Interim Results

RNS Number : 7453D
VinaCapital Vietnam Opp. Fund Ld
28 March 2011
 



28 March 2011

 

VinaCapital Vietnam Opportunity Fund Limited

 

Interim results for the six months ended 31 December 2010

 

VinaCapital Vietnam Opportunity Fund Limited (the "Company" or "VOF") (VOF.L), an AIM-quoted investment vehicle focused on Vietnam, today announces its interim results for the six months ended 31 December 2010 ("the Period").

 

Financial highlights

 

·      Net loss for the Period of USD18.7 million (HY09: USD99.86 million net profit).

·      Net loss per share of USD0.06 for the Period (HY09: USD0.31 net profit).

·      Cash and cash equivalents as at 31 December 2010 of USD47.9million.

·      Net asset value at 31 December 2010 of USD772.8 million representing USD2.38 per share.

 

Operational highlights

 

·      Listing of top ten holding Quoc Cuong Gia Lai on the Ho Chi Minh City Stock Exchange.

·      Acquiring additional USD9.8 million stake in An Giang Plant Protection JSC.

·      Acquiring stakes in Binh Dien Fertiliser and Thai Hoa Group (Arabica coffee producer).

·      Continued income received from residential sales at township and resort projects in Danang and Ho Chi Minh City.

 

Commenting, Andy Ho, Managing Director of VOF's Investment Manager, said:

"The second half of 2010 was a difficult time for Vietnam, as domestic investors rushed to gold as a hedge against inflation and their concern over depreciation pressures on the Vietnam dong. The Vietnam Index by the end of 2010 was pushed into value territory of under 10x P/E, a 15-20 percent discount to the region and emerging market peers. As the government's stabilisation measures begin to take effect, we expect Vietnam to offer an excellent investment environment for both acquisitions and listing or trade sale exits."

 

Notes to Editors:

VinaCapital is the leading investment management and real estate development firm in Vietnam, with a diversified portfolio of almost USD2 billion in assets under management. VinaCapital was founded in 2003 and boasts a team of managing directors who bring extensive international finance and investment experience to the firm. VinaCapital manages three closed-end funds trading on the AIM Market of the London Stock Exchange. These funds, at a combined net asset value (NAV) of USD1.7 billion as of December 2010, make VinaCapital the largest asset manager focused on Vietnam and its neighbouring countries.

 

VinaCapital has offices in Ho Chi Minh City, Hanoi, Danang, Nha Trang, Phnom Penh (Cambodia) and Singapore. More information about VinaCapital is available at www.vinacapital.com.

 

More information on VinaCapital Vietnam Opportunity Fund Limited is available at www.vinacapital.com/vof 

 

 

Enquiries:

 

Michael L. Gray
VinaCapital Investment Management Limited
Investor Relations/Communications
+84 8 821 9930
michael.gray@vinacapital.com 


Hiroshi Funaki
LCF Edmond de Rothschild Securities, Broker
+44 20 7845 5960
funds@lcfr.co.uk


David Benda / Hugh Jonathan
Numis Securities Limited
+44 (0)20 7260 1000

Alastair Hetherington
Financial Dynamics, Public Relations (Hong Kong)
+852 3716 9802
alastair.hetherington@fd.com


Andrew Walton
Financial Dynamics, Public Relations (London)
+44 2072697204
andrew.walton@fd.com


Philip Secrett
Grant Thornton Corporate Finance, Nominated Adviser
+44 20 7383 5100
philip.j.secrett@gtuk.com

 

 

Chairman's Statement

 

Dear Shareholders,

 

We are pleased to present the interim financial statements of VinaCapital Vietnam Opportunity Fund Limited (AIM: VOF) for the six month period ended 31 December 2010.

 

The second half of 2010 was a difficult time for Vietnam, as inflation rose in response to premature loosening of liquidity restraints and the currency came under renewed pressure due to balance of payments concerns. Although top-line GDP growth of 6.8 percent was positive, investor sentiment remained weak, as evidenced by a surge in the price of gold.

 

VOF's NAV at the end of December 2010 was USD773 million, or USD2.38 per share. This was a decline of 1.3 percent from the end of June 2010, when VOF had an NAV of USD783 million, or USD2.41 per share. The performance was due primarily to losses in the capital markets portfolio, following the Vietnam Index decline of 6.7 percent (in USD terms) over the period.

 

VOF's share price at the end of December 2010 was USD1.88, up 34.3 percent from USD1.40 at the end of June 2010. (VOF's share price has fallen in March 2011, a decline we believe is related to the impact of the Japan tsunami on capital markets, and the general pull back from emerging markets in Q1 2011.)  

 

Over the period, VOF saw top ten holding Quoc Cuong Gia Lai (QCG) list on the Ho Chi Minh Stock Exchange. The fund invested a further USD9.4 million in An Giang Plant Protection to raise its stake in this sector-leading company to 17.4 percent, and acquired stakes in Binh Dien Fertiliser and Thai Hoa Group, Vietnam's leading coffee producer and top exporter of Arabica beans.

 

VOF continues to focus on private placements into unlisted companies. The agreement to sell the fund's stake in Halico to Diageo is evidence of the growing market for trade sales, and several other private equity disposals are under negotiation.

 

We remain conscious, however, that in the short run much will depend on how the government manages the economy. The State Bank in 2011 needs to control inflation, which reached 11.8 percent year-on-year in 2010, and restore faith in the VND. To achieve these goals, the government has taken several proactive steps, which include establishing a stabilisation fund for consumer staples, announcing USD3 billion in spending cuts, placing a 10 percent tax on gold exports, and using a 'crawling peg' approach to better manage the currency following the February devaluation.

 

A tight monetary and fiscal policy is now in place, with the credit growth target now under 20 percent, down from an earlier target of 23 percent. The balance of payments situation looks manageable, as development assistance, FDI and remittance flows in 2010 more than made up for the trade deficit, which was USD12 billion in 2010 and will reach an estimated USD14 billion in 2011.

 

The proactive policy decisions by the government appear to bode well for Vietnam's economic prospects this year, although the international environment and the full impact of the tragic events in Japan are unclear. The open market VND rate peaked shortly after the February devaluation, but has since come down to rest about 1.5-2 percent below the official rate. This indicates relative stability. If further signs of stability appear, the low valuations on Vietnam's equity markets will stand out as an investment opportunity.

 

The Board remains committed to distributing four percent of NAV yearly, and is currently considering the precise form and timing of such a distribution. We will update shareholders as soon as possible. As always, the Board welcomes shareholder feedback, and we hope to be in touch with many of you over the coming year.

 

Thank you for your continued support.

 

William Vanderfelt

Chairman

VinaCapital Vietnam Opportunity Fund Ltd

28 March 2011

 

Condensed Interim Consolidated Statement of Financial Position


Note

31 December 2010

30 June 2010



USD'000

USD'000

ASSETS




Non-current




Investment properties


               6,587

6,700

Investments in associates

    7

           211,022

194,688

Long-term loan receivables from related parties


             48,047

47,718

Other long-term investments


               6,916

6,916

Other long-term financial assets


             10,156

11,661

Other non-current assets


                  100

104

Non-current assets


           282,828

267,787





Current




Inventories


               2,192

2,437

Trade and other receivables


               6,690

6,045

Receivables from related parties


             11,387

11,564

Financial assets at fair value through Statement of Income

8

           432,489

455,526

Short-term investments


                  256

428

Cash and cash equivalents


             47,955

50,033

Current assets


           500,969

526,033

Total assets


           783,797

793,820

 


Note

31 December 2010

30 June  2010



USD'000

USD'000

EQUITY AND LIABILITIES




EQUITY




Equity attributable to shareholders of the parent:




Share capital

10

               3,246

3,246

Additional paid-in capital

11

           722,064

722,064

Revaluation reserve

12

             30,073

 21,193

Translation reserve


             (4,002)

(3,762)

Retained earnings


             21,440

 39,760



           772,821

 782,501





Non-controlling interests


                  447

1,427

Total equity


           773,268

 783,928





LIABILITIES




Non-current




Other long-term liabilities


                  155

101

Non-current liabilities


                  155

101





Current




Trade and other payables


               4,668

4,089

Payables to related parties


               5,706

5,702

Current liabilities


             10,374

9,791





Total liabilities


             10,529

9,892

Total equity and liabilities


           783,797

793,820

Net assets per share attributable to equity shareholders

of the parent (USD per share)

17

2.38

2.41

Condensed Interim Consolidated Statement of Changes in Equity

 



Equity attributable to shareholders of the parent











Share capital

Additional paid-in capital

Revaluation reserve

Translation reserve

Retained earnings

Non-controlling interests

Total equity


USD'000

USD'000

USD'000

USD'000

USD'000

USD'000

USD'000









Balance at 1 July 2009

3,246

722,064

25,958

(2,088)

(67,268)

13,676

695,588

Disposal of associate

-

-

(2,403)

-

2,403

-

-

Disposal of assets and liabilities held for sale

-

-

-

-

-

(7,978)

(7,978)

Profit for the period from 1 July 2009 to 31 December 2009

-

-

-

-

99,253

602

99,855

Other comprehensive income








 - Exchange differences on translation of foreign operations

-

-

-

(1,019)

-

(28)

(1,047)

 - Share of revaluation gains on associates' properties for the period

-

-

169

-

-

-

169

Total other comprehensive income

-

-

169

(1,019)

-

(28)

(878)

Total comprehensive income

-

-

169

(1,019)

99,253

574

98,977

Balance at 31 December 2009

3,246

722,064

23,724

(3,107)

34,388

6,272

786,587









Balance at 1 July 2010

3,246

722,064

21,193

(3,762)

39,760

1,427

783,928

Acquisition/(disposal) of non-controlling interests

-

-

-

-

441

(1,056)

(615)

(Loss)/profit for the period from 1 July 2010 to 31 December 2010

-

-

-

-

           (18,762)

                106

          (18,656)

Other comprehensive income








 - Exchange differences on  translation of foreign operations

-

-

-

(240)

-

(30)

(270)

- Share of revaluation gains on associates' properties for the period (Note 12)

-

-

           

8,880                      

-

-

-

8,880                        

Total other comprehensive income

-

-

8,880

(240)

-

(30)

             8,610

Total comprehensive income

-

-

8,880

(240)

 (18,762)

                  76

 (10,046)

Balance at 31 December 2010

3,246

722,064

30,073

 (4,002)

21,439

447

773,267

 

 

Condensed Interim Consolidated Statement of Income








Note

Six month period ended



31 December 2010

31 December 2009



USD'000

USD'000





Revenue


4,963

6,281

Cost of sales


(3,830)

(4,518)

Gross profit


1,133

1,763





Selling, general and administration expenses

13

(11,017)

(10,978)

Net changes in fair value of financial assets at fair value through Statement of Income

14

           (22,402)

97,612

Other income


984

64

Other expenses


(158)

(1,800)

Operating (loss)/profit


           (31,460)

86,661





Finance income


8,742

7,236

Finance costs


(1,558)

(1,149)

Finance income - net

15

7,184

6,087

Share of profits of associates

7

               5,714

7,209



             12,898

13,296

(Loss)/profit before tax for the period from continuing and total operations


           (18,562)

 

99,957

Withholding taxes imposed on investment income

16

(94)

(102)

Net (loss)/profit for the period from continuing and total operations


           (18,656)

99,855





Attributable to equity shareholders of the parent


           (18,762)

Attributable to non-controlling interests


                  106

602

           (18,656)

99,855

(Loss)/earnings per share- basic and diluted (USD per share)

17

(0.06)

0.31

 

 

Condensed Interim Consolidated Statement of Comprehensive Income










Note

31 December 2010

31 December 2009



USD'000

USD'000





(Loss)/profit for the period


                    (18,656)

99,855





Other comprehensive income




- Share of other comprehensive income of associates

12

                        8,880

169

- Exchange differences on translating foreign operations


                         (270)

(1,047)

Other comprehensive income for the period


                        8,610

(878)

Total comprehensive income for the period


                    (10,046)

98,977





Attributable to equity shareholders of the parent


                    (10,122)

98,403

Attributable to non-controlling interests


                             76

574

                    (10,046)

98,977

 

 

   

Condensed Interim Consolidated Statement of Cash Flows




Six month period ended


31 December 2010

31 December 2009


USD'000

USD'000




Operating activities



Net (loss)/profit before tax

          (18,562)

            99,957

Adjustments for:



Depreciation and amortisation

-

                 242

Unrealised net loss/(gain) from revaluations of financial assets at fair value through Statement of Income

            19,972

          (71,540)

Net losses/(gains) from realisation of financial assets at fair value through Statement of Income

              2,430

          (26,072)

Impairment and write-off of assets

                   17

         1,794

Gain on disposal of investments

               (428)

-

Share of profits of associates

            (5,714)

            (7,209)

Unrealised foreign exchange losses

                 324

                 178

Dividend income

            (6,772)

            (5,757)

Interest income

            (1,403)

            (1,121)

Net loss before changes in working capital

          (10,136)

            (9,528)

Change in trade and other receivables

3,147

               1,102

Change in inventories

                 245

               (177)

Change in trade and other payables

                 637

2,087

Withholding taxes imposed on investment income paid

                 (94)

               (102)


            (6,201)

            (6,681)

Investing activities



Interest received

                 845

              1,282

Dividends received

              8,272

              6,313

Purchases of property, plant, equipment

and investment properties

                   -

               (144)

Acquisition of non-controlling interests

               (615)

-

Purchases of financial assets

          (47,346)

          (72,947)

Acquisitions of long-term investments

-

            (1,910)

Investments in associates

            (3,417)

          (14,319)

Proceeds from disposals of financial assets

46,694

            75,512

Proceeds/(deposits) from short-term investments

                 172

            (5,460)

Proceeds from shareholder loans refunded

                 609

              4,579

Proceeds from disposals of investments

-

            12,751

Shareholder loans provided

            (1,063)

            (5,458)


              4,154

                 199

Net decrease in cash and cash equivalents for the period

            (2,050)

            (6,419)

Cash and cash equivalents at the beginning of the period

            50,033

            69,691

Exchange differences on cash and cash equivalents

               (28)

               (53)

Cash and cash equivalents at the end of the period

            47,955

            63,219

 

 

Notes to the Condensed Interim Consolidated Financial Statements

 

1.  General information

 

VinaCapital Vietnam Opportunity Fund Limited ("the Company") is a limited liability company incorporated in the Cayman Islands. The registered office of the Company is PO Box 309GT, Ugland House, South Church Street, George Town, Grand Cayman, Cayman Islands. The Company's primary objective is to undertake various forms of investment primarily in Vietnam, but also in Cambodia, Laos and Southern China. The Company is listed on the AIM market of the London Stock Exchange under the ticker symbol VOF.

 

The condensed interim consolidated financial statements for the period from 1 July 2010 to 31 December 2010 were approved for issue by the Board of Directors on 28 March 2011.

 

2.  Basis of preparation of condensed interim consolidated financial statements

 

These condensed interim consolidated financial statements for the period from 1 July 2010 to 31 December 2010 (the "period") have been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting" as issued by the International Accounting Standards Board (IASB). They do not include all of the information required in annual financial statements in accordance with International Financial Reporting Standards (IFRS). Accordingly, these reports are to be read in conjunction with the annual consolidated financial statements of the Group for the year ended 30 June 2010.

 

The revenue, cost of sales and a large proportion of expenses in the condensed interim consolidated statement of income results from the Group's operating subsidiaries. 

 

The condensed interim consolidated financial statements are presented in United States Dollars (USD), which is also the functional currency of the parent company, and all values are rounded to the nearest thousand ('000) unless otherwise indicated

 

3.  Significant accounting policies

 

These condensed interim consolidated financial statements (the interim financial statements) have been prepared in accordance with the accounting policies adopted in the last annual financial statements for the year ended 30 June 2010.

 

The accounting policies have been applied consistently throughout the Group for the purposes of the preparation of these condensed interim consolidated financial statements.

 

The AIM Rules for Companies require comparative figures for the balance sheet for the corresponding period end in the preceding financial year which differs to IAS 34 which requires comparative figures for the balance sheet for the immediately preceding financial year end.  The Group continues to elect to report in accordance with IAS 34 and as such has agreed with the London Stock Exchange a derogation from the above requirement of the AIM Rules for Companies in order to comply with IAS 34.

 

4.  Critical accounting estimates and judgements

 

When preparing the condensed interim consolidated financial statements, the Group undertakes a number of judgements, estimates and assumptions about the recognition and measurement of assets, liabilities, income and expenses. The actual results may differ from the judgements, estimates and assumptions made by Management, and may not equal the estimated results. Information about significant judgements, estimates and assumptions that have the most significant effect on recognition and measurement of assets, liabilities, income and expenses are discussed below:

 

Fair value of investment properties and hotels

The investment properties and hotels of the Group are stated at fair value in accordance with accounting policies 3.11 of the annual consolidated financial statements. The fair values of investment properties and hotels have been determined by independent professional valuers including: CB Richard Ellis, Savills, Jones Lang LaSalle, Colliers, Sallmanns and HVS. These valuations are based on certain assumptions, which are subject to uncertainty and might materially differ from the actual results.

 

In making its judgement, the Valuation Committee considers information from a variety of sources, including:

 

(i) current prices in an active market for properties of different nature, condition or location (or subject

to different lease or other contracts), adjusted to reflect those differences

(ii) recent prices of similar properties in less active markets, with adjustments to reflect any change in

economic conditions since the date of the transactions that occurred at those prices;

(iii) recent developments and changes in laws and regulations that might affect zoning and/or the

Group's ability to exercise its rights in respect to properties and therefore fully realise the estimated

values of such properties; and

(iv)  discounted cash flow projections based on reliable estimates of future cash flows, derived from

the terms of external evidence such as current market rents and sales prices for similar properties in

the same location and condition, and using discount rates that reflect current market assessments of

the uncertainty in the amount and timing of the cash flows.

 

Fair value of financial assets

Listed securities are quoted at the bid price at each reporting date. For unlisted securities which are traded in an active market, the fair value is the average quoted bid price obtained from a minimum sample of three reputable securities companies at the reporting date.

 

The fair value of financial assets that are not traded in an active market (for example, unlisted securities where market prices are not readily available) is determined by using valuation techniques. The Group uses its judgement to select a variety of methods and make assumptions that are mainly based on market conditions existing at each reporting date. Independent valuations are also obtained from appropriately qualified independent valuation firms to evaluate and adjust valuations. The outcomes may vary from the actual prices that would be achieved in an arm's length transaction at the reporting date.

 

Impairment

Other assets

The Group's goodwill, intangible assets, operating lease prepayments, other assets and interests in associates are subject to impairment testing in accordance with accounting policy 3.14 of the annual consolidated financial statements.

 

Trade and other receivables

The Group's Management determines the provision for impairment of trade and other receivables on a regular basis. This estimate is based on the credit history of its customers and prevailing market conditions.

 

Impairment of investment properties and hotels

Whenever there is an indication of impairment of an investment property and/ or a hotel, the Valuation Committee and Group's management will assess the need for an impairment adjustment. The estimation of impairment adjustments is based on the same principles used to adjust the periodic independent valuations as mentioned above.

 

5.  Segment analysis

 

In identifying its operating segments, Management generally follows the Group's sectors of investment which are based on internal management reporting information for the Investment Manager's management, monitoring of investments and decision making. The operating segments by investment portfolio include capital markets, real estate (real estate and hospitality), private equity and cash (including cash and cash equivalents, bonds, and term deposits) sectors.

 

Each of the operating segments are managed and monitored individually by the Investment Manager as each requires different resources and approaches. The Investment Manager assesses segment profit or loss using a measure of operating profit or loss from the investment assets. Although IFRS 8 requires measurement of segmental profit or loss the majority of expenses are common to all segments therefore cannot be individually allocated. There have been no changes from prior periods in the measurement methods used to determine reported segment profit or loss.

 

Segment information can be analysed as follows for the reporting periods under review:

 

Condensed Interim Consolidated Statement of Income

 



Six month period ended 31 December 2010


   Capital markets

Real

estate

Private equity

Cash

Total


USD'000

USD'000

USD'000

USD'000

USD'000

Revenue

-  

-  

4,963

-  

4,963

Finance income

8,290

166

-  

286

8,742

Share of profits of associates

-  

3,619

2,095

-  

5,714

Other income

8

905

71

-  

984

Net changes in fair value of financial assets at fair value through Statement of Income






- Listed and unlisted securities

 (22,766)

-  

-  

-  

 (22,766)

- Corporate bonds

364

-  

-  

-  

364

 (14,104)

4,690

7,129

286

 (1,999)

Cost of sales





 (3,830)

Selling, general and administration expenses

 (11,017)

Other expenses

 (158)

Finance costs

 (1,558)

Loss before tax

 (18,562)

Withholding taxes imposed on investment income

 (94)

Net loss for the period

 (18,656)

 

In comparison with the comparative period last year:

 


Six month period ended 31 December 2009


   Capital markets

Real

estate

Private equity

Cash

Total


USD'000

USD'000

USD'000

USD'000

USD'000

Revenue

-  

-  

6,281

-

6,281

Finance income

6,914

-  

66

256

7,236

Share of profits of associates

-  

5,847

1,362

-

7,209

Other income

60

-  

4

-

64

Net changes in fair value of financial assets at fair value through Statement of Income






- Listed and unlisted securities

97,015

-  

-  

-

97,015

- Corporate bonds

597

-  

-  

-

597


104,586

5,847

7,713

256

118,402

Cost of sales





 (4,518)

Selling, general and administration expenses





 (10,978)

Other expenses





 (1,800)

Finance costs





 (1,149)

Profit before tax





99,957

Withholding taxes imposed on investment income





 (102)

Net profit for the period





99,855

 

Condensed Interim Consolidated Statement of Financial Position

 


As at 31 December 2010


Capital markets

Real estate

Private equity

Cash, corporate bonds and

short-term investments

Total


USD'000

USD'000

USD'000

USD'000

USD'000

Total assets






Financial assets at fair value through Statement of Income






- Consumer staples

89,354

-

-

-

89,354

- Construction

69,377

-

-

-

69,377

- Financial services

68,471

-

-

-

68,471

- Rubber and fertiliser

29,211

-

-

-

29,211

- Energy, minerals and petroleum

31,327

-

-

-

31,327

- Pharmaceuticals

8,392

-

-

-

8,392

- Real estate

26,051

-

-

-

26,051

- Other securities

98,351

-

-

-

98,351

- Corporate bonds

-  

                  -  

-  

11,955

11,955

Investment properties

-  

6,587

-  

-  

6,587

Investments in associates

-  

184,729

26,293

-  

211,022

Long-term loan receivables from related parties

-  

48,047

-  

-  

48,047

Other long-term financial assets

-  

8,986

1,170

-  

10,156

Other long-term investments

-  

                  -  

6,916

-  

6,916

Other long-term assets

-  

                  -  

100

-  

100

Cash and cash equivalents

-  

                  -  

-  

47,955

47,955

Short-term investments

-  

                  -  

-  

256

256

Inventories

-  

                  -  

2,192

-  

2,192

Other current assets

4,817

11,785

1,475

-  

18,077

Total

425,351

260,134

38,146

60,166

783,797

 

In comparison with the last period end:

 


As at 30 June 2010


Capital markets

Real

estate

Private equity

Cash, corporate bonds and

short-term investments

Total


USD'000

USD'000

USD'000

USD'000

USD'000

Total assets






Financial assets at fair value through Statement of Income






- Consumer staples

101,608

-

-

-

101,608

- Construction

70,471

-

-

-

70,471

- Financial services

68,626

-

-

-

68,626

- Rubber and fertiliser

27,655

-

-

-

27,655

- Energy, minerals and petroleum

34,853

-

-

-

34,853

- Pharmaceuticals

9,454

-

-

-

9,454

- Real estate

100,199

-

-

-

100,199

- Other securities

36,784

-

-

-

36,784

- Corporate bonds

-

-

-

 5,876

5,876

Investment properties

-

6,700

-

-

6,700

Investments in associates

-

170,415

24,273

 -

194,688

Long-term loan receivables from related parties

-

47,718

 -

 -

47,718

Other long-term financial assets

-

11,661

-

-

11,661

Other long-term investments

-

3,216

3,700

-

6,916

Other long-term assets

-

2

102

-

104

Cash and cash equivalents

-

-

-

50,033

50,033

Short-term investments

-

-

-

428

428

Inventories

-

-

2,437

-

2,437

Other current assets

2,342

11,968

3,299

-

17,609

Total

451,992

251,680

33,811

56,337

793,820

 

The Group's revenues, investment income and non-current assets (other than financial instruments, investments accounted for using the equity method, deferred tax assets and post-employment benefit assets) are divided into the following geographical areas:

 


Six month period ended 31 December 2010

Six month period ended 31 December 2009


Revenue and income

Non-current assets

Revenue and income

Non-current assets


USD'000

USD'000

USD'000

USD'000

Vietnam

                      (16,568)

13,603

                 107,703

18,623

Other countries

                       7,871

                              -  

                     3,426

                           -  

Total

                        (8,697)

13,603

                 111,129

18,623

 

Revenues and investment income includes revenue, financial income, net gain or loss on fair value adjustments of investment properties and financial assets at fair value through Statement of Income, have been identified on the basis of the operation and investment location. Non-current assets are allocated based on their physical location.

 

6.  Acquisition of subsidiary

 

Additional acquisition of American Home Limited

At 30 June 2010 the Group held 75% equity interest of American Home Limited, a subsidiary incorporated in Vietnam. The principal activity of this company is to manufacture and sell building materials. In December 2010, the Group acquired a further 25% equity interest for USD0.6 million which was settled in cash and brings the Group's total interest in the project to 100% at the reporting date. The difference of USD0.4 million between the percentage change in non-controlling interests and the consideration paid has been recognised directly in equity and attributed to the owners of the Group.

 

Particulars of principal subsidiaries of the Group as of 31 December 2010:

Name

Place of incorporation/operations

Contributed

share capital

(USD)

Percentage interest held by the Group

Principal activities

Asia Value Investment Ltd.

BVI

4,730,000

100%

Investment

Vietnam Enterprise Ltd.

BVI

61,460,000

100%

Investment

Vietnam Investment Property Ltd.

BVI

8,750,000

100%

Investment

Vietnam Investment Property Holdings Ltd.

 

BVI

12,600,000

100%

Investment

Vietnam Investment Ltd.

BVI

19,320,000

100%

Investment

Vietnam Ventures Ltd.

BVI

7,100,000

100%

Investment

VOF Investment Ltd.

BVI

643,700,000

100%

Investment

Vina QSR Limited

BVI

1,610,000

100%

Investment

Indochina Building Supplies

 Pte Ltd.

 

Singapore

 

3,384,000

 

100%

 

Building materials

American Home Limited

Vietnam

23,400,000

100%

Building materials

Indotel Limited

Singapore

17,734,008

100%

Hospitality

BI VI Investments Corporation

Vietnam

2,549,646

100%

Investment

Pegasus Leisure Limited

BVI

2,475,000

100%

Property

Saigon Water Park Co. Ltd.

Vietnam

3,536,000

100%

Property

PA Investment Opportunity II Limited

 

BVI

17,721,862

100%

Investment

VOF PE Holding 1 Limited

BVI

360,075

50%

Investment

VOF PE Holding 2 Limited

BVI

10,100,000

100%

Investment

VOF PE Holding 5 Limited

BVI

6,500,000

100%

Investment

DTL Education Holding Ltd.

BVI

15,000,000

100%

Investment

Vinasugar Holding Ltd.

BVI

-

100%

Investment

Vietnam Master Holding 2 Ltd .

BVI

-

100%

Investment

Allright Assets Ltd.

BVI

-

100%

Investment

VinaLand Heritage Ltd.

BVI

-

100%

Investment

 

 

7.  Investments in associates


31 December 2010

30 June 2010


USD'000

USD'000

Opening balance (1 July 2010/1 July 2009)

194,688

148,435

Additions (*)

3,417

17,650

Share of profits of associates

5,714

 15,267

Share of associates' changes in revaluation reserves (Note 12)

8,880

 (2,362)

Transferred from other long-term financial assets

-

3,000

Transferred from long-term loan receivables from related parties

-

16,330

Transferred from receivables from related parties

-

975

Dividends received

 (1,500)

(1,534)

Disposals

 (35)

(2,543)

Written-off

-

(312)

Translation differences

 (143)

(218)

Closing balance

211,022

194,688

 

(*) This amount includes USD2.9 million paid for Prosper Big Ltd. (Century 21st Project) and USD0.5 million for Saigon Golf JSC. There was no change in the Group's controlling interest in respect to these investments.

 

Particulars of significant operating associates and their summarised financial information, extracted from their statutory audited/reviewed and/or management accounts as at 31 December 2010 are as follows:

 


Incorpor-

ation/ operation

Direct & indirect equity interest held

Principal activities

Assets

Liabilities

Income

Net profit/ (loss)



%


USD'000

USD'000

USD'000

USD'000

SEM Thong Nhat Hotel Metropole

Vietnam

50

Hospitality

48,074

14,832

16,342

2,652

Thang Loi Textile & Garment JSC

Vietnam

49

Textile & Garment

10,711

7,585

1,285

1,003

Hung Vuong Corporation

Vietnam

40.91

Property

40,719

24,453

8,241

1,513

Pho Viet Joint Stock Co

Vietnam

32.5

Food & Beverage

3,462

2,241

2,985

(223)

Phong Phu Investment Development Ltd

Vietnam

30

Investment

34,705

24,695

131

47

Hoan My Medical Corporation JSC

Vietnam

28.8

Medical

43,437

17,642

15,336

3,838

 

 

8. 


31 December 2010

30 June 2010


USD'000

USD'000

Designated at fair value through Statement of Income:



Financial assets in Vietnam



Ordinary shares - listed

               286,898

 298,675

Ordinary shares - unlisted

                 85,240

 115,422

Corporate bonds (*)

11,955

5,876

Financial assets in countries other than Vietnam:


 

Ordinary shares - listed

                 48,396

 35,553

Total financial assets at fair value through Statement of Income

432,489

455,526

 

(*) Corporate bonds include USD2 million of bonds with a fixed interest rate of 9.6% and maturing in 2012 and USD8.8 million of convertible bonds.

 

During the period, the Group purchased 6,218,269 ordinary shares of VinaLand Limited for USD4,974,451 bringing the Group's total shareholding to 36,216,326 shares. As a result, the Group had a 7.24% interest in VinaLand Limited as at 31 December 2010.

 

The financial assets are denominated in the following currencies:

 


31 December 2010

30 June 2010


 USD'000

USD'000

Vietnamese Dong

                         384,093

 419,973

Other currencies

                           48,396

 35,553


                         432,489

 455,526

 

9.  Categories of financial assets and financial liabilities

 


Note

31 December 2010

30 June 2010



USD'000

USD'000

Financial assets




Financial assets held for trading (carried at fair value through Statement of Income)




 - Ordinary shares - listed and unlisted

8

420,534

449,650

 - Corporate bonds

8

11,955

5,876



432,489

455,526

Loans and receivables




 - Trade and other receivables


6,690

6,045

- Receivable from related parties


59,434

59,282

 - Other long-term receivables


10,156

11,661

 - Short-term investments


256

428

-  Cash and cash equivalents


47,955

50,033



124,491

127,449



556,980

582,975

Financial liabilities




Financial liabilities measured at amortised cost:




Non-current:




- Other payables


-

-

Current:




 - Trade and other payables


10,374

9,791



10,374

9,791

 

10.  Share capital

 

 

         31 December 2010

     30 June 2010

 

Number of shares

USD'000

Number of shares

USD'000

Authorised:

Ordinary shares of USD0.01 each

 

500,000,000

 

5,000

 

500,000,000

 

5,000

 

 

 

 

 

Issued and fully paid:

 

 

 

 

Opening balance

324,610,259

3,246

324,610,259

3,246

Closing balance

324,610,259

3,246

324,610,259

3,246

 

11.  Additional paid-in capital

 

Additional paid-in capital represents the excess of consideration received over the par value of shares issued.


31 December 2010

30 June 2010


USD'000

USD'000

Opening balance

722,064

722,064

Closing balance

722,064

722,064

 

12.  Revaluation reserve


31 December 2010

30 June 2010


USD'000

USD'000

Opening balance (1 July 2010/1 July 2009)

21,193

25,958

Share of associates' changes in revaluation reserve for

the period/ year

                       8,880

 (2,362)

Disposal of investment

-

 (2,403)

Closing balance

30,073

21,193

 

The Group's share of associates' changes in revaluation reserve resulting from the revaluation of associates' properties have been recorded directly in the Group's revaluation reserve under shareholders' equity.

 

13.  Selling, general and administration expenses


Six month period ended


31 December 2010

31 December 2009


USD'000

USD'000

Management fees (Note 19)

7,409

7,938

Professional fees

1,591

1,507

Selling and general administration expenses (*)

                       2,017

1,533


11,017

10,978

 

(*) The majority of these expenses relate to operating expenses incurred by subsidiaries of the Group.

 

14.  Net changes in fair value of financial assets at fair value through Statement of Income

 


Six month period ended


31 December 2010

31 December 2009


USD'000

USD'000

(Losses)/gains from realisation of financial assets, net

 (2,430)

26,072

Unrealised (losses)/gains on market value differences

(11,240)

82,385

Unrealised losses from foreign exchange differences

(8,732)

(10,845)


 (22,402)

97,612

 

15.  Finance income and costs


Six month period ended

31 December 2010

31 December 2009


USD'000

USD'000

Interest income

1,403

1,121

Dividend income

6,772

5,757

Realised gains from foreign exchange differences

567

358

Finance income

8,742

7,236




Realised losses from foreign exchange differences

(1,234)

(971)

Unrealised losses from foreign exchange differences

(324)

(178)

Finance costs

(1,558)

(1,149)

Net finance income

7,184

6,087

 

16.  Corporate income tax

 

VinaCapital Vietnam Opportunity Fund Limited is domiciled in the Cayman Islands. Under the current laws of the Cayman Islands, there is no income, state, corporation, capital gains or other taxes payable by the Company.

 

The majority of the Group's subsidiaries are domiciled in the British Virgin Islands (BVI) and so have a tax exempt status. Some of the subsidiaries are established in Singapore and have offshore operations in Vietnam. The income from these offshore operations is also tax exempt in Singapore.

 

A small number of subsidiaries are established in Vietnam and are subject to corporate income tax in Vietnam. However no provision for corporate income tax has been made (2009: nil) for these Vietnamese subsidiaries because all of these Vietnamese subsidiaries are in a position where there are no corporate income taxes payable because they either have incurred losses, or have unutilised tax holidays, or have sufficient carry-forward tax losses to offset any taxable income.

 

The relationship between the expected income tax expense based on the applicable income tax rate (stated below) and the tax expense actually recognised in the condensed interim consolidated statement of income can be reconciled as follows:

 


Six month period ended


31 December 2010

31 December 2010


USD'000

 USD'000

Group (loss)/profit before tax

           (18,762)

                 99,957

Group (loss)/profit multiplied by applicable tax rate (0%)

-

-

Withholding taxes imposed on investment income

                  (94)

                    (102)

Income tax on Vietnamese subsidiaries

-

-

Tax expenses

                  (94)

                    (102)

 

17.  Earnings per share

 

(a) Basic

Basic earnings per share is calculated by dividing the profit/(loss) attributable to equity shareholders of the Company from continuing and total operations by the weighted average number of ordinary shares in issue during the period.

 


Six month period ended


31 December 2010

31 December 2009

(Loss)/profit attributable to equity shareholders of the Company from continuing and total operations (USD'000)

          

           (18,762)

                 99,253

Weighted average number of ordinary shares in issue

324,610,259

324,610,259

Basic earnings/(loss) per share from continuing and total operations (USD per share)

                       (0.06)

0.31

 

(b) Diluted

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The Group has no category of potentially dilutive ordinary shares.  Therefore, diluted earnings per share is equal to basic earnings per share.

 

(c) Net asset value per share

Net asset value (NAV) per share is calculated by dividing the net asset value attributable to ordinary shareholders of the Company by the weighted average number of outstanding ordinary shares in issue as at the reporting date. Net asset value is determined as total assets less total liabilities and non-controlling interests.

 


As at 31 December 2010

As at 30 June 2010

Net asset value attributable to equity shareholders

of the Company (USD'000)

          

 

           772,820

782,501

Weighted average number of ordinary shares in issue

          324,610,259

324,610,259

Net asset value per share (USD/share)

2.38

 2.41

 

18.  Seasonality

 

The Group's Management believes that the impact of seasonality on the condensed interim consolidated financial information is not material.

19.  Significant related party transactions

 

Disposal of investment in VinaCapital Hoi An Resort Limited (Hoi An Resort Project)

In Oct 2010, the Group sold 25% interest in Hoi An Development Ltd. to VinaLand Limited, a related party under common management, for USD1.9 million resulting in a gain from disposal amounting to USD427,638 in the period. The cost of this investment was recorded under Other long-term financial assets.

 

Management fees

During the period, the Group was managed by VinaCapital Investment Management Limited (the "BVI Investment Manager"), an investment management company incorporated in the British Virgin Islands ("BVI"), under a management agreement dated 24 September 2003 (the "Management Agreement").  From 1 January 2011, the Group is managed by VinaCapital Investment Management Limited (the "CI Investment Manager"), a 100% owned subsidiary company of the BVI Investment Manager incorporated and registered as a licensed fund manager in the Cayman Islands ("CI"), under the novation agreement between the BVI Investment Manager and the CI Investment Manager. The Investment Managersreceive a fee based on the net asset value of the Group, payable monthly in arrears, at an annual rate of 2% (31 December 2009: 2%).

 

Total management fees for the period amounted to USD7,409,430 (31 December 2009: USD7,937,935), with USD2,652,866 (31 December 2009: USD1,335,576) in outstanding accrued fees due to the Investment Manager at the reporting date.

 

20.  Commitments

 

The Group has a broad range of commitments under investment licences it has received for the real estate projects jointly invested with VinaLand Limited, a related party under common management, and other agreements it has entered into, to acquire and develop, or make additional investments in investment properties and leasehold land in Vietnam. Further investments in any of these arrangements are at the Group's discretion.

 

21.  Fair value hierarchy

 

The following table presents financial assets and liabilities measured at fair value in the Condensed Interim Consolidated Statement of Financial Position in accordance with the fair value hierarchy. This hierarchy groups financial assets and liabilities into three levels based on the significance of inputs used in measuring the fair value of the financial assets and liabilities. The fair value hierarchy has the following levels:

 

- Level 1: quoted prices in active markets for identical assets or liabilities;

- Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (ie as prices) or indirectly (ie derived from prices); and

- Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

The level within which the financial asset or liability is classified is determined based on the lowest level of significant input to the fair value measurement.

 

The financial assets and liabilities measured at fair value in the statement of financial position are grouped into the fair value hierarchy as follows:

 

31 December 2010


Level 1

Level 2

Level 3

Total



USD'000

USD'000

USD'000

USD'000

Assets






Financial assets at fair value through Statement of Income






Financial assets in Vietnam






- Ordinary share - listed


286,898

-

-

286,898

- Ordinary share - unlisted


-  

85,240

-

85,240

- Corporate bonds


-

11,955

-

11,955

Financial assets in countries other than Vietnam


48,396

-

-

48,396

Investment in properties


-


6,587

6,587

Investments in associates


-


211,022

211,022

Other long-term investments


-

3,700

3,216

6,916



335,294

100,895

220,825

657,507

Liabilities


-

-

-

-  

Net fair value


335,294

100,895

220,825

657,507







In comparison with the last period end:

 

30 June 2010


Level 1

Level 2

Level 3

Total



USD'000

USD'000

USD'000

USD'000







Assets






Financial assets at fair value through Statement of Income






Financial assets in Vietnam






- Ordinary share - listed


298,675

-

-

298,675

- Ordinary share - unlisted


1,559

113,863

-

115,422

- Corporate bonds


-

5,876

-

5,876

Financial assets in countries other than Vietnam


35,553

-

-

35,553

Investment in properties


-

-

6,700

6,700

Investments in associates


-

-

194,688

194,688

Other long-term investments


-

3,700

3,216

6,916



335,787

123,439

204,604

663,830

Liabilities


-

-

-

-  

Net fair value


335,787

123,439

204,604

663,830

 

22. Subsequent events after the reporting date

 

Impact of currency devaluation and decline in Vietnam stock market

As of the date of issuance of the interim financial information, the aggregate fair value of the Group's investments in financial assets at fair value through profit or loss has fallen by USD58.7 million to USD373.8 million from the aggregate fair value as of 31 December 2010 due to a general decline in listed and unlisted share prices in Vietnam and the weakening of the VND against the USD. The details are as follows:


Fair value at

Movement

 

 


31 December 2010

28 March 2011

 

Price

 

Foreign exchange loss

 

Total

 


USD'000

USD'000

USD'000

USD'000

USD'000

 

Financial assets at fair value through profit or loss:

 

 

 

 

 

 

Ordinary shares - listed

335,294

286,158

(29,956)

(19,180)

(49,136)

 

Ordinary shares - unlisted

85,240

76,479

(5,662)

(3,099)

(8,761)

 

Corporate bonds

11,955

11,151

-

(804)

(804)

 


432,489

373,788

(35,618)

(23,083)

(58,701)



 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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