Long-term loans by Philippine Hoteliers, Inc. SIBOR+1.60% - 112,835 302,468 190,835 Less Current portion (37,000) (78,000) Total 265,468 112,835 Loan from financial institution by Royal Princess Public Company Limited, repayable annually through 2003, was collateralized by the mortgage of land, with the mortgage value increased from Baht 200.00 million to Baht 400.00 million. /11 - 11 - 10. GAIN ON DEBTS RESTRUCTURING OF SUBSIDIARY Gain on debts restructuring of subsidiary represents a gain resulted from the reduction of accrued interest of Baht 37.95 million (see Note 9) granted by the creditor to Supsinthanee Company Limited after the loan has been partially repaid by Royal Princess Public Company Limited, the guarantor, on May 31, 2000. 11. TRANSACTIONS BETWEEN RELATED COMPANIES Transactions between related companies were as follows: 11.1 Investment in subsidiary, associated, and related companies September 30, 2000 Baht :'000 The Company Only Company's Type of Relationship Issued and % of Cost Equity Consolidated name Business paid-up shareholding Subsidiaries 1. Dusit Hotels and Resorts Condominium Co., Ltd. (formerly Dusit and Resort Cha-am Co., Ltd.) management Subsidiary 225,000 97.44 404,302 0 0 2. Royal Princess Hotel and Public Co., Ltd. Management Subsidiary 600,000 79.65 780,047 298,890 0 3. Philippine Hoteliers, Inc. Hotel Subsidiary 409,870 85.76 688,948 642,109 0 4. Dusit Thani Delaware, Inc. Holding Subsidiary 850 100.00 0 0 0 5. Dusit Thani International Co., Ltd. Holding Subsidiary 4,000 99.99 4,000 3,138 0 6. Best Western Room (Thailand) Co., Ltd. reservation agent Subsidiary 25 99.30 25 26 26 7. Landmark Hotel Co., Ltd. Hotel Subsidiary 10,000 99.88 9,988 0 0 8. Dusit Thani College College Subsidiary - - - - 217,716 9. Devarana Spa Co., Ltd. Healthcare Subsidiary 2,000 99.99 2,000 1,501 0 Associated company 1. Worldclass Rent a Car Co., Ltd. Car rental Associated 100,000 20.00 20,000 0 0 Related companies 1. Acme Printing Co., Ltd. Printing house Director holds the shares 40,000 - - - - 2. Crown Property Bureau Land leasing Major shareholder - - - - - 1,909,310 945,664 217,742 /12 - 12 - December 31, 1999 Baht :'000 The Company Only Company's Type of Relationship Issued and % of Cost Equity Consolidated name business paid-up shareholding Subsidiaries 1. Dusit Hotels and Resorts Co,Ltd. (formerly Dusit Resort Cha-am Co., Ltd.) Condominium Subsidiary 225,000 97.32 403,891 0 0 2. Royal Princess Hotel and Public Co., Ltd. management Subsidiary 600,000 79.65 780,047 327,684 0 3. Philippine Hoteliers, Inc. Hotel Subsidiary PESO 409,870 85.76 688,949 603,950 0 4. Dusit Thani Delaware, Inc. Holding Subsidiary US$ 850 100.00 0 0 0 5. Dusit Thani International Co., Ltd. Holding Subsidiary 4,000 99.99 4,000 3,127 0 6. Best Western (Thailand) Co., Ltd. Room reservation agent Subsidiary 25 99.30 25 26 26 7. Landmark Hotel Co., Ltd. Hotel Subsidiary 10,000 99.88 9,988 0 0 8. Dusit Thani College College Subsidiary - - - - 217,716 Associated companies 1. Worldclass Rent a Car Co., Ltd. Car rental Associated 100,000 20.00 20,000 0 0 2. Direct Commerce Technology Co., Ltd. E-Commerce Associated 2,500 49.00 1,225 1,225 1,225 Related companies 1. Acme Printing Co., Ltd. Printing house Director holds the shares 40,000 - - - - 2. Crown Property Bureau Land leasing Major shareholder - - - - - 1,908,125 936,012 218,967 On November 15, 1999, the Directors' meeting of the Company passed a resolution to transfer the hotel management service business of the Company to Dusit Resort Cha-am Company Limited on January 1, 2000 and also to sell the equipment relating to this business. Dusit Resort Cha-am Company Limited changed its name to Dusit Hotels and Resorts Company Limited on December 23, 1999. On November 15, 1999, the Directors' meeting of the Company passed a resolution to close Dusit Thani Delaware, Inc. which is a subsidiary included in the consolidated financial statements. As at September 30, 2000, this subsidiary was liquidated and no balance has to be consolidated. For the quarter and nine-month period ended September 30, 1999, Dusit Thani Delaware, Inc. has net income (loss) of Baht (0.24) million and Baht 5.69 million, respectively. /13 - 13 - 11.2 Significant business transactions with related parties The Company's financial statements For the quarter ended September 30, 2000 Baht :'000 Company Revenue from Other Cost of Selling and Account Management Other Leasehold Goodwill on the Accounts Other sales and income sales administrative receivables receivable current acquisition of payable current services expenses assets hotel business liabilities from the subsidiary Royal Princess Public Co., Ltd. 71 185 - - 61 23,729 13,544 - - 42 - Dusit Hotels and Resorts Co., Ltd. (formerly Dusit Resort Cha-am Co., Ltd.) 947 364 12,250 17,585 37 - 129 144,000 328,000 3,113 4,663 Philippine Hoteliers, Inc. - - - - - - 11 - - - - Dusit Thani International Co., Ltd. - 15 - - - - 11 - - - - Acme Printing Co., Ltd. - - - 398 - - - - - 102 - Crown Property Bureau - - - 705 - - - - - - - 1,018 564 12,250 18,688 98 23,729 13,695 144,000 328,000 3,257 4,663 The Company's financial statements For the quarter ended September 30, 1999 Baht :'000 Company Management Other Cost of Selling and Interest Management Other Leasehold Goodwill on the Loans Accrued service income sales administrative expenses receivable current acquisition of from expenses income expenses assets hotel business subsidiary from the subsidiary Royal Princess Public Co., Ltd. - 4,449 - 3 - 15,413 10,083 - - - - Dusit Hotels and Resorts Co., Ltd. (formerly Dusit Resort Cha-am Co., Ltd.) - 15 12,250 2,700 - - 5 152,000 369,000 - - Philippine Hoteliers, Inc. 6,563 174 - - - 7,088 11 - - - - Dusit Thani Delaware, Inc. - - - - 1,832 - - - - 125,736 10,734 Dusit Thani International Co., Ltd. - 360 - - - - 385 - - - - Acme Printing Co., Ltd. - - - 767 - - - - - - - Crown Property Bureau - - - 705 - - - - - - - 6,563 4,998 12,250 4,175 1,832 22,501 10,484 152,000 369,000 125,736 10,734 /14 - 14 - The Company' s financial statements For the nine-month period ended September 30, 2000 Baht :'000 Company Revenue from Other Cost of Selling and Account Management Other Leasehold Goodwill on the Accounts Other sales and income sales administrative receivables receivable current acquisition of payable current services expenses assets hotel business liabilities from the subsidiary Royal Princess Public Co., Ltd. 262 585 - - 61 23,729 13,544 - - 42 - Dusit Hotels and Resorts Co., Ltd. (formerly Dusit Resort Cha-am Co., Ltd.) 2,887 1,848 36,750 64,773 37 - 129 144,000 328,000 3,113 4,663 Philippine Hoteliers, Inc. - - - - - - 11 - - - - Dusit Thani International Co., Ltd. - 45 - - - - 11 - - - - Acme Printing Co., Ltd. - - - 1,379 - - - - - 102 - Crown Property Bureau - - - 2,115 - - - - - - - 3,149 2,478 36,750 68,267 98 23,729 13,695 144,000 328,000 3,257 4,663 The Company's financial statements For the nine-month period ended September 30, 1999 Baht :'000 Company Management Other Cost of Selling and Interest Management Other Leasehold Goodwill on the Loans Accrued service income sales administrative expenses receivable current acquisition of from expenses income expenses assets hotel business subsidiary from the subsidiary Royal Princess Public Co., Ltd. - 12,328 - 15 - 15,413 10,084 - - - - Dusit Hotels and Resorts Co., Ltd. (formerly Dusit Resort Cha-am Co., Ltd.) - 45 36,750 8,100 - - 5 152,000 369,000 - - Philippine Hoteliers, Inc. 20,828 213 - - - 7,088 11 - - - - Dusit Thani Delaware, Inc. - - - - 5,183 - - - - 125,736 10,734 Dusit Thani International Co., Ltd. - 1,561 - - - - 385 - - - - Acme Printing Co., Ltd. - - - 2,625 - - - - - - - Crown Property Bureau - - - 2,115 - - - - - - - 20,828 14,147 36,750 12,855 5,183 22,501 10,485 152,000 369,000 125,736 10,734 Prices and terms are as follows : Management fee 2%-3% of total revenues Incentive fee 2.5%-6% of gross profit Marketing fee 2.5% of room revenues Technical fee 3% of room revenues Management fees are based on the same rates as the fees charged to other hotels. Other income is calculated based on actual expenses incurred. Leasehold and goodwill on the acquisition of hotel business from the subsidiary is based on the price agreed upon by the Company and the subsidiary. /15 - 15 - 12. COMMITMENTS AND CONTINGENCIES As at September 30, 2000 and December 31, 1999, subsidiaries have contingent liability for a portion of buildings construction in the amount of Baht 32.23 million, based on the original terms of the contracts. The construction has been completed but the subsidiaries have not yet signed the final engineering approval, as the contractors did not comply with all the conditions in the contract. The subsidiaries have not accrued for this amount. As at September 30, 2000 and December 31, 1999, the Company and subsidiaries had contingent liabilities for bank guarantees totalling Baht 26.39 million and Baht 19.76 million, respectively. As at September 30, 2000 and December 31, 1999, the Company had contingent liabilities for bank guarantees totalling Baht 20.49 million and Baht 14.55 million, respectively. As at September 30, 2000 and December 31, 1999, the Company and subsidiary entered into an agreement to sell the 3,000,000 shares of DPMN Industries Company Limited to MBK Industry Company Limited at Baht 0.01 per share (Baht 15,000 for each company). According to such agreement, the Company and subsidiary agree at their option to buy the shares back within April 2, 2002 at the net book asset value on the repurchase date. As at December 31, 1999, the Company was a third defendant in a lawsuit claiming Baht 1,045.86 million from the 4 defendants. On August 17, 2000, such case was dismissed by the Court. 13. SEASONALITY OF OPERATION The main business of the Company is the hotel. The main revenues of the Company are received seasonally within a financial year especially in the first and fourth quarters of each year. Such revenues are recognized when incurred. For supplementary financial information, total revenues and cost of sales for the twelve-month period ended September 30, 2000 and 1999 were shown as below : Baht :'000 FOR THE TWELVE-MONTH PERIOD ENDED SEPTEMBER 30, CONSOLIDATED THE COMPANY ONLY 2000 1999 2000 1999 Revenue from sales and services 2,544,319 2,446,696 1,354,251 1,376,976 Cost of sales and services 2,084,220 2,189,363 989,474 1,081,407 Net income 316,731 235,379 316,731 235,379 /16 - 16 - 14. BUSINESS SEGMENT INFORMATION For the quarter and nine-month period ended September 30, 2000, the Company and its subsidiaries have changed the method for presentation of segment information from business segment to geographical segment and have adjusted the disclosure of such information for the corresponding period of the previous years retroactively to provide comparison with the current year. Business segment information of the Company and subsidiaries classified by geographical segment are as follows: Million Baht Revenues Net Income (Loss) For the quarter ended September 30, 2000 Bangkok 209.10 34.22 Metropolitan 156.67 (18.11) Overseas 145.01 23.99 Total 510.78 40.10 Add (Less) Inter-company transactions (1.02) 31.20 Total 509.76 71.30 Add Minority interest in net income of subsidiaries (0.48) Consolidated net income 70.82 Million Baht Revenues Net Income (Loss) For the quarter ended September 30, 1999 Bangkok 206.60 24.86 Metropolitan 147.16 (11.40) Overseas 151.17 (47.84) Total 504.93 (34.38) Add (Less) Inter-company transactions - 11.76 Total 504.93 (22.62) Add Minority interest in net loss of subsidiaries 8.80 Consolidated net loss (13.82) /17 - 17 - Million Baht Revenues Net Income (Loss) For the nine-month period ended September 30, 2000 Bangkok 638.15 168.15 Metropolitan 577.20 4.92 Overseas 445.26 61.66 Total 1,660.61 234.73 Add (Less) Inter-company transactions (3.15) 51.40 Total 1,657.46 286.13 Add Minority interest in net income of subsidiaries (1.99) Consolidated net income 284.14 Million Baht Revenues Net Income (Loss) For the nine-month period ended September 30, 1999 Bangkok 616.73 81.86 Metropolitan 518.40 19.54 Overseas 457.16 (11.95) Total 1,592.29 89.45 Add (Less) Inter-company transactions - 29.69 Total 1,592.29 119.14 Add Minority interest in net loss of subsidiaries 14.97 Consolidated net income 134.11 15. DISCLOSURE OF FINANCIAL INSTRUMENTS Fair value of financial instruments As at September 30, 2000 and December 31, 1999, fixed deposits with maturity of (more)