SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark one)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ________to________.
Commission File No. 0-22049
S.W. LAM, INC.
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(Exact name of registrant as specified in its charter)
Nevada 62-1563911
--------------------------------- ---------------------------------
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
Unit 25-32, 2nd Floor, Block B, Focal Industrial Centre
21 Man Lok Street, Hunghom, Hong Kong
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(Address of principal executive offices)
(852) 2766 3688
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(Registrant's telephone number, including area code)
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(Former name, former address and formal fiscal year,
if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by
section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes X No
As of June 30, 2001, 12,865,000 shares of Common Stock of the issuer
were outstanding.
S.W. LAM, INC.
INDEX
Page
Number
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets - March 31, 2001 and June 30, 2001.......1
Consolidated Statements of Operations - For the three months ended
June 30, 2000 and June 30, 2001......................................2
Consolidated Statements of Cash Flows - For the three months ended
June 30, 2000 and June 30, 2001......................................3
Notes to Consolidated Financial Statements...........................4
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations............................................8
Item 3. Quantitative and Qualitative Disclosure About Market Risk...........12
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K....................................12
SIGNATURES...................................................................13
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements
S.W. LAM, INC.
CONSOLIDATED BALANCE SHEETS
(US$,000)
(Unaudited)
March 31, June 30,
ASSETS 2001 2001
---------- ----------
Current asset:
Cash and cash equivalents $ 0 $ 0
Investment in affiliates 20,369 20,919
------- --------
Total assets $20,369 $20,919
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liability:
Due to a director $ 303 $ 303
Stockholders' Equity:
Preferred stock 0 0
Common stock 13 13
Additional paid-in capital 528 528
Retained earnings 19,525 20,075
------- -------
Total stockholders' equity 20,066 20,616
------- -------
Total liabilities and stockholders' equity $20,369 $20,919
======= =======
The accompanying notes are an integral part of these consolidated
financial statements
1
S.W. LAM, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(US$,000, except per share data)
(Unaudited)
Three Months Ended June 30,
2000 2001
--------- ---------
Total revenues $ 27,211 $ 0
Cost of sales and services (21,929) 0
-------- --------
Gross profit 5,282 0
Selling, general and administrative expenses (2,354) 0
Interest expenses (605) 0
Interest income 240 0
Share of profit of affiliates 0 639
-------- --------
Income before income taxes and minority interests 2,563 639
Provision for income taxes (205) (89)
-------- ---------
Income before minority interests 2,358 550
Minority interests (1,105) 0
-------- ---------
Net income $ 1,253 $ 550
======= =========
Basic income per share $ 0.10 $ 0.04
======= =========
Weighted average shares outstanding 12,800,000 12,865,000
========== ===========
The accompanying notes are an integral part of these consolidated
financial statements
2
S.W. LAM, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(US$,000)
(Unaudited)
Three Months Ended June 30,
2000 2001
--------- ---------
Cash flows from operating activities:
Net income $ 1,253 $ 550
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation of property, plant and equipment 2,165 0
Minority interests 1,105 0
Share of profit of affiliates 0 (550)
Increase in operating assets:
Accounts receivable, net (2,215) 0
Inventories (5,517) 0
Prepayments and other current assets (397) 0
Increase (Decrease) in operating liabilities:
Accounts payable 896 0
Accrued liabilities (1,116) 0
Due to a director 440 0
Taxation payable 205 0
------- ---------
Net cash used in operating activities (3,181) 0
-------- ---------
Cash flows from investing activities:
Additions of property, plant and equipment (226) 0
--------- ---------
Net cash used in investing activities (226) 0
--------- ---------
Cash flows from financing activities:
Net increase in short-term bank borrowings 2,399 0
Repayment of capital element of capital lease obligations (478) 0
Repayment of long-term bank loans (80) 0
--------- --------
Net cash provided by financing activities 1,841 0
------- --------
Net decrease in cash and cash equivalents (1,566) 0
Cash and cash equivalents, as of beginning of period 19,562 0
------- --------
Cash and cash equivalents, as of end of period $ 17,996 $ 0
======== ========
The accompanying notes are an integral part of these consolidated
financial statements
3
S.W. LAM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
June 30, 2001
1. INTERIM PRESENTATION
The interim consolidated financial statements are prepared pursuant to
the requirements for reporting on Form 10-Q. These statements include
the accounts of S.W. Lam, Inc. (the "Company") and its subsidiary,
together with the share of post acquisition results and reserves of its
affiliates under the equity method of accounting. The March 31, 2001
balance sheet data was derived from audited financial statements but
does not include all disclosures required by generally accepted
accounting principles. The interim financial statements and notes
thereto should be read in conjunction with the financial statements and
notes included in the Company's Form 10-K for the year ended March 31,
2001. In the opinion of management, the interim financial statements
reflect all adjustments of a normal recurring nature necessary for a
fair statement of the results for the interim periods presented. The
current period results of operations are not necessarily indicative of
results which ultimately will be reported for the full year ending
March 31, 2002.
2. CURRENCY PRESENTATION AND FOREIGN CURRENCY TRANSLATION
A substantial portion of the sales, purchases and expenses of the
Company's affiliates are in Hong Kong dollars. Management believes that
maintaining books and records in Hong Kong dollars will enable
financial results and relationships to be measured with more relevance
and reliability.
In the financial statements of the individual companies within the
Group, transactions in other currencies during the period are
translated into Hong Kong dollars at the applicable rates of exchange
prevailing at the time of the transactions. Monetary assets and
liabilities denominated in other currencies are translated into Hong
Kong dollars at the applicable rates of exchange in effect at the
balance sheet date. All such exchange differences are dealt with in the
individual companies' statements of operations.
Translation of amounts from Hong Kong dollars ("HK$") to United States
dollars ("US$") is for the convenience of readers and has been made at
US$1 = HK$7.8. No representation is made that the Hong Kong dollar
amounts could have been, or could be, converted into United States
dollars at the rate or at any other rate.
4
S.W. LAM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Cont'd)
(Unaudited)
June 30, 2001
3. AFFILIATED COMPANY DISCLOSURE
a. Dilution of Interest in Operating Subsidiary
On August 23, 2000, the Company's principal operating subsidiary, Hang
Fung Gold Technology Limited ("HFGTL") issued 1,632 million shares to
New ePoch Holdings International Limited ("NEH") in exchange for a
49.9% interest in New ePoch Information (BVI) Company Limited
("NEI")(the "New ePoch Transaction"). In conjunction with the New
ePoch Transaction, HFGTL has also entered into a loan agreement for
the provision of an interest bearing secured loan facility to NEI of
up to the higher of (i) HK$50 million or (ii) the two-thirds of the
amount of the net proceeds of equity or debt issues of HFGTL. Goodwill
arising on the New ePoch Transaction was eliminated against HFGTL's
reserve. On August 28, 2000, HFGTL placed 550 million shares to
independent investors for HK$62.7 million (the "HFGTL Placement").
As a result of the New ePoch Transaction and the HFGTL Placement:
i. the Company's indirect ownership interest in HFGTL decreased from
53.145% to 35% and from 35% to 31.4%;
ii. HFGTL and its subsidiaries (including affiliates)(collectively
referred to as the "HFGTL Group") are classified as affiliates
following the New ePoch Transaction;
iii. the Company's consolidated statements of operations reflect the
Company's pre-transaction interest and post-transaction
proportionate interest in HFGTL Group;
iv. the Company's investment in HFGTL Group is reported on the
balance sheet under the equity method of accounting;
v. the loss resulting from dilution of the Company's interest in
HFGTL amounted to approximately $2,034,000, which was charged to
the 2001 consolidated statement of operations.
5
S.W. LAM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Cont'd)
(Unaudited)
June 30, 2001
3. AFFILIATED COMPANY DISCLOSURE (Cont'd)
b. Pro Forma Information
In connection with the New ePoch Transaction and the HFGTL Placement,
the Company has presented the following condensed pro forma
consolidated statement of operations reflecting the New ePoch
Transaction and the HFGTL Placement, as if both transactions had
occurred at April 1, 1999.
PROFORMA CONSOLIDATED STATEMENT OF OPERATIONS
For the Three Months Ended June 30, 2001
US $000
(Unaudited)
Total revenues $ 0
Selling, general and administrative expenses 0
----------
Operating income (loss) 0
Share of profit of associates 749
--------
Income before income taxes 749
Provision for income taxes (64)
--------
Net income 685
=======
c. Affiliate Operating Results
The Company's operations are conducted entirely through HFGTL Group
and NEI Group (NEI, its subsidiary and affiliate). As a result of the New
ePoch Transaction, from and after August 23, 2000, HFGTL is accounted for
as an affiliate of the Company and the operations of HFGTL Group are no
longer included in the consolidated results of the Company.
6
S.W. LAM, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Cont'd)
(Unaudited)
June 30, 2001
3. AFFILIATED COMPANY DISCLOSURE (Cont'd)
c. Affiliate Operating Results (Cont'd)
The following table presents operating results of HFGTL Group and NEI
Group for the three months ended June 30, 2001 (in US$,000):
HFGTL Group NEI Group
Three Months Ended Three Months Ended
June 30, 2001 June 30, 2001
-------------------- -------------------
Total revenues $ 42,002 $ 0
Cost of sales and service (35,845) (0)
----------- ------------
Gross profit 6,157 0
Selling, general and
administrative expenses (3,203) (239)
---------- -----------
Operating income (loss) 2,954 (239)
Interest income (expense), net (546) (132)
Share of profit (loss) of associates (185) 0
Write-back of (Provision for)
amount due from an associate (185) 0
---------- -----------
Income (loss) before income taxes 2,038 (371)
Provision for income taxes (282) 0
---------- -----------
Net income (loss) $ 1,756 $ (371)
========== ===========
7
Item 2. Management's Discussion And Analysis Of Financial Condition And Results
Of Operations
This report contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of Securities Exchange
Act of 1934. Statements contained herein which are not historical facts are
forward-looking statements that involve risks and uncertainties. All phases of
the Company's operations are subject to a number of uncertainties, risks and
other influences. Therefore, the actual results of the future events described
in such forward-looking statements in this Form 10-Q could differ materially
from those stated in such forward-looking statements. Among the factors which
could cause the actual results to differ materially are the risks and
uncertainties described both in this Form 10-Q and the risks, uncertainties and
other factors set forth from time to time in the Company's other public reports,
filings and public statements. Many of these factors are beyond the control of
the Company, any of which, or a combination of which, could materially affect
the results of the Company's operations and whether the forward-looking
statements made by the Company ultimately prove to be accurate.
Dilution of Interest in Operating Subsidiary
On August 23, 2000, the Company's principal operating subsidiary, Hang
Fung Gold Technology Limited ("HFGTL") issued 1,632 million shares to New ePoch
Holdings International Limited ("NEH") in exchange for a 49.9% interest in New
ePoch Information (BVI) Company Limited ("NEI")(the "New ePoch Transaction"). On
August 28, 2000, HFGTL placed 550 million shares to independent investors for
HK$62.7 million (the "HFGTL Placement").
As a result of the New ePoch Transaction and the HFGTL Placement, the
Company's indirect ownership interest in HFGTL decreased from 53.145% to 35% and
from 35% to 31.4%; HFGTL and its subsidiary (including affiliates) are
classified as affiliates following the New ePoch Transaction; the Company's
consolidated statements of operations reflect the Company's pre-transaction
interest and post-transaction proportionate interest in HFGTL Group; the
Company's investment in HFGTL Group is reported on the balance sheet under the
equity method of accounting; during fiscal 2001, the Company reported a loss on
dilution of equity interest of HFGTL, which was charged to the 2001 consolidated
statement of operations.
Comparability of Financial Data
Prior to the New ePoch Transaction, HFGTL was the principal operating
subsidiary of the Company. After the New ePoch Transaction and the HFGTL
Placement, the Company's effective percentage of ownership in HFGTL was reduced
from 53.145% to 31.4% in August 2000, the accounting treatment of HFGTL and its
subsidiaries (including affiliates) changed from subsidiaries to affiliates of
the Company.
Because the financial statements for the three months ended June 30,
2001 account for HFGTL and its subsidiaries (including affiliates) as affiliates
of the Company, prior year comparative financial information may be of limited
value.
8
Results of Operations
Following the New ePoch Transaction and HFGTL Placement, the operations
of HFGTL Group are no longer consolidated but are reported as a share of profit
in affiliates. For purposes of comparability, the discussion herein includes (1)
consolidated results of operations as reported, (2) pro forma consolidated
results of operations reflecting the New ePoch Transaction and HFGTL Placement
as if those transactions had occurred at April 1, 1999, and (3) operating
results of the Company's affiliates, HFGTL Group and NEI Group, which results
are not included in the consolidated results of operations of the Company.
Quarter Ended June 30, 2000 Compared to Quarter Ended June 30, 2001
Pro Forma
HFGTL Group NEI Group Consolidated Consolidated
Quarter ended June 30, 2000 2001 2000 2001 2000 2001 2000 2001
(in US`000) ------ ------ ------ ------ ------ ------ ------ ------
Revenues $ 27,211 $ 42,002 $ 0 $ 0 $ 27,211 $ 0 $ 0 $ 0
Cost of sales and services (21,929) (35,845) 0 0 (21,929) 0 0 0
---------- --------- -------- -------- --------- -------- -------- --------
Gross profit 5,282 6,157 0 0 5,282 0 0 0
Selling, general and
administrative expenses (2,354) (3,203) (169) (239) (2,354) 0 0 0
---------- --------- -------- -------- --------- -------- -------- --------
Operating income (loss) 2,928 2,954 (169) (239) 2,928 0 0 0
Interest expense, net (365) (546) 0 (132) (365) 0 0 0
Share of profit (loss) of
affiliates 0 (185) (182) 0 0 639 749 639
Write-back of (Provision for)
amount due from an associate 0 (185) 0 0 0 0 0 0
--------- --------- -------- -------- --------- --------- --------- --------
Income (loss) before
income taxes 2,563 2,038 (351) (371) 2,563 639 749 639
Provision for income taxes (205) (282) 0 (205) (89) (64) (89)
Minority interest 0 0 0 0 (1,105) 0 0
--------- --------- -------- -------- --------- --------- --------- --------
0
Net income (loss) $ 2,358 $ 1,756 $ (351) $ (371) $ 1,253 $ 550 $ 685 $ 550
========= ========= ======== ======== ========= ========= ========= ========
Revenues and Gross Profit. Consolidated revenues for the three months
ended June 30, 2001 were nil as compared to $27.2 million for the three months
ended June 30, 2000. The decrease in consolidated revenues was attributable to
the reclassification of HFGTL Group as affiliates following the New ePoch
Transaction in August 2000. Pro forma consolidated revenues were nil for both
the 2000 and 2001 quarters.
HFGTL Group. Total revenues of HFGTL Group were $42 million for the
three months ended June 30, 2001, an increase of 54.4% from $27.2 million for
the three months ended June 30, 2000. The increase in revenues of HFGTL Group
for the quarter was primarily attributable to new product design, increased
marketing efforts and adoption of a more competitive pricing strategy.
Geographically, within Southeast Asia (including Hong Kong and the PRC)
sales by HFGTL Group increased 66.5% to $31.8 million during the three months
ended June 30, 2001 from $19.1 million during the same period in the prior year.
Sales within Southeast Asia accounted for 75.7% of total sales during the
current period as compared to 70% during the same period in the prior year.
Sales within the region increased due to increased marketing efforts in the
region, particularly in the PRC, during the current quarter. Sales in Southeast
Asia (not including Hong Kong and the PRC) during the three months ended June
30, 2001 increased 70.5% to $7.5 million from $4.4 million for the same period
in the prior year.
Outside of Asia (mainly in the United States and Europe), HFGTL Group
experienced a 25% increase in sales with these sales accounting for 24.3% of
total sales in the three months ended June 30, 2001 as compared to 30% of total
sales in the same period of the prior year. The increase in sales outside of
Asia was attributable to increased marketing efforts and adoption of a more
competitive pricing strategy. Sales in Europe increased approximately 37% to
$3.7 million for the three months ended June 30, 2001 from $2.7 million in the
same period of the prior year. Sales in the United States increased
approximately 36.4% to $4.5 million during the three months ended June 30, 2001
from $3.3 million in the same period of the prior year.
9
Gross profit of HFGTL increased by 17% to $6.2 million during the
current period from $5.3 million during the same period in the prior fiscal
year. The increase in gross profit was mainly attributable to the increase in
revenues. Gross margin decreased to 14.7% in the current period from 19.4% in
the prior fiscal year period. The decrease in gross profit percentage during the
current period was primarily attributable to increased competition, the adoption
of a more competitive pricing strategy and the increase in proportion of sales
of gold products of relatively lower profit margin.
NEI Group. Total revenues of NEI Group were nil during the current
period and the prior year period. NEI Group operations during the current
quarter were focused on developing and operating e-commerce trading facilities
between the PRC and the rest of the world.
Operating Expenses. Consolidated operating expenses for the three
months ended June 30, 2001 were nil as compared to $2.4 million for the three
months ended June 30, 2000. The decrease in consolidated operating expenses was
attributable to the reclassification of HFGTL Group as affiliates following the
New ePoch Transaction in August 2000. Pro forma consolidated operating expenses
were nil for the current and prior year periods.
HFGTL Group. Total operating expenses of HFGTL Group were $3.2 million
for the three months ended June 30, 2001, an increase of 33.3% from $2.4 million
for the three months ended June 30, 2000. The increase in operating expenses of
HFGTL Group for the quarter was primarily attributable to increased staff salary
and selling expenses to support increased business operations.
NEI Group. Total operating expenses of NEI Group were $239,000 for the
three months ended June 30, 2001, an increase of 41.4% from $169,000 for the
three months ended June 30, 2000.
Interest Expense, Net. Consolidated interest expense, net, for the
three months ended June 30, 2001 was nil as compared to $365,000 for the three
months ended June 30, 2000. The decrease in consolidated net interest expense
was attributable to the reclassification of HFGTL Group as affiliates following
the New ePoch Transaction in August 2000. Pro forma consolidated net interest
expense were nil for the 2001 quarter and 2000 quarter.
HFGTL Group. Net interest expense of HFGTL Group was $546,000 for the
three months ended June 30, 2001, an increase of 49.6% from $365,000 for the
three months ended June 30, 2000. The increase in net interest expense of HFGTL
Group for the quarter was primarily attributable to increased trust receipt bank
loans and long term bank loans.
10
Share of Profit of Affiliates. Consolidated share of profit of
affiliates totaled $639,000 during the quarter ended June 30, 2001 as compared
to nil during the quarter ended June 30, 2000. Consolidated share of profit of
affiliates represents the Company's 31.4% interest in HFGTL Group, including a
49.9% interest in NEI Group owned by HFGTL. Pro forma consolidated share of
profit of affiliates totaled $639,000 for the quarter ended June 30, 2001 and
$749,000 for the quarter ended June 30, 2000.
Income Taxes. Consolidated income taxes for the three months ended June
30, 2001 was $89,000 as compared to $205,000 for the three months ended June 30,
2000. The decrease in consolidated income tax expense was attributable to the
reclassification of HFGTL Group as affiliates following the New ePoch
Transaction in August 2000. Pro forma consolidated income tax expense were
$89,000 for the 2001 quarter and $64,000 for the 2000 quarter.
HFGTL Group. Income tax expense of HFGTL Group was $282,000 for the
three months ended June 30, 2001, an increase of 37.6% from $205,000 for the
three months ended June 30, 2000. The increase in income tax expense of HFGTL
Group for the quarter was primarily attributable to the 50-50 offshore claims in
reporting its Hong Kong profit tax for the 2000 quarter which claims were not
yet concluded with inland revenue during the 2001 quarter.
Minority Interest. Consolidated minority interest was nil during the
quarter ended June 30, 2001 as compared to $1,105,000 during the quarter ended
June 30, 2000. The decrease in minority interest was attributable to
reclassification of HFGTL Group from as subsidiaries to become affiliates
following the New ePoch Transaction. Pro forma consolidated minority interest
was nil for the quarters ended June 30, 2001 and 2000.
Financial Condition, Liquidity and Capital Resources
The Company had no cash balance and had a working capital deficit of
$303,000 at both June 30, 2001 and March 31, 2001. Because of the
reclassification of HFGTL Group as affiliates, the Company's balance sheet does
not include any of the assets and liabilities of HFGTL Group.
For the three months ended June 30, 2001 no cash was used in operating
activities as compared to net cash used in operating activities of $3.2 million
for the corresponding period of the prior year. This change resulted from the
reclassification of HFGTL Group as affiliates.
No cash was used in investing activities during the three months ended
June 30, 2001 compared with $226,000 used in investing activities during the
three months ended June 30, 2000. This change resulted from the reclassification
of HFGTL Group as affiliates.
No cash was provided by financing activities during the three months
ended June 30, 2001 compared with $1.8 million provided during the three months
ended June 30, 2000. This change resulted from the reclassification of HFGTL
Group as affiliates.
The Company had no long term debt at both June 30, 2001 and March 31,
2001. This was attributable to the reclassification of HFGTL Group from as
consolidated subsidiaries to become as affiliates.
11
As the Company has no operations other than those conducted by its
affiliates, HFGTL Group, the Company has limited liquidity and capital resource
requirements. Management believes that its current financial condition is
sufficient to meet the Company's anticipated needs for at least the next twelve
months and HFGTL Group's cash and working capital is sufficient to meet its
anticipated needs for at least the next twelve months.
Item 3. Quantitative and Qualitative Disclosure About Market Risk
The Company has no material market risk.
Sales of the Company's affiliates, HFGTL Group, are denominated in
Renminbi (the "Rmb"), U.S. dollars or Hong Kong dollars. Any material
fluctuation in the value of the Rmb, the Hong Kong dollars relative to the U.S.
dollars would have significant impact on HFGTL Group's operating results.
In order to minimize its exposure to fluctuations in the exchange rate
of Rmb, HFGTL Group utilities its Rmb revenue to settle the expenses denominated
in Rmb incurred in the purchase of raw materials and its production facilities
in the PRC. Only the unused Rmb may be subjected to exchange risk. In addition,
HFGTL Group's currency risk during the three months ended June 30, 2001 was
immaterial as a result of the "peg" of Hong Kong dollars to the U.S. dollars and
therefore no derivative contracts such as forward contracts and options to hedge
against foreign exchange fluctuations was considered or made.
HFGTL Group's interest expense is subject to the fluctuations of Hong
Kong interest rates. The interest rates on the bank installment loans of HFGTL
Group, in the principal amount of approximately $8.8 million, ranged from Hong
Kong prime lending rate less 1.75% to Hong Kong prime lending rate plus 3.5%
during the three months ended June 30, 2001. HFGTL Group does not currently
hedge its interest rate exposure as HFGTL Group considers that there are (i) no
significant changes in Hong Kong interest rates in the foreseeable future, and
(ii) no adversely effects on its operation and cash flow even if the applicable
prime lending interest rate is increased by 1% in Hong Kong.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
None
12
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
S.W. LAM, INC.
Dated: September 19, 2001
By: /s/ Lam Sai Wing
-------------------------------
Lam Sai Wing, President and
Chief Executive Officer
Dated: September 19, 2001
By: /s/ Chan Yam Fai, Jane
-------------------------------
Chan Yam Fai, Jane
Chief Financial Officer