss) on foreign exchange rate (101,194,914.71) 72,160,240.70 (102,417,308.20) 193,044,059.37 Other income 11,775,268.46 7,431,496.40 27,470,942.40 24,998,950.69 Total revenues 243,512,338.35 340,465,703.69 830,226,555.45 1,245,074,784.88 Expenses Cost of sales 278,619,476.14 275,740,623.47 846,803,873.37 966,978,114.28 Unappropriated net loss (gain) of associated companies on equity (1,225,963.40) 5,228,328.12 (2,101,233.23) 25,595,062.41 Selling and administrative expenses 52,680,572.05 42,993,744.36 138,491,400.63 159,108,637.16 Interest expenses 35,760,572.41 49,276,289.85 109,855,507.84 119,997,567.99 Other expenses 0.00 0.00 0.00 16,532,825.11 Total expenses 365,834,657.20 373,238,985.80 1,093,049,548.61 1,288,212,206.95 Net profit (loss) (122,322,318.85) (32,773,282.11) (262,822,993.16) (43,137,422.07) Earnings (Loss) per share (3.82) (1.02) (8.21) (1.35) Notes to financial statements are parts of these financial statements. THE UNION MOSAIC INDUSTRY PUBLIC COMPANY LIMITED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY FOR THE THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998 UNAUDITED/REVIEWED ONLY July - September January - September 1999 Baht 1998 1999 Baht 1998 Share capital Common shares Beginning of the period 320,000,000.00 320,000,000.00 320,000,000.00 320,000,000.00 End of the period 320,000,000.00 320,000,000.00 320,000,000.00 320,000,000.00 Paid-in capital Premium on share capital Beginning of the period 498,800,000.00 498,800,000.00 498,800,000.00 498,800,000.00 End of the period 498,800,000.00 498,800,000.00 498,800,000.00 498,800,000.00 Appraisal surplus of land Beginning of the period 266,102,532.00 266,102,532.00 266,102,532.00 266,102,532.00 End of the period 266,102,532.00 266,102,532.00 266,102,532.00 266,102,532.00 Unrealized (gain) loss from changing fair value of investments (906,000.00) 0.00 (906,000.00) 0.00 Retained earnings (Deficit) Appropriated Legal reserve Beginning of the period 32,000,000.00 32,000,000.00 32,000,000.00 32,000,000.00 End of the period 32,000,000.00 32,000,000.00 32,000,000.00 32,000,000.00 Unappropriated Beginning of the period (437,827,625.76) (253,206,919.38) (297,326,951.45) (242,842,779.42) Net profit (loss) (122,322,318.85) (32,773,282.11) (262,822,993.16) (43,137,422.07) End of the period (560,149,944.61) (285,980,201.49) (560,149,944.61) (285,980,201.49) Total shareholders' equity 555,846,587.39 830,922,330.51 555,846,587.39 830,922,330.51 Notes to financial statements are parts of these financial statements. THE UNION MOSAIC INDUSTRY PUBLIC COMPANY LIMITED STATEMENTS OF RETAINED EARNINGS FOR THE THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998 UNAUDITED/REVIEWED ONLY July - September January - September 1999 Baht 1998 1999 Baht 1998 Unappropriated retained earnings (deficit) Beginning Balance (437,827,625.76) (253,206,919.38) (297,326,951.45) (242,842,779.42) Less Net profit (loss) for the period (122,322,318.85) (32,773,282.11) (262,822,993.16) (43,137,422.07) Total unappropriated retained earnings (deficit) (560,149,944.61) (285,980,201.49) (560,149,944.61) (285,980,201.49) Appropriated retained earnings (deficit) 32,000,000.00 32,000,000.00 32,000,000.00 32,000,000.00 Total retained earnings (deficit) (528,149,944.61) (253,980,201.49) (528,149,944.61) (253,980,201.49) Notes to financial statements are parts of these financial statements. THE UNION MOSAIC INDUSTRY PUBLIC COMPANY LIMITED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998 UNAUDITED/REVIEWED ONLY July - September January - September 1999 Baht 1998 1999 Baht 1998 Cash flows from operating activities Net profit (loss) (122,322,318.85) (32,773,282.11) (262,822,993.16) (43,137,422.07) Items to reconcile net income to cash flows from operating activities Depreciation 44,192,814.89 57,600,983.00 131,686,563.88 175,419,882.50 Allowance for doubtful accounts increase 0.00 0.00 0.00 15,309,439.14 Provision for diminution in value of investment 0.00 0.00 0.00 16,532,825.11 Amortization of other assets 36,091.38 36,091.38 108,274.14 108,274.14 (Profit) Loss on sales of property, plant and equipment 0.00 34,547.48 12,311.75 (378,292.30) (Gain) Loss on sales of securities (152,690.98) 0.00 (1,571,936.11) 0.00 Unappropriated net (profit) loss of associated companies on equity (1,225,963.40) 5,228,328.12 (2,101,233.23) 25,595,062.41 Unrealized (gain) loss on exchange rate 104,066,712.27 (51,463,794.19) 106,232,794.83 (137,590,794.62) Unrealized (gain) loss from increment of securities 0.00 (114,013.07) (1,768,971.91) 224,106.93 Profit (Loss) from operations before changes in operating assets and liabilities 24,594,645.31 (21,451,139.39) (30,225,189.81) 52,083,081.24 Operating assets (increase) decrease Short - term investments 6,000,000.00 8,333,145.73 8,727,290.17 (34,311,184.70) Accounts and notes receivable (7,993,004.90) 69,066,263.44 (49,334,707.24) 117,026,440.58 Short - term loans 3,286.00 (11,472.00) 14,644.00 (7,722.00) Inventories (97,651,708.14) (5,309,425.59) (27,682,874.92) 65,316,059.92 Deposits 46,486.15 6,450.47 167,871.68 18,742.97 Other current assets (2,280,816.63) (1,325,170.42) (6,018,929.72) (1,414,698.14) Deposits with commitment 0.00 (5,011,000.00) 0.00 (5,011,000.00) Other assets (174,147.42) (494,671.48) (4,148,246.17) (1,232,911.13) - 2 - July - September January - September 1999 Baht 1998 1999 Baht 1998 Operating liabilities increase (decrease) Accounts payable 60,147,733.43 (32,947,422.92) 146,501,624.62 (92,667,498.39) Accrued expenses 4,974,937.24 (28,178,434.19) 11,389,129.46 (33,375,920.48) Other current liabilities (671,902.20) 1,247,912.08 (44,879.16) (4,890,524.68) Net cash provided by (used in) operating activities (13,004,491.16) (16,074,964.27) 49,345,732.91 61,532,865.19 Cash flows from investing activities Proceeds from sale of property, plant and equipment 0.00 15,000.00 2,000.00 857,727.28 Payment for property, plant and equipment (2,450,227.35) (3,410,339.07) (6,560,698.31) (40,334,705.01) Net cash provided by (used in) investing activities (2,450,227.35) (3,395,339.07) (6,558,698.31) (39,476,977.73) Cash flows from financing activities Bank overdrafts and loans from financial institutions increase (decrease) 11,075,355.91 10,216,792.99 (36,717,811.23) (17,666,162.53) Net cash provided by (used in) financing activities 11,075,355.91 10,216,792.99 (36,717,811.23) (17,666,162.53) Cash and cash equivalents increase (decrease) (4,379,362.60) (9,253,510.35) 6,069,223.37 4,389,724.93 Cash and cash equivalents, beginning of the period 11,135,738.97 14,534,131.19 687,153.00 890,895.91 Cash and cash equivalents, end of the period 6,756,376.37 5,280,620.84 6,756,376.37 5,280,620.84 Supplemental disclosures of cash flow information : 1. Cash paid during the year for : Interest payment 34,838,338.71 70,850,082.62 110,091,261.40 148,753,172.42 2. Cash and cash equivalents consist of cash in hand and at banks. Notes to financial statements are parts of these financial statements. THE UNION MOSAIC INDUSTRY PUBLIC COMPANY LIMITED NOTES TO FINANCIAL STATEMENTS AS AT SEPTEMBER 30, 1999 AND 1998 1. EFFECT OF ECONOMIC CRISIS In 1997, Thailand and overall Asia Pacific countries have encountered economic crisis resulting from the currency devaluation and economic slowdown. The real estate business has been adversely affected. The company's sales has dramatically dropped. The financial statement of the company as at September 30, 1999 and 1998 has the excess of current liabilities over current assets of Baht 709,679,947.52 and amount of Baht 303,821,221.99, respectively. However, the company has been solving these problems and expected to continue its operation as a going concern. These financial statements reflect the assessment of the company's current status. In addition, the uncertainties, which cannot be presently determined, may have affect to the financial statements in the foreseeable future. 2. FINANCIAL STATEMENTS PREPARATION BASIS The accompanying financial statements have been prepared in conformity with the Department Regulation of the Ministry of Commerce no.7 (B.E.2539) dated October 25, 1996, regarding the form of balance sheets and statements of income for the Public Company Limited. 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 3.1 Revenues and Expenses Recognition Revenues and expenses are recorded on an accrual basis. Revenue from sales are recognized as revenue when the delivery of good is made. 3.2 Allowance for Doubtful Accounts The company provides allowance for doubtful accounts equal to the amount of expected uncollectible receivable which are based on management evaluation of ability to pay of each receivable. 3.3 Inventory Valuation Finished goods and work in process are valued at the lower of cost or net realizable value. Raw materials and supplies are valued at cost by the average basis. 3.4 Depreciation and Amortization Property, plant and equipment are depreciated on a straight-line method over the estimated useful lives of the assets which do not exceed the rates prescribed by the Revenue Code. Deferred expense are suspended base on the benefit basis and amortized on a straight-line basis within 1-5 years. Concession fee is stated at cost deducting by accumulated amortization under concession period. Excess of cost over book value of investments in associated companies is recognized as goodwill and amortized on a straight-line basis within 10 years. 3.5 Transactions in foreign currencies The company records its transactions in foreign currencies converting into Thai Baht by using the exchange rates ruling on the transaction dates. The outstanding balances of accounts in foreign currencies as at the balance sheet's date are converted into Thai Baht by using the exchange rates ruling on the same day. Gains or Loss on exchange are taken into income or expense as incurred. - 2 - 3.6 Investments For the three months and nine months period ended September 30, 1999, the company has adopted the Thai Accounting Standard No.40 Accounting for Investments in Debt and Equity Securities. The adoption of this standard has not been adjusted to the prior financial statements. 3.6.1 Investments in related companies Investments in associated companies are recorded under the equity basis. 3.6.2 Investments in other companies Securities available for sales are carried at fair value less allowance for impairment of investments (if any). The differrences between book values and fair value are presented as unrealised gains or losses in the shareholders' equity. Other securities are stated at cost, less allowance for impairment in value (if any) Cost of short-term and long-term investments sold during the period were computed by the weighted average method. For the three months and nine months period ended September 30, 1998, under Thai Accounting Standard No. 12 "Accounting for mrrketable securities" and No. 17 "Accounting for investments", investments in marketable securities were stated at the lower of aggregate cost or market value. Other securities which are hold for investment purpose are stated at cost less (more)