05 November 1999
COMP FINANCIAL STATEMENTS FOR Q3-1999 (REVISED)
forrepayment of principal and interest due within one year, and other conditions
as described in notes 5 and 7 to the financial statements. Also, a reserve for
exchange risk shall be provided as described in the same note. In addition, the
PPAs, the Asset Purchase Agreements, the Major Maintenance Agreements, insurance
policies, and other related agreements with the lenders have been assigned
ascollateral in accordance with the conditions under the Master Agreements.
Debentures
10. Consolidation
1999 1998
(Baht'000) (Baht'000)
Debentures 9,801,021 10,292,813
Less: Current portion due within
one year (985,650) (324,011)
8,815,371 9,968,802
The debentures of Rayong Electricity Generating Company Limited are under
the Master Agreement and Debenture Holder Representative Appointment
Agreement No. 1 and No. 2, each dated November 30, 1994. The debentures
of Khanom Electricity Generating Company Limited are under the Master
Agreement and the Statements of the Terms and Conditions Regarding the
Rights and Obligations of the Issuer and the Debentureholders which were
dated September 3, 1996 and September 19, 1996, respectively.
The debenture information of the two subsidiaries is summarised as follows :
Outstanding balance Term of
as at September 30, 1999 repayment Interest rate Due date
(Baht million) (years) (% per annum)
Rayong Electricity Generating Company Limited
Debentures No. 1 2,500.0 5,7,10,12 11.25 December 7, 2006
Debentures No. 2 780.0 1-12 11.25 December 7, 2006
Khanom Electricity Generating Company Limited
Debentures 6,816.1 15 11.5625 June 14, 2011
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Electricity Generating Public Company Limited Page 18
Notes to the interim company financial statements and consolidated financial
statements - September 30, 1999 continued
The No. 1 debentures of Rayong Electricity Generating Company Limited are
divided into 4 parts, being repayable in 5 years, 7 years, 10 years, and 12
years in 1999, 2001, 2004 and 2006, respectively. The No. 2 debentures are
divided into 12 parts, being repayable in 1 - 12 years, from 1995 - 2006. The
interest is payable semi-annually.
The debentures of Khanom Electricity Generating Company Limited are secured
debentures with the holders' names being registered, totalling 750,000 units
of Baht 10,000 face value each, for a total of Baht 7,500 million. The total
debentures were offered to the public and are repayable within 15 years from
the date of issuance on June 14, 1996, at six monthly intervals to 2011. The
interest is payable semi-annually.
Both subsidiaries are also required to maintain a reserve for repayment of
principal and interest and to pledge the relevant agreements as collateral
as mentioned in notes 5 and 7.
Cost of sales
11. Cost of sales is comprised of main expenses; repair and maintenance
expenses,depreciation expenses, and insurance expenses. Major repair and
maintenance expenses are recorded as expenses when are incurred. Commencing
from the second quarter of 1998, a reserve for repair and maintenance based
on the annual budget of major repair and maintenance expenses, is included in
the interim financial statements. The major repair and maintenance expenses
for the third quarter and the nine-month period of 1999 amounted to Baht 114
million and Baht 342 million and for the third quarter and the nine-month period
of 1998 amounted to Baht 423 million and Baht 1,050 million, respectively.
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Notes to the interim company financial statements and consolidated financial
statements - September 30, 1999 continued
Exchange losses (gains)
12. Exchange losses (gains) in the consolidated financial statements were mainly
related to the translation of long-term loans of the two subsidiaries in US dollar
to Thai Baht at the exchange rates ruling at the balance sheet date.
Shares of profits (losses) from subsidiaries for the third quarter and the nine-
month period of 1999 include exchange losses of Baht 969 million and Baht 1,002
million and exchange gains of Baht 893 million and Baht 2,478 million for 1998,
respectively.
Dividends
13. At the annual shareholders' meeting dated April 29, 1999, it was
approved to declare dividends from 522,809,200 shares of Baht 1.27 each,
totalling Baht 663 million. The dividends were paid to the shareholders during
the second quarter of 1999.
Commitment and contingent liabilities
14.
(a) As at September 30, 1999, the company had a commitment to pay the
remaining cost of 24,150,000 common shares of Egcom Tara Company
Limited, which the company acquired during the third quarter of 1999.
The total payment of Baht 398,475,000 for such shares was partly made
during the quarter after the company received the shares. The remaining
payment,totalling Baht 157 million, is subject to the progress of project
of Egcom Tara Company Limited according to the conditions of the agreement.
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Notes to the interim company financial statements and consolidated financial
statements - September 30, 1999 continued
(b) As at September 30, 1999 the company had commitments under the
Sponsor Support Agreement, which were made for subsidiary and
associated companies in respect of the following on behalf of
the company :
Currency
Baht US Dollar
Raw material purchase - 5,292,300
Performance bond 23,844,720 196,938
(c) As at September 30, 1999, the two subsidiaries did not enter into
forward exchange contracts to cover the exchange risk relating to
long-term loans of US Dollars 377.2 million. However, such exchange
risk is partially covered by The First Amendment to Power Purchase
Agreements dated January 30, 1998 as described in note 5.
(d) The two subsidiaries have entered into insurance agreements with two
local insurers. These agreements are for the purpose of insurance on
the power plants, a certain number of equipment, consequent loss, and
third party liabilities, covering a period of 3 years commencing on December
31, 1998 and January 1, 1999. The premium for such insurance for the
first year will be paid at US Dollars 1,167,885 and the premiums for the
next two years were already determined on the condition that there will be
no claims exceeding to the agreed amounts in such periods.
(e) A subsidiary of the company also entered into spare parts repair service
agreements with two suppliers one of which is an affiliated company.
According to the agreements, the subsidiary has committed to have these
suppliers repair a certain number of spare parts specified in the agreements.
These agreements, totalling Baht 49 million and GBP 895,438, shall be
effective for a period of 2 years commencing in the first quarter of 1999.
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Notes to the interim company financial statements and consolidated financial
statements - September 30, 1999 continued
Comparative figures
15. As a result of reclassifications of certain items in the 1999 interim
financial statements, the comparative figures in the 1998 financial statements
have been amended accordingly.
Statements of cash flows for the third quarter and the nine-month period
of 1999 has been prepared in accordance with the regulation of the Stock
Exchange of Thailand. The comparative statements of cash flows for the
third quarter and the nine-month period of 1998 have been prepared
accordingly.
The Year 2000 issue
16. As of September 1999, the implementation phase of all systems have
been completed. The contingency plan has been already tested and proved
the appropriateness during September 8-9, 1999. Therefore, the company
and subsidiaries are confident for the readiness of the approaching
critical date; December 31, 1999 to January 1, 2000. The expenditure incurred
is approximately 82% of the total budget of Baht 68 million.
Although the company and subsidiaries have completed its computer systems to
cope with Y2K issues, it faces further uncertainty where other companies with
which the company and subsidiaries transact fail to modify their systems to
ensure year 2000 compliance. The company and subsidiaries however does not expect
the impact of such events to be significant to the operations of the company
and subsidiaries.
Auditor's report page 1