Asian Bamboo AG / Key word(s): Miscellaneous 01.05.2014 21:15 Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted by DGAP - a company of EQS Group AG. The issuer is solely responsible for the content of this announcement. --------------------------------------------------------------------------- Asian Bamboo AG announces: - Due to write downs of investments and loans to subsidiaries, Asian Bamboo AG reports a loss of more than half of the share capital in the annual individual financial statements - Deloitte will issue a qualified audit opinion in relation to the opportunities and risks associated with the intended entry into the real estate industry in the annual individual and consolidated financial statements - Asian Bamboo AG announces near final numbers for FY 2013 Hamburg, 1 May 2014 - Asian Bamboo AG ("ABAG" or "the Company"), informs all shareholders that the Management Board appointed Ernst & Young ("EY) to conduct an independent valuation ("the valuation report") of Asian Bamboo AG's investments to its subsidiaries Hong Kong XRX Investment Co., Ltd. ("HK XRX") and Asian Bamboo Industrial Co., Ltd. ("ABI") as part of the annual individual financial statements. HK XRX and ABI are both incorporated in Hong Kong and control the operating entities in China. The final valuation report is yet to be released, but advanced drafts suggest there will be a very significant reduction in the value of the investments and loans. This, in turn, will lead to a decrease in the total equity in the annual individual financial statements from EUR 152.3 million as of 31 December 2012 to around EUR 1.0 million as of 31 December 2013. The current total equity of around EUR 1.0 million represents less than half of its share capital of EUR 15,281,100. The overall situation for the Group is healthy. Despite the negative operating environment, the Group generated positive operating cash flows before working capital changes of around EUR 5.1 million and only a slight negative net operating cash flow of around EUR 1.1 million. In addition, the Group has a cash balance of around EUR 28.5 million and a total equity of around EUR 86.7 million at the end of FY 2013. The main reason for the significant differences in the equity of the annual individual financial statements and the annual consolidated financial statements are the different valuation methods under commercial law and international accounting standards. The Management Board and Supervisory Board will consider methods to improve the current equity situation of ABAG, which may involve changes to the proposed corporate bond (CB) offering. The Management Board will stand firmly behind ABAG, including providing financial support as well as maintaining a longer term commitment to managing the Company. Deloitte will issue a qualified audit opinion in relation to the opportunities and risks associated with the intended entry into the real estate industry in the annual individual and consolidated financial statements The Management Board was informed by its auditor, Deloitte & Touche GmbH Wirtschaftsprüfungsgesellschaft, that it will issue a qualified audit opinion for the annual individual and consolidated financial statements for the fiscal year 2013. The qualification only relates to the risks and opportunities associated with the Company's proposed entry into the property industry, which is described in the management report of the annual individual and consolidated financial statements. In this context the Management Board wishes to reiterate that it has not and will not make any commitments on behalf of the Company into any property projects before the resolutions at the AGM have been passed and the proposed fund raising has been completed. Therefore it cannot provide detailed information on future property projects at the moment. However, the Management Board is confident that it can source attractive projects at reasonable valuations which will generate profits for the Group. Asian Bamboo AG announces near final numbers for FY 2013 With reference to the preliminary results announcement as of 28 February 2014, the Management Board wishes to state that it now has the near final numbers which have significant deviations in relation to the impairments (provisions for onerous contracts) which increased to EUR 161.6 million, loss in FVBA which decreased to EUR 24.7 million, net loss which increased to EUR 199.9 million and total equity which decreased to EUR 86.7 million. The near final numbers are as follows: - Revenue* decreased 55% to EUR 31.4 million (2012 restated: EUR 69.4 million) - Loss in FVBA** of EUR 24.7 million (2012 restated: loss of EUR 7.8 million) - Negative gross profit, including FVBA-changes, of EUR 25.7 million (2012: negative EUR 10.0 million) - Net loss of EUR 199.9 million (2012: net loss EUR 19.8 million) - Operating cash flow before movements in working capital decreased 56% to EUR 5.1 million (2012: EUR 11.6 million) - Net cash generated from operating activities was negative EUR 1.1 million (2012: positive EUR 17.6 million) - Cash and cash equivalents decreased to EUR 28.5 million (2012: EUR 38.6 million) mainly as a result of repayments of bank loans during the year - Total bank borrowings decreased to EUR 34.7 million (2012: EUR 46.5 million) after repayments of bank loans during the year - Total equity decreased to EUR 86.7 million (2012: EUR 288 million) mainly due to a reduction in biological assets and provisions for onerous contracts * Revenue for FY 2013 and FY 2012 (restated) does not include sales of bamboo fibre as it is treated as a discontinued operation **FVBA is an abbreviation for gain/(loss) arising from changes in the fair value less estimated costs to sell of biological assets For enquiries, please contact: Asian Bamboo AG: Peter Sjovall +852-9385 3868 Chief Financial Officer [email protected] *Anja Holst +49-(0)40 37644 798 Investor Relations Director [email protected] About Asian Bamboo AG: Asian Bamboo is a leading integrated company in the bamboo industry. The Company currently owns long-term leasing rights for 40 bamboo plantations with a total size of 50,338 hectares (ha). It is planning to diversify its business into property development. As a National Key Flagship Enterprise, Asian Bamboo is at the forefront of developing the agriculture industry in China. Asian Bamboo has obtained organic food accreditations in China, Japan, Europe and the United States in addition to its HACCP and ISO9001 certifications. Its plantation management has received GLOBALGAP (Global Good Agriculture Practices) certification from the Swiss-based company SGS. Since 16 November 2007, Asian Bamboo has been listed on the Prime Standard of the Frankfurt Stock Exchange under the ticker symbol "5AB". In addition, the stock is traded as an ADR under the ticker symbol "ASIBY". The Company's financial statements are audited by Deloitte and its registered office is located in Hamburg, Germany. For more information about Asian Bamboo, please visit the Asian Bamboo website at www.asian-bamboo.com or www.asian-bamboo.de Disclaimer: This release is for information only and does not constitute an offer to sell, purchase, exchange or transfer any securities or a solicitation of any such offer in the United States or any other jurisdiction. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the 'Securities Act') and may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. Neither Asian Bamboo AG ("Asian Bamboo") nor any other participant in the transactions described herein intends to register any securities under the Securities Act or with any securities regulatory authority of any state or other jurisdiction in the United States in connection with the proposals described in this announcement. The shares may not be offered to the public in any jurisdiction in circumstances which would require the preparation or registration of any prospectus or offering document relating to the shares in such jurisdiction. No action has been taken by Asian Bamboo or any of their affiliates that would permit an offering of the shares or possession or distribution of this announcement or any other offering or publicity material relating to such securities in any jurisdiction where action for that purpose is required. As far as this release contains forward-looking statements with respect to the business, financial condition and results of operations of Asian Bamboo, these statements are based on current expectations or beliefs of Asian Bamboo's management. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or performance of the Company to differ materially from those reflected in such forward-looking statements. Apart from other factors not mentioned here, differences could occur as a result of changes in the overall economic situation and the competitive environment - especially in the core business segments and markets of Asian Bamboo. Also, the development of the financial markets and changes in national as well as international provisions, particularly in the field of tax legislation and financial reporting standards, could have an effect. Terrorist attacks and their consequences could increase the likelihood and the extent of differences. Asian Bamboo undertakes no obligation to publicly release any revisions or updates to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. 01.05.2014 DGAP's Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------------- Language: English Company: Asian Bamboo AG Stadthausbrücke 1-3 20355 Hamburg Germany Phone: +49 40 37644 798 Fax: +49 40 37644 500 E-mail: [email protected] Internet: www.asian-bamboo.de ISIN: DE000A0M6M79, DE000A0M6M79 WKN: A0M6M7, A0M6M7 Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr in Berlin, Düsseldorf, München, Stuttgart End of Announcement DGAP News-Service ---------------------------------------------------------------------------