Listed Company Information
 

SAM WOO<02322> - Results Announcement

Sam Woo Holdings Limited announced on 21/11/2006:
(stock code: 02322 )
Year end date: 31/03/2007
Currency: HKD
Auditors' Report: N/A
Interim report reviewed by: Audit Committee

                                                        (Unaudited )
                                     (Unaudited )       Last
                                     Current            Corresponding
                                     Period             Period
                                     from 01/04/2006    from 01/04/2005
                                     to 30/09/2006      to 30/09/2005
                               Note  ('000      )       ('000      )
Turnover                           : 74,779             28,482            
Profit/(Loss) from Operations   II : 22,438             1,604             
Finance cost                       : (6,124)            (5,892)           
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       : 16,314             (4,288)           
% Change over Last Period          : N/A       %
EPS/(LPS)-Basic (in dollars)       : 0.0549             (0.0131)          
         -Diluted (in dollars)     : N/A                N/A               
Extraordinary (ETD) Gain/(Loss)    : N/A                N/A               
Profit/(Loss) after ETD Items      : 16,314             (4,288)           
Interim Dividend                   : N/A                N/A
  per Share                                              
(Specify if with other             : N/A                N/A
  options)                                               
                                                         
B/C Dates for 
  Interim Dividend                 : N/A   
Payable Date                       : N/A
B/C Dates for (-)            
  General Meeting                  : N/A   
Other Distribution for             : N/A
  Current Period                     
                                     
B/C Dates for Other 
  Distribution                     : N/A   

Remarks:

I       Basis of preparation

These unaudited condensed consolidated financial statements have been 
prepared under the historical cost convention and in accordance with Hong 
Kong Accounting Standard ("HKAS") 34 "Interim Financial Reporting" issued 
by the Hong Kong Institute of Certified Public Accountants ("HKICPA") and 
the disclosure requirements of Appendix 16 to the Rules Governing the 
Listing of Securities (the "Listing Rules") on The Stock Exchange of Hong 
Kong Limited.  

These condensed consolidated financial statements should be read in 
conjunction with the 2006 annual financial statements.

The Group had not appointed the auditors to carry out any review of the 
interim financial statements for the six months ended 30 September 2006 in 
accordance with SAS 700.

The accounting policies and methods of computation used in the preparation 
of these condensed consolidated financial information are consistent with 
those used in the annual financial statements for the year ended 31 March 
2006 except as described below.

(i)     The adoption of Hong Kong Financial Reporting Standards

In the current period, the Group has applied for the first time, a number 
of new standards, amendments and interpretations (hereinafter collectively 
referred to as "new HKFRSs") issued by the HKICPA that are effective for 
accounting periods beginning on or after 1 January 2006.  The application 
of these new HKFRSs did not have any material impact on the results of 
operations and financial position of the Group.

Certain new standards, amendments and interpretations to existing 
standards have been published that are mandatory for accounting periods 
beginning on or after 1 May 2006 or later periods.  The Group has not 
early adopted these new standards, amendments and interpretations for the 
period ended 30 September 2006.  The Group has already commenced an 
assessment of their impact but not yet in a position to state whether 
these changes would have a significant impact on its results of operations 
and financial position.


Application of merger accounting

The Group applied the Accounting Guideline No. 5 - "Merger Accounting for 
Common Control Combination", using the principles of merger accounting to 
account for the acquisition of Master View Co., Ltd ("Master View") which 
was completed on 15 March 2006. 

The acquisition is a combination of businesses under common control since 
Mr. Lau Chun Ming is the substantial shareholder of both the Group and 
Master View. As a result, the Group accounted for the acquisition in a 
manner similar to a uniting of interests, whereby the assets and 
liabilities acquired are accounted for at historical cost to the Group. 
The consolidated financial statements have been restated to give effect to 
the acquisition with all periods presented as if the operations of the 
Group and Master View have always been combined. The difference between 
the purchase consideration and the issued share capital of Master View of 
HK$7 has been adjusted against equity.

The effect of adopting merger accounting to account for the acquisition of 
Master View to the consolidated income statement for the period is as 
follows:

The condensed consolidated income statement for the period ended 30 
September 2006:

        The Group       Master View     Adjustments     Consolidated
        HK$ '000        HK$ '000        HK$ '000        HK$ '000
Profit attributable to equity holders of the Group      
        932             15,545          -               16,477
        ==========================================================
 
The condensed consolidated income statement for the period ended 30 
September 2005:

        The Group       Master View     Adjustments     Consolidated
        HK$ '000        HK$ '000        HK$ '000        HK$ '000

Profit /(loss) attributable to equity holders of the Group      
        2,571           (6,509)         -               (3,938)
        ===========================================================


II      Profit/(Loss) from Operations

                                                Unaudited
                                                Six months ended
                                                30 September
                                                2006    2005
                                                HK$'000 HK$'000

        Operating profit is stated after charging:              
                        
        Cost of inventories sold                1,900   3,236
        Staff costs, excluding directors' emoluments    
                                                3,290   6,491
        Auditors' remuneration                      -     100
        Depreciation            
         Owned plant and equipment              8,344   9,976
         Leased plant and equipment               872   2,359
        Operating lease rentals in respect of land and buildings        
                                                1,715   1,723
        Vessel hiring expenses                  2,100   2,100
                                                ===============


III     Earnings/(loss) per share

Basic earnings per share is calculated by dividing the consolidated profit 
attributable to equity holders of the Company of approximately HK$16,477,
000 (2005: loss of approximately HK$3,938,000) by 300,000,000 (2005: 300,
000,000) ordinary shares in issue during the period.

The exercise of share options would have no dilutive effect on the 
earnings/(loss) per share for the periods ended 30 September 2006 and 30 
September 2005.