nformation Memorandum : SABINA

allowed to sell of 25% of the total amount of shares prohibited for sale and the rest after one year. Relaxation None Others None - 15 - STATISTICAL SUMMARY Sabina Public Company Limited (Consolidated) l--------in thousands --------------------l----------- baht/share ---------------------l YEAR TOTAL SALES NET PROFIT EARNINGS DIVIDEN BOOK PAYOUT AND SERVICE (LOSS) (LOSS) D VALUE RATIO (%) 2007 (audited)1 2,067,910 122,721 2.31 1.30 16.88 62.50 2006 (audited)2 2,196,671 171,036 5.85 2.40 22.73 41.00 2005 (audited) 3 1,846,733 212,055 7.26 3.25 22.07 44.78 Note: 1Earnings per share and book value per share are calculated from the weighted average number of shares of 53,200,000 shares with the par value of 5 baht per share. 2Earnings per share and book value per share are calculated from the weighted average number of shares of 29,220,000 shares, and the dividend per share is calculated from the total number of shares of 30,000,000 shares with the par value of 5 baht per share. 3same as note 2 Sabina Public Company Limited (The Company) l--------in thousands --------l ---------------------- baht/share ----------------l YEAR TOTAL SALES NET EARNINGS DIVIDEND BOOK PAYOUT AND SERVICE PROFIT (LOSS) VALUE RATIO (%) (LOSS) 2007 (audited)4 979,112 84,998 1.60 1.30 12.25 90.24 2006 (audited)5 1,029,594 173,883 5.80 2.40 14.06 41.41 2005 (audited)6 772,911 214,520 7.15 3.25 13.91 45.45 Note: 4Earnings per share and book value per share are calculated from the weighted average number of shares of 53,200,000 shares with the par value of 5 baht per share. 5Earnings per share and book value per share and dividend are calculated from the total number of shares of 30,000,000 shares with the par value of 5 baht per share. 6same as note 5 - 16 - Sabina Public Company Limited and Subsidiary Balance Sheet As of 31 December (Thousand Baht) Consolidated 2005 2006 2007 (Audited) (Audited) (Audited) Amount Amount Amount Assets Current Assets Cash and Cash Equivalent 13,618 18,003 24,200 Accounts Receivable - Net 405,849 507,661 561,249 Unrelated Parties 405,849 507,661 561,249 Inventory - Net 668,759 543,031 497,417 Other Current Assets 31,498 32,851 39,976 The Revenue Department Receivable 8,221 13,410 25,668 Prepaid Tax 8,543 11,107 9,080 Prepaid Raw Materials and Depleted Materials 3,007 777 415 Others 11,726 7,557 4,814 Total Current Assets 1,119,724 1,101,547 1,122,841 Non-Current Assets Property, Plant and Equipment - Net 404,893 389,422 467,635 Intangible Assets 13,669 5,031 Other Non-Current Assets 3,249 609 2,050 Total Non-Current Assets 408,142 403,700 474,716 Total Assets 1,527,866 1,505,247 1,597,557 - 17 - . Sabina Public Company Limited and Subsidiary Balance Sheet (Continue) As of 31 December (Thousand Baht) Consolidated 2005 2006 2007 (Audited) (Audited) (Audited) Amount Amount Amount Liabilities Current Liabilities Bank Overdraft and Short-term Loan from Financial Institutions 428,083 424,387 406,154 Accounts Payable- Net 243,002 190,926 178,007 Unrelated Parties 243,002 190,926 178,007 Current Portion of Long-term Loan 47,088 47,088 25,080 Current portion of Hire Purchase Loan 1,697 Other Current Liabilities 95,951 155,638 73,078 Accrued Coporate Tax 17,003 11,170 9,082 Accrued Dividend Payment - 70,128 - Accrued Expenses 73,648 67,426 59,319 Others 5,301 6,914 4,677 Total Current Liabilities 814,124 818,040 684,016 Non-Current Liabilities Long-term Loan from Financial Institutions, Net of Current Portion 68,990 21,902 9,680 Hire Purchase Loan, Net of Current Portion 4,725 Employees' Insurance - 1,138 1,248 Total Non-Current Liabilities 68,990 23,040 15,653 Total Liabilities 883,114 841,080 699,669 - 18 - Sabina Public Company Limited and Subsidiary Balance Sheet (Continue) As of 31 December (Thousand Baht) Consolidated 2005 2006 2007 (Audited) (Audited) (Audited) Amount Amount Amount Shareholders' Equity Share Capital Par Value at 5 baht per share in 2007 and 1,000 baht per share in 2006 Registered Share Capital Common Stock - 69,500,000 shares in 2007 and 150,000 shares in 2006 150,000 150,000 347,500 Paid-up Capital Common Stock - 59,000,000 shares in 2007 and 150,000 shares in 2006 150,000 150,000 295,000 Less: Company Shares Held by Subsidiary -3,900 -3,900 - Issued and Paid-up Capital - Net 146,100 146,100 295,000 Retained Earnings Appropriated - Legal Reserve 15,000 15,000 19,250 Unappropriated 249,839 255,782 381,203 Book Value of subsidiary in Excess of Investment cost 202,436 Shareholders's Equity of The Company 410,939 416,882 897,888 Minority Interest 233,813 247,285 - Total Shareholders' Equity 644,752 664,167 897,888 Total Liabilities and Shareholders' Equity 1,527,866 1,505,247 1,597,557 Note: 1. For financial statements as of year-ended 2005 and 2006, the Company made accounting records based on the inventory return estimation of the own-branded products of the subsidiary. For financial statements as of year-ended 2007, the Company improved the accounting system by recording the actual sales revenue and cost of goods sold. However, there are no significant differences between the two methodologies mentioned above in terms of sale revenue, cost of goods sold and net profit. 2. R P J M Coaching Company Limited ("advisor"), the independent advisor in internal audit and internal control system, opined on the improvement of the subsidiary's accounting system on 1 February 2008 as follows. The advisor is confident on accounting procedure whereby the Company recorded actual sales revenue and cost of goods sold because of the following reasons. 1. The Company improved data collection system to be more secure. 2. The Company crosses check the sale volume figures with large department stores which are reliable sources of information. 3. The new system leads to the shorter data collection period. Therefore, the Company can issue and certify the financial statement within the time period as required by the Securities and Exchange Commission. In addition, the advisor does not find any weak points and flaws of this accounting system. - 19 - Sabina Public Company Limited and Subsidiary Income Statement For the Period of 1 January to 31 December (Thousand Baht) Consolidated 2005 2006 2007 (Audited) (Audited) (Audited) Amount Amount Amount Revenue Sales Revenue -Net 1,846,709 2,193,269 2,066,458 Service Revenue 25 3,402 1,452 Other Income 19,897 10,916 26,069 Total Revenue 1,866,631 2,207,586 2,093,979 Expenses Cost of Sales 1,213,751 1,599,805 1,522,770 Selling and Adminstration Expenses 384,032 366,640 397,302 Total Expenses 1,597,783 1,966,445 1,920,072 Earning before Interest and Tax Expenses 268,848 241,142 173,907 Interest Expense 15,102 26,966 29,772 EBT 253,746 214,176 144,135 Corporate Income Tax 31,252 29,668 21,414 Profit after Tax 222,494 184,508 122,721 Net Loss (Profit) of Minority Interests -10,439 -13,472 - Net Profit 212,055 171,036 122,721 - 20 - Sabina Public Company Limited and Subsidiary Cash Flow Statement As of 31 December (Thousand Baht) Consolidated 2005 2006 2007 Cash Flows from Operating Activities Net Profit 212,055 171,036 122,721 Adjustments for Net Profit Increase (Decrease) Depreciation 52,497 54,259 57,378 Profit in inventory 813 Bad Debts and Allowance for Bad Debts 2,000 182 0 Gain on Disposal of Assets -945 -944 -1,234 Loss on Disposal of Assets 7 0 7,861 Unrealized Loss on Exchange Rate 522 -499 74 Deduction in Shareholders' Equity of subisdiary in excess of investment cost -44,850 Minority Interests 10,439 13,472 0 Decrease (Increase) in Accounts Recievable - Unrelated Party -65,106 -101,994 -53,588 Decrease (Increase) in Inventory -311,397 125,728 44,802 Decrease (Increase) in Other Current Asset -9,065 -1,353 -6,403 Decrease (Increase) in Other Non-current Asset -2,821 2,641 -1,441 Increase (Decrease) in Accounts Payable - Other Parties 63,227 -51,577 -12,993 Increase (Decrease) in Other Current Liabilities - Income Tax Payable 6,770 -5,832 -2,088 Increase (Decrease) in Other Current Liabilities - Accrued Expenses 11,137 -6,222 -8,107 Increase (Decrease) inOther Current Liabilities -2,503 1,613 -2,237 Increase (Decrease) in Other Non-Current Liabilities - Employee Insurance 0 1,138 110 Net cash provided by operating activities -33,183 201,648 100,818 - 21 - Sabina Public Company Limited and Subsidiary Cash Flow Statement (Continue) As of 31 December (Thousand Baht) Consolidated 2005 2006 2007 Cash Flows from Investing Activities Purchase of Property, Plant and Equipment -31,260 -52,458 -129,380 Proceeds from Disposal of Property, Plant and Equipment 1,209 945 1,500 Cash Received from Disposal of Long-Term Investments 10,850 Collateralized Deposit 266 0 0 Investments in Subsidiary Net Cash (Provided by) Investing Activities -29,785 -51,513 -117,031 Cash Flows from Financing Activities Cash Received from Ordinary Shares Issuance 145,000 Cash Received from Overdraft and Short-Term Loans 127,659 -3,696 -18,233 Repayment of Long-Term Loans -64,821 -47,088 -34,230 Dividend Paid 0 -94,965 -70,128 Net Cash (Provided by) Financing Activities 62,838 -145,749 22,409 Net Increase (Decrease) in Cash and Cash Equivalents -130 4,386 6,196 Cash and Cash Equivalents at Beginning of Periods 13,747 13,618 18,003 Cash and Cash Equivalents at End of Periods 13,618 18,003 24,200 - 22 - Sabina Public Company Limited (Company Only) Balance Sheet As of 31 December (Thousand Baht) Company Only 2005 2006 2007 Amount Amount Amount Assets Current Assets Cash and Cash Equivalent 11,395 8,097 15,882 Account Recievable - Net 270,225 325,514 328,403 Related Parties 231,653 281,828 316,024 Unrelated Parties 38,572 43,686 12,379 Inventory - Net 149,699 167,774 126,926 Other Current Assets 4,609 10,073 15,335 The Revenue Department Receivable 0 7,816 13,322 Prepaid Raw Materials and Depleted Materials 3,007 777 415 Others 1,601 1,480 1,598 Total Current Assets 435,928 511,458 486,546 Non-Current Assets Investment in Subsidiary - - 144,850 Property, Plant and Equipment 229,121 213,905 201,690 Intangible Assets 5,765 313 Total Non-Current Assets 229,121 219,670 346,853 Total Assets 665,049 731,127 833,399 - 23 - Sabina Public Company Limited (Company Only) Balance Sheet (Continue) As of 31 December (Thousand Baht) Company Only 2005 2006 2007 Amount Amount Amount Liabilities Current Liabilities Bank Overdraft and Short-term Loan from Financial Institutions 42,559 51,846 61,876 Accounts Payable- Net 96,006 113,381 68,246 Related Parties 7,820 1,433 5,170 Unrelated Parties 88,186 111,949 63,076 Current Portion of Long-term Loan 40,008 40,008 18,000 Current Portion of Hire Purchase Loan - 815 Other Current Liabilities 21,023 96,064 27,879 Accrued Coporate Tax 5,617 2,893 4,423 (more)