Financial Statements and Related Announcement::Full Yearly Results

TEE International Limited

(Incorporated in the Republic of Singapore)

(Company Registration No.: 200007107D)

Unaudited Fourth Quarter Financial Statements and Dividend Announcement for the Period Ended 31 May 2021

The Company has announced the appointment of RSM Corporate Advisory Pte. Ltd. as financial consultant in June 2021, to, inter alia, undertake a review of the Group's businesses and assist to formulate restructuring plans to improve the financial position and/or performance of the Group. Kindly note that the Financial Consultant is currently still in the process of reviewing the Group's operations and working with the Company to formulate its plans. The exercise is expected to be completed by end of July 2021. The outcome of the Financial Consultant's review and its consequent financial and/or non-financial impact on the Company and/or its subsidiaries is uncertain as at the date of this announcement. Accordingly, the Company has prepared its financial results for the period ended 31 May 2021 ("Financial Results") as contained herein based on the assumption that the Company and its subsidiaries, save for Trans Equatorial Engineering Pte. Ltd. ("Trans Equatorial"), a wholly owned subsidiary of the Company, is able to continue as a going concern. Depending on the eventual outcome, material adjustments may be required to the Financial Results.

Further announcements on any material developments or adjustments to the Financial Results will be made on a timely basis to keep the shareholders updated. Shareholders and potential investors of the Company are advised to read this announcement in full and any further announcements made by the Company carefully. Shareholders and potential investors of the Company should consult their stockbrokers, bank managers, solicitors or other professional advisers if they have any doubt.

The Company is mandatorily required pursuant to the requirements of the Singapore Exchange Securities Trading Limited ("SGX-ST") to continue with quarterly reporting of its financial statements with effect from 7 February 2020 in view of the modified opinion issued by the Company's statutory auditors in its annual report for the financial year ended 31 May 2020.

PART I - INFORMATION REQUIRED FOR ANNOUNCEMENTS OF QUARTERLY (Q1,Q2,Q3&Q4), HALF-YEAR AND FULL YEAR RESULTS

1(a)(i) An income statement and a statement of comprehensive income	for the group together with a comparative statement for the
corresponding period of the immediately preceding financial year
	The Group		The Group
	S$'000	Increase/	S$'000	Increase/
	Fourth Quarter Ended	(Decrease)	Twelve Months Ended	(Decrease)
	31-05-2021	31-05-2020	%	31-05-2021	31-05-2020	%
Continuing operations
Revenue	2,862	57,132	(95.0)	116,418	329,945	(64.7)
Cost of sales	(75,812)	(66,729)	13.6	(185,532)	(331,030)	(44.0)
Gross loss	(72,950)	(9,597)	NM	(69,114)	(1,085)	NM
Other operating income	3,347	2,536	32.0	8,200	3,623	NM
Administrative expenses	(3,112)	(4,131)	(24.7)	(12,589)	(16,011)	(21.4)
Other operating expenses	(40,055)	(4,764)	NM	(42,518)	(6,023)	NM
Share of results of associates
and joint venture	(110)	609	NM	424	746	(43.2)
Finance costs	(967)	(882)	9.6	(2,773)	(7,034)	(60.6)
Loss before tax	(113,847)	(16,229)	NM	(118,370)	(25,784)	NM
Income tax expense	(1,195)	260	NM	(691)	(3,416)	(79.8)
Loss for the period from
continuing operations	(115,042)	(15,969)	NM	(119,061)	(29,200)	NM
Loss for the period from
discontinued operations1, net of tax	(94)	(2,482)	(96.2)	(94)	(35,365)	(99.7)
Loss for the period	(115,136)	(18,451)	NM	(119,155)	(64,565)	84.6

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TEE International Limited

1(a)(i) (Continued)
	The Group		The Group
	S$'000	Increase/	S$'000	Increase/
	Fourth Quarter Ended	(Decrease)	Twelve Months Ended	(Decrease)
	31-05-2021	31-05-2020	%	31-05-2021	31-05-2020	%
Loss attributable to:
Owners of the Company	(115,404)	(17,709)	NM	(120,814)	(59,554)	NM
Non-controlling interests	268	(742)	NM	1,659	(5,011)	NM
	(115,136)	(18,451)	NM	(119,155)	(64,565)	84.6
Other comprehensive profit
for the period :
Currency translation differences
Owners of the Company	597	754	(20.8)	400	461	(13.2)
Non-controlling interests	55	7	NM	91	(458)	NM
Total comprehensive profit	652	761	(14.3)	491	3	NM
Loss attributable to:
Owners of the Company
Loss from continuing
operations, net of tax	(115,310)	(15,227)	NM	(120,720)	(27,694)	NM
Loss from discontinued
operation, net of tax	(94)	(2,482)	(96.2)	(94)	(31,860)	(99.7)
Non-controlling interests	268	(742)	NM	1,659	(5,011)	NM
	(115,136)	(18,451)	NM	(119,155)	(64,565)	84.6
Total comprehensive loss attributable
to:
Owners of the Company
Loss from continuing
operations, net of tax	(114,713)	(14,473)	NM	(120,320)	(27,463)	NM
Loss from discontinued
operation, net of tax	(94)	(2,482)	(96.2)	(94)	(31,630)	(99.7)
Non-controlling interests	323	(735)	NM	1,750	(5,469)	NM
	(114,484)	(17,690)	NM	(118,664)	(64,562)	83.8

NM - not meaningful

1 Discountinued operations

The loss of discontinued operations comprised the following:

	The Group		The Group
	S$'000	Increase/	S$'000	Increase/
	Discontinued operation	(Decrease)	Discontinued operation	(Decrease)
	31-05-2021	31-05-2020	%	31-05-2021	31-05-2020	%
Operating losses of TEE Land (a)	-	342	NM	-	(30,840)	NM
Operating losses of AWM (b)	-	(2,824)	NM	-	(4,525)	NM
Operating losses of TEE HK (c)	(94)	-	NM	(94)	-	NM
	(94)	(2,482)	(96.2)	(94)	(35,365)	(99.7)

1. Discontinued operations in financial period ended 31 May 2020 relate to the disposal of the entire stake of 63.28% shares in TEE Land Limited ("TEE Land"). As announced on 13 January 2020, the sale of TEE Land shares was completed on 3 February 2020. The Company accounted for the results of TEE Land up to 31 January 2020.
2. As announced on 30 June 2020, the expected completion date of the disposal of Arrow Waste Management Pte. Ltd. ("AWM") was on 29 May 2020. However, subsequent to that, the Company and its subsidiary, TEE Infrastructure Private Limited ("TEE Infra") had received notices of termination of the proposed disposal from the Purchaser. The Company, TEE Infra, AWM and the Purchaser and the Purchaser's holding company Nutara Investment Pte. Ltd. have on 18 December 2020 entered into a settlement agreement. Accordingly, TEE Infra and the Purchaser will not be proceeding with the Proposed Disposal. The Group has accounted the disposal group as discontinued operations and recognised S$50,000 rebate from purchaser during the second quarter ended 30 November 2020.
3. Discontinued operations in financial period ended 31 May 2021 relate to the disposal of all the shares in TEE Hong Kong Limited ("TEE HK"). As announced on 12 May 2021, the Company had entered into a conditional sale and purchase agreement with Yeung Kwok Ching for the sale of its entire 100% stake in TEE HK. The sale was completed on 2 June 2021, and the Company accounted for the results of TEE HK to 31 May 2021.

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TEE International Limited

1(a)(ii) Notes to the income statement
	The Group		The Group
	S$'000	Increase/	S$'000	Increase/
Continuing operations	Fourth Quarter Ended	(Decrease)	Twelve Months Ended	(Decrease)
	31-05-2021	31-05-2020	%	31-05-2021	31-05-2020	%
A Other operating income:
Interest income	5	18	(72.2)	23	46	(50.0)
Amortisation of financial
guarantee liabilities	19	19	0.0	75	75	0.0
Change in fair value of financial
assets at FVTPL	-	-	-	545	-	NM
Gain on disposal of
property, plant and equipment	-	-	-	6	-	NM
Government grant	1,319	2,279	(42.1)	5,251	2,422	NM
Net foreign currency exchange
adjustment gain	-	-	-	-	296	NM
Management fees income	20	72	(72.2)	95	319	(70.2)
Allowance for doubtful other
receivables written back	-	-	-	51	-	NM
Service fees income	14	41	(65.9)	86	110	(21.8)
ROU liabilities written off	1,926	-	NM	1,926	-	NM
Others	44	107	(58.9)	142	355	(60.0)
	3,347	2,536	32.0	8,200	3,623	NM
B Other operating expenses:
Amortisation of intangible assets	-	186	NM	310	744	(58.3)
Change in fair value of
investment properties	2,500	1,188	NM	3,213	1,270	NM
Loss on disposal of investment
in an associate	-	-	-	1,324	-	NM
Net foreign currency exchange
adjustment loss	285	76	NM	346	1	NM
Property, plant and equipment
written off	65	223	(70.9)	115	225	(48.9)
Property, plant and equipment
impaired	7	1,588	(99.6)	7	1,588	(99.6)
Loss on disposal of property,
plant and equpiment	20	13	53.8	20	6	NM
Other receivables
written back	(17)	-	NM	(17)	-	NM
Allowance for doubtful debts for
trade receivables	1,760	222	NM	1,760	222	NM
Trade receivables (written back)/
written off	(10)	290	NM	(5)	989	NM
Allowance for contract assets	17,607	958	NM	17,607	958	NM
Provision of performance bonds/
claims from a contract counterparty	17,866	-	NM	17,866	-	NM
Others	(28)	20	NM	(28)	20	NM
	40,055	4,764	NM	42,518	6,023	NM
C Finance costs:
Leases	572	237	NM	1,038	328	NM
Loan interests	395	633	(37.6)	1,735	2,882	(39.8)
Notes payable interest	-	-	-	-	3,768	NM
Finance leases	-	12	NM	-	56	NM
	967	882	9.6	2,773	7,034	(60.6)
D Other information:
Depreciation of property, plant
and equipment	1,258	543	(20.4)	3,277	2,680	(8.5)
Amortisation of deferred
commission expenses	51	18	NM	106	73	45.2
Amortisation of issuance costs
on notes payable	-	19	NM	39	282	(86.2)
Adjustment for (over)/under
provision of income tax
in respect of prior year	-	(2)	NM	17	2,949	(99.4)

NM - not meaningful

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TEE International Limited

1(a)(iii) Notes to the income statement

The results of the discontinued operations and the re-measurement of the respective disposal group are as follows:

	Group		Group
	S$'000	Increase/	S$'000	Increase/
	Fourth Quarter Ended	(Decrease)	Twelve Months	Twelve Months	(Decrease)
	Ended	Ended
	31-05-2021	31-05-2020	%	31-05-2021	31-05-2020	%
Revenue	162	(10)	NM	162	47,877	(99.7)
Cost of sales	(154)	-	NM	(154)	(39,253)	(99.6)
Gross profit	8	(10)	NM	8	8,624	(99.9)
Other operating income	-	296	NM	-	1,524	NM
Selling and distribution expenses	-	-	-	-	(3,777)	NM
Administrative expenses	162	(1,884)	NM	162	(9,813)	NM
Other operating expenses1	-	(545)	NM	-	(25,894)	NM
Share of results of associates	(124)	-	NM	(124)	(602)	(79.4)
Finance costs	(140)	(339)	(58.7)	(140)	(5,436)	(97.4)
Loss before tax	(94)	(2,482)	(96.2)	(94)	(35,374)	(99.7)
Income tax expense	-	-	-	-	9	NM
Loss for the period	(94)	(2,482)	(96.2)	(94)	(35,365)	(99.7)

1 Other operating expenses of TEE Land is due mainly to additional buyer's stamp duty payable for a development project and S$20.7 million impairment recognised based on net estimated fair value in accordance with SFRS(I)5 - Non-Current Assets Held for Sale and Discontinued Operations.

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TEE International Limited

1(b)(i) A statement of financial position (for the issuer and group), together with a comparative statement as at end of the immediately preceding financial year

			ompany Code 1110
	The Group	The Company
	S$'000	S$'000
	31-05-2021	31-05-2020	31-05-2021	31-05-2020
ASSETS
Current assets
Cash and cash equivalents	10,628	50,730	360	8,997
Bank balances pledged	7,335	3,615	-	-
Trade receivables	32,562	30,010	-	3,659
Other receivables	4,215	5,027	23,012	14,165
Financial assets at fair value through profit or loss	-	82	-	82
Inventories	61	77	-	-
Contract assets	79,124	146,244	-	-
	133,925	235,785	23,372	26,903
Assets of disposal group classified as held-for-sale	3,015	17,041	-	-
Total current assets	136,940	252,826	23,372	26,903
Non-current assets
Other receivables	1,039	1,312	613	777
Financial assets at fair value through profit or loss	400	-	-	-
Investment in associates	4,886	9,646	-	-
Investment in joint venture	-	130	-	-
Investment in subsidiaries	-	-	26,443	43,926
Intangible asset	-	310	-	-
Property, plant and equipment	5,146	8,389	30	41
Investment properties	56,050	34,926	22,332	23,909
Deferred tax assets	77	618	9	-
Total non-current assets	67,598	55,331	49,427	68,653
Total assets	204,538	308,157	72,799	95,556
LIABILITIES AND EQUITY
Current liabilities
Bank loans and overdrafts	21,898	57,496	-	-
Trade payables	174,586	147,628	-	3,613
Other payables	47,877	22,573	62,083	59,555
Contract liabilities	2,565	661	-	-
Provision for maintenance costs	250	235	-	-
Current portion of lease liabilities	1,819	2,119	298	128
Current portion of long-term borrowings	36,073	2,809	13,632	2,510
Current portion of financial guarantee liabilities	-	75	-	75
Income tax payable	4,031	4,339	734	842
	289,099	237,935	76,747	66,723
Liabilities of disposal group classified as held-for-sale	575	19,840	-	-
Total current liabilities	289,674	257,775	76,747	66,723

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