/S FOR THE YEARS ENDED DECEMBER 31, 1997 AND 1996

19 March 1998
The accompanying notes to financial statements are an integral part of these statements. NOBLE DEVELOPMENT PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY FOR THE YEARS ENDED 31 DECEMBER B A H T CONSOLIDATED THE COMPANY ONLY 1997 1996 1997 1996 SHARE CAPITAL Beginning of year 440,000,000 400,000,000 440,000,000 400,000,000 Increase during the year 110,000,000 40,000,000 110,000,000 40,000,000 End of year 550,000,000 440,000,000 550,000,000 440,000,000 PREMIUM ON SHARE CAPITAL Beginning of year 716,338,000 716,338,000 716,338,000 716,338,000 Increase during the year 63,600,000 - 63,600,000 - End of year 779,938,000 716,338,000 779,938,000 716,338,000 RETAINED EARNINGS (DEFICIT) APPROPRIATED LEGAL RESERVE Beginning of year 8,174,869 3,617,541 8,174,869 3,617,541 Increase during the year - 4,557,328 - 4,557,328 End of year 8,174,869 8,174,869 8,174,869 8,174,869 UNAPPROPRIATED RETAINED EARNINGS(DEFICIT) Beginning of year 386,002,733 299,413,506 386,002,733 299,413,506 Increase(decrease)during the year (431,854,492) 86,589,227 (431,854,492) 86,589,227 End of year (45,851,759) 386,002,733 (45,851,759) 386,002,733 Total Shareholders' Equity 1,292,261,110 1,550,515,602 1,292,261,110 1,550,515,602 ============= ============= ============= ============= The accompanying notes to financial statements are an integral part of these statements. NOBLE DEVELOPMENT PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED 31st DECEMBER B A H T CONSOLIDATED THE COMPANY ONLY 1997 1996 1997 1996 CASH FLOWS FROM OPERATING ACTIVITIES: Net income(loss) (431,854,492) 91,146,555 (431,854,492) 91,146,555 Add (less)items not affecting cash Depreciation and amortization 34,792,938 38,450,620 24,711,036 21,097,714 The previous year construction cost charges of subsidiary companies 11,975,354 - - - Loss(gain)from subsidiary companies under equity method - - 308,124,021 (84,848,340) Loss from cancelled the contracts 113,565,294 10,987,949 33,225,037 10,271,850 Extraordinary item - foreign currency transaction loss arising from the managed float system 245,735,097 - 28,436,585 - Operating profit (loss) before working capital changes (25,785,809) 140,585,124 (37,357,813) 37,667,779 .../2 NOBLE DEVELOPMENT PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED 31st DECEMBER B A H T CONSOLIDATED THE COMPANY ONLY 1997 1996 1997 1996 Operating profit (loss) before working capital changes (25,785,809) 140,585,124 (37,357,813) 37,667,779 Decrease(increase)in accounts receivable (33,852,565) (1,794,835) (6,687,555) 7,350,660 Decrease(increase)in unbilled completed work (132,492,158) (463,187,167) (62,029,933) (94,161,752) Decrease(increase)in inventories (5,137,453) 216,084 - - Decrease(increase)in real estate development cost for sales 23,622,670 226,070,253 (32,808,482) 72,664,760 Decrease(increase)in construction in progress - net (4,759,427) 120,491 - - Decrease(increase)in other current assets 16,793,978 26,215,214 6,030,241 (11,680,887) Increase(decrease)in accounts payable - construction 23,809,457 70,130,146 (6,300,050) 10,807,149 Increase(decrease)in unearned income - (64,817,770) - - Increase(decrease)in deposit and received in advance from customers (51,312,622) 71,311,197 (26,738,146) 22,180,733 Increase(decrease)in other current liabilities 47,381,531 29,254,530 33,108,693 (27,597,037) Increase(decrease)in other liabilities 573,076 - 464,750 - Cash flows from operating activities - Net (141,159,322) 34,103,267 (132,318,295) 17,231,405 .../3 NOBLE DEVELOPMENT PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED 31st DECEMBER B A H T CONSOLIDATED THE COMPANY ONLY 1997 1996 1997 1996 CASH FLOWS FROM INVESTING ACTIVITIES: Decrease(increase)in short term investment - financial institutions 43,907,876 64,039,490 47,907,876 64,039,490 Decrease(increase)in short-term loans and advance to related companies - (165,090,885) (48,834,987) Decrease(increase)in short-term loans to other company (8,286,839) (31,471,409) (8,286,839) (31,471,409) Acquisition in investments in related company (3,247,400) - (4,872,400) - Acquisition in property,plant and equipment (27,617,239) (31,450,506) (2,627,811) (13,293,636) Decrease(increase)in land bank (56,163,344) (133,430,300) (3,149,571) (79,507,708) Decrease(increase)in other assets 7,040,337 (187,881,995) 30,859,980 (176,200,752) Cash flows from investing activities-Net (44,366,609) (320,194,720) (105,259,650) (285,269,002) .../4 NOBLE DEVELOPMENT PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED 31st DECEMBER B A H T CONSOLIDATED THE COMPANY ONLY 1997 1996 1997 1996 CASH FLOWS FROM FINANCING ACTIVITES: Increase(decrease)in banks overdrafts and loans from finacial institutions 109,928,546 (39,992,992) 35,215,267 (59,337,260) Increase(decrease)in loans from related company - - 753,120 90,486,619 Increase(decrease)in long-term loans (110,632,431) 166,358,000 24,935,376 122,550,000 Increase(decrease)in loan payable expected to be refinanced in 1997 - 59,630,000 - 59,630,000 Cash received from increase in share capital 173,600,000 40,000,000 173,600,000 40,000,000 Cash flows from financing activities - Net 172,896,115 225,995,008 234,503,763 253,329,359 INCREASE(DECREASE)IN CASH AND CASH EQUIVALENTS (12,629,816) (60,096,445) (3,074,182) (14,708,238) CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 27,074,107 87,170,552 10,366,646 25,074,884 CASH AND CASH EQUIVALENTS, END OF YEAR 14,444,291 27,074,107 7,292,464 10,366,646 ============= ============= ============= ============= ..../5 NOBLE DEVELOPMENT PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED 31st DECEMBER B A H T CONSOLIDATED THE COMPANY ONLY 1997 1996 1997 1996 ACTIVITIES NOT AFFECTING CASH: Transfer from investment in related companies to liabilities occur from the investment in the related companies - - (37,966,328) - Increase (decrease) in liabilities occur from the investment in the related companies - - 37,966,328 - Transfer from investment in land bank to real estate development cost for sales 219,507,741 307,480,787 219,507,741 130,799,285 Decrease(increase)in real estate development cost for sales (219,507,741) (307,480,787) (219,507,741) (130,799,285) Transfer from investment in land bank to property, plant and equipment 8,853,578 105,930 - - Decrease(increase)in property, plant and equipment (8,893,578) (105,930) - - Transfer from banks overdrafts and loans from financial institutions to long - term loans (105,000,000) - (105,000,00) - Increase (decrease) in long - term loans 105,000,000 - 105,000,000 - Legal reserve - 4,557,328 - 4,557,328 Transfer unappropriated retained earnings to legal reserve - (4,557,328) - (4,557,328) B A H T CONSOLIDATED THE COMPANY ONLY 1997 1996 1997 1996 SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION Cash paid during the year for Interest expenses 187,803,144 241,782,397 97,943,880 87,120,545 Income tax 2,267,718 - - - The accompanying notes to financial statements are an integral part of these statements. NOBLE DEVELOPMENT PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS DECEMBER 31, 1997 AND 1996 1. GENERAL The Company was approved by The Stock Exchange of Thailand to be a listed company in The Stock Exchange of Thailand on November 22, 1996. The stock of the company began trading on June 12, 1997. 2. PRESENTATION OF FINANCIAL STATEMENTS The financial statements were presented according to the Ministerial Regulation No.7 (B.E.2539) declared on October 25, 1996 as empowered under the Public Companies Limited ACT B.E. 2535. 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 3.1 Principles of consolidation The consolidated accounts incorporate the accounts of the Company and its majority own (over 50%) subsidiaries either directly or indirectly. Significant intercompany transactions are eliminated. The Company has eight subsidiaries in 1997 and seven subsidiaries in 1996 respectively with 64.9% and 99.9% holdings of which is treated 65% and 100% respectively in the consolidation, as follows : Kind of business Percentage of shareholding 1997 1996 Bang Plee View Co.,Ltd. real estate 99.99 99.99 Ban Suk Sabai Co.,Ltd. real estate 99.98 99.98 Bannsiam Co.,Ltd. real estate 99.99 99.99 Wipa View Co.,Ltd. real estate 99.99 99.99 Continental City Co., Ltd. real estate 99.99 99.99 World Time Holding Co., Ltd. real estate 99.99 99.99 Noble Property Management Co.,Ltd. real estate 99.99 99.99 Research & Consultant Co., Ltd. real estate 64.99 - The excess of the aggregated cost of the investments in subsidiary companies over the aggregated book value was presented as "Goodwill" in the Consolidated Balance Sheets and amortized on the straight-line methold over a period of 10 years. 3.2 Revenue recognition Income on sales of Condominium, Property Development Projects and Income from construction are recognized when the contract was signed, calculated based on the percentage of completion method. Instalment payment due according to the contracts but not yet received is shown as "Accounts receivable". The excess or lower of revenue recognized under the percentage of completion method over or under the amount of instalment payment due according to the contracts is shown as "Unbilled completed work" or "Unearned income" respectively in consolidated balance sheets. Sales and service revenues are recognized when goods are delivered and services rendered. 3.3 Cost of sales and Cost of construction Cost of sales and Cost of construction included the allocation of the cost of land, development cost and costruction cost as expected to be incurred for the whole projects to units in the project calculated on the same basis of income recognition which based on the percentage of completion method. 3.4 Inventories Inventories machinery should be measured at the lower of cost(FIFO) and net realizable value. Supplies for construction are stated at the lower of weighted average cost and net realizable value. (More)