China Yuchai International Limited
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934
For the Month of August 2006
Commission File Number 1-13522
China Yuchai International Limited
(Translation of Registrants name into English)
16 Raffles Quay #26-00
Hong Leong Building
Singapore 048581
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover
Form 20-F or Form 40-F.
Form 20-F þ Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1): o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7): o
Indicate by check mark whether the Registrant by furnishing the information contained in this
Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
Yes o No þ
If Yes is marked, indicate below the file number assigned to registrant in connection with Rule
12g3-2(b): Not applicable.
TABLE OF CONTENTS
This Report on Form 6-K shall be incorporated by reference in the prospectus, dated March 24, 2004,
of China Yuchai International Limited (the Company or CYI) included in the Companys
Registration Statement (Registration No. 333-111106) on Form F-3 and to be part thereof from the
date on which this report is filed, to the extent not superseded by documents or reports
subsequently filed or furnished by the Company with the U.S. Securities and Exchange Commission
(the SEC).
The Company wishes to caution readers that this Report on Form 6-K contains forward-looking
statements, as defined in the safe harbor provisions of the U.S. Private Securities Litigation
Reform Act of 1995. These forward-looking statements, including without limitation, statements
relating to the Companys financial performance and prospects, are subject to certain risks and
uncertainties, which could cause actual results to differ materially from historical results or
those anticipated. Among the risks and factors that could cause actual results to differ materially
are: the Companys ability to control Guangxi Yuchai Machinery Company Limited (Yuchai); the
Companys ability to consolidate Yuchais financial results; changes in the capital markets and
interest rates; political, economic and social conditions in China such as government policies with
respect to foreign investment, economic growth, inflation and the availability of credit; the
effects of competition in the diesel engine market; the effects of inflation; the ability of Yuchai
to control its expenses, capital expenditures and receivables, finance its working capital and
capital expenditures and commercially introduce new products in the future; the Companys ability
to successfully implement the agreement it reached with Yuchai in July 2003 and the reorganization
agreement of April 2005, as amended in December 2005; the effects of uncertainties in the Chinese
legal system which could limit the legal protections available to foreign investors, including with
respect to the enforcement of foreign judgments in China; and the effects of China becoming a
member of the World Trade Organization. Although the Company believes the expectations reflected in
such forward-looking statements are based upon reasonable assumptions, the Company can give no
assurance that its expectations will be attained. In addition to the foregoing factors, a
description of certain other risks and uncertainties which could cause actual results to differ
materially can be found in the section captioned Risk Factors in the Companys Annual Report on
Form 20-F filed with the SEC under the Securities Exchange Act of 1934, as amended. Readers are
cautioned not to place undue reliance on these forward-looking statements, which are based on the
current view of management on future events. The Company undertakes no obligation to publicly
update or revise any forward-looking statements, whether as a result of new information, future
events or otherwise.
Other Events
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1. |
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Announcement of Q2 2006 Performance |
On August 11, 2006 in Singapore, the Company issued a press release announcing its unaudited
interim results for the three months and six months ended June 30, 2006. A copy of the press release dated August
11, 2006 is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Exhibits
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99.1 |
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Press Release of the Company dated August 11, 2006. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunder duly authorized.
Date: August 11, 2006
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CHINA YUCHAI INTERNATIONAL LIMITED
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By: |
/s/ Philip Ting Sii Tien
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Name: |
Philip Ting Sii Tien |
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Title: |
Chief Financial Officer and Director |
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EXHIBITS INDEX
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99.1 |
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Press Release of the Company dated August 11, 2006. |
Ex-99.1 Press Release of the Company
Exhibit 99.1
CHINA
YUCHAI INTERNATIONAL LIMITED
16 Raffles Quay #26-00 Hong Leong Building Singapore 048581
Tel : (65) 6220 8411 Fax : (65) 6226 0502
FOR IMMEDIATE RELEASE
CHINA YUCHAI INTERNATIONAL LIMITED ANNOUNCES
Q2 2006 PERFORMANCE
Singapore,
August 11, 2006 China Yuchai International Limited (CYI) today announced its
performance for the quarter ended June 30, 2006 with a net income of Rmb50.2 million (US$6.2
million) as compared to a net income of Rmb85.9 million (US$10.4 million) for the same period in
2005.
Net sales of Rmb1,874.4 million (US$233.3 million) for the quarter ended June 30, 2006 represent an
increase of 7% compared to Rmb1,754.4 million (US$212.0 million) for the same period last year.
Total unit sales of 77,023 diesel engines for the quarter ended June 30, 2006 by our subsidiary,
Guangxi Yuchai Machinery Company Limited (Yuchai) was 14% higher than the 67,581 unit sales of
diesel engines for the same period last year. This increase in net sales was primarily
attributable to higher demand for light-duty and industrial diesel engines.
Net sales of Rmb3,627.9 million (US$451.6 million) for the six months ended June 30, 2006 represent
an increase of approximately 3% compared to Rmb3,515.3 million (US$424.7 million) for the same
period last year. Total unit sales of 157,143 diesel engines for the six months ended June 30,
2006 was approximately 13% higher than the 138,514 unit sales of diesel engines for the same period
last year. This was mainly due to the strong unit sales arising from Yuchais 4-series light-duty
diesel and industrial engines.
The overall gross margin of 19.6% for the six months ended June 30, 2006 was 19% lower than the
24.2% gross margin of the same period last year mainly due to product sales mix and higher raw
material costs. Yuchai sold 32% more of the lower margin light-duty diesel engines in the first
half of 2006 compared to same period in 2005.
The increase in research and development costs is mainly due to higher expenditure relating to
Yuchais engine development on Euro III and IV compliant engines.
For the six months ended June 30, 2006, selling, general and administrative expenses increased by
approximately 3% due mainly to higher general and other higher operating expenses.
CYIs share of equity loss in affiliates arising from CYIs investments in Thakral Corporation Ltd
and LKN-Primefield Limited amounted to Rmb7.6 million (US$0.9 million) for the six months ended
June 30, 2006.
In the period ended June 30, 2006, trade account receivables increased as a result of higher sales
volume and normal seasonality factors. Bank borrowings have increased for the period ended June
30, 2006 mainly due to increased capital expenditure payments made and higher working capital
requirements during that six month period. During the quarter ended June 30, 2006, Yuchai entered
into a credit facility with China Minsheng Bank to issue Rmb1.0 billion of bonds the proceeds of
which are intended to be used for Yuchais general working capital requirements and to refinance
its existing short-term bank loans. These bonds carry an interest coupon rate of 3.80% per annum
which is lower than the normal term loan rates. An initial amount of Rmb500 million was received
for the
CHINA
YUCHAI INTERNATIONAL LIMITED
16 Raffles Quay #26-00 Hong Leong Building Singapore 048581
Tel : (65) 6220 8411 Fax : (65) 6226 0502
quarter ended June 30, 2006 and part of these funds are reported in the cash balances
account intended to pay down Yuchais bank loans.
Basic and diluted net income per share for the six months ended June 30, 2006 was Rmb3.49 (US$0.44)
compared to a basic and diluted net income per share of Rmb7.29 (US$0.88) for the same period in
2005.
Mr Philip Ting, Director and CFO commented that the Chinese government has announced that economic
growth accelerated to an estimated 11.3% in the second quarter 2006 as a result of higher
manufacturing investments and exports. This led to higher demand for trucks and buses in China.
Yuchais unit sales of diesel engines increased by approximately 13% for the six months ended June
30, 2006 as compared to the same period last year. This increase in unit sales is mainly in the
lower margin 4-series light-duty engines and industrial engines. Most customers purchased
mini-trucks and buses with light-duty diesel engines due to their affordability. This has been
attributed to the tightening of the credit supply within the banking sector in China as part of the
Chinese governments attempts to reduce the overheating of the economy.
Yuchai has also seen an increased level of acceptance of the new super heavy-duty diesel engine
6L/6M (previously called 6113) which achieved unit sales of 1,691 compared to 836 units sales for
same period in 2005. Management believes that the future of this engine remains positive over
the longer term because of anticipated demand for bigger trucks and buses in China.
General Information
Yuchai has a strong brand name in China, with an extensive sales and marketing network. Yuchais
products are of good quality and provide reliable performance. Yuchai has established itself as a
major manufacturer of diesel engines in China with a significant market share.
CYI has filed with the U.S. Securities and Exchange Commission a copy of this press release on Form
6-K. A copy of such filing has also been sent to The New York Stock Exchange. Reference is made
to such filing for cautionary statements which identify factors that could affect the forward
looking statements contained in this press release.
China Yuchai International Limited
Executive Office
16 Raffles Quay
#26-00 Hong Leong Building
Singapore 048581
Tel: (65) 6220 8411
Fax: (65) 6226 0502
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Contact persons: |
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Mr Teo Tong Kooi, President and Director
Mr Philip Ting, Director and CFO |
Note 1: The Companys functional and reporting currency is Renminbi; the translation of
amounts from Renminbi to U.S. dollars is solely for the convenience of the reader. Translation of
amounts from Renminbi to U.S. dollars has been made at the rate of Rmb7.9956 = US$1.00, the rate
quoted by the Peoples Bank of China at the close of business on June 30, 2006. No representation
is made that the Renminbi amounts could have been, or could be, converted into U.S. dollars at that
rate or at any other certain rate on June 30, 2006 or at any other date.
Note 2: All financial data (both in Renminbi and U.S. dollars) is unaudited.
CHINA YUCHAI INTERNATIONAL LIMITED
UNAUDITED CONSOLIDATED INCOME STATEMENTS
For the period ended June 30, 2006
(RMB and US$ amounts expressed in thousands, except per share data)
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For Quarter ended June 30, |
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For six months ended June 30, |
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2005 |
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2006 |
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2006 |
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2005 |
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2006 |
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2006 |
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Rmb000 |
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Rmb000 |
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US$000 |
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Rmb000 |
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Rmb000 |
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US$000 |
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Net sales |
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1,754,368 |
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1,874,421 |
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233,343 |
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3,515,325 |
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3,627,904 |
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451,631 |
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Cost of goods sold |
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1,398,360 |
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1,530,227 |
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190,495 |
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2,663,430 |
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2,916,509 |
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363,071 |
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Gross profit |
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356,008 |
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344,194 |
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42,848 |
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851,895 |
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711,395 |
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88,560 |
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Research and development cost |
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27,583 |
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45,152 |
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5,621 |
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64,571 |
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77,923 |
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9,700 |
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Selling, general and administrative expenses |
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195,943 |
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202,383 |
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25,194 |
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378,421 |
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389,932 |
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48,542 |
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Operating income |
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132,482 |
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96,659 |
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12,033 |
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408,903 |
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243,540 |
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30,318 |
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Finance cost |
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15,606 |
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30,948 |
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3,853 |
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25,468 |
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53,228 |
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6,626 |
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Other net income |
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(11,611 |
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(19,985 |
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(2,488 |
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(15,043 |
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(22,097 |
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(2,751 |
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Share of equity in (income)/loss of affiliates |
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(2,304 |
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7,453 |
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928 |
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(2,304 |
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7,573 |
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943 |
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Income before income taxes and
minority interests |
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130,791 |
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78,243 |
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9,740 |
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400,782 |
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204,836 |
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25,500 |
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Income tax expense |
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19,870 |
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12,249 |
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1,525 |
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62,107 |
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32,806 |
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4,084 |
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Income before minority interests |
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110,921 |
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65,994 |
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8,215 |
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338,675 |
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172,030 |
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21,416 |
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Minority interests in income of consolidated
subsidiaries |
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25,016 |
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15,841 |
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1,972 |
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79,125 |
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41,786 |
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5,202 |
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Net income |
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85,905 |
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50,153 |
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6,243 |
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259,550 |
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130,244 |
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16,214 |
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Net income per common share |
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Rmb |
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Rmb |
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US$ |
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Rmb |
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Rmb |
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US$ |
Basic and diluted |
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2.39 |
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1.35 |
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0.17 |
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7.29 |
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3.49 |
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0.44 |
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Weighted average number of shares outstanding |
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35,869,580 |
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37,267,673 |
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37,267,673 |
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35,606,253 |
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37,267,673 |
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37,267,673 |
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Note: The Companys functional and reporting currency is Renminbi, the translation of
amounts from Renminbi to U.S. dollars is solely for the convenience of the reader. Translation of
amounts from Renminbi to U.S. dollars has been made at the rate of Rmb8.0329 = US$1.00, the rate
quoted by the Peoples Bank of China at the close of business on June 30, 2006. No representation
is made that the Renminbi amounts could have been, or could be, converted into U.S. dollars at that
rate or at any other certain rate on June 30, 2006 or at any other date.
CHINA YUCHAI INTERNATIONAL LIMITED
Selected Balance Sheet Items
(Rmb and US$ amounts expressed in thousands)
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As of |
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As of |
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December 31, 2005 |
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June 30, 2006 |
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(Audited) |
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(Unaudited) |
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RMB |
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RMB |
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US$ |
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Cash Balances |
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736,195 |
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990,420 |
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123,871 |
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Trade Accounts Receivable, Net |
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1,146,227 |
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1,942,668 |
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242,967 |
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Inventories, Net |
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1,636,283 |
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1,564,644 |
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195,688 |
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Investment in Affiliated Companies |
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185,619 |
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198,684 |
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24,849 |
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Net Current Assets |
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959,401 |
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171,368 |
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21,433 |
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Total Assets |
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6,613,785 |
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8,317,384 |
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1,040,245 |
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Trade Accounts Payable |
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1,642,980 |
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2,053,319 |
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256,806 |
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Short-Term and Long-Term Borrowings |
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962,835 |
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2,180,051 |
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272,656 |
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Shareholders equity and accumulated other comprehensive income |
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2,667,041 |
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2,786,220 |
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348,469 |
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Note: The Companys functional and reporting currency is Renminbi, the translation of amounts
from Renminbi to U.S. dollars is solely for the convenience of the reader. Translation of amounts
from Renminbi to U.S. dollars has been made at the rate of Rmb7.9956 = US$1.00, the rate quoted by
the Peoples Bank of China at the close of business on June 30, 2006. No representation is made
that the Renminbi amounts could have been, or could be, converted into U.S. dollars at that rate or
at any other certain rate on June 30, 2006 or at any other date.