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T R O U B L E D C O M P A N Y R E P O R T E R
A S I A P A C I F I C
Thursday, December 20, Vol. 4, No. 248
Headlines
A U S T R A L I A
ANACONDA NICKEL: Victorian Supreme Court Rules Against ANL
ANSETT AUSTRALIA: Discloses Chairman's Address To Shareholders
AURORA GOLD: Releases Revised Production, Financial Forecasts
BEACONSFIELD GOLD: Posts Resignation, Appointment of Directors
RAMBLES INDUSTRIES: Sells Wreckair To Coates For A$85M
IOCOM LIMITED: To Raise Working Capital
KNIGHTSBRIDGE FINANCE: ASIC Accepts Enforceable Undertaking
OZDIRECTORY PTY: Declared Insolvent, Administrator Appointed
TRANSURBAN GROUP: To Undergo Restructuring
UECOMM LIMITED: Forecasts Net Operating Loss Of $59M
* S&P Confirms Jan Quarterly Rebalance To A&P/ASX Indices
C H I N A & H O N G K O N G
ANWELL BUILDING: Hearing of Winding Up Petition Set
ASIA GLOBAL: S&P Lowers Ratings, Still On CreditWatch Negative
FAR WEALTH: Faces Winding Up Petition
FUJIAN GROUP: Issues Unaudited Interim Results
GUANGDONG ARTS: Winding Up Petition Pending
HIMDAT FINANCE: Winding Up Sought By Hongkong Macau
HONG KONG CONSTRUCTION: Drafts Proposed Restructuring Term Sheet
KARWOOD INDUSTRIES: Petition To Wind Up
PACIFIC CENTURY: Exchange OKs Modified Calculation Concession
WIN ORIENT: Winding Up Petition Slated For Hearing
I N D O N E S I A
BERLIAN LAJU: Secures US$22M Loan For Fleet Expansion
J A P A N
ASAHI BANK: To End Overseas Operations March 2002
ASAHI MUTUAL: Implementing Merit Scheme To Cut Ave Worker Income
DAEWOO SECURITIES: Local Buyer Likely To Get Brokerage Firm
FUJITSU: Forges Alliance Program With Imaging Channel Partners
FUJITSU LIMITED: Forms Capital, Business Alliance With Kawatetsu
MITSUBISHI ELECTRIC: In Final Merger Talks With Toshiba
MITSUI MUTUAL: Plans To Raise Y100B Foundation Funds
K O R E A
HYNIX SEMICONDUCTOR: Continuing Talks With Micron
KOREA TELECOM: Issues $1B-$1.2B Convertible Bonds
SAMSUNG ELECTRONICS: Punishes 52 Officials, Execs For Bribery
SEOUL BANK: KEB Considers Merger, Bank President Confirms
SEOUL BANK: In Talks To Sell Controlling Stake To Dongwon
M A L A Y S I A
SINMAH RESOURCES: KLSE, SC Reprimands, Imposes RM100K Fine
P H I L I P P I N E S
BAYAN TELELECOM.: Offers 10% Stake Via Debt-Equity Swap
BAYAN TELECOMMUNICATIONS: Submits Revised Restructuring Plan
NATIONAL BANK: Government Drafts Alcantara For Presidency
NATIONAL POWER: Insurers Tapped For $6.5B Policy Announced Soon
S I N G A P O R E
BBR HOLDINGS: Unit Wins Creditors' Support To Restructure Debts
CAPITALAND: Appoints Former OUB Chief As President
L&M GROUP: SGX-ST Approves In-Principle 22.2M Shares Placement
SEMBCORP LOGISTICS: Capital Group Changes Deemed Interest
WING TAI: Unit Winbliss Issues Open Option To Sell Property Devt
T H A I L A N D
DATAMAT PUBLIC: Registers Paid Up Capital Increase
DATAMAT PUBLIC: Requests For Resumption Of Shares Trading
INTER FAR: Declares Special Holiday
MEDIA OF MEDIAS: Business Petition Reorganization Filed
THAI PETROCHEMICAL: Asks Creditors' Payment Deferral Approval
* FRA Takes Five More Companies Into The Bankruptcy Process
* DebtTraders Real-Time Bond Pricing
- - - - - - - -
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A U S T R A L I A
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ANACONDA NICKEL: Victorian Supreme Court Rules Against ANL
----------------------------------------------------------
Anaconda Nickel Limited (ANL) noted Tuesday's decision by
Justice Warren of the Victorian Supreme Court to uphold a claim
by Mr Joseph Gutnick and his private company Edensor Nominees
Pty Ltd against Anaconda. Anaconda has referred the Court's
decision to its legal advisers and will consider its options
pending further legal advice.
For further information contact:
Tony Dawe
Ward Holt Corporate Communication
Ph: (08) 9221 8722
Mob: 041 3322 110
ANSETT AUSTRALIA: Discloses Chairman's Address To Shareholders
--------------------------------------------------------------
Air New Zealand Limited, parent company of Ansett Australia,
posted Chairman Dr Jim Farmer QC address to shareholders on
December 19:
"I have been invited to speak in my capacity as Chairman of the
Committee of Independent Directors, and as Acting Chairman of
the Company from May the 29th to November the 30th.
"The documents you have received in preparation for this meeting
provide a summary of the events and developments that led to the
proposals that are presented for your consideration today.
"Instead of reviewing or summarizing their content, I intend to
review the events of this year in a way that I hope will help to
find answers to questions that are likely to have arisen in
shareholders' minds.
"This may take a little time for me to do - but the year has
been such a major disappointment that you are entitled to a
thorough account of the events that occurred and of the factors
that led to such a major destruction of all of our investments.
"The questions that, in one form or another, I apprehend require
answers are:
* Could the problems of Ansett have been identified sooner?
* Did the Board deal appropriately with the issues relating to
Ansett and Air New Zealand (both foreseen and unforeseen) as
they unfolded?
* Could shareholders and investors have been kept better
informed?
* Were there any alternatives to placing Ansett in voluntary
administration?
* Could the subsequent write-down of the Company's assets have
been averted?
* Who is to blame for the major loss of shareholder value that
has occurred as a result of the Ansett write-off?
"There are many who will be questioning the decision to buy the
first half of Ansett in 1996 and then the second half last year.
"The investment cases put to the Board initially in 1995 and
again last year for a major Air New Zealand presence in the
Australian domestic market and on international routes out of
Australia were, in my view, unanswerable.
"They provided the only real prospect of growth opportunities
for Air New Zealand - and were essential to our defense against
attacks on our traditional routes from much larger regional
airlines, such as Qantas and Singapore Airlines.
"The soundness of the strategy was recognized by Singapore
Airlines, which itself was seeking to increase its regional
presence. SIA invested nearly half a billion dollars in Air New
Zealand.
"Qantas also understood fully the implication of the Air New
Zealand acquisition of Ansett - and set about interfering with
it by aggressive corporate tactics which were unfortunately
assisted by the Australian Government's willingness to involve
itself against the Air New Zealand/Singapore Airlines
capitalization proposal.
"The Ansett strategy failed as a result of environmental changes
and external pressures that were beyond our control - not
because it was ill-conceived or implemented poorly.
"Certainly, it was a strategy that would require capital raising
- which, in normal times and without external interference,
would have been well within Air New Zealand's capacity.
"Indeed the first Air New Zealand recapitalization proposal,
supported by Singapore Airlines, which went to the New Zealand
Government for approval, would have given us a firm base for
success in Australia and the broader region - but for events
that developed while it was under consideration by the
Government.
"Ultimately, the point should not be lost that Australia
continues to represent a major challenge for Air New Zealand
going forward. It is an issue that the new Board will have to
grapple with - one way or another - if Air New Zealand is to
have a successful future.
"The problems of Ansett were of varying degrees of seriousness
and all either arose or developed in unforeseen intensity after
Air NZ acquired the second half of Ansett. They can be
summarized under five headings.
* Engineering and maintenance problems that led to damaging
grounding at the two travel peaks of the year and which had not
been detected previously despite regular internal and external
audits.
* The unpredictable continued upward surge of fuel prices to
record highs - and the equally unpredictable slump in the
exchange rates for Australian and New Zealand currencies against
the United States dollar, to a ten-year low.
* The very rapid negative impact on revenue caused by the
unprecedented air-fare wars that followed the entry of budget
jet operations by Impulse (which did not survive) and Virgin
Blue - coupled with the persistent attack by Qantas on Ansett
pricing right across its network.
"And the recognized need for a major new investment in the
rejuvenation and development of the Ansett fleet - which was
identified in Company submissions seeking New Zealand Government
consideration of our recapitalization proposals.
"There has been much comment about the lack of due diligence by
Air New Zealand before it purchased the second half of Ansett
from News Corporation. The facts are that:
1) Air New Zealand believed it already had a reasonable
knowledge of Ansett, its strengths and weaknesses, from its
initial 50% ownership and board representation.
2) News Corporation would not allow Air New Zealand full due
diligence
3) Full due diligence would have revealed some of the
financial reporting deficiencies that later emerged.
4) Full due diligence would not have avoided the major
environmental changes and external interference that would arise
subsequent to the acquisition.
5) Due diligence was supplemented with advice from leading
Australian and international consultants. They were highly
supportive of a decision which would enable Air New Zealand to
capture the full synergies (valued at $300m a year) that full
ownership would give.
6) Directors could not reasonably be expected to have
identified engineering and maintenance problems that had escaped
regular professional internal and external audits.
"In relation to engineering, the tip of that iceberg emerged
after our new ANNZES management team took over the Ansett
operation last December.
"It took a further six months solid investigation by our
engineering professionals before we had the full measure of the
problem and a real appreciation of the solution.
"Could directors and financial consultants be expected to have
identified these problems any sooner? Obviously not.
"The solution inevitably involved significant additional cost in
the form of aircraft downtime going forward while the effects of
past unacceptable engineering practices were rectified.
"As you know, Air New Zealand has a proud engineering and
maintenance record which cannot be compromised.
"I don't propose to dwell on our other surprises. They have been
well-documented.
"We have experienced each of these problems in the past. What we
have not experienced is the combination of them on the scale
that occurred during the last financial year.
"Other airlines have also suffered. Fuel and forex pressures,
growing competition - coupled with the tragedy of the September
11 terrorist attacks in the United States - have been enough to
cause some to collapse and threaten the viability of others.
"I do want to make some comment about the conduct of Qantas over
the last year during the air-fare wars.
"Mr Dixon, the CEO of Qantas, has defended the unusual moves it
took against Ansett - both when Air New Zealand was operating it
and, more recently, when the Administrators have attempted to
keep Ansett flying while a deal is put together with new owners.
"It's simply enhancing Qantas shareholder value, he says.
"I have publicly questioned whether their pricing and other
strategies have gone beyond the bounds of legitimate, tough
competition. Many others seem to be of the same mind, because
the ACCC, Australia's competition regulator has currently
received 10 or more serious complaints and it is conducting an
inquiry into the industry.
"Apart from trading strategies, Mr Dixon has yet to justify some
of Qantas' other actions.
"Here, I cite the inconsistency between Qantas' public
complaints about Singaporean investment in Australia with
Qantas' private promotion of the sale of Ansett to Singapore
Airlines.
"I also strongly question the involvement of Qantas with the
interference by the Australian Deputy Prime Minister with the
consideration of our Singapore Airlines-based proposal - when
Qantas knew, and Mr Anderson knew, that Singapore Airlines would
not co-operate with Qantas' plan to become a cornerstone
shareholder in Air New Zealand.
"As I said earlier, the need for significant capital to
rejuvenate and develop the Ansett fleet had been appreciated by
the Directors of Air New Zealand from the time we acquired our
first 50% interest in the company.
"It has been suggested by one Australian journalist that Air New
Zealand had opposed initiatives to modernize Ansett's fleet
during the period of our half ownership. That is simply untrue.
"The facts are that Ansett management had not itself resolved
the mix of aircraft that Ansett needed and never put a proposal
to the board before we acquired full ownership.
"When we became full owners, we recognized the need for a
strategic and business case to scale and support the additional
capital investment required for an integrated Air New Zealand -
Ansett business. That was a task for Gary Toomey - and his new
management team embarked on it as a priority.
"By the end of February, we had done sufficient work to advise
the New Zealand Government that the company would need to raise
between $1.3 and $2 billion in additional equity from New
Zealanders over the next 5 to 7 years - and existing constraints
on Air New Zealand's access to capital were undermining the
Group's competitive strength.
"From the beginning of its shareholding in the Group, Singapore
Airlines had offered support in making a success of a combined
Air New Zealand - Ansett airline, operating in conjunction with
Singapore Airlines. It was a proposition that Air New Zealand
supported.
"In March, we met with the Prime Minister and officials and
initiated discussions on the company's capital needs, a merger
of the Company's A and B class shares, an increase in the 25%
cap on Singapore Airlines' shareholding, and new measures to
preserve New Zealand control of Air New Zealand.
"The merger of the 2 classes of shares would have enabled Air
New Zealand to tap international equity markets and remove the
huge competitive disability that it was facing in relation to
its ongoing capital raising requirements - compared with its
competitors airlines situated in larger markets.
"At the end of March, we advised the market that our trading
position had deteriorated from the beginning of the year due to
* competitive pricing in Australia,
* the slowing of the Australian economy,
* the continued increase in fuel prices,
* and the decline in the Australian and New Zealand dollar/US
dollar exchange rates.
"We advised that we now expected a substantial operating loss
for the full year. March had also seen the removal by Qantas of
advance purchase conditions traditionally applied by airlines to
separate business and leisure markets.
"While that move might have been justified on the principal East
Coast routes as a counter to Virgin's discount pricing, the
application of the strategy across the entire Australian network
gave rise to fears that Qantas was using its financial reserves
and strength to crush Ansett during its re-growth phase.
"In April, tests recommended by Boeing and undertaken by company
engineers found repairable cracks in engine pylon mountings on 4
of 7 Boeing 767 aircraft required to be checked.
"CASA - Australia's civil aviation safety authority - ordered
the grounding of Ansett's entire 767 fleet at the beginning of
Easter - a period when Ansett's bookings were at new daily
record heights.
"Ansett was also placed on notice by CASA that the airline would
be out of business in three weeks unless it could prove its
planes were safe.
"We met that challenge - but the damage was enormous, not so
much in terms of lost revenue at a critical stage, but more in
terms of public concerns about the reliability of Ansett
aircraft.
"That event accentuated the need for a degree of expedition in
the effort to finalize and gain approvals for the Group's
recapitalization plan.
"April also saw the collapse of the Tasman Pacific/Qantas New
Zealand operation on this side of the Tasman - a development
that put even more pressure on the temporarily depleted capacity
of the Air New Zealand-Ansett fleet.
"On the other side of the Tasman, Qantas was moving to acquire
Impulse - the first victim of the price war that was being waged
in a market that could not sustain it.
"On May the 10th, Australia's Transport Minister - Deputy Prime
Minister John Anderson - was briefed on the position facing
Ansett as a result of the Impulse acquisition by Qantas.
"We weren't alone in our concerns about the growing market power
of Qantas. The surviving budget fare fledgling Virgin Blue
publicly expressed fears for its future.
"Before the end of May, the Air New Zealand Board initiated work
on the possible acquisition of Virgin Blue as a means of
countering the increased competitive disadvantage now
confronting Ansett - and the threat that Qantas posed to all
airlines competing in the Australian domestic market and related
international markets.
"It is right you should know that the Board was not unanimous on
the matter of the price to be paid for Virgin Blue, or on the
strategy that should be followed for negotiating its purchase -
but it was not divided on the principle of acquisition.
"It is fair to say that the differences of opinion may well have
affected the ultimate outcome - Sir Richard Branson's rejection
of the offer of a price he had initially and repeatedly
indicated he would accept.
"With the benefit of hindsight, it is possible to argue that an
earlier offer at Branson's price would have been accepted and
that events may then have taken a different course.
"However, the issue was debated vigorously and responsibly
throughout.
"Our management's continuing contact with Virgin's CEO gave no
reason for thinking that Branson would ultimately engage in an
act of showmanship that history may yet judge to have been
foolish.
"Before May was out, Qantas approached the Company with a
proposal to acquire a significant shareholding in Air New
Zealand from Brierley Investments and Singapore Airlines, to
sell Ansett to Singapore Airlines, and form a new trans-Tasman
partnership between Qantas and Air New Zealand.
"Following the receipt of the Qantas proposal and because of the
obvious potential for conflicts of interest, a Committee of
Independent Directors, which had initially been formed to
monitor Singapore Airlines' purchase of shares from BIL last
year, was resurrected to consider this proposal in the interests
of all shareholders. It excluded our directors connected with
Singapore Airlines and BIL.
"In addition, Sir Selwyn Cushing quite properly stood aside as
Chairman of Air New Zealand and I took up the dual role of
Acting Chairman of the Company and Chairman of the Committee of
Independent Directors.
"This was a correct step and is evidence that the Board applied
proper principles of corporate governance to what is always a
difficult situation when the potential for conflict arises
between a company and its major shareholders.
"Though - for reasons that I will come to shortly - the Qantas
Proposal was ultimately never able to be accepted, the
independent directors did meet with Qantas senior management and
its Managing Director on a number of occasions and obtained a
fair indication of how Qantas saw the "partnership" working.
"It was clear enough that there would be very substantial
synergy and cost savings to Air New Zealand that with the
proposed sale of Ansett would guarantee short-term gains.
"But it is equally plain that internationally Air New Zealand
would have withered on the vine, and been relegated to operating
routes that were unattractive to Qantas - such as Korea and
South America - both suggested by Qantas as Air New Zealand
opportunities.
"This would have put Qantas in a virtually dominant position in
relation to Air New Zealand's operations - confined Air New
Zealand to being a small domestic and Pacific Islands carrier -
and would have had a major negative impact on the New Zealand
national interest.
"I hope I will be forgiven for offering a warning for the future
and cautioning against any future Qantas offers to buy out
Government shareholding - even at prices providing the
Government with a healthy profit on its investment.
"Short-term gains from a Qantas buy-in will have a long-term
cost that this country simply cannot afford and would make a
mockery of the reasoning that compelled the Government's
decision to save Air New Zealand from statutory management or
liquidation.
"As I have indicated, the Committee of Independent Directors
examined the Qantas proposal in its own right, in the context of
the Company's ambitions for Virgin Blue, in terms of other
options raised by Singapore Airlines and BIL, and the New
Zealand Government's position on investment in Air New Zealand
by foreign carriers.
"The Committee worked through all these issues with the various
interested parties. It met separately with Qantas, Singapore
Airlines and Brierleys, as well as with the Government.
"As I have indicated, while it did not come to a final view, it
thought there was an obvious greater long-term potential with a
Singapore Airlines alliance than with Qantas.
"Both the Qantas proposal and the option of Singapore Airlines
subscribing for new equity up to 49% of Air New Zealand's issued
capital were considered - not only by the Committee but also by
management and independent consultants, Salomon Smith Barney.
"They were placed before the Air New Zealand Board as a whole
when it met on the 19th of June. At that meeting, the Board was
advised by Singapore Airlines that it was not willing to sell
its Air New Zealand shareholding to Qantas and that its
commitment was to the entire Air New Zealand - Ansett Group.
"Other options were canvassed and negotiations took place
between the Committee of Independent Directors and Singapore
Airlines. As a result, a memorandum of understanding was signed
between Air New Zealand and Singapore Airlines.
"Under the MOU, subject to approvals by the Government and Air
New Zealand shareholders, Singapore Airlines was to increase its
shareholding in Air New Zealand to 49% through a placement of
additional share at $1.31 per share and undertook to support a
subsequent capital raising programmed.
"These measures were expected to raise between $1 and $1.1
billion in new equity. The agreement was announced to the market
the same day.
"It is important to understand when viewing subsequent actions
by the Australian Government that - as from this time - the
Qantas proposal was a dead duck. It had no ability to fly so
long as Singapore Airlines maintained its position - which it
was fully entitled to do - that it did not wish to relinquish
its investment in Air New Zealand.
"The next day, the Company presented a formal, written request
to the New Zealand Government, seeking its approval for a
merging of the Company's A and B share classes and a significant
increase (to 49%) in the limit on Air New Zealand shareholding
by Singapore Airlines.
"It was indicated to us by Government officials that it would
not be in our best interests to pressure the Government into
making a hasty decision that was not based on thorough
consideration of the proposal.
"We accepted that advice but also pointed out that a decision
was needed before the date when we were required to announce our
annual results, which we then planned to do on September the
4th.
"There are a number of public statements made immediately after
the announcement on June the 19th that are worth remembering in
the context of what has followed.
(1) Dr Cheong warned that Ansett was facing serious problems
and decisions about recapitalization needed to be taken quickly.
(2) Australia's Deputy Prime Minister and Transport Minister
John Anderson was reported as saying: "We would welcome
investment by Singapore that resulted in a strengthened Ansett.
We would also watch very closely for outcomes that might result
in undue strength on the part of an amalgamation between
Singapore, Air New Zealand and Ansett."
(3) Air New Zealand's President and CEO Gary Toomey pointed
out that while there was no immediate liquidity problem
..."Ansett cannot exist within the Air New Zealand Group unless
we get an equity injection."
(4) New Zealand's Finance Minister Dr Cullen stated on BBC
radio: "We certainly haven't indicated to Air New Zealand that
the door is shut, but we have indicated it will require a lot of
pushing to get it open further. We are very reluctant to raise
the cap on a single foreign airline investment in Air New
Zealand."
"In June, the lines were very clearly drawn. We had a
significant problem with Ansett - but we also had a solution. We
had a case to argue on both sides of the Tasman. We had an
opportunity to argue our case. We pressed ahead.
"On June the 27th, there were what we thought were constructive
meetings between our Chief Executive and Australia's Prime
Minister and Deputy Prime Minister.
"Immediately after their meeting, Prime Minister Howard stated
publicly: "I don't think anybody would seriously argue that it's
better that a company go to the wall and people be sacked ...
than to allow an increase in foreign ownership in a particular
company." Soon after the Canberra briefings, we continued
confidential discussion with New Zealand Government officials in
which we advised them of the expected operating loss of Ansett,
and the rate at which the loss was mounting.
"Again, we expressed the need for a response to our capital
raising proposal well before the 4th of September when we
intended to finalize and report our financial statements for the
year ended on the 30th of June.
"In July, the Board received two significant items of advice.
"The Group's auditors advised that current Ansett Holdings
accounts showed a net surplus and it would have no difficulty in
passing the solvency test.
"However, the Group's financial advisers and executives also
advised that in the absence of a recapitalization programmed and
a turnaround strategy that at least had an approval in principle
prior to the finalization of our results on September the 4th,
Air New Zealand would be forced to write down the value of its
Ansett investment, possibly to a level which would put it in
danger of breaching banking covenants and thereby putting the
Group's financial position at risk.
"A week after the Board received that advice, Australia's Deputy
Prime Minister stated "For Ansett's sake, we need a reasonably
timely decision ... But New Zealand is a sovereign government
and they need to work that through. In the meantime, we'll keep
talking."
"Mr Anderson's respect for New Zealand sovereignty was
apparently short-lived because less than a week later he was
urging the New Zealand Government not to allow Singapore
Airlines to increase its stake in Air New Zealand.
"Shortly before that happened, we met with our Prime Minister,
the Minister of Finance, and the Minister of Transport.
"We were advised that a special Cabinet Committee had been
formed to consider our proposals - and a timely decision would
be reached in advance of the announcement of the Group's annual
results.
"The next day, Australia's Deputy Prime Minister flew into
Wellington.
"After his meeting with the Minister of Finance, we learned from
a joint announcement that the New Zealand Government was going
to give further consideration to the Qantas proposal.
"A negotiating team had been formed to discuss the matter with
Air New Zealand, Qantas and Singapore Airlines.
"This announcement was a veritable bombshell to Air New Zealand.
At no time had Singapore Airlines indicated that it was willing
to change its firm position - stated to the Board on June the
18th - that it was not interested in selling its Air New Zealand
shares to Qantas.
"So far as the independent directors know, at no time prior to
this announcement did Qantas, the Australian Government or the
New Zealand Government inquire of Singapore Airlines whether it
was willing to abandon its interest in Air New Zealand to allow
the Qantas proposal to proceed.
"Accordingly, on August the 3rd, I wrote to the New Zealand
Minister of Finance advising him that: "Unless the decision by
the New Zealand Government reflects an understanding that SIA
may be willing to change its position, it would seem that the
Government has embarked an a high-risk and speculative course
that has the danger of putting the Air New Zealand Group at
risk."
"Your Board met on the 8th of August. It reaffirmed its
unanimous support for lifting the limit on Singapore Airline's
investment in the Group.
"It also agreed upon a price ceiling for continued negotiations
to acquire Virgin Blue.
"Subsequently, I advised the Minister of Finance of the Board's
unanimous support for the Singapore Airlines - based
recapitalization.
"I also advised Australia's Prime Minister that Singapore
Airlines was a prime force sustaining the Group in the market as
Air New Zealand and Ansett struggled to survive the coming
crisis.
"The to-ing and fro-ing between all the parties now involved
continued over the next month. The date for making our annual
results announcement was extended to September the 13th (the
outer limit permitted under New Zealand Stock Exchange Listing
Rules) to give the maximum time possible for obtaining the
government approval of the Company's recapitalization proposal.
"But on the 4th of September, the negotiations with Virgin Blue
came to an abrupt end. Sir Richard Branson rejected Air New
Zealand's offer of a price he sought for his company five months
earlier. The position then deteriorated very rapidly.
"On the 6th of September, after the close of share trading for
the day, Singapore Airlines representatives advised the Company
that with the decline in Air New Zealand's share price and the
extended period of uncertainty as to the outcome of the apparent
struggle between the Qantas/Australian Government alliance, on
one hand, and the Air New Zealand Board and Singapore Airlines
on the other - Singapore Airlines was no longer willing to
commit to the purchase of additional shares at the previously
agreed price of $1.31.
"The market was informed of this development at the start of
trading the next day. The Company immediately began a review of
its strategy.
"With the failure to consummate a purchase of Virgin Blue, and,
more especially, the decision by Singapore Airlines not to
subscribe new capital at the figure of $1.31 agreed in the
memorandum of understanding, there was now no option for Air New
Zealand but to dispose of Ansett if Air New Zealand itself was
not to be put at risk.
"We moved on to consider prospects for obtaining support from
the major shareholders and the New Zealand Government to pursue
an orderly sale of Ansett over the following 12 months.
"We quickly established that our major shareholders were not
interested in additional investment in Ansett, Singapore
Airlines was no longer interested in purchasing Ansett, and
neither the New Zealand nor Australian Governments was willing
to assist with a solution that would save Ansett.
"Our attempts over the next week to find an Ansett solution,
regrettably, were not successful.
"Qantas gave consideration to acquiring Ansett. The Australian
regulatory body, the ACCC saw obvious difficulties with that
option, but, in the light of the increasingly desperate
situation, agreed to the option being explored.
"Qantas agreed to undertake a 48 hour due diligence examination
of Ansett - but, before the expiry of that time, notified us
that it would not proceed with a purchase.
"We also undertook further urgent discussions with the
Australian Government and put a proposal to them that would have
allowed Ansett to be restructured with interim financial support
from that Government. That proposal was rejected out of hand,
about an hour after it was submitted.
"We received late expressions of interest in Ansett - but time
ran out before we could develop any reasonable prospect for
selling or restructuring Ansett.
"The directors of Ansett Holdings (who were also the directors
of Air New Zealand) met and resolved that the company would be
placed in voluntary administration while the new expressions of
interest were explored.
"The Board of Air New Zealand met and approved a notice advising
the New Zealand and Australian stock exchanges of the Ansett
Holdings decision.
"The Board sought - and was granted - a temporary suspension in
the quotation of Air New Zealand shares pending the announcement
of the Company's annual results the next day.
"Immediately after Ansett was placed in voluntary
administration, Air New Zealand supported a proposal by the
Administrators to the Australian Government that would have
enabled Ansett to keep operating for up to a month, while the
late expressions of interest in Ansett that had been received
were explored.
"The Australian Government, which was asked to underwrite Ansett
for that period, initially expressed a degree of interest - but
a day later rejected the proposal.
"By now, Air New Zealand itself was at risk, with the Ansett
write-off and the declaration of its substantial loss for the
year largely caused by that write-off.
"An initial Heads of Agreement was signed by the 2 major
shareholders and the New Zealand Government. It proposed an
equity injection of $300 million by the shareholders (but
subject to due diligence being undertaken) and $550 work of loan
money from the Government at 15% interest.
"This Agreement was viewed by the independent directors as being
unsustainable. The Government and the 2 major shareholders were
told by the independent directors that they would not support
the proposal in that form.
"Further negotiation culminated in further Heads of Agreement -
in essence containing the proposal which is before you today and
which, if approved, will see the Government becoming the major
equity investor.
"It should be said at this point that the independent directors
played a critical part in ensuring that the 2 major shareholders
and the New Zealand Government renegotiated the initial Heads of
Agreement that, if it had gone ahead, would have laden the
Company with a level of debt that would ultimately have forced
it into liquidation.
"Only new equity would rescue the situation, and that, with the
agreement of BIL and Singapore Airlines, is what the Government
will provide under the current proposal.
"Under the new agreement, the Company was required to meet a
series of conditions which are outlined in the documents before
you today. Many of these have already been satisfied. A key
condition is shareholder approval, which is sought at this
meeting.
"The Board has provided you with an Independent Advisers report
which confirms its own recommendation that it is in the best
interests of Air New Zealand that the recapitalization proposals
be accepted.
"I hope that I have added to your understanding of the events
that have brought us to this point - and answered at least some
of the questions that will be on your mind. By way of final
explanation as to whether the Board and the independent
directors in particular could have averted the position that
unfolded let me conclude with these observations.
"It has been suggested by some who were not there at the time
that the Directors, or some of them, should not have allowed
these things to happen.
"I want to say it is a matter of huge regret that they did
happen. People have lost jobs, shareholders have seen their
investment reduced to minuscule amounts. Every Director and our
senior management have felt these losses very personally.
"However, I would challenge anyone to identify any decision
taken by the Board at any stage over the past few years - in the
circumstances which existed at the relevant time - which was not
reasonably made.
"The decision to move to Australia was right.
"The decision to complete the purchase of Ansett and to
encourage Singapore on to our share register was right.
"The decisions to recapitulate, seek Government approval to lift
its equity stake and to merge the A and B class shares were
correct - And the only ones reasonably available to us.
"The decision to put Ansett into voluntary administration when
all else had failed was the right one.
"The decision of the independent directors to insist that the
New Zealand Government and the major shareholders adopt a
solution that was entirely equity based and that would not
burden the company with further debt was the right one.
"That decision, above all others, now allows Air New Zealand the
opportunity to rise from the ashes and become once more the
great New Zealand company that it has been.
"Finally, I would like to pay tribute to the many Air New
Zealand people - staff management, board members, small
shareholders - who kept the airline flying through all this
turmoil and sustained their spirit against the onslaught of
external events and pressures that in one form or another have
grounded other larger airlines around the word.
"It is essential that New Zealand has its own international
airline despite the huge risks that, even at the best times, the
aviation industry attracts. The support that the Government is
now offering is an acknowledgment of that fact.
"Thank you very much."
AURORA GOLD: Releases Revised Production, Financial Forecasts
-------------------------------------------------------------
Aurora Gold Limited informed that that the previously forecast
stronger operating performance for the second half of 2001 has
not eventuated with the result that financial forecasts for the
whole year have now been downgraded.
The production performance at Mt Muro deteriorated in the second
half of the year as a result of unexpected operational
difficulties which included drought-related logistical delays,
recurrent failures in pit walls in the Bantian pits and receipt
of out-of-specification blasting emulsions.
Forecast metal production for the year has been reduced from
235,485 gold equivalent ounces to 220,000, a decline of 6.6%.
The previously announced closure date for the Mt Muro operation
of third quarter 2002 was determined by optimizing the
extraction rate of remaining ore reserves against the cost
benefits to be achieved from the completion of the maximum
possible rehabilitation works prior to closure.
A recent review has now indicated that factors such as:
* better than expected progress on rehabilitation works; and
* abandonment of ore reserves in the Bantian and Hulubai pits,
have combined to bring the closure date forward to the second
quarter 2002.
This shorter mine life projection has been adopted in order to
assist the Company to achieve its stated aim of generating
sufficient cash from operations to cover all mine closure costs
and in-country overheads. However, this decision will result in
a significantly higher depreciation charge to the profit and
loss statement for both 2001 and 2002.
The combined effect of the production difficulties and the
decision to adopt a shortened mine life at Mt Muro has resulted
in an increase of the forecast losses after tax for 2001 to
A$24.2 million.
Cash on hand at 31 December 2001 is now forecast to be A$22.0m,
down A$15.8m on last year.
BEACONSFIELD GOLD: Posts Resignation, Appointment of Directors
--------------------------------------------------------------
The outcome of each resolution put to shareholders at the
general meeting of Beaconsfield Gold NL (Receiver and Manager
Appointed) held at Beaconsfield, Tasmania, on Tuesday 18
December 2001 (together with the information required by section
251AA of the Corporations Act 2001 (Cth)) is:
1. APPOINTMENT OF NEW DIRECTORS
Christopher Bruce Ryan
Outcome: Not elected
The total number of proxy votes exercisable by all proxies
validly appointed was 61131572.
The resolution was decided on a show of hands.
The total number of proxy votes which could have been voted on a
poll in respect of which the appointments specified that:
(a) the proxy was to vote for the resolution was 20687960;
(b) the proxy was to vote against the resolution was 39279254;
(c) the proxy was to abstain on the resolution was 62247;
(d) the proxy could vote at the proxy's discretion was 1102111.
Philip Francis Bruce
Outcome: Not elected.
The total number of proxy votes exercisable by all proxies
validly appointed was 61121572.
The resolution was decided on a show of hands.
The total number of proxy votes which could have been voted on a
poll in respect of which the appointments specified that:
(e) the proxy was to vote for the resolution was 20699580;
(f) the proxy was to vote against the resolution was 39279554;
(g) the proxy was to abstain on the resolution was 50327;
(h) the proxy could vote at the proxy's discretion was 1092111.
Gordon Bradley Elkington
Outcome: Not elected.
The total number of proxy votes exercisable by all proxies
validly appointed was 61120571.
The resolution was decided on a show of hands.
The total number of proxy votes which could have been voted on a
poll in respect of which the appointments specified that:
(i) the proxy was to vote for the resolution was 20695279;
(j) the proxy was to vote against the resolution was 39279254;
(k) the proxy was to abstain on the resolution was 53927;
(l) the proxy could vote at the proxy's discretion was 1092111.
2. REMOVAL OF DIRECTORS
John Jost
Outcome: Not removed.
The total number of proxy votes exercisable by all proxies
validly appointed was 61259659.
The resolution was decided on a show of hands.
The total number of proxy votes which could have been voted on a
poll in respect of which the appointments specified that:
(a) the proxy was to vote for the resolution was 19949969;
(b) the proxy was to vote against the resolution was 40095213;
(c) the proxy was to abstain on the resolution was 75347;
(d) the proxy could vote at the proxy's discretion was 1139130.
Michael Trumbull
Outcome: Not removed.
The total number of proxy votes exercisable by all proxies
validly appointed was 61261523.
The resolution was decided on a show of hands.
The total number of proxy votes which could have been voted on a
poll in respect of which the appointments specified that:
(e) the proxy was to vote for the resolution was 19905389;
(f) the proxy was to vote against the resolution was 40101793;
(g) the proxy was to abstain on the resolution was 114711;
(h) the proxy could vote at the proxy's discretion was 1139630.
John Miedecke
Outcome: Not removed.
The total number of proxy votes exercisable by all proxies
validly appointed was 61242059.
The resolution was decided on a show of hands.
The total number of proxy votes which could have been voted on a
poll in respect of which the appointments specified that:
(i) the proxy was to vote for the resolution was 19944889;
(j) the proxy was to vote against the resolution was 40077393;
(k) the proxy was to abstain on the resolution was 81347;
(l) the proxy could vote at the proxy's discretion was 1138430.
Any person other than John Jost, Michael Trumbull, John
Miedecke, Christopher Ryan, Philip Bruce and Gordon Elkington
holding office as a director of the Company at the time of the
passing of this resolution
Outcome: Not removed.
The total number of proxy votes exercisable by all proxies
validly appointed was 60995611.
The resolution was decided on a show of hands.
The total number of proxy votes which could have been voted on a
poll in respect of which the appointments specified that:
(m) the proxy was to vote for the resolution was 19473602;
(n) the proxy was to vote against the resolution was 38376762;
(o) the proxy was to abstain on the resolution was 920659;
(p) the proxy could vote at the proxy's discretion was 2224588.
BRAMBLES INDUSTRIES: Sells Wreckair To Coates For A$85M
-------------------------------------------------------
Brambles Industries announced Tuesday that it has reached
agreement for the sale of Wreckair, its Australian equipment
rental business, to Coates Hire Limited. The sale values the
Wreckair business at A$85 million, of which A$63.8 million will
be paid in cash on completion with the balance represented by
trade receivables that will be paid to Brambles as they are
collected. The sale price approximates net book value for
Brambles.
In the year to June 30, 2001 Wreckair had sales of A$133 million
and earnings of A$2.6 million (before interest and tax).
The sale is expected to be completed on February 1, 2002 and is
subject to the successful completion of a capital raising by
Coates Hire Limited.
The divestment of Wreckair is a further step in the realignment
of Brambles' strategy towards its core businesses. It follows
last month's announcement of the agreement for the sale of
Groupe CAIB, Brambles European Rail Division.
Completion of the sale of Wreckair will be the seventh in
Brambles' current divestment program and will bring the
aggregate proceeds to over A$1 billion.
IOCOM LIMITED: To Raise Working Capital
---------------------------------------
Iocom Limited posted this announcement:
NEW ISSUE ANNOUNCEMENT
APPLICATION FOR QUOTATION OF ADDITIONAL SECURITIES AND AGREEMENT
Information or documents not available now must be given to ASX
as soon as available. Information and documents given to ASX
become ASX's property and may be made public.
Introduced 1/7/96. Origin Appendix 5. Amended 1/7/98, 1/9/99,
1/7/2000.
Name of Entity
Iocom Limited
ACN or ARBN
80 085 905 997
We (the entity) give ASX the following information.
PART 1 - ALL ISSUES
You must complete the relevant sections (attach sheets if
there is not enough space).
1. Class of securities issued Ordinary Shares
or to be issued
2. Number of securities issued 4,760,000
or to be issued (if known)
or maximum number which
may be issued
3. Principal terms of the securities -
(eg, if options, exercise price
and expiry date; if partly paid
securities, the amount
outstanding and due dates for
payment; if convertible securities,
the conversion price and dates
for conversion)
4. Do the securities rank equally Yes
in all respects from the date
of allotment with an existing
class of quoted securities
If the additional securities
do not rank equally, please
state:
* the date from which they do
* the extent to which they
participate for the next
dividend, (in the case of
a trust, distribution) or
interest payment
* the extent to which they do
not rank equally, other than
in relation to the next
dividend, distribution or
interest payment
5. Issue price or consideration $0.05
6. Purpose of the issue (if To raise working capital
issued as consideration for
the acquisition of assets,
clearly identify those
assets)
7. Dates of entering securities 18/12/2001
into uncertified holdings
or dispatch of certificates
NUMBER CLASS
8. Number and class of all 36,536,644 Ordinary
securities quoted on
ASX (including the
securities in clause
2 if applicable)
NUMBER CLASS
9. Number and class of all 300,000 Options (ex $0.50)
securities not quoted 300,000 Options (ex $0.55)
on ASX (including the
securities in clause 2
if applicable)
10.Dividend policy (in the case -
of a trust, distribution
policy) on the increased
capital (interests)
PART 2 - BONUS ISSUE OR PRO RATA ISSUE
Items 11 to 33 are Not Applicable
PART 3 - QUOTATION OF SECURITIES
You need only complete this section if you are applying for
quotation of securities
34. Type of securities (tick one)
(a) x Securities described in Part 1
(b) All other securities
Example: restricted securities at the end of the escrowed
period, partly paid securities that become fully paid, employee
incentive share securities when restriction ends, securities
issued on expiry or conversion of convertible securities
Entities that have Ticked Box 34(a)
Additional Securities Forming a New Class of Securities
(If the additional securities do not form a new class, go to 43)
Tick to indicate you are providing the information or documents
35. The names of the 20 largest holders of the additional
securities, and the number and percentage of
additional securities held by those holders
36. A distribution schedule of the additional securities
setting out the number of holders in the categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 - and over
37. A copy of any trust deed for the additional securities
(now go to 43)
Entities that have Ticked Box 34 (b)
Items 38 to 42 are Not Applicable
ALL ENTITIES
Fees
43. Payment method (tick one)
Cheque attached
Electronic payment made
Note: Payment may be made electronically if Appendix 3B is given
to ASX electronically at the same time.
Periodic payment as agreed with the home branch has been
Arranged
Note: Arrangements can be made for employee incentive schemes
that involve frequent issues of securities.
QUOTATION AGREEMENT
1. Quotation of our additional securities is in ASX's absolute
discretion. ASX may quote the securities on any conditions it
decides.
2. We warrant to ASX that the issue of the securities to be
quoted complies with the law and is not for an illegal purpose,
and that there is no reason why those securities should not be
granted quotation. We warrant to ASX that an offer of the
securities for sale within 12 months after their issue will not
require disclosure under section 707(3) of the Corporations Law.
3. We will indemnify ASX to the fullest extent permitted by law
in respect of any claim, action or expense arising from or
connected with any breach of the warranties in this agreement.
4. We give ASX the information and documents required by this
form. If any information or document not available now, will
give it to ASX before quotation of the securities begins. We
acknowledge that ASX is relying on the information and
documents. We warrant that they are (will be) true and complete.
KNIGHTSBRIDGE FINANCE: ASIC Accepts Enforceable Undertaking
-----------------------------------------------------------
The Australian Securities and Investments Commission (ASIC) has
accepted an enforceable undertaking from Kimberley John Clifton,
a former representative of Knightsbridge Managed Funds Ltd.
Mr Clifton was also a former director of Knightsbridge Finance
Pty Ltd (formerly Clifton Partners Finance Pty Ltd, which
appointed Mr Carrello as its voluntary administrator on 29
January 2001 that owned the business Clifton Partners Finance.
Mr Clifton gave ASIC an enforceable undertaking that he will
0permanently refrain from carrying on a securities business,
investment advice business or financial services business. He
has also undertaken not to act as a representative of a
securities dealer or investment adviser or be in any way
connected with a financial services business.
The enforceable undertaking addresses a number of concerns that
ASIC had about Mr Clifton's practices. ASIC's concerns included
that, since 1997:
* he had engaged in misleading and deceptive conduct;
* he paid out investor's monies to persons or for purposes
contrary to the investor's authorization; and
* he engaged in generally improper practices and conduct and
failed to do proper due diligence before allowing investor's
monies to be advanced to borrowers.
ASIC was also concerned that from 23 December 1999 to 6 December
2000 Mr Clifton failed to perform his duties as a securities
representative efficiently, honestly and fairly.
Mr Clifton disputes ASIC's views but agreed to provide the
enforceable undertaking.
"ASIC believed Mr Clifton breached his position of trust as a
licensed adviser and that he failed to fulfill his duties and
obligations under the law," ASIC's WA Regional Commissioner
Michael Gething said.
OZDIRECTORY PTY: Declared Insolvent, Administrator Appointed
------------------------------------------------------------
Software Communication Group Limited (Sofcom) announced that at
a meeting of the Directors of Ozdirectory Pty Ltd ACN 094 727
063 (Ozdirectory) on 18 December 2001, it was resolved that
Ozdirectory is insolvent, or likely to become insolvent at some
future time. Mr David Neil Lockwood will be appointed as
Administrator of Ozdirectory.
Sofcom is a minority shareholder in Ozdirectory which is
majority owned by U K Directory (Holdings) Plc.
Ozdirectory recently encountered problems when U K Directory
(Holdings) Plc advised the Board of Ozdirectory that it proposed
to withdraw its financial support of Ozdirectory as a
consequence of a U K Directory (Holdings) Plc wholly owned
subsidiary ceasing to trade.
Sofcom's appointees to the Board of Ozdirectory were not present
at the meeting of directors of Ozdirectory and as such Sofcom is
concerned that without the presence of a sufficient quorum to
constitute the meeting, the Administrator, David Neil Lockwood
may be the subject of invalid appointment.
Sofcom has decided at this stage that in the interests of not
wasting shareholders funds, it will not interfere in the
appointment but has reserved its rights against the
Administrator, David Neil Lockwood and other parties to the
appointment whilst it considers its position.
For inquiries in relation to this matter please do not hesitate
to contact Matthew Hibbins of Gadens Lawyers' office on 03 9252
2514.
TRANSURBAN GROUP: To Undergo Restructuring
------------------------------------------
In accordance with the resolution of the Australian Stock
Exchange Limited (ASX) to admit Transurban Holdings Limited,
Transurban Infrastructure Developments Limited and the
Transurban Holding Trust to the official list of the ASX, the
Transurban Group is required to make the following statement to
the market:
The ASX reserves the right (but without limiting its absolute
discretion) to remove Transurban Holdings Limited (Holdings) or
Transurban Infrastructure Developments Limited (Infrastructure)
or the Transurban Holding Trust (Trust) or all of them from the
official list of the ASX if any of the shares in Holdings or
Infrastructure and the units in the Trust cease to be "stapled"
together or any equity securities are issued by Holdings or
Infrastructure or the Trust which are not stapled to equivalent
securities in the other entities, otherwise than in accordance
with the provisions in the constitutions of the Transurban
entities for the de-stapling of shares of Infrastructure from
shares of Holdings and units of the Trust.
TCR-AP reported on October 22 that Transurban obtained court
approval to hold a scheme meeting for a corporate restructure.
The restructure will enable Transurban to implement the release
from the "single purpose" restriction negotiated with the State
of Victoria and announced on 19 September 2001.
UECOMM LIMITED: Forecasts Net Operating Loss Of $59M
----------------------------------------------------
Directors of Uecomm Limited announced Wednesday that the Company
is forecasting a net operating loss before tax of approximately
$59 million for the year ending December 2001. Revenue for the
2001 year is forecast to come in between $32 to $33 million.
This result will be subject to finalization of the 31 December
2001 full year accounts, audit review and Board approval.
The difficult trading conditions faced throughout 2001, as well
as costs associated with restructuring, and significant asset
writedowns have contributed to this forecast result.
These losses arise from these areas:
* Approximately $14 million in operating losses largely
resulting from the lower than expected sales revenue due to a
number of major sales opportunities not eventuating in 2001;
* Approximately $45 million of non-recurring losses made up of:
- costs of $8 million arising from the UNITE dial-up ISP, which
has recently been sold;
- restructuring costs, including staff redundancies, of $7
million;
- bad debt write-offs and provisions of $11 million; and
- reassessment of the carrying value of certain assets and
investments leading to write downs of $19 million.
Directors have reviewed the carrying value of certain assets and
investments, and have determined that a number of writedowns
will be required in conjunction with the preparation of the year
end accounts.
Key writedowns in asset values are:
* Writedown in the carrying value of the Uecomm network by $7
million in recognition of the fact that the value of certain
components of the network are currently lower than the original
investment costs;
* Writedown in inventory of $3 million which includes surplus
and obsolete telecommunications equipment; and
* Writedown in the carrying value of the investment in "people
telecom" from 10 million to 1 million in line with the
fundamental revaluation of smaller telecommunications companies
by the market.
In addition, Uecomm will not bring to account the future income
tax benefit relating to tax losses. This treatment is consistent
with that of other listed second tier telecommunications
companies. This will result in a write-off of $3.5 million that
was booked in the first half of 2001.
STRATEGY & OUTLOOK
The general softening of the Company's trading environment
motivated Uecomm to undertake a major operational review during
2001. The review highlighted opportunities to streamline a
number of business areas, allowing the Company to significantly
reduce employee numbers. This has seen the workforce reduced
from 230 in May 2001 to approximately 120 today. These changes
should see overall annualized savings of approximately $10
million per annum, including A$4 million from the most recent
restructuring activities undertaken in October.
Chief Executive Officer, Peter McGrath said that while the 2001
results are very disappointing, shareholders should soon start
to see the benefits of the Company's strategic and operational
changes, which have been implemented by the new management team.
"The 2001 results will reflect what has been an extremely
difficult year for Uecomm. Changes in the domestic market and
events overseas have affected business in all sectors. These
factors, lower than expected sales revenue, and changes in
strategic direction resulting in restructuring costs, have all
affected Uecomm's bottom line.
"What this does mean however, is that in 2002 Uecomm is well
positioned to implement its new business plan. Directors are
confident this will realize benefits for shareholders and
enhance Uecomm's position as a leading provider of broadband
data and Internet solutions," Mr McGrath said.
Uecomm is in an excellent competitive position, having already
constructed a metropolitan and CBD fiber optic broadband network
of over 1,800 kilometers. As rationalization continues in the
telco sector and other carriers defer their capital spend or
leave the sector, Uecomm's network asset takes on additional
strategic value.
Also, Uecomm's market leadership with its flagship Gigabit
Ethernet (GigE) product sees it well placed to win future
business. "Sales have proven that the GigE service is extremely
attractive to customers, as it provides substantial performance
and cost benefits over the traditional data products offered by
other carriers," Mr McGrath said.
Uecomm has access to an $80 million loan facility from United
Energy, of which approximately $20 million will be used by
December 2001.
Uecomm is targeting to achieve an EBITDA positive position in
the first quarter of 2002 due to lower overheads resulting from
the recent restructuring, combined with a substantial reduction
in network costs.
Uecomm's customer base has grown to over 670 large corporate and
small medium enterprise customer connections as at December
2001.
Peter McGrath said, "Uecomm's competitive advantages, combined
with access to funding, puts the Company in a very strong
position to see it through the current unstable economic
conditions and to take advantage of opportunities that arise as
the telco sector rationalizes."
* S&P Confirms Jan Quarterly Rebalance To A&P/ASX Indices
---------------------------------------------------------
Standard & Poor's confirmed that the following changes will be
reflected in the start of day index portfolio on Wednesday
January 2, 2002.
STANDARD & POOR'S ANNOUNCE JANUARY QUARTERLY REBALANCE TO
S&P/ASX INDICES
Standard & Poor's, the leading provider of equity indices in
Australia, announced Wednesday that effective after the close of
business on Monday 31st December 2001, these changes to the
S&P/ASX indices will occur:
S&P/ASX 50
REMOVAL
CODE NAME
GMF GOODMAN FIELDER LTD
ADDITION
CODE NAME
WFA WESTFIELD AMERICA TRUST
S&P/ASX 100
REMOVAL
CODE NAME
CTX CALTEX AUSTRALIA LIMITED
ADDITION
CODE NAME
IIF ING INDUSTRIAL TRUST
S&P/ASX 200
REMOVALS
CODE NAME
ECP ECORP LIMITED
ARL AUSTRIM NYLEX LIMITED
SNX SECURENET LIMITED
BDL BRANDRILL LIMITED
ADDITIONS
CODE NAME
ION ION LIMITED
HDR HARDMAN RESOURCES LIMITED
UGL UNITED GROUP LIMITED
SYM SYMEX HOLDINGS LIMITED
S&P/ASX 300 (CURRENTLY 298)
REMOVALS
CODE NAME
MLB MELBOURNE IT LIMITED
CND CANDLE AUSTRALIA LIMITED
HPL HP JDV LIMITED
ETR ETRADE AUSTRALIA LIMITED
CAG CAPE RANGE WIRELESS LIMITED
WMT WESTERN METALS LIMITED
ADDITIONS
CODE NAME
AAC AUSTRALIAN AGRICULTURAL COMPANY LIMITED
DVC DCA GROUP LIMITED
JFG JAMES FIELDING GROUP
KCN KINGSGATE CONSOLIDATED NL
OXR OXIANA RESOURCES NL
VWD VILLA WORLD LTD
NAL NORWOOD ABBEY LTD
CST CELLESTIS LIMITED
The changes will be reflected in the starting portfolio of
Wednesday, January 2, 2002.
================================
C H I N A & H O N G K O N G
================================
ANWELL BUILDING: Hearing of Winding Up Petition Set
---------------------------------------------------
The petition to wind up Anwell Building Construction Company
Limited is set for hearing before the High Court of Hong Kong on
January 16, 2002 at 10:00 am. The petition was filed on
October 5, 2001 by Chang Pit Hung of Flat A, 6th Floor, 44
Leighton Road, Causeway Bay, Hong Kong.
ASIA GLOBAL: S&P Lowers Ratings, Still On CreditWatch Negative
--------------------------------------------------------------
Standard & Poor's lowered its ratings on Global Crossing Ltd.
and its wholly owned subsidiaries Global Crossing Holdings Ltd.
and Frontier Corp. (see list below). At the same time, Standard
& Poor's lowered its ratings on Global Crossing's 58.8%-owned
subsidiary Asia Global Crossing Ltd. (see list). All ratings
remain on CreditWatch with negative implications.
As of Sept. 30, 2001, Global Crossing had total debt outstanding
of about $7.6 billion.
The downgrade reflects Standard & Poor's heightened concerns
regarding the company's liquidity position and its ability to
obtain an amended bank facility near term. In addition, Global
Crossing's liquidity will be further compromised if Asia Global
Crossing decides to draw down on the $400 million credit
facility available from Global Crossing.
The plight of the competitive telecom industry and the aversion
of investors to support below-investment-grade companies does
not bode well for Global Crossing securing funding in the
capital markets. Given recent transactions in the competitive
local exchange carrier (CLEC) industry, it appears the only
alternative to maintaining the company's viability would be
through a private equity investor. However, this type of action
normally results in a restructuring of the company's capital
structure.
The downgrade on Asia Global Crossing reflects the continued
weakness in indefeasible right of use (IRU) sales in 2002 given
the economic slowdown, coupled with the oversupply of capacity.
The company's ratings are higher than the ratings on Global
Crossing due to the degree of separation that Asia Global
Crossing has because of its board of directors, which is not
controlled by Global Crossing.
In addition, the directors appointed by Softbank Corp. and
Microsoft Corp., which each own about 14% of Asia Global
Crossing, have effective veto rights regarding certain actions,
including the filing of voluntary bankruptcy.
RATINGS LOWERED AND REMAINING ON CREDITWATCH NEGATIVE
Global Crossing Ltd. TO FROM
Corporate credit rating CCC- B-
Preferred stock C CCC-
Global Crossing Holdings Ltd.
Corporate credit rating CCC- B-
Senior unsecured debt C CCC
$800 million 9.625% senior unsecured notes
(Guaranteed by Global Crossing Ltd.) C CCC
Senior secured bank loan CCC- B-
Preferred stock C CCC-
Frontier Corp.
Corporate credit rating CCC- B-
Senior unsecured debt C CCC
Preferred stock C CCC-
Asia Global Crossing Ltd.
Corporate credit rating CCC+ B
Senior unsecured debt CCC- CCC+
FAR WEALTH: Faces Winding Up Petition
-------------------------------------
The petition to wind up Far Wealth Industrial Limited was heard
before the High Court of Hong Kong on December 19, 2001 at 10:00
am. Kwan Chi Pang Raymond of Room 2802, Cheung Wo Court, Wo Kin
House, Kwun Tong, Kowloon, Hong Kong filed the petition with the
court on August 28, 2001.
FUJIAN GROUP: Issues Unaudited Interim Results
----------------------------------------------
The Board of Directors (the "Directors") of Fujian Group Limited
(the "Company") announced the interim results of the Company and
its subsidiaries (the "Group") for the six months ended 30th
September 2001, all of which are unaudited and condensed, which
were prepared in accordance with the accounting principles
generally accepted in Hong Kong and reviewed by the Company's
audit committee.
CONDENSED CONSOLIDATED INCOME STATEMENT
(Unaudited)
Six months ended
30th September
2001 2000
Note HK$ HK$
Turnover 2 14,424,830 40,203,906
Other revenue 2 177,812 1,766,363
Cost of properties sold - 22,216,356
Staff costs 3,041,777 6,463,637
Depreciation 6,399,885 6,344,681
Provision for impairment loss on interest in
jointly controlled entities 3 62,862,213 -
Net loss on disposals of charged
investment properties 4 1,246,082 -
Other operating expenses 12,833,100 15,481,649
Total operating expenses 86,383,057 50,506,323
Operating loss 2 (71,780,415) (8,536,054)
Finance cost (34,719,251) (35,673,532)
Share of results of jointly controlled entities
(6,715,082) (18,067,369)
Share of results of associates 155,876 151,921
Loss from ordinary activities before taxation
(113,058,872) (62,125,034)
Taxation 5 (1,313,112) (26,609)
Loss from ordinary activities after taxation
(114,371,984) (62,151,643)
Minority interests - 89,031
Loss attributable to the shareholders
(114,371,984) (62,062,612)
Basic loss per share 6 10.6 cents 5.8 cents
NOTES
1. Basis of preparation and principal accounting policies
The Directors are responsible for the preparation of the Group's
unaudited interim financial statements. The unaudited condensed
interim financial statements have been prepared in accordance
with Statement of Standard Accounting Practice (SSAP) No. 25
"Interim financial reporting" issued by the Hong Kong Society of
Accountants and with the applicable disclosure requirements of
Appendix 16 to the Rules Governing the Listing of Securities on
The Stock Exchange of Hong Kong Limited (Listing Rules), except
that no attempt has been made to classify the liabilities of the
Group into non-current or current terms as the repayment of
loans will be the subject of the Group's restructuring
proposals.
The basis of preparation, accounting policies and methods of
computation used in the preparation of these condensed interim
financial statements are consistent with those followed in the
preparation of the Group's annual financial statements for the
year ended 31st March 2001, except that the Group has adopted
the following new/revised SSAPs which became effective for the
current accounting period:
SSAP 14 (Revised) "Leases"
SSAP 14 (Revised) has introduced some amendments to the basis of
accounting for finance and operating leases. In note to these
condensed interim financial statements, the Group has disclosed
its total future aggregate minimum lease payments under non-
cancelable operating leases in accordance with the SSAP 14
(Revised). Comparative amounts have been restated in order to
achieve a consistent presentation.
SSAP 31 "Impairment of assets"
SSAP 31 prescribes the procedures to be applied to ensure that
assets are carried at not more than their recoverable amounts.
The recoverable amount of an asset is defined to be the higher
of its net selling price and its value in use. The Group
determines the value in use of its asset, as the present value
of estimated future cash flows together with estimated disposal
proceeds at the end of its useful life. The Group is required to
assess at each balance sheet date whether there are any
indications that assets may be impaired, and if there are such
indications, the recoverable amount of the assets is to be
determined. Any resulting impairment losses identified are
charged to the income statement.
2. Provision for impairment loss on interest in jointly
controlled entities
The provision for impairment loss on the Company's interest in a
jointly controlled entity, Hungexpress Investment Limited
(Hungexpress), was recognized to state such an interest to its
recoverable amount, when the charged shares in Hungexpress
provided by the Company as security in favor of a bank have been
enforced and sold after 30th September 2001.
3. Net loss on disposals of charged investment properties
The net loss on disposals of charged investment properties was
arising on the enforcement of the mortgages on certain
investment properties of the Group by the banks during the
period. The aggregate consideration of the disposals amounted to
HK$65,043,000, which was not being classified as the Group's
turnover during the period. The outgoings incurred on the
disposals amounted to HK$817,422. The aggregate carrying value
of the investment properties just before their disposals was
HK$65,471,660.
4. Taxation
(Unaudited)
Six months ended
30th September
2001 2000
HK$ HK$
Hong Kong profits tax
Company and subsidiaries 1,271,819 -
Share of taxation attributable
to associates 41,293 26,609
1,313,112 26,609
(a) Hong Kong profits tax is calculated at the rate of 16%
(2000: 16%) on the estimated assessable profits of the Group
derived from Hong Kong.
(b) The subsidiary operating in China is subject to income tax
at the reduced rate of 15%. No provision for China income tax
has been made, as there were no assessable profits of the
subsidiary operating in China during the period.
(c) There is no material unprovided deferred taxation for the
period.
5. Loss per share
(a) Basic
The calculation of basic loss per share is based on the Group's
loss attributable to the shareholders for the period ended 30th
September 2001 of HK$114,371,984 (2000: HK$62,062,612) and the
1,074,328,367 shares (2000: 1,074,328,367 shares) in issue
during the period.
(b) Diluted
The share options outstanding during the year had no dilution
effect on loss per share.
6. Pledge of assets
At 30th September 2001, bank loans of HK$255,211,980 (31st March
2001: HK$320,406,814) and bank overdrafts of HK$77,159,231 (31st
March 2001: HK$71,956,388) were secured by the Group's
investment properties of carrying value amounted to
HK$147,900,000 (31st March 2001: HK$213,371,660). The Group's
investment properties with carrying value of HK$14,250,000 (31st
March 2001: HK$14,250,000) was secured, among other securities,
in favor of Sino Earn Holdings Limited ("Sino Earn") for loan
facilities granted amounting to HK$142,618,599 (31st March 2001:
HK$142,618,599)
7. Contingent liabilities
Contingent liabilities in respect of guarantees provided by the
Company for outstanding loan facilities utilized by jointly
controlled entities amounted to HK$13,508,350 as at 30th
September 2001 (31st March 2001: HK$58,034,687).
8. Commitments
The Group had future minimum lease payments under non-cancelable
operating lease:
(Unaudited) (Restated)
30th September 31st March
2001 2001
HK$ HK$
Not later than 1 year 409,800 409,800
Later than 1 year and not
later than 5 years 102,450 307,350
512,250 717,150
9. Related party transactions
During the period, the Group had the following transactions with
related parties:
(Unaudited)
Six months ended
30th September
2001 2000
Note HK$ HK$
Management fee charged by Sino Earn (a) - 900,000
Office rental paid to Sino Earn (b) 204,900 -
(a) The management fee related to the provision of management
function and advice by Sino Earn by nomination of directors to
the board of the Company. With effect from 1st April 2001, Sino
Earn has agreed to cease charging the Company for any management
fee on management function and advice provided.
(b) The office rental related to the provision of the existing
office premises of the Company by Sino Earn.
In the opinion of the Directors, the above transactions were
conducted in the ordinary course of the Group's business.
11. Post balance sheet events
(a) On 20th November 2001, a letter was issued by solicitors
acting for Sino Earn demanding the Company to repay secured loan
and interest overdue in the amount of HK$156,343,709.
(b) On 23rd November 2001, the Company's charged shares in
Hungexpress, representing 50% of its total issued share capital,
have been enforced by the chargee bank at a consideration of
USD2 million (or approximately HK$15.6 million).
(c) On 3rd December 2001, a Writ of Summons (CA 21392/2001)
was issued by the Hong Kong Inland Revenue Department against
the Group's wholly owned subsidiary, Kai Loong Land Investment
Company, Limited, demanding profit tax due in the sum of
HK$5,362,729.
(d) On 7th December 2001, through Labout Tribunal a claim
(LBTC 9744/2001) was filed against the Company by an outgoing
staff resigned on 1st August 2000 demanding retrospectively for
arrears of wages, annual leave pay and end of year pay
outstanding since 1st January 1998 in a total amount of
HK$758,918.
INTERIM DIVIDEND
No interim dividend was recommended for the period.
MANAGEMENT DISCUSSION AND ANALYSIS
Financial Review
Turnover of the Group for the period ended 30th September 2001
was approximately HK$14.42 million and net loss for the period
amounted to HK$114.37 million. At 30th September 2001, the
Group's capital deficiency amounted to HK$336.07 million,
compared to HK$221.69 million at 31st March 2001.
Liquidity and financial resources
The Group's debt ratio measured by the total liabilities over
the total assets was 187.9% at 30th September 2001, compared to
142.2% 31st March 2001. The Group has been unable to meet most
of the scheduled repayments due to its bankers and creditors
since August 1999, and most of the Group's credit facilities
were either frozen or due for repayment.
The Group is now still engaged with its bankers and certain
major creditors for negotiating and concluding a formal debt-
restructuring scheme. Pursuant to a letter of intent for
restructuring of the Group's finance entered into between the
Company and a potential investor on 5th July 2001, new loan
amounted to HK$1,330,000 was obtained to cover certain
expenditure of the Company's operations in Hong Kong during the
period.
Disposal of charged assets
During the period under review, 9 mortgaged residential units of
the Group were force-sold by the mortgagee banks at a total
consideration of HK$25,493,000, and 113 car parking spaces of
the Company were force-sold by a mortgagee bank at a total
consideration of HK$39,550,000. Proceeds on disposal of the
aforementioned properties were being applied by the relevant
banks for direct settlement of outstanding interest and loans
due and other relevant outgoings of the transactions.
Staff
At 30th September 2001, the Group's total number of employees
was 371, with most of them worked for the operations in Mainland
China. Remuneration packages are generally structured by
referring to the market terms and individual merits, which
include mandatory provident fund scheme, employees share option
scheme and medical insurance besides contracted salaries.
Though Labor Tribunal judgment (LBTC2834/2001) has been granted
on 9th October 2001 in favor of 6 outgoing staff members for
outstanding payments in lieu notice, provident fund payments and
severance payments in a total amount of HK$479,525.20, the
Company's management is still in negotiation with those people
for settlement. The Company has maintained its remuneration
packages to the remaining staff members to sustain its normal
operations.
BUSINESS REVIEW
The Group's major investment properties have been put under
receivership by its mortgagee banks since March in this year.
Certain investment properties under receivership have been
force-sold during the period to settle a portion of the
indebtedness outstanding to relevant banks. Rental income from
investment properties for the six months ended 30th September
2001 was approximately HK$4.23 million, representing a decrease
of 32.4% in comparison to the corresponding period.
The hotel operation in Xiamen Plaza Hotel became the major
business operation sustained by the Group now, though it has
encountered the most difficult time with a recorded decline of
revenue to approximately HK$10.16 million during the period. The
average room rate obtained at the hotel was approximately RMB252
and the average room occupancy was 50.5% as compared to RMB269
and 55.3% respectively for the corresponding period in 2000.
The Group's business activities have been consolidating. The
Group's operations will be sustained in a minimal scale to
prepare for its future revival after the restructuring process.
PROSPECT
The Group has already compromised with its major bankers to
proceed for formulating a formal debt-restructuring scheme. The
Directors believe that the Group's operations will resume normal
in the foreseeable future if the Group could successfully
complete the debt restructuring process in due course.
PURCHASE, SALE OR REDEMPTION OF THE COMPANY'S LISTED SECURITIES
During the six months ended 30th September 2001, neither the
Company nor any of its subsidiaries has purchased, sold or
redeemed any listed shares of the Company.
AUDIT COMMITTEE
The Audit Committee has reviewed with directors the accounting
principles and practices adopted by the Group and discussed
internal control and financial reporting matters in relation to
the preparation of the unaudited condensed financial statements
for the six months ended 30th September 2001.
COMPLIANCE WITH THE CODE OF BEST PRACTICE
Throughout the period ended 30th September 2001 the Company has
complied with the Code of Best Practice as set out in Appendix
14 to the Listing Rules.
GUANGDONG ARTS: Winding Up Petition Pending
------------------------------------------
Guangdong Arts And Crafts Company Limited is facing a winding up
petition, which was heard before the High Court of Hong Kong on
December 19, 2001 at 9:30 am.
The petition was filed on August 28, 2001 by Bank of China (Hong
Kong) Limited (the successor corporation to The China State Bank
Limited pursuant to Bank of China (Hong Kong) Limited (Merger)
Ordinance Cap. 1167 of Bank of China Tower, 1 Garden Road, Hong
Kong.
HIMDAT FINANCE: Winding Up Sought By Hongkong Macau
---------------------------------------------------
Hongkong Macau International Finance Company Limited (In
Members' Voluntary Liquidation) is seeking the winding up of
Himdat Finance Company Limited. The petition was filed on
November 20m 2001, and will be heard before the High Court of
Hong Kong on January 30, 2002 at 11:30 am.
Hongkong Macau holds its registered office at 48th Floor, Office
Tower, Convention Plaza, 1 Harbour Road, Wanchai, Hong Kong.
HONG KONG CONSTRUCTION: Drafts Proposed Restructuring Term Sheet
----------------------------------------------------------------
Hong Kong Construction (Holdings) Limited (the Company) advised
that on 30th November, 2001 the Company held the Debt Auction,
as a result of which HK$176.2 million of its indebtedness to the
Bank Creditors has been satisfied by the payment of HK$52.8
million.
Following the Debt Auction, the Company entered into the
Guarantee and Debenture.
Further to its previous announcement dated 12th June, 2001, the
Company announced that on 30th November, 2001 it held a debt
auction (the Debt Auction) at which it invited its bank
creditors in Hong Kong (the Bank Creditors) to tender for a
discounted payment in full settlement of the indebtedness (or
part thereof) owed to them by the Company.
The total value of the indebtedness in respect of which tenders
were accepted pursuant to the Debt Auction was HK$175.9 million.
The Company has paid a net amount of HK$52.8 million to the Bank
Creditors in full satisfaction of the relevant indebtedness,
representing a discount of HK$123.1 million on the full amount.
The effect of the Debt Auction has been to reduce the Company's
outstanding indebtedness to the Bank Creditors to approximately
HK$1.93 billion, as a result of which the Company has entered
into a guarantee and debenture dated 3rd December, 2001 (the
"Guarantee and Debenture") under which it has charged all of
its assets and property by way of fixed and floating charges in
favor of the Bank Creditors for the purpose of securing its
remaining indebtedness.
The Company is also currently in the process of drafting a term
sheet in relation to the proposed restructuring of its financial
obligations. Further announcements will be made as appropriate.
The Debt Auction was held, and the Guarantee and Debenture were
made, in compliance with the standstill arrangements as set out
in the formal standstill letter signed on 11th June, 2001 (as
described in the Company's previous announcement dated 12th
June, 2001), which remain in place.
KARWOOD INDUSTRIES: Petition To Wind Up
---------------------------------------
The petition to wind up Karwood Industries Limited is scheduled
to be heard before the High Court of Hong Kong on January 9,
2002 at 9:30 am. The petition was filed on September 7, 2001 by
The Daiwa Bank, Limited whose registered office is at 2-1
Bingamachi, 2-Chome, Chuo-ku, Osaka City, Osaka, Japan.
PACIFIC CENTURY: Exchange OKs Modified Calculation Concession
-------------------------------------------------------------
The Directors of Pacific Century CyberWorks Limited (the
Company) announced that on December 14, 2001 The Stock Exchange
of Hong Kong Limited (the "Stock Exchange") approved the
Company's application for the right to apply the Modified
Calculation Concession to Rule 14.25(2)(b)(i) of the Rules
Governing the Listing of Securities on the Stock Exchange (the
"Listing Rules") and the modification of the relevant
percentage ratio threshold from 15% of the book value of the net
tangible assets to 5% of the modified assets as set out in the
Stock Exchange's announcement dated October 9, 2001. The
Company's "modified assets" for this purpose are as described
in the Company's announcement dated September 25, 2001, as more
fully described below.
Reason for the Company's Application
As noted in the Company's previous announcements, the Company
has negative net tangible assets as a result of the requirement
under the relevant accounting standards to write-off to reserves
HK$172,014 million goodwill arising from the acquisition of
subsidiaries, including the acquisition of Cable & Wireless HKT
Limited (now called PCCW-HKT Limited) (HKT), on August 17, 2000.
The negative net tangible asset value of the Company does not
arise as a result of operational losses.
As a result of the negative net tangible asset value of the
Company as described above, the Company may have difficulties in
complying fully with those provisions of the Listing Rules which
require comparisons to be made with its net tangible assets or
net assets.
As the Stock Exchange has noted in its announcement dated May 3,
2001, adoption of the "modified assets test" under the Modified
Calculation Concession will ensure investor protection without
imposing undue costs for issuers' compliance.
Basis for the Company's application
The Company's application for the right to apply the Modified
Calculation Concession to Rule 14.25(2)(b)(i) and the
modifications of the relevant percentage threshold as described
above was based on the Company's Unaudited Condensed
Consolidated Balance Sheet as at June 30, 2001 published in the
Company's interim report for the six months ended June 30, 2001
(the "June 30, 2001 Unaudited Balance Sheet") details of which
were published in the Company's announcement dated September 25,
2001.
Based on the Company's June 30, 2001 Unaudited Balance Sheet
which was published in the Company's announcement dated
September 25, 2001, the "modified assets" of the Company are
equal to HK$42,362 million, being gross assets (HK$54,497
million) less intangibles (HK$2,734 million) and current
liabilities (HK$9,401 million).
Application of the Modified Calculation Concession to Rule
14.25(2)(b)(i) and Modification of the Relevant Percentage
Threshold
The Stock Exchange has approved the Company's application for
the right to apply the Modified Calculation Concession with
respect to Rule 14.25(2)(b)(i).
In relation to references to net tangible assets, in Rule
14.25(2)(b)(i), the basis set out in the "modified assets test"
under the Modified Calculation Concession will be adopted as the
basis for comparison to determine the relevant disclosure
requirements under that rule. In addition, the percentage ratio
threshold prescribed under this rule will be amended from 15% of
the book value of the net tangible assets to 5% of the modified
assets. Please refer to the Company's announcement dated
September 25, 2001 for details of the Company's Modified
Calculation Concession. Based on the Company's June 30, 2001
Unaudited Balance Sheet, the relevant threshold of 5% of the
modified assets is equal to approximately HK$2,118 million.
As at the date of application to the Stock Exchange, the Company
had no specific transactions pending to which Rule
14.25(2)(b)(i) was applicable.
Period for which the Modified Assets Test will apply
The Stock Exchange's approval for the use of the modified assets
test described above will remain in effect from December 14,
2001 until the publication or the due date of publication of the
Company's next annual report, whichever is earlier.
WIN ORIENT: Winding Up Petition Slated For Hearing
--------------------------------------------------
The petition to wind up Win Orient Limited is scheduled for
hearing before the High Court of Hong Kong on January 2, 2002 at
9:30 am.
The petition was filed on August 31, 2001 by Industrial and
Commercial Bank of China (Asia) Limited (formerly known as Union
Bank of Hong Kong Limited), a bank incorporated in Hong Kong and
whose registered office is situated at ICBC Tower, 122-126
Queen's Road, Central, Hong Kong.
=================
I N D O N E S I A
=================
BERLIAN LAJU: Secures US$22M Loan For Fleet Expansion
-----------------------------------------------------
PT Berlian Laju Tanker (BLTA)]said it has secured a US$22
million loan from foreign banks to buy three ships, AsiaPulse
reported Monday citing BLTA president Widihardja Tanudjaja.
The three ships from Japan, valued at US$30 million, will bring
the number of ships in the company's fleet to 40, he said.
Tanudjaja added that the company needs more ships to expand
its operations in Asia and Middle East. The company's finance
director, Kevin Wong, said BLTA had a debt of US$178 million as
of September 2001.
According to Wrights Investors' Service, "At the end of 2000,
P.T. Berlian Laju Tankers had negative working capital, as
current liabilities were Rp475.26 billion while total current
assets were only Rp351.73 billion. The fact that the company has
negative working capital could indicate that the company will
have problems in expanding. However, negative working capital in
and of itself is not necessarily bad, and could indicate that
the company is very efficient at turning over inventory, or that
the company has large financial subsidiaries."
=========
J A P A N
=========
ASAHI BANK: To End Overseas Operations March 2002
-------------------------------------------------
Asahi Bank will end all its overseas operations at the end of
its fiscal 2001 at March's end, or six months earlier than
planned, Kyodo News reported Tuesday.
TCR-AP reported early this month that the bank, as one of the
main creditors of the ailing Aoki, does not expect to make
revisions in its earnings forecasts for the fiscal year to March
2002 should construction giant Aoki Corporation collapse.
ASAHI MUTUAL: Implementing Merit Scheme To Cut Ave Worker Income
----------------------------------------------------------------
Asahi Mutual Life Insurance Company will cut its average worker
income by 10 percent through a merit-based salary system next
year as part of its restructuring plan. The scheme will apply to
staff in certain positions and to senior management, PRNewsAsia
reported Wednesday, which cited the Nihon Keizai newspaper.
Asahi Mutual has also announced earlier its plan to trim its
workforce, excluding salespersons, by 1,000 employees by the end
of March 2003 to lower personnel costs. Part of the company's
restructuring plan also includes selling non-performing real
estate, in addition to concentrating its resources on the retail
business, while scaling down its corporate customer operations.
DAEWOO SECURITIES: Local Buyer Likely To Get Brokerage Firm
-----------------------------------------------------------
Korea Development Bank (KDB) said several domestic companies are
interested to take over Daewoo Securities, including Kookmin
Bank, Woori Finance Holdings Co., which is a state-run financial
holding company that started business in April this year, and
the Dongwon Group, Korea Herald reported Wednesday.
According to a KDB official, "Three to four prospective buyers
have delivered their intentions to take over Daewoo Securities
since the announcement of our policy to sell it and we are now
in talks with domestic companies."
FUJITSU: Forges Alliance Program With Imaging Channel Partners
--------------------------------------------------------------
Fujitsu Computer Products of America, Inc. (FCPA), a market
leader in document imaging scanners, announced Tuesday a broad
channel partner program designed to provide superior customer
support to its document imaging customers.
The "One Capture Alliance" program expands Fujitsu's existing
channel partner program to include Value Added Resellers (VAR),
Independent Software Vendors (ISV), and Service Bureaus.
Fujitsu's expanded channel partner program will significantly
broaden the breadth and depth of the service and support it
provides to its Global 1000 customers by leveraging the natural
synergies that exist within these three channel partner
communities.
"With FCPA's Imaging Products Group already a recognized leader
among its channel partners for exceptional scanner service
programs, we are confident that creating a comprehensive program
such as One Capture Alliance that reaches more channel partners
will become an even stronger revenue channel and competitive
advantage," said Pamela Doyle, director for imaging partner
programs, Fujitsu Computer Products of America.
"With an all-inclusive network of channel partners, Fujitsu will
be able to leverage the strengths and needs of these channel
partners to advance the support that we can bring to our
customers."
Three Key Communities: ISVs, VARs and Service Bureaus
The "One Capture Alliance" program renews its focus on its
premier VAR and ISV partners that drive daily business as well
as recognizes the inherent value that Service Bureaus bring to
its partner community.
To date, ISVs are responsible for a large percentage of
FCPA's revenues. ISV support of FCPA's products and product
recommendations to the VARs lead to the end user sale, making
them key contributors to FCPA's overall success. Further, a
unified program is dependent on the VARs because the VAR is a
key communicator between the ISV and the end user or Fujitsu and
the end user. The VAR is directly responsible for selling the
end user a sound business solution comprised of hardware and
software.
FCPA has acknowledged that as document imaging becomes a more
integral part of the electronic age, scanning data is
increasingly a simple task for the general office, non-IT
professional -- and yet process mismanagement can compromise
data integrity or even result in lost data. In addition, proper
data scanning and archiving may require customized software,
special network infrastructure, and demand specific IT and
storage resources with which the non-IT professional is
unfamiliar.
As a result, Service Bureaus have become key facilitators in the
imaging service industry by reducing and sometimes eliminating
the need for high-end scanning infrastructure, personnel,
shipping, and courier costs through servicing customers locally.
The substantial increase in the number of Service Bureaus
nationwide reflects the Service Bureaus' increasing popularity
among customers that prefer a nearby document management
service.
Since ISVs and VARs offer variations of service and support when
channeling Fujitsu's imaging products, Service Bureaus provide
service needs that not only augment the coalition but also
benefit all participating partners. Together, ISVs, VARs, and
Service Bureaus solve business problems that ultimately help end
users cut costs, accelerate business processes, and generate a
high return on investment.
"As a seasoned Fujitsu partner, we are confident that One
Capture Alliance will assist us in meeting customer needs even
more so than the former program," said Bill Priemer, Vice
President of Sales and Marketing for Hyland Software, Inc., the
developers of OnBase integrated document management software,
and a Fujitsu Premier ISV.
"Since our inception ten years ago, we have participated in
FCPA's imaging partner program and benefited from the heightened
exposure to Fujitsu's extensive sales force as well as inclusion
in the ISV catalog and award opportunities offered by Fujitsu.
Extending the program to include Service Bureaus as well as
expanding co-marketing initiatives creates a highly favorable
environment."
Key Benefits of the "One Capture Alliance" Program
The key benefits of the "One Capture Alliance" program include:
- Immediate access to product/technology information through
dedicated account representatives.
- Sales support and co-marketing advantages including rebates,
awards, a dedicated channel partner site, co-marketing
campaigns, catalog listings, and eligibility to receive
extensive pre-qualified end user leads carefully matched to the
channel partner's target market.
- End-user benefits include optimized and comprehensive service
offerings as a result of the all-inclusive network, as well as
educational benefits such as case studies, which help the end
user understand the ROI that imaging solutions can deliver.
"A consolidated channel partner program such as One Capture
Alliance is truly win-win situation for all parties," said
Shinichi Mori, Vice President, imaging products, Fujitsu
Computer Products of America. "One Capture Alliance renews its
focus to retain existing software and reseller channel partners
that drive its business while also reaching out to new groups.
Furthermore, this service-oriented and cross-marketing program
promises tangible benefits to participants including sales
generation, heightened exposure, and promotional support, while
optimizing Fujitsu's marketing, sales, and business development
resources and bandwidth."
For more information on becoming a member of the "One Capture
Alliance", log on to: www.reseller.fcpa.fujitsu.com.
FUJITSU LIMITED: Forms Capital, Business Alliance With Kawatetsu
----------------------------------------------------------------
Fujitsu Limited and Kawatetsu Systems Inc establishes capital
and business alliance, with Fujitsu to spend Y600 million to
acquire a total of 500 shares, or 3 percent of Kawatetsu
Systems, from Kawasaki Steel Corp and Kawasho Corp, making it
the firm's third largest shareholder, PRNewsAsia reported
Wednesday, which cited the Nihon Keizai. The firms will also
join efforts to win orders to build computer systems for paper,
pulp, oil, chemical and other manufacturers, as well as
developing cost control and supply chain management systems.
MITSUBISHI ELECTRIC: In Final Merger Talks With Toshiba
-------------------------------------------------------
Toshiba Corporation and Mitsubishi Electric Corporation are in
their final stage talks to join their manufacturing and sales
divisions of power transformation equipment and power
distributors for the electric power industry, Kyodo News
reported Wednesday, which cited the Asahi Shimbun.
MITSUI MUTUAL: Plans To Raise Y100B Foundation Funds
----------------------------------------------------
Mitsui Mutual Life Insurance Company plans to raise some Y100
billion in foundation funds, a type of subordinated debt, before
the end of the current fiscal year. Sumitomo Mitsui Banking
Corp, other Mitsui group firms and regional banks are expected
to join the programmed to more than double Mitsui's foundation
funds from the current Y69 billion, PRNewsAsia reported
Wednesday, which cited the Nihon Keizai.
=========
K O R E A
=========
HYNIX SEMICONDUCTOR: Continuing Talks With Micron
-------------------------------------------------
Hynix Semiconductor Inc and the Korea Exchange Bank said it is
still continuing negotiations with Micron Technology to form an
alliance, even after the announced Toshiba deal selling the
latter's DRAM assets to Micron, PRNewsAsia reported Tuesday.
A company spokesman said, "We decline to comment on the reports
about Toshiba and Micron. However, Hynix's talks with Micron are
going on as scheduled."
In a separate statement, the Hynix corporate restructuring
committee said it will continue to keep confidential the process
of talks between Hynix and Micron.
KEB President Kim Kyung-lim was cited as saying Micron is
expected to offer details of its alliance proposals by the end
of the year.
KOREA TELECOM: Issues $1B-$1.2B Convertible Bonds
-------------------------------------------------
Korea Telecom Corp (KTC) issued terms for a five-year
convertible bond valued between $1 billion and $1.2 billion,
with a coupon of 0.25% and a conversion premium that will
represent a 20% premium to the company's American Depository
Receipts on the date of pricing. The bonds, which are
convertible into either ADRs or local shares, at the option of
the investor, will be issued and redeemed at par value and to
mature January 4, 2007, Wall Street Journal reported Tuesday,
which quoted UBS Warburg. Proceeds from the bond will be used to
"finance the repurchase of the underlying shares from the
Republic of Korea."
The bond will have a put option on January 4, 2005, and will be
callable from January 4, 2005, subject to the company's shares
trading at over 115% of the bond's conversion price. Merrill
Lynch is co-bookrunner on the deal.
Korea Telecom is rated Baa2 by Moody's Investor Corp. and BBB+
from Standard & Poor's Corp.
DebtTraders reports that Korea Telecom's 7.500% bond due 2006
(KTI) trades between 104.303 and 104.711. For real-time bond
pricing, go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=KT1
SAMSUNG ELECTRONICS: Punishes 52 Officials, Execs For Bribery
-------------------------------------------------------------
Samsung Electronics, which recently conducted an extensive
investigation to stem corruption among its employees, as part of
efforts to become a world-class corporation, punishes 52
officials, including five executives, for receiving as bribes
stocks, cash or expensive entertainment from suppliers, while
also issuing stern warnings to over 40 suppliers found to have
provided bribes and entertainment, with around 10 of them being
stripped of the rights to supply products to Samsung, Korea
Herald reported Wednesday.
Six officials reportedly received shares in suppliers companies
under the names of their relatives, with the market value of the
stocks multiplied more than 40 times to reach around W20 billion
as a result of bonus share issues and stock splits. Some of the
officials set up their own firms and became suppliers to Samsung
Electronics. Certain employees were also suspected of having
provided technology and funds to these suppliers in return for
favors. Others had suppliers pay padded entertainment bills and
picked up the difference in cash from club owners, collecting
tens of millions of won in the process.
According to a company official, these corrupt practices tended
to result in equipment purchases at higher prices and
undisciplined management on the part of supplying firms, which
in turn results in heightened costs or production of substandard
parts that ultimately destroy Samsung's own competitiveness.
SEOUL BANK: KEB Considers Merger, Bank President Confirms
---------------------------------------------------------
Korea Exchange Bank (KEB) President Kim Kyung-lim said Tuesday
the bank is considering merging with Seoul Bank as part of its
efforts to prepare for the future. He stressed, however, that
the merger should only be after the government has set its
policy on the handling of Seoul Bank, Korea Herald reported
Wednesday.
Kim said, "Although our top priority is to make our assets
clean, we are internally reviewing the issue of merging with
Seoul Bank."
SEOUL BANK: In Talks To Sell Controlling Stake To Dongwon
--------------------------------------------------------
A Financial Supervisory Commission official was cited as saying
that Seoul Bank is negotiating with interested parties,
including Dongwon Group, which has five financial affiliates and
13 non-financial affiliates, for the sale of a controlling stake
in the bank, Wall Street Journal and Korea Economic Daily
reported. Dongwon Group will not form a consortium to buy the
Seoulbank stake.
===============
M A L A Y S I A
===============
SINMAH RESOURCES: KLSE, SC Reprimands, Imposes RM100K Fine
----------------------------------------------------------
The Kuala Lumpur Stock Exchange (KLSE) in consultation with the
Securities Commission, publicly reprimanded and imposed a fine
of RM100,000 on Sinmah Resources Berhad (SINMAH) for breach of
Clause 3.53 of the Exchange's Second Board Listing Requirements
(SBLR).
SINMAH was found to be in breach of Clause 3.53 of the SBLR for
the non-completion of the Rights Issue of 148,184,600 new
ordinary shares of RM1.00 each at an issue price of RM1.00 per
new ordinary share (Rights Shares) with 74,092,300 warrants
payable in full upon acceptance on the basis of four (4) new
ordinary shares with two (2) free detachable warrants attached
for every one (1) existing ordinary share held in SINMAH (Rights
Issue)[Non-Completion].
Clause 3.53 of the SBLR states that once the basis of the
entitlement is declared, the company shall not make any
subsequent alterations to such entitlements.
The events leading to the Non-Completion are:
i. On 6 November 2000, Perdana Merchant Bankers Berhad (PMBB),
on behalf of SINMAH, announced the basis of entitlement for the
Rights Issue including that the books closing date of the Rights
Issue was on 4 December 2000.
ii. Subsequently on 19 December 2000, PMBB announced on behalf
of SINMAH, that the last date for acceptance and payment for the
Rights Issue has been extended from 19 January 2001 to 2 March
2001.
iii. However, on 5 March 2001, PMBB announced on behalf of
SINMAH amongst others:
a. the substantial shareholder of SINMAH, F.C.H. Holdings Sdn
Bhd (FCH), was unable to subscribe for its entitlement pursuant
to the Rights Issue;
b. as a result of FCH's inability to subscribe to its
entitlement, the Managing Underwriter, HLG Securities Sdn Bhd,
had notified SINMAH that the underwriters' commitment to
subscribe for any unsubscribed portion of the public shares
under the Underwriting Agreement dated 11 October 2000 pursuant
to the Rights Issue has ceased immediately. The underwriting
commitment was conditional upon FCH subscribing for its portion
of rights entitlement of 81,394,820 Rights Shares; and
c. as such, FCH's portion of its rights entitlement of
81,394,820 Rights Shares as well as the unsubscribed portion of
63,537,418 SINMAH shares pursuant to the Rights Issue will not
be subscribed, resulting in the non-completion of the Rights
Issue.
The non-completion of the Rights Issue resulted in the
subsequent alteration of the entitlement declared on 6 November
2000. Accordingly, Sinmah was found to be in breach of Clause
3.53 of the SBLR.
The public reprimand and fine were imposed pursuant to Clause
12.1 of the SBLR and Paragraph 16.17 of the Listing Requirements
of the Exchange after taking into consideration various relevant
factors and after consultation with the Securities Commission.
The Exchange views the above contravention seriously and hereby
cautions Sinmah and its Board of Directors on their
responsibility to maintain appropriate standards of corporate
responsibility and accountability in order to achieve greater
disclosure and transparency to its shareholders and the
investing public.
=====================
P H I L I P P I N E S
=====================
BAYAN TELELECOM.: Offers 10% Stake Via Debt-Equity Swap
-------------------------------------------------------
Bayan Telecommunications Inc. (BayanTel), an affiliate of
Benpres Holdings Corp., has offered a 10% stake to unsecured
creditors through a debt-to-equity conversion scheme under a
revised debt restructuring proposal. BayanTel valued the 10%
stake at $150 million, Wall Street Journal reported Wednesday,
which cited BusinessWorld.
Bayantel, which has $477 million in total debts, owed the $277
million to banks and $200 million to bondholders, with about 5%,
or $26 million, of the bank loans and all the bonds unsecured.
BAYAN TELECOMMUNICATIONS: Submits Revised Restructuring Plan
------------------------------------------------------------
Bayan Telecommunications Inc. (BayanTel) shareholders submitted
last week a revised debt-restructuring plan after shareholders
met Monday last week. The telecommunications company, however,
prefers to give the creditors ample time to review the proposed
plan, ABS-CBN reported Tuesday, which quoted BayanTel chief
finance officer Gary Olivar.
CEO Gary Olivar said, "For the rest of the week we worked on
producing communication with the creditors. We hope to receive
their response as soon as possible, although we recommended that
they may need some time to form a view."
Mr Olivar, however, declined to give details on the revisions,
but confirmed that a debt to equity conversion and reduction on
the maturity period on the secured and unsecured loans were
proposed.
NATIONAL BANK: Government Drafts Alcantara For Presidency
---------------------------------------------------------
The government is set to draft Philippine Bank of Communications
(PBCom) President and Chief Executive Officer Isidro C.
Alcantara, Jr. to head the Philippine National Bank (PNB),
pending the approval of PNB majority shareholder Lucio C. Tan.
According to the report, Mr. Alcantara, who will likely be
endorsed by the Nubla family, his present employers at PBCom, is
the most acceptable candidate for Mr. Tan, with his "hands-on
style," giving him the edge over other candidates being
considered. Other bankers on the shortlist are International
Exchange Bank Chairman Ramon Sy and Bank of the Philippine
Islands Director Octavio V. Espiritu.
NATIONAL POWER: Insurers Tapped For $6.5B Policy Announced Soon
---------------------------------------------------------------
Energy Secretary Vince Perez said the joint bidding committee
overseeing National Power Corp's (NAPOCOR) $6.5-billion
insurance policy is finalizing the details and will issue its
decision this month. Heath Lambert is likely to be selected,
although the committee is bent on choosing two insurers,
trimming the list from the four pre-qualified insurance brokers,
including Arthur J. Gallagher, Marsh & Mclennan and AON Energy,
ABS-CBN reported Tuesday.
=================
S I N G A P O R E
=================
BBR HOLDINGS: Unit Wins Creditors' Support To Restructure Debts
---------------------------------------------------------------
SESDAQ-listed BBR Holdings Limited (BBRH) announced that its
subsidiary, BBR Constructions Systems Pte Ltd (BBR CS), has
successfully garnered support from its creditors to push ahead
with the debt restructuring scheme it proposed in September as
part of its efforts to rebuild its financial strength.
At Tuesdays meeting for creditors sanctioned by the High Court,
the majority of the two classes of creditors voted in favour of
the debt scheme. Group 1 of creditors is classified as unsecured
creditors whose debt quantum is S$10,000 or less (Group 1) while
Group 2 is defined to be unsecured creditors whose debt quantum
is more than S$10,000 (Group 2). Both groups of creditors
exclude members of the BBR Group.
Out of the 94 Group 1 creditors who were present to cast their
votes, 90 creditors representing 92.9% of the debt value voted
for the scheme. Of the votes cast by 98 Group 2 creditors, 89
votes representing 87.6% of debt value supported the scheme.
Under the proposed scheme, BBR CS needed to secure the approval
of a majority in number representing three-fourths in debt value
of the creditors or class of creditors present and voting at
Tuesday's meeting.
Said Mr. Andrew Tan, Managing Director of BBR Holdings, "This
is an outcome we have worked very hard to achieve and it shows
that the majority of our creditors recognized the merits of the
scheme. While the result does not imply that all is smooth
sailing from here, their support is a significant stamp of
endorsement and we hope to ride on the momentum of this
favorable result going forward. We greatly appreciate the level
of understanding and support shown by our business partners and
will do our best to ensure the successful and timely execution
of the debt restructuring plan."
The BBR CS Scheme is conditional upon the confirmation by the
High Court of the Republic of Singapore and the approval of
shareholders of the Company (Shareholders) at an extraordinary
general meeting to be convened for, inter alia, the issue of new
ordinary shares of the Company in connection with the BBRCS
Scheme (the "EGM"). A circular relating to the EGM will be
dispatched to Shareholders in due course.
CAPITALAND: Appoints Former OUB Chief As President
--------------------------------------------------
The former chief of Overseas Union Bank (OUB), Peter Seah, has
been appointed as Non-Executive Director of CapitaLand. Mr Seah,
who holds 113,000 CapitaLand shares and was chief executive and
vice-chairman of OUB before he resigned in September following
the bank's takeover by United Overseas Bank. Last month became
the President and Chief Executive of conglomerate Singapore
Technologies Pte Ltd, which holds a 47.5 percent stake in
CapitaLand, Business Times (Singapore) reported Wednesday.
Date of appointment: 18 Dec 2001
Name: Peter Seah Lim Huat
Age: 55
Country of principal residence: Singapore
Whether appointment is executive, and if so, the area of
responsibility: Non-executive
Working experience and occupation(s) during the past 10 years:
Past (until 30 September 2001)
Vice Chairman & CEO
Overseas Union Bank Ltd
1 December 2001 till current
President & CEO
Singapore Technologies Pte Ltd
Other directorships
Past:
Asean Finance Corporation Limited
Asean Fund Limited
Asean Supreme Fund Ltd
Asfinco Singapore Limited
Asian-American Merchant Bank Ltd
Dr Goh Keng Swee Scholarship Fund
first OUB Pte Ltd
International Bank of Singapore Ltd
OUB Asset Management Ltd
OUB Australia Ltd
OUB.com Pte Ltd
OUB Centre Limited
OUB Investments Pte Ltd
Overseas Union Bank Limited
Overseas Union Bank (Malaysia) Berhad
Overseas Union Bank Trustees Ltd
Overseas Union Enterprise Limited
Overseas Union Holdings Private Limited
Overseas Union Securities Ltd
Overseas Union Securities Trading Pte Ltd
PowerSenoko Ltd
Securities Investments Pte Ltd
Sembawang Corporation Ltd
Singapore Clearing House Private Limited
Singapore Power Ltd
Singapore-Bintan Resort Holdings Pte Ltd
Vertex Asia Limited
Present:
Board of Commissioners of Currency, Singapore
Civil Aviation Authority of Singapore
EDB Investments Pte Ltd
EDB Ventures Pte Ltd
EDB Ventures 2 Pte Ltd
Financial Board of Singapore Chinese Chamber of Commerce
Government of Singapore Investment Corporation Pte Ltd
GIC Special Investments Private Limited
OUB Manulife Pte Ltd
Overseas Union Trust Ltd
P T Bintan Resort Corporation
SembCorp Industries Ltd
Siam Commercial Bank Public Company Limited
Singapore Chinese Chamber of Commerce & Industry
Singapore Chinese Chamber of Commerce Foundation
Singapore Technologies Pte Ltd
Tampines East CCC
Tampines Town Council
Tan Kah Kee Foundation
Shareholding in the listed issuer and its subsidiaries: 113,000
Ordinary Shares of $1.00 each of CapitaLand Limited
Family relationship with any director and/or substantial
shareholder of the listed issuer or of any of its principal
subsidiaries: No
Conflict of interest: No
Declaration by a Director, Executive Officer or Controlling
Shareholder as Required
( Per Appendix 15)
1(a) Were you in the last 10 years involved in a petition under
any bankruptcy laws in any jurisdiction filed against you? No
1(b) Were you in the last 10 years a partner of any partnership
involved in a petition under any bankruptcy laws in any
jurisdiction filed against it while you were such a partner? No
1(c) Were you in the last 10 years a director or an executive
director of any corporation involved in a petition under any
bankruptcy laws in any jurisdiction filed against it while you
were such a director or executive officer? No
2. Are there any unsatisfied judgements outstanding against you
? No
3. Have you been convicted of any offence, in Singapore or
elsewhere, involving fraud or dishonesty punishable with
imprisonment for 3 months or more, or charged for violation of
any securities laws? Are you the subject of any such pending
criminal proceeding ? No
4. Have you at any time been convicted of any offence, in
Singapore or elsewhere, involving a breach of any securities or
financial market laws, rules or regulations ? No
5. Have you received judgment against you in any civil
proceeding in Singapore or elsewhere in the last 10 years
involving fraud, misrepresentation or dishonesty? Are you the
subject of any such pending civil proceeding ? No
6. Have you been convicted in Singapore or elsewhere of any
offence in connection with the formation or management of any
corporation? No
7. Have you ever been disqualified from acting as a director of
any company, or from taking part in any way directly or
indirectly in the management of any company? No
8. Have you been the subject of any order, judgment or ruling of
any court of competent jurisdiction, tribunal or governmental
body permanently or temporarily enjoining you from engaging in
any type of business practice or activity ? No
9. Have you , to your knowledge, in Singapore or elsewhere, been
concerned with the management or conduct of affairs of any
company or partnership which has been investigated by an
inspector appointed under the provisions of the Companies Act,
or other securities enactments or by any other regulatory body
in connection with any matter involving the company partnership
occurring or arising during the period when you were so
concerned with the company or partnership? No
The other Directors of the CapitaLand Board are:
Mr Philip Yeo Liat Kok - Chairman
Mr Hsuan Owyang - Deputy Chairman
Mr Liew Mun Leong - President & CEO
Sir Alan Cockshaw
Mr Hsieh Fu Hua
Mr Lim Chin Beng
Mr Vernon R Loucks Jr
Mr Sum Soon Lim
Mr Jackson Peter Tai
Mr Lucien Wong Yuen Kuai
L&M GROUP: SGX-ST Approves In-Principle 22.2M Shares Placement
--------------------------------------------------------------
The Board of Directors of L&M Group Investments Limited (L&M or
the company) announced that the Singapore Exchange Securities
Trading Limited (SGX-ST) on December 14, 2001 gave its approval
in-principle for the placement of 22,244,413 new ordinary shares
of S$0.10 each, at the issue price of S$0.1588 each, in the
capital of the company to the various placees as announced by
the company on December 5, 2001 subject to these conditions:
a) confirmation that the company has disclosed all material
adverse changes in the financial position of the company since
the release of the last financial result till to date of the
listing of the private placement to the placees; and
b) confirmation from the company that it will undertake to make
periodic announcements on the utilization of the proceeds as and
when the funds from the placement are disbursed.
The SGX-ST further requires the shares be placed out within 7
market days from the date of approval of the placement issue.
The SGX-ST's in-principle approval is not an indication of the
merits of the placement.
SEMBCORP LOGISTICS: Capital Group Changes Deemed Interest
---------------------------------------------------------
Sembcorp Logistics Limited posted a notice of changes in Capital
Group's deemed substantial shareholding:
Name of substantial shareholder: The Capital Group Companies,
Inc
Date of notice to company: 19 Dec 2001
Date of change of deemed interest: 18 Dec 2001
Name of registered holder: DBS Nominees Pte Ltd
Circumstance giving rise to the change: Sales in open market at
own discretion
Shares held in the name of registered holder
No. of shares of the change: 170,000
% of issued share capital: 0.02
Amount of consideration per share excluding brokerage, GST,
stamp duties, clearing fee: S$1.745
No. of shares held before change: 55,450,400
% of issued share capital: 6.51
No. of shares held after change: 55,280,400
% of issued share capital: 6.49
Holdings of Substantial Shareholder including direct and deemed
interest
Deemed Direct
No. of shares held before change: 87,811,200
% of issued share capital: 10.32
No. of shares held after change: 87,641,200
% of issued share capital: 10.3
Total shares: 87,641,200
Date of notice to company: 18 Dec 2001
Date of change of deemed interest: 14 Dec 2001
Name of registered holder: DBS Nominees Pte Ltd
Circumstance giving rise to the change: Sales in open market at
own discretion
Shares held in the name of registered holder
No. of shares of the change: 99,000
% of issued share capital: 0.01
Amount of consideration per share excluding brokerage, GST,
stamp duties, clearing fee: S$1.6713
No. of shares held before change: 55,549,400
% of issued share capital: 6.53
No. of shares held after change: 55,450,400
% of issued share capital: 6.51
Holdings of Substantial Shareholder including direct and deemed
interest
Deemed Direct
No. of shares held before change: 87,910,200
% of issued share capital: 10.33
No. of shares held after change: 87,811,200
% of issued share capital: 10.32
Total shares: 87,811,200
WING TAI: Unit Winbliss Issues Open Option To Sell Property Devt
----------------------------------------------------------------
The Board of Directors of Wing Tai Holdings Limited (the
Company) wishes to announce that a subsidiary of the Company,
Winbliss Investment Pte Ltd, has issued an option to sell one
unit in its residential property development known as "The
Serenade @ Holland" to persons related to Mr Cheng Wai Keung, a
director of the Company. Details of the transaction are:
Name of purchasers : Cheng Kar Yee, Carol and Cheong Tze Hian,
Howard
Unit number : 371 Holland Road #03-05 Singapore 278698
Sale price : S$885,000/-
% discount given : 10% + 8%
In compliance with Clause 1006(4)(a) of the Listing Manual of
the Singapore Exchange Securities Trading Limited, the Audit
Committee of the Company has reviewed the terms of, and approved
the sale. It is satisfied that this being the only unit in "The
Serenade @ Holland" sold to interested persons of the Company
and relatives of its Directors to date, the number and terms of
the sale are fair and reasonable and in the best interest of the
Company and its minority shareholders.
===============
T H A I L A N D
===============
DATAMAT PUBLIC: Registers Paid Up Capital Increase
--------------------------------------------------
Datamat Public Company Limited informed that the capital
increasing from private placement allotment was already paid up
and completely registered with the Ministry of Commerce on
December 17,2001. The registered paid up capital is 581,254,711
shares at Bt10 par value.
DATAMAT PUBLIC: Requests For Resumption Of Shares Trading
---------------------------------------------------------
Datamat Public Company Limited (the Company), in reference to
the disclosure to the Stock Exchange of Thailand (the SET)
regarding the progress on the debt restructuring of the Company
as dated 29 August 2000 in connection with the regulations
regarding companies which have successfully restructured their
debt with not less than 50% of the total debt outstanding, and
have received the approval of the shareholders, hereby informed
the SET that the Company has completed in material respect of
the obligations under the amended debt restructuring agreement,
as:
1. The Board of Directors has approved plan to rectify
delisting by SET on 14 September 2001.
2. The Company has convened an analyst meeting to explain the
details of plan to rectify delisting by SET on 17 September
2001.
3. The Shareholders' Meeting No 1/2001 took place on 24
September 2001 has approved the plan to rectify delisting by
SET.
4. The Company has executed the Amendment to CDRAC Debt
Restructuring Agreement No. 1 with the financial creditors on 4
October 2001.
5. The Company has received the payment for the share
subscription in the amount of Bt857,250,177 and has completed
the registration of the paid-up capital with the Ministry of
Commerce on 17 December, 2001 as follows:
Cyber Venture Company Limited 400,000,000 Shares
Asian Capital Advisers Limited 33,200,000 Shares
Krung Thai Bank Public Company Limited 52,421,776 Shares
BankThai Public Company Limited 36,587,739 Shares
Bangkok Bank Public Company Limited 12,194,264 Shares
Standard Chartered Nakornthon Bank
Public Company Limited 8,004,921 Shares
Siam Commercial Bank Public
Company Limited 9,031,422 Shares
DBS Thai Danu Bank PCL 5,205,507 Shares
Book Club Finance Pcl 2,045,646 Shares
Bangkok Metropolitan Bank Pcl 6,064,420 Shares
Bank of Ayudhaya Public Company Limited 2,020,907 Shares
Asia Credit Public Company Limited 954,635 Shares
Bangkok Bank of Commerce Asset
Management Corporation 2,727,529 Shares
Bangkok First Investment Trust Public
Company Limited 4,091,293 Shares
6. The receipt of the paid-up capital as detailed in 5
represents the completion of the Conditions Precedent of the
Amendment dated 4 October 2001, therefore the debt restructuring
process of the Company has been completed in material respects
in accordance with the Shareholders' approval for the
Shareholders' Meeting No. 1/2001 dated 24 September 2001.
Hence the Company would like to hereby request that the SET
allows the shares of the Company to resume trading under the
REHABCO section.
INTER FAR: Declares Special Holiday
-----------------------------------
Inter Far East Engineering Public Company Limited announced
details of the company's special holidays, which differ from the
official Bank holidays:
Tuesday 12 February 2002 - Chinese New Year's day
On November 26, TCR-AP reported that company was exempted from
submitting Financial Statement for the third quarter of 2001
since the Company is under reconstruction as per the order of
Bankruptcy Court, Red Case no. 346/2544.
MEDIA OF MEDIAS: Business Petition Reorganization Filed
-------------------------------------------------------
Media Of Medias Public Company Limited's DEBTOR), engaged in
production of any mass media, Petition for Business
Reorganization was filed in the Central Bankruptcy Court:
Black Case Number 893/2543
Red Case Number 912/2543
Petitioner: MEDIA OF MEDIAS PUBLIC COMPANY LIMITED
Debts Owed to the Petitioning Creditor: Bt50,000,000
Planner: Media of Medias Public Company Limited
Date of Court Acceptance of the Petition: October 27, 2000
Date of Examining the Petition: November 27, 2000 at 9.00 A.M.
Court Order for Business Reorganization and Appointment of
Planner: December 1, 2000
Announcement of Court Order for Business Reorganization and
Appointment of the Planner in Matichon Public Company Limited
and Siam Rath Company Limited: December 13 , 2000
Announcement of Court Order for Business Reorganization and
Appointment of the Planner in Government Gazette: January 4,
2001
Deadline for Planner to submit the Business Reorganization Plan
to Official Receiver: April 4, 2001
Planner postponed the Date of Submitting the Reorganization Plan
#1: May 4, 2001
Planner postponed the Date of Submitting the Reorganization Plan
#2: June 4, 2001
Appointment date for the Meeting of Creditors to consider the
plan had been postponed till July 23, 2001 at 9.30 am.
Convention Room 1105, 11th Floor, Bangkok Insurance Building,
South Sathorn Road
The Meeting of Creditors had a resolution accepting the
reorganization plan pursuant to Section 90/46
Central Bankruptcy Court had set the order to wait for the
Hearing the order of Constitutional Court Consideration
Contact: Miss Bang-Orn Tel, 6792525 ext 113
THAI PETROCHEMICAL: Asks Creditors' Payment Deferral Approval
-------------------------------------------------------------
Thai Petrochemical Industry Public Company Limited (TPI) seeks
its creditors' approval to delay its $200 million payment under
its debt-rehabilitation plan, which was due by the end of
December, the Asian Wall Street Journal reported Tuesday citing
Effective Planners Ltd (EP), TPI's Plan Administrator.
EP, which manages the company's US$3.7 billion debt, has
recommended delaying the date of repayment to Dec. 31, 2002,
after TPI failed to bring up about US$200 million from the sale
of non-core assets by the end of this year as required by the
plan. The company is still negotiating the sale of its 108-
megawatt power plant TPI Power to Banpu Power Ltd., which is
expected to raise $100 million.
According to EP Director Peter Gothard, all creditors will have
to vote on whether they approve the postponement, and also
whether or not they will take any action due to the resulting
default. He said creditors will meet to vote on these issues
around the end of January. Gothard said he was confident that
the sale of non-core assets will be concluded by the end of
2002, including the power plant and TPI Polene.
Under the restructuring plan, the debt should be reduced to
US$2.5 billion by the end of 2002, which Gothard said should be
met provided the sale of non-core assets is completed by then.
By the end of the restructuring plan in December 2004, TPI's
debt should be cut to US$2 billion.
DebtTraders reports that TPI Polene's 2.750% convertible bonds
due in 2006 (TPIPOL) are trading between 56 and 60. Go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=TPIPOLfor
real-time bond pricing.
* FRA Takes Five More Companies Into The Bankruptcy Process
-----------------------------------------------------------
The Central Bankruptcy Court declared five suspended companies
under the supervision of the Financial Sector Restructuring
Authority (FRA) bankrupt, and put them under absolute
receivership during December 12-17, 2001. With this latest move,
52 of the 56 finance companies under the FRA's supervision have
been declared bankrupt with the last four to be taken into the
bankruptcy process by early next year.
The five suspended companies which were the last group this year
to be declared bankrupt were Poonpipat Finance and Securities
Plc. and Dynamic Eastern Finance Thailand (1991) Plc. declared
bankrupt on December 12,2000; Nithipat Finance Plc. and Thai
Fuji Finance and Securities Plc. on December 14,2001; and Multi-
Credit Corporation of Thailand Plc. on December 17,2001.
Mr.Kamol Juntima, the FRA's Chairman, said that these five
companies have distributed the proceeds from asset sales and
debt collections amounting to Bt35,830.11 million to their
eligible creditors who had filed claims with the FRA. Of this
amount, Bt32,649.61 million or 91.12% were paid to the Financial
Institutions Development Fund (FIDF).
The remaining assets of these five companies will be handled by
the Official Receiver of the Legal Execution Department. All of
the creditors have yet to file claims with the Official Receiver
to receive additional repayments from the remaining assets
within 2 months after the receiving orders are publicized.
"To date, the suspended companies under the FRA's supervision
have repaid a total of Bt144,187.96 million to their creditors.
Of this amount, Bt136,476.99 million or 94.65% were paid to the
FIDF. The last four companies, namely, Thana One Finance and
Securities Plc., General Finance and Securities Plc., CMIC
Finance and Securities Plc. and Finance One Plc., will make
payments to their creditors by early next year," said Mr.Kamol.
Under the FRA's administration, 86% of all assets of the 56
suspended companies have been disposed with 36% average recovery
rate, or Bt268,538 million. Most of the remaining assets
amounting to Bt100,000 million are under litigation and will be
handled by the Official Receiver when the companies are put
under absolute receivership.
"Once all of the 56 suspended companies are brought into the
bankruptcy process, the FRA's main responsibilities will be
accomplished. The last phase of the FRA's activities is to
prepare for its own dissolution according to the Emergency
Decree on Financial Sector Restructuring," said Mr. Kamol.
Following are the background information of the five suspended
companies, which were declared bankrupt during December 12 -
December 17, 2001.
Poonpipat Finance and Securities Plc. was ordered to suspend
operations by the Ministry of Finance on August 5, 1997. During
October 24, 2001 - November 23, 2001, the company's creditors
have been repaid amounting to Bt3,482.77 million, of which
Bt3,274.89 million was paid to the FIDF. The company has
Bt6,218.36 million of remaining assets and Bt9,234.99 million of
outstanding debts as of September 30,2001.
Dynamic Eastern Finance Thailand (1991) Plc. was ordered to
suspend operations by the Ministry of Finance on June 26, 1997.
During October 24, 2001 - November 23, 2001, the company's
creditors have been repaid amounting to Bt3,179.22 million, of
which Bt2,840.52 million was paid to the FIDF. The company has
Bt5,799.44 million of remaining assets and Bt8,618.96 million of
outstanding debts as of October 31,2001.
Thai Fuji Finance and Securities Plc. was ordered to suspend
operations by the Ministry of Finance on June 26, 1997. During
October 24, 2001 - November 23, 2001, the company's creditors
have been repaid amounting to Bt7,267.83 million, of which
Bt5,409.72 million was paid to the FIDF. The company has
Bt12,250.79 million of remaining assets and Bt22,870.78 million
of outstanding debts as of October 31,2001.
Nithipat Finance Plc. was ordered to suspend operations by the
Ministry of Finance on August 5, 1997. During August 27,2001 -
September 26, 2001, the company's creditors have been repaid
amounting to Bt10,648.06 million, of which Bt10,024.32 million
was paid to the FIDF. The company has Bt4,634.62 million of
remaining assets and Bt18,851.82 million of outstanding debts as
of September 30, 2001.
Multi-Credit Corporation of Thailand Plc. was ordered to suspend
operations by the Ministry of Finance on August 5, 1997. During
November 16, 2001 - December 14, 2001, the company's creditors
have been repaid amounting to Bt11,252.23 million, of which
Bt11,100.16 million was paid to the FIDF. The company has
Bt19,120.94 million of remaining assets and Bt30,449.71 million
of outstanding debts as of October 31,2001.
* DebtTraders Real-Time Bond Pricing
------------------------------------
Issuer Coupon Maturity Bid - Ask Weekly change
------ ------ -------- --------- -------------
Asia Pulp & Paper FRN due 2001 9 - 11 0
Asia Pulp & Paper 11.75% due 2005 26 - 29 0
APP China 14.0% due 2010 13 - 16 0
Asia Global Crossing 13.375% due 2006 36 - 39 +3
Bayan Telecom 13.5% due 2006 17 - 20 0
Daya Guna Sumudera 10.0% due 2007 1.5 - 5.5 0
Hyundai Semiconductor 8.625% due 2007 52 - 55 0
Indah Kiat 11.875% due 2002 27 - 30 0
Indah Kiat 10.0% due 2007 18 - 21 -1
Paiton Energy 9.34% due 2014 53 - 56 0
Tjiwi Kimia 10.0% due 2004 14 - 17 -3
Zhuahi Highway 11.5% due 2008 17 - 20 0
Bond pricing, appearing in each Thursday's edition of the
TCR-AP, is provided by DebtTraders in New York. DebtTraders is a
specialist in global high yield securities, providing clients
unparalleled services in the identification, assessment, and
sourcing of attractive high yield debt investments. For more
information on institutional services, contact Scott Johnson at
1-212-247-5300. To view our research and find out about private
client accounts, contact Peter Fitzpatrick at 1-212-247-3800.
Real-time pricing available at http://www.debttraders.com
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter -- Asia Pacific is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Trenton, NJ
USA, and Beard Group, Inc., Washington, DC USA. Lyndsey Resnick,
Maria Vyrna Nineza-Merlin, Editors.
Copyright 2000. All rights reserved. ISSN: 1520-9482.
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*** End of Transmission ***