SING TAO HOLD<0233> - Announcement
The Stock Exchange of Hong Kong Limited takes no responsibility
for the contents of this announcement, makes no representation as
to its accuracy or completeness and expressly disclaims any
liability for any loss howsoever arising from or in reliance upon
the whole or any part of the contents of this announcement.
ASTRAL LIGHT INVESTMENTS LIMITED
("Astral")
(Incorporated in the British Virgin Islands with limited
liability)
SING TAO HOLDINGS LIMITED
("Sing Tao")
(Incorporated in Bermuda with limited liability)
JOINT ANNOUNCEMENT
Summary:
1. The despatch of the composite document relating to the Offer
and the Transactions to the shareholders of Sing Tao on 13th
April, 1999.
2. The unaudited consolidated profit and loss accounts of Sing Tao
for the eleven months ended 28th February, 1999 and the six months
ended 30th September, 1998.
3. The proforma statement of unaudited adjusted consolidated
shareholders' funds of Sing Tao.
The respective boards of directors of Astral and Sing Tao refer to
the joint announcement (the "Announcement") dated 23rd March, 1999
in relation to the Agreement, the Consultancy Agreement, the Loan
and the Profit Sharing Arrangement (collectively the
"Transactions") and the possible unconditional cash offer for
shares in Sing Tao not already owned by Astral and parties acting
in concert with it (the "Offer").
The composite document containing further details of the
Transactions and the Offer and containing a notice convening a
special general meeting of Sing Tao to be held on Thursday, 29th
April, 1999 will be despatched to the shareholders of Sing Tao on
13th April, 1999, in accordance with Rule 8.2 of the Code and Rule
14.29(2) of the Listing Rules.
Unless otherwise stated, terms used herein shall have the same
meanings as defined in the Announcement.
The Unaudited Consolidated Profit and Loss Accounts of Sing Tao
for the eleven months ended 28th February, 1999 and the six months
ended 30th September, 1998
The directors of Sing Tao announce that the following is a summary
of the unaudited consolidated profit and loss accounts of Sing Tao
for the eleven months ended 28th February, 1999 and the six months
ended 30th September, 1998:
Eleven Six
months ended months ended
28th February, 1999 30th September, 1998
HK$'000 HK$'000
Turnover 1,231,922 659,820
Loss before exceptional items (126,900) (62,216)
Exceptional items (see Note) 66,807 53,107
Operating loss (60,093) (9,109)
Net interest income 9,291 4,706
(50,802) (4,403)
Share of losses less profits of associated companies and joint
ventures (715) (498)
Loss before taxation (51,517) (4,901)
Taxation
Hong Kong (4,126) (2,639)
Overseas (6,320) (3,828)
Associated companies (3,198) (2,460)
(13,644) (8,927)
Loss after taxation (65,161) (13,828)
Minority interests 113 35
Loss attributable to shareholders (65,048) (13,793)
HK Cents HK Cents
Loss per share (15.50) (3.29)
Note:
Exceptional items
Eleven months ended Six months ended
28th February, 1999 30th September, 1998
HK$'000 HK$'000
Profit arising from a series of agreements as a consequence of
which Toronto Star Newspapers Limited acquired a 50% shareholding
interest in Sing Tao Newspapers (Canada 1988) Limited and a 75%
shareholding interest in Sing Tao Daily Limited
55,106 53,107
Profit on sale of shares in Culturecom Holdings Limited
24,915 ---
Deficit on valuation of property held for sale
(13,214) ---
66,807 53,107
PROFORMA STATEMENT OF UNAUDITED ADJUSTED CONSOLIDATED
SHAREHOLDERS' FUNDS OF SING TAO
The directors of Sing Tao announce that the following is a
proforma statement of the unaudited adjusted consolidated
shareholders' funds of Sing Tao based on the audited consolidated
shareholders' funds of Sing Tao as at 31st March, 1998, and
adjusted as follows:
HK$'000
Audited consolidated shareholders' funds of Sing Tao as at 31st
March, 1998 1,030,377
Unaudited results for the eleven months ended 28th February, 1999
(65,048)
Surplus on valuation of properties (Note 1) 153,853
Surplus on restating listed investment at market value 16,977
Proforma unaudited adjusted consolidated shareholders' funds
1,136,159
HK$
Proforma unaudited adjusted consolidated shareholders' funds per
Share (Note 2) 2.71
Notes:
1. The surplus on valuation of properties was based on property
valuation reports prepared as at 31st March, 1999.
2. The above calculation is based on a total of 419,619,246 shares
in issue as at 9th April, 1999.
The surplus on valuation of properties shown above will not be
incorporated in the consolidated accounts of Sing Tao for the year
ended 31st March, 1999. However, the information concerning the
property valuation surplus will be stated in the annual report of
Sing Tao for the year ended 31st March, 1999.
By Order of the Board
Astral Light Investments Limited
Patrick D. Cheung
Director
By Order of the Board
Sing Tao Holdings Limited
Seaman Kwok Siu Man
Company Secretary
Hong Kong, 12th April, 1999
The respective directors of Astral jointly and severally as
between themselves (as to the despatch of the composite document
only) and the directors of Sing Tao jointly and severally as
between themselves accept full responsibility for the accuracy of
the information contained in this announcement and confirm, having
made all reasonable inquiries, that to the best of their
knowledge, opinions expressed in this announcement have been
arrived at after due and careful consideration and there are no
other facts not contained in this announcement, the omission of
which would make any statement in this announcement misleading.
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