15 November 2000
NOTE OF FINANCIAL STATEMENT QUARTER ENDED SEPT 30, 2000
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)