This announcement has been prepared by the Company and its contents have been reviewed by the Company’s sponsor, SAC Capital Private Limited
(“Sponsor”), for compliance with the relevant rules of the Singapore Exchange Securities Trading Limited (“SGX-ST”). The Sponsor has not independently
verified the contents of this announcement. This announcement has not been examined or approved by the SGX-ST and the SGX-ST assumes no
responsibility for the contents of this announcement including the correctness of any of the statements or opinions made or reports contained in this
announcement.
The contact person for the Sponsor is Ms Lee Khai Yinn (Tel: (65) 6532 3829) at 1 Robinson Road, #21-02 AIA Tower, Singapore 048542.
PART I - INFORMATION REQUIRED FOR QUARTERLY (Q1, Q2 & Q3), HALF-YEAR AND FULL YEAR ANNOUNCEMENTS
1(a) An income statement and statement of comprehensive income, or a statement of comprehensive income, for the group,
together with a comparative statement for the corresponding period of the immediately preceding financial year.
Group
First Quarter Ended
31-Mar-18 31-Mar-17 Change
$'000 $'000 %
Page 1 of 12
Group
First Quarter Ended
31-Mar-18 31-Mar-17 Change
Note $'000 $'000 %
Statement of comprehensive income
Other comprehensive income
Foreign currency translation 1 436 (760) N.M.
Other comprehensive income for the period, net
of tax 436 (760) N.M.
Total comprehensive income for the period 1,086 (4,004) N.M.
Other items
Amortisation of intangible assets (included in cost of sales) - 143 N.M.
Depreciation of plant and equipment 6 2,633 1,804 46.0
Interest expenses 564 515 9.5
N.M. - Not meaningful
Notes
(1) Under other comprehensive income, the amounts represented foreign exchange differences which arose from the translation of the Group's
net asset of foreign operations in America and Europe. The gain of $0.4m in 1Q2018 arose from the strengthening of British pound (GBP) against
Singapore dollar ($) by 2.4%, while the loss of $0.8m for 1Q2017 resulted from the weakening of the US dollar (USD) and GBP against $ by 3.4%
and 1.9% respectively.
(2) Others mainly comprised recovery of freight costs, sales of other ancillary services, rental income and government grants. The decrease of
$0.5m mainly arose from lower rental income and recovery of freight costs.
(3) The $0.6m provision for stock obsolescence in 1Q2018 was mainly from Procurri Corporation Limited and together with its subsidiaries
("Procurri Group") due to an increase in aged inventories.
(4) Foreign exchange losses arose mainly from the revaluation of certain subsidiaries’ receivables denominated in USD which had weakened
against the $. The loss was higher in 1Q2017 as the USD weakened against $ by 3.4% as compared to 1.9% in 1Q2018.
(5) The decrease of $0.2m in amortisation expense resulted mainly from the disposal of certain intangibles in conjunction with the restructuring
exercise undertaken by the Company in previous year to restructure its e-commerce business unit.
(6) The increase of $0.8m in depreciation of plant and equipment was mainly from the Procurri Group due to substantial purchases of plant and
equipment in 2017.
Page 2 of 12
1(b)(i) A statement of financial position (for the issuer and group), together with a comparative statement as at the end of the immediately
preceding financial year.
Group Company
31-Mar-18 31-Dec-17 31-Mar-18 31-Dec-17
$'000 $'000 $'000 $'000
Non-current assets
Property, plant and equipment 38,682 36,099 481 568
Investment in subsidiaries - - 62,093 62,093
Investment in associates 19,599 19,666 - -
Investment in a joint venture * * - -
Intangible assets 31,805 31,564 - -
Finance lease receivables 1,890 2,037 - -
Deferred tax assets 1,871 1,991 - -
Trade and other receivables - - 3,000 2,500
Total non-current assets 93,847 91,357 65,574 65,161
Current assets
Inventories 25,041 28,277 - -
Trade and other receivables 88,959 75,577 10,692 11,932
Amount due from customers for contract work-in-progress 3,830 6,333 - -
Derivative financial asset 1,016 1,044 - -
Finance lease receivables 1,574 1,433 - -
Other financial receivable 1,476 1,483 - -
Other assets 9,425 7,543 235 243
Cash and bank balances 26,673 31,537 4,068 4,831
157,994 153,227 14,995 17,006
Assets held for sale 2,900 2,900 - -
Total current assets 160,894 156,127 14,995 17,006
Equity
Share capital 114,456 114,456 114,456 114,456
Treasury shares (2,183) (3,308) (2,183) (3,308)
Retained earnings / (accumulated losses) 1,063 2,695 (41,221) (40,510)
Other reserves (24,361) (25,460) (1,240) (234)
Equity attributable to owners of the Company 88,975 88,383 69,812 70,404
Non-controlling interests 37,529 36,892 - -
Total equity 126,504 125,275 69,812 70,404
Non-current liabilities
Deferred tax liabilities 766 975 - -
Trade and other payables 11 11 - -
Other liabilities 2,219 821 - -
Loans and borrowings 13,391 12,671 1,583 1,750
Provisions 1,139 1,073 266 266
Total non-current liabilities 17,526 15,551 1,849 2,016
Current liabilities
Trade and other payables 52,378 52,131 2,953 3,628
Amount due to customers for contract work-in-progress 1,070 1,491 - -
Other liabilities 24,460 21,509 - -
Loans and borrowings 27,417 27,674 5,955 6,119
Income tax payables 5,386 3,853 - -
Total current liabilities 110,711 106,658 8,908 9,747
Page 3 of 12
1(b)(ii) In relation to the aggregate amount of the group's borrowings and debt securities, specify the following as at the end of the current
financial period reported on with comparative figures as at the end of the immediately preceding financial year.
As at 31-Mar-18 As at 31-Dec-17
Group Secured Unsecured Total Secured Unsecured Total
$'000 $'000 $'000 $'000 $'000 $'000
Amount repayable in one year or less, on demand 13,993 13,424 27,417 14,350 13,324 27,674
Amount repayable after one year 4,832 8,559 13,391 2,864 9,807 12,671
18,825 21,983 40,808 17,214 23,131 40,345
Details of collaterals
2. Trade facilities of $10.1m comprising trust receipts and trade receivables factoring. Trust receipts are secured by fixed deposits and corporate
guarantees given by the Company. Trade receivables factoring is secured by a charge over trade receivable balances on a recourse basis.
3. Finance lease obligations of $1.7m secured by charges over the leased assets.
Page 4 of 12
1(c) A statement of cash flows (for the Group), together with a comparative statement for the corresponding period of the immediately
preceding financial year.
Group
First Quarter Ended
31-Mar-18 31-Mar-17
$'000 $'000
Page 5 of 12
1(d)(i) A statement (for the Issuer and Group) showing either (i) all changes in equity or (ii) changes in equity other than those arising from
capitalisation issues and distributions to shareholders, together with a comparative statement for the corresponding period of the
immediately preceding financial year.
Attributable
to Owners Non-
Total of the Share Treasury Other Retained Controlling
Group Equity Company Capital Shares Reserves Earnings Interests
$'000 $'000 $'000 $'000 $'000 $'000
For the quarter ended 31 March
At 1 January 2018 (as previously stated) 125,275 88,383 114,456 (3,308) (25,460) 2,695 36,892
Effect of adoption of SFRS(I) - - - - 1,801 (1,801) -
At 1 January 2018 (as restated) 125,195 88,303 114,456 (3,308) (23,659) 814 36,892
Total comprehensive income for the period 1,086 518 - - 269 249 568
At 1 January 2017 (as previously stated) 166,118 123,295 114,456 - (9,706) 18,545 42,823
At 1 January 2017 (as restated) 166,118 123,295 114,456 - (7,905) 16,744 42,823
Total comprehensive income for the period (4,004) (3,082) - - (420) (2,662) (922)
Contributions by and distributions to owners
Page 6 of 12
1(d)(ii) Details of any changes in the Company's share capital arising from rights issue, bonus issue, share buy-backs, exercise of share
options or warrants, conversion of other issues of equity securities, issue of shares for cash or as consideration for acquisition or for
any other purpose since the end of the previous period reported on. State the number of shares that may be issued on conversion of all
the outstanding convertibles, if any, against the total number of issued shares excluding treasury shares and subsidiary holdings of the
issuer, as at the end of the current financial period reported on and as at the end of the corresponding period of the immediately
preceding financial year. State also the number of shares held as treasury shares and the number of subsidiary holdings, if any, and
the percentage of the aggregate number of treasury shares and subsidiary holdings held against the total number of shares
outstanding in a class that is listed as at the end of the current financial period reported on and as at the end of the corresponding
period of the immediately preceding financial year.
Issued and
Paid-up
Share
Number of Ordinary Capital
Shares $'000
Between 1 January 2018 and 31 March 2018, the Company did not issue any shares under the employee share option scheme (“ESOS”).
Under ESOS, options to subscribe for 6,465,115 shares remained outstanding as at 31 March 2018 (31 March 2017: 7,246,509). Details of the
outstanding options as at 31 March 2018 are as follows:
Exercise
Outstanding Options as at Price Exercisable Period
31-Mar-18 $ From To
As at 31 March 2018, the number of outstanding awards granted under the performance share plan ("PSP") was 4,043,300 (31 March 2017:
6,524,000). Between 1 January 2018 and 31 March 2018, the Company issued 4,278,000 shares pursuant to the vesting and release of share
awards under this PSP.
The shares to be issued pursuant to the awards are subject to certain performance conditions to be satisfied by the respective participants. Once
the performance conditions are satisfied, the shares shall be released to the respective participants after the respective performance periods.
D) Treasury shares
Save as disclosed above, the Company has no other outstanding convertibles and subsidiary holdings as at 31 March 2018 and 31 March 2017.
1(d)(iii) Total number of issued shares excluding treasury shares as at the end of the current financial period and as at the end of the
immediately preceding year.
The total number of issued shares excluding treasury shares as at 31 March 2018 was 662,962,486 (31 December 2017: 658,684,486).
1(d)(iv) A statement showing all sales, transfers, cancellation and/or use of treasury shares as at the end of the current financial period
reported on.
Number of Treasury
Shares $'000
Page 7 of 12
1(d)(v) A statement showing all sales, transfers, cancellation and/or use of subsidiary holdings as at the end of the current financial period
reported on.
2 Whether the figures have been audited or reviewed, and in accordance with which auditing standard or practice.
The figures have not been audited or reviewed by the Company’s auditors.
3 Where the figures have been audited or reviewed, the auditors’ report (including any qualifications or emphasis of matter).
Not applicable.
4 Whether the same accounting policies and methods of computation as in the issuer’s most recently audited annual financial
statements have been applied.
The Group has consistently applied the same accounting policies and methods of computation in the financial statements for the current financial
period compared with those of the audited financial statements for the financial year ended 31 December 2017, except for the adoption of
Singapore Financial Reporting Framework (International) (“SFRS(I)”), a new financial reporting framework identical to the International Financial
Reporting Standards. The Group adopted SFRS(I) on 1 January 2018, including improvements to SFRS(I) and Interpretations of SFRS(I) that are
mandatory for financial years beginning on or after 1 January 2018, and in the first quarter ended 31 March 2018, where applicable.
On transition to SFRS(I), the Group elected the option to deem cumulative translation differences for foreign operations to be zero on 1 January
2017, and accordingly, the gain or loss that will be recognised on a subsequent disposal of the foreign operations will exclude cumulative
translation differences that arose before 1 January 2017. The Group reclassified the foreign currency translation reserve to the opening retained
earnings as at 1 January 2017.
Other than the effects of the matter as described above and the impact on adoption of SFRS(I)15 Revenue from Contracts with Customers and
SFRS(I)9 Financial Instruments , the Group expects that the adoption of the SFRS(I) will have no material impact on the financial statements in
the year of initial application.
The adoption of these new / revised standards and interpretations applicable for the financial year beginning 1 January 2018 did not result in
significant change to the Group’s accounting policies and did not have a material impact on the Group’s results.
5 If there are any changes in the accounting policies and methods of computation, including any required by an accounting standard,
what has changed, as well as the reasons for, and the effect of, the change.
6 Earnings per ordinary share of the Group for the current financial period reported on and the corresponding period of the
immediately preceding financial year, after deducting any provision for preference dividends.
Group
First Quarter Ended
31-Mar-18 31-Mar-17
7 Net asset value (for the Issuer and Group) per ordinary share based on the total number of issued shares excluding treasury shares of
the issuer at the end of the:-
Group Company
31-Mar-18 31-Dec-17 31-Mar-18 31-Dec-17
Net asset value per share (cents) 13.42 13.42 10.53 10.69
Number of shares in issue excluding treasury shares ('000) 662,962 658,684 662,962 658,684
Page 8 of 12
8 A review of the performance of the Group, to the extent necessary for a reasonable understanding of the Group’s business. It
must include a discussion of the following:-
a) any significant factors that affected the turnover, costs, and earnings of the Group for the current financial period reported on,
including (where applicable) seasonal or cyclical factors; and
b) any material factors that affected the cash flow, working capital, assets or liabilities of the Group during the current financial period
reported on.
As highlighted in the 5 March 2018 Corporate and Business Update, the Group is sharpening focus of its business units, which has contributed to
the Group achieving a 12.9% or $8.2m growth in revenue from S$63.1m in 1Q2017 to $71.3m in 1Q2018. Revenue from the IT Infrastructure
Sales and Services ("IT Infra") segment increased 31.0% or $16.5m, of which $11.2m was contributed by Procurri Group mainly due to better
performance in Americas while $5.3m was contributed by Beaqon Pte Ltd and its subsidiaries (the "Beaqon Group") which reported strong growth
including first-time revenue contributions from neutral hosting services. For the Vertical Domain Clouds ("VDC") segment, revenue decreased by
$8.3m mainly due to the absence of revenue from the e-commerce business unit Corous360 Pte Ltd ("Corous360") following its restructuring,
which was completed in September 2017. For the VDC segment, the main contributor of 1Q2018 revenue was from the e-logistics and e-trade
business, vCargo Cloud Pte Ltd ("VCC"), which grew 83.1% from $0.7m in 1Q2017 to $1.3m in 1Q2018. VCC's revenue growth in 1Q2018 also
included first-time overseas revenue contributions from its CamelONE cross-border facilitation projects.
Gross profit for the Group increased 32.8% or $5.5m from $16.6m in 1Q2017 to $22.1m in 1Q2018, mainly due to stronger performance by the IT
Infra segment which grew by 34.0% or $5.4m. Despite a lower revenue base, the VDC segment increased by 6.9% or $0.1m driven by the
commencement of revenue of a VCC project. On a Group basis, gross profit margin ("GPM") increased by 4.6 percentage points mainly due to a
higher GPM from VCC.
Other income decreased by $0.4m mainly due to lower rental income and recovery of freight costs.
Other charges decreased by 35.3% or $0.7m which comprised a decrease of $0.5m in foreign exchange losses arising from the revaluation of
receivables denominated in USD in 1Q2018, a decrease of $0.2m in the allowance for impairment on trade receivables and a decrease of $0.2m
in amortisation expense, partially offset by an increase of $0.2m in the provision for stock obsolescence mainly from the Procurri Group.
Selling expenses increased by 28.1% or $0.8m from $2.7m in 1Q2017 to $3.5m in 1Q2018, mainly due to higher sales commission in line with
the higher revenue in 1Q2018.
Administrative expenses decreased by 3.1% or $0.5m from $15.9m in 1Q2017 to $15.4m in 1Q2018. Total reduction in costs amounted to
$2.8m, attributed mainly by $1.6m of costs savings due to the exit from direct participation in the e-commerce business of Corous360 Group, a
net cost savings of $1.2m derived from cost-tightening measures undertaken by the Group, mainly from the corporate office, and partially offset
by higher spending of $2.3m from the Procurri Group to support a higher level of activity in 1Q2018.
The Group recorded a profit before tax of $1.9m in 1Q2018 as compared to a loss of $3.4m in 1Q2017, representing a positive swing of $5.3m.
The sharp reversal was mainly driven by an increase in gross profit of $5.0m coupled with a reduction of $0.3m in expenses as well as a $1.7m
absence of losses from the e-commerce business unit in 1Q2017. The tax expense of $1.2m in 1Q2018 was mainly for profits generated from the
IT Infra segment.
Correspondingly, the Group reversed to a profit after tax of $0.7m in 1Q2018 from a $3.2m loss after tax in 1Q2017, representing a positive swing
of $3.9m.
Profit after tax attributable to owners of the Company ("PATMI") improved by $2.9m from a loss of $2.7m in 1Q2017 to a profit of $0.2m in
1Q2018.
Page 9 of 12
Review of financial position
Non-current assets
a) Property, plant and equipment increased by $2.6m mainly due to the purchase of assets for the neutral hosting business under Beaqon Group,
partially offset by depreciation charge for the period.
b) The decrease in intangible assets of $0.2m mainly arose from amortisation charge for the period.
Current assets
c) Inventories decreased by $3.2m due to better inventory turnover derived from a strong revenue base in 1Q2018.
d) Trade and other receivables increased by $13.4m mainly driven by 1Q2018 billings on a strong revenue base.
e) The decrease in the amount due from customers for contract work-in-progress (net) of $2.1m represents part of the progress billings as at 31
December 2017 which have been recognised as revenue during the period.
f) Other assets increased by $1.9m mainly due to higher advance payments made to suppliers in respect of ongoing projects.
g) The movement in cash and bank balances is illustrated in the statement of cash flows and review of cash flows.
Equity
h) Share capital remained unchanged as compared to the amount as at 31 December 2017.
i) The decrease in treasury shares of $1.1m represents the amount transferred out as shares pursuant to the vesting and release of share awards
under the DeClout PSP.
j) The decrease in negative other reserves of $1.1m is made of (i) $1.8m of translation reserves transferred to retained earnings due to the
adoption of SFRS(I), (ii) foreign currency translation gain under other comprehensive income of $0.3m and (iii) provision for share-based
payments of $0.2m, which is partially offset by issuance of treasury shares pursuant to DeClout PSP of $1.1m and $0.1m of performance shares
issued by Procurri Group.
Liabilities
k) Loans and borrowings (both current and non-current) increased by $0.5m due to additional financing required to support the Group's business
growth.
l) The increase in other liabilities (both current and non-current) of $4.3m is mainly due to higher maintenance services billed in advance to
customers.
m) Income tax payables increased by $1.4m mainly from the Procurri Group.
During 1Q2018, the Group's cash and cash equivalents decreased by $4.9m (after adjusting for the effect of exchange rate changes) from
$28.6m as at 31 December 2017 to $23.7m as at 31 March 2018. The significant cash movements during 1Q2018 were as follows:
i) Net cash generated from operating activities in 1Q2018 amounted to $0.7m. This was mainly due to an operating cash inflow (before changes
in working capital) of $5.5m, decreases in inventories, contract work-in-progress and finance lease receivables of $7.2m, an increase in other
liabilities of $5.2m, partially offset by an increase in trade and other receivables of $14.6m arising from higher billings driven by the revenue
growth in 1Q2018, an increase in other assets of $1.9m, a decrease in trade and other payables of $0.6m and taxes paid of $0.1m.
ii) Net cash used in investing activities in 1Q2018 was $5.6m mainly from the purchases of plant and equipment, which included assets acquired
for the neutral hosting business under Beaqon Group. The additions to intangible assets of $0.3m arose from the capitalisation of development
costs, which was fully offset by proceeds from disposal of plant and equipment of $0.2m and interest received of $0.1m.
iii) Net cash generated from financing activities in 1Q2018 was $0.1m. This was mainly due to net proceeds from loans and borrowings of $0.5m
and release of fixed deposits pledged for bank facilities of approximately $47,000, partially offset by interest paid of $0.5m.
Page 10 of 12
9 Where a forecast, or a prospect statement, has been previously disclosed to shareholders, any variance between it and the actual
results.
Not applicable. No forecast or prospect statement had been previously disclosed to shareholders for the first quarter ended 31 March 2018.
10 A commentary at the date of the announcement of the significant trends and competitive conditions of the industry in which the Group
operates and any known factors or events that may affect the Group in the next reporting period and the next 12 months.
As announced in the Corporate and Business Update (CBU) on 5 March 2018, the Group has outlined four strategic initiatives to accelerate
corporate recovery and return to profitability in FY2018. Accordingly, the Group has executed a series of corporate actions in 1Q2018, which has
started to bear fruits, marked by the Group’s reversal to net profit in 1Q2018.
Beaqon has built on its domain expertise in telecommunications and network infrastructure to offer neutral hosting services which will expand its
revenue streams. Since December 2017, Beaqon has secured contracts for 17 neutral hosting sites in Indonesia and has increased the number
of neutral hosting sites to 25 to date, and is on track to reach 50 sites by end-FY2018. These contracts, which generate steady recurring income
and provide higher margins than sales and distribution activities, have commenced revenue contribution in 1Q2018. Beaqon’s order book
(excluding neutral hosting services) stood at S$46.4 million as at 31 March 2018. With the commencement of revenue contribution from neutral
hosting services and strong orderbook, Beaqon expects FY2018 performance and EBITDA margins to improve from FY2017.
In March 2018, VCC was awarded two key contracts. VCC will be implementing a pilot National Single Window e-trade project in Djibouti, Africa,
which positions VCC well to capture new trade opportunities in the region. VCC was also awarded a contract by the Ministry of Economy and
Finance by the Royal Government of Cambodia to develop and implement phase 2 of Cambodia’s National Single Window. In April 2018, VCC
also extended its presence to Indonesia with the acquisition of a 60%-stake in Indonesian integrated logistics player PT Gatotkaca Trans
Systemindo. To date, VCC has expanded its global presence to 14 countries from 12 countries as at end of 2017 and VCC will extend its
presence to 16 countries by end of 2018.
Procurri has been accelerating its four-pronged roadmap set out in its CBU1 to sharpen its value proposition and Procurri’s net profit in 1Q2018
rose six-fold to a record first quarter performance of S$1.0 million from S$164,000 a year ago. Procurri’s management is building on the
momentum of these strategies to validate its return to profitability for FY2018. Barring unforeseen circumstances, Procurri expects the financial
results for the second quarter ending 30 June 2018 to be profitable.
The improved set of results in 1Q2018 underscore the Group’s progress in returning to profitability in FY2018, in line with its four-pronged
strategy outlined in the CBU.
1
http://infopub.sgx.com/FileOpen/Procurri%20Corporate%20Update%2030%20Jan%202018.ashx?App=Announcement&FileID=486944
11 Dividend
(a) Current Financial Period Reported On
Any dividend declared for the current financial period reported on?
None.
Any dividend declared for the corresponding period of the immediately preceding financial year?
None.
Not applicable.
Not applicable.
No dividend has been declared or recommended for the first quarter ended 31 March 2018.
Page 11 of 12
13 If the Group has obtained a general mandate from shareholders for Interested Person Transactions (IPTs), the aggregate
value of such transactions as required under Rule 920(1)(a)(ii) of the Catalist Rules. If no IPT mandate has been obtained, a
statement to that effect.
The Group has not obtained a general mandate from shareholders for IPTs. There was no IPT for the first quarter ended 31 March 2018.
To the best of our knowledge, nothing has come to the attention of the Board of Directors of DeClout Limited, which may render the unaudited
interim financial statements of the Group and the Company for the first quarter ended 31 March 2018 to be false or misleading in any material
aspect.
The Company confirms that it has procured the Undertakings from all its Directors and Executive Officers in the format set out in Appendix 7H
pursuant to Rule 720(1) of the Catalist Rules.
Page 12 of 12