1934 Act Registration No. 1-12118
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Private Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the Month of March , 2003
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Ek Chor China Motorcycle Co. Ltd.
(Translation of registrant's name into English)
21st Floor,
Far East Finance Centre,
16 Harcourt Road,
Hong Kong
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.)
Form 20-F X Form 40-F
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(Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)
Yes No X
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(If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b):82 )
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Information furnished on this form :
(1) Press release, dated March 28, 2003, by the Registrant relating to the
announcement of audited financial results for the year ended December 31,
2002.
EXHIBIT
Exhibit Number Page
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1.1 Press release, dated March 28, 2003, by the Registrant relating to the announcement 3
of audited financial results for the year ended December 31, 2002.
2
Exhibit 1.1
For Immediate Release
To: Business Editors
EK CHOR CHINA MOTORCYCLE CO. LTD.
ANNOUNCES 2002 ANNUAL RESULTS
HONG KONG, March 28, 2003 - Ek Chor China Motorcycle Co. Ltd. ("Ek Chor China"
or the "Company"; NYSE: EKC), today announced its results for the year ended
December 31, 2002.
Highlights
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.. Net income - RMB53.0 million (US$6.4 million) (2001: RMB38.3 million).
.. Basic earnings per share - RMB3.02 (US$0.37) (2001: RMB2.19).
.. Share of net income of joint ventures and associated companies - RMB73.9
million (US$8.9 million) (2001: RMB54.1 million).
Overview
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Ek Chor China recorded net income of RMB53.0 million (US$6.4 million) in 2002,
an increase of 38.4% over 2001. All the major ventures were profitable. Luoyang
Motorcycle contributed to the bottom line by a strong rebounce from a loss
operation in 2001.
The China market will remain full of challenges and changes. Demand for our
products appears on the rise but is yet to establish a trend. Meanwhile, major
international players are seeking opportunities in China. We will continue to
monitor carefully market developments and to further focus on consolidating
market share and improving operating efficiency.
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Brief review of year ended December 31, 2002 results of the Company's joint
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venture activities
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.. Luoyang Northern Ek Chor Motorcycle Company Limited ("Luoyang Motorcycle")
Luoyang Motorcycle recorded net sales of RMB873.3 million (US$105.5
million) in 2002, compared to RMB655.9 million in 2001, an increase of
33.1% compared to the previous year. Net income for the year was RMB2.0
million (US$0.2 million) (2001: net loss of RMB25.0 million).
Luoyang Motorcycle's total unit sales were 294,840 units for 2002, an
increase of 54.4% compared to the previous year. Unit sales for all models
increased in 2002.
The Company owns an effective 55% interest in Luoyang Motorcycle.
.. Shanghai-Ek Chor General Machinery Co., Ltd. ("Shanghai Machinery")
Shanghai Machinery recorded net sales of RMB1,039.1 million (US$125.5
million) in 2002, compared to RMB985.8 million in 2001, an increase of 5.4%
compared to the previous year. Net income was RMB119.3 million (US$14.4
million), a decrease of 10.6% compared to the previous year (2001: RMB133.4
million).
Shanghai Machinery sold 998,749 automotive air conditioner compressors and
567,490 receiver dryers during the year ended December 31, 2002, increases
of 35.6% and 19.4%, respectively, compared to 2001. In light of competitive
conditions, Shanghai Machinery had to offer price cuts as demanded by its
customers, which resulted in a reduction in net income.
The Company owns an effective 50% interest in Shanghai Machinery.
.. Zhan Jiang Deni Carburetor Co. Ltd. ("Deni Carburetor")
Deni Carburetor's sales for 2002 amounted to RMB237.5 million (US$28.7
million), compared to RMB205.5 million in 2001, an increase of 15.6%.
Motorcycle carburetor sales continued expanding as the result of superior
quality and focused marketing whereas automotive carburetor sales continued
declining as the result of competition from fuel injection systems. Net
income during 2002 was RMB35.8 million (US$4.3 million) (2001: RMB25.8
million). Net income increased through improvement in operating efficiency.
Deni Carburetor sold 3,445,470 motorcycle carburetors and 14,896 automotive
carburetors, an increase of 53.4% and a decrease of 27.0%, respectively,
compared to 2001.
The Company owns an effective 28% interest in Deni Carburetor.
4
.. ECI Metro Investment Co., Ltd. ("ECI Metro")
ECI Metro is engaged in the dealership of a full range of Caterpillar
products in several provinces and autonomous regions in China. Sales for
2002 were RMB423.6 million (US$51.2 million), compared to RMB257.4 million
in 2001, an increase of 64.6%. ECI Metro's net income for 2002 was RMB15.4
million (US$1.9 million) (2001 : RMB1.8 million), an increase of 755.6 %
over last year. In January, 2002, ECI Metro was awarded with four
additional provinces and autonomous regions by Caterpillar in its
dealership territory.
The Company owns an effective 50% interest in ECI Metro.
.. Discontinued Operations
On July 22, 2002, Ek Chor Investment Company Limited entered into an
agreement with Nippon Seiki Co., Ltd. ("Nippon Seiki"), to dispose of its
entire 43% equity interest in Hong Kong Ek Chor Nissei Company Limited ("Ek
Chor Nissei"), for a cash consideration of US$5.4 million. Nippon Seiki had
already owned a 43% equity interest in Ek Chor Nissei before this
transaction. The transaction was completed in September 2002 and resulted
in a gain on disposal of RMB15.3 million (US$1.9 million).
The earnings from discontinued operations per share amounted to RMB0.01,
RMB0.22 and RMB1.05 for the years ended December 31, 2000, 2001 and 2002,
respectively.
Dividends
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The Board of Directors has decided not to declare any dividend for the year
ended December 31, 2002.
* * *
Exchange Rate Note : Certain amounts presented herein have been translated from
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Renminbi ("RMB"), the legal tender currency in China, into U.S. dollars ("US$")
solely for the convenience of the reader, using the unified exchange rate as
quoted by the People's Bank of China on December 31, 2002 of RMB8.28 = US$1.00.
No representation is made that RMB could have been, or could be, converted into
US$ at that rate or any other rate, or at all.
* * *
Ek Chor China is a Bermuda incorporated holding company which owns interests in
and actively manages Sino-foreign joint ventures in China. These ventures are
engaged in the design, manufacture and sale of motorcycles and motorcycle parts
and components, automotive air conditioner compressors and carburetors, and
certain other automotive instrumentation parts and components. The Company has
considered and will consider from time to time divestment of its interests when
presented with attractive opportunities. The Company's common shares are listed
on the New York Stock Exchange under the symbol EKC.
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Ek Chor China Motorcycle Co. Ltd.
Consolidated Statements of Income
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Year ended December 31,
2001 2002 2002
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RMB'000 RMB'000 US$'000
Share of net income of joint ventures
and associated companies 54,090 73,890 8,924
Interest income 5,620 2,700 326
Other income 1,263 895 108
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60,973 77,485 9,358
General and administrative expenses (25,367) (23,976) (2,896)
Management service and consultancy fees
paid to ultimate holding company (2,060) (3,762) (454)
Foreign exchange gains, net 19 73 9
Provision for investments - (16,500) (1,993)
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Income before minority interests 33,565 33,320 4,024
Minority interest 942 1,319 160
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Net income from continuing operations 34,507 34,639 4,184
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Discontinued operations:
Share of net income of a disposed
associated company 3,832 2,999 362
Gains on disposal of interest in
an associated company - 15,327 1,851
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3,832 18,326 2,213
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Net income 38,339 52,965 6,397
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Basic and diluted earnings per share (Note 1) RMB2.19 RMB3.02 US$0.37
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Note:
1 Earnings per share
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The calculation of basic earnings per share is based on the weighted
average number of shares outstanding during the applicable period.
The weighted average number of shares of common stock outstanding was
17,526,000 for each of the years ended December 31, 2001 and 2002.
As there were no diluted potential common shares in 2001 and 2002, the
amounts of diluted earnings per share are the same as that of basic
earnings per share for both of the years.
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Ek Chor China Motorcycle Co. Ltd.
Consolidated Balance Sheets
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2001 2002 2002
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RMB'000 RMB'000 US$'000
ASSETS
Current assets:
Cash 125,299 302,334 36,514
Prepayments, deposits and other receivables 3,372 2,708 327
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Total current assets 128,671 305,042 36,841
Amounts due from related parties 136,058 41,944 5,066
Property and equipment, net 44,346 43,401 5,242
Investments in PRC joint ventures 419,599 428,652 51,769
Investments in associated companies 70,735 41,288 4,986
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Total assets 799,409 860,327 103,904
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LIABILITIES AND
SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts payable and accrued expenses 3,050 12,322 1,488
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Total current liabilities 3,050 12,322 1,488
Amount due to a related party 5,192 3,873 468
Shareholders' equity
Capital stock - Common stock, par value
US$0.10 per share, 25,000,000 shares authorized;
17,526,000 shares outstanding 10,652 10,652 1,286
Additional paid-in capital 740,828 740,828 89,472
Retained earnings 39,687 92,652 11,190
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Total shareholders' equity 791,167 844,132 101,948
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Total liabilities and shareholders' equity 799,409 860,327 103,904
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Ek Chor China Motorcycle Co. Ltd.
Summary of Financial Information
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Year ended December 31,
2001 2002
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RMB'000 RMB'000
The Company
Share of net income of joint ventures
and associated companies 54,090 73,890
Provision for investments - 16,500
Income before income taxes
and minority interests 33,565 33,320
Net income 38,339 52,965
Basic and diluted earnings per share RMB2.19 RMB3.02
Luoyang Motorcycle
Net sales 655,915 873,295
Operating profit/(loss) (16,344) 5,222
Income/(loss) before taxes (21,923) 5,574
Net income/(loss) (25,023) 2,003
Shanghai Machinery
Net sales 985,784 1,039,055
Operating income 193,473 168,245
Income before taxes 184,826 165,860
Net income 133,406 119,322
Deni Carburetor
Net sales 205,499 237,511
Operating income 34,194 46,419
Income before taxes 31,487 41,218
Net income 25,765 35,784
ECI Metro
Net sales 257,389 423,617
Operating income 5,308 20,058
Income before taxes 1,258 15,995
Net income 1,800 15,382
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Ek Chor China Motorcycle Co. Ltd.
Unit Sales
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Year ended
December 31 %Increase
2001 2002 Over 2001
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Luoyang Motorcycle - 50cc model 13,018 23,013 76.8
- 70cc model - 367 N/A
- 90cc model 86,715 98,200 13.2
- 100cc model 54,503 77,131 41.5
- 110cc model 7,510 44,739 495.7
- 125cc model 28,661 50,454 76.0
- 150cc model 535 936 75.0
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190,942 294,840 54.4
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Shanghai Machinery - Air conditioner
compressors 736,493 998,749 35.6
- Receiver dryers 475,105 567,490 19.4
Deni Carburetor - Motorcycle carburetors 2,246,200 3,445,470 53.4
- Automotive carburetors 20,400 14,896 (27.0)
- end -
Distributed by Ek Chor China Motorcycle Co. Ltd.
For further information, please contact:
Ek Chor China Motorcycle Co. Ltd.
Edward Chih-Li Chen Tel: (8621) 6467 8112
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SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Ek Chor China Motorcycle Co. Ltd.
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(Registrant)
Date : March 28, 2003 By : /s/ Edward Chih-Li Chen
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Edward Chih-Li Chen
Director