3E.Major P.1-67
Total Page:16
File Type:pdf, Size:1020Kb
Major Cineplex Group Public Company Limited Major Cineplex Group Public Company Limited Major Cineplex Group Public Company Limited 1839, 1839/1-6 Phaholyothin Road, Ladyao, Jatujak, Bangkok 10900, Thailand Tel : +66 2511 5427-36 Fax : +66 2511 5752 Annual Report 2016 http://corporate.majorcineplex.com http://www.majorcineplex.com Annual Report 2016 Financial Highlights As of December 31 2014 2015 2016 Revenue Bt.million 8,623 8,580 8,745 EBITDA Bt.million 2,343 2,544 2,624 Net profit Bt.million 1,086 1,171 1,188 EBITDA margin (%) 27 30 30 Net margin (%) 13 14 14 Total assets Bt.million 13,932 14,246 14,725 Total liabilities Bt.million 7,546 7,598 8,007 Total equity Bt.million 6,387 6,648 6,718 Number of shares million 890.1 892.5 894.5 Book value Bt. 7.18 7.45 7.51 Earnings per share Bt. 1.22 1.31 1.33 Dividend per share Bt. 1.05 1.15 1.20 Dividend payout (%) 86.07 87.79 90.23 Net interest-bearing D/E 0.62 0.65 0.70 Return on assets (%) 8 8 8 Return on equity (%) 17 18 18 871 786 702 696 620 956 556 516 502 475 421 409 EBITDA (Bt.million) 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 MAJOR CINEPLEX GROUP Plc. 1 Financial Highlights 1 Milestone 3 Message from Chairman of the Board of Directors and Chief Executive Officer 4 Report of the Audit Committee 5 Report of the Nomination and Remuneration Committee 6 Responsibility Statement of the Board of Directors to the Financial Statement 7 Directors & Management Team 8 Organization Chart 12 Group Structure 14 General Information of the company 16 Nature of Business 18 Cinema Business 18 Bowling, Karaoke and Ice Skating Business 21 Rental and Services Business 22 Advertising Services Business 22 Movie Content Business 23 Strategic Investments 24 Risk Factors 26 Good Corporate Governance 28 Corporate Management Structure 40 Human Resources 49 Related Transactions 51 Major Shareholders 58 Employee Stock Option Program 60 Corporate Social Responsibility Activities for 2016 62 Management Discussion & Analysis 64 Independent Auditor’s Report 68 Financial Statement and Notes to the Consolidated and Separate Financial Statements 73 2 Annual Report 2016 Milestone In 2016, Major continued impressive growth January 2016 • Major Holding International Co., Ltd. • Opening of Major Cineplex at Big C (subsidiary) invested in 100% of Banphai, Khonkaen with 2 theaters. • Major Cineplex Group Plc. has ordinary shares in Cineplex (Lao) Sole • Opening of Major Cineplex at Lotus continuously received Superbrands Co., Ltd. a cinema services provider Chana, Songkla with 2 theaters. Thailand Awards 2016 for 9 years in Lao People’s Democratic Republic. • Opening of EGV Cinema at Big C from 2008-2016. As the objectives and Its opening theater is 4 theaters at Samutprakarn with 2 theaters. policies of the company referred as to Friendship Mall, Pakse, PDR. become a leader of the innovation and December 2016 new technology and providing a fully August 2016 great sense of entertainment dreams • Opening of Major Cineplex at Jampha, experience to the consumers along • Opening of Major Cineplex at Lotus Lamphun with 4 theaters. the company’s slogan “Sharing the Nakonpathom with 4 theaters. • Opening of Major Cineplex at Big C world’s best entertainment dreams”. Sichon, Nakornsrithammarat with 2 With these, it has to be selected in the September 2016 theaters. criteria of being 3 Superbrand, which • Opening of Major Cineplex at Lotus are brand quality, brand affinity and • Opening of Major Cineplex at Lotus Prachuap Khiri Khan with 2 theaters. brand personality. Nadee, Udonthani with 3 theaters. • Opening of EGV Cinema at Big C • Opening of Major Cineplex at Big C Lamphun with 3 theaters. February 2016 Burirum with 5 theaters. • On 20 December 2016, K Arena • Opening of Major Cineplex at Korat with (subsidiary) has registered to change • Opening of Major Cineplex at Big C 4DX (4D) Screen and the first luxury & its name to Major Rewards Co., Ltd. Lopburi with 5 theaters. innovation VIP theater in the northeast and amended the objectives of of Thailand. the company to operate in customer March 2016 relationship services, electronic October 2016 payment, and coupon kiosk in order • Opening of Major Cineplex at Big C to increase the potential of customer Ratchaburi with 4 theaters. • Opening of Major Cineplex at Bluport, services. • On 9 March 2016, the company invested Hua Hin District, Prachuap Khiri Khan • On 20 December 2016, MAJOR has in CJ Major Entertainment Co., Ltd. with 6 theaters. purposed to makes Voluntary Partial a film producer and film distributor in • Opening of Major Cineplex at Big C Tender Offer to purchase ordinary both domestical and international. Lampang with 4 theaters. shares of Siam Future Development Investment in CJM representing 49% • Opening of EGV Cinema at Lotus Phimai, Public Company Limited (“SF”) in the of the registered shares with the first Nakhonratchasima with 2 theaters. amount of not exceeding 428,346,412 production called “Suddenly Twenty”, • On 21 October 2016, M Picture shares or equal to not exceeding which was released in December 2016. Entertainment Public Co., Ltd. 24.11 percent of paid-up capital of SF (subsidiary) has established a new which MAJOR had obtained an April 2016 company namely Metacognition approval from the Extraordinary Co., Ltd. to operate as advertising General Shareholders’ Meeting (“EGM”) • Opening of Major Cineplex Phayao with agency for all media in order to all of SF No.1/2016 held on 3 October 3 theaters. businesses. The subsidiary will own 2016. The Objectives of MAJOR to invest • Opening of Major Cineplex at Ayutthaya 55.48%. in SF and make a long-term investment City Park with 6 theaters. in SF which are important strategies in November 2016 order to expand business and diversify May 2016 risks to MAJOR and MAJOR foresees • Opening of Major Cineplex at Lotus opportunities from expansion its • Opening of Major Cineplex at Big C Phayakkaphum, Mahasarakham with cinema business and receive the return Ranong with 3 theaters. 2 theaters. from business operation and financial • Opening of Major Cineplex at Lotus • Opening of Major Cineplex at Big C performance of SF in the future. Satun with 3 theaters. Suksawat, Samutprakan with 4 theaters. MAJOR CINEPLEX GROUP Plc. 3 Message from Chairman of the Board of Directors and Chief Executive Officer The passing of H.M. King Bhumibol Adulyadej was a deeply profound loss for all Thais and our country. With eternal respect and gratitude for H.M. King Bhumibol Adulyadej’s dedication to Thai people, The Board of Directors, the Management, and Employees of Major Cineplex Group and its subsidiaries pledge to follow the Royal Footsteps in sustaining the development of our business for many years to come. The Board of Directors, the Management, and all staff associated with our entire group humbly offer our utmost respect and best wishes to His Majesty King Maha Vajiralongkorn Bodindradebayavarangkun. Long live His Majesty the King. Major Cineplex Group Company Limited (Major) has continued to demonstrate and accentuate its leadership in the cinema and lifestyle entertainment industries in Thailand. The year 2016 was a challenging moment for business operators of all industries, but the Company maintained its commitment to optimize and further develop its potential in leading the lifestyle entertaining industries in Thailand and CLMV neighboring countries, especially Cambodia and Laos to ensure continuous growth. We are not just the top operator of movie theaters in the country, the Company embraces our role as total industry catalyst and supporter to keep raising the movie industry of Thailand to higher quality levels, and to promote the export of Thai films while always attracting new filmmakers into the industry. In the past year, the Company owned and operated a total of 678 screens. In 2017, the Company plans to expand further, enabling our entertainment centers to reach all strategic locations nationwide to lay a firm foundation for robust growth. The existing theaters will be modernized to ensure that all the facilities can keep pace with ever-changing consumer needs, while the multimedia and technological potentials will be optimized to gain access to new clients and add value for all businesses under the Company’s umbrella. At the same time, the Company will maintain its prudent financial management and continue to look for opportunities to raise the Company’s value to a higher level. The advertising business of the Company has continued to grow and has expanded its market share. With advertising as a key profit contributor, the Company believes that the expansion of theaters and advertising sales in various forms will continue to widen our customer base and allow further reach to consumers in other segments. The Company is strongly confident that it is capable of seeking additional revenue from our growing advertising business in 2017 and beyond. On behalf of the management, I would like to express our gratitude to employees for their full dedication. Heartfelt appreciation is also extended to our clients, shareholders, business partners and all stakeholders for their support and trust in our businesses. I hope that you will continue to walk with us on this firm path. Mr. Somjainuk Engtrakul Mr. Vicha Poolvaraluk Chairman of the Board Chief Executive Officer 4 Annual Report 2016 Report of the Audit Committee Over the past 2016, the Audit Committee of Major Cineplex Group Public Company Limited is comprised of three independent directors. The Audit Committee is empowered by the Board of Directors. The Audit Committee has duty which delegated by the Board of Directors to examine financial information and plan, also investigate related transactions which having conflict of interest.