09:19 MITSUMARU HOLD<02358> - Results Announcement (1) Mitsumaru East Kit (Holdings) Limited announced on 27/04/2005: (stock code: 02358 ) Year end date: 31/12/2004 Currency: HKD Auditors' Report: Unqualified (Audited ) (Audited ) Last Current Corresponding Period Period from 01/01/2004 from 01/01/2003 to 31/12/2004 to 31/12/2003 Note ('000 ) ('000 ) Turnover : 618,413 624,057 Profit/(Loss) from Operations : 12,006 74,522 Finance cost : (4,506) (3,581) Share of Profit/(Loss) of Associates : N/A N/A Share of Profit/(Loss) of Jointly Controlled Entities : N/A N/A Profit/(Loss) after Tax & MI : 10,007 64,732 % Change over Last Period : -84.5 % EPS/(LPS)-Basic (in dollars) : 0.0289 0.2160 -Diluted (in dollars) : 0.0288 N/A Extraordinary (ETD) Gain/(Loss) : N/A N/A Profit/(Loss) after ETD Items : 10,007 64,732 Final Dividend : $0.0075 NIL per Share (Specify if with other : N/A N/A options) B/C Dates for Final Dividend : 23/05/2005 to 31/05/2005 bdi. Payable Date : 15/06/2005 B/C Dates for Annual General Meeting : 23/05/2005 to 31/05/2005 bdi. Other Distribution for : N/A Current Period B/C Dates for Other Distribution : N/A Remarks: 1. GROUP REORGANISATION AND BASIS OF PRESENTATION AND CONSOLIDATION Group reorganisation The Company was incorporated as an exempted company with limited liability in the Cayman Islands on 30 January 2004 under the Companies Law, Cap.22 (Law 3 of 1961, as consolidated and revised) of the Cayman Islands. Pursuant to a reorganisation scheme (the "Group Reorganisation") to rationalise the structure of the Group in preparation for the listing of the Company's shares on the Main Board of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") on 15 July 2004, the Company became the holding company of the companies now comprising the Group on 22 June 2004. This was accomplished by acquiring the entire issued share capital of Mitsumaru East Kit (Group) Limited (the "Mitsumaru EK Group"), which is in consideration of and in exchange for (i) the crediting as fully paid at par the 10 nil paid shares in the issued share capital of the Company held by Z-Idea Company Limited ("Z-Idea"), Good Day International Limited (" Good Day"), and T-Square Company Limited ("T-Square"); and (ii) the allotment and issue by the Company an aggregate of 99,990 shares of HK$0. 10 each, credited as fully paid, to Z-Idea, Good Day and T-Square in proportion to their respective shareholding in the Mitsumaru EK Group. Further details of the Group Reorganisation are set out in the Company's prospectus dated 30 June 2004. On 15 July 2004, the Company completed its initial public offering and the shares of the Company were listed on the Main Board of the Stock Exchange on the same date. Basis of presentation and consolidation The consolidated financial statements have been prepared using the merger basis of accounting as a result of the completion of the Group Reorganisation. On this basis, the Company has been treated as the holding company of its subsidiaries for the financial years presented, rather than from the date of its acquisition of subsidiaries on 22 June 2004. Accordingly, the consolidated financial statements of the Group for the years ended 31 December 2003 and 2004 include the results of the Company and its subsidiaries with effect from 1 January 2003 or since their respective dates of incorporation, where this is a shorter period. The comparative combined balance sheet as at 31 December 2003 has been prepared on the basis as if the Group had been in existence at that date.