Chememan Public Company Limited and its subsidiaries Review report and interim consolidated financial statements For the three-month and nine-month periods ended 30 September 2018
Chememan Public Company Limited and its subsidiaries Review report and interim consolidated financial statements For the three-month and nine-month periods ended 30 September 2018
Independent Auditor’s Report on Review of Interim Financial Information
To the Shareholders of Chememan Public Company Limited
I have reviewed the accompanying consolidated statement of financial position of Chememan
Public Company Limited and its subsidiaries as at 30 September 2018, the related consolidated
statements of comprehensive income for the three-month and nine-month periods ended
30 September 2018, and the related consolidated statements of changes in shareholders’ equity,
and cash flows for the nine-month period then ended, as well as the condensed notes to the
consolidated financial statements. I have also reviewed the separate financial information of
Chememan Public Company Limited for the same period. Management is responsible for the
preparation and presentation of this interim financial information in accordance with Thai
Accounting Standard 34 Interim Financial Reporting. My responsibility is to express a conclusion
on this interim financial information based on my review.
Scope of review
I conducted my review in accordance with Thai Standard on Review Engagements 2410, Review
of Interim Financial Information Performed by the Independent Auditor of the Entity. A review of
interim financial information consists of making inquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other review procedures. A review
is substantially less in scope than an audit conducted in accordance with Thai Standards on
Auditing and consequently does not enable me to obtain assurance that I would become aware of
all significant matters that might be identified in an audit. Accordingly, I do not express an audit
opinion.
Conclusion
Based on my review, nothing has come to my attention that causes me to believe that the
accompanying interim financial information is not prepared, in all material respects, in accordance
with Thai Accounting Standard 34 Interim Financial Reporting.
Khitsada Lerdwanna
Certified Public Accountant (Thailand) No. 4958
EY Office Limited
Bangkok: 12 November 2018
Chememan Public Company Limited and its subsidiaries
Statements of financial position
As at 30 September 2018
Note 30 September 2018 31 December 2017 30 September 2018 31 December 2017
(Unaudited (Audited) (Unaudited (Audited)
but reviewed) but reviewed)
Assets
Current assets
Cash and cash equivalents 4 80,296 45,734 38,691 14,157
Trade and other receivables 5 367,852 388,466 387,031 381,545
Current portion of accounts receivable
under installment sales 6 4,160 2,164 4,160 2,164
Inventories 284,571 279,913 233,336 243,286
Other current assets 21,833 22,726 21,362 22,495
Total current assets 758,712 739,003 684,580 663,647
Non-current assets
Restricted bank deposits 513 560 - -
Accounts receivable under installment sales
- net of current portion 6 45,809 49,864 45,809 49,864
Long-term loan to related party 3 - - 4,179 4,216
Investments in subsidiaries 7 - - 128,108 128,108
Investments in joint ventures 8 82,226 13,853 93,923 15,083
Property, plant and equipment 9 2,388,922 2,256,313 2,363,368 2,225,135
Ore reserve 10 102,754 107,516 102,754 107,516
Advance payments for construction of
plant and machinery 107,317 6,655 107,317 6,655
Intangible assets 7,784 7,990 - -
Deferred tax assets 36,196 27,445 26,564 13,714
Other non-current assets 8,268 7,327 5,256 5,271
Total non-current assets 2,779,789 2,477,523 2,877,278 2,555,562
Total assets 3,538,501 3,216,526 3,561,858 3,219,209
The accompanying notes are an integral part of the financial statements.
Consolidated financial statements
(Unit: Thousand Baht)
Separate financial statements
Chememan Public Company Limited and its subsidiaries
Statements of financial position (continued)
As at 30 September 2018
Note 30 September 2018 31 December 2017 30 September 2018 31 December 2017
(Unaudited (Audited) (Unaudited (Audited)
but reviewed) but reviewed)
Liabilities and shareholders' equity
Current liabilities
Short-term loans from financial institutions 11 230,000 263,872 230,000 263,872
Trade and other payables 12 299,810 329,889 284,248 302,414
Current portion of liabilities under
finance lease agreements 21,829 24,410 21,731 24,410
Current portion of long-term loans 13 52,093 71,766 52,093 71,766
Other current liabilities 28,901 33,634 22,568 31,520
Total current liabilities 632,633 723,571 610,640 693,982
Non-current liabilities
Liabilities under finance lease agreements,
net of current portion 48,410 58,927 48,155 58,927
Long-term loans, net of current portion 13 604,105 1,136,755 604,105 1,136,755
Provision for long-term employee benefits 14 62,703 57,231 61,644 56,326
Deferred tax liabilities 338 664 338 651
Other non-current liabilities 14,364 16,678 14,325 16,541
Total non-current liabilities 729,920 1,270,255 728,567 1,269,200
Total liabilities 1,362,553 1,993,826 1,339,207 1,963,182
The accompanying notes are an integral part of the financial statements.
Separate financial statements
(Unit: Thousand Baht)
Consolidated financial statements
Chememan Public Company Limited and its subsidiaries
Statements of financial position (continued)
As at 30 September 2018
Note 30 September 2018 31 December 2017 30 September 2018 31 December 2017
(Unaudited (Audited) (Unaudited (Audited)
but reviewed) but reviewed)
Shareholders' equity
Share capital
Registered
1,000 million ordinary shares of Baht 1 each 1,000,000 1,000,000 1,000,000 1,000,000
Issued and fully paid up
960 million ordinary shares of Baht 1 each 15
(31 December 2017: 720 million ordinary shares
of Baht 1 each) 960,000 720,000 960,000 720,000
Share premium 15 736,843 77,000 736,843 77,000
Capital surplus on share-based payment 28,997 28,997 28,997 28,997
Retained earnings
Appropriated - statutory reserve 56,300 56,300 56,300 56,300
Unappropriated 407,537 340,500 440,511 373,730
Other components of shareholders' equity (18,735) (5,466) - -
Equity attributable to owners of the Company 2,170,942 1,217,331 2,222,651 1,256,027
Non-controlling interests of the subsidiary 5,006 5,369 - -
Total shareholders' equity 2,175,948 1,222,700 2,222,651 1,256,027
Total liabilities and shareholders' equity 3,538,501 3,216,526 3,561,858 3,219,209
- - - -
The accompanying notes are an integral part of the financial statements.
Directors
Separate financial statements
(Unit: Thousand Baht)
Consolidated financial statements
(Unaudited but reviewed)
Chememan Public Company Limited and its subsidiaries
Statement of comprehensive income
Note 2018 2017 2018 2017
Profit or loss
Revenues
Sales 587,804 513,089 530,922 450,492
Other income 5,822 5,597 4,073 5,480
Total revenues 593,626 518,686 534,995 455,972
Expenses
Cost of sales 394,204 328,771 368,191 292,809
Selling expenses 114,774 101,771 96,540 81,391
Administrative expenses 43,678 55,805 35,021 45,582
Loss on exchange rate 4,505 1,659 4,503 1,682
Total expenses 557,161 488,006 504,255 421,464
Profit before share of loss from investments in
joint ventures, finance cost and income tax expenses 36,465 30,680 30,740 34,508
Share of loss from investments in joint ventures 8 (1,101) (154) - -
Profit before finance cost and income tax expenses 35,364 30,526 30,740 34,508
Finance cost (20,187) (15,855) (20,179) (15,855)
Profit before income tax expenses 15,177 14,671 10,561 18,653
Income tax benefits 16 4,395 3,009 6,320 2,939
Profit for the period 19,572 17,680 16,881 21,592
Other comprehensive income
Other comprehensive income to be reclassified
to profit or loss in subsequent periods
Exchange differences on translation of financial statements
in foreign currency - net of income tax (10,654) (497) - -
Other comprehensive income for the period (10,654) (497) - -
Total comprehensive income for the period 8,918 17,183 16,881 21,592
The accompanying notes are an integral part of the financial statements.
For the three-month period ended 30 September 2018
(Unit: Thousand Baht, except earnings per share expressed in Baht)
Consolidated financial statements Separate financial statements
(Unaudited but reviewed)
Chememan Public Company Limited and its subsidiaries
Statement of comprehensive income (continued)
Note 2018 2017 2018 2017
Profit attributable to:
Equity holders of the Company 19,624 17,725 16,881 21,592
Non-controlling interests of the subsidiary (52) (45)
19,572 17,680
Total comprehensive income attributable to:
Equity holders of the Company 9,237 17,368 16,881 21,592
Non-controlling interests of the subsidiary (319) (185)
8,918 17,183
Earnings per share 17
Basic earnings per share
Profit attributable to equity holders of the Company 0.02 0.02 0.02 0.03
The accompanying notes are an integral part of the financial statements.
(Unit: Thousand Baht, except earnings per share expressed in Baht)
Consolidated financial statements Separate financial statements
For the three-month period ended 30 September 2018
(Unaudited but reviewed)
Chememan Public Company Limited and its subsidiaries
Statement of comprehensive income
Note 2018 2017 2018 2017
Profit or loss
Revenues
Sales 1,831,460 1,620,460 1,662,730 1,449,183
Other income 11,986 12,991 8,248 12,476
Gain on exchange rate 567 - 570 -
Total revenues 1,844,013 1,633,451 1,671,548 1,461,659
Expenses
Cost of sales 1,222,342 1,009,713 1,140,690 924,939
Selling expenses 338,844 323,088 280,913 263,411
Administrative expenses 122,384 160,873 96,703 131,171
Loss on exchange rate - 1,645 - 1,736
Total expenses 1,683,570 1,495,319 1,518,306 1,321,257
Profit before share of loss from investments in
joint ventures, finance cost and income tax expenses 160,443 138,132 153,242 140,402
Share of loss from investments in joint ventures 8 (3,066) (182) - -
Profit before finance cost and income tax expenses 157,377 137,950 153,242 140,402
Finance cost (49,139) (45,864) (49,121) (45,923)
Profit before income tax expenses 108,238 92,086 104,121 94,479
Income tax benefits (expenses) 16 6,575 (1,364) 10,660 (1,478)
Profit for the period 114,813 90,722 114,781 93,001
Other comprehensive income
Other comprehensive income to be reclassified
to profit or loss in subsequent periods
Exchange differences on translation of financial statements
in foreign currency - net of income tax (13,408) (1,259) - -
Other comprehensive income for the period (13,408) (1,259) - -
Total comprehensive income for the period 101,405 89,463 114,781 93,001
The accompanying notes are an integral part of the financial statements.
For the nine-month period ended 30 September 2018
(Unit: Thousand Baht, except earnings per share expressed in Baht)
Consolidated financial statements Separate financial statements
(Unaudited but reviewed)
Chememan Public Company Limited and its subsidiaries
Statement of comprehensive income (continued)
Note 2018 2017 2018 2017
Profit attributable to:
Equity holders of the Company 115,037 90,895 114,781 93,001
Non-controlling interests of the subsidiary (224) (173)
114,813 90,722
Total comprehensive income attributable to:
Equity holders of the Company 101,768 90,206 114,781 93,001
Non-controlling interests of the subsidiary (363) (743)
101,405 89,463
Earnings per share 17
Basic earnings per share
Profit attributable to equity holders of the Company 0.13 0.13 0.13 0.14
The accompanying notes are an integral part of the financial statements.
For the nine-month period ended 30 September 2018
(Unit: Thousand Baht, except earnings per share expressed in Baht)
Consolidated financial statements Separate financial statements
(Unaudited but reviewed)
Chememan Public Company Limited and its subsidiaries
Statement of changes in shareholders' equity
(Unit: Thousand Baht)
Other components of equity
Other comprehensive income
Exchange differences Total equity Equity attributable
Capital surplus on translation of attributable to to non-controlling
Issued and paid-up on share-based Appropriated financial statements owners of interests of
share capital Share premium payment - statutory reserve Unappropriated in foreign currency the Company the subsidiary Total
Balance as at 1 January 2017 650,000 - 28,997 45,000 342,321 (2,369) 1,063,949 6,351 1,070,300
Profit for the period - - - - 90,895 - 90,895 (173) 90,722
Other comprehensive income for the period - - - - - (689) (689) (570) (1,259)
Total comprehensive income for the period - - - - 90,895 (689) 90,206 (743) 89,463
Increase share capital 70,000 77,000 - - - - 147,000 - 147,000
Interim dividend paid (Note 18) - - - - (100,100) - (100,100) - (100,100)
Transferred to retained earnings - - - 6,000 (6,000) - - - -
Balance as at 30 September 2017 720,000 77,000 28,997 51,000 327,116 (3,058) 1,201,055 5,608 1,206,663
Balance as at 1 January 2018 720,000 77,000 28,997 56,300 340,500 (5,466) 1,217,331 5,369 1,222,700
Profit for the period - - - - 115,037 - 115,037 (224) 114,813
Other comprehensive income for the period - - - - - (13,269) (13,269) (139) (13,408)
Total comprehensive income for the period - - - - 115,037 (13,269) 101,768 (363) 101,405
Increase share capital (Note 15) 240,000 659,843 - - - - 899,843 - 899,843
Interim dividend paid (Note 18) - - - - (48,000) - (48,000) - (48,000)
Balance as at 30 September 2018 960,000 736,843 28,997 56,300 407,537 (18,735) 2,170,942 5,006 2,175,948
-
The accompanying notes are an integral part of the financial statements.
Retained earnings
Consolidated financial statements
Equity attributable to owners of the Company
For the nine-month period ended 30 September 2018
(Unaudited but reviewed)
Chememan Public Company Limited and its subsidiaries
Statement of changes in shareholders' equity (continued)
(Unit: Thousand Baht)
Capital surplus
Issued and paid-up on share-based Appropriated
share capital Share premium payment - statutory reserve Unappropriated Total
Balance as at 1 January 2017 650,000 - 28,997 45,000 379,562 1,103,559
Total comprehensive income for the period - - - - 93,001 93,001
Increase share capital 70,000 77,000 - - - 147,000
Interim dividend paid (Note 18) - - - - (100,100) (100,100)
Transferred to retained earnings - - - 6,000 (6,000) -
Balance as at 30 September 2017 720,000 77,000 28,997 51,000 366,463 1,243,460
Balance as at 1 January 2018 720,000 77,000 28,997 56,300 373,730 1,256,027
Total comprehensive income for the period - - - - 114,781 114,781
Increase share capital (Note 15) 240,000 659,843 - - - 899,843
Interim dividend paid (Note 18) - - - - (48,000) (48,000)
Balance as at 30 September 2018 960,000 736,843 28,997 56,300 440,511 2,222,651
-
The accompanying notes are an integral part of the financial statements.
Separate financial statements
Retained earnings
For the nine-month period ended 30 September 2018
(Unaudited but reviewed)
Chememan Public Company Limited and its subsidiaries
2018 2017 2018 2017
Cash flows from operating activities
Profit before tax 108,238 92,086 104,121 94,479
Adjustments to reconcile profit before tax to
net cash provided by (paid from) operating activities
Depreciation and amortisation 137,154 118,704 132,992 114,197
Doubtful accounts - 431 - -
Loss on sales of plant and equipment 2,347 899 2,347 899
Write-off property, plant and equipment 1,600 1,747 1,600 1,747
Long-term employee benefits expenses 5,553 6,309 5,318 5,421
Unrealised loss on exchange 1,961 4,006 5,033 3,590
Unrealised loss on forward contract 86 - 86 -
Share of loss from investments in joint ventures 3,066 182 - -
Interest income (2,004) (2,001) (2,161) (2,205)
Interest expenses 49,139 44,549 49,121 44,606
Profit from operating activities before
changes in operating assets and liabilities 307,140 266,912 298,457 262,734
Operating assets (increase) decrease
Trade and other receivables 19,147 36,899 (10,096) 41,269
Inventories (4,658) (33,075) 9,950 (28,651)
Accounts receivable under installment sales 1,613 5,628 1,613 5,628
Other current assets 1,298 (4,939) 1,537 (4,883)
Other non-current assets (941) 109 15 (271)
Operating liabilities increase (decrease)
Trade and other payables (23,390) (35,483) (11,413) (43,191)
Other current liabilities (4,729) 6,555 (8,948) 6,621
Other non-current liabilities (2,876) (2,636) (2,778) (1,933)
Cash flows from operating activities 292,604 239,970 278,337 237,323
Cash paid for interest expenses (45,631) (44,940) (45,616) (44,997)
Cash paid for income tax (495) (15,875) (495) (15,875)
Cash receipt from withholding tax refundable - 1,040 - 1,040
Net cash flows from operating activities 246,478 180,195 232,226 177,491
The accompanying notes are an integral part of the financial statements.
Cash flow statement
For the nine-month period ended 30 September 2018
(Unit: Thousand Baht)
Consolidated financial statements Separate financial statements
(Unaudited but reviewed)
Chememan Public Company Limited and its subsidiaries
2018 2017 2018 2017
Cash flows from investing activities
Decrease in loan to related party - - - 427
Increase in investments in subsidiary company - - - (2,178)
Increase in investments in joint ventures (78,840) (10,049) (78,840) (10,049)
Cash paid for advance payments for
construction of plant and machinery (107,317) (7,643) (107,317) (7,643)
Acquisition of property, plant and equipment (262,004) (270,693) (261,335) (270,450)
Acquisition of intangible asset - (906) - -
Interest income 2,004 4,200 2,161 4,404
Cash receipt from sales of property, plant
and equipment 328 62 328 62
Net cash flows used in investing activities (445,829) (285,029) (445,003) (285,427)
Cash flows from financing activities
Decrease in short-term loans
from financial institutions (33,872) (247,812) (33,872) (247,812)
Cash paid for liabilities under finance lease agreements (20,347) (26,689) (20,347) (26,689)
Cash receipt from long-term loans 659,440 1,220,970 659,440 1,220,970
Repayment of long-term loans (1,214,000) (857,814) (1,214,000) (857,814)
Cash paid for loan front-end fee (3,250) (6,070) (3,250) (6,070)
Cash receipt from loan from shareholder - 1,214,000 - 1,214,000
Repayment of loan from shareholder - (1,214,000) - (1,214,000)
Repayment of loans from related parties - - - (9,101)
Proceeds from increase in share capital 921,600 147,000 921,600 147,000
Cash paid for direct costs related to share offering (24,260) - (24,260) -
Interim dividend paid (48,000) (100,100) (48,000) (100,100)
Net cash flows from financing activities 237,311 129,485 237,311 120,384
Decrease in translation adjustments (3,398) (1,573) - -
Net increase in cash and cash equivalents 34,562 23,078 24,534 12,448
Cash and cash equivalents at beginning of period 45,734 43,108 14,157 12,723
Cash and cash equivalents at end of period 80,296 66,186 38,691 25,171
- -
Supplemental cash flow information
Non-cash transactions
Transfer advance payments for construction of plant
and machinery to property, plant and equipment 6,655 4,536 6,655 4,536
Increased in account payable from acquisition of assets 6,289 - 6,289 -
Assets acquired under finance lease agreements 7,249 62,458 6,896 62,458
The accompanying notes are an integral part of the financial statements.
Consolidated financial statements Separate financial statements
(Unit: Thousand Baht)
Cash flow statement (continued)
For the nine-month period ended 30 September 2018
(Unaudited but reviewed)
1
Chememan Public Company Limited and its subsidiaries
Notes to interim consolidated financial statements
For the three-month and nine-month periods ended 30 September 2018
1. General information
1.1 Basis for the preparation of interim financial statements
These interim financial statements are prepared in accordance with Thai Accounting
Standard No. 34 Interim Financial Reporting, with the Company choosing to present
condensed interim financial statements. However, the Company has presented the
statements of financial position, comprehensive income, changes in shareholders' equity,
and cash flows in the same format as that used for the annual financial statements.
The interim financial statements are intended to provide information additional to that
included in the latest annual financial statements. Accordingly, they focus on new
activities, events and circumstances so as not to duplicate information previously reported.
These interim financial statements should therefore be read in conjunction with the latest
annual financial statements.
The interim financial statements in Thai language are the official statutory financial
statements of the Company. The interim financial statements in English language have
been translated from the Thai language financial statements.
1.2 Basis of consolidation
These interim consolidated financial statements include the financial statements of
Chememan Public Company Limited (“the Company”) and its subsidiaries (“the subsidiaries”)
and have been prepared on the same basis as that applied for the consolidated financial
statements for the year ended 31 December 2017, with no changes in the shareholding
structure of subsidiaries.
1.3 New financial reporting standards
(a) Financial reporting standards that became effective in the current year
During the period, the Company and its subsidiaries have adopted the revised financial
reporting standards and interpretations (revised 2017) which are effective for fiscal years
beginning on or after 1 January 2018. These financial reporting standards were aimed at
alignment with the corresponding International Financial Reporting Standards with most
of the changes and clarifications directed towards disclosures in the notes to financial
statements. The adoption of these financial reporting standards does not have any
significant impact on the Company and its subsidiaries’ financial statements.
(Unaudited but reviewed)
2
(b) Financial reporting standards that will become effective in the future
During the period, the Federation of Accounting Professions issued the financial reporting
standard TFRS 15 Revenue from Contracts with Customers, which is effective for fiscal
years beginning on or after 1 January 2019 and a set of 5 standards related to financial
instruments, which are effective for fiscal years beginning on or after 1 January 2020.
Key principles of these standards are summarised below. TFRS 15 Revenue from Contracts with Customers
TFRS 15 supersedes TAS 11 Construction Contracts and TAS 18 Revenue, together with
related Interpretations. Entities are to apply this standard to all contracts with customers
unless those contracts fall within the scope of other standards. The standard establishes
a five-step model to account for revenue arising from contracts with customers, with
revenue being recognized at an amount that reflects the consideration to which an entity
expects to be entitled in exchange for transferring goods or services to a customer.
The standard requires entities to exercise judgement, taking into consideration all of the
relevant facts and circumstances when applying each step of the model.
The management of the Company and its subsidiaries is currently evaluating the impact
of this standard to the financial statements in the year when it is adopted.
Thai Financial Reporting Standards related to financial instruments
The set of TFRSs related to financial instruments consists of five accounting standards
and interpretations, as follows:
Financial reporting standards:
TFRS 7 Financial Instruments: Disclosures
TFRS 9 Financial Instruments
Accounting standard:
TAS 32 Financial Instruments: Presentation
Financial Reporting Standard Interpretations:
TFRIC 16 Hedges of a Net Investment in a Foreign Operation
TFRIC 19 Extinguishing Financial Liabilities with Equity Instruments
These TFRSs related to financial instruments make stipulations relating to the
classification of financial instruments and their measurement at fair value or amortised cost
(taking into account the type of instrument, the characteristics of the contractual cash flows
and the Company’s business model), calculation of impairment using the expected credit
loss method, and hedge accounting. These include stipulations regarding the presentation
and disclosure of financial instruments. When the TFRSs related to financial instruments
are effective, some accounting standards, interpretations and guidance which are
currently effective will be cancelled.
(Unaudited but reviewed)
3
The management of the Company and its subsidiaries is currently evaluating the impact
of these standards to the financial statements in the year when they are adopted.
2. Significant accounting policies
The interim financial statements are prepared using the same accounting policies and
methods of computation as were used for the financial statements for the year ended
31 December 2017.
3. Related party transactions
During the periods, the Company and its subsidiaries had significant business
transactions with related parties. Such transactions, which are summarised below, arose
in the ordinary course of business and were concluded on commercial terms and bases
agreed upon between the Company and its subsidiaries and those related parties.
(Unit: Million Baht)
For the three-month periods ended 30 September
Consolidated
financial statements
Separate
financial statements Pricing policy
2018 2017 2018 2017
Transactions with subsidiaries
(Eliminated from the consolidated financial statements)
Sales of goods - - 85 61 Mutual agreed prices
Services expenses - - 3 3 Contract price
(Unit: Million Baht)
For the nine-month periods ended 30 September
Consolidated
financial statements
Separate
financial statements Pricing policy
2018 2017 2018 2017
Transactions with subsidiaries
(Eliminated from the consolidated financial statements)
Sales of goods - - 256 187 Mutual agreed prices
Services expenses - - 8 7 Contract price
Transactions with joint venture
Service income 1 - - - Contract price
Transactions with related company
(related by common director)
Services expenses 1 1 1 1 Contract price
Transactions with shareholder
Interest expenses - 6 - 6 5.70% and 5.76% per annum
(Unaudited but reviewed)
4
The balances of the accounts as at 30 September 2018 and 31 December 2017
between the Company and those related parties are as follows.
(Unit: Thousand Baht)
Consolidated
financial statements
Separate
financial statements
30 September
2018
31 December
2017
30 September
2018
31 December
2017
Trade receivables - related party (Note 5)
Subsidiary - - 94,658 71,302
Other receivables - related parties (Note 5)
Subsidiaries - - 66 66
Joint venture 349 - 111 -
Management and directors 305 - 305 -
Total other receivables - related parties 654 - 482 66
Other payables - related parties (Note 12)
Subsidiaries - - 1,486 1,512
Related companies
(related by common director) 41 40 41 40
Total other payables - related parties 41 40 1,527 1,552
Advance receipt - related party (Note 12)
Subsidiary - - 7,212 7,272
Loan to related party
As at 30 September 2018 and 31 December 2017, the balance of loans to related party
and the movement of such loan to are as follows.
(Unit: Thousand Baht)
Separate financial statements
Long-term loan to related party Relationship
31 December
2017
Increase
during the
period
Decrease
during the
period
Unrealised loss
from translation
of foreign
currency
30 September
2018
Northman Company Limited Subsidiary 4,216 - - (37) 4,179
Total 4,216 - - (37) 4,179
The long-term loans to Northman Company Limited of USD 0.13 million (31 December
2017: outstanding balance of USD 0.13 million) bearing interest at the rate MLR
per annum, the loans were repaid in year 2020 and year 2024.
(Unaudited but reviewed)
5
Directors and management’s benefits
During the three-month and nine-month periods ended 30 September 2018 and 2017,
the Company and its subsidiaries had employee benefit expenses payable to their
directors and management as below.
(Unit: Thousand Baht)
For the three-month periods ended 30 September
Consolidated
financial statements
Separate
financial statements
2018 2017 2018 2017
Short-term employee benefits 23,739 22,583 21,283 19,903
Post-employment benefits 1,651 1,475 1,508 1,446
Total 25,390 24,058 22,791 21,349
(Unit: Thousand Baht)
For the nine-month periods ended 30 September
Consolidated
financial statements
Separate
financial statements
2018 2017 2018 2017
Short-term employee benefits 70,984 66,531 63,517 58,359
Post-employment benefits 4,546 4,224 4,532 4,138
Total 75,530 70,755 68,049 62,497
4. Cash and cash equivalents
(Unit: Thousand Baht)
Consolidated
financial statements
Separate
financial statements
30 September
2018
31 December
2017
30 September
2018
31 December
2017
Cash 238 233 230 226
Bank deposits 80,058 45,501 38,461 13,931
Total 80,296 45,734 38,691 14,157
As at 30 September 2018, bank deposits in saving accounts and fixed deposits carried
interests between 0.04 and 1.67 percent per annum (31 December 2017: between 0.04
and 1.53 percent per annum).
(Unaudited but reviewed)
6
5. Trade and other receivables
(Unit: Thousand Baht)
Consolidated
financial statements
Separate
financial statements
30 September
2018
31 December
2017
30 September
2018
31 December
2017
Trade receivables - related party
Aged on the basis of due dates
Not yet due - - 94,658 71,302
Total trade receivables - related party - - 94,658 71,302
Trade receivables - unrelated parties
Aged on the basis of due dates
Not yet due 290,991 292,684 232,831 228,475
Past due
Up to 3 months 19,605 39,875 10,034 28,984
3 - 6 months 3,340 770 - 10
6 - 12 months - - - -
Over 12 months - 9 - -
Total trade receivables - unrelated parties 313,936 333,338 242,865 257,469
Total trade receivables 313,936 333,338 337,523 328,771
Other receivables
Prepaid expense 8,977 7,564 6,997 5,768
Advance and other receivables - related parties 654 - 482 66
Advance and other receivables - unrelated parties 44,285 47,564 42,029 46,940
Total other receivables 53,916 55,128 49,508 52,774
Total trade and other receivables 367,852 388,466 387,031 381,545
As at 30 September 2018, the Company has advance payments for goods to a company
in Vietnam amounting to Baht 37 million (31 December 2017: Baht 42 million) that is
included in the advance and other receivables - unrelated parties. This company is the
same company in the account receivable under installment sales machine agreement
as described in Note 6 to the financial statements. This company uses such machine
to manufacture goods to sell to the Company.
(Unaudited but reviewed)
7
6. Accounts receivable under installment sales
As at 30 September 2018, net receivables of the Company under installment sales
machine agreements amounted to Baht 50 million (31 December 2017: Baht 52 million).
The terms of the agreements are generally 10 years and interest is charged at 4.65
percent per annum. The details are as follows.
(Unit: Thousand Baht)
Consolidated and Separate financial statements
30 September 2018 31 December 2017
Less than
1 year 1 - 5 years
More than
5 years Total
Less than
1 year 1 - 5 years
More than
5 years Total
Accounts receivable under
installment sales 6,436 34,531 18,598 59,565 4,541 32,156 26,805 63,502
Unearned interest income (2,276) (6,482) (838) (9,596) (2,377) (7,459) (1,638) (11,474)
Accounts receivable under
installment sales - net 4,160 28,049 17,760 49,969 2,164 24,697 25,167 52,028
7. Investments in subsidiaries
Company’s name Currency Paid-up capital Shareholding percentage Cost
30 September
2018
31 December
2017
30 September
2018
31 December
2017
30 September
2018
31 December
2017
(%) (%) Thousand
Baht
Thousand
Baht
Tubkwang Co., Ltd.
(Ceases its operation)
Thousand
Baht
1,875 1,875 99.99 99.99 1,875 1,875
Chememan Australia Pty. Ltd. Thousand AUD 3,220 3,220 99.99 99.99 95,674 95,674
Northman Company Limited Million VND 2,336 2,336 100.00 100.00 3,721 3,721
Chememan International Pte. Ltd.
(On the process of termination)
Thousand
USD
300 300 100.00 100.00 9,240
9,240
Chememan Lao Company
Limited
Thousand
USD
500 500 60.00 60.00 10,742
10,742
Chememan India Private
Limited
Thousand
INR
16,897 16,897 99.99 99.99 8,825 8,825
Total 130,077 130,077
Less: Allowance for impairment in value of investments (1,969) (1,969)
128,108 128,108
No dividend was received from the subsidiaries during the nine-month periods ended
30 September 2018 and 2017.
(Unaudited but reviewed)
8
8. Investments in joint ventures
8.1 Detail of investments in joint ventures
Investments in joint ventures represent investments in entities which are jointly controlled
by the Company and other companies. Details of these investments are as follows. (Unit: Thousand Baht)
Consolidated financial statements
Company’s name
Nature of
business
Country of
incorporation
Shareholding percentage Cost
Carrying amounts based
on equity method
30 September
2018
31 December
2017
30 September
2018
31 December
2017
30 September
2018
31 December
2017
Siriman Chemicals
India Private Limited
Manufacture
and distribute of
lime products
India
(%)
50
(%)
50
30,861
28
30,559
-
Easternbulk Lime
Products Private
Limited
Manufacture
and distribute of
lime products
India 50 50 63,062 15,055 59,404 14,189
Less: Exchange differences on translation adjustments - - (7,737) (336)
Total 93,923 15,083 82,226 13,853
(Unit: Thousand Baht)
Separate financial statements
Company’s name
Nature of
business
Country of
incorporation
Shareholding percentage Cost
30 September
2018
31 December
2017
30 September
2018
31 December
2017
(%) (%)
Siriman Chemicals India
Private Limited
Manufacture and
distribute of
lime products
India 50 50 30,861 28
Easternbulk Lime Products
Private Limited
Manufacture and
distribute of
lime products
India 50 50 63,062 15,055
Total 93,923 15,083
8.2 Share of loss
During the three-month and nine-month periods ended 30 September 2018 and 2017,
the Company recognised its share of loss from investments in the joint ventures in the
consolidated financial statements as follows.
(Unit: Thousand Baht)
Consolidated financial statements
For the three-month
periods ended
30 September
For the nine-month
periods ended
30 September
Company’s name 2018 2017 2018 2017
Siriman Chemicals India Private Limited 6 - (274) (28)
Easternbulk Lime Products Private Limited (1,107) (154) (2,792) (154)
Total (1,101) (154) (3,066) (182)
(Unaudited but reviewed)
9
During the current period, the Company made an additional investment in 500,331
ordinary shares from an increase in share capital of Easternbulk Lime Products Private
Limited, at a price of INR 200 per share, totaling INR 100 million or equivalent to
Baht 48 million. The Company still had a 50% interest in such company.
During the current period, the Company made an additional investment in 6.5 million
ordinary shares from an increase in share capital of Siriman Chemicals India Private
Limited, at a price of INR 10 per share, totaling INR 65 million or equivalent to Baht
31 million. The Company still had a 50% interest in such company.
9. Property, plant and equipment
Movements of the property, plant and equipment account for the nine-month period
ended 30 September 2018 are summarised below.
(Unit: Thousand Baht)
Consolidated
financial statements
Separate
financial statements
Net book value as at 1 January 2018 2,256,313 2,225,135
Acquisitions during period - at cost 269,619 268,597
Capitalised interest 2,141 2,141
Disposal/write-off during period-net book value at
disposal/write-off date (4,275) (4,275)
Depreciation for the period (132,392) (128,230)
Exchange differences on translation adjustments (2,484) -
Net book value as at 30 September 2018 2,388,922 2,363,368
During the nine-month period ended 30 September 2018, the Company capitalised interest
amounting to Baht 2 million to the costs of plant, machinery and equipment construction
(2017: None). These borrowing costs arose on loans obtained for general purpose and
used in these projects, and were determined based on the weighted average interest rates
of these loans, at 3.35% to 4.20% per annum.
As at 30 September 2018, the Company and its subsidiary had motor vehicles under finance
lease agreements with net book value amounting Baht 91 million (31 December 2017: Baht
112 million) (the Company only: Baht 90 million (31 December 2017: Baht 112 million)).
As at 30 September 2018, the Company has mortgaged its land and structures thereon
and machinery with net book value of approximately Baht 1,284 million (31 December
2017: Baht 1,271 million) as collateral against credit facilities received from financial
institution.
(Unaudited but reviewed)
10
10. Ore reserve
The balance represents the acquisition cost of the concession to operate business
related to the industrial mining of limestone and related development costs.
The movement for the nine-month period ended 30 September 2018 is summarised
below.
(Unit: Thousand Baht)
Consolidated and Separate
financial statements
Net book value as at 1 January 2018 107,516
Amortisation for the period (4,762)
Net book value as at 30 September 2018 102,754
Under the conditions of the above concession, the Company’s mining operations must
comply with the approved mining plans, and environmental protection and rehabilitation
regulations, and with the regulations and conditions stipulated in the concession.
On 6 August 2014, the Company entered into an agreement to pay special benefits to
the government for the extending of a concession period. The concession period is
25 years, which will expire in 2040.
11. Short-term loans from financial institutions
(Unit: Thousand Baht)
Interest rate
(% per annum)
Consolidated and Separate
financial statements
30 September
2018
31 December
2017
30 September
2018
31 December
2017
Short-term loans from financial institutions 3.35 3.85 - 4.20 230,000 263,872
Total 230,000 263,872
12. Trade and other payables
(Unit: Thousand Baht)
Consolidated
financial statements
Separate
financial statements
30 September
2018
31 December
2017
30 September
2018
31 December
2017
Trade payables - unrelated parties 141,467 143,196 124,860 143,196
Other payables - related parties 41 40 1,527 1,552
Other payables - unrelated parties 97,667 124,744 96,869 92,890
Accrued expenses - unrelated parties 58,462 61,180 51,833 57,022
Advance receipt - related party - - 7,212 7,272
Advance receipt - unrelated parties 2,173 729 1,947 482
Total trade and other payable 299,810 329,889 284,248 302,414
(Unaudited but reviewed)
11
13. Long-term loans
Movements of the long-term loans account for the nine-month period ended 30 September
2018 are summarised below.
(Unit: Thousand Baht)
Consolidated and Separate
financial statements
Balance as at 1 January 2018 1,208,521
Add: Loan during in period 659,440
Less: Repayment of loan as due date (24,280)
Less: Repayment of loan before due date (1,189,720)
Less: Deferred loans front-end fee (3,250)
Add: Amortisation loans front-end fee 5,487
Balance as at 30 September 2018 656,198
Less: Portion due within one year (52,093)
Long-term loan, net of current portion 604,105
On 2 April 2018, the Company made early repayment of, its long-term loan of Baht 530
million using cash received from Initial Public Offering described in Note 15 to the
financial statements.
During the current period, the Company entered into an agreement with a local financial
institution granting a new long-term loan of Baht 1,300 million, with the objective of
reducing the Company’s finance costs and increasing its working capital.
On 27 September 2018, the Company had drawn down the first tranche of the loan of
Baht 659 million to repay all outstanding principal and interest of the existing long-term
loan. On 24 October 2561, the Company drew down the second tranche of the loan of
Baht 300 million.
Under the new long-term loan agreement, require the Company to be repaid loan
principal in quarterly installments and carries interest at MLR less 2.95% per annum.
The loan is secured by the mortgage of the Company’s land and structures thereon and
most of its machinery. The Company is required to maintain debt to equity and debt
service coverage ratios in accordance with the agreement.
(Unaudited but reviewed)
12
14. Provision for long-term employee benefits
Movements of the provision for long-term employee benefits for the nine-month period
ended 30 September 2018 are summarised below.
(Unit: Thousand Baht)
Consolidated
financial statements
Separate
financial statements
Balance as at 1 January 2018 57,231 56,326
Increase during the period 5,553 5,318
Exchange differences on translation adjustments (81) -
Balance as at 30 September 2018 62,703 61,644
15. Share Capital
During 14 to 16 March 2018, the Company made an Initial Public Offering of 240 million
additional ordinary shares at a price of Baht 3.84 per share and received full settlement of
the additional share capital on 19 March 2018. Direct costs attributable to the share offering
net of income tax, amounting to Baht 22 million, are presented as a deduction from the
premium on ordinary shares in the statement of financial position. The Company registered
the increase in its paid-up capital with the Ministry of Commerce on 19 March 2018.
The Stock Exchange of Thailand (SET) has approved the listing of the ordinary shares
of the Company as securities on the Stock Exchange of Thailand (SET), to be traded
from 21 March 2018.
16. Income tax
Interim corporate income tax was calculated on profit before income tax for the period,
using the estimated effective tax rate for the year.
Income tax expenses for the three-month and nine-month periods ended 30 September
2018 and 2017 are made up as follows.
(Unit: Thousand Baht)
For the three-month periods ended 30 September
Consolidated
financial statements
Separate
financial statements
2018 2017 2018 2017
Current income tax
Interim corporate income tax charge - (2,525) - (2,525)
Deferred tax
Relating to origination and reversal of temporary
differences (4,395) (484) (6,320) (414)
Income tax benefits reported in the statements
of comprehensive income (4,395) (3,009) (6,320) (2,939)
(Unit: Thousand Baht)
(Unaudited but reviewed)
13
For the nine-month periods ended 30 September
Consolidated
financial statements
Separate
financial statements
2018 2017 2018 2017
Current income tax
Interim corporate income tax charge 2,503 - 2,503 -
Adjustment in respect of income tax of previous year - 1,414 - 1,414
Deferred tax
Relating to origination and reversal of temporary
differences (9,078) (50) (13,163) 64
Income tax expenses (benefits) reported in
the statements of comprehensive income (6,575) 1,364 (10,660) 1,478
17. Earnings per share
Basic earnings per share is calculated by dividing profit for the period attributable to
equity holders of the Company (excluding other comprehensive income) by the weighted
average number of ordinary shares issue during the period, after adjusting the number
of shares for the three-month and nine-month periods ended 30 September 2017 to
reflect the impact of the change in par value. In this respect, the number of ordinary
shares was adjusted as if the share spilt had occurred at the beginning of the first
reporting period.
The following table sets forth the computation of basic earnings per share.
For the three-month periods ended 30 September
Consolidated
financial statements
Separate
financial statements
2018 2017 2018 2017
Profit for the periods attributable to
equity holders the Company
(Thousand Baht) 19,624 17,725 16,881 21,592
Weighted average number of ordinary
shares (Thousand shares) 960,000 720,000 960,000 720,000
Earnings per share (Baht) 0.02 0.02 0.02 0.03
For the nine-month periods ended 30 September
Consolidated
financial statements
Separate
financial statements
2018 2017 2018 2017
Profit for the periods attributable to
equity holders the Company
(Thousand Baht) 115,037 90,895 114,781 93,001
Weighted average number of ordinary
shares (Thousand shares) 892,308 677,949 892,308 677,949
Earnings per share (Baht) 0.13 0.13 0.13 0.14
(Unaudited but reviewed)
14
18. Dividends
Dividends Approved by
Dividends paid
(Million Baht)
Dividend per share
(Baht)
Interim dividends for the earning
of the promoted operation from
1 January 2017 to 31 March
2017 and for the year 2016
and 2015
Board of Directors’
meeting on 12 May
2017
100.1 0.77
Total dividend for 2017 100.1 0.77
Interim dividends for the earning
of the promoted operation from
1 January 2018 to 30 June
2018
Board of Directors’
meeting on 7 August
2018
48.0
0.05
Total dividend for 2018 48.0 0.05
19. Segment information
The Company and its subsidiaries’ business operations involve 2 geographic segments:
(1) The Company which is incorporated in Thailand, manufactures and distributes of lime
products. (2) The subsidiaries which are incorporated in overseas and distribute lime
products.
The following tables present revenue and profit information regarding the Company and
its subsidiaries’ operating segments for the three-month and nine-month periods ended
30 September 2018 and 2017.
(Unaudited but reviewed)
15
(Unit: Million Baht)
For the three-month periods ended 30 September
Geographic segment
located in Thailand
Geographic segment
located in overseas Eliminated transactions
Consolidated
financial statements
2018 2017 2018 2017 2018 2017 2018 2017
Revenues from external customers 446 390 141 123 - - 587 513
Intersegment revenues 85 60 - - (85) (60) - -
Total revenues 531 450 141 123 (85) (60) 587 513
Segment operating profit 163 159 30 29 - (3) 193 185
Unallocated income and expenses:
Other income 6 6
Selling expenses (115) (102)
Administrative expenses (43) (56)
Loss on exchange rate (4) (2)
Share of loss from investments
in joint ventures (1) -
Financial cost (20) (16)
Income tax benefits 4 3
Profit for the period 20 18
(Unaudited but reviewed)
16
(Unit: Million Baht)
For the nine-month periods ended 30 September
Geographic segment
located in Thailand
Geographic segment
located in overseas Eliminated transactions
Consolidated
financial statements
2018 2017 2018 2017 2018 2017 2018 2017
Revenues from external customers 1,407 1,262 424 358 - - 1,831 1,620
Intersegment revenues 256 187 - - (256) (187) - -
Total revenues 1,663 1,449 424 358 (256) (187) 1,831 1,620
Segment operating profit 522 525 91 85 (4) 1 609 611
Unallocated income and expenses:
Other income 12 13
Selling expenses (339) (323)
Administrative expenses (122) (161)
Gain (loss) on exchange rate 1 (2)
Share of loss from investments
in joint ventures (3) -
Financial cost (49) (46)
Income tax benefits (expenses) 6 (1)
Profit for the period 115 91
(Unaudited but reviewed)
17
20. Commitments and contingent liabilities
20.1 Capital commitments
1) The Company had capital commitments relating to the construction of plant and
acquisition of machinery and equipment as follows.
Consolidated and Separate
financial statements
Currency 30 September 2018 31 December 2017
Million Baht 170.1 89.0
Million USD 0.6 -
Million EUR 2.4 0.1
2) As at 30 September 2018, the Company had capital commitment amounting to INR
6.4 million (31 December 2017: INR 71.4 million) in respect of the uncalled portion
of investments in subsidiary and joint venture in India.
20.2 Operating lease and service commitments
1) The Company and its subsidiaries have entered into lease agreements in respect
of the lease of office building space and other service agreements. Future minimum
rentals and service fees payable under these agreements are as follows.
(Unit: Million Baht)
Consolidated
financial statements
Separate
financial statements
30 September
2018
31 December
2017
30 September
2018
31 December
2017
Payable:
In up to 1 year 26.9 23.4 22.4 19.1
In over 1 and up to 5 years 21.3 17.7 20.0 13.0
2) The Company has entered into marketing service agreements with two subsidiaries
as follows.
(2.1) Northman Company Limited whereby the Company is committed to pay
service fee amounting VND 375 million per month in the year 2018. The term
of the agreement can be extended with the mutual agreement of the parties.
(2.2) Chememan India Private Limited whereby the Company is committed to pay
service fee amounting USD 25,000 per quarter for the fourth quarter of 2018.
The term of the agreement can be extended with the mutual agreement of
the parties.
(Unaudited but reviewed)
18
3) The Company has entered into a long-term agreement with a local company for
purchase of gas at prices and in quantity stipulated in the agreement. The agreement
will expire in 2019.
4) The Company is committed to make contributions to the funds on the bases and at
the rates stipulated in an appendix to the concession agreement. In addition, the
Company must comply with the rules and conditions stipulated in the concession
agreement.
5) The subsidiary entered into agreements with an overseas government agency
which granted the subsidiary rights to explore for mineral resources. The subsidiary
is committed to pay expenses and contributions to various funds on the bases and
at the rates stipulated in the agreements. In addition, the subsidiary must comply
with the rules and conditions stipulated in such agreements.
20.3 Guarantees
As at 30 September 2018 and 31 December 2017, the Company and its subsidiaries
have outstanding bank guarantees as follows.
Currency
Consolidated
financial statements
Separate
financial statements
30 September
2018
31 December
2017
30 September
2018
31 December
2017
Guarantee tax refund Million Baht 4.3 4.3 4.3 4.3
Guarantee electricity use Million Baht 15.0 12.0 15.0 12.0
Guarantee performance and others Million Baht 10.3 11.5 10.3 11.5
Guarantee land lease agreement Thousand
AUD
22 22 - -
21. Foreign currency risk
The Company and its subsidiaries’ exposure to foreign currency risk arises mainly from
trading transactions and borrowings that are denominated in foreign currencies.
As at 30 September 2018 and 31 December 2017, the balances of financial assets and
liabilities denominated in foreign currencies are summarised below.
Consolidated financial statements
Foreign currency Financial assets Financial liabilities Average exchange rate
30 September
2018
31 December
2017
30 September
2018
31 December
2017
30 September
2018
31 December
2017
(Million) (Million) (Million) (Million) (Baht per 1 foreign currency unit)
USD 6.0 5.6 - 0.2 32.3619 32.6407
INR 0.1 0.1 - - 0.4412 0.5032
(Unaudited but reviewed)
19
Separate financial statements
Foreign currency Financial assets Financial liabilities Average exchange rate
30 September
2018
31 December
2017
30 September
2018
31 December
2017
30 September
2018
31 December
2017
(Million) (Million) (Million) (Million) (Baht per 1 foreign currency unit)
USD 5.8 5.5 0.3 0.4 32.3619 32.6407
AUD 4.1 2.9 - - 23.3211 25.4364
INR 0.1 0.1 - - 0.4412 0.5032
As at 30 September 2018, foreign exchange contract outstanding are summarised
below.
Consolidated and Separate financial statements
Contractual exchange rate Contractual
Foreign currency Bought amount Sold amount Bought Sold maturity date
(Million) (Million) (Baht per 1 foreign currency unit)
Euro 0.2 - 38.0000 - November
2018
22. Subsequent event
On 1 October 2018, the Company had invested in 50,000 ordinary shares of Easternbulk
Lime Products Private Limited, at price of INR 200 per share, totaling INR 10 million or
approximate Baht 5 million. The Company still had a 50% interest in such company.
23. Approval of interim financial statements
These interim financial statements were authorised for issue by the Company’s
authorised directors on 12 November 2018.