CONSOLIDATED FINANCIAL STATEMENTS 1/2000

AUDITOR'S REPORT ON REVIEW OF INTERIM FINANCIAL STATEMENTS To the Shareholders and the Board of Directors of Singer Thailand Public Company Limited I have reviewed the accompanying consolidated and company balance sheets of Singer Thailand Public Company Limited as at 31 March 2000, and the related consolidated and company statements of income, changes in shareholders' equity, retained earnings and cash flows for the three-month period then ended. These interim financial statements are the responsibility of the company's management. My responsibility is to issue a report on these financial statements based on my review. The consolidated and company balance sheets as at 31 December 1999, presented for comparative purpose, are components of the consolidated and company financial statements for the year ended 31 December 1999 which were audited by another auditor from the same firm as myself whose report dated 11 February 2000 expressed an unqualified opinion on those statements. The consolidated and company statements of income, changes in shareholders' equity, retained earnings and cash flows for the three-month period ended 31 March 1999, presented for comparative purpose, are components of the consolidated and company interim financial statements for the three-month period ended 31 March 1999 which were reviewed by another independent auditor from the same firm as myself whose report dated 30 April 1999 concluded that he was not aware of any material modifications that should be made to those statements for them to be in conformity with generally accepted accounting principles. I conducted my review in accordance with the auditing standard applicable to review engagements. This standard requires that I plan and perform the review to obtain moderate assurance as to whether the financial statements are free of material misstatement. A review is limited primarily to inquiries of company personnel and analytical procedures applied to financial data and thus provides less assurance than an audit. I have not performed an audit, and, accordingly, I do not express an audit opinion. Based on my review, nothing has come to my attention that causes me to believe that the consolidated and company financial statements for the three-month period ended 31 March 2000 referred to above are not presented fairly, in all material respects, in accordance with generally accepted accounting principles. SOMSRI DHANYACHEEVEE Certified Public Accountant (Thailand) No. 1905 PricewaterhouseCoopers ABAS Limited Bangkok 28 April 2000 Singer Thailand Public Company Limited Balance Sheets Consolidated Company 31 March 31 December 31 March 31 December 2000 1999 2000 1999 Unaudited Audited Unaudited Audited Notes Baht Baht Baht Baht ASSETS Current Assets Cash on hand and at banks 103,096,086 175,489,413 99,887,701 170,200,041 Short-term investments 440,042,971 - 440,042,971 - Current portion of debt security 1,139,914 1,139,914 - - Trade and installment accounts receivable, net 4 2,657,855,969 2,668,410,935 2,646,991,849 2,655,990,386 Loans and amounts due from related parties 11 219,775 203,061 103,633,692 104,656,003 Inventories 859,105,687 842,106,044 820,691,605 795,825,622 Other current assets 25,711,564 24,229,092 21,055,315 16,553,008 Total Current Assets 4,087,171,966 3,711,578,459 4,132,303,133 3,743,225,060 Non-Current Assets Receivable from and loans to employees 1,704,311 1,970,618 532,725 746,975 Investments in subsidiaries 11 - - 133,628,080 132,844,631 Long-term investments 800,000 800,000 800,000 800,000 Property, plant and equipment, net 6 700,918,398 708,972,667 549,597,777 556,945,389 Prepaid rent 77,398,092 78,803,060 77,398,092 78,803,060 Total Non-Current Assets 780,820,801 790,546,345 761,956,674 770,140,055 Total Assets 4,867,992,767 4,502,124,804 4,894,259,807 4,513,365,115 Director Director The notes to the interim consolidated and company financial statements on pages 8 to 22 are an integral part of these interim financial statements. Singer Thailand Public Company Limited Balance Sheets Consolidated Company 31 March 31 December 31 March 31 December 2000 1999 2000 1999 Unaudited Audited Unaudited Audited Notes Baht Baht Baht Baht LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Bank overdrafts and loans from financial institutions 209,808,605 282,562,582 209,808,605 276,894,337 Current portion of long-term borrowings 7 150,000,000 313,017,020 150,000,000 313,017,020 Current portion of unsecured debentures 8 720,048,000 - 720,048,000 - Trade accounts payable - other companies 161,556,875 352,024,605 137,073,150 327,713,040 - related parties 11 7,796,799 4,335,509 54,551,252 44,506,754 Amounts due to related party 11 16,873,900 4,098,958 15,960,408 3,246,608 Dividends payable 13,625,359 13,625,359 13,625,359 13,625,359 Accrued income tax 2,054,518 2,458,153 - - Accrued liabilities 167,051,808 123,067,260 164,661,476 120,716,856 Other current liabilities 18,481,421 22,361,172 17,814,528 22,274,239 Total Current Liabilities 1,467,297,285 1,117,550,618 1,483,542,778 1,121,994,213 Non-Current Liabilities Liabilities arising from investments in subsidiaries 11 - - 11,781,490 9,091,575 Long-term borrowings 7 404,200,000 550,000,000 404,200,000 550,000,000 Unsecured debentures 8 622,818,000 500,000,000 622,818,000 500,000,000 Provision for retirement cost 50,458,753 48,182,152 49,445,600 46,500,000 Employee security deposits 133,635,452 133,003,969 132,888,662 132,391,262 Provident funds 173,137,852 174,102,870 173,137,852 174,102,870 Total Non-Current Liabilities 1,384,250,057 1,405,288,991 1,394,271,604 1,412,085,707 Total Liabilities 2,851,547,342 2,522,839,609 2,877,814,382 2,534,079,920 Shareholders' Equity Share capital Registered, issued and fully Paid-up 27,000,000 ordinary shares Of Baht 10 each 270,000,000 270,000,000 270,000,000 270,000,000 Premium on share capital 225,000,000 225,000,000 225,000,000 225,000,000 Land revaluation reserve 240,926,403 240,926,403 240,926,403 240,926,403 Retained earnings: Appropriated - legal reserve 27,000,000 27,000,000 27,000,000 27,000,000 Unappropriated 1,253,519,022 1,216,358,792 1,253,519,022 1,216,358,792 Total Shareholders' Equity 2,016,445,425 1,979,285,195 2,016,445,425 1,979,285,195 Total Liabilities and Shareholders' Equity 4,867,992,767 4,502,124,804 4,894,259,807 4,513,365,115 The notes to the interim consolidated and company financial statements on pages 8 to 22 are an integral part of these interim financial statements. Singer Thailand Public Company Limited Statements of Income (Unaudited) For the three-month period ended Consolidated Company 31 March 31 March 31 March 31 March 2000 1999 2000 1999 Baht Baht Baht Baht Revenues Sales 869,239,454 803,928,104 864,212,781 795,609,781 Interest from installment sales 137,220,527 142,750,771 137,220,527 142,750,771 Other income 3,988,790 19,044,289 1,848,196 17,150,158 Total Revenues 1,010,448,771 965,723,164 1,003,281,504 955,510,710 Expenses Cost of sales 533,172,345 510,842,835 535,657,963 507,692,676 Selling and administrative expenses 384,442,356 361,104,231 375,771,640 354,288,685 Directors' remuneration 100,000 100,000 100,000 100,000 Interest and other financial costs 55,241,099 71,029,759 52,682,077 67,645,922 Total Expenses 972,955,800 943,076,825 964,211,680 929,727,283 Operating profit 37,492,971 22,646,339 39,069,824 25,783,427 Share of (loss) from subsidiaries - - (1,909,594) (3,672,225) Profit before tax 37,492,971 22,646,339 37,160,230 22,111,202 Income tax 332,741 535,137 - - Net profit for the period 37,160,230 22,111,202 37,160,230 22,111,202 Basic earnings per share Net profit for the period 1.38 0.82 1.38 0.82 The notes to the interim consolidated and company financial statements on pages 8 to 22 are an integral part of these interim financial statements. Singer Thailand Public Company Limited Statements of Changes in Shareholders' Equity (Unaudited) For the three-month period ended Consolidated Company 31 March 31 March 31 March 31 March 2000 1999 2000 1999 Baht Baht Baht Baht Share Capital Beginning balance 270,000,000 270,000,000 270,000,000 270,000,000 Increase during the period - - - - Ending balance 270,000,000 270,000,000 270,000,000 270,000,000 Premium on Share Capital Beginning balance 225,000,000 225,000,000 225,000,000 225,000,000 Increase during the period - - - - Ending balance 225,000,000 225,000,000 225,000,000 225,000,000 Land Revaluation Reserve Beginning balance 240,926,403 241,546,403 240,926,403 241,546,403 Increase during the period - - - - Ending balance 240,926,403 241,546,403 240,926,403 241,546,403 Retained Earnings Appropriated retained earnings Legal reserve Beginning balance 27,000,000 27,000,000 27,000,000 27,000,000 Increase during the period - - - - Ending balance 27,000,000 27,000,000 27,000,000 27,000,000 Unappropriated retained earnings Beginning balance 1,216,358,792 1,191,854,266 1,216,358,792 1,191,854,266 Increase during the period 37,160,230 22,111,202 37,160,230 22,111,202 Ending balance 1,253,519,022 1,213,965,468 1,253,519,022 1,213,965,468 Total 2,016,445,425 1,977,511,871 2,016,445,425 1,977,511,871 The notes to the interim consolidated and company financial statements on pages 8 to 22 are an integral part of these interim financial statements. Singer Thailand Public Company Limited Statements of Retained Earnings (Unaudited) For the three-month period ended Consolidated Company 31 March 31 March 31 March 31 March 2000 1999 2000 1999 Baht Baht Baht Baht Unappropriated retained earnings: Beginning balance 1,216,358,792 1,191,854,266 1,216,358,792 1,191,854,266 Net profit for the period 37,160,230 22,111,202 37,160,230 22,111,202 Unappropriated retained earnings at end of the period 1,253,519,022 1,213,965,468 1,253,519,022 1,213,965,468 Appropriated retained earnings: Legal reserve 27,000,000 27,000,000 27,000,000 27,000,000 Appropriated retained earnings at end of the period 27,000,000 27,000,000 27,000,000 27,000,000 Retained earnings at end of the period 1,280,519,022 1,240,965,468 1,280,519,022 1,240,965,468 The notes to the interim consolidated and company financial statements on pages 8 to 22 are an integral part of these interim financial statements. Singer Thailand Public Company Limited Statements of Cash Flows (Unaudited) For the three-month period ended Consolidated Company 31 March 31 March 31 March 31 March 2000 1999 2000 1999 Notes Baht Baht Baht Baht Cash flows from operating activities 9 (86,223,932) 183,654,752 (90,660,250) 179,672,463 Cash flows from investing activities Purchases of property, plant and equipment (4,112,199) (9,858,554) (4,076,999) (9,846,404) Payment of prepaid rent (3,242,000) (1,481,000) (3,242,000) (1,481,000) Loans made to subsidiaries - - (1,500,000) (1,000,000) Loan payments received from subsidiaries - - 2,500,000 1,000,000 Decrease in receivable from and loans to employees 266,307 558,585 214,250 520,594 Net cash payments in investing activities (7,087,892) (10,780,969) (6,104,749) (10,806,810) Cash flows from financing activities (Decrease) in bank overdrafts and loans from financial institutions (72,753,977) (16,507,818) (67,085,732) (11,433,140) Proceeds from unsecured debentures 900,000,000 - 900,000,000 - Payments of long-term borrowings (308,817,020) (125,990,000) (308,817,020) (125,990,000) Payment of unsecured debentures (57,134,000) - (57,134,000) - (Decrease) in employee security deposits and provident funds (333,535) (14,817,059) (467,618) (16,132,850) Net cash receipts (payments) in financing activities 460,961,468 (157,314,877) 466,495,630 (153,555,990) Net increase in cash and cash equivalents 367,649,644 15,558,906 369,730,631 15,309,663 Cash and cash equivalents at beginning of the period 175,489,413 130,192,133 170,200,041 128,811,934 Cash and cash equivalents at end of the period 10 543,139,057 145,751,039 539,930,672 144,121,597 Supplementary information for cash flows: Interest paid 28,780,650 43,550,403 26,226,428 40,217,704 Tax paid 838,504 33,494 87,402 32,756 The notes to the interim consolidated and company financial statements on pages 8 to 22 are an integral part of these interim financial statements. Singer Thailand Public Company Limited Notes to the Interim Consolidated and Company Financial Statements (Unaudited) For the three-month period ended 31 March 2000 and 1999 1 Accounting Policies The interim consolidated and company financial statements are prepared in accordance with the accounting principles generally accepted in Thailand. However, the primary statements i.e. balance sheets, statements of income, changes in shareholders' equity, retained earnings and cash flows are presented in the full format as prescribed by the Ministerial Regulation No. 7 (B.E. 2539) in accordance with the Securities and Exchange Commission's and the Stock Exchange of Thailand's requirements, rather than in the condensed format as required by Thai Accounting Standard No. 41, "Interim Financial Reporting." The accounting policies used in the preparation of the interim financial statements are consistent with those used in the annual financial statements for the year ended 31 December 1999. The Group has implemented the following new Thai Accounting Standards, effective 1 January 2000, in these interim financial statements: TAS 44 Consolidated Financial Statements and Accounting for Investment in Subsidiaries TAS 45 Accounting for Investment in Associates TAS 47 Related Party Disclosures The comparatives, where appropriate, have been adjusted or extended to take into account the requirements of those newly effective standards. Costs that incur unevenly during the financial year are anticipated or deferred in the interim report only if it would be also appropriate to anticipate or defer such costs at the end of the financial year. These interim financial statements should be read in conjunction with the financial statements for the year ended 31 December 1999. 2 Segment Information The company trades in a single business segment and in a single geographical area i.e., Thailand. Accordingly no segment information has been presented. Singer Thailand Public Company Limited Notes to the Interim Consolidated and Company Financial Statements (Unaudited) For the three-month period ended 31 March 2000 and 1999 3 Earnings Per Share Basic earnings per share is calculated by dividing the net profit attributable to shareholders by the weighted average number of ordinary shares in issue during the period (2000 : 27,000,000 shares; 1999 : 27,000,000 shares). 4 Trade and Installment Accounts Receivable, net Consolidated Company 31 March 31 December 31 March 31 December 2000 1999 2000 1999 Baht Baht Baht Baht Trade and installment accounts receivable 3,627,549,640 3,655,533,420 3,614,677,520 3,641,242,871 Less: Unearned carrying charges (528,685,671) (532,052,485) (528,685,671) (532,052,485) 3,098,863,969 3,123,480,935 3,085,991,849 3,109,190,386 Less: Allowance for doubtful accounts (441,008,000) (455,070,000) (439,000,000) (453,200,000) Trade and installment accounts receivable, net 2,657,855,969 2,668,410,935 2,646,991,849 2,655,990,386 Outstanding trade and installment accounts receivable over 3 months can be analysed as follows: Trade accounts receivable installment sales and credit sales Consolidated Company 31 March 31 December 31 March 31 December 2000 1999 2000 1999 Baht Baht Baht Baht 3-6 months 20,142,029 22,076,139 19,532,474 21,392,784 6-12 months 30,047,001 40,064,085 29,648,852 39,126,433 Over 12 months 74,717,883 80,427,665 73,230,022 79,590,838 124,906,913 142,567,889 122,411,348 140,110,055 Restructured debt (Note 5) 51,548,913 53,388,913 51,548,913 53,388,913 176,455,826 195,956,802 173,960,261 193,498,968 Less: Allowance for doubtful accounts (149,808,000) (153,670,000) (147,800,000) (151,800,000) 26,647,826 42,286,802 26,160,261 41,698,968 Singer Thailand Public Company Limited Notes to the Interim Consolidated and Company Financial Statements (Unaudited) For the three-month period ended 31 March 2000 and 1999 4 Trade and Installment Accounts Receivable, net (Con't) Trade accounts receivable - other Consolidated Company 31 March 31 December 31 March 31 December 2000 1999 2000 1999 Baht Baht Baht Baht 3-6 months 19,850,291 12,579,036 19,850,291 12,579,036 6-12 months 32,703,410 38,315,855 32,703,410 38,315,855 Over 12 months 61,133,910 78,733,177 61,133,910 78,733,177 113,687,611 129,628,068 113,687,611 129,628,068 Less: Allowance for doubtful accounts (48,200,000) (58,900,000) (48,200,000) (58,900,000) 65,487,611 70,728,068 65,487,611 70,728,068 Employees receivable Consolidated Company (more)