Mewah International Inc.SGX: MV4

SGX Announcement- Financial Statement and Related Announcement: Q4/ Full Year Results

· Issued by Mewah International Inc.

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

TABLE OF CONTENTS

Item No.

Description

Page No.

Part I Information Required for Quarterly (Q1, Q2 & Q3), Half-Year and Full Year

Announcements

1(a)(i)

Income statement

1

1(a)(ii)

Statement of comprehensive income

2

1(b)(i)

Statement of financial position

3

1(b)(ii)

Group's borrowings and debt securities

4

1(c)

Statement of cash flows

5

1(d)(i)

Statement of changes in equity

7

1(d)(ii)

Share capital

11

1(d)(iii)

To show the total number of issued shares excluding treasury shares as at the

11

end of the current financial period and as at the end of the immediately

preceding year

1(d)(iv)

A statement showing all sales, transfers, disposal, cancellation and/or use of

11

treasury shares as at the end of the current financial period reported on

1(d)(v)

A statement showing all sales, transfers, cancellation and/or use of subsidiary

11

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

12

which auditing standard or practice

3

Where the figures have been audited or reviewed, the auditors' report (including

12

any qualifications or emphasis of a matter)

4

Whether the same accounting policies and methods of computation as in the

12

issuer's most recently audited annual financial statements have been applied

5

If there are any changes in the accounting policies and methods of computation,

13

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 13 reported on and the corresponding period of the immediately preceding financial year, after deducting any provision for preference dividends

7

Net asset value (for the issuer and group) per ordinary share based on the total 13

number of issued shares excluding treasury shares of the issuer at the end of the

current financial period reported on; and immediately preceding financial year

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

Item No. Description

Page No.

8 A review of the performance of the group, to the extent necessary for a 14 reasonable understanding of the Group's business

9

Where a forecast, or a prospect statement, has been previously disclosed to

22

shareholders, any variance between it and the actual results

10

A commentary at the date of the announcement of the significant trends and

22

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

11

Dividend

23

12

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

23

13

If the Group has obtained a general mandate from shareholders for IPTs, the

24

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

14

Negative confirmation pursuant to rule 705(5)

25

15

Confirmation that the issuer has procured undertakings from all its directors and

25

executive officers (in the format set out in Appendix 7.7) under Rule 720(1)

Part II Additional information required for full year announcement

16

Segmented revenue and results for business or geographical segments (of the

26

Group) in the form presented in the issuer's most recently audited annual

financial statements, with comparative information for the immediately

preceding year

17

In the review of performance, the factors leading to any material changes in

27

contributions to turnover and earnings by the business or geographical segments

18

Breakdown of sales

27

19

Breakdown of the total annual dividends (in thousand dollar value) for the

27

issuer's latest full year and its previous full year

20

Disclosure of person occupying a managerial position in the issuer or any of its

28

principal subsidiaries who is a relative of a director or chief executive officer or

substantial shareholder of the issuer pursuant to rule 704(13) in the format

below. If there are no such persons, the issuer must make an appropriate

negative statements.

Some figures and percentages within the explanations may not exactly match due to rounding off.

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

Part I Information Required for Quarterly (Q1, Q2 & Q3), Half-Year and Full Year Announcements

1(a)(i) INCOME STATEMENT

Group

Group

THREE MONTHS ENDED

TWELVE MONTHS ENDED

Note

31 Dec 2019

31 Dec 2018

Change

31 Dec 2019

31 Dec 2018

Change

US$'000

US$'000

%

US$'000

US$'000

%

Revenue

8.1.2

711,917

661,732

7.6%

Cost of sales

8.1.3

(705,823)

(613,311)

15.1%

Gross profit

8.1.4

6,094

48,421

-87.4%

Other income

8.1.8

1,145

1,481

-22.7%

Other gains/(losses) (Note A)

8.1.6

12,164

(2,303)

n.m.

Reversal of expected credit losses

8.1.5(a)

1,736

253

586.2%

Expenses

- Selling and distribution

8.1.5(b)

(8,063)

(11,975)

-32.7%

- Administrative

8.1.9

(18,503)

(23,617)

-21.7%

- Finance

8.1.10

(2,773)

(4,590)

-39.6%

Share of profit of associated company

23

12

91.7%

(Loss)/Profit before tax

8.1.11

(8,177)

7,682

n.m.

Income tax credit

8.1.12

9,859

661

1391.5%

Profit after tax

8.1.13

1,682

8,343

-79.8%

Profit after tax attributable to:

Equity holders of the Company

8.1.13

1,410

8,607

-83.6%

Non-controlling interests

272

(264)

n.m.

2,817,255

2,946,818

-4.4%

(2,693,366)

(2,812,107)

-4.2%

123,889

134,711

-8.0%

5,301

4,195

26.4%

8,500

880

865.9%

672 8,149 -91.8%

(38,808)

(31,759)

22.2%

(81,411)

(88,802)

-8.3%

(15,093)

(15,414)

-2.1%

71

68

4.4%

3,121

12,028

-74.1%

8,443

2,672

216.0%

11,564

14,700

-21.3%

11,646

14,788

-21.2%

(82)

(88)

-6.8%

1,682

8,343

-79.8%

11,564

14,700

-21.3%

The Group measures and tracks the earnings in terms of Operating Margin ("OM") as calculated below.

Group

THREE MONTHS ENDED

31 Dec 2019

31 Dec 2018

Change

US$'000

US$'000

%

Gross profit

6,094

48,421

-87.4%

Add: Depreciation in Cost of sales

4,056

3,451

17.5%

Less: Selling and distribution expenses

(8,063)

(11,975)

-32.7%

Add: Reversal of expected credit losses

1,736

253

586.2%

Add/(Less): Foreign exchange gains/(losses)

8,933

(2,204)

n.m.

Operating margin

12,756

37,946

-66.4%

Group

TWELVE MONTHS ENDED

31 Dec 2019

31 Dec 2018

Change

US$'000

US$'000

%

123,889

134,711

-8.0%

14,260

12,727

12.0%

(38,808)

(31,759)

22.2%

672 8,149 -91.8%

5,370

(1,025)

n.m.

105,383

122,803

-14.2%

n.m. - not meaningful

Note A Other gains/(losses) included foreign exchange gains of US$8.9 million for the quarter (Q4 2018: loss of US$2.2 million) and

US$5.4 million (FY 2018: loss of US$1.0 million) for the full year. Foreign exchange gains or losses arise within the entities in the Group when transactions are denominated in currencies other than the entities' functional currencies. Variance is explained by changes in the exchange rates from the dates of transactions to the dates of settlements or the financial reporting date. The Group uses currency forward contracts to hedge against the foreign exchange fluctuation risk resulting from commodities forward contracts. The foreign exchange gains or losses being of hedging nature are better not read in isolation.

1 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

1(a)(ii) STATEMENT OF COMPREHENSIVE INCOME

Group

THREE MONTHS ENDED

31 Dec 2019

31 Dec 2018

Change

US$'000

US$'000

%

Profit after tax

1,682

8,343

-79.8%

Other comprehensive income:

Items that may be reclassified subsequently to profit

or loss:

Currency translation differences arising

from foreign subsidiaries, net of tax

- Gains/(Losses)

3,161

122

2491.0%

Total comprehensive income, net of tax

4,843

8,465

-42.8%

Total comprehensive income attributable to:

Equity holders of the Company

4,537

8,970

-49.4%

Non-controlling interests

306

(505)

n.m.

4,843

8,465

-42.8%

Group

TWELVE MONTHS ENDED

31 Dec 2019

31 Dec 2018

Change

US$'000

US$'000

%

11,564

14,700

-21.3%

1,074

(5,155)

n.m.

12,638

9,545

32.4%

12,772

9,961

28.2%

  1. (416) -67.8%

12,638

9,545

32.4%

n.m. - not meaningful

2 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

1(b)(i) STATEMENT OF FINANCIAL POSITION

Group

Company

As at

As at

As at

As at

31 Dec 2019

31 Dec 2018

31 Dec 2019

31 Dec 2018

Note

US$'000

US$'000

US$'000

US$'000

ASSETS

Current assets

Inventories

8.2.1

323,190

401,675

Trade receivables

8.2.2

243,785

221,592

Other receivables

8.2.3

77,973

91,980

Current income tax recoverable

4,961

6,966

Derivative financial instruments

8.2.4

71,797

61,679

Cash and cash equivalents

8.2.5

61,814

48,611

783,520

832,503

Non-current assets

Intangible asset

8.2.6

970

970

Property, plant and equipment

8.2.7

464,829

417,333

Investments in subsidiaries

-

-

Investment in associated company

569

491

Deferred income tax assets

2,864

3,457

Derivative financial instruments

8.2.4

33

894

469,265

423,145

Total assets

1,252,785

1,255,648

LIABILITIES

Current liabilities

Trade payables

8.2.8

125,034

142,154

Other payables

8.2.10

50,579

64,029

Contract liabilities

6,808

10,182

Lease liabilities

521

-

Current income tax liabilities

1,701

3,289

Derivative financial instruments

8.2.4

118,784

34,071

Borrowings

8.2.11

373,748

404,555

677,175

658,280

Non-current liabilities

Lease liabilities

7,206

-

Deferred income tax liabilities

18,688

30,762

Borrowings

8.2.11

27,149

46,310

53,043

77,072

Total liabilities

730,218

735,352

NET ASSETS

522,567

520,296

EQUITY

Capital and reserves attributable to

equity holders of the Company:

Share capital

1,501

1,501

Share premium

180,012

180,012

Other reserves

(37,955)

(39,081)

Retained profits

378,700

377,094

522,258

519,526

Non-controlling interests

309

770

Total equity

522,567

520,296

-

-

-

-

300,731

283,443

-

-

-

-

86590

300,817 284,033

-

-

-

-

849849

-

-

-

-

29

-

878849

301,695 284,882

--

305265

-

-

-

-

329314

  • 28

--

634607

-

-

1,806

1,029

-

-

1,806

1,029

2,440

1,636

299,255

283,246

1,5011,501

180,012 180,012

3,5093,509

114,233 98,224

299,255 283,246

--

299,255 283,246

3 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

1(b)(ii) GROUP'S BORROWINGS AND DEBT SECURITIES

Group

Group

As at

As at

31 Dec 2019

31 Dec 2018

Secured

Unsecured

Secured

Unsecured

US$'000

US$'000

US$'000

US$'000

The amount repayable in one year or less, or

on demand

7,561

366,187

9,496

395,059

The amount repayable after one year

18,149

9,000

22,310

24,000

25,710

375,187

31,806

419,059

The table above excludes current and non-current lease liabilities recognised due to the adoption of SFRS(I) 16, amounting to US$521,000 and US$7,206,000 respectively, which are secured over the right-of- use assets of US$7,436,000 as at 31 Dec 2019.

Details of collaterals

Certain borrowings are collateralised by certain property, plant and equipment that are financed by certain banks. The collaterals also include corporate guarantees by the Company.

4 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

1(c) STATEMENT OF CASH FLOWS

Group

Group

THREE MONTHS ENDED

TWELVE MONTHS ENDED

31 Dec 2019

31 Dec 2018

31 Dec 2019

31 Dec 2018

Note

US$'000

US$'000

US$'000

US$'000

Cash flows from operating activities

Profit after tax

1,682

8,343

Adjustments for:

- Income tax credit

(9,859)

(661)

- Depreciation

6,865

5,223

- Loss/(Gain) on disposal of property, plant and equipment

41

47

- Property, plant and equipment written off

1

65

- Reversal of Impairment losses on property, plant and equipment

(3,376)

-

- Interest income

(201)

(673)

- Interest expense

2,773

4,590

- Share of profit of associated company

(23)

(12)

Operating cash flows before working capital changes

(2,097)

16,922

Changes in operating assets and liabilities:

- Inventories

(37,192)

(39,196)

- Trade and other receivables

(97,063)

27,930

- Contract liabilities

(8,761)

1,633

- Trade and other payables

10,740

3,882

- Derivative financial instruments

48,688

2,849

Cash flows (used in)/from operations

(85,685)

14,020

Interest received

58

566

Interest paid

(2,773)

(4,590)

Income tax paid

(2,144)

(672)

Increase in restricted short term bank deposits

-

2,126

Net cash flows (used in)/from operating activities

(90,544)

11,450

Cash flows from investing activities

11,564

14,700

(8,443)

(2,672)

21,420

19,430

  1. (2,226)
  1. 71

(3,376)

-

(2,558)

(1,465)

15,093

15,414

  1. (68)
    33,768 43,184

81,139 (41,594)

(14,644) 36,553

(3,374) (496)

(29,148) (28,231)

71,679 27,159

139,420 36,575

2,013894

(15,093) (15,414)

(2,809) (4,036)

  • 2,623
    123,531 20,642

(Increase)/Decrease in other receivables

(240)

(520)

4,960

(1,203)

Additions to property, plant and equipment

(12,746)

(33,143)

(53,201)

(79,723)

Acquisition of subsidiaries

8.2.6

-

(1,232)

-

(8,404)

Proceeds from disposals of property, plant and equipment

(17)

23

180

7,495

Net cash flows used in investing activities

(13,003)

(34,872)

(48,061)

(81,835)

Cash flows from financing activities

Decrease/(Increase) in restricted short term bank deposits

-

1,194

Proceeds from long term borrowings*

639

-

Repayment of long term borrowings

(1,532)

(3,090)

Net proceeds from/(repayment of) short term borrowings

102,182

(19,668)

Interest received

143

107

Proceeds from lease liabilities

-

-

Repayment of lease liabilities

(235)

-

Dividends paid to equity holders of the Company

(5,076)

-

Dividends paid to non-controlling interest

-

-

Net cash flows from/(used in) financing activities

96,121

(21,457)

Net change in cash and cash equivalents

(7,426)

(44,879)

Cash and cash equivalents at beginning of the financial period

68,543

93,194

Effect of changes in exchange rate

on cash and cash equivalents

697

(37)

Cash and cash equivalents at end of the financial period

61,814

48,278

Represented by:

333787

3,438 51,149

(15,623) (23,892)

(39,846) 23,398

545571

--

  1. -
    (10,040) (6,958)
  1. (191)
    (62,016) 44,864

13,454 (16,329)

48,278 65,850

82 (1,243)

61,814 48,278

Cash and bank balances

61,814

48,611

61,814

48,611

Less: restricted short term bank deposits

-

(333)

-

(333)

Cash and cash equivalents per consolidated

statement of cash flows

61,814

48,278

61,814

48,278

*Hire purchase lease liabililty has been reclassified to borrowings from lease liabilities in FY 2019

5 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

1(c) STATEMENT OF CASH FLOWS (continued)

Reconciliation of liabilities arising from financing activities.

Non-cash changes

Proceeds from

Foreign exchange

1 Jan

borrowings

Principal payments *

movement

31 Dec

US$'000

US$'000

US$'000

US$'000

US$'000

2019

Borrowings

450,865

3,438

(55,469)

2,063

400,897

Lease liabilities

8,223

-

(496)

7,727

2018

Borrowings

404,477

74,547

(23,892)

(4,267)

450,865

* Principal payments include net proceeds/repayment of short-term borrowings.

6 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

1(d)(i) STATEMENT OF CHANGES IN EQUITY

Attributable to Equity Holders of the Company

Capital

Currency

Non-

For the period from

Share

Share

redemption

Merger

General

translation

Retained

controlling

Total

1 Oct 2019 to 31 Dec 2019

capital

premium

reserve

reserve

reserve

reserve

profits

Total

interests

equity

Group

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Beginning of the financial period

As previously stated

1,501

180,012

3,509

(53,005)

(720)

9,134

382,366

522,797

49

522,846

Finalisation of purchase price allocation

-

-

-

-

-

-

-

-

(46)

(46)

Beginning of the financial period (restated)

1,501

180,012

3,509

(53,005)

(720)

9,134

382,366

522,797

3

522,800

Profit for the period

-

-

-

-

-

-

1,410

1,410

272

1,682

Other comprehensive income for the period

-

-

-

-

-

3,127

-

3,127

34

3,161

Total comprehensive income for the period

-

-

-

-

-

3,127

1,410

4,537

306

4,843

Dividend paid

-

-

-

-

-

-

(5,076)

(5,076)

-

(5,076)

Total transactions with owners,

recognised directly in equity

-

-

-

-

-

-

(5,076)

(5,076)

-

(5,076)

End of the financial period

1,501

180,012

3,509

(53,005)

(720)

12,261

378,700

522,258

309

522,567

Attributable to Equity Holders of the Company

Capital

Currency

Non-

For the period from

Share

Share

redemption

Merger

General

translation

Retained

controlling

Total

1 Oct 2018 to 31 Dec 2018

capital

premium

reserve

reserve

reserve

reserve

profits

Total

interests

equity

Group

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Beginning of the financial period

1,501

180,012

3,509

(53,005)

(720)

10,772

368,487

510,556

1,152

511,708

Profit for the period

-

-

-

-

-

-

8,607

8,607

(264)

8,343

Other comprehensive income for the period

-

-

-

-

-

363

-

363

(241)

122

Total comprehensive income for the period

-

-

-

-

-

363

8,607

8,970

(505)

8,465

Acquisition of subsidiaries

-

-

-

-

-

-

-

-

32

32

Total transactions with owners,

recognised directly in equity

-

-

-

-

-

-

-

-

32

32

End of the financial period

(as previously stated)

1,501

180,012

3,509

(53,005)

(720)

11,135

377,094

519,526

679

520,205

Finalisation of purchase price allocation

-

-

-

-

-

-

-

-

91

91

End of the financial period (restated)

1,501

180,012

3,509

(53,005)

(720)

11,135

377,094

519,526

770

520,296

7 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

1(d)(i) STATEMENT OF CHANGES IN EQUITY (continued)

Attributable to Equity Holders of the Company

Capital

For the period from

Share

Share

redemption

Retained

Total

1 Oct 2019 to 31 Dec 2019

capital

premium

reserve

profits

equity

Company

US$'000

US$'000

US$'000

US$'000

US$'000

Beginning of the financial period

1,501

180,012

3,509

114,123

299,145

Profit for the period

-

-

-

5,186

5,186

Total comprehensive income for the period

-

-

-

5,186

5,186

Dividend paid

-

-

-

(5,076)

(5,076)

Total transactions with owners,

recognised directly in equity

-

-

-

(5,076)

(5,076)

End of the financial period

1,501

180,012

3,509

114,233

299,255

Attributable to Equity Holders of the Company

Capital

For the period from

Share

Share

redemption

Retained

Total

1 Oct 2018 to 31 Dec 2018

capital

premium

reserve

profits

equity

Company

US$'000

US$'000

US$'000

US$'000

US$'000

Beginning of the financial period

1,501

180,012

3,509

108,050

293,072

Loss for the period

-

-

-

(9,826)

(9,826)

Total comprehensive loss for the period

-

-

-

(9,826)

(9,826)

End of the financial period

1,501

180,012

3,509

98,224

283,246

8 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

1(d)(i) STATEMENT OF CHANGES IN EQUITY (continued)

Attributable to Equity Holders of the Company

Capital

Currency

Non-

For the period from

Share

Share

redemption

Merger

General

translation

Retained

controlling

Total

1 Jan 2019 to 31 Dec 2019

capital

premium

reserve

reserve

reserve

reserve

profits

Total

interests

equity

Group

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Beginning of the financial year

As previously stated

1,501

180,012

3,509

(53,005)

(720)

11,135

377,094

519,526

679

520,205

Finalisation of purchase price allocation

-

-

-

-

-

-

-

-

91

91

Beginning of the financial year (restated)

1,501

180,012

3,509

(53,005)

(720)

11,135

377,094

519,526

770

520,296

Profit for the year

-

-

-

-

-

-

11,646

11,646

(82)

11,564

Other comprehensive income for the year

-

-

-

-

-

1,126

-

1,126

(52)

1,074

Total comprehensive income for the year

-

-

-

-

-

1,126

11,646

12,772

(134)

12,638

Dividend paid

-

-

-

-

-

-

(10,040)

(10,040)

(327)

(10,367)

Total transactions with owners,

recognised directly in equity

-

-

-

-

-

-

(10,040)

(10,040)

(327)

(10,367)

End of the financial year

1,501

180,012

3,509

(53,005)

(720)

12,261

378,700

522,258

309

522,567

Attributable to Equity Holders of the Company

Capital

Currency

Non-

For the period from

Share

Share

redemption

Merger

General

translation

Retained

controlling

Total

1 Jan 2018 to 31 Dec 2018

capital

premium

reserve

reserve

reserve

reserve

profits

Total

interests

equity

Group

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Beginning of the financial year

1,501

180,012

3,509

(53,005)

(720)

15,962

369,264

516,523

1,133

517,656

Profit for the year

-

-

-

-

-

-

14,788

14,788

(88)

14,700

Other comprehensive loss for the year

-

-

-

-

-

(4,827)

-

(4,827)

(328)

(5,155)

Total comprehensive income for the year

-

-

-

-

-

(4,827)

14,788

9,961

(416)

9,545

Dividend paid

-

-

-

-

-

-

(6,958)

(6,958)

(191)

(7,149)

Acquisition of subsidiaries

-

-

-

-

-

-

-

-

153

153

Total transactions with owners,

recognised directly in equity

-

-

-

-

-

-

(6,958)

(6,958)

(38)

(6,996)

End of the financial year

(as previously stated)

1,501

180,012

3,509

(53,005)

(720)

11,135

377,094

519,526

679

520,205

Finalisation of purchase price allocation

-

-

-

-

-

-

-

-

91

91

End of the financial year (restated)

1,501

180,012

3,509

(53,005)

(720)

11,135

377,094

519,526

770

520,296

9 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

1(d)(i) STATEMENT OF CHANGES IN EQUITY (continued)

Attributable to Equity Holders of the Company

Capital

For the period from

Share

Share

redemption

Retained

Total

1 Jan 2019 to 31 Dec 2019

capital

premium

reserve

profits

equity

Company

US$'000

US$'000

US$'000

US$'000

US$'000

Beginning of the financial year

1,501

180,012

3,509

98,224

283,246

Profit for the year

-

-

-

26,049

26,049

Total comprehensive income for the year

-

-

-

26,049

26,049

Dividend paid

-

-

-

(10,040)

(10,040)

Total transactions with owners,

recognised directly in equity

-

-

-

(10,040)

(10,040)

End of the financial year

1,501

180,012

3,509

114,233

299,255

Attributable to Equity Holders of the Company

Capital

For the period from

Share

Share

redemption

Retained

Total

1 Jan 2018 to 31 Dec 2018

capital

premium

reserve

profits

equity

Company

US$'000

US$'000

US$'000

US$'000

US$'000

Beginning of the financial year

1,501

180,012

3,509

65,354

250,376

Profit for the year

-

-

-

39,828

39,828

Total comprehensive income for the year

-

-

-

39,828

39,828

Dividend paid

-

-

-

(6,958)

(6,958)

Total transactions with owners,

recognised directly in equity

-

-

-

(6,958)

(6,958)

End of the financial year

1,501

180,012

3,509

98,224

283,246

10 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

1(d)(ii) SHARE CAPITAL

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.

FY 2019

Issued and fully paid ordinary shares

No. of ordinary

Share capital

shares

US$'000

Balance at beginning/end of the financial year

1,500,667,440

1,501

FY 2018

Issued and fully paid ordinary shares

Balance at beginning/end of the financial year

1,500,667,440

1,501

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

The Company's total number of issued shares is 1,500,667,440 as at 31 Dec 2019 (31 Dec 2018: 1,500,667,440).

The Company did not hold any treasury shares as at 31 Dec 2019 (31 Dec 2018: Nil). There were no unissued

shares of the Company or its subsidiaries under option as at 31 Dec 2019 (31 Dec 2018: Nil).

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.

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

Not applicable.

11 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

2. WHETHER THE FIGURES HAVE BEEN AUDITED OR REVIEWED, AND IN ACCORDANCE WITH WHICH AUDITING STANDARD OR PRACTICE

The financial statements presented have not been audited or reviewed by the Company's independent auditors.

3. WHERE 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

Except as discussed in the paragraph below, the Group has applied the same accounting policies and methods of computation in the preparation of the financial statements for the current period compared to the Group's most recently audited financial statements for the year ended 31 December 2018.

SFRS(I) 16 Leases

The Group has adopted SFRS(I) 16 Leases on a modified retrospective approach from 1 January 2019 but has not restated comparatives for the 2018 reporting period as permitted under the specific transition provisions in the standard.

On adoption of SFRS(I) 16, the Group recognised lease liabilities in relation to leases which had previously been classified as 'operating leases' under the principles of SFRS(I) 1-17 Leases. These liabilities were measured at the present value of the remaining lease payments, discounted using the Group's incremental borrowing rate as of 1 January 2019.

The Group has presented the right-of-use assets as part of property, plant and equipment of US$7,436,000 and the corresponding lease liabilities of US$7,727,000 in the statement of financial position of the Group as at 31 Dec 2019.

SFRS(I) 3 Business Combinations

During the financial year, the statement of financial position as of 31 Dec 2018 has been restated due to the finalisation of the purchase price allocation to goodwill, other assets and liabilities associated with the acquisition of of PT Angso Duo Sawit and PT Jambi Batanghari Plantation.

The changes in the comparative statement of financial position were as follows:

As previously

FY 2018

stated

Adjustments

Restated

US$'000

US$'000

US$'000

Intangible asset

5,496

(4,526)

970

Property, plant and equipment

412,229

5,104

417,333

Other payables

64,051

(22)

64,029

Deferred income tax liabilities

30,253

509

30,762

Non-controlling interests

679

91

770

12 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

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

Except as disclosed under paragraph 4, there was no change to the accounting policies and method of computation in the financial statements.

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:-

  1. Based on the weighted average number of ordinary shares on issue; and
  2. On a fully diluted basis (detailing any adjustments made to the earnings)

Group

THREE MONTHS ENDED

31 Dec 2019

31 Dec 2018

Basic and diluted based on weighted average number of

0.09

0.57

shares (US cents per share)

Weighted average number of shares applicable to basic

1,500,667

1,500,667

and diluted earnings per share ('000)

Group

TWELVE MONTHS ENDED

31 Dec 2019

31 Dec 2018

0.78 0.99

1,500,667 1,500,667

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

Group

As at

31 Dec 2019

31 Dec 2018

Net asset value per ordinary share based on issued share capital

34.80

34.62

as at end of the period (US cents per share)

Company

As at

31 Dec 2019

31 Dec 2018

19.94 18.87

13 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

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:-

  1. 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
  2. any material factors that affected the cash flow, working capital, assets or liabilities of the group during the current financial period reported on.

8.1 Income statement

The Group's business consists of two segments, namely Bulk segment and Consumer Pack segment.

The Bulk segment produces and sells vegetable-based edible oil and fat products in bulk form primarily to distributors and factories involved in the production of confectionery, bakery products and other food items.

The Consumer Pack segment produces vegetable-based edible oil and fat products, in consumer pack form and sell under own brands and under the brands of third parties, primarily to importers and distributors at destination markets. The specialty fats and confectionary oils are sold primarily to distributors, and factories involved in the production of confectionery, bakery products and other food items. Besides edible oil and fat products, the Group also sells rice and dairy products in consumer pack form under its own brands.

The following table summarises the segmental sales volume, sales revenue and operating margin ("OM"):

Total

Bulk

Consumer Pack

For the quarter

Q4 2019

Q4 2018

Change

Q4 2019

Q4 2018

Change

Q4 2019

Q4 2018

Change

Sales volume (MT'000)

1,139.1

1,061.1

7.4%

857.3

761.1

12.6%

281.8

300.0

-6.1%

Revenue (US$'million)

711.9

661.7

7.6%

511.5

435.0

17.6%

200.4

226.7

-11.6%

Average selling prices (US$)

625.0

623.6

0.2%

596.6

571.5

4.4%

711.1

755.7

-5.9%

OM (US$'million)

12.8

37.9

-66.4%

1.2

20.5

-94.1%

11.6

17.4

-33.3%

OM per MT (US$)

11.2

35.8

-68.7%

1.4

26.9

-94.8%

41.2

58.0

-29.0%

Total

Bulk

Consumer Pack

For the period

FY 2019

FY 2018

Change

FY 2019

FY 2018

Change

FY 2019

FY 2018

Change

Sales volume (MT'000)

4,566.0

4,197.6

8.8%

3,454.6

3,088.2

11.9%

1,111.4

1,109.4

0.2%

Revenue (US$'million)

2,817.3

2,946.8

-4.4%

1,991.5

2,030.6

-1.9%

825.8

916.2

-9.9%

Average selling prices (US$)

617.0

702.0

-12.1%

576.5

657.5

-12.3%

743.0

825.9

-10.0%

OM (US$'million)

105.4

122.8

-14.2%

45.7

70.2

-34.9%

59.7

52.6

13.5%

OM per MT (US$)

23.1

29.3

-21.2%

13.2

22.7

-41.9%

53.7

47.4

13.3%

Operating margin relating to inter-segment sales is reported under the segment where the final sales to third parties are made.

14 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

In this quarter, Crude palm oil ("CPO") traded at nearly its highest in almost three years driven by fears of supply crunch owing to lower output growth and robust biofuel demand. Closing at RM3,048 the prices rose by 48% during the quarter with the substantial portion of the rally between mid-November and December. The steep rise in CPO prices along with reduced price difference versus competitive products as well as nationalistic policies created significant pressure on the refining margins. To protect and increase market share and due to the trust imposed by long-time customers, the Group continued fulfilling market requirements even at these reduced margins.

During the year a subsidiary of the Company became the first refinery to produce and export very first shipment of Malaysian Sustainable Palm Oil (MSPO) certified RBD Palm Olein. Recent investments towards sustainability, value addition and expansion initiatives in refineries, dairy manufacturing facilities and biodiesel plant had their initial standalone costs. In spite of Bulk segment being under pressure, higher operational contributions by Consumer Pack business enabled the Group to achieve profit after tax attributable to shareholders for the full year of US$11.6 million.

8.1.1 Sales volume

For the fourth quarter ended 31 Dec 2019 ("Q4 2019"), the Group's sales volume has registered an increase of 7.4% to 1,139,100 MT. Bulk Segment recorded an increase of 12.6% to 857,300 MT and Consumer Pack segment recorded a decrease of 6.1% to 281,800 MT. Bulk and Consumer Pack segments contributed 75.3% and 24.7% of total sales volume respectively (Q4 2018: 71.7% and 28.3% respectively).

For the full year ended 31 Dec 2019 ("FY 2019"), the Group's sales volume has registered an increase of 8.8% to 4,566,000 MT. Bulk Segment recorded an increase of 11.9% to 3,454,600 MT and Consumer Pack segment recorded an increase of 0.2% to 1,111,400 MT this year. Bulk and Consumer Pack segments contributed 75.7% and 24.3% of total sales volume respectively (FY 2018: 73.6% and 26.4% respectively).

8.1.2 Revenue

For Q4 2019, revenue increased 7.6% to US$711.9 million supported by 7.4% higher sales volume and 0.2% higher average selling prices. Bulk segment recorded an increase of 17.6% in revenue but Consumer Pack segment recorded a drop of 11.6% in revenue. Bulk and Consumer Pack segments contributed 71.8% and 28.2% of total revenue respectively (Q4 2018: 65.7% and 34.3% respectively).

For FY 2019, revenue decreased 4.4% to US$2,817.3 million due to 12.1% lower average selling prices, partially offset by 8.8% higher sales volume. Both Bulk and Consumer Pack segments recorded a drop of 1.9% and 9.9% in revenue respectively. Bulk and Consumer Pack segments contributed 70.7% and 29.3% of total revenue respectively (FY 2018: 68.9% and 31.1% respectively).

15 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

8.1.3 Cost of sales

Group

Group

THREE MONTHS ENDED

TWELVE MONTHS ENDED

31 Dec 2019

31 Dec 2018

Change

31 Dec 2019

31 Dec 2018

Change

US$'000

US$'000

%

US$'000

US$'000

%

Cost of inventories recognised as an expense

625,912

612,427

2.2%

2,537,661

2,761,711

-8.1%

Losses/(Gains) from derivative financial instruments

63,449

(12,390)

n.m.

97,428

2,905

n.m.

689,361

600,037

14.9%

2,635,089

2,764,616

-4.7%

Labour costs and other overheads

16,462

13,274

24.0%

58,277

47,491

22.7%

Total

705,823

613,311

15.1%

2,693,366

2,812,107

-4.2%

For Q4 2019, the Group recorded losses from derivative financial instruments of US$63.4 million compared to gains of US$12.4 million last year. Variance is explained by changes in the fair value of derivative financial instruments from the date of the contracts, to the relevant financial reporting dates and upon settlement. Compared to 30 Sep 2019, the steep rally in palm oil prices resulted in approximate 48% increase in the price on 31 Dec 2019 contributing to significant fair value losses from derivative financial instruments for the quarter. As the inventories are valued at cost or net realisable value whichever is lower, there was no compensating fair value gain being recognised.

Cost of inventories recognised as expense increased 14.9% after taking into account the gains or losses from derivative financial instruments. Labour costs and other overheads increased 24.0% to US$16.5 million. Total cost of sales increased 15.1% for the quarter.

For FY 2019, the Group recorded losses from derivative financial instruments of US$97.4 million compared to US$2.9 million last year. Variance is explained by changes in the fair value of derivative financial instruments from the date of the contracts, to the relevant financial reporting dates and upon settlement. Cost of inventories recognised as expense decreased 4.7% after taking into account the losses from derivative financial instruments. Labour costs and other overheads increased 22.7% to US$58.3 million. Total cost of sales decreased 4.2% for the full year.

8.1.4 Gross profit

For Q4 2019, an increase of US$50.2 million in revenue but with a higher increase of US$92.5 million in cost of sales resulted in gross profit decreasing by US$42.3 million.

For FY 2019, a decrease of US$129.6 million in revenue but with a lower decrease of US$118.7 million in cost of sales resulted in gross profit decreasing by US$10.8 million.

The Group reviews the performance at operating margin level as explained under section 8.1.7.

16 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

8.1.5(a) Reversal of expected credit losses

The Group has identified specific trade receivables that are credit impaired and recognised a loss allowance at amount equal to lifetime expected credit loss in respect of these receivables. For the remaining trade receivables, they are grouped based on similar risk characteristics and days past due to determine the expected credit loss rate to be applied. In calculating the expected credit loss rates, the Group considers historical loss rates and adjusts to reflect current and forward looking macroeconomic factors affecting the ability of the customers to settle the receivables.

8.1.5(b) Selling and distribution expenses

Group

Group

THREE MONTHS ENDED

TWELVE MONTHS ENDED

31 Dec 2019

31 Dec 2018

Change

31 Dec 2019

31 Dec 2018

Change

US$'000

US$'000

%

US$'000

US$'000

%

Freight *

(1,280)

2,965

n.m.

2,358

2,781

-15.2%

Storage, handling and forwarding

8,471

6,195

36.7%

33,598

25,134

33.7%

Export duties

21

210

-90.0%

174

879

-80.2%

Other selling and distribution expenses

851

2,605

-67.3%

2,678

2,965

-9.7%

Total

8,063

11,975

-32.7%

38,808

31,759

22.2%

  • Reclassification of US$1,693,000 has been made from Freight under Selling and distribution expenses to Cost of sales in a subsidiary for the full year.

The selling and distribution expenses are generally passed-on to customers through the selling prices. The amounts may vary from period to period depending on the sale-terms with the customers.

8.1.6 Other gains/(losses)

Group

Group

THREE MONTHS ENDED

TWELVE MONTHS ENDED

31 Dec 2019

31 Dec 2018

Change

31 Dec 2019

31 Dec 2018

Change

US$'000

US$'000

%

US$'000

US$'000

%

Foreign exchange gains/(losses)

8,933

(2,204)

n.m.

5,370

(1,025)

n.m.

(Losses)/Gains on disposal of

property, plant and equipment

(41)

(47)

-12.8%

(88)

2,226

n.m.

Reversal of impairment losses on property,

plant and equipment

3,376

-

n.m.

3,376

-

n.m.

Property, plant and equipment written off

(1)

(65)

-98.5%

(51)

(71)

-28.2%

(Reversal)/Impairment losses on other receivables

(103)

12

n.m.

(107)

(250)

-57.2%

Others

-

1

-100.0%

-

-

n.m.

Total

12,164

(2,303)

n.m.

8,500

880

865.9%

17 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

Foreign exchange gains or losses arise within the entities in the Group when transactions are denominated in currencies other than the entities' functional currencies. Variance is explained by changes in the exchange rates from the dates of transactions to the dates of settlements or the financial reporting date. The Group uses currency forward contracts to hedge against the foreign exchange fluctuation risk resulting from commodities forward contracts. The foreign exchange gains or losses being of hedging nature are better not read in isolation.

For FY2019, based on the review of the recoverable amount of certain property, plant and equipment, a reversal of an impairment loss of US$3.4 million has been made which reflected the increase in the carrying value of the asset (after considering depreciation, had no impairment cost been recognised) since the date when the Group last recognised an impairment loss for that asset.

8.1.7 Operating margin

For Q4 2019, on the back of lower OM of US$11.2 per MT compared to US$35.8 despite 7.4% higher sales volume, total operating margin decreased 66.4% to US$12.8 million. For Bulk segment, operating margin decreased 94.1% to US$1.2 million resulting from lower operating margin of US$1.4 per MT compared to US$26.9 in Q4 2018. For Consumer Pack segment, operating margin decreased 33.3% to US$11.6 million on the back of lower operating margin of US$41.2 per MT compared to US$58.0 in Q4 2018. The segments contributed 9.4% and 90.6% of total operating margin respectively (Q4 2018: 54.1% and 45.9% respectively).

For FY 2019, on the back of lower operating margin of US$23.1 per MT compared to US$29.3 in FY 2018 despite 8.8% higher sales volume, total operating margin decreased 14.2% to US$105.4 million. For Bulk segment, operating margin decreased 34.9% to US$45.7 million resulting from lower operating margin of US$13.2 per MT compared to US$22.7 in FY 2018. For Consumer Pack segment, operating margin increased 13.5% to US$59.7 million supported by higher operating margin of US$53.7 per MT compared to US$47.4 in FY 2018. The segments contributed 43.4% and 56.4% of total operating margin respectively (FY 2018: 57.2% and 42.8% respectively).

8.1.8 Other income

For Q4 2019, other income of US$1.1 million (Q4 2018: US$1.5 million) included interest income of US$0.2

million (Q4 2018: US$0.7 million).

For FY 2019, other income of US$5.3 million (FY 2018: US$4.2 million) included interest income of US$2.6

million (FY 2018: US$1.5 million).

Interest income depends upon the credit terms of the sales and interest recovery for any delayed payments by customers.

8.1.9 Administrative expenses

For Q4 2019, administrative expenses decreased to US$18.5 million from US$23.6 million. For FY 2019, administrative expenses decreased to US$81.4 million from US$88.8 million mainly on account of depreciation of currencies in the jurisdiction where the Group operates against our presentation currency the US dollar, and lower manpower cost.

18 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

8.1.10 Finance costs

For Q4 2019, finance costs decreased to US$2.8 million from US$4.6 million last year due to lower effective interest rates and lower average borrowings. For FY 2019, finance cost decreased marginally to US$15.1 million from US$15.4 million last year.

8.1.11 Profit before tax

For Q4 2019, the profit before tax decreased US$15.9 million from profit of US$7.7 million for Q4 2018 to loss of US$8.2 million for the quarter. The decrease is mainly due to US$25.2 million lower operating margin, decrease in other income of US$0.3 million, partially offset by decrease in finance costs of US$1.8 million, reversal of impairment losses on property, plant and equipment of US$3.4 million and decrease in other operating expenses of US$4.4 million, mainly in administrative expenses.

For FY 2019, the profit before tax decreased US$8.9 million from profit of US$12.0 million in FY 2018 to US$3.1 million for FY 2019, mainly due to US$17.4 million lower operating margin, partially offset by increase in other income of US$1.1 million, decrease in finance costs of US$0.3 million, reversal of impairment losses on property, plant and equipment of US$3.4 million and decrease in other operating expenses of US$3.7 million, mainly in administrative expenses.

8.1.12 Income tax

For Q4 2019, income tax credit was US$9.9 million compared to US$0.7 million last year. For FY 2019, income tax credit was US$8.4 million compared to US$2.7 million for the corresponding period. The credit for Q4 2019 and FY 2019 were mainly due to credit from capital investment related incentive schemes of US$4.9 million and the reversal of US$3.9 million due settlement of prior years' tax provision.

8.1.13 Profit after tax

For Q4 2019, the Group reported a profit after tax of US$1.7 million compared to US$8.3 million for Q4 2018. Profit after tax attributable to equity holders of the Company was US$1.4 million compared to US$8.6 million for Q4 2018.

For FY 2019, the Group reported a profit after tax of US$11.6 million compared to US$14.7 million. Profit after tax attributable to equity holders of the Company was US$11.6 million compared to US$14.8 million for FY 2018.

19 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

8.2 Statement of financial position

8.2.1 Inventories

On 31 Dec 2019, the inventories of US$323.2 million were lower by US$78.5 million representing inventories of 44 days (31 Dec 2018: US$401.7 million and 52 days respectively).

8.2.2 Trade receivables

On 31 Dec 2019, the Group had trade receivables of US$243.8 million representing trade receivables of 32 days (31 Dec 2018: US$221.6 million and 27 days respectively).

8.2.3 Other receivables Group

On 31 Dec 2019, other receivables of US$78.0 million (31 Dec 2018: US$92.0 million) included US$1.4 million

(31 Dec 2018: US$37.5 million) relating to refundable Goods Service Tax (GST), US$49.4 million (31 Dec

2018: US$27.7 million) paid to Bursa Malaysia Derivatives Clearing Bhd ("Bursa") for commodity trading

initial and variation margin payment, US$5.0 million (31 Dec 2018: US$10.0 million) for advance payments

against capital expenditure, US$8.2 million (31 Dec 2018: US$8.5 million) for advance payment for the

purchase of raw materials and US$1.7 million (31 Dec 2018: US$0.06 million) relating to cooking oil subsidy receivable from statutory authority.

Company

On 31 Dec 2018, other receivables of US$300.7 million (31 Dec 2018: US$283.4 million) were mainly on account of amounts receivable from subsidiaries.

8.2.4 Derivative financial instruments

On 31 Dec 2019, the Group had net derivative financial instruments liabilities of US$47.0 million (31 Dec 2018: assets of US$28.5 million). The amount represents net amounts payables (31 Dec 2018: receivables) for the losses (31 Dec 2018: gains) resulting from changes in the fair value of derivative financial instruments from the date of the contracts to the financial reporting date.

8.2.5 Cash and cash equivalents

Cash and cash equivalents increased from US$48.6 million on 31 Dec 2018 to US$61.8 million on 31 Dec 2019 as explained in section 8.3 below.

20 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

8.2.6 Intangible asset

In FY2018, the Group acquired 95.0% of the issued equity of PT Angso Duo Sawit and PT Jambi Batanghari Plantation, the companies incorporated in Indonesia involved primarily in palm oil milling and plantation businesses respectively. The total purchase consideration was at IDR120 billion or approximately US$8.4 million. For these subsidiaries, after finalisation of the purchase price allocation exercise in FY2019, there is a decrease in goodwill, increase in property, plant and equipment and increase in deferred tax liability non- controlling interests of US$4.5 million, US$5.1 million, US$0.5 million and US$0.1 million respectively.

8.2.7 Property, plant and equipment

Property, plant and equipment increased US$47.5 million to US$464.8 million on 31 Dec 2019 compared to US$417.3 million on 31 Dec 2018 mainly due to capital expenditure in Malaysia, Indonesia and China partially offset by depreciation.

8.2.8 Trade payables

On 31 Dec 2019, the Group had trade payables of US$125.0 million representing trade payables of 17 days (31 Dec 2018: US$142.2 million and 18 days respectively).

8.2.9 Cycle time

On 31 Dec 2019, cycle time (Inventories days add trade receivables days less trade payables days) was 59 days (31 Dec 2018: 61 days).

8.2.10 Other payables

On 31 Dec 2019, other payables decreased US$13.5 million to US$50.6 million compared to US$64.0 million on 31 Dec 2018 mainly due to decrease in provisions subsequent to actual settlements.

8.2.11 Borrowings

On 31 Dec 2019, Group borrowings were US$400.9 million giving debt to equity ratio (Borrowings divided by total equity) of 0.77 (31 Dec 2018: US$450.9 million and 0.87 respectively). Excluding cash and cash equivalents, net debt was US$339.1 million, giving net debt to equity ratio of 0.65 (31 Dec 2019: US$402.3 million and 0.77 respectively).

21 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

8.3 Consolidated statement of cash flows

Q4 2019

The Group utilised operating cash flows of US$2.1 million before working capital changes. US$83.6 million was used in working capital. The Group utilised US$4.8 million for net interest and income tax. US$13.0 million was used for investing activities. US$96.1 million was generated from financing activities. After adjusting for effect of changes in exchange rate, cash and cash equivalents decreased US$6.7 million to US$61.8 million.

FY 2019

The Group generated operating cash flows of US$33.8 million before working capital changes. US$105.6 million was generated from reduction in working capital. The Group utilised US$15.9 million for net interest and income tax. US$48.1 million was used for investing activities. US$62.0 million was used in financing activities. After adjusting for effect of changes in exchange rate, cash and cash equivalents increased US$13.5 million to US$61.8 million.

9. WHERE A FORECAST, OR A PROSPECT STATEMENT, HAS BEEN PREVIOUSLY DISCLOSED TO SHAREHOLDERS, ANY VARIANCE BETWEEN IT AND THE ACTUAL RESULTS

No forecast or no prospect statement was 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

In 2020 Palm oil exports from Malaysia and Indonesia are expected to be tight due to lower opening inventory, minimal production growth and biodiesel mandate enhancement programs. This supply side shortfall is providing strong support to palm oil prices despite forecasted reduction in near future imports by key markets due to US-China phase one trade deal, tariffs and Covid-19. Though the food and fuel demand are expected to stay robust over the long term, yet the present uncertainty and volatility requires continuous monitoring and assessment. The Group remains focused on running its operations sustainably, increasing capacity utilization for the recent capital spent and progressively rebalancing its portfolio risk to create long term value for its stakeholders.

22 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

11. DIVIDEND

  1. Whether an interim (final) ordinary dividend has been declared (recommended) for the current financial period reported on?

No.

  1. Amount per share for current and previous corresponding period
  1. Current Financial Period Reported On

Proposed Final

Interim

Name of dividend

Exempt one-tier

exempt dividends

Total

dividend

Dividend type

Nil

Cash

Cash

Dividend amount per share

Nil

0.46

0.46

(Singapore cent per share)

(ii) Corresponding period of the immediately preceding financial year

Proposed Final

Interim

Name of dividend

Exempt one-tier

exempt dividends

Total

dividend

Dividend type

Cash

Cash

Cash

Dividend amount per share

0.45

0.22

0.67

(Singapore cent per share)

  1. Whether the dividend is before tax, net of tax or tax exempt. If before tax or net of tax, state the tax rate and the country where the dividend is derived. (If the dividend is not taxable in the hands of shareholders, this must be stated)

Not applicable

  1. Date Payable Not applicable
  2. Books Closure Date Not applicable

12. IF NO DIVIDEND HAS BEEN DECLARED OR RECOMMENDED, A STATEMENT TO THAT EFFECT

Considering the present market conditions and after factoring the interim dividend of S$0.0046 per ordinary share for the third quarter already paid to the shareholders, the Company did not recommend any final dividend for the fourth quarter.

23 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

13. 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.

Aggregate value of all IPT

Aggregate value of all IPT

during the period under review

conducted under

(excluding transactions less

shareholders' mandate

Name of Interested Person

than SGD100,000 and

pursuant to Rule 920

transactions conducted under

(excluding transactions

shareholders' mandate

less than SGD100,000)

pursuant to Rule 920)

FY 2019

FY 2019

US$'000

US$'000

Prelude Gateway Sdn. Bhd.

96

3,447

Ecolex Sdn. Bhd.

32

10,356

Containers Printers Pte Ltd

NIL

847

Mr Cheo Seng Jin

776

NIL

Mr Cheo Tiong Choon

776

NIL

Kent Holidays (S) Pte Ltd

246

NIL

Choon Heng Logistics Pte Ltd

213

NIL

Futura Ingredients Singapore Pte Ltd

84

NIL

24 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

14. NEGATIVE CONFIRMATION PURSUANT TO RULE 705(5)

Not applicable.

15. CONFIRMATION THAT THE ISSUER HAS PROCURED UNDERTAKINGS FROM ALL ITS DIRECTORS AND EXECUTIVE OFFICERS (IN THE FORMAT SET OUT IN APPENDIX 7.7) UNDER RULE 720(1)

The Company has procured undertakings from all its directors and executive officers (in the format set out in Appendix 7.7 of the Mainboard Rules) under Rule 720(1) of the Mainboard Rules.

25 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

PART II ADDITIONAL INFORMATION REQUIRED FOR FULL YEAR ANNOUNCEMENT

16. 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.

Segmented revenue and results for business segments:

Bulk

Consumer Pack

Total

US$'000

US$'000

US$'000

31 Dec 2019

31 Dec 2018

31 Dec 2019

31 Dec 2018

31 Dec 2019

31 Dec 2018

Sales

Total segment sales

2,281,521

2,053,512

843,342

1,445,379

3,124,863

3,498,891

Inter-segment sales

(290,071)

(22,876)

(17,537)

(529,197)

(307,608)

(552,073)

Sales to external parties

1,991,450

2,030,636

825,805

916,182

2,817,255

2,946,818

Operating margin

45,693

70,162

59,690

52,641

105,383

122,803

Other income excluding interest

income

2,216

2,028

527

702

2,743

2,730

Interest income

2,165

1,165

393

300

2,558

1,465

Admin expenses, excluding

depreciation and amortisation

(35,462)

(38,427)

(38,789)

(43,672)

(74,251)

(82,099)

Other gains excluding

foreign exchange gains/(losses)

957

335

2,173

1,570

3,130

1,905

Adjusted EBITDA

15,569

35,263

23,994

11,541

39,563

46,804

Depreciation

(15,211)

(13,299)

(6,209)

(6,131)

(21,420)

(19,430)

Finance expense

(10,491)

(11,265)

(4,602)

(4,149)

(15,093)

(15,414)

Segment results

(10,133)

10,699

13,183

1,261

3,050

11,960

Unallocated

Income tax credit/(expense)

8,443

2,672

Share of profit of associated

company

71

68

Profit after tax

11,564

14,700

26 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

17. IN THE REVIEW OF PERFORMANCE, THE FACTORS LEADING TO ANY MATERIAL CHANGES IN CONTRIBUTIONS TO TURNOVER AND EARNINGS BY THE BUSINESS OR GEOGRAPHICAL SEGMENTS.

Not applicable, except as mentioned in Note 8.

18. BREAKDOWN OF SALES

  1. Sales reported for first half year
  2. Operating profit after tax before deducting minority interests reported for first half year
  3. Sales reported for second half year
  4. Operating profit after tax before deducting minority interests reported for second half year

FY 2019

FY 2018

Change

US$'000

US$'000

%

1,419,162

1,579,272

-10%

2,484

5,423

-54%

1,398,093

1,367,546

2%

9,162

9,365

-2%

Note: Operating profit after tax is profit after tax.

19. BREAKDOWN OF THE TOTAL ANNUAL DIVIDENDS (IN THOUSAND DOLLAR VALUE) FOR THE ISSUER'S LATEST FULL YEAR AND ITS PREVIOUS FULL YEAR.

FY 2019

FY 2018

US$'000

US$'000

Ordinary shares

Declared and paid during the financial year:

- Final exempt one-tier dividend of S$0.0045 for FY 2018 (FY 2017: S$0.0040) per share

4,964

4,517

- Interim exempt dividend of S$0.0046 (FY 2018: S$0.0022) per share

5,076

2,441

10,040

6,958

Proposed but not recognised as a liability as at 31 December

- Final exempt one-tier dividend of S$nil (FY 2018: S$0.0045) per share

-

4,957

27 | P a g e

MEWAH INTERNATIONAL INC.

(Incorporated in the Cayman Islands. Registration Number: CR-166055)

Unaudited Financial Statements For The Fourth Quarter and Full Year Ended 31 December 2019

20. DISCLOSURE OF PERSON OCCUPYING A MANAGERIAL POSITION IN THE ISSUER OR ANY OF ITS PRINCIPAL SUBSIDIARIES WHO IS A RELATIVE OF A DIRECTOR OR CHIEF EXECUTIVE OFFICER OR SUBSTANTIAL SHAREHOLDER OF THE ISSUER PURSUANT TO RULE 704(13) IN THE FORMAT BELOW. IF THERE ARE NO SUCH PERSONS, THE ISSUER MUST MAKE AN APPROPRIATE NEGATIVE STATEMENT.

Name

Age

Family

relationship

with

Current position

Details of changes

any

director

and/or

And duties, and the

in duties and

substantial shareholder

year the position

position held,

was held

if any, during the

year

Ms Cheo Chong Cher

72

Sister

of

Dr

Cheo

Tong

Senior Manager,

Not applicable

Choon

Controller

Department since

1981

Ms Cheo Sor Cheng

60

Sister

of

Dr

Cheo

Tong

Manager,

Not applicable

Angeline

Choon

Controller

Department since

1999

Ms Cheo Su Ching

68

Sister

of

Dr

Cheo

Tong

Manager,

Not applicable

Choon

Controller

Department since

2008

Mr Cheo Jian Jia

34

Son of

Dr

Cheo

Tong

Trading Manager,

Not applicable

Choon;

Brother

of

Ms

since 2014

Michelle

Cheo Hui

Ning

and Ms Bianca Cheo Hui

Hsin

BY ORDER OF THE BOARD

MICHELLE CHEO HUI NING

Chief Executive Officer and Executive Director

28 February 2020

28 | P a g e