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BIOSIS GROUP BERHAD2

Business profile
Biosis Group Berhad is engaged in investment holding and the provision of
management services. The Company operates in four segments: Personal
and health care products, which is engaged in the manufacturing, marketing,
trading and distribution of personal care products and health care products;
Pharmaceutical products, which is engaged in the manufacturing, marketing,
trading and distribution of pharmaceutical products; Direct selling, which is
engaged in direct selling and marketing of health and food supplements and
personal care products, and Others include investment holding and inactive
companies. Its subsidiaries include Biosis Cosmeceuticals Sdn. Bhd., Biosis
Marketing Sdn. Bhd., Biosis Pharmaceuticals Sdn. Bhd. Biosis Marketing (HK)
Pte. Ltd. and DHair Shop (M) Sdn. Bhd.
Biosis Group Berhad, (Biosis) formerly Hi-City Bioscience Group Berhad,
manufactures, markets and distributes personal care, health care, and
pharmaceutical products. The companys offering includes pharmaceuticals,
medical devices and life science products, body care products, hair care
products, oral care products, foot care products and skin care and cosmetics.
The company also entered into direct retail marketing of personal care
products through its subsidiary DHair Shop (M) Sdn. Bhd. The company is
headquartered at Penang, Malaysia.
The companys strategy is to enhance its offering portfolio and entering into
new market by introducing new products, enhancing its existing products.
The company disposed Biosis Pharmaceuticals Sdn. Bhd. as the subsidiary
was not able to fulfill certain conditions.

Biosis Group Berhad : Practice Note 17


Pursuant to paragraph 8.04 and paragraph 2.1(e) of Practice Note 17
("PN17") the Main Market Listing Requirements ("MMLR") of Bursa Malaysia
Securities Berhad ("Bursa Securities") where the auditors have expressed an
emphasis of matter on BIOSIS ability to continue as a going concern in the
latest audited financial statements, the Board of Directors of BIOSIS wishes
to announce that BIOSIS is considered as a PN17 Company.

The PN17 criteria triggered as a result of the Companys latest unaudited


accounts for the financial year ended 31 March 2013 that was announced on
31 May 2013 where the Companys shareholders equity on a consolidated
basis is 50% or less of the issued and paid-up capital (the First
Announcement).

OBLIGATIONS OF THE COMPANY PURSUANT TO PN17

Pursuant to paragraph 8.04(3) of the MMLR, BIOSIS is required to comply


with the following:
(i) Announce within 3 months from the First Announcement, on whether the
regularisation plan will result in a significant change in the business direction
or policy of the Company;
(ii) Within 12 months from the date of the First Announcement:

(a) submit a regularization plan to the Securities Commission ("SC") if the


plan will result in a significant change in the business direction or policy of
the Company;
(b) submit a regularization plan to Bursa Securities if the plan will not result
in a significant change in business direction or policy of the Company, and
obtain Bursa Securities' approval to implement the plan.

(iii) Implement the regularization plan within the time frame stipulated by the
SC or Bursa Securities, as the case may be;
(iv) Announce the status of its regularization plan and the number of months
the end of the relevant time frames referred in paragraphs 5.1 and 5.2 of
PN17, as may be applicable, on a monthly basis until further notice from
Bursa Securities;
(v) Announce its compliance or non-compliance with a particular obligation
imposed pursuant to PN17, on immediate basis;
(vi) Announce the details of the regularization plan ("Requisite
Announcement") and sufficient information to demonstrate that the
Company is able to comply with all the requirements set out in paragraph 3.1
of PN17 after implementation of the regularization plan. The Requisite
Announcement must be made by the Company's Principal Adviser; and

(vii) Where the Company fails to regularize its condition, it will announce the
dates of suspension and de-listing of its listed securities immediately upon
notification of suspension and de-listing by Bursa Securities.

3. CONSEQUENCES OF NON-COMPLIANCE OF WITH THE OBLIGATIONS

In the event the Company fails to comply with the obligations to regularise
its condition, all its listed securities will be suspended from trading on the
next market day after five (5) market days from the date of notification of
suspension and de-listing by Bursa Securities and de-listing procedures shall
be taken against the Company, subject to the Company's right to appeal
against de-listing.

4. STATUS OF REGULARISATION PLAN

The Company intends to formulate a regularisation plan to address its PN17


status and this will be announced to Bursa Securities in due course.
This announcement is dated 26 June 2013.

Balance sheet
n millions of MYR (except for per share items)
Annual data
Interim data
Fiscal data as of Mar 31 2014

2014

2013

2012

Cash And Short Term Investments

0.45

0.31

0.39

Total Receivables, Net

3.34

15

18

Total Inventory

2.29

5.67

7.68

Prepaid expenses

--

0.39

0.70

Other current assets, total

--

13

0.93

6.08

34

27

25

29

47

Goodwill, net

--

--

--

Intangibles, net

--

3.06

3.22

ASSETS

Total current assets


Property, plant & equipment, net

Fiscal data as of Mar 31 2014

2014

2013

2012

2.53

2.56

2.46

Note receivable - long term

--

3.49

6.99

Other long term assets

--

--

--

34

73

87

4.06

3.72

4.93

--

2.65

2.24

33

7.23

15

--

16

11

Other current liabilities, total

21

15

6.33

Total current liabilities

57

45

39

1.00

12

14

34

35

40

Deferred income tax

0.18

1.05

1.53

Minority interest

0.80

(0.93)

0.15

Other liabilities, total

0.34

0.51

0.68

60

57

56

53

53

53

(78)

(40)

(24)

Treasury stock - common

--

--

--

Unrealized gain (loss)

--

2.28

2.28

(0.12)

(0.12)

(0.05)

(26)

15

31

34

73

87

105

105

105

Long term investments

Total assets

LIABILITIES
Accounts payable
Accrued expenses
Notes payable/short-term debt
Current portion long-term debt/capital leases

Total long term debt


Total debt

Total liabilities

SHAREHOLDERS EQUITY
Common stock
Additional paid-in capital
Retained earnings (accumulated deficit)

Other equity, total


Total equity
Total liabilities & shareholders' equity
Total common shares outstanding
Treasury shares - common primary issue

Cash Flow
In millions of MYR (except for per share items)
Annual data
Interim data
Fiscal data as of Mar 31 2014

2014

2013

2012

Net income

(40)

(17)

(22)

Depreciation/depletion

2.84

4.90

8.10

30

5.86

8.03

(0.02)

0.12

0.00

Cash interest paid, supplemental

0.38

1.65

2.47

Changes in working capital

1.60

11

6.96

(5.55)

4.53

1.06

(0.01)

(0.26)

(0.54)

Other investing and cash flow items, total

12

(0.09)

3.97

Total cash from investing

12

(0.35)

3.43

0.54

0.23

(0.52)

Total cash dividends paid

--

--

--

Issuance (retirement) of stock, net

--

2.50

Issuance (retirement) of debt, net

(5.80)

(3.00)

(9.75)

Total cash from financing

(5.26)

(2.77)

(7.77)

Foreign exchange effects

0.00

0.00

0.01

Net change in cash

1.54

1.42

(3.27)

Net cash-begin balance/reserved for future use

(3.24)

(4.66)

(1.39)

Net cash-end balance/reserved for future use

(1.70)

(3.24)

(4.66)

OPERATIONS

Non-Cash items
Cash taxes paid, supplemental

Total cash from operations

INVESTING
Capital expenditures

FINANCING
Financing cash flow items

NET CHANGE IN CASH

Fiscal data as of Mar 31 2014

2014

2013

2012

Depreciation, supplemental

2.84

4.90

8.10

Cash interest paid, supplemental

0.38

1.65

2.47

(0.02)

0.12

0.00

2014

2013

2012

8.48

13

29

19

18

31

3.79

5.40

8.96

Depreciation/amortization

--

--

--

Unusual expense(income)

--

--

--

Other operating expenses, total

20

3.70

6.50

Total operating expense

42

27

47

(34)

(14)

(18)

--

--

--

SUPPLEMENTAL INCOME

Cash taxes paid, supplemental

In millions of MYR (except for per share items)


Annual data
Interim data
Fiscal data as of Mar 31 2014

REVENUE AND GROSS PROFIT


Total revenue

OPERATING EXPENSES
Cost of revenue total
Selling, general and admin. expenses, total

Operating income
Other, net

INCOME TAXES, MINORITY INTEREST AND EXTRA ITEMS


Net income before taxes

(40)

(17)

(22)

Provision for income taxes

(0.90)

(0.47)

(0.87)

(39)

(17)

(21)

(1.73)

1.06

1.58

(41)

(16)

(20)

--

--

--

Net income

(41)

(16)

(20)

Inc.avail. to common excl. extra. Items

(41)

(16)

(20)

Inc.avail. to common incl. extra. Items

(41)

(16)

(20)

Net income after taxes


Minority interest
Net income before extra. Items
Total extraordinary items

Fiscal data as of Mar 31 2014

2014

2013

2012

105

105

103

Basic/primary eps excl. extra items

(0.39)

(0.15)

(0.19)

Basic/primary eps incl. extra items

(0.39)

(0.15)

(0.19)

105

105

103

Diluted eps excl. extra items

(0.39)

(0.15)

(0.19)

Diluted eps incl. extra items

(0.39)

(0.15)

(0.19)

DPS - common stock primary issue

--

Gross dividend - common stock

--

--

--

6.11

2.79

4.10

Depreciation, supplemental

2.84

4.90

8.10

Total special items

5.77

(2.29)

1.03

Normalized income before taxes

(34)

(19)

(21)

Effect of special items on income taxes

2.02

(0.80)

0.36

Income tax excluding impact of special items

1.12

(1.27)

(0.51)

Normalized income after tax

(35)

(18)

(20)

Normalized income avail. to common

(37)

(17)

(19)

Basic normalized EPS

(0.35)

(0.16)

(0.18)

Diluted normalized EPS

(0.35)

(0.16)

(0.18)

EPS RECONCILIATION
Basic/primary weighted average shares

Dilution adjustment
Diluted weighted average shares

COMMON STOCK DIVIDENDS

PRO FORMA INCOME


Pro forma net income
Interest expense, supplemental

SUPPLEMENTAL INCOME

NORMALIZED INCOME

Links/reference
http://markets.ft.com/research/Markets/Tearsheets/Financials?s=BIOSIS:KLS

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