Tiong Woon : First Quarter Results

Full Year Financial Statement And Dividend Announcement TIONG WOON CORPORATION HOLDING LTD

(Company Registration No. 199705837C)

First Quarter Financial Statement And Dividend Announcement For The Period Ended 30 September 2014 1(a)(i) A statement of comprehensive income (for the group) together with a comparative statement for the corresponding period of the immediately preceding financial year. The Group

Increase/

Continuing operations 1Q FY 2015 1Q FY 2014 (Decrease) S$'000 S$'000 %

Turnover 36,842 44,616 (17%) Cost of sales (26,536) (29,789) (11%)

Gross profit 10,306 14,827 (30%)

Other income 41 27 52% Other gains/(loss) - net 567 (697) NM

Expenses

- Administrative (402) (311) 29%

- Other operating (5,991) (7,397) (19%)

- Finance (304) (910) (67%) Share of profit of associated companies 204 303 (33%) Share of profit/(loss) of a joint venture 16 (20) NM

Profit before income tax 4,437 5,822 (24%) Income tax expense (1,303) (1,650) (21%) Profit from continuing operations 3,134 4,172 (25%) Discontinued Operations

Profit from discontinued operations - 1 (100%)

Total profit 3,134 4,173 (25%) Other comprehensive income:

Items that may be reclassified subsequently to profit or loss: Currency translation differences arising from consolidation

- Gains / (losses) 1,064 (265) NM Fair value gain on cash flow hedges 82 41 100%

1,146 (224) NM Total comprehensive income 4,280 3,949 8%

Profit attributable to:
Equity holders of the Company	3,467	4,578	(24%)
Non-controlling interest	(333)	(405)	(18%)

3,134 4,173 (25%)

Total comprehensive income attributable to:
Equity holders of the Company	4,613	4,354	6%
Non-controlling interest	(333)	(405)	(18%)

4,280 3,949 8%

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1(a)(ii) Notes to the statement of comprehensive income The Group

Increasel

Profit after tax for continuing operations was stated after (charging)/crediting:- 1Q FY 2015 !Q FY 2014 (Decrease) S$'000 S$'000 %

Depreciation of property, plant and equipment (7,307) (7,329) (0%) Currency exchange gainl(loss)- nel 397 (2,724) NM Nelgain on disposal of property, plant and

equipment 493 1,831 (73%)

Fair value (loss) l gainon derivative financial

instruments (4) lO NM Fair value loss on financial assets

at fair value through profit or loss (36) (109) (67%) Write-back of allowance far doubtful debts 218 13 1577% Interest income 41 26 58%

I nterest expense (668) (738) (9%)

Under provision in prior years' current

income tax (42) (180) (77%)

Over l (under) provision in prior years' deferred tax 98 (3) NM

Denotes: NM - not meaningful

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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

The Group The Company

30/09/2014 30/06/2014 30/09/2014 30/06/2014

ASSETS S$'000 S$'000 S$'000 S$'000

Current assets

Cash and cash equivalents 22,601 18,895 545 101

Financial assets, at fair value through profit or loss 832 825

Trade and other receivables 69,237 80,036

Tax recoverable 14 12

Inventories 5,510 6,480

Other current assets 5 037 3 487 21 9

103,231 109,735 566 110

Non-current assets

Other assets 114 114

Other receivables 47,018 47,489

Investment in associated companies 3,620 3,374 1,020 1,020

Investment in a joint venture 1,549 1,490 2,074 2,074

Investment in subsidiaries 42,021 42,021

Property,plant and equipment 334,663 327,907

Deferred income tax assets 133 137

340,079 333,022 92133 92 604

Total assets 443 310 442 757 92699 92 714

LIABILITI ES Current liabilities

Trade and other payables 47,662 54,289 1,711 1,683

Current income tax liabilities 2,816 2,682

Borrowings 40,396 38,374

Derivative financial instruments 64 80

90 938 95 4251711 l683

Non-current liabilities

Borrowings 59,199 59,051

Derivative financial instruments 68 130

Deferred income tax liabilities 29 840 29 166

89 107 88 347 Totalliabilities 180,045 183,772 1711 l683 NET ASSETS 263,265 258,985 90,988 91,031

EQUITY

Capitai and reserves attributable to equity holders of the Company

Share capitai 87,340 87,340 87,340 87,340

Other reserves (724) (1,870)

Retained earnings 178 271 174 804 3 648 3 691

264,887 260,274 90,988 91,031

Non-controlling interest (1,622J (1,289J

Total equity 263,265 258,985 90,988 91,031

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1(b)(ii) Aggregate amount of group's borrowings and debt securities As at 30/09/2014 As at 30/06/2014 S$'000 S$'000 Secured Unsecured Secured Unsecured Amount repayable in one year or less, or on demand 28,795 11,601 28,622 9,752 As at 30/09/2014 As at 30/06/2014 S$'000 S$'000 Secured Unsecured Secured Unsecured Amount repayable after one year 59,199 - 59,051 - Details of any collateral

Secured borrowings relate to hire purchase and term loan which are collaterised against certain property, plant and equipment.

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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 The Group

1Q FY 2015 1Q FY 2014

S$'000 S$'000

Cash flows from operating activities Total profit	3,134	4,173
Adjustrnents for:
Incarne tax expense	1,303	1,650
Depreciation of property, plant and equiprnent	7,307	7,329
Gain on disposal of property, plant and equiprnent	(493)	(1,831)
Fair value loss l (gain) on derivative financial instrurnents	4	(10)
Fair value loss on financial assets
at fair value through profit or loss	36	109
Interest incarne	(41)	(26)
Interest expense	668	738
Share of profit of associated cornpanies	(204)	(303)
Share of (profit) l loss of a joint venture	(16)	20
Unrealised translation losses 460 583
Operating cashflow before working capitai changes	12,158	12,432
Change in operating assets and liabilities:
Inventories	970	(1,051)
Trade and other receivables	7,735	(6,959)
Other current assets	(1,549)	(1,279)
Trade and other payables	(3,919) (766)
Cash generated frorn operations	15,395 2,377
Incarne tax paid	(498) (469)
Net cash generated from operating activities	14897 1 908
Cash flows from investing activities
Purchase of property, plant and equiprnent	(5,533) (7,916)
Purchase of financial assets at fair value through profit or loss	(44)
Additional investrnent in a subsidiary	(3,762)
Interest received	41 26
Dividend received frorn an associated cornpany	388
Fixed deposit unpledged	(211) 6
Proceeds frorn disposal of subsidiaries	3,000
Proceeds frorn disposal of property, plant and equiprnent	1582 3 293
Net cash used in investing activities	(1,165) (7,965)
Cash flows from financing activities
Proceeds frorn borrowings	6,949
Repayrnent of borrowings	(4,771) (3,847)
Repayrnent of finance lease liabilities	(4,798) (5,101)
Interest paid	(668) (739)
Net cash used in financing activities	(10,237) (2,738)
Net increase l(decrease) in cash and cash equivalents	3,495 (8,795)
Cash and cash equivalents at beginning of financial period	16,693 24,118
Less: Disposal group classified as held-for sale	(6)
Cash and cash equivalents at end of financial period	20,188 15,317
Cash and cash equivalents at end of financial period	22,601 17,527
Less: Fixed deposit pledged	(2,413) (2,210)
Cash and cash equivalents per statement of cash flows	20,188 15,317

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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

The Group

Attributable to equity holders of the Company

Non- Share Capital Other Reserves Retained Earnings Total controlling Interest Total Equity

1Q FY 2015

S$'000 S$'000 S$'000 S$'000 S$'000 S$'000

Balance at 1 July 2014 87,340 (1,870) 174,804 260,274 (1,289) 258,985

Total comprehensive income / (loss) - 1,146 3,467 4,613 (333) 4,280

Balance at 30 September 2014 87,340 (724) 178,271 264,887 (1,622) 263,265

1Q FY 2014

Balance at 1 July 2013 87,340 (4,008) 154,586 237,918 2,693 240,611

Total comprehensive income / (loss) - (224) 4,578 4,354 (405) 3,949

Additional investment in a subsidiary - - - - (3,762) (3,762)

Balance at 30 September 2013 87,340 (4,232) 159,164 242,272 (1,474) 240,798

The Company

1Q FY 2015

Share Retained Total Capital Earnings Equity S$'000 S$'000 S$'000

Balance at 1 July 2014 87,340 3,691 91,031

Total comprehensive loss - (43) (43) Balance at 30 September 2014 87,340 3,648 90,988

1Q FY 2014

Balance at 1 July 2013 87,340 4,362 91,702

Total comprehensive income - 333 333

Balance at 30 September 2013 87,340 4,695 92,035

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 also the number of shares that may be issued on conversion of all the outstanding convertibles, as well as the number of shares held as treasury shares, if any, against the total number of issued shares excluding treasury shares 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.

There were no treasury shares and outstanding convertibles as at 30 September 2014 and 30 September 2013.

1(d)(iii) To show the 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.

30/09/2014	30/06/2014
Total number of issued ordinary shares	464,470,512	464,470,512

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1(d)(iv) A statement showing all sales, transfers, disposal, cancellation and/or use of treasury shares as at the end of the current financial period reported on.

Not applicable.

2 Whether the figures have been audited or reviewed and in accordance with which auditing standard or practice.

The figures presented are not audited or reviewed.

3 Whether the figures have been audited or reviewed, the auditors' report (including any qualifications or emphasis of a 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 applied the same accounting policies and methods of computation in financial statements for the first quarter ended 30 September 2014 as compared with the audited financial statements for the year ended
30 June 2014.

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.

On 1 July 2014, the Group adopted the new or amended FRS and Interpretations to FRS ("INT FRS") that are mandatory for application from that date. Changes to the Group's accounting policies have been made as required, in accordance with the transitional provisions in the respective FRS and INT FRS.
The adoption of these new or amended FRS and INT FRS did not result in substantial changes to the Group's accounting policies and had no material effect on the amounts reported for the current or prior financial years.

6 Earnings per ordinary share of the group for the current period reported on and the corresponding period of the immediately preceding financial year, after deducting any provision for preference dividends.

EPS based on weighted average number of

The Group

Continuing Operations Discontinued Operations Total

1Q FY 2015 1Q FY 2014 1Q FY 20151Q FY 2014 1Q FY 2015 1Q FY 2014

ordinary shares in issue (cents) 0.75 0.99 - NM 0.75 0.99

On a fully diluted basis (cents) 0.75 0.99 - NM 0.75 0.99

Weighted average number of

ordinary shares in issue 464,470,512 464,470,512 464,470,512 464,470,512 464,470,512 464,470,512

There were no potential dilutive ordinary shares in existence for the three months ended 30 September 2014 and
30 September 2013.

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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 :- (a) current financial period reported on; and (b) immediately preceding financial year. The Group The Company 30/09/2014 30/06/2014 30/09/2014 30/06/2014

Net asset value per ordinary share (cents) 57.03 56.04 19.59 19.60
Ordinary shares at the end of the current financial period and immediately preceding financial year

464,470,512 464,470,512 464,470,512 464,470,512 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. Statement of Comprehensive Income

Continuing operations

Turnover 1Q FY 2015 1Q FY 2014

Increase/ (Decrease)

S$'000 S$'000 %

Heavy Lift and Haulage 32,791 36,336 (10%) Marine Transportation 2,120 3,490 (39%) Engineering Services 315 1,811 (83%) Trading 1,616 2,979 (46%)

36,842 44,616 (17%)

The Group registered a turnover of S$36.8 million for the first quarter ended 30 September 2014, a decrease of
17% over the S$44.6 million it recorded for the same quarter in the last financial year. The decrease in the Group's
turnover was mainly attributed to the decrease in contributions across all four segments.
Turnover from Heavy Lift and Haulage segment decreased by 10% or S$3.5 million from S$36.3 million to S$32.8 million, mainly due to a decrease in heavy lift and installation projects undertaken by the Group in the Asia Pacific region.
Turnover from Marine Transportation segment decreased by 39% for the first quarter ended 30 September 2014, compared to the same quarter in the last financial year. This is a result of lower utilization of the Group's vessels as well as lower chartering of third party vessels to support customers' requirements during the period under review.
Engineering Services segment registered a turnover of S$0.3 million for the first quarter ended 30 September 2014, compared to S$1.8 million in the period a year ago. The decrease in revenue was mainly due to a significant reduction in engineering services projects executed in the current quarter.
Turnover from Trading segment for the first quarter ended 30 September 2014 was S$1.6 million compared to
S$3.0 million in the previous corresponding quarter as the Group sold fewer equipment in the current quarter.
Cost of sales decreased by 11% from S$29.8 million to S$26.5 million for the first quarter year ended 30
September 2014 in tandem with the decrease in turnover.

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Gross profit for the Group decreased by 30% from S$14.8 million to S$10.3 million, mainly due to the decrease in turnover and lower margins from the Heavy Lift and Haulage segment.
Other gains was S$0.6 million for the first quarter ended 30 September 2014 as compared to a loss of S$0.7 million in the previous corresponding quarter. This was mainly attributable to a currency translation gain of S$0.1 million and a gain on disposal of fixed assets of S$0.5 million in the current quarter compared to a currency translation loss of S$2.5 million that was offset by a gain on disposal of fixed assets of S$1.8 million in the previous corresponding quarter.
Administrative expenses increased by 29% or S$0.1 million for the first quarter ended 30 September 2014 due to higher professional fees incurred.
Other operating expenses reduced by 19% from S$7.4 million to S$6.0 million for the first quarter ended 30
September 2014 in tandem with the decrease in turnover.
Finance expenses decreased by 67% from S$0.9 million to S$0.3 million for the first quarter ended 30 September
2014. This was mainly due to a currency translation gain of S$0.4 million relating to foreign currency denominated borrowings for the current quarter ended 30 September 2014, compared to a currency translation loss of S$0.2 million in the previous corresponding quarter.
Share of profit of associated companies decreased by 33% or S$0.1 million from S$0.3 million to S$0.2 million for the first quarter ended 30 September 2014. This was attributable to the Marine Transportation segment.

Profit/(Loss) Before Tax 1Q FY 2015 1Q FY 2014

Increase/ (Decrease)

S$'000 S$'000 %

Heavy Lift and Haulage 4,730 5,445 (13%) Marine Transportation 457 835 (45%) Engineering Services (665) (599) 11% Trading (85) 141 NM

4,437 5,822 (24%)

The Group registered a profit before tax of S$4.4 million for the first quarter ended 30 September 2014, a decrease of 24% over the previous corresponding quarter.
Profit before tax from Heavy Lift and Haulage segment decreased by 13% from S$5.4 million to S$4.7 million for the first quarter ended 30 September 2014 in tandem with lower turnover and margins, as well as a lower gain on disposal of fixed assets.
Profit before tax from Marine Transportation segment for the first quarter ended 30 September 2014 was S$0.5 million compared to the S$0.8 million it turned in during the previous corresponding quarter mainly due to the lower turnover and no gain on disposal of fixed assets.
Engineering Services segment turned in a loss of S$0.7 million for the first quarter ended 30 September 2014 compared to a loss of S$0.6 million in the same quarter last year due to the lower turnover.
Trading segment recorded a small loss of S$0.1 million for the current quarter ended 30 September 2014 due to the decrease in turnover and currency translation loss arising from the revaluation of foreign currency denominated trade payables.

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Discontinued operations

Fabrication 1Q FY 2015 1Q FY 2014

Increase/ (Decrease)

S$'000 S$'000 % Turnover - 159 (100%)

Profit before tax - 1 (100%) Tax - - NM Profit after tax - 1 (100%)

The sale of the Company's entire interest in its wholly-owned subsidiary, Tiong Woon Oil & Gas Services Pte Ltd ("TWOG") and sub-subsidiary P.T. TWC Bintan (together, the "TWOG Group") to Metech Energy Corp Pte Ltd was completed on 7 October 2013.
In accordance with FRS 105, Non-current Assets Held for Sale and Discontinued Operations, the results of the TWOG Group classified under Fabrication segment has been presented separately on the Statement of Comprehensive Income as Discontinued Operations for the quarter ended 30 September 2013.

Statement of Financial Position

Cash and cash equivalents increased from S$18.9 million as at 30 June 2014 to S$22.6 million as at 30 September
2014 mainly due to cash flows of S$14.9 million generated from operations, partially offset by repayment of borrowings and finance lease liabilities.
Trade and other receivables decreased by 13% from S$80.0 million to S$69.2 million as at 30 September 2014 in tandem with the decrease in turnover.
Inventories decreased by 15% from S$6.5 million to S$5.5 million as at 30 September 2014, mainly due to the sale of cranes and equipment during the quarter.
Other current assets increased by 44% from S$3.5 million to S$5.0 million as at 30 September 2014 mainly due to the increase in prepayments made for insurance premium.
Trade and other payables decreased by 12% from S$54.3 million to S$47.7 million as at 30 September 2014 mainly due to settlement of cranes purchased in the previous financial year.

9 Where a forecast, or a prospect statement, has been previously disclosed to shareholders, any variance between it and the actual results.

There was no forecast, or any prospect statement previously disclosed to shareholders.

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.

Demand for heavy lift and haulage from the oil and gas, and petrochemical industries in Singapore and the region has softened. In Singapore, Jurong Island continues to attract high value investments given its developed petrochemical ecosystem, thereby would lend some support to the future demand for heavy lift and haulage. Ongoing public sector infrastructure development continues to support the demand for heavy lift and haulage. In Malaysia, the development of the petrochemical business in Pengerang region of Johor may provide future business development opportunities for heavy lift and haulage. Across the other ASEAN countries and in the Middle East, the

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Group will continue to focus on new business opportunities in the oil & gas, petrochemical, infrastructure development and construction sectors.
Apart from pursuing business opportunities to ride on the flow of contracts, the Group will continually forge strategic alliances and collaborations with international contractors and industry players to jointly participate in the bidding for projects.
Labour and other operating costs are expected to continue to rise. Being committed to increasing productivity and operational efficiency, the Group will continue to manage its costs effectively and upgrade the skills of its workforce.
Leveraging on its competitive strength as a one-stop integrated services provider in project management for heavy lift and haulage, marine transportation and engineering services, the Group is able to exploit the synergies arising from its capabilities in the various businesses to target more complex and high value projects.
It will continue to invest in higher capacity and specialised equipment, so as to broaden the range of service offerings to its clients and stay ahead of competition.
In anticipation of an increase in the Group's operational needs, it is currently redeveloping its premises at 15
Pandan Crescent in Singapore.

11 Dividend (a) Current Financial Period Reported On Any dividend declared for the current financial period reported on?

No.

(b) Corresponding Period of the Immediately Preceding Financial Year Any dividend declared for the corresponding period of the immediately preceding financial year?

No.

(c) Date payable

Not applicable.

(d) Book closure date

Not applicable.

12 If no dividend has been declared / recommended, a statement to that effect

The Group did not declare any dividend during the three months ended 30 September 2014 and 30 September
2013.

13 Segmented revenue and results for business or geographical segments (of the group) in the form presented in the issuer's most recently audited annual financial statements, with comparative information for the immediately preceding year.

Not applicable.

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14 In the review of performance, the factors leading to any material changes in turnover and earnings by the business or geographical segments

Not applicable.

15 A breakdown of sales and profit after taxation (before deduction non-controlling interests) for the continuing operations are as follows:-

Not applicable.

16 A breakdown of the total annual dividend (in dollar value) for the issuer's latest full year and its previous full year as follows:-

Not applicable.

17 If the Group has obtained a general mandate from shareholders for IPTs, the aggregate value of such transactions as required under Rule 920(1)(a)(ii). If no IPT mandate has been obtained, a statement to that effect.

The Company does not have any shareholder's mandate for interested person transactions pursuant to Rule
920(1)(a)(ii) of the listing manual.

18. Negative confirmation pursuant to Rule 705(5).

The board confirms that, to the best of its knowledge, nothing has come to its attention which may render the interim financial results to be false or misleading in any material aspect. A statement signed by two directors is on record.

By Order of the Board

Mr Ang Kah Hong
Chairman and Managing Director
5 November 2014
Singapore

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