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Annual Report TPARK LOGISTICS PROPERTY FUND: TLOGIS For period from January 1, 2011 to December 31, 2011 This English version of this Annual Report is only for informational purposes. Interpretation and construction must still be base on the Thai Text.
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Page 1: TLOGIS: Annual Report 2011

Annual Report

TPARK LOGISTICS PROPERTY FUND: TLOGIS

For period from January 1, 2011 to December 31, 2011

This English version of this Annual Report is only for informational purposes. Interpretation and construction must still be base on the Thai Text.

Page 2: TLOGIS: Annual Report 2011

Table of contents

Page

Messages from the Management Company 1

TPARK Logistics Property Fund 2

Name and Address of Property Manager 4

Details of Investment 5

Details of the lmmovable Properties 6

Details of the Purchase of lmmovable Properties 9

Details of Sale of Immovable Properties 10

Details of Loan of Funds 10

Warehouse Market Situation & Trends 11

Total Expenses as called from Property Fund 12

List of Related Persons having transactions with the Mutual Funds 12

managed by BBL Asset Management Company Limited

List of Soft commission 13

Mutual Fund Supervisor Report 14

Auditor Report and Financial Statements 15

Information for the Guarantor of Revenue for the Fund 43

BBL Asset Management Company Limited 49

Page 3: TLOGIS: Annual Report 2011

1

Messages from the Management Company

To All Unitholders

TPARK Logistics Property Fund

BBL Asset Management Co., Ltd. would like to submit all unitholders the 2011 Annual

Report for TPARK Logistics Property Fund (TLOGIS)’s operating performance in 2011.

In 2011, Thailand had experienced severe floods in central provinces especially the

industrial estates in Ayutthaya province where TLOGIS’ warehouses are located and were affected.

Our 5 warehouses located in TICON Logistics Park Wang Noi, with a rental area of 34,106

sq. m. represented 27.1% of total TLOGIS’s rental area were partly damaged.

Currently the Fund has already repaired the damaged warehouses and returned them to the

tenants at the end of January 2012.

For the period from 1 January 2011 to 31 December 2011, the Fund distributed the dividend

from its operating performance and retained earnings to unitholders of Baht 0.75 per unit.

Finally, BBL Asset Management Co., Ltd. would like to thank all unitholders who have

entrusted us to manage their investment. We will manage the Fund by taking into account the best

interest of the unitholders and good governance.

BBL Asset Management Company Limited

Page 4: TLOGIS: Annual Report 2011

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TPARK Logistics Property Fund Abbreviation as “TLOGIS”

The Asset Management Company

BBL Asset Management Company Limited

Type of the Fund Project

Close - end Property Fund

Project Life

Not Specified

Objectives

The mobilize funds from Thai and foreign individuals include juristic investors. The mobilize funds

will be used to purchase, lease and/or sublease immovable properties by taking a transfer of

ownership of immovable properties, leasehold interests and/or sublease right. To derive benefits

from immovable properties, the fund will lease, sublease, transfer and/or liquidate invested or

acquired properties include, but not limit to renting or sublease properties to operators to finding

benefits from and properties, fixing, improving, altering, changing, extending, constructing and

developing properties. By applying for or taking a transfer of relevant and necessary licensable from

the competent authorization. The purpose of this fund is to generate steady dividends and increase

the Fund’s net asset value in the long-run and to invest in other properties and/or securities and/or

finding interest by means as prescribed by securities law and/or any other relevant laws.

Investment of the Fund

Current Investments

Currently the fund investments include land and warehouse. The assets comprise of 8 buildings 27

units cover a total of 125,961 square meters, which are located on 150 rai 2 ngan 37 square wah of

land in Projects Ticon Logistics Park Wang Noi, Projects Ticon Logistics Park Bangna and Projects

Ticon Logistics Park Laemchabang.The summary of the detail are as follow :

1. Plots of land and warehouse of 2 buildings 5 units in Projects Ticon Logistics Park Wang Noi.

2. Plots of land and warehouse of 4 buildings 11 units in Projects Ticon Logistics Park Bangna

3. Plots of land and warehouse of 2 buildings 11 units in Projects Ticon Logistics Park Laemchabang.

Page 5: TLOGIS: Annual Report 2011

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The details of plots of land and warehouse are set out in the table “Detail of properties invested by

the fund”.

Dividend Payment Policy

The Project has a policy to pay dividends to unitholders at least twice a year.

(1) In case that the Fund has net profits in each year, the Management Company shall pay

dividends not less than 90% of annual net profits to unitholders. Provided that the

aforementioned net profits are exclusive of unrealized profits from appraisal or reappraisal of

the immovable properties, securities and/or assets of the Fund

(2) In case that the Fund has retained earnings, the Management Company may pay dividends

from retained earnings to unitholders. However, the dividend payment from the

aforementioned net profits and retained earnings can be made only when such payment does

not increase accumulated losses to the Fund.

The Management Company shall pay the said dividends to unitholders within 90 days from the end

of the accounting period or any other operating period.

Additional Condition

In considering for making dividend payments, if the amount of interim dividends per unit to be paid

is lower than or equal to Baht 0.10, the Management Company reserves the right not to pay

dividends at that time and to combine such dividends together with next dividend payment.

The Management Company shall proceed in accordance with dividend payment criteria as

specified. However, if such criteria are otherwise amended, supplemented, announced, prescribed,

instructed, approved and/or relaxed by the SEC, the Office of the SEC, and/or any other competent

authority under law, the Management Company shall proceed accordingly. In such event, it shall be

deemed that approval has been obtained from Unitholders and it shall not be deemed as an

amendment to the Project.

Page 6: TLOGIS: Annual Report 2011

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Project Capital Baht 2,468,045,685

(Registration) (Two Billion, Four Hundred and Sixty-Eight Million, Forty-

Five Thousand and Six Hundred and Eighty-Five Baht)

Number of Units 237,538,350 Units

(Two Hundred and Thirty-Seven Million, Five Hundred

and Thirty-Eight Thousand and Three Hundred and Fifty

Units)

Type of Investment units Holder name specified

Trustee Kasikornbank Public Company Limited Tel. 0-2470-3200-2

Investment Units Registrar Bangkok Bank Public Company Limited Tel. 0-2230-1784

Property Fund Manager Mrs. Voravan Tarapoom

Mr. Sudhipongse Phuaphanpraser

Ms. Natree Panassutrakorn

Ms. Warisara Techakulwirot

Mr. Apiched Ritsuwan

Property Manager TICON Industrial Connection Public Company Limited

175 Sathorn City Tower, 13th Floors,

South Sathorn Road, Sathorn,

Bangkok. Tel. 0-2679-6565

Page 7: TLOGIS: Annual Report 2011

5

Details of Investment As of December 31, 2011

Assets Market Value (Baht)

% of Net Asset Value

1. Cash at banks

2. Investments in securities

Government Bond

Treasury Bill

Bill of Exchange

60,238,980

-

-

29,989,700

2.35

-

-

1.17

Total 90,228,680 3.52

3. Investments in Properties

Property

Leasehold Rights

2,507,789,993

-

97.74

-

Total 2,507,789,993 97.74

4. Other assets

Accounts receivable from leases

Accounts receivable from interest

Deferred charges

Others assets

22,439,857

21,689

-

95,267

0.87

0.00

-

0.01

Total 22,556,813 0.88

Total assets 2,620,575,486 102.14

5. Other liabilities

Accrued expenses

Advance receipt for rental and service

Deposits for lease of assets

(9,793,861)

(4,879,658)

(40,189,152)

-0.38

-0.19

-1.57

Total liabilities (54,862,671) -2.14

Net assets value 2,565,712,815 100.00

No. of units 237,538,350 Units

Net asset value per unit 10.8012 Baht

Page 8: TLOGIS: Annual Report 2011

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Details of the Immovable Properties As of December 31, 2011

Purpose of use : Land and warehouse building for rent in Ticon Logistics Park – Wangnoi, Ticon Logistics Park – Bangna and Ticon Logistics Park –

Laemchabang

Rental income : For period from January 1, 2011 to December 31, 2011 amounted 165,867,777 Baht

The details of Immovable Properties are as follows;

No. Project Warehouse Building Land Title Deed No.

Location Land Area

(Rai-Ngan-Square Wah)

Warehouse Space

(Square Meter)

Details of Factory Buildings

Cost

(Baht)

Appraisal Value by Jones Lang

Lasalle (Thailand) Co., Ltd.

as of August 2, 2011

(Baht)

Appraisal Value by Nexus Property

Consultants Co., Ltd.

as of December 29, 2011

(Baht)

1 Ticon Logistics

Park – Wangnoi

W2 W2/1 25513 Phayom Sub-district,

Wangnoi District,

Ayuthaya Province

24 - 2 - 96 5,850 Single storey, reinforced

concrete building with

mezzanine floor, 1

building, separating into

4 units

406,362,508.37 410,000,000

2 W2/2 5,850

3 W2/3 5,850

4 W2/4 5,850

5 SM1 SM1 24728 20 - 2 - 90 10,706 Single storey, reinforced

concrete building with

mezzanine floor

425,608,756.73 457,300,000

Page 9: TLOGIS: Annual Report 2011

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No. Project Warehouse Building Land Title Deed No.

Location Land Area

(Rai-Ngan-Square Wah)

Warehouse Space

(Square Meter)

Details of Factory Buildings

Cost

(Baht)

Appraisal Value by Jones Lang

Lasalle (Thailand) Co., Ltd.

as of August 2, 2011

(Baht)

Appraisal Value by Nexus Property

Consultants Co., Ltd.

as of December 29, 2011

(Baht)

6 Ticon Logistics

Park – Bangna

W3 W3/1 887 Bang Samak Sub-

district,

Bang Pakong

District,

Chacheongsao

Province

18 - 2 - 4

11,250 Single storey, reinforced

concrete building with

mezzanine floor, 1

building, separating into

2 units

308,398,457.00 305,600,000

7 W3/2 5,775

8 FZ3 FZ3/1 30844 11 - 1 - 83

2,450

Single storey, reinforced

concrete building with

mezzanine floor, 1

building, separating into

4 units

193,403,266.00 195,900,000

9 FZ3/2 2,450

10 FZ3/3 2,450

11 FZ3/4 2,450

12 FZ5 FZ5/1 30845 11 - 1 - 93

2,450 193,292,954.00 194,400,000

13 FZ5/2 2,450

14 FZ5/3 2,450

15 FZ5/4 2,450

16 FZ1 FZ1 30846 15 - 0 - 11 13,700 Single storey, reinforced

concrete building with

mezzanine floor

343,896,835.04

Page 10: TLOGIS: Annual Report 2011

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No. Project Warehouse Building Land Title Deed No.

Location Land Area

(Rai-Ngan-Square Wah)

Warehouse Space

(Square Meter)

Details of Factory Buildings

Cost

(Baht)

Appraisal Value by Jones Lang

Lasalle (Thailand) Co., Ltd.

as of August 2, 2011

(Baht)

Appraisal Value by Nexus Property

Consultants Co., Ltd.

as of December 29, 2011

(Baht)

17 Ticon Logistics

Park –

Laemchabang

A A 152508

130252

104395

112194

112195

Nong Kham Sub-

district,

Sriracha District,

Chonburi Province

48 - 2 - 60 5,310 Single storey, reinforced

concrete building with

mezzanine floor

76,352,094.00

18 B B 5,310 77,186,798.00

19 C C 5,310 76,352,094.00

20 D D 5,310 77,052,507.00

21 E E 5,220 75,514,041.00

22 F F 5,220 75,746,532.00

23 G G 2,570 36,580,476.00

24 H H 1,930 28,507,589.00

25 I I 1,450 21,446,366.00

26 J J 1,000 13,994,834.00

27 K K 2,900 41,959,827.00

Total 150 - 2 - 37 125,961 2,471,655,935.14 695,900,000 867,300,000

Notes:

1. Factory no. 16 - 27 have been purchased on September 29, 2011 – used as investment price (before due date of appraisal review or appraisal) according to rules and regulations

of the Office of SEC

2. Both independent appraisers utilized income approach in undertaking the assessments for the properties since such properties are income-producing assets. Investors may

review the appraisal reports at the Management Company.

Page 11: TLOGIS: Annual Report 2011

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Details of Purchase of Immovable Properties For period from January 1, 2011 to December 31, 2011

Transaction Date : September 29, 2011

Seller : TICON Logistics Park Company Limited

Objective : For Investment

Unit : Baht

No. TICON Logistics

Park

Warehouse No.

Location Appraised Value Purchase Price

Purchase Expense

Nexus Property

Consultants Co., Ltd.

(April 21, 2011)

Knight Frank Chartered (Thailand) Co., Ltd.

(April 21, 2011)

1 Bang na FZ1 Bang Samak

Sub-district, Bang

Pakong District,

Chacheongsao

Province

317,000,000 322,400,000 343,500,000 396,835.04

2 Laemchabang A Nong Kham Sub-

district, Sriracha

District, Chonburi

Province

460,000,000 78,400,000 76,263,989 88,105.00

3 B 80,100,000 77,097,730 89,068.00

4 C 78,400,000 76,263,989 88,105.00

5 D 158,300,000 76,963,594 88,913.00

6 F 75,659,126 87,406.00

7 E 78,000,000 75,426,903 87,138.00

8 G 133,000,000 39,800,000 36,538,265 42,211.00

9 H 32,000,000 28,474,693 32,896.00

10 I 24,100,000 21,421,618 24,748.00

11 J 15,000,000 13,978,685 16,149.00

12 K 46,300,000 41,911,408 48,419.00

Total 910,000,000 952,800,000 943,500,000 1,089,993.04

Remark: * Both Appraisers used income approach for valuation

Page 12: TLOGIS: Annual Report 2011

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Details of Sale of Immovable Properties For period from January 1, 2011 to December 31, 2011

Property Disposal or Leasehold Right Transfer 10,768,000.00 Baht

Less Acquisition of Property Disposal or Leasehold Right Transfer 10,768,000.00 Baht

Transfer fee and Selling expense 76,512.50 Baht

Net Profit (Loss) from Property Disposal or Leasehold Right Transfer (76,512.50) Baht

1. Details of asset sold : Land title deed no. 26814 with 3–1–46 rai area located at Payom

Sub-District, Wangnoi District, Ayutthaya Province.

2. Transaction date : March 21, 2011

3. Benefits from asset disposal : Since the subject land is very big and contains large land surplus,

the Fund decided to dispose a part of such surplus land.

4. Buyer : TICON Logistics Park Co., Ltd.

5. Details of Appraisal Value : Appraisal values by 2 independent appraisers (based on income

approach) are

1. Baht 9,800,000 Knight Frank Chartered (Thailand) Co., Ltd.

(as of March 18, 2011)

2. Baht 10,000,000 by Nexus Property Consultants Co. Ltd.

(as of March 18, 2011)

The independent appraisers based on market comparison

approach on the assumption that a free and clear freehold title

basis without considering to the lease agreement.

Details of Loan of Funds For period from January 1, 2011 to December 31, 2011

- None -

Page 13: TLOGIS: Annual Report 2011

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Warehouse Market Situation & Trends

In the fourth quarter of 2011 the central region of Thailand had been affected by the flooding

especially in the industrial estate, Industrial Park, and industrial areas in Ayutthaya and Pathum

Thani. The properties of TPARK Logistics Property Fund (FUND) located in the Logistics Park at

Wang Noi had also been adversely affected.

The remaining 4 warehouses out of 27 warehouses of the FUND were unoccupied/vacant therefore

the occupancy rate as at the end of 2011 was at 92.2%.

The tenant lease that will be expired in 2012 is equivalent to 44.3% and will be 50.8% in 2013. The

tenants are well diversified into various industries where retail industry represents 39.4%, followed

by 23.0% in the logistics industry, 19.1% in Electronics parts and 9.0% in Automotive industry

respectively.

The nationality of tenants were also well diversified of which French recorded the highest proportion

of 22.5%, followed by Germany 22.5%, Japan 15.4% and Australia 10.7% respectively.

In addition, the FUND has a minimum rental income guarantee of Baht 187.5 million per year by the

property manager and the FUND assures that it can pay dividend to the unitholders.

Page 14: TLOGIS: Annual Report 2011

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Total Expenses as called from Property Fund For period from January 1, 2011 to December 31, 2011

Fund's Direct Expenses* Amount

(Thousand Baht)

% of Total Asset

Management fee 3,022.87 0.16

Trustee fee 543.54 0.03

Registrar fee 1,108.39 0.06

Property Management fee 20,203.02 1.05

Property Operation and Maintenance Expenses 3,184.03 0.17

Fund’s Setting Up Expenses - Written Off 1,037.52 0.05

Auditing fee 354.90 0.02

Asset Appraisal Fee 198.40 0.01

Other Expenses 4,045.07 0.20

Total** 33,697.74 1.75

* Included VAT

** Not included brokerage fee and other fees related to the purchasing and selling of securities.

List of related persons having transactions with the Mutual Funds managed by BBL Asset Management Company Limited

As of December 31, 2011

No. List of related persons

1 TICON Industrial Connection Public Company Limited.

2 TICON Logistics Park Company Limited.

The investor can inspect the transactions entered into with the related persons of the Mutual Funds at the Management

Company directly or at the website (www.bblam.co.th) and the Office of SEC (www.sec.or.th)

Page 15: TLOGIS: Annual Report 2011

13

List of Soft commission As of December 31, 2011

Company Benefit Reason

BANK OF AMERICA, NATIONAL ASSOCIATION Research Paper And Indicative Yield For Fund Benefit

BANK OF AYUDHYA PUBLIC COMPANY LTD. Research Paper And Indicative Yield For Fund Benefit

BANGKOK BANK PUBLIC COMPANY LIMITED Research Paper And Indicative Yield For Fund Benefit

BNP PARIBAS Research Paper And Indicative Yield For Fund Benefit

CIMB THAI BANK PUBLIC COMPANY LIMITED Research Paper And Indicative Yield For Fund Benefit

CITIBANK, N.A. Research Paper And Indicative Yield For Fund Benefit

DEUTSCHE BANK AG. Research Paper And Indicative Yield For Fund Benefit

JPMORGAN CHASE BANK, NATIONAL ASSOCIATION Research Paper And Indicative Yield For Fund Benefit

KASIKORNBANK PUBLIC COMPANY LIMITED Research Paper And Indicative Yield For Fund Benefit

KRUNG THAI BANK PUBLIC COMPANY LIMITED Research Paper And Indicative Yield For Fund Benefit

THANACHART BANK PUBLIC COMPANY LTD. Indicative Yield For Fund Benefit

TISCO BANK PUBLIC COMPANY LIMITED Research Paper And Indicative Yield For Fund Benefit

UNITED OVERSEAS BANK (THAI) PUBLIC COMPANY LIMITED Research Paper And Indicative Yield For Fund Benefit

SIAM COMMERCIAL BANK PUBLIC COMPANY LTD. Research Paper And Indicative Yield For Fund Benefit

STANDARD CHARTERED BANK (THAI) PUBLIC COMPANY LIMITED Research Paper And Indicative Yield For Fund Benefit

TMB BANK PUBLIC COMPANY LIMITED Research Paper And Indicative Yield For Fund Benefit

THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED Research Paper And Indicative Yield For Fund Benefit

Page 16: TLOGIS: Annual Report 2011

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Page 17: TLOGIS: Annual Report 2011

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Auditor Report and Financial Statements

31 December 2011

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Page 45: TLOGIS: Annual Report 2011

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Information for the Guarantor of Revenue for the Fund

TICON Industrial Connection Public Company Limited as the Property Manager agrees and

guarantees under the Lease and Service Payments Guarantee Agreement with the Fund that the

Fund will earn the net revenue after deducting common area service fee of not less than Baht

187,500,000 annually. However, the said guarantee amount shall not apply to the business

interruption or force majeure events including fire, flood, storm, riot, war, or other natural disasters

which are beyond the control of Property Manager.

1. Financial highlight

Unit : Baht

Financial Statements for the past 3 years

Balance Sheet As of

31 Dec. 2009As of

31 Dec. 2010 As of

31 Dec. 2011

Assets

Current assets

Cash and cash equivalents

Current investments

Trade accounts receivable - Net

Other current assets

82.83

30.00

17.38

33.90

183.23

847.37

41.59

45.97

136.83

950.00

106.90

62.05

Total current assets 164.11 1,118.17 1,255.77

Non-current assets

Pledged deposits at financial Institutions

Accounts receivable from operating leases that have not been paid

Investment in associates-Net

Property under development and available for rent/sale - Net

Property for rent - Net

Property, plant, equipment, and computer software - Net

Deferred tax assets

Deposit for land

Other non-current assets

11.66

-

1,923.61

4,797.70

3,885.32

106.48

201.88

-

18.30

10.86

16.68

1,820.96

4,742.16

3,921.05

577.77

258.46

5.08

13.44

40.44

18.15

1,898.14

4,674.39

6,315.46

607.77

202.13

261.13

15.35

Total non-current assets 10,944.96 11,366.46 14,032.96

Total Assets 11,109.07 12,484.63 15,288.73

Page 46: TLOGIS: Annual Report 2011

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Financial Statements for the past 3 years

Balance Sheet As of

31 Dec. 2009As of

31 Dec. 2010 As of

31 Dec. 2011

Liabilities And Shareholders' Equity

Current liabilities

Short-term loans from financial institutions and liabilities under

trust receipts

Trade accounts payable & Other payable

Long-term loans from related parties are due within one year

Long-term loans due within one year

Debentures due within one year

Obligations under finance leases due within one year

Corporate income tax payable

Other current liabilities

160.00

148.65

151.27

163.65

500.00

-

320.49

82.82

1.72

196.07

157.14

-

1,000.00

3.15

229.06

14.37

1,606.10

329.33

239.14

-

850.00

-

24.90

18.60

Total current liabilities 1,206.71 1,601.52 3,068.08

Non-current liabilities

Long-term loans from related party - Net

Long-term loans - Net

Debentures - Net

Reserve for long-term employee benefits

Deferred income tax liabilities

Customer deposits

Other liabilities

1,456.15

337.80

2,850.00

-

261.68

-

3.15

864.33

-

4,150.00

-

7.13

264.66

-

761.39

-

5,300.00

18.93

7.44

392.70

-

Total non-current liabilities 4,908.78 5,286.12 6,480.46

Total Liabilities 6,115.49 6,887.64 9,548.54

Shareholders’ equity

Issued and paid up

Cash receipts from shared subscription

Premium on ordinary shares

Excess of investment over book value of a subsidiary

Retained earnings

659.85

2.94

2,666.60

(20.05)

1,684.23

686.34

105.59

2,857.91

(20.46)

1,967.61

781.01

-

3,510.09

(19.09)

1,468.18

Total Shareholders’ equity 4,993.57 5,596.99 5,740.19

Total Liabilities And Shareholders’ Equity 11,109.07 12,484.63 15,288.73

Page 47: TLOGIS: Annual Report 2011

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Income statements for the years 2009 2010 2011

Revenues

Rental and related service income

Revenues from construction service

Utility income

Sales of properties to unrelated parties

Sales of properties to associates

Management fee income from associates

Other income

809.23

20.72

13.24

-

1,530.00

77.73

8.56

850.87

20.63

16.52

157.18

1,737.75

107.49

43.01

880.23

21.57

20.59

132.97

943.50

113.44

19.08

Total revenues 2,459.49 2,933.45 2,131.39

Expense

Cost of rental and related services

Cost of construction services

Cost of utilities

Cost of sales of properties to unrelated parties

Cost of sales of properties to associates

Selling expenses

Administrative expenses

Depreciation and amortization expenses

Management remuneration expense

Other expenses

198.52

13.45

13.24

-

1,052.33

13.94

135.44

84.20

32.88

2.82

194.49

15.90

16.52

95.67

959.25

13.72

148.11

94.80

-

4.92

248.12

18.98

20.59

63.60

636.99

19.04

214.09

92.91

-

15.55

Total expenses 1,546.82 1,581.45 1,329.88

Income before share of profit from investments in associates, finance

cost and income tax

Share of profit from investments in associates

Realized additional gain on sales of properties to associates

Deferred gain on sales of properties to associates

912.67

158.67

-

(88.96)

1,352.01

168.59

38.90

(219.03)

801.52

160.80

3.52

(63.20)

Income before financial charges and corporate income tax

Finance cost

982.38

(293.84)

1,340.46

(261.44)

902.64

(267.15)

Profit before corporate income tax

Corporate income tax

688.54

(35.26)

1,079.03

(257.93)

635.49

(199.09)

Net income 653.28 821.10 436.39

Page 48: TLOGIS: Annual Report 2011

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2. Procedure in practice according to the Lease and Service Payments Guarantee Agreement

Ticon Industrial Connection Public Company Limited as the Property Manager has entered into

the Lease and Service Payments Guarantee Agreement with the Fund of which it guarantees

the minimum revenue and service for 7 years and 1 month commencing from 1 December 2009

to 31 December 2016 as follows:

(1) From 1 December 2009 to 31 December 2009, net revenue after deducting common area

service shall not be less than Baht 9,875,000 and,

(2) From 1 January 2010 to 28 September 2011 (before the 1st additional investment in

properties of the FUND), net revenue after deducting common area service shall not be

less than Baht 118,500,000.

(3) From 28 September 2011 1 January 2010 to 28 September 2011 (the 1st additional

investment in properties of the FUND), net revenue after deducting common area service

shall not be less than Baht 47,916,666.67.

(4) From 1 January 2012 to 31 December 2016, net revenue after deducting common area

service shall not be less than Baht 187,500,000 per annum (calendar year).

The Property Manager agreed to deliver a letter of guarantee issued by a commercial bank to

the FUND annually throughout the guarantees period for the minimum revenue and service for

the FUND.

In 2011, the FUND received rental revenue and service fee as follows:

i. From 1 January 2011 to 30 September 2011, revenue from rental and service totalled

Baht 124,150,826.

ii. From 1 October 2011 to 31 December 2011 revenue from rental and service totalled Baht

41,716,951 due to the flood situation in Ayutthaya in October 2011. This concerned as a

force majeure which is beyond the control of the Property Manager therefore the

guarantee will not apply for such period.

Page 49: TLOGIS: Annual Report 2011

47

3. Management Company’s Opinion

Financial Ratio 2009 2010 2011

Long-term debt to equity ratio (times):

Long-term debt

equity

1.22 1.23 1.66

Earnings Before Interest and Taxes coverage (EBIT) ratio (times):

Net Profit + Interest Expense + Corporate Income Tax + Deferred gain on sales of

properties to associates

Interest Expense

3.65 5.97 3.62

Coverage obligations ratio (times):

(Net cash from operating activities + Interest Expense)

(Repayments of long-term loans and debentures + dividend + Interest Expense)

0.37 0.99 0.43

Management Company positively viewed to the financial capability of TICON Industrial

Connection Plc. as the Property Manager to guarantee the minimum lease rental of the FUND as

follows:

Despite an increase of Debt/Equity ratio from 1.23 in 2010 to 1.66 in 2011 from additional

loans in 2011 of Baht 2,583 million for construction and purchase of land, the ratio remained

low for general factory and warehouse developers for sale and lease out.

The ability to pay interest and obligations for TICON in 2011 were 3.62 times and 0.43 times

respectively. The said two ratios were lower than in 2010 due to a decline in income from

real estate sales. However, the company has never been faced any problem to pay the

interest.

To ensure the FUND’s confidence, TICON has given the FUND a bank guarantee issued by

Thai commercial bank for an amount of Baht 187.5 million to guarantee a minimum lease

rental which will expire on 31 December 2016.

In addition, TICON also requested TRIS Rating Agency to rate the company’s credit as well

as the company’s debt instrument. As of 18 January 2012 the company’s credit remained

unchange at A/stable which reflects the leadership position in the factory-for-rent industry,

consistent cash flow from factory and warehouse leases, and good performance of the

company amidst risk factors against credit rating, the economic slowdown in developed

countries, and the declining confidence of investors due to the overwhelming flood in

Thailand last year. However, The company’s credit outlook was "negative" reflecting to the

impact of major floods in late 2011.

Page 50: TLOGIS: Annual Report 2011

48

4. Comparison of actual revenue from the Fund’s earnings

Unit: Baht

2010 2011

From 1 January -30 September 2011

From 1 October - 31 December 2011

Revenue from rental and service (actual) 166,023,059 124,150,826 41,716,951

Income according to the Lease and Service Rental

Guarantee Agreement 118,500,000 118,500,000 47,916,666.67

Actual revenue higher (lower) than revenue from the

Lease and Service Rental Guarantee Agreement 47,523,059 2,027,985 (6,199,715.67) **

Remark ** Due to the floods in October 2011 in Ayutthaya and according to the Lease and Service Rental Guarantee

Agreement by the Property Manager, this situation was concerned as a force majeure and beyond the

control of the Property Manager therefore the guarantee will not apply for such period.

Page 51: TLOGIS: Annual Report 2011

49

BBL Asset Management Company Limited. Background

BBL Asset Management Co., Ltd. was registered on March 19, 1992 with a fully paid-up registered

capital of Baht 100 million, the registered number 01055535049700. It was granted a license to

operate asset management business from the Ministry of Finance under the license number LorKor-

0005-02 date January 15, 2010.

Location of the Office

BBL Asset Management Company Limited

175 Sathorn City Tower, 7th, 21st and 26th floor

South Sathorn Road, Sathorn, Bangkok 10120 Tel. (662) 674-6488 Fax : (662) 679-5995-6

Website: www.bblam.co.th

Compiled data as of March 29, 2012

Page 52: TLOGIS: Annual Report 2011

BBL ASSET MANAGEMENT CO., LTD.

175, Sathorn City Tower, 7th, 21st and 26th Floor

South Sathorn Road, Bangkok 10120

Tel: 0-2674-6488 Fax: 0-2679-5995-6

www.bblam.co.th


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