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HK Listing Company

Luen Thai Holdings Limited
(Stock Code: 0311)

Listing Date:

15 July 2004

Offer Price:

HK$2.325 - HK$3.025 per share

Par Value:

US$0.01 each

No. of Shares under the offer :

225,000,000 shares

No. of Shares under Placing:

202,500,000 placing shares

No. of Share under Public Offer:

22,500,000 shares

Market Capitalization:

HK$2,092.5 million - 2,722.5million

Sponsor:

BNP Paribas Peregrine

Chairman:

Mr. Tan Siu Lin

Fund Raising

HK$523.1 million - 680.6 million

Major Shareholder:

  • Mr. Tan Siu Lin - 68.28% interest

COMPANY OVERVIEW

The Group is one of the key participants in the global apparel manufacturing industry and has more than 20 years' experience in apparel manufacturing. The global apparel manufacturing industry is in the midst of changes brought on by changing consumer preferences, the introduction of new technology, the reduction of certain international trade restrictions on apparel imports and export among WTO member countries and the anticipation of resultant increased industry competition and, ultimately, consolidation. To assist the Group's customers to manage these changes, the Group has adopted a business model that combines apparel manufacturing with additional value-added services along the apparel supply chain. The vision of the Group is to be a customer-centred and market driven business with an aim to be recognised by its customers as the best apparel supply chain services partner in the world.

The group has adopted a customer-centred business model called "design-to-store", emphasizing the Group's developing ability to provide its customers with a range of servies throughout the entire apparel supply chain, from the product design stage to the delivery process, and its commitment to do so in the shortest possible time and at the lowest total cost. These services include logistics as well as fabric development, product design and technical and laboratory services. This business model is intended to create partnerships with the Group's key customers through the integration of key functions throughout the supply chain.

The Group's core activity is the manufacturing of apparel on an OEM basis, primarily of knit wear and woven wear, which together represented approximately 86% of the Group's turnover in 2003. In addition, the Group produces sleepwear, intimate wear, pants and shorts, sports and active wear, ladies' fashion and children's wear. The Group's top customers consist of branded apparel makers, department stores and other retailers including: Dillard's , Express,Limited Brands, Fast Retailing, Liz Claiborne and Polo Ralph Lauren. In 2003, the Group had approximately US$545 million in turnover, and produced over 52 million individual garment.

COMPETITIVE ADVANTAGES

The Directors believe that the Group has the following competitive advantages:

  • The Group has had established business relationship for several years with each of its key customers. The Directors believe that one of the key attributes of the Group's success is its ability to develop and maintain long-term "partner" relationships with such key customers
  • The Group is capable of providing a range of services across the apparel supply chain. In what the Directors believe is an increasingly service-driven industry, they believe that offering these supply chain services will help to set the Group apart from competitors to further gain market share.
  • The Group has established facilities in four jurisdictions, partly in response to country-specific quotas placed on apparel products by developed countries. This diverse manufacturing base allows the Group to offer customers a choice of where their garment are manufactured and allows the Group to mitigate the health, political and economic risks of any one country.
  • The Group has a senior management team with many years of experience in the apparel industry. The Group's senior management is forward-thinking and is highly focused on developing the Group's business to meet the challenges of a fast-changing apparel industry
  • The Directors believe that the Group's quality control and quality assurance programmes are among the most rigorous in the industry. As a result, the Directors further believe that the Group experience relatively few customer complaints and returned products, which in turn helps to strengthen the trust of its customers.
  • The Group takes its social responsibilities seriously. The Directors believe that the Group's emphasis on social responsibilities, including its compliance with applicable employment, human right and health and safety laws and regulation, has allowed it to be qualified as a preferred supplier by certain customers and to maintain good relationships with its employees.

RISK FACTORS

  • Sales to the Group's give largest customers represented between 53% and 58% of the Group's total worldwide sales in the years between 2001 and 2003, and if the Group's relationships with any or all of these customers were to be negatively affected its business would be harmed.
  • In 2003, 76% of the Group's total worldwide sales were made to customers in the United States, and if demand in the United States for the Group's products were to be diminished or if access to this market were further restricted by quotas or otherwise, its business would be harmed.
  • The Group has no long-term sales contracts with any of its customers, including any of its top five customers, allowing customers to terminate their respective relationships with the Group at any tie without cause and almost immediately.
  • The Group's future success depends on its ability to achieve and manage growth.
  • If quotas on apparel are not completely removed among WTO members as anticipated on or before 1st January, 2005, or if new quotas, higher tariffs or other trade barriers are imposed in their place, particularly by the United States, then the Group may have to slow down the further geographic consolidation and expansion of its operations and its business may be harmed.
  • If quotas on apparel are completely removed among WTO members as anticipated on or before 1st January 2005, then the Group may become less competitive because of its relative expensive operations in Saipan.
  • The Group's business relies on its logistics and core administrative and inventory management capabilities and if these capabilities fail or are restricted the Group's business may be harmed.

FINANCIAL RECORD

 

Year ended

31st Dec 2001

(US$'000)

Year ended

31st Dec 2002

(US$'000)

Year ended

31st Dec 2003

(US$'000)

Turnover

462,491

563,658

544,924

Profit before tax

31,667

22,422

33,331

Net profit

21,466

14,052

23,566

Total Assets

227,193

279,195

244,643

Total Liabilities

156,835

205,114

188,984

Total equities

70,358

74,081

55,659

FUTURE PLANS

In order to pursue the Group's mission to be recognised by its customers as the best apparel supply chain services partner, the Group plans to expand its manufacturing facilities, including:

  • Upgrading and expanding its existing production facilities in the PRC
  • Constructing new production facilities for knit and woven businesses in Qingyuan, Guangdong Province, the PRC and in Macau.
  • Establishing a design and development centre in each of the Group's key facilities to enhance its design and fabric development capabilities.

PROFIT FORECAST FOR THE YEAR ENDING 31 DECEMBER 2004

Forecast consolidated profit after tax and minority interests but before extraordinary items

Not less than US$ 28.2 million

Forecast earnings per share

Not less than US$0.031

USE OF PROCEEDS

The net proceeds of the Share Offer after deducting related expenses and assuming an Offer Price of HK$2.675 per Share ( being the mid-point of the stated range of the Offer Price of between HK$2.325 and HK$3.025 per Share) and that the Over-allotment Option is not exercised in whole or in part, are estimated to amount to about HK$563.1 million(US$72.2 million). To effect the Group's future plans, the Group currently intends to apply the net proceeds as follows.

For the acquisition of production facilities and machinery

45.01%

For the acquisition of production facilities

3.46%

Set up a design and development centre

4.15%

For upgrading and maintenance of the Group's existing production facilities

13.75%

For the repayment of bank loans

24.9%

General woking capital

8.73%

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