YELLOW PAGES SINGAPORE LIMITED Co Reg No AND ITS

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YELLOW PAGES SINGAPORE LIMITED Co Reg No AND ITS Powered By Docstoc
					YELLOW PAGES (SINGAPORE) LIMITED
(Co. Reg. No. 200304719G)
AND ITS SUBSIDIARIES



SGXNET ANNOUNCEMENT
UNAUDITED FINANCIAL INFORMATION
For the financial year ended 31 March 2006
PART I - INFORMATION REQUIRED FOR ANNOUNCEMENT OF QUARTERLY (Q1, Q2 & Q3),
        HALF YEAR AND FULL YEAR RESULTS

(1)(a)(i) Consolidated income statement, together with a comparative statement for the
          corresponding period of the immediately preceding financial year.

                                                                      FY2005/06      FY2004/05       Change
                                                                         S$             S$             %


           Revenue                                                     58,062,340     61,316,966        -5.3

           Other gains (net)                                            1,652,424      2,076,690       -20.4

           Printing and material costs                                (10,317,453)    (8,995,635)       14.7
           Employee benefits                                          (15,718,913)   (15,179,931)        3.6
           Finance expenses                                            (5,634,865)   (16,249,753)      -65.3
           Administrative expenses                                     (4,168,152)    (3,336,539)       24.9
           Selling expenses                                            (2,387,503)    (1,507,813)       58.3
           Other expenses                                              (1,984,105)    (1,987,017)       -0.1
           Depreciation                                                (1,458,704)    (1,352,972)        7.8
           Amortisation                                                (1,060,749)    (1,158,606)       -8.4
           Total expenses                                             (42,730,444)   (49,768,266)      -14.1

           Share of results of associated companies                       814,085       (591,971)      N.M.

           Profit before income tax                                    17,798,405     13,033,419        36.6


           Income tax expense                                          (3,280,751)    (2,814,393)       16.6

           Total profit                                                14,517,654     10,219,026        42.1



1(a)(ii)   Other income including interest income                        1,652,424      2,076,690      -20.4
           Interest on borrowings                                      (5,624,368)   (16,168,664)      -65.2
           Write-back of provision for impairment of receivables           102,769          23,667        @
           Foreign exchange loss                                         (248,973)        (58,548)        @
           Gain/(loss) on disposal of property, plant and equipment         14,160           (844)     N.M.

           N.M. - Not meaningful
           @ - Denotes change % exceeding 300%




                                                            1
(1)(b)(i) Balance sheet (for the issuer and group), together with a comparative statement as at the
          end of the immediately preceding financial year.
                                                             Group                         Company
                                                    Mar-06           Mar-05       Mar-06        Mar-05
                                                      S$              S$            S$               S$
        ASSETS
        Current assets
        Cash and cash equivalents                30,883,642      36,622,170       30,358,178    36,173,740
        Trade and other receivables              16,945,668      18,622,117       16,270,701    17,706,011
        Inventories                               6,812,414       6,980,688        6,057,294     6,083,389
        Derivative financial instruments             19,728               -           19,728             -
        Other current assets                        625,610         710,030          561,861       616,102
        Due from subsidiaries                             -               -        1,132,145     1,266,480
        Due from associated companies                24,340          13,072            4,517         2,773
                                                 55,311,402      62,948,077       54,404,424    61,848,495
        Non-current assets
        Other receivables                             4,276           5,840            3,762         5,840
        Other non-current assets                    172,779         172,477          147,733       147,733
        Due from subsidiaries                             -               -        1,077,793     1,199,708
        Investment in a subsidiary                        -               -          357,938       357,938
        Investments in associated companies       2,382,127       1,835,803        1,954,809     1,954,809
        Property, plant and equipment            19,294,082      19,932,983       17,492,383    18,125,966
        Intangible assets                       174,355,931     175,095,129      173,603,150   174,342,348
        Deferred income tax assets                  889,432       1,635,167          429,488     1,109,117
                                                197,098,627     198,677,399      195,067,056   197,243,459

        Total assets                            252,410,029     261,625,476      249,471,480   259,091,954


        LIABILITIES
        Current liabilities
        Trade and other payables                    5,364,266        5,365,187     5,064,732     4,992,693
        Advance receipts and billings               4,735,979        4,655,611     4,210,559     3,769,353
        Due to associated companies                    67,183           84,006        67,183        81,509
        Derivative financial instruments               51,400                -        51,400             -
        Current income tax liabilities              3,124,433        4,210,714     3,127,233     4,169,633
                                                 13,343,261      14,315,518       12,521,107    13,013,188
        Non-current liabilities
        Borrowings                              129,401,962     129,231,094      129,401,962   129,231,094
        Derivative financial instruments          1,311,884               -        1,311,884             -
                                                130,713,846     129,231,094      130,713,846   129,231,094


        Total liabilities                       144,057,107     143,546,612      143,234,953   142,244,282


        Net assets                              108,352,922     118,078,864      106,236,527   116,847,672


        SHAREHOLDERS' EQUITY
        Share capital and share premium          96,688,469      96,688,469      96,688,469     96,688,469
        Share option reserve                         225,281         62,848          225,281        62,848
        Cash flow hedge reserve                  (1,508,165)              -      (1,508,165)             -
        Translation reserve                         (76,990)          1,367                -             -
        Retained earnings                        13,024,327      21,326,180      10,830,942     20,096,355
                                                108,352,922     118,078,864      106,236,527   116,847,672

                                                2
(1)(b)(ii) In relation to the aggregate amount of the group’s borrowings and debt securities.

                                                                        Mar-06           Mar-05
                                                                          S$               S$


         Amount repayable after one year
         Bonds (unsecured)                                            129,401,962      129,231,094
                                                                      129,401,962      129,231,094

         The unsecured fixed rate bonds, which were issued and listed on the Singapore Exchange
         Securities Trading Limited on 30 September 2004, will mature on 30 September 2009.




                                                  3
(1)(c)     Consolidated cash flow statement, together with a comparative statement for the
           corresponding period of the immediately preceding financial year.

                                                                         FY2005/06       FY2004/05
                                                                            S$              S$
         Cash flows from operating activities
         Total profit                                                     14,517,654       10,219,026
         Adjustments for :
          Tax                                                              3,280,751         2,814,393
          Share of results of associated companies                          (814,085)         591,971
          Depreciation of property, plant and equipment                    1,458,704        1,352,972
          (Gain)/loss on disposal of property, plant and equipment           (14,160)              844
          Amortisation of intangible assets                                1,060,749        1,158,606
          Gain from termination of interest rate swap                                -     (1,100,000)
          Interest income                                                   (706,030)        (122,548)
          Interest expense                                                 5,624,368       16,168,664
          Share option expense                                               162,433            62,848
          Unrealised translation (gains)/losses                               (7,064)           36,201
         Operating cash flows before working capital changes              24,563,320       31,182,977

         Change in operating assets and liabilities
          Inventories                                                        168,274       (1,003,394)
          Receivables                                                      4,405,986        6,016,737
          Advance receipts and billings                                       80,368        1,129,824
          Payables                                                          (186,451)        (563,617)
         Cash generated from operations                                   29,031,497       36,762,527

         Income tax paid                                                  (4,107,576)      (2,888,996)
         Net cash provided by operating activities                        24,923,921       33,873,531

         Cash flows from investing activities
         Purchase of property, plant and equipment                          (798,893)        (351,539)
         Purchase of intangible assets                                      (321,551)        (249,037)
         Proceeds from disposal of property, plant and equipment               14,210            3,464
         Interest received                                                    702,382           78,902
         Dividend received from an associated company                         186,675          177,279
         Net cash used in investing activities                              (217,177)        (340,931)

         Cash flows from financing activities
         Payment for deferred financing costs                                       -         (854,317)
         Repayment of bank term loan                                                -    (130,900,000)
         Proceeds from termination of interest rate swap                            -         1,100,000
         Interest paid                                                    (5,453,500)     (16,295,923)
         Repayment of loan from holding corporation                                 -     (83,000,000)
         Proceeds from issue of shares net of paid capitalised costs                -       91,688,469
         Proceeds from issue of bonds                                               -      130,000,000
         Dividends paid                                                  (24,974,270)                 -
         Net cash used in financing activities                           (30,427,770)       (8,261,771)

         Net (decrease)/increase in cash and cash equivalents             (5,721,026)      25,270,829
         Cash and cash equivalents at beginning of the financial year     36,622,170       11,359,202
         Effects of exchange rate changes on cash and cash equivalents       (17,502)          (7,861)
         Cash and cash equivalents at end of the financial year           30,883,642       36,622,170




                                                               4
(1)(d)(i) Statement of all changes in equity (for the issuer and group), together with a comparative
          statement for the corresponding period of the immediately preceding financial year.

                                              Share
                                              capital        Share        Cash flow
                                            and share        option         hedge   Translation    Retained
        The Group                            premium        reserve        reserve    reserve      earnings        Total
                                                S$            S$             S$         S$            S$            S$
        Balance at 1 April 2005
        - As previously reported            96,688,469                -             -     1,367     21,389,028 118,078,864
        - Effect of changes in
           accounting policies
          • Adjusted retrospectively                 -        62,848           -              -        (62,848)          -
                                            96,688,469        62,848           -          1,367     21,326,180 118,078,864
          • Adjusted prospectively                   -             - (1,565,801)              -      2,154,763     588,962
        - As restated                       96,688,469        62,848 (1,565,801)          1,367     23,480,943 118,667,826

        Cash flow hedges                                -             -       57,636           -              -       57,636
        Currency translation differences                -             -            -    (78,357)              -     (78,357)
        Net gain/(loss) recognised
         directly in equity                             -             -       57,636    (78,357)              -      (20,721)

        Net profit for the financial year               -             -             -          -    14,517,654    14,517,654
        Total gain/(loss) recognised
         for the financial year                         -             -       57,636    (78,357)    14,517,654    14,496,933

        Employee share option
          scheme:
        - Value of employee services                    -    162,433                -          -              -      162,433

        Dividend paid                                   -             -             -          -   (24,974,270) (24,974,270)

        Balance at 31 March 2006            96,688,469       225,281 (1,508,165)        (76,990)    13,024,327 108,352,922



        Balance at 1 April 2004              5,000,000                -             -     2,779     11,107,154    16,109,933

        Currency translation differences                -             -             -    (1,412)              -       (1,412)
        Net loss recognised directly
         in equity                                      -             -             -    (1,412)              -       (1,412)

        Net profit for the financial year
        - As previously reported                        -             -             -          -    10,281,874    10,281,874
        - Effect of changes in
           accounting policies
          • Adjusted retrospectively                    -             -             -          -       (62,848)      (62,848)
        - As restated                                   -             -             -          -    10,219,026    10,219,026
        Total (loss)/gain recognised
                                                        -             -             -    (1,412)    10,219,026    10,217,614
           for the financial year

        Employee share option
          scheme:
        - Value of employee services                    -     62,848                -          -              -       62,848

        Issue of share capital              96,387,900                -             -          -              -   96,387,900

        Expenses of share issue             (4,699,431)               -             -          -              -   (4,699,431)

        Balance at 31 March 2005            96,688,469        62,848                -     1,367     21,326,180 118,078,864

                                                             5
                                      Share
                                     capital         Share        Cash flow
                                    and share        option         hedge         Retained
The Company                         premium         reserve        reserve        earnings         Total
                                       S$             S$             S$              S$             S$
Balance at 1 April 2005
- As previously reported            96,688,469                -               -    20,159,203    116,847,672
- Effect of changes in
   accounting policies
  • Adjusted retrospectively                 -           62,848             -         (62,848)             -
                                    96,688,469           62,848             -      20,096,355    116,847,672
 • Adjusted prospectively                    -                -   (1,565,801)       2,154,763        588,962
- As restated                       96,688,469           62,848   (1,565,801)      22,251,118    117,436,634

Cash flow hedges                                -             -       57,636                 -        57,636
Net gain recognised directly
 in equity                                      -             -       57,636                 -        57,636

Net profit for the financial year               -             -               -    13,554,094     13,554,094
Total gain recognised for
 the financial year                             -             -       57,636       13,554,094     13,611,730

Employee share option
  scheme:
- Value of employee services                    -       162,433               -              -       162,433

Dividend paid                                   -             -               -   (24,974,270) (24,974,270)

Balance at 31 March 2006            96,688,469          225,281   (1,508,165)      10,830,942    106,236,527



Balance at 1 April 2004              5,000,000                -               -     9,754,300     14,754,300

Net profit for the financial year
- As previously reported                        -             -               -    10,404,903     10,404,903
- Effect of changes in
  accounting policies
  • Adjusted retrospectively                    -             -               -       (62,848)       (62,848)
- As restated                                   -             -               -    10,342,055     10,342,055
Total gain recognised for
   the financial year                           -             -               -    10,342,055     10,342,055

Employee share option
  scheme:
- Value of employee services                    -        62,848               -              -        62,848

Issue of share capital              96,387,900                -               -              -    96,387,900

Expenses of share issue             (4,699,431)               -               -              -   (4,699,431)

Balance at 31 March 2005            96,688,469           62,848               -    20,096,355    116,847,672




                                                    6
(1)(d)(ii)   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 also the number of
             shares that may be issued on conversion of all the outstanding convertibles 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.

             As at 31 March 2006, the Company’s share capital was S$96,688,469 comprising 158,065,000
             (31 December 2005: 158,065,000) ordinary shares.

             As at 31 March 2006, there were unexercised options to subscribe for 1,264,103 (31 March
             2005: 1,264,103) ordinary shares with an exercise price of S$1.66 per ordinary share under the
             Yellow Pages Share Option Scheme.

             The Company did not issue any shares or share options during the year ended 31 March 2006.


(2)    Whether the figures have been audited or reviewed and in accordance with which auditing
       standard or practice.

       The figures have not been audited but have been reviewed by PricewaterhouseCoopers in
       accordance with the Singapore Statement of Auditing Practice 11 - Review of Interim Financial
       Information.




                                                      7
(3)   Where the figures have been audited or reviewed, the auditors’ report (including any
      qualifications or emphasis of a matter).

      The Board of Directors
      Yellow Pages (Singapore) Limited
      1 Lorong 2 Toa Payoh
      Yellow Pages Building
      Singapore 319637

      29 May 2006

      Our ref : ASR2C/02518980-A000/GU/TSO(14)

      Dear Sirs

      YELLOW PAGES (SINGAPORE) LIMITED AND ITS SUBSIDIARIES
      REVIEW OF FINANCIAL INFORMATION
      FOR THE FINANCIAL YEAR ENDED 31 MARCH 2006

      We have performed a review on certain financial information of Yellow Pages (Singapore) Limited (the
      “Company”) and its subsidiaries (the “Group”) as at 31 March 2006 and for the financial year ended
      31 March 2006. Such financial information has been prepared by the Company for announcement on
      the Singapore Exchange.

      Appendix 7.2 of the Singapore Exchange Securities Trading Limited Listing Manual (the “Listing
      Manual”) requires the preparation of financial information to be in compliance with the relevant
      provisions thereof. The accompanying financial information comprises the balance sheet of the
      Company and the consolidated balance sheet of the Group as at 31 March 2006, and the related
      income statements, changes in equity and consolidated cash flows for the financial year then ended.
      The financial information reviewed by us is restricted to that as set out in paragraph 1 of this
      announcement. The financial information is the responsibility of, and has been approved by the
      directors. Our responsibility is to issue a report solely for the use of the directors on the financial
      information based on our review.

      We conducted our review in accordance with the Singapore Statement of Auditing Practice 11,
      Review of Interim Financial Information. A review of financial information consists principally of
      applying analytical review procedures to financial data and making inquiries of, and having
      discussions with, persons responsible for financial and accounting matters. It is substantially less in
      scope than an audit in accordance with Singapore Standards on Auditing and does not provide
      assurance that we would become aware of any or all significant matters that might be identified in an
      audit. We have not completed our audit and, accordingly, we do not express an audit opinion.

      Based on our review, nothing has come to our attention that causes us to believe that there are any
      material modifications that need to be made to the accompanying financial information for it to be in
      accordance with Appendix 7.2 of the Listing Manual.


      Yours faithfully



      PricewaterhouseCoopers
      Certified Public Accountants
      Singapore




                                                     8
(4)   Whether the same accounting policies and methods of computation as in the issuer’s most
      recently audited annual financial statements have been applied.

      The accounting policies and methods of computation used are consistent with those used in the most
      recently audited annual financial statements except as disclosed in paragraph 5 below.


(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.

      Changes in accounting policies

      In FY2005/06, the Group and the Company adopted the Financial Reporting Standards (FRS) below.
      The FY2004/05 comparatives have been amended where as required, in accordance with the relevant
      transitional provisions in the respective FRS.

      FRS 1 (revised) Presentation of Financial Statements
      FRS 2 (revised) Inventories
      FRS 8 (revised) Accounting Policies, Changes in Accounting Estimates and Errors
      FRS 10 (revised) Events after the Balance Sheet Date
      FRS 16 (revised) Property, Plant and Equipment
      FRS 17 (revised) Leases
      FRS 21 (revised) The Effects of Changes in Foreign Exchange Rates
      FRS 24 (revised) Related Party Disclosures
      FRS 27 (revised) Consolidated and Separate Financial Statements
      FRS 28 (revised) Investments in Associates
      FRS 32 (revised) Financial Instruments: Disclosure and Presentation
      FRS 33 (revised) Earnings per Share
      FRS 39 (revised) Financial Instruments: Recognition and Measurement
      FRS 102 Share-based Payments

      The adoption of the above FRS did not result in changes to the Group’s and Company’s accounting
      policies except as discussed below :

      I Effect of changes to the financial statements

      The Group – FY2005/06
                                                                    Increase / (Decrease)
                                                             FRS 39
                                                            (revised)          FRS 102         TOTAL
                                                              S$’000             S$’000        S$’000
       Description of change                               Note II (a)       Note II (b)

       Consolidated balance sheet items at
       31 March 2006

       Cash and cash equivalents                                 (59)                   -         (59)
       Trade and other receivables                             4,127                    -        4,127
       Inventories                                               (26)                   -         (26)
       Investments in associated companies                       (21)                   -         (21)
       Derivative financial instruments
        (current assets)                                          20                    -           20
       Deferred income tax assets                               (492)                   -        (492)
       Derivative financial instruments
        (current liabilities)                                     51                    -           51
       Current income tax liabilities                            330                    -         330

                                                   9
The Group – FY2005/06
                                                          Increase / (Decrease)
                                                   FRS 39
                                                  (revised)          FRS 102      TOTAL
                                                    S$’000             S$’000     S$’000
 Description of change                           Note II (a)       Note II (b)

 Consolidated balance sheet items at
 31 March 2006

 Derivative financial instruments
  (non-current liabilities)                          1,312                 -       1,312
 Share option reserve                                    -              225          225
 Cash flow hedge reserve                           (1,508)                 -      (1,508)
 Retained earnings                                   3,364             (225)       3,139

 Consolidated income statement items
 for the year ended 31 March 2006

 Other gains (net)                                    (92)                 -         (92)
 Employee benefits – share option expense                -              162          162
 Selling expenses                                  (1,652)                 -      (1,652)
 Share of results of associated companies             (21)                 -         (21)
 Income tax expense                                    330                 -         330
 Total profit                                        1,209             (162)       1,047
 Basic earnings per share (cents)                     0.76            (0.10)        0.66
 Diluted earnings per share (cents)                   0.76            (0.10)        0.66


The Group – FY2004/05
                                                          Increase / (Decrease)
                                                   FRS 39
                                                  (revised)          FRS 102      TOTAL
                                                    S$’000             S$’000     S$’000
 Description of change                           Note II (a)       Note II (b)

 Consolidated balance sheet items at
 31 March 2005

 Share option reserve                                    -               63           63
 Retained earnings                                       -              (63)         (63)

 Consolidated income statement items
 for the year ended 31 March 2005

 Employee benefits – share option expense                -               63           63
 Total profit                                            -              (63)         (63)
 Basic earnings per share (cents)                        -            (0.05)       (0.05)
 Diluted earnings per share (cents)                      -            (0.05)       (0.05)



                                            10
II    Description of changes

(a)   FRS 39 (revised) has affected:
      (i)     Classification and consequential accounting of financial assets and financial liabilities
              FRS 39 requires all financial assets and liabilities to be classified into appropriate
              categories at initial recognition and re-evaluate this designation at every reporting date.
              The classification depends on the purpose for which the financial asset or liabilities were
              acquired or incurred. The categories and the respective subsequent measurement rules
              are as follows:

              •   Loans and receivables

                  These include the Group’s trade and other receivables. They are initially recognised at
                  its fair value plus transaction costs and subsequently accounted for at amortised cost
                  using the effective interest method, less impairment (see note (ii) below).

                  Previously, the Group’s trade and other receivables were stated at the gross proceeds
                  receivable less an allowance for doubtful receivable.

              •   Other financial liabilities

                  These are financial liabilities that are not held for trading nor designated as fair value
                  through profit or loss. These include the Group’s trade and other payables and
                  borrowings. They are initially recognised at its fair value less transaction costs and
                  subsequently accounted for at amortised cost using the effective interest method.

                  Previously, trade and other payables were stated at cost.

      (ii)    Impairment and uncollectibility of financial assets
              FRS 39 (revised) requires the Group to assess at each balance sheet date if there is any
              objective evidence that a financial asset or a group of financial assets is impaired.
              Impairment of trade receivables is established when there is objective evidence that the
              Group will not be able to collect all amounts due according to the original terms of receivables.
              The impairment charge is the difference between the asset’s carrying amount and the present
              value of estimated future cash flows, discounted at the effective interest rate. The impairment
              charge is recognised in the income statement.
              Previously, the Group maintained a general provision against its trade and other receivables
              for risks that are not specifically identified to any customer.

      (iii)   Fair values of financial assets and liabilities

              At each balance sheet date, the Group establishes the fair values of unquoted financial assets
              and liabilities by using valuation techniques. These include the use of recent arm’s length
              transactions, reference to other instruments that are substantially the same, discounted cash
              flow analysis, and option pricing models refined to reflect the issuer’s specific circumstances.

              Previously, fair values of unquoted financial assets and liabilities were measured at cost.




                                                      11
      (iv)    Accounting for derivative financial instruments and hedging activities

              FRS 39 (revised) requires derivatives to be initially recognised at fair value on the date the
              derivative contract is entered into and are subsequently re-measured at fair value. If hedge
              accounting is applied, the resulting gain or loss can be matched with offsetting loss or gain of
              the hedged item for fair value hedges or deferred for cash flow hedges. The Group
              designates certain derivatives as hedges of highly probable forecast transactions (cash flow
              hedges).

              FRS 39 (revised) also sets out certain conditions in which hedge accounting can be applied.
              If the conditions are not met, hedge accounting cannot be applied and changes in the fair
              value of any derivative instruments that do not qualify for hedge accounting are recognised in
              the income statement.
              The following is the accounting treatment of the cash flow hedge entered into by the Group:

              The effective portion of changes in the fair value of derivatives that are designated and
              qualify as cash flow hedges are recognised in equity. The gain or loss relating to the
              ineffective portion is recognised immediately in the income statement. Amounts
              accumulated in equity are recycled in the income statement in the periods when the hedged
              item will affect profit or loss.

              The Group has entered into foreign currency forward contracts to hedge anticipated
              purchases. The contracts entitle the Group to receive fixed amount of foreign currency at
              each settlement date and pay at a fixed exchange rate on contractual amount in local
              currency to meet its contractual commitment, thus eliminates any potential adverse effects
              of the financial markets on the Group’s financial performance. Prior to the adoption of FRS
              39 (revised), the fair value gain or loss arising from derivatives entered into for hedging
              purposes were not accounted for and the difference between the contractual exchange rate
              and spot exchange rate was not recognised in the income statement in the period it arises.

(b)   FRS 102 has resulted in a change in the accounting policy for share-based payments. The Group’s
      Employee Share Option Plan (ESOP) is an equity-settled, share-based compensation plan. FRS 102
      requires the Group and the Company to recognise an expense in the income statement with a
      corresponding increase in equity for share options granted under the ESOP after 22 November
      2002 and not vested by 1 January 2005. The total amount to be recognised as an expense in the
      income statement is determined by reference to the fair value of the options at the date of the grant
      and the number of options to be vested by vesting date. At every balance sheet date, the Group
      revises its estimates of the number of options that are expected to vest by the vesting date. Any
      revision of this estimate is included in the income statement and a corresponding adjustment to
      equity over the remaining vesting period.

      Previously, the provision of share options to employees did not result in any charge in the income
      statement.




                                                    12
(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.

                                                                                    The Group
                                                                              FY2005/06    FY2004/05

       Based on weighted average number of
       ordinary shares in issue (cents)                                           9.18           8.66

       On a fully diluted basis (cents)                                           9.18           8.66


(7)   Net asset value (for the issuer and group) per ordinary share based on issued share capital of the
      issuer at the end of the current financial period reported on; and immediately preceding financial
      year.

                                                           The Group                   The Company
                                                      Mar-06       Mar-05          Mar-06      Mar-05

      Net asset value per ordinary share
      based on issued share capital of the
      Company at the end of the financial
      year (cents)                                    68.55          74.70          67.21          73.92


(8)   Review of the performance of the group.

      Year Ended 31 March 2006

      For the year ended 31 March 2006, the Group’s revenue of S$58.1M was 5.3% lower than last year.
      The lower revenue was attributable mainly to the 2005/06 edition of the Singapore Phone Directories
      (2005/06 SPD) which experienced a 10% revenue decline. This was partially offset by higher revenue
      from Internet Yellow Pages (IYP) and the recognition of the remaining revenue from the 2005 edition
      of (i) the Singapore Infocomm Directory (SID) and (ii) two Malaysia publications, namely Visitors’
      Guide to Malaysia (VGM) and SMI Business Directory (SMI), as the distribution of these publications
      which started in Q4 FY2004/05 continued into FY2005/06.

      The number of unique advertisers for 2005/06 SPD of 11,583 was higher than the previous edition’s
      11,154. Improvement was registered in the advertiser retention rate as well as the new advertiser
      acquisition rate, both at their highest levels since the 1997/98 edition. However, the average revenue
      per unique advertiser (ARPA) for 2005/06 SPD was lower and this negated the effect of the higher
      number of advertisers, resulting in the overall lower SPD revenue. ARPA for 2005/06 SPD was
      S$4,452 as compared to the S$5,144 achieved for the 2004/05 edition. The lower ARPA was due
      mainly to some high-spending advertisers cutting back on their advertising budget.

      Revenue from IYP, which accounted for about 2.7% of the Group’s revenue, doubled year-on-year.

      Notwithstanding a rise in interest income and rental income, other gains (net) of S$1.7M were 20.4%
      lower mainly because FY2004/05 gains included a one-time cash gain of S$1.1M on termination of
      interest rate swap (relating to the bank term loan which was repaid in advance in September 2004).

      Finance expenses were significantly lower at S$5.6M, 65.3% lower than the S$16.2M incurred in the
      previous financial year. The major reasons for this reduction were the S$4.8M one-time, non-cash
      amortisation charge of deferred financing cost upon the early repayment of the bank term loan and
      the S$5.5M interest on shareholder’s loan incurred last year.

      This effectively lowered expenses by 14.1% to S$42.7M. Expenses would have been even lower if not
      for the additional costs of the door-to-door delivery exercise for 2005/06 SPD, the direct costs
      associated with the remaining revenue from the 2005 edition of SID, VGM and SMI and the costs
      incurred to strengthen the sales and marketing units.

                                                    13
      The door-to-door delivery exercise resulted in higher printing and material costs (as more directories
      were printed and delivered) and higher delivery cost (which caused most of the increase in selling
      expenses). With the door-to-door delivery exercise, the reach of the Buying Guide had improved to
      almost 100% of businesses and households in Singapore and this, in turn, is expected to increase
      usage of the directories. The preliminary result of an on-going usage survey undertaken by the
      Company indicated an improvement in usage of 20%.

      The recognition of the direct costs relating to the remaining revenue from the 2005 edition of SID,
      VGM and SMI led to higher printing and material costs. It also accounted for most of the increase in
      employee benefits and part of the increase in administrative expenses.

      As a result of the decline in revenue and increase in expenses (excluding finance expenses),
      operating profit (defined as profit before interest, tax and share of results of associated companies)
      reduced by 23.5% to S$21.9M.

      The share of results of associated companies recorded in the year under review was a gain of
      S$0.8M as compared to last year’s loss of S$0.6M. The loss last year was due to a deferment (to
      FY2005/06) in the recognition of certain advertising revenue and the related direct costs as an
      associated company aligned its revenue recognition policy with that of the Group.

      Consequently, the Group’s profit before tax increased by 36.6% to S$17.8M and total profit (after tax)
      increased by 42.1% to S$14.5M.

      Although lower revenue led to a lower cash flow generated by operating activities (as compared to
      S$33.9M generated last year), the S$24.9M level remained healthy.

(9)   Where a forecast, or a prospect statement, has been previously disclosed to shareholders, any
      variance between it and the actual results.

      The results are generally in line with the prospect statement disclosed in the SGXNET announcement for
      the financial period ended 31 December 2005.

(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.

      For the FY2007 sales canvass, we recorded a sales contract value of S$50.6 million as at May 26,
      2006 after 36 weeks of sales, comparable to the S$50.7 million achieved during the same period last
      year.

      For the same period, we registered a growth in the number of accounts for the SPD from 10,651 in
      the last canvass to over 10,800. The wider spread of advertisers resulted in a lower average contract
      value. Advertiser retention rate improved marginally from 79.1% in the last canvass to 79.3%, the
      highest level since the 1997/98 SPD. Although new advertisers acquired declined marginally from
      2,167 in the last canvass to 2,046, sales contract value registered a 10.9% increase from S$4.5
      million in the last canvass to over S$4.9 million in the 2006/07 sales canvass.

      These are clear indications that our major initiatives to improve the operational performance of our
      SPD have produced results and the more immediate benefits have been realised. For FY2007 and
      beyond, we will continue to invest to improve fundamentals and expand revenue streams to drive our
      next phase of growth.

      To deepen market penetration of our print directories, we are planning further operational investments
      to leverage on increased usage to realise the revenue potential in Singapore.

      While printing and material costs and interest expense are expected to remain at the same level, our
      more intensified sales and marketing efforts will increase operational expenses.

      We also expect the historical quantum of write-back of doubtful provisions to reduce due to lower
      provisions made in recent years. Doubtful debts expense is expected to be at 2-3% of revenue, which
      is within global benchmarks.


                                                    14
In FY2007, we are planning significant investments in IYP to accelerate the growth of our online
services. Both capital and operational investments will be made - in hardware, software and
specialised IT resources. Our planned initial capital expenditure in FY2007 is expected to increase to
S$2.5 million to S$3.0 million, from S$1.1 million in FY2006. Operational investments, mainly in
specialised IT and sales personnel will be moderated, varying in line with the progress of our new IYP
search engine and market conditions.

While we are ever mindful of growing competition in the online business, we are confident that our
first-mover advantage in this market, our strong domain knowledge and commitment to enhance our
capabilities will enable us to maintain our edge.

With more focus and resources being devoted to this area, we expect IYP to continue to show good
progress in the coming years.

We plan to acquire a new search engine, enhance our database system and re-design our web pages
in preparation for a re-launch of IYP in the next six to 12 months. With our enhanced capabilities, the
re-launched IYP will enjoy a significant increase in capacity, speed and search capability. We aim to
leverage on our improved capabilities to generate an increase in unique visitors and searches,
capture the highest mindshare among internet users on products and services directory search, and
ultimately provide opportunities to establish a scalable business model beyond Singapore.

Notwithstanding our small market presence in the region, we are confident that our IYP business can
be replicated in overseas markets, in particular for our associated company in India.

To further expand into the region, we are also exploring acquisition opportunities.

To take YPS into our next phase of growth, we have a heavy investment programme ahead – in
people, software and new market development. Our cash reserves are currently sufficient to do this
without calling on shareholders for additional funding, and we will maintain our policy of returning
excess funds to shareholders, including a 100% dividend payout. However, our investments for the
future may affect bottomline returns in the short term, before we can reap the fruits of these
investments.




                                               15
(11) Dividends

     Current financial year reported on

     Final dividend for FY 2005/06
     The Board of Directors has proposed a final tax exempt (one-tier) dividend of 4.5 cents per ordinary
     share for the financial year ended 31 March 2006.

     Interim dividend for FY 2005/06
     A tax exempt (one-tier) interim dividend of 4.0 cents per ordinary share (in relation to the financial
     period ended 30 September 2005) was declared on 11 November 2005. The dividend was paid on
     15 December 2005.

     Corresponding period of the immediately preceding financial year

     For the financial year ended 31 March 2005, a final dividend of 6.5 cents per ordinary share and a special
     dividend of 5.3 cents per ordinary share was proposed on 24 May 2005 and approved at the Annual
     General Meeting on 22 July 2005. The total tax exempt (one-tier) dividend of 11.8 cents per ordinary
     share was paid on 15 August 2005.

     Date payable

     The final dividend, if approved by shareholders of the Company at the Annual General Meeting, will be
     paid on 24 August 2006.

     Book closure date

     The register of members and the transfer books of the Company will be closed on 11 August 2006 for
     the purposes of determining members’ entitlements to the final dividend. Duly completed transfers in
     respect of ordinary shares in the capital of the Company together with all relevant documents of title
     received by the Company’s share registrar, Lim Associates (Pte) Ltd, 10 Collyer Quay #19-08, Ocean
     Building, Singapore 049315 up to the close of business at 5.00 p.m. on 10 August 2006 will be
     registered to determine members’ entitlements to the final dividend. Members whose securities
     accounts with The Central Depository (Pte) Limited are credited with ordinary shares in the capital of the
     Company as at 5.00 p.m. on 10 August 2006 will be entitled to the final dividend.

(12) If no dividend has been declared (recommended), a statement to that effect.

     Not applicable.




                                                     16
PART II - ADDITIONAL INFORMATION REQUIRED FOR FULL YEAR ANNOUNCEMENT

(13) 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.

     As the group operates principally in one business segment (directory advertising) and one geographical
     segment (Singapore), segment information is not presented.


(14) 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.


(15) A breakdown of sales as follows :-
                                                                    The Group
                                                                                               Increase/
                                                            FY2005/06       FY2004/05          Decrease
                                                               S$              S$                  %

      (a)   Sales reported for first half year               42,690,896      45,588,719            -6.4

      (b)   Profit after tax before deducting
            minority interests reported for
            first half year                                  16,251,703      10,880,619            49.4

      (c)   Sales reported for second half year              15,371,444      15,728,247            -2.3

      (d)   Loss after tax before deducting
             minority interests reported for
             second half year                                (1,734,049)       (661,593)         162.1


(16) A breakdown of the total annual dividend (in dollar value) for the issuer’s latest full year and its
     previous year as follows :-

                                                                                The Company

                                                                        FY2005/06          FY2004/05
                                                                           S$                 S$

     Ordinary                                                           13,435,525          18,651,670
     Preference                                                                  -                   -
     Total                                                              13,435,525          18,651,670




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