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Name | Symbol | Market | Type |
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Hsbc Bk.22 | LSE:49IA | London | Medium Term Loan |
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RNS No 9425h PACIFIC DUNLOP LTD 12th February 1998 PART 3 PACIFIC DUNLOP HALF YEAR RESULTS TO 31 DECEMBER 1997 For Announcement to the Market Pacific Dunlop Limited Half-Yearly Report for the six months to December 1997 Group Sales Revenue 3.8% up to $3,053.9 million Group Sales Revenue from Continuing Businesses 5.4% up to $3,041.7 million Operating Profit before Abnormal items and tax 12.8% down to $111.9 million Abnormal items before tax NIL Group Operating Profit after tax for members of Pacific Dunlop Limited - inclusive of abnormal items 6.7% up to $90.1 million - before abnormal items 6.7% up to $90.1 million Group extraordinary items after tax for members of Pacific Dunlop Limited NIL Operating Profit and extraordinary items after tax attributable to members of Pacific Dunlop Limited 6.7% up to $90.1 million Interim Dividend per share: - this period 7.0c (60% franked) - previous corresponding period 7.0c (60% franked) Earnings per share before abnormal items * basic 8.8c * diluted 8.6c Earnings per share inclusive of abnormal items * basic 8.8c * diluted 8.6c Gearing (Net Interest Bearing Debt to Equity) 70.2% (1996: 62.8%) Net Liabilities to equity 150% (1996: 139%) Interest cover before Goodwill amortisation 3.6x Interest cover after Goodwill amortisation 3.2x Statement of Assets, Liabilities and Shareholders' Equity Group (Equity Accounted) at 31 Dec. at 30 June at 31 Dec. 1997 1997 1996 A$'000 A$'000 A$'000 Current Assets (a) Cash 1,248,652 1,191,816 1,260,607 (b) Receivables 1,012,754 952,383 1,008,533 (c) Investments - - - (d) Inventories 1,017,884 954,003 968,408 (e) Other 81,427 68,110 74,158 (f) Total Current Assets 3,360,717 3,166,312 3,329,706 Non Current Assets (g) Receivables 61,907 77,931 68,289 (h) Investments 193,631 188,676 195,583 (i) Inventories - - - (j) Property, plant and equipment 1,228,203 1,242,490 1,216,686 (k) Intangibles 677,359 639,996 558,225 (l) Other 294,168 277,474 215,686 (m) Total Non Current Assets 2,455,268 2,426,567 2,254,469 (n) Total Assets 5,815,985 5,592,879 5,584,175 Current Liabilities (a) Accounts payable 779,796 777,677 734,863 (b) Borrowings 1,644,389 1,382,427 1,439.292 (c) Provisions 398,918 452,579 411,387 (d) Other 2,950 17,469 11,038 (e) Total Current Liabilities 2,826,053 2,630,152 2,596,580 Non Current Liabilities (f) Accounts payable 2,707 6,261 378 (g) Borrowings 878,128 825,333 924,216 (h) Provisions 240,856 249,523 203,865 (i) Other 39,651 34,811 31,700 (j) Total Non Current Liabilities 1,161,342 1,115,928 1,178,159 (k) Total Liabilities 3,987,395 3,746,080 3,774,739 (l) Net Assets 1,828,590 1,846,799 1,809,436 Shareholders' Equity (a) Share Capital 514,421 513,573 512,972 (b) reserves 1,179,580 1,181,823 1,160,679 (c) Retained Profits 110,562 116,121 95,202 (d) Shareholders'Equity attributable 1,084,563 1,811,517 1,768,853 to members of the Holding Company (e) Outside equity interests in 24,027 35,282 40,583 controlled entities (f) Total Shareholders' Equity 1,828,590 1,846,799 1,809,436 Statement of Cash Flows of Pacific Dunlop Limited and Controlled Entities for the Six Months ended 31 December 1997 Consolidated 1997 1996 ($'000) ($'000) Inflows/ Notes Outflows Cash Flow from Operating Activities Receipts from customers 2,985,378 2,873,936 Payments to suppliers and employees (2,841,332) (2,663,347) Net receipts from customers (excluding medical) 144,046 210,589 Payments to suppliers and employees net of customer receipts (medical) (19,031) (61,703) Interest received 27,847 39,189 Interest and other finance costs paid (78,027) (87,063) Income taxes paid (29,749) (36,413) Dividends received 2,692 1,368 Net Cash provided by Operating Activities 47,778 65,967 Cash Flow from Investing Activities Purchase of businesses, net of cash acquired (17,573) (574) Purchase of property, plant and equipment (83,464) (85,806) Payments for acquisition of previously held finance leased assets - (80,144) Proceeds from the sale of business 5,623 229,169 Proceeds from the sale of plant and equipment 17,979 4,809 Loans repaid 9,532 4,486 Proceeds from the sale of other investments 835 - Net Cash (Used in)/Provided by Investing Activities (67,068) 71,940 Cash Flow from Financing Activities Proceeds from the issue of shares 2,296 6,526 Proceeds from borrowings 4,646,363 2,337,784 Repayment of borrowings (4,443,636) (2,410,218) Lease payments (395) (7,689) Dividends paid (143,840) (143,018) Net Cash Provided by/(Used) in Financing Activities 60,788 (216,615) Net Increase/(Decrease) in Cash Held 41,498 (78,708) Cash at the beginning of the period 1,171,690 1,294,112 Effects of exchange rate changes on the balances of cash held in foreign currencies at the beginning of the financial year 19,273 (710) Cash at End of the Period 2 1,232,461 1,214,694 Notes to the Statement of Cash Flows 1. NON-CASH FINANCING AND INVESTING ACTIVITIES (i) Property, Plant and Equipment During the financial period, the economic entity acquired property, plant and equipment with an aggregate fair value of $2,000 (1996 - $1,466,000) by means of finance leases. These acquisitions are not reflected in the Statement of Cash Flows. (ii) Convertible Bonds No Convertible Bonds were converted n the financial period ended 31 December 1997 (1996 - $3,138) 2. COMPONENTS OF CASH For the purpose of the Statement of Cash Flows, Cash includes cash on hand and in banks and investments in money market instruments, net of outstanding bank overdrafts. Cash, at the end of the period, as shown in the Statement of Cash Flows comprises: 1997 1996 ($'000) ($'000) Cash on hand 3,832 1,744 Cash at bank 200,925 148,133 Short-term deposits 1,043,895 1,110,730 Bank overdrafts (16,191) (45,913) 1,232,461 1,214,694 DIRECTORS' REPORT FOR THE HALF-YEAR ENDED 31 DECEMBER 1997 This Report by the Directors of the Pacific Dunlop Limited (the Company) is made pursuant to Division 6 of Part 3.6 of the Corporations Law for the half-year ended 31 December 1997 and is accompanied by consolidated financial statements for the six months of the economic entity comprising the Company and the entities it controlled from time to time during that period ("economic entity"). The information set out in this report is to be read in conjunction with that apprearing in the attached Half-Yearly Results Announcement and in the Notes to the Accounts which are included in this report. Directors The names of the Directors of the Company in office at the date of this Report and their relevant qualifications, experience and special responsibilities are: * J.T. Ralph (Chairman), AO, Hon LLD (Melb and Qld), FCPA, FAICD Chairman since August 1997 and a Non-Executive Director since 1994. He is Chairman of Foster's Brewing Group Ltd; Deputy Chairman of the Commonwealth Bank of Australia and of Telstra Corporation Limited; a Director of the Broken Hill Proprietary Co Ltd, and of Pioneer International Limited; National President of the Australian Institute of Company Directors; and a Member of the Board of Management of the Melbourne Business School. Resident Melbourne, Age 65. * R.L. Chadwick (Managing Director), FCPA, FAIM, FAICD Managing Director and Chief Executive Officer since July 1996, prior to which he was Managing Director of South Pacific Tyres from 1987 to 1995, and then Group Director of Pacific Industries. Appointed an Executive Director in 1990. Joined the Company in 1970. Resident Melbourne. Age 52. * I.G. Burgess, AO, BSc Non-Executive Director since 1993. Chairman of The Australian Mutual Provident Society and of CSR Limited; and Deputy Chairman of WMC Limited, he is retiring from the Board as at the date of this report. Resident Rydney, Age 66. * A.B. Daniels, OAM Appointed to the Board in March 1997, he was formerly Managing Director of Tubemakers of Australia, Chairman of ANI Ltd anf of the N.S.W. State Government Superannuation Trustees Corporation, he is Director of Pasminco Ltd. ICI Australia Ltd. IBJ Australia Bank Ltd and Capral Aluminium Ltd. Resident Sydney. Age 62. * C.B. Goode, BComm (Hons) (Melbourne), MBA (Columbia, New york), FCPA, FSIA Non-Executive Director since 1987. He is Chairman of Australia and New Zealand Banking Group Limited and of Mercury Asset Management Limited; and a Director of CSR Limited, Queensland Investment Corporation and Woodside Petroleum Limited. Resident Melbourne. Age 59. * R.B. Hershan, BComm (Melbourne), AASA Appointed an Executive Director in 1995. Managing Director of Pacific Brands since 1986. He is a Director of the Melbourne Fashion Festival Ltd, President of the Textile Fashion Industry Association and a Member of the Textiles. Clothing & Footwear Advisory Board. Joined the Company in 1978. Resident Melbourne. Age 50. * M.A. Jackson, MBA (Melbourne) BEcon (Monash), FCA Non-Executive Director since 1992. She is Chairman of Victorian Transport Accident Commission; Director of Australia and New Zealand Banking Group Limited, The Broken Hill Proprietary Co. Limited, Qantas Airways Ltd. and Playbox Malthouse Ltd; Deputy Chairman of the Baker Appeal Committee and a Trustee of the Brain Imaging Research Foundation. Resident Melbourne. Age 44. * R.J. McLean, BEc (Hons), MBA (Columbia, New York) Appointed to the Board on 1 July 1997, Mr. McLean was previously Managing Director of the Australia and New Zealand practice of McKinsy & Co, and Chairman of its Asia-Pacific Council. A Director of the Centre for Independent Studies and of the Benevolent Society of NSW, he is a former Chairman of Earthwatch Australia. Resident Sydney, Age 51. * Professor D.G. Penington, AC, MA, DM, BCh, FRCP, FRACP, FRCPA Non-Executive Director since 1991, and Vice Chancellor of Melbourne University from 1988 to 1995. He is Chairman of Cochlear Limited and of the Co-operative Research Centre for Cell Growth Factors; President of the Museum of Victoria; a Director of Murdoch Institute for Research into Birth Defects, a member of the Ernst & Young Advisory Board and a Principal of Foursight Pty. Ltd. He was Chairman of the Premier's Drug Advisory Council in Victoria from 1995 to 1996. Resident Melbourne. Age 68. * G.G. Spurling, ED, BTech, M Aut E, FIEAUST, FTS Appointed an Executive Director in 1990. President and Chief Executive of GNB Technologies from 1987, when he joined the Company, until 1996, when he became President of Pacific Dunlop Holdings (USA) inc. and the Executive Director responsible for Manufacturing Excellence throughout the Group. A Director of Mayne Nickless Limited and a former President of the Battery Council International, he will retire from the Board and the Company at the end of March 1998. Resident Georgia USA. Age 60. * I.E. Webber, AO, BE, ATS, FCIT, FAIM Non-Executive Director since 1991. A director of Santos Ltd and of WMC Ltd, his is a member of the General Motors Australian Advisory Council and of the Australian Advisory Board of Asea Brown Boveri Pty Ltd. Formerly Chairman of Mayne Nickless Ltd., he was an Associated Commissioner to the Post 2000 Automotive Industry Review. Resident Adelaide, Age 62. The relevant interests of each of those Directors in the share capital of the Company and any related body corporate as notified to the Australian Stock Exchange Limited pursuant to the provisions of section 235 of the Corporations law are: Particualrs of shares held by Directors of the Company as at 12 February 1998: 1 2 3 4 J.T. Ralph 100 60,000 I.G. Burgess 39,964 30,000 R.L. Chadwick 97,790 303,610 220,000 A.B. Daniels 5,000 C.B. Goode 28,600 119,900 50,000 R.B. Hershan 70,866 370,000 M.A. Jackson 56,100 39,400 1,718,900 R.J. McLean 10,000 D.G. Penington 1,000 21,700 40,000 G.G. Spurling 97,000 220,000 I.E. Webber 8,465 58,800 1. Beneficial in own name 2. Beneficial, private company 3. Beneficial, paid to 1 cent 4. Non-Beneficial. The number of Board and Committee meetings held during the period the Director was a member of the Board or Committee and the number of meetings attended during that period are set out below: Attendance at Board and Board Committee Meetings during the half-year ended 31 December 1997 Board Audit Corporate Donations Nomin- Remuner- Conduct ations ation & Evaluat- ion Held Attd Held Attd Held Attd Held Attd Held Attd Held Attd J T Ralph 6 6 -- -- 4 4 I G Burgess 6 6 2 2 -- -- 4 4 R L Chadwick 6 6 2 2 1 1 A B Daniels 6 6 2 2 4 4 C B Goode 6 6 1 1 1 1 4 4 J B Gough 2 2 -- -- 1 1 R B Hershan 6 6 M A Jackson 6 5 1 1 1 1 4 3 J J Kennedy 2 1 1 1 1 - R J McLean 6 6 1 1 4 4 D G Penington 6 6 2 2 1 1 4 4 G G Spurling 6 6 I E Webber 6 5 -- -- 4 4 Mr J J Kennedy retired from the Board on 8 August 1997. Mr J B Gough retired as Chairman and a Director on 22 August 1997. He was succeeded as Chairman on that date by Mr J T Ralph. Held - Indicates the number of meetings held during the period the Director was a Member of the Board and/or Committee. Attd - Indicates the number of meetings attended during the period the Director was a Member of the Board and/or Committee. No meetings of the Nominations Committee were held during this period. In addition, one special Board meeting was held during the perios at which only a quorum was present. Those in attendance were Mr J T Ralph and Ms M A Jackson. Mr R J McLean was appointed a Director on 1 July 1997. Mr I G Burgess is retiring from the Board on 12 February 1998. Mr G G Spurling will retire from the Board and as an executive of the Company at the end of March 1998. Review and Results of Operations A review of the operations of the Group during the half-year ended 31 December 1997 and the results of those operations is contained in the attached review. Significant Changes in the State of Affairs Except as disclosed in the attached Half-Yearly Results Announcement, there were no significant changes in the state of affairs of the Group that occurred during the accounting period. Rounding Pacific Dunlop Limited is a company of the kind referred to in sub-regulation 3.6.05 of the Corporations Regulations and, unless otherwise shown, amounts in the accounts and here after in this Directors' Report have been rounded off to the nearest thousand dollars in accordance with section 311 of the Corporations Law and that sub-regulation. Section 305(12) of the Corporations Law This Report does not relate to an entity's activities, operations or state of affairs during the period throughout which the Company did not control the entity, or to the results of such operations. Other Matters (a) Directors have declared interests in contracts or proposed contracts with the Company by virtue of their association with the companies specified in the statement setting out particulars of the qualifications, experience and special reponsibilities of each Director above. Some of these companies have transactions with the Company in the ordinary course of business. There are no particulars of Directors' interests declared in contracts as described in section 307(1)(c) of the Corporations Law or in accordance with the Articles which are not otherwise disclosed in the Report. (b) No Director of the Company has received or become entitled to receive a benefit such as would be required to be reported pursuant to Section 309 of the Corporations law other than those that will be disclosed in the Notes to the Company's financial statements for the financial year ending 30 June 1998 in accordance with ASC Class Order 97/2348. This Report is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the Directors. J T Ralph Director R L Chadwick Director Dated at Melbourne this 12th day of February 1998 STATEMENT BY DIRECTORS In the opinion of the Directors of Pacific Dunlop Limited the consolidated accounts of the economic entity have been made out in accordance with Divisions 4A and 4B of Part 3.6 of the Corporations Law and so as to give a true and fair view of the profit of the economic entity for the half-year ended 31 December 1997 and the state of affairs of the economic entity as at 31 December 1997. This statement is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the Directors. Chartered Accountants INDEPENDENT REVIEW REPORT TO THE MEMBERS OF PACIFIC DUNLOP LIMITED Scope We have reviewed the consolidated financial statements of Pacific Dunlop Limited for the half-year ended 31 December 1997, consisting of the profit and loss account, balance sheet, statement of cash flows, accompanying notes and the statement by directors. The half-year consolidated financial statements are the consolidated accounts of the economic entity comprising the company and the entities it controlled. The company's directors are responsible for the preparation and presentation of the half-year consolidated financial statements and the information contained therein. The half-year consolidated financial statements have been prepared for lodgement with the Australian Securities Commission in accordance with section 317A(1) of the Corporations Law. We have performed the review of the half-year consolidated financial statements in order to enable us to state whether, on the basis of procedures which do not provide all the evidence that would be required in an audit, anything has come to our attention that causes us to believe that the half-year consolidated financial statements are not presented fairly in accordance with Accounting Standard AASB 1029 "Half-Year Accounts and Consolidated Accounts", other mandatory professional reporting requirements (Urgent Issues Group Consensus Views) and statutory requirements. Our review has been conducted in accordance with Australian Auditing Standards applicable to review engagements. A review is limited primarily to inquiries of company personnel and anlytical procedures applied to the financial data. Our review has not involved a study and evaluation of internal accounting controls, tests of acounting records or tests of responses to inquiries by obtaining corroborative evidence from inspection, observation or confirmatioin. The procedures conducted do not provide all the evidence that would be required in an audit, thus the level of assurance provided is less than given in an audit. We have not performed an audit and, accordingly, we do not express an audit opinion Statement Based on our review, which is not an audit, nothing has come to our attention that causes us to believe that the consolidated financial statements of Pacific Dunlop Limited and its controlled entities for the half-year ended 31 December, 1997 are not properly drawn up: (a) so as to give a true and fair view of: i) the state of affairs of the economic entity at 31 December 1997, and the results and cash flows of the economic entity for the half-year ended on that date; and ii) the other matters required by Divisiions 4,4A and 4B of Part 3.6 of the Corporations Law to be dealt with in the half-year consolidated financial statements; (b) in accordance with the provisions of the Corporations Law, and (c) in accordance with Accounting Standard AASB 1029 "Half-Year Accounts and Consolidated Accounts" and other mandatory professional reporting requirements. KPMG Chartered Accounts END IRCAUONKWWKUARR
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