ADVANCED INTEGRATED MANUFACTURING CORP. 
By
Registration No: 200405216C
12 months ended
12 months ended
Increase/
ST AT EMENT OF COMPREHENSIVE INCOME
12 months ended
12 months ended
Increase/
31-Dec-2013
31-Dec-2012
(Decrease)
US$'000 US$'000 % (restated)
Profit for the period 1,064 1,699 -37.4%
Currencies translation differences arising from consolidation
Actuarial gain/(losses) on defined benefit plan
Fair value changes on available-for-sale investments
(75) 100 N/M
144 (201) N/M
8 - N/M
Other comprehensive income for the period 1,141 1,598 -28.6%
Equity holders of the Parent, net of tax 1,141 1,683 -32.2% Non-controlling interests, net of tax - (85) N/M
1,141 1,598 -28.6%
Profit before tax is arrived at after (charging) / crediting:
12 months ended
12 months ended
Increase/
31-Dec-2013
31-Dec-2012
(Decrease)
US$'000 US$'000 %
Depreciation of property, plant and equipment | (1,344) | (1,009) | 33.2% |
Property, plant and equipment written off | (30) | (8) | 275.0% |
Allowance for impairment of available-for-sale investments - (383) N/M | |||
Gain on disposal of property, plant and equipment | 10 | - | N/M |
Gain / (loss) on exchange differences | 325 | (192) | N/M |
Interest income | 3 | 2 | 50.0% |
Interest expense | (480) | (260) | 84.6% |
Inventory written off | (1) | (47) | -97.9% |
Provision for doubtful debts (trade) | - | (1) | N/M |
Page 1 of 8
1 (b) (i) A statem ent of financial position (for the issuer and group), together with a com parative statem ent as at the end of the im m ediately preceding financial year.ST AT EMENT OF FINANCIAL POSIT IONGroup Com pany
As at
31-Dec-13
As at
31-Dec-12
As at
01-Jan-12
As at
31-Dec-13
As at
31-Dec-12
US$'000 US$'000 US$'000 US$'000 US$'000
Property, plant and equipment 8,465 8,939 4,178 22 81
Investment in subsidiaries - - - 27,874 27,874
Intangible assets 1,832 1,832 1,333 - - Available-for-sale investments 76 68 451 - - Deferred income tax assets 227 184 66 - -
Total non-current assets 10,600 11,023 6,028 27,896 27,955
Inventories 22,725 23,835 19,787 - - Trade and other receivables 16,153 16,826 13,296 1 41
Amount due from subsidiaries - - - 375 2,095
Deposits and prepayment 102 63 115 15 10
Cash and cash equivalents 5,711 3,388 2,443 2,527 48
Total current assets 44,691 44,112 35,641 2,918 2,194
Share capital 28,394 28,394 27,435 28,394 28,394
Revenue reserves 5,998 5,642 4,999 1,618 2,172
Capital reserves (524) (524) (12) (574) (574) Fair value reserves 252 244 244 - - Translation reserves (4,210) (4,135) (4,235) - -
Equity attributable to equity holders of the Company 29,910 29,621 28,431 29,438 29,992
Non-controlling interests - - 533 - - Total equity 29,910 29,621 28,964 29,438 29,992
Deferred income tax liabilities 220 310 142 4 14
Borrowings (due after a year) 4,352 5,245 1,276 - - Obligation under finance lease (due after a year) 661 371 153 - - Post employment benefit liabilities 427 578 240 - -
Total non-current liabilities 5,660 6,504 1,811 4 14
Trade and other payables | 8,982 | 8,377 | 6,087 | - | - | ||||
Accruals | 928 | 925 | 543 | 104 | 102 | ||||
Amount due to subsidiaries | - | - | - | 1,250 | - | ||||
Borrowings (due within a year) | 8,583 | 8,276 | 2,599 | - | - | ||||
Obligation under finance lease (due within a year) 367 166 76 - - | |||||||||
Current income tax liabilities | 843 | 1,229 | 1,589 | - | 4 | ||||
Derivatives | 18 | 37 | - | 18 | 37 | ||||
Total current liabilities | 19,721 | 19,010 | 10,894 | 1,372 | 143 | ||||
TOTAL EQUITY AND LIABILITIES | 55,291 | 55,135 | 41,669 | 30,814 | 30,149 |
As at
31-Dec-13
As at
31-Dec-12
SECURED
US$'000 US$'000
Amount repayable within 1 year or less, or on demand 8,950 8,442
Amount repayable after 1 year 5,013 5,616
UNSECURED
Amount repayable within 1 year or less, or on demand - - Amount repayable after 1 year - -
Details of any collaterals
Mortgage loans amounting to US$ 4,863,367 (31 December 2012: US$ 5,653,893) are secured against freehold land, freehold building and leasehold properties with net book value of US$ 4,903,577 (31 December 2012: US$ 4,980,473).
Finance lease obligations of US$ 1,027,410 (31 December 2012: US$ 536,830) are secured against the assets purchased. Borrowings of US$ 7,636,815 (31 December 2012: US$ 7,022,962) are secured by corporate guarantees from the Company.
Borrowings of US$ 435,306 (31 December 2012: US$ 844,323) are secured by a debenture over the assets of a subsidiary.
Page 2 of 8
1 (c) A statem ent of cash flows (for the group), together with a com parative statem ent for the corresponding period of the im m ediately preceding financial year. Group
12 months ended
12 months ended
31-Dec-2013
31-Dec-2012
US$'000 US$'000
Allowance for doubtful debts (trade) - 1
Post employment benefit liabilities 40 70
Allowance for impairment in investments - 383
Depreciation of property, plant and equipment 1,344 1,009
Exchange differences (320) 38
Property, plant and equipment written off 30 8
Interest expense 480 260
Interest income (3) (2) Inventory written off 1 47
Gain on disposal of property, plant and equipment (10) - Fair value gain on derivatives (19) (129) Operating profit before working capital changes 3,039 4,076
In inventories 1,109 (3,505) In trade and other receivables 673 (2,435) In deposits and prepayment (39) 77
In trade and other payables 605 1,616
In accruals 3 241
In amount due to / from a related parties - (14)
2,351 (4,020)
Income tax paid (998) (982) Interest paid (480) (260) Interest received 3 2
Acquisition of subsidiary (Note 1) - (1,844) Proceeds from disposal of property, plant and equipment 170 2
Purchase of property, plant and equipment (353) (3,934)
Repayment of trade financing (45,958) (23,153) Proceeds from trade financing 46,584 27,520
Repayment of term loan (919) (617) Proceeds from term loan - 5,181
Repayment of obligation under finance lease (264) (86) Dividends paid (852) (940) Net cash used in from financing activities (1,409) 7,905
Bank balances, deposits and cash 5,711 3,388
5,711 3,388
Note 1: On 29 Jun 2012, the Com pany acquired Colbree Precision Ltd for GBP1,275,000 and the transfer of 3,750,000 treasury shares to the vendors.
USD
Properties, plant and equipment | 1,451,458 |
Inventories | 590,040 |
Trade and other receivables | 1,096,044 |
Deposits and prepayments | 24,616 |
Cash and bank equivalents | 151,972 |
Trade and other payables | (674,183) |
Accruals | (140,520) |
Amount due to related parties | (14,091) |
Trade financing | (633,473) |
Hire puchase creditors | (142,870) |
Provision for taxation | (46,602) |
Net assets acquired: | 1,662,391 |
Goodwill | 499,474 |
Total consideration paid | 2,161,865 |
Less: 3,750,000 treasury shares transferred | (165,270) |
Total cash consideration paid | 1,996,595 |
Less: Cash of subsidiary acquired | (151,972) |
Cash outflow on acquisition of subsidiary | 1,844,623 |
Page 3 of 8
1 (d) (i) A statem ent (for the issuer and group) showing either (i) all changes in equity or (ii) changes in equity other than those arising from capitalisation issues and distributions to shareholders, together with a com parative statem ent for the corresponding period of the im m ediately preceding financial year. Statem ent of changes in equity for the GroupGroup | Treasury | Capital | Revenue | Fair value | Translation | Non- controlling | Total | |
Group | Share Capital | Shares | Reserves | Reserves | Reserves | Reserves | Interests | Equity |
Group | US$'000 | US$'000 | US$'000 | US$'000 | US$'000 | US$'000 | US$'000 | US$'000 |
Balance at 01-Jan-2013 | 28,739 | (345) | (524) | 5,642 | 244 | (4,135) | - | 29,621 |
Total comprehensive income for the period | - | - | - | 1,064 | 8 | (75) | - | 997 |
Dividend paid
Acturial gain on defined benefit plan
- - - (852) - - - (852)
- - - 144 - - - 144
Balance at 31-Dec-2013 28,739 (345) (524) 5,998 252 (4,210) - 29,910
Balance at 01-Jan-2012 28,739 (1,304) (12) 4,999 244 (4,235) 533 28,964
Total comprehensive income for the
period
Dividend paid
Acquisition of subsidiaries
Actuarial losses on defined benefit plan
- - - 1,784 - 100 (85) 1,799
- - - (940) - - - (940)
- 959 (512) - - - (448) (1)
- - - (201) - - - (201)
Balance at 31-Dec-2012 28,739 (345) (524) 5,642 244 (4,135) - 29,621
Com pany | Share Capital | Treasury Shares | Capital Reserves | Revenue Reserves | Total | ||||
Balance at 01-Jan-2013 | US$'000 28,739 | US$'000 (345) | US$'000 (574) | US$'000 2,172 | US$'000 29,992 | ||||
Total comprehensive income for the period | - | - | - | 298 | 298 | ||||
Dividend paid | - | - | - | (852) | (852) | ||||
Balance at 31-Dec-2013 | 28,739 | (345) | (574) | 1,618 | 29,438 |
Balance at 01-Jan-2012 Total comprehensive income for the | 28,739 | (1,304) | (7) | 2,419 | 29,847 | ||||
period | - | - | - | 693 | 693 | ||||
Dividend paid | - | - | - | (940) | (940) | ||||
Acquisition of subsidiaries | - | 959 | (567) | - | 392 | ||||
Balance at 31-Dec-2012 | 28,739 | (345) | (574) | 2,172 | 29,992 |
Page 4 of 8
1 (d) (ii) Details of any changes in the com pany's share capital arising from rights issue, bonus issue, share buy-backs, exercise of share options or warrants, conversion of other issues of equity securities, issue of shares for cash or as consideration for acquisition or for any other purpose since the end of the previous period reported on. State also the num ber of shares that m ay be issued on conversion of all the outstanding convertibles, as well as the num ber of shares held as treasury shares, if any, against the total num ber of issued shares excluding treasury shares of the issuer, as at the end of the current financial period reported on and as at the end of the corresponding period of the im m ediately preceding financial year.
There were no changes in the issued share capital of the Company during 4Q FY2013.
As at 31 December 2013, there were 2,620,725 treasury shares held by the Company with a total consideration of US$0.3m (31 December 2012: 2,620,725 treasury shares worth US$0.3m). These shares were held as treasury shares and deducted against shareholders' equity. There was no purchase of ordinary shares to be held as treasury shares for 4Q FY2013 (4Q FY2012: NIL).
As at 31 December 2013, there were 3,522,600 outstanding call options, each carrying the right to subscribe for one share at an exercise price of S$0.12 per share.
('000) ('000) Total number of issued shares 658,990 658,990
Total number of treasury shares (2,621) (2,621) Total number of issued shares excluding treasury shares 656,369 656,369
('000) US$'000 Balance as at 01-Jan-2013 and 31-Dec-2013 2,621 345
2. Whether the figures have been audited, or reviewed and in accordance with which auditing standard or practice.This consolidated financial information has not been audited nor reviewed by the external auditors.
3. Where the figures have been audited or reviewed, the auditors' report (including any qualifications or em phasis of m atter).Not applicable.
4. Whether the sam e accounting policies and m ethods of com putation as in the issuer's m ost recently audited annual financial statem ents have been applied.The Group and Company have applied the same accounting policies and methods of computations in the financial statements for the current financial year and is consistent with those of the most recent audited financial statements for the financial year ended 31 December 2012 except for the adoption of the new and revised Financial Reporting Standards which became effective for the financial period beginning on or after 1 January 2013. The adoption of these new and revised accounting standards did not give rise to any significant impact on the financial statements for the financial year ended 31 December 2013.
5. If there are any changes in the accounting policies and m ethods of com putation, including any required by an accounting standard, what has changed, as well as the reasons for, and the effect of, the change.The Group and the Company have adopted the new and revised Financial Reporting Standards (FRS) which are effective for its financial year beginning 1 January 2013. These changes in accounting policies are assessed to have no material impact to the current or prior results of the Group and of the Company.
6. Earnings per ordinary share of the group for the current period reported on and the corresponding period of the im m ediately preceding financial year, after deducting any provision for preference dividends; (a) Based on weighted average num ber of shares and (b) On a fully diluted basis (detailing any adjustm ents m ade to the earnings).
12 months ended
12 months ended
31-Dec-2013
31-Dec-2012
W eighted average number of shares in issue ('000) 656,369 653,273
Earnings per share (US cents) 0.16 0.26
On a fully diluted basis (US cents) 0.16 0.26
The weighted average number of shares is computed based on issued shares excluding treasury shares.
7. Net asset value (for the Issuer and Group) per ordinary share based on issued share capital of the issuer at the end of the (a) current period reported on and (b) im m ediately preceding financial year of the Group and Com pany.
As at
As at
As at
As at
31-Dec-13 31-Dec-12
31-Dec-13 31-Dec-12
Number of shares in issue ('000) 656,369 656,369 656,369 656,369
Net assets value per ordinary share (US cents) 4.58 4.55 4.48 4.57
The net assets value per ordinary share is computed based on issued shares excluding treasury shares.
Page 5 of 8
8. A review of the perform ance of the group, to the extent necessary for a reasonable understanding of the group's business. It m ust include a discussion of the following:- (a) any significant factors that affected the turnover, costs, and earnings of the group for the current financial period reported on, including (where applicable) seasonal or cyclical factors; and (b) any m aterial factors that affected cash flow, working capital, assets or liabilities of the group during the current financial period reported on. REVIEW OF PERFORMANCE a) Incom e Statem ent
FY2013 sales increased by 11.7% to US$65.7m as compared to FY2012 sales of US$58.8m, contributed by increased sales from our subsidiaries in Penang and UK. Cost of sales increased by 16.0% to US$56.4m for FY2013, as compared to US$48.6m for FY2012. Gross margin declined from 17.4% FY2012 to 14.2% in FY2013 due to.lower margin sale mix, higher labour and depreciation costs.
Profit before tax decreased by 37.4% from US$2.4m in FY2012 to US$1.5m in FY2013.
Inventories declined from US$23.8m as at 4Q FY2012 to US$22.7m as at the end of 4Q FY2013, while trade and other receivables decreased by US$0.6m from
US$16.8m as at 4Q FY2012 to US$16.2m as at 4Q FY2013.
Trade and other payables increased by US$0.6m from US$8.4m as at 4Q FY2012 to US$9.0m as at 4Q FY2013.
Outstanding short term borowings increased by US$0.2m from US$8.1m as at Q4 FY2013 as compared to US$7.9m as at Q4 FY2012.
As a result of better working capital management, net cash generated from operating activities was US$3.9m in FY2013 as compared to outflow of US$1.2m in FY2012. This was due mainly to better collection of trade receivables and lower material purchases.
Net cash of US$1.4m used in financing activities during FY2013 was mainly for payment of dividends to shareholders and repayment of term loans.
Cash on hand increased from US$3.4m as at 4Q FY2012 to US$5.7m as at 4Q FY2013.
Not applicable.
10. A com m entary at the date of announcem ent of the significant trends and com petitive conditions of the industry in which the group operates and any known factors or events that m ay affect the group in the next report period and the next 12 m onths.
The Board expects that business conditions in the avionics industry will remain competitive in the forthcoming 12 months.
As part of the proposed diversification of the Group's business, the Company announced on 5 July 2013 the signing of letters of offer to purchase a bungalow lot and 3 penthouses in Penang, Malaysia. In January 2014, the Company had completed the purchase of the bungalow lot and signed 3 S&P agreements for the purchase of the
3 penthouses. Further announcements relating to the acquisition of the aforesaid properties will be made as and when appropriate.
The Directors are pleased to recommend a tax exempt one-tier final dividend of 0.16 Singapore cents per share (2012: 0.16 Singapore cents per share) in respect of the financial year ended 31 December 2013 for approval by shareholders at the forthcoming Annual General Meeting.
Name of dividend | Final (Proposed) |
Dividend Type | Cash |
Dividend Rate | 0.16 Singapore cents per ordinary share |
Tax Rate | One-tier tax exempt |
Name of dividend | Final |
Dividend Type | Cash |
Dividend Rate | 0.16 Singapore cents per ordinary share |
Tax Rate | One-tier tax exempt |
Subject to shareholders' approval at the forthcoming Annual General Meeting, the final dividend will be paid on 20 May 2014.
(d) Books closure dateNotice is hereby given that the Share Transfer Books and Register of Members of the Company will be closed from 5.00 p.m. on 08 May 2014 ("Books Closure Date") for the purpose of determining shareholders' entitlement and the preparation of dividend warrants. Duly completed registered transfers in respect of ordinary shares in the capital of the Company received by the Share Registrar, B.A.C.S. Private Limited, at 63 Cantonment Road, Singapore 089758 up to the close of business as at 5.00 p.m. on the Books Closure Date, will be registered to determine shareholders' entitlement to the final dividend. Shareholders whose securities accounts with The Central Depository (Pte) Limited (CDP) are credited with Shares at 5.00 p.m. on the Books Closure Date will be entitled to the final dividend.
12. If no dividend has been declared (recom m ended), a statem ent to that effect.Not applicable.
13. If the Group has obtained a general m andate from shareholders for IPTs, the aggregate value of such transactions as required under Rule 920(1)(a)(ii). If no IPT m andate has been obtained, a statem ent to that effect.The Group does not have a general mandate for interested person transactions under Rule 920.
Page 6 of 8
14. Segm ented revenue and results for business or geographical segm ents (of the group) in the form presented in the issuer's m ost recently audited annual financial statem ents, with com parative inform ation for the im m ediately preceding year. FY2013 Printed Circuit Board Assem by Precision Machined Com ponents Corporate Elim ination Total REVENUE
External sales
Inter-segment sales
US$'000 US$'000 US$'000 US$'000 US$'000
58,036 7,679 - - 65,715
3,056 1,989 280 (5,325) -
61,092 9,668 280 (5,325) 65,715
RESULTS
Interest income 73 - 120 (190) 3
Impairment loss of available-for-sale financial assets - - - - - Net fair value gains on financial instruments on derivatives - - 19 - 19
Depreciation (477) (766) (101) - (1,344) Finance cost (494) (211) (26) 190 (541) Other non-cash expenses (1) (31) - - (32) Segment profit/(loss) 2,409 (446) 409 (876) 1,496
Additions to:
- Property, plant and equipment 63 1,050 - - 1,113
- Intangible assets - - - - - Segment assets 48,261 10,934 35,682 (39,586) 55,291
Segment liabilities (26,505) (6,485) (2,767) 10,376 (25,381)
FY2012 Printed Circuit Board Assem by Precision Machined Com ponents Corporate Elim ination Total REVENUE
External sales
Inter-segment sales
US$'000 US$'000 US$'000 US$'000 US$'000
54,295 4,553 - - 58,848
3,106 588 243 (3,937) -
57,401 5,141 243 (3,937) 58,848
RESULTS
Interest income 158 - 198 (354) 2
Impairment loss of available-for-sale financial assets (383) - - - (383) Net fair value gains on financial instruments on derivatives - - 129 - 129
Depreciation (465) (387) (157) - (1,009) Finance cost (578) (75) (21) 353 (321) Other non-cash expenses (48) (8) - - (56) Segment profit/(loss) 2,569 (728) 833 (283) 2,391
Additions to:
- Property, plant and equipment 173 4,013 - (1) 4,185
- Intangible assets - - 499 - 499
Segment assets 49,796 10,668 34,856 (40,185) 55,135
Segment liabilities 29,687 6,300 1,504 (11,977) 25,514
GEOGRAPHICAL SEGMENT S
US$'000 US$'000 US$'000 US$'000
United States 5,299 - 4,601 - United Kingdom 11,328 1,660 8,608 1,600
Malaysia 26,913 3,548 20,146 3,496
Singapore 21,595 4,448 25,187 4,915
Other Asian Countries | 580 944 | 306 1,012 |
65,715 10,600 | 58,848 11,023 |
Page 7 of 8
15. In the review of perform ance, the factors leading to any m aterial changes in contributions to turnover and earnings by the business or geographicalThe Group's sales of US$65.7m represented a US$6.9m or 11.7% increase from the previous year's sales of US$58.8m. The business segments remained stable, with the avionics segement contributing 82.1% of sales (2012: 83.2% of sales), and the medical segments contributing 8.8% of sales (2012: 10.6% of sales).
16. A breakdown of sales as follows:- GroupFY2013 FY2012
Increase/ (Decrease)
US$'000 US$'000 %
(a) Sales reported for first half year 33,692 26,704 26%
(b) Operating profit after tax before deducting non-controlling interests reported for first half year
559 576 -3%
(c) Sales reported for second half year 32,023 32,144 0%
(d) Operating profit after tax before deducting non-controlling interests reported for second half year
505 1,123 -55%
FY2013 FY2012
US$'000 US$'000 (a) Ordinary 832 852
(b) Preference Nil Nil
(c) Total 832 852
Nam e | Age | Fam ily relationship with any director and/or substantial shareholder | Current position and duties, and the year the position was held | Details of changes in duties and position held, if any, during the year |
Jeannie Liang Poh Yit | 36 | Sister-in-law of Tan Gim Seng | Group Materials Manager (AMC),2013 - oversees materials management. | Group General Manager (NCA), 2012 - oversees NCA's operations. |
Tan Kim Meng | 57 | Brother of Dr Tan Kim Yong and Tan Gim Seng | Facility Manager (AMC Singapore / Penang / Bintan and NCA Johor),2010 - oversees facility management. | N.A. |
Ong Boon Chye | 44 | Brother-in-law of Dr Tan Kim Yong and Tan Gim Seng | Corporate Support Manager,2010 - coordinates corporate support matters and investors relationship. | N.A. |
Tan Keng Hee | 30 | Nephew of Dr Tan Kim Yong and Tan Gim Seng | Promoted to Deputy General Manager for AMC Penang, Jan 2014 - oversees AMC Penang's operations. | 1) Program Manager (NCA), 2012 to 2013 - handles program management for NCA. 2) Purchasing Manager (AMC), 2013 - oversees purchasing functions. |
Ong Beng Hong
Company Secretary
25 February 2014
Page 8 of 8
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