Gas Malaysia Berhad (240409-T)
Page 6 of 19
Notes to the interim financial statements
1.
Basis of preparation
The consolidated condensed interim financial information for the
first
quarter
accordance
Appendix
ended
with
9B
Malaysia.
MFRS
(Part
The
information
31
March
134
A)
of
2012
“Interim
the
be
been
financial
Listing
consolidated
should
has
in
reporting”
Requirements
condensed
read
prepared
interim
conjunction
of
in
and
Bursa
financial
with
the
annual
financial statements for the financial year ended 31 December
2011, which have been prepared in accordance with the Financial
Reporting Standards and the Companies Act, 1965.
Since the previous annual audited financial statements as at
31
December
2011
were
Malaysian
Financial
issued
the
by
issued,
Reporting
Malaysian
the
Group
Standards
Accounting
has
adopted
("MFRS")
Standards
Board
the
framework
(“MASB”).
This MFRS framework which became effective for period beginning
on or after 1 January 2012 was introduced by the MASB in order
to fully converge with Malaysia's existing Financial Reporting
Standards
("FRS")
Reporting
framework
Standards
with
("IFRS")
the
International
framework
issued
Financial
by
the
International Accounting Standards Board. Whilst all FRSs issued
under the previous FRS framework were equivalent to the MFRSs
issued under the MFRS framework, there are some differences in
relation
to
the
transitional
provisions
contained in certain of the FRSs.
and
effective
dates
Gas Malaysia Berhad (240409-T)
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These consolidated condensed interim financial statements are
the Group's first MFRS condensed consolidated interim financial
information for part of the period covered by the Group's first
MFRS
31
annual
December
Malaysian
financial
2012
and
Financial
statements
hence
MFRS
Reporting
for
1:
the
year
First-Time
Standards
ending
Adoption
(MFRS1)
has
of
been
applied. The transition from FRS to MFRS has not had a material
impact on the financial performance and financial position of
the Group.
2.
Changes in Accounting Policies
The significant accounting policies, method of computation and
basis
of
consolidation
applied
in
the
consolidated
condensed
interim financial information are consistent with those adopted
in the audited financial statements for the financial year ended
31
December
Financial
Committee
2011
except
Reporting
for
Standards
Interpretations
the
adoption
(“MFRS”)
(“IC
Int.”)
of
the
framework
effective
Malaysian
and
Issues
for
the
financial period beginning on 1 January 2012:
Malaysian Financial Reporting Standards (“MFRS”)
On 19 November 2011, MASB issued a new MASB approved accounting
standard framework, the Malaysian Financial Reporting Standards
Framework (“MFRS Framework”) which comprises Standards as issued
by the International Accounting Standards Board (“IASB”) that
are effective on 1 January 2012. It also comprises new/revised
Standards recently issued by the IASB that will be effective
after 1 January 2012 such as Standards on financial instruments,
consolidation, joint arrangements and fair value measurement.
Gas Malaysia Berhad (240409-T)
Page 8 of 19
The MFRS Framework is to be applied by all Entities Other Than
Private Entities for annual periods beginning on or after 1
January 2012, with the exception of entities that are within the
scope
of
MFRS
Agreements
parent,
for
141
Agriculture
Construction
significant
Entities”).
investor
Transitioning
and/or
of
Real
and
Entities
IC
Interpretation
Estate,
venturer
will
be
including
15
its
(“Transitioning
allowed
to
defer
adoption of the new MFRS Framework for an additional one year.
Consequently, adoption of the MFRS Framework by Transitioning
Entities will be mandatory for annual periods beginning on or
after 1 January 2013.
The transition from FRS to MFRS has not had a material impact on
the financial performance and financial position of the Group
3.
Audit qualification
The report of the auditors on the Group’s financial statements
for the year ended 31 December 2011 was not subject to any
qualification.
4.
Seasonal or cyclical factors
The
Group’s
operations
are
not
significantly
affected
by
seasonal or cyclical factors.
5.
Unusual or significant event/transactions
There was no individual unusual or significant transaction that
has
taken
place
that
materially
affected
the
financial
performance or financial position since the end of the previous
annual reporting period.
Gas Malaysia Berhad (240409-T)
6.
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Changes in estimates
There was no material change in financial estimates that could
materially affect the current interim period’s financial results
for the 3 months ended 31 March 2012.
7.
Debt and equity securities
There was no material issuance, cancellation, repurchase, resale
and repayment of debt and equity securities during the first
quarter ended 31 March 2012.
8.
Dividend paid
There were no dividends paid during the first quarter ended 31
March 2012.
The Company paid a single tier final dividend in
respect of financial year ended 31 December 2011 amounting to
RM99,670,000 on
30 April 2012.
Gas Malaysia Berhad (240409-T)
9.
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Segment Reporting
The Group’s
segmental report for the
first quarter
ended 31
March 2012 is as follows:
Natural
Gas & LPG
Others
Total
RM’000
RM’000
RM’000
-
506,581
31 March 2012
Revenue:
Total segment revenue
 external
506,581
Results:
Profit/(loss) before taxation
46,102
(32)
46,070
Finance income
(2,276)
-
(2,276)
Depreciation and amortisation
11,459
32
11,491
55,285
-
55,285
Earnings before finance income,
taxation, depreciation and
amortisation (segment results)
Gas Malaysia Berhad (240409-T)
The Group’s segmental report for
ended 31 March 2011 is as follows:
Page 11 of 19
the
corresponding
Natural
Gas & LPG
RM’000
first
Others
RM’000
quarter
Total
RM’000
31 March 2011
Revenue:
Total segment revenue
464,064
 external
-
464,064
Results:
Profit/(loss) before taxation
99,209
Finance income
(3,001)
Depreciation and amortisation
(33)
99,176
-
(3,001)
10,719
33
10,752
106,927
-
106,927
Earnings before finance income,
taxation, depreciation and
amortisation (segment results)
The Group’s operations are mainly conducted within Malaysia.
10.
Events subsequent to the end of reporting period
There was no material event which occurred subsequent to the end
of the first quarter ended 31 March 2012 except for share split
exercise by the Company.
As at 23 April 2012, the Company’s number of share increased
from
642,000
to
1,284,000,000
from
the
share
split
exercise
undertaken as part of the corporate proposal disclosed in note
21.
Gas Malaysia Berhad (240409-T)
11.
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Changes in composition of the Group
There was no change in the composition of the Group during the
current quarter.
12.
Changes in contingent liabilities or contingent assets
There
was
assets
no
since
change
the
in
last
contingent
audited
liabilities
financial
or
contingent
statements
for
the
financial year ended 31 December 2011 except for the following
bank guarantees issued to third parties:
Group
31.03.12
31.12.11
RM’000
RM’000
7,490.6
7,490.6
Bank guarantees issued to authorities and suppliers were mainly
for gas licenses, performance bonds and payment guarantees for
supply of Liquefied Petroleum Gas (LPG).
13.
Capital commitments
Capital
commitments
consolidated
for
condensed
the
Group
interim
not
financial
provided
for
information
in
are
follows:
31.03.12
RM
million
Property, plant and equipment:
Authorised and contracted for
Authorised but not contracted for
4.0
135.2
139.2
the
as
Gas Malaysia Berhad (240409-T)
14.
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Related party transaction
Significant
related
party
transaction
for
the
first
quarter
ended 31st March 2012:
3 months
ended
31.03.12
RM’000
3 months
ended
31.03.11
RM’000
(430,750)
(336,359)
Parties transacted
PETRONAS Gas Berhad
 Purchased of Natural Gas
 Tolling Fee Income
3,871
3,319
(4,220)
(3,613)
9,110
8,542
PETRONAS Dagangan Berhad
 Purchased of Liquefied
Petroleum Gas
Central Sugar Refinery Sdn Bhd
 Sales of Gas
Additional
information
required
by
the
Bursa
Securities
Listing
Requirements
15.
Review of performance
The Group’s revenue for the first quarter
was
RM506.6
million
compared
to
ended 31 March 2012
RM464.0
million
in
the
corresponding period in 2011, representing an increase of 9.2%.
The profit before taxation for the first quarter ended 31 March
2012 was RM46.1 million, a decrease of 53.5% compared to RM99.2
million in the corresponding period last year.
Gas Malaysia Berhad (240409-T)
Page 14 of 19
Natural Gas & LPG
The increase in Natural Gas & LPG segment’s revenue for the
first
quarter
ended
31
March
2012
to
RM506.6
million
from
RM464.0 million in the corresponding period last year was mainly
due to higher volume of gas sold by 1.5% and the upward revision
in tariff which was effective beginning 1st June 2011.
No such
impact was noted in the prior corresponding period.
The lower profit before taxation for the first quarter ended 31
March
2012
by
RM53.1
million
compared
to
the
corresponding
period last year was mainly due to margin compression resulting
from the revision in gas tariff.
16.
Variation of results against preceding quarter
The Group recorded a profit before taxation of RM46.1 million in
the
current
quarter
as
compared
to
RM72.9
million
in
the
preceding quarter mainly driven by lower sales volume due to
shorter billing days, coupled with Chinese New Year holidays
during the current quarter, and the adjustment of gas cost and
reversal of provision for shared cost in the previous quarter.
17.
Current prospects
The Board expects the Group’s revenue to be better than previous
financial year.
However, profit is expected to be lower than
previous financial year due to the full impact of the revised
tariff which was enforced on the 1st of June 2011.
Gas Malaysia Berhad (240409-T)
18.
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Profit before taxation
Profit before taxation is stated after charging/(crediting) the
following items:
First Quarter
Financial
Ended
Period Ended
31.03.12
31.03.11 31.03.12 31.03.11
RM’000
Finance income
(2,276)
Depreciation & amortisation
11,491
RM’000
RM’000
RM’000
(3,001)
(2,276) (3,001)
10,752
11,491
10,752
Gain on disposal on:
-property, plant and equipment
19.
(28)
(0.3)
(28)
(0.3)
Profit forecast or profit guarantee
The Group did not issue any profit forecast or profit guarantee
for the reporting period in a public document.
20.
Tax expense
3 months
ended
31.03.12
RM mil
3 months
ended
31.03.11
RM mil
Cumulative
3 months
ended
31.03.12
RM mil
Cumulative
3 months
ended
31.03.11
RM mil
Current tax
expense
- current
- prior year
(11.0)
-
(23.2)
-
(11.0)
-
(23.2)
-
Deferred tax
expense
- current
- prior year
(0.5)
-
(1.6)
-
(0.5)
-
(1.6)
-
(11.5)
(24.8)
(11.5)
(24.8)
The Group’s effective tax rate for
the
reporting
similar to the statutory income tax rate in Malaysia.
period
is
Gas Malaysia Berhad (240409-T)
21.
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Status of corporate proposals
Offer For Sale (OFS)
The Company issued its Prospectus on 18 May 2012 in conjunction
with its listing of and quotation of its entire issued and paidup share capital on the Main Market of Bursa Securities pursuant
to OFS by the Offerors. The OFS involves the following:(a)
The Institutional Offering of 303,315,000 Offer Shares to
institutional
and
institutional
and
Ministry
of
selected
selected
International
investors
investors
Trade
and
and
Bumiputera
approved
by
the
Industry
at
the
institutional price to be determined by way of bookbuilding
(“Institutional Price”), payable in full upon allocation
and
(b)
The
Retail
Offering
of
30,525,000
Offer
Shares
to
the
Malaysian Public, eligible directors and employees of GMB
at
the
offer
price
of
RM2.20
per
Offer
Shares;
being
initial price payable by the applications (“Retail Price”)
The Retail Price is payable in full upon application and is
subject to a refund of the difference in the event that the
final retail price is less than the Retail Price.
The Final Retail Price will equal the lower of :
(i)
The Retail Price of RM2.20 per Offer Share and
(ii)
The Institutional Price.
The OFS closed on 25 May 2012 and the institutional price and
final retail price have been determined at RM2.20 per offer
share.
The
Company’s entire issued and fully paid-up share
capital will be listed on the Main Market of Bursa Malaysia
Securities Berhad on 11 June 2012.
Gas Malaysia Berhad (240409-T)
Page 17 of 19
For the details of the Proposed Listing, please refer to the
Bursa Malaysia’s website.
Pursuant to the approval letter of the Securities Commission
(“SC”) dated 7 October 2011 for the listing exercise mentioned
above, the SC had imposed a condition for GMB to identify those
plots of land erected with stations which are not designated for
gas station use and rectify the non-compliance within 12 months
from the date of the SC’s approval (“Condition”).
As disclosed in the listing Prospectus dated 18 May 2012, GMB
has identified that as at 23 April 2012, out of the 1,020 gas
stations erected by GMB, there are 22 stations which have been
identified as having been erected on land not designated for gas
station use where GMB are in the midst of rectifying the same or
where GMB has been following up with the relevant land owners or
authorities to ascertain the express conditions pertaining to
the use of land endorsed on the issue documents of title of the
relevant land (“Land Use Conditions”).
22.
Borrowings
The Group did not have any borrowings for the first quarter ended
31 March 2012.
Gas Malaysia Berhad (240409-T)
23.
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Realised and unrealised profit/losses disclosure
The retained earnings for the first quarter ended 31 March 2012
is analysed as follows:
As at
31.03.12
RM’000
As at
31.12.11
RM’000
Total retained earnings of the
Company and its subsidiaries:
- Realised
- Unrealised
24.
575,184
540,143
(173,190)
(172,689)
401,994
367,454
Material litigation
As at this period, neither our Company nor our subsidiaries are
engaged in any material litigation or arbitration, either as
plaintiff or defendant, and our Board is not aware of any legal
proceedings pending or threatened or of any fact likely to give
rise
to
any
legal
proceeding
which
have
a
material
adverse
effect on the business or financial position of our Group.
25.
Earnings per ordinary share
Basic/Diluted Earnings Per Ordinary Share (“EPS”):
Profit for the first quarter
attributable to owners of
the Parent (RM mil)
Number of ordinary shares in
issue (’000)
Basic earnings per ordinary
share (RM)
Diluted earnings per
ordinary share (RM)
3 months
ended
31.03.12
34.5
3 months
ended
31.03.11
74.4
*642.0
*642.0
53.8
53.8
Cumulative Cumulative
3 months
3 months
ended
ended
31.03.12
31.03.11
34.5
74.4
*642.0
115.9
*642.
0
53.8
115.9
53.8
115.9
115.9
* The number of shares is prior to subdivision of the shares. On 23th April 2012, the
company undertook a subdivision of its shares from 642,000 ordinary shares of RM1,000.00
each to 1,284,000,000 ordinary shares of RM0.50 each.
Gas Malaysia Berhad (240409-T)
Page 19 of 19
The group has not issued any dilutive potential ordinary shares
and therefore the diluted EPS is the same as basic EPS
26.
Authorisation for issue
The consolidated condensed interim financial information have
been
authorised
for
issue
by
the
Board
of
accordance with their resolution on 6 June 2012.
By Order of the Board
Zainul Abidin bin Hj Ahmad (LS 0008854)
Company Secretary
Shah Alam
Dated : 6 June 2012
Directors
in