/raid1/www/Hosts/bankrupt/TCRAP

/raid1/www/Hosts/bankrupt/TCRAP_Public/020103.mbx 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, January 3, 2002, Vol. 5, No. 2 Headlines A U S T R A L I A AUSTAR UNITED: Restructures Debt Facility Terms BRAMBLES INDUSTRIES: Sells N. American Equipment Rental Business HARTS ONE: ASIC Cancels Harts One To One Registration JAMES HARDIE: Posts Notice Of Director`s Interests MTM ENTERTAINMENT: Informs Of Adelaide Imax Closure PACIFIC DUNLOP: Gets New Substantial Holder; Appoints Secretary PMP LIMITED: Mapple-Brown, Hunter Hall Change Interest Holdings TENNYSON NETWORKS: ING Australia Ups Shares TRANSURBAN GROUP: Units Removed From Official List C H I N A & H O N G K O N G BEIJING ZHENG: Voluntarily Liquidated CIL HOLDINGS: Delays Publication Of June 2001 Audited Report GUANGZHOU INVESTMENT: Circulars Dispatched INTERMARKET MEDIA: Winding Up Sought By Perfect Manor JILIN CHEMICAL: Appoints PricewaterhouseCoopers As Auditors KEEN TIME: Hearing of Winding Up Petition Set MANDARIN RESOURCES: Turnover Movement Unexplainable MING SANG: Petition To Wind Up Slated I N D O N E S I A SEMEN GRESIK: Unit Secures New Export Contract J A P A N DAIEI INC: Daiei Sales Down In December FIRST CREDIT: Parent Seeks Protection ISHIKAWA BANK: BOJ Extends Special Loans KANEMATSU CORP.: S&P Affirms Rating At 'CCC+pi' MITSUI & CO.: Liquidates US Subsidiary MYCAL CORPORATION: Court Approves Rehabilitation Proceedings NAGASHIMA SHINKIN: Files For Bankruptcy Proceedings SAEKI SHINKIN: Rehab Failure Triggers Bankruptcy Proceedings TOSHIBA CORP: 11 Semiconductor Co's Join LSI Chips Production K O R E A DAEWOO MOTOR: Shooting For Acquisition Finalization In January HYNIX SEMICONDUCTOR: Alliance With Micron Expected This Month HYUNDAI INVESTMENT: Continuing Talks With AIG-Led Consortium HYUNDAI PETROCHEMICAL: Moves Central Office To Daesan LG GROUP: Cutting Facility Investment This Year SEOULBANK: Government Discloses Three Bidder Candidates M A L A Y S I A GLOBAL CARRIERS: Shareholders Approve Resolution At EGM IDRIS HYDRAULIC: Passes All EGM Resolutions KELANAMAS INDUS.: In The Midst Of Proposed Scheme Negotiations LIEN HOE: Aborts Proposed Rights Issue Of Warrants MAN YAU: Unit Defaults On Interest Payment NAM FATT: Coordinates With CDRC To Finalize Proposed Debt Scheme SENG HUP: No Material Development To Proposed Workout Scheme SRI HARTAMAS: Units' Workout Proposals Approved TAJO BERHAD: Issues Defaulted Payment Update TECHNOLOGY RESOURCES: SC OKs Unit's Proposed Securities Issuance P H I L I P P I N E S COSMOS BOTTLING: SMC To Complete RFM's 83.2% Stake Today NATIONAL POWER: Expects Higher Losses This Year METRO PACIFIC: Meridien Eyes Land In Fort Bonifacio Project S I N G A P O R E SSANGYONG CEMENT: Director Lee In Young Changes Interest HONG LEONG: Kwek Holdings Changes Deemed Interest HONG LEONG: Investment Holdings Affiliate Changes Interest HONG LEONG: Three Subsidiaries Under Voluntary Liquidation T H A I L A N D SAND AND SOIL: Files Petition For Business Reorganization SANSIRI PUBLIC: Disposes Of Subsidiaries THAI ENGINE: Court Approves Business Reorganization Plan VINYTHAI PUBLIC: TRIS Affirms "BBB", Negative Outlook Ratings WONGPAITOON GROUP: BBL Holds Common Shares * DebtTraders Real-Time Bond Pricing - - - - - - - - ================= A U S T R A L I A ================= AUSTAR UNITED: Restructures Debt Facility Terms ----------------------------------------------- Austar United Communications Limited confirmed Monday that it continues to work cooperatively with its banks to restructure the terms of its $400m debt facility. In view of the ongoing nature of discussions Austar has not sought a waiver under the existing facility and neither have the lead banks advised it to do so. If such a waiver should be required Austar believes that it will be granted in order to complete the process. BRAMBLES INDUSTRIES: Sells N. American Equipment Rental Business ---------------------------------------------------------------- Brambles Industries announced Wednesday that it has completed the sale of Brambles Equipment Services Inc (BESI), its North American equipment rental business, to National Equipment Services, Inc, a NYSE listed company, which is engaged in the rental of specialty and general equipment to industrial and construction end-users. The sale values the BESI business at US$122 million, of which US$94 million was paid in cash at closing, with the balance of the purchase consideration to be paid to Brambles as BESI's trade receivables are collected. BESI had net assets of approximately US$160 million at closing and reported earnings of US$9 million, before interest and tax, for the fiscal year ending June 30, 2001. The divestment of BESI is a further important step in the realization of Brambles' strategy to focus on its core businesses. It follows the announcement in late December, 2001 of Brambles' agreement to sell Wreckair Hire, its Australian equipment rental business. Both sales have been achieved despite difficult market conditions globally, in the equipment rental industry. Completion of the divestment of BESI is the eighth in Brambles' current divestment program and will bring aggregate proceeds to approximately A$1.25 billion. HARTS ONE: ASIC Cancels Harts One To One Registration ----------------------------------------------------- The Australian Securities and Investments Commission (ASIC) has cancelled the insurance broker registration of Harts One To One Insurance Solutions Pty Ltd (Harts One To One), as a result of the Harts Group liquidation. ASIC canceled the registration because Harts One To One was insolvent. ASIC has worked closely with the liquidator of the Harts Group, John Greig of Deloitte Touche Tohmatsu, to ensure the continuity of protection for former clients. The Liquidator has advised ASIC that the business of Harts One To One has been sold, and that the new owners of the business have communicated the change of ownership to all former clients of Harts One To One. ASIC acknowledges the cooperation of the liquidators in consenting to the cancellation of the insurance broker registration. ASIC's investigation into the Harts Group is ongoing and ASIC will not make any further comment at this time. JAMES HARDIE: Posts Notice Of Director`s Interests -------------------------------------------------- James Hardie Industries N.V. posted this notice: NOTICE OF DIRECTOR'S INTERESTS Section 205G of the Corporations Law UPDATING NOTICE Name of Director Alan Gordon McGregor Name of Company James Hardie Industries N.V. Date of Last Notification to ASX - Date Director's Interest Changed 20/12/2001 "I have a relevant interest in the following securities of the company or related bodies corporate: I am a director of Madingley Nominees Pty Ltd Type of security: CUFs in James Hardie Industries NV Number of securities: 5,121,000 "I have an interest in the following contracts to which I am entitled to a benefit that confers a right to call for or deliver shares in, debentures of, interests in a collective investment scheme made available by, the company or a body corporate: - " MTM ENTERTAINMENT: Informs Of Adelaide Imax Closure --------------------------------------------------- MTM Funds Management Ltd announced the closure of the Adelaide Imax on 31 January 2002. All staff at the theatre will be fired. Under the Imax Agreement negotiated in May 2000, the MTM Entertainment Trust ("MME") is liable for a minimum systems maintenance payment to Imax Inc of US$120,000 for the year ended 31 December, 2002. MME is currently in discussions with Imax Inc regarding this payment. PACIFIC DUNLOP: Gets New Substantial Holder; Appoints Secretary --------------------------------------------------------------- Harris Associates LP became a substantial shareholder in Pacific Dunlop Limited on 20 December, 2001 with a relevant interest in the issued share capital of 46,597,093 common shares (5.01%). The Company also advised that Mr Robert James Bartlett has been appointed Company Secretary effective 1 January 2002, replacing Mr John Campbell Rennie, who retires Monday. The Company separately advised the Senior Companies Advisor, Melbourne, of this change under Listing Rule 3.16.4. PMP LIMITED: Mapple-Brown, Hunter Hall Change Interest Holdings --------------------------------------------------------------- Maple-Brown Abbott Limited decreased its relevant interest in PMP Limited on 27 December, 2001, from 27,279,748 fully paid ordinary shares (10.78%) to 25,980,239 fully paid ordinary shares (8.95%). Hunter Hall Investment Management Limited increased its relevant interest in PMP Limited on 27 December, 2001, from 19,314,040 ordinary shares (7.63%) to 22,172,461 ordinary shares (7.64%). TCR-AP reported last December that Independent Print Media Group Pty Ltd had decided to abandon a proposed merger with the company given its inability to obtain a clearance from the ACCC. TENNYSON NETWORKS: ING Australia Ups Shares ------------------------------------------- ING Australia Limited changed its relevant interest in Tennyson Networks Limited on 18 December, 2001, from 3,465,142 ordinary shares (9.89%) to 8,111,081 ordinary shares (8.52%). TCR-AP reported last September that the company closed its Perth office, consolidating all head office functions in Melbourne Commensurate with the move, as another major milestone in its cost reduction program. TRANSURBAN GROUP: Units Removed From Official List -------------------------------------------------- Transurban City Link Limited and Transurban City Link Unit Trust has been removed from the official list at the close of trading on Monday, 31 December 2001, at the request of the entities in accordance with the recently implemented restructure of the Transurban Group as detailed in the information memorandum dated 19 October, 2001. Further details about trading in Transurban Group are available from ASX Participant Circular No 645/01. ================================ C H I N A & H O N G K O N G ================================ BEIJING ZHENG: Voluntarily Liquidated ------------------------------------- The Board of Directors of Lion Teck Chiang Limited announced that its subsidiary, Beijing Zheng Tie Lion Telecommunication Development Co. Ltd (BZTL), a company incorporated in the People's Republic of China, has been voluntarily liquidated. The liquidation of BZTL has no material effect on the company's net tangible asset per share or earnings per share for the current financial ending June 30, 2002. CIL HOLDINGS: Delays Publication Of June 2001 Audited Report ------------------------------------------------------------ The Directors of CIL Holdings Limited (the Company) and its subsidiaries (the Group) revealed that there will be a further delay in the publication of the results of the Group for the year ended 30th June 2001. Pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the Listing Rules), the annual report for the year ended 30th June, 2001 including its audited annual accounts has to be published and sent to shareholders within four months from the end of the financial year pursuant the Listing Rules applicable to the Company at the material times. The Company has changed its auditors, during the year and upon preliminary discussion with the new auditors, the Directors anticipate that the announcement of the final results of the Company for the year ended 30th June 2001 will be postponed to be published on or before 31st December, 2001 and the dispatch of the annual report to approximately three weeks thereafter . However, due to the delay in the preparation of accounts of a newly acquired subsidiary of the Company and the delay in the commencement of the audit of that subsidiary, the Directors anticipate the announcement of the final result of the Company for the year ended 30th June, 2001 will be further delayed to 31st January, 2002. The delay in the publication of the audited consolidated final results and the delay in the dispatch of the annual report constitute a breach paragraph 8(1) and 11(1) of Appendix 7b of the Listing Rules at the material times. In this regard, the Stock Exchange of Hong Kong Limited (the "Stock Exchange") reserves its right to take appropriate action against the Company and/or its Directors. The Directors have not dealt in the shares of the Company since 1st May, 2001 and have undertaken to the Stock Exchange that they will not deal in the shares of the Company until the audited consolidated final results for the year ended 30th June, 2001 are released and published. GUANGZHOU INVESTMENT: Circulars Dispatched ------------------------------------------ The Directors of Guangzhou Investment Company Limited (the Company) announced that copies of the Circular, containing among other things, information relating to the Proposed Transactions, the Whitewash Waiver and the Special Deal Consent and the letter from the Independent Financial Adviser containing its advice to the Independent Board Committee as to whether the Proposed Transactions, the Whitewash Waiver and the Special Deal Consent are fair and reasonable so far as the Independent Shareholders are concerned, the recommendation of the Independent Board Committee in these regards and a notice to convene the EGM referred to above have been dispatched to the Shareholders on 31st December, 2001. INTERMARKET MEDIA: Winding Up Sought By Perfect Manor ----------------------------------------------------- Perfect Manor Limited is seeking the winding up of Intermarket Media & Promotions Limited. The petition was filed on October 22, 2001, and will be heard before the High Court of Hong Kong on January 23, 2002. Perfect Manor holds its registered office at 8th Floor, Luk Hoi Tong Building, 31 Queen's Road Central, Hong Kong. JILIN CHEMICAL: Appoints PricewaterhouseCoopers As Auditors ----------------------------------------------------------- At an extraordinary general meeting of Jilin Chemical Industrial Company Limited (NYSE: JCC) (HKSE: 368) held on 30 December 2001, shareholders approved the appointment of PricewaterhouseCoopers, certified public accountants in Hong Kong, and PricewaterhouseCoopers Zhong Tian CPAs Company Limited, registered accountants in the PRC, as the Company's international and domestic auditors. Their appointment as the Company's auditors will expire at the end of the next annual general meeting. The Company's shareholders also approved a series of related party transactions comprising the purchase and sale of raw materials and chemical products with their controlling shareholder, PetroChina Company Limited, provided that the purchase of crude oil and production materials from, and the sale of petrochemical and petroleum products to, PetroChina would not exceed 70 percent, 17 percent, 55 percent, and 33 percent, respectively, of the Company's annual turnover. The Company is one of the largest producers of basic chemical and chemical raw materials, and one of the largest diversified chemical enterprises in the PRC. Its primary business comprises the production of petroleum products, petrochemical and organic chemical products, synthetic rubber products, chemical fertilizers and other chemical products. KEEN TIME: Hearing of Winding Up Petition Set --------------------------------------------- The petition to wind up Keen Time Trading 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 10, 2001 by Bank of China (Hong Kong) Limited (the successor corporation to Sin Hua Bank Limited pursuant to Bank of China (Hong Kong) Limited (Merger) Ordinance (Cap. 1167) of 14th Floor, Bank of China Tower, 1 Garden Road, Central, Hong Kong. MANDARIN RESOURCES: Turnover Movement Unexplainable --------------------------------------------------- The Board of Directors of Mandarin Resources Corporation Limited has noted the recent increase in the trading volume of the shares of the Company and stated that it is not aware of any reasons for such increase. The Board confirmed that there are no negotiations or agreements relating to intended acquisitions or realizations which are discloseable under paragraph 3 of the Listing Agreement, neither is the Board aware of any matters discloseable under the general obligation imposed by paragraph 2 of the Listing Agreement, which is or may be of a price sensitive nature. MING SANG: Petition To Wind Up Slated ------------------------------------- The petition to wind up Ming Sang Engineering Company Limited is scheduled before the High Court of Hong Kong on January 30, 2002 at 10:00 am. The petition was filed with the court on October 31, 2001 by Lee Wah Choi of Flat A, 3rd Floor, Tai On Court, Shau Kei Wan Main Street East, Hong Kong. ================= I N D O N E S I A ================= SEMEN GRESIK: Unit Secures New Export Contract ---------------------------------------------- One of PT Semen Gresik units, PT Semen Padang, has won a new contract to export 1.5 million tons of cement to the United States and several European countries including the Netherlands, Britain and Belgium, AsiaPulse reports, citing Semen Padang President Ikhdan Nizar. According to Nizar, Cemex SA, which owns 25 per cent of PT Semen Gresik, had no role in securing the contract. Semen Padang has regularly exported cement to Bangladesh, Myanmar and Thailand long before Cemex was involved in Semen Gresik, and since 1981 attempts have been made to expand export markets to Singapore, Sreilanka, Egypt, Germany, Nigeria and the Maldives. Semen Padang has also received orders that it could not fully accept from a number of others countries as the company would concentrate meeting the domestic requirement, Nizar added. Last month, TCR-AP reported that in view of the government's decision to delay the privatization of PT Semen Gresik, Cemex SA said that there is "a very strong likelihood" that the government will not exercise the put option on a 51 percent stake. ========= J A P A N ========= DAIEI INC: Daiei Sales Down In December --------------------------------------- Daiei Inc revealed on Monday a decline in December sales from a year earlier at existing stores. The ailing supermarket chain operator said it would likely achieve its profit target in the year ending next month, Japan Today reported Tuesday. Its number of customers rose 4 percent in the reporting month from a year ago, but the amount of per capita purchasing decreased 5 percent because of deflation. The firm's operations are carried out through the following divisions: Retail (general merchandise stores, department stores and convenience stores); other (restaurants, hotels, leisure business); Finance, and Real Estate. At the end of 2001, the Daiei Incorporated had negative working capital, as current liabilities were Y2.61 trillion, while total current assets were only Y1.14 trillion. FIRST CREDIT: Parent Seeks Protection ------------------------------------- First Credit Corporation said last week that its parent company, Shinsei Bank, had filed a request to the Tokyo regional court to protect the company from its creditors, Japan Today reported on December 28. The firm, which stressed it disagreed with Shinsei's action, said in a statement that 31 of the 37 financial institutions it borrows from were maintaining their support. First Credit is Japan's largest mortgage loan specialist. The company offers financial services to middle and small-sized businesses and also offers products to individuals, such as mortgage loans, security backed loans and non-secured loans. ISHIKAWA BANK: BOJ Extends Special Loans ---------------------------------------- According to officials of the Bank of Japan, they cleared last week to provide "special loans" to Kanazawa (Ishikawa Prefecture)-based Ishikawa Bank to aid the bank meet its daily funding requirements. The decision was made following the second-tier regional bank's filing for insolvency proceedings with the Financial Services Agency, Kyodo News reported Saturday. KANEMATSU CORP.: S&P Affirms Rating At 'CCC+pi' ----------------------------------------------- Standard & Poor's affirmed its triple-'C'-plus-pi rating on Kanematsu Corp. The rating reflects the company's still-precarious financial structure two years after having received debt forgiveness and capital support from its lending banks. The rating also reflects concerns over deterioration in the business environment for the trading industry overall, such as the slowdown of the global economy and the continued deflationary trend in Japan. The rating incorporates improvements in Kanematsu's profitability, as the company has streamlined operations to focus on profitable businesses. This improved profitability has increased the likelihood that Kanematsu could once again secure longer-term lending from its main banks, which could slightly improve its financial flexibility. In May 1999, Kanematsu began overhauling its operations by liquidating unprofitable businesses-such as its failed real estate business-consolidating its subsidiaries, and focusing on profitable units such as food and electronics. Between fiscal 1998 (ended March 1999) and fiscal 2000, the company posted an aggregate Y165.8 billion loss. To compensate for these losses Kanematsu decreased its capital by Y3.38 million and received Y155 billion in loan forgiveness. The restructuring has led to an improvement in Kanematsu's profitability, with its operating margin after credit costs growing to 2.6% in fiscal 2000 from 0.4% in fiscal 1998, the highest among Japan's nine major domestic trading companies. Kanematsu's equity ratio (excluding minor interests) is very low, at 1.8% as of March 2001, and declined by an additional 0.9% in September 2001 following a write-off on its security holdings. While the company is hoping to strengthen its capital through increased profit contributions, the speed of any profit- driven capital improvement is expected to be slow. In Standard & Poor's view, Kanematsu's equity base is insufficient to absorb risks related to the company's long-term investment activities. Like most Japanese trading companies, Kanematsu's financial profile is characterized by extremely high leverage. Moreover, the company relies heavily on short-term debt financing, with a ratio of long-term debt to total debt at around 28% as of Sept. 2001. Despite the adverse business environment facing the trading industry, further improvement in Kanematsu's financial flexibility as a result of access to long-term lending, and continued strengthening of its business franchise and profitability could result in an upgrade of the company. MITSUI & CO.: Liquidates US Subsidiary -------------------------------------- Mitsui & Co. has declared plans to liquidate its US helicopter- leasing subsidiary. The finalization of the paperwork for the liquidation should have been finalized December 31. Through the expiration of leases and the sale of the aircraft, the company will withdraw from the business altogether, Asia Pulse reported on December 28. As of March 2001, Mitsui's long-term debt was Y2.71 trillion and total liabilities were Y5.80 trillion. The company's principal activity is the worldwide trade in various commodities, financing for customers and suppliers relating to such activities, and organizing and coordinating industrial projects. MYCAL CORPORATION: Court Approves Rehabilitation Proceedings ------------------------------------------------------------ The Tokyo District Court has approved the launching of the rehabilitation proceedings for the ailing department store chain operator, Mycal Corporation, and its nine group firms under the Corporate Rehabilitation Law. Retailer Aeon Co has accepted sponsorship of the company's rehabilitation effort, Kyodo News said Tuesday. At the end of 2001, Mycal had negative working capital, as current liabilities were Y767.58 billion while total current assets were only Y438.33 billion. NAGASHIMA SHINKIN: Files For Bankruptcy Proceedings --------------------------------------------------- Nagashima Shinkin Bank filed bankruptcy proceedings with the Financial Services Agency (FSA) last week after it failed to rehabilitate its struggling operations, Japan Today reported Saturday. The FSA will appoint administrators for the company in Mie Prefecture. SAEKI SHINKIN: Rehab Failure Triggers Bankruptcy Proceedings ------------------------------------------------------------ Saeki Shinkin Bank has filed bankruptcy proceedings with the Financial Services Agency last week. It failed to rehabilitate its struggling operations, Japan Today reported Saturday. The FSA will appoint administrators for the company in Oita Prefecture. TOSHIBA CORP: 11 Semiconductor Co's Join LSI Chips Production ------------------------------------------------------------ A group of 11 Japanese semiconductor companies, including NEC Corp and Toshiba Corp, will jointly produce next-generation chips. The participating companies will start negotiating details of the plan early this year. Production will focus on System Large-Scale Integration (LSI) chips used for processing large-capacity data, PRNewsAsia reported on December 30, which cited the Nihon Keizai Shimbun newspaper. The goal of the 11 Japanese firms, which also include Fujitsu Ltd and Hitachi Ltd, Matsushita Electric Industrial Co Ltd, and Mitsubishi Electric Corp. is to reduce investment costs amid the slump in the chip market and strong competition from US and South Korean rivals. ========= K O R E A ========= DAEWOO MOTOR: Shooting For Acquisition Finalization In January -------------------------------------------------------------- General Motors failed to complete an acquisition deal with Daewoo Motor to take over the struggling Korean carmaker by its preliminary December 15, 2001 target date, postponing final negotiations to January this year, Digital Chosun reported on Monday. GM Korea explained that its officials involved in the acquisition deal left for the United States for year-end holidays but promised the deal could be completed before the end of January. HYNIX SEMICONDUCTOR: Alliance With Micron Expected This Month ------------------------------------------------------------- Micron Technology Inc will make an offer after this week to acquire Hynix Semiconductor Inc, Yonhap News Agency and PRNewsAsia reported Wednesday, citing main creditor, Korea Exchange Bank's President, Kim Kyung-Lim. Kim said it is too early to say whether Micron will also purchase a stake in the company's non-DRAM operations once it decides to take over Hynix' DRAM operations. AsiaPulse, quoting Hynix President Park Jong-sup, also reported that the ongoing talks on the planned strategic alliance between Hynix Semiconductor Inc. and Micron Technology are expected this month. The deal will aid in the recovery of the DRAM market through the integration of the DRAM industry, increase investment and improve competitiveness, Park said. At the end of 2000, Hynix Semi had negative working capital, as current liabilities were W11.39 trillion, while total current assets were only W3.77 trillion, according to Wright Investor's Service. HYUNDAI INVESTMENT: Continuing Talks With AIG-Led Consortium ------------------------------------------------------------ Hyundai Investment Trust & Securities (HITS) will continue to hold talks with the American International Group (AIG)-led consortium aimed at signing the final contract, although the exclusive negotiating rights AIG had with the government in the deal to make joint investments has lapsed Monday, Korea Herald reported Tuesday, which cited government sources. A Financial Supervisory Service (FSS) official said that based on a consensus reached between the consortium and the government, negotiations will continue regardless of the lapse of the memorandum of understanding (MOU). The FSS official said, "But this means the AIG consortium will lose exclusive negotiating rights in the deal, which means the government will be free to negotiate with other parties showing interest in making joint investments or acquiring the three Hyundai financial units." HYUNDAI PETROCHEMICAL: Moves Central Office To Daesan ----------------------------------------------------- Hyundai Petrochemical has relocated its central office to Daesan on the West Coast, where its main plant is located, to save costs and renew the company atmosphere, Korea Herald reported Tuesday. The company's office in Seoul will also be moved from the Hyundai Group's central office building in Gye-dong to Yangjae-dong, southern Seoul, in February. LG GROUP: Cutting Facility Investment This Year ----------------------------------------------- LG group will cut its facility investment in 2002 to W3.5 trillion, 26 percent less than last year's W4.7 trillion. It will, however, increase its R&D investment by 12 percent over last year to W1.9 trillion in order to maintain competitiveness in its core businesses, Digital Chosun reported December 30. The decrease in facility investment was due to its huge investment of more than W1 trillion into its fifth-generation TFT-LCD lines last year. LG raised its sales target for this year by W6 trillion to W103 trillion, up from last year's sales of W97 trillion. Its current account profit goal is higher by W400 billion to W3.4 trillion, as it forecasts growth in the digital home appliances sector and an increase in sales in the IT and life sciences sector. Some W1.4 trillion or 70 percent of the R&D investment will be invested in digital screens, next-generation mobile phones and IT products such as digital TVs, PDPs, LCDs, and organic ELs. SEOULBANK: Government Discloses Three Bidder Candidates ------------------------------------------------------- The government revealed the three candidates wishing to buy the struggling Seoulbank, including HPI, a Zurich-based multinational investment group, a Korean consortium led by Dongbu business group, and Dongwon group, Digital Chosun reported Monday. The Financial Supervisory Commission, which is expected to make its selection based on the candidates' financial and management capability, announced that it has received bidding documents, including plans for normalizing the ailing bank, from all three candidates. =============== M A L A Y S I A =============== GLOBAL CARRIERS: Shareholders Approve Resolution At EGM ------------------------------------------------------- On behalf of the Board of Directors of Global Carriers Berhad, Utama Merchant Bank Berhad (UMBB) announced that the shareholders of GCB, at the Extraordinary General Meeting (EGM) held on December 31, have approved and passed all the resolutions as set out in the Notice of EGM dated 15 December 2001. The Board of GCB also advised that there is no further development on the Company's plan to regularize its financial condition pursuant to Practice Note No.4/2001 of the Revamped Listing Requirements of Kuala Lumpur Stock Exchange on the status of the Company's revised scenario to the Proposed Composite Scheme, the Proposed BSNCL Settlement Scheme and the Proposed Non-Financial Creditors Settlement Scheme (Proposed Revised Scheme). IDRIS HYDRAULIC: Passes All EGM Resolutions ------------------------------------------- Idris Hydraulic (Malaysia) Berhad, in reference to the Extraordinary General Meeting (EGM) of the Company held on 31 December 2001, the Company confirmed that the Special Resolution on Proposed Adoption of a New Articles of Association and Ordinary Resolution on Proposed Shareholders' Mandate For Recurrent Related Transactions of a Revenue or Trading Nature, as per the notice circulated on 8 December 2001, were duly passed. The Company, further to the announcement made on 3 December 2001 pursuant to the provisions of PN4, also announced that there is no change to the status of the Proposed Restructuring Exercise. KELANAMAS INDUS.: In The Midst Of Proposed Scheme Negotiations -------------------------------------------------------------- Kelanamas Industries Berhad (KIB or the Company), in reference to the announcements made by the Company on 20 February 2001, 28 February 2001, 27 March 2001, 30 April 2001, 31 May 2001, 29 June 2001, 31 July 2001, 30 August 2001, 28 September 2001, 31 October 2001, 9 November 2001 and 26 November 2001, announced: The Master agreement dated 9 May 2000 entered into between KIB and Dolomite Berhad has lapsed on 8 November 2001. However, both parties have resolved that they will not proceed to further extend the Master Agreement. The causation was due to additional liabilities of the Company, which both parties were unable to reach an agreement on. KIB made an application to KLSE on 9 November 2001 for an extension of time of three (3) months from 14 November 2001 to enable the Company to work out an alternative Scheme for the Company. KLSE approved an extension of three (3) months from 14 November 2001 to 13 February 2002 via its letter dated 13 December 2001. On 26 November 2001, KIB had entered into a Memorandum Of Understanding (MOU) with MP Technology Resources Berhad (MPTR), Tai Seng Plastic Industries Sdn Bhd (Tai Seng) and other companies, in relation to a Proposed Scheme to regularize its financial condition. Under the Proposed Scheme, MPTR will be used as the vehicle to assume the listing status of KIB. The Proposed Scheme, which is subject to modifications and variations as may be deemed necessary by the parties concerned, would include the following components and will be subject to all relevant approvals: 1. Proposed Capital reconstruction of KIB; 2. Proposed scheme of arrangement between MPTR and the shareholders of KIB whereby shareholders of KIB will be offered MPTR shares; 3. Proposed scheme of arrangement between MPTR and the creditors of KIB whereby creditors of KIB will be offered MPTR shares in satisfaction of the amount owing by KIB to the creditors; 4. Proposed acquisition of the following companies by MPTR: * Tai Seng Plastic Industries Sdn Bhd (Tai Seng) * Eng Zan Machinery & Trading Sdn Bhd (Eng Zan) * Highlight Plastic Machinery Sdn Bhd (HL) * VCM Precision Sdn Bhd (VCM) * Tralvest (M) Sdn Bhd (Tralvest) * HIM Marketing Sdn Bhd (HIM) * Hearngrange Packaging Industries Sdn Bhd (HG) * MP Recycle Products Sdn Bhd (MP Recycle) 5. Proposed transfer of listing status of KIB to MPTR. Currently, both parties are still in the midst of negotiations in order to finalize and execute all agreements in respect to the Proposed Scheme. LIEN HOE: Aborts Proposed Rights Issue Of Warrants -------------------------------------------------- Lien Hoe Corporation Berhad (Lien Hoe or the Company), in reference to the series of announcements pertaining to the Proposals on 12 February 1999, 22 June 1999, 10 September 1999, 2 November 1999, 28 January 2000, 2 June 2000, 30 August 2000, 16 October 2000, 15 January 2001, 13 June 2001 and 13 September 2001, announced that the Company has decided to abort the Proposed Restricted Offer for Sale and Proposed Rights Issue of Warrants after considering the Company's share prices traded on the Kuala Lumpur Stock Exchange and the unfavorable market conditions. The announcement on 13 September 2001 stated that the Securities Commission (SC), in its letter dated 11 September 2001, approved a further extension of time to 31 December 2001 for the implementation of the Proposals. It was also stated in the announcement that the SC would not consider any further application for extension of time for the implementation of the Proposals in future. However, Southern Investment Bank Berhad has, on behalf of Lien Hoe, made an appeal to the SC requesting for a further extension of time until 31 March 2001 for the implementation of the proposed acquisitions of the entire issued and paid-up share capital of Billiontex Industries Sdn Bhd and Rusella Teguh Sdn Bhd. The appeal is still pending the decision from the SC. An announcement on the SC's decision will be made in due course upon receipt of the decision. The Proposals refer to: * Proposed Capital Reduction and Share Consolidation * Proposed Acquisitions * Proposed Restricted Offer For Sale * Proposed Debt Restructuring * Proposed Rights Issue of Warrants MAN YAU: Unit Defaults On Interest Payment ------------------------------------------ The Board of Directors of Man Yau Holdings Berhad (MYHB or the Company) informed that Nostalgic Properties Sdn Bhd (NPSB), a wholly owned subsidiary of MYHB, is in default of its interest servicing obligation in respect of its RM70.0 million Term Loan facilities (the Loan) from Arab Malaysian Bank Berhad (AMBB), which comprised: * Term Loan Facility of RM12.0 million (TL1) * Term Loan Facility of RM52.0 million (TL2) * Term Loan Facility of RM6.0 million (TL3) The Loan is secured by: (i) 6 charges over 2 adjoining pieces of freehold land owned by NPSB (ii) A debenture over the fixed and floating assets of NPSB (iii) Corporate guarantees by MYHB The default is due principally to the absence of sufficient sales transacted on Northam Tower, the office building being built on the above-mentioned freehold land. Negotiation is ongoing between NPSB and AMBB for a further deferment of the interest-servicing obligation. NAM FATT: Coordinates With CDRC To Finalize Proposed Debt Scheme ---------------------------------------------------------------- The Corporate Debt Restructuring Committee (CDRC) announced that it has successfully assisted Nam Fatt Corporation Berhad ("NFC") and its subsidiary companies to finalize a debt restructuring agreement with their lenders to restructure their outstanding debt of about RM611 million as at mid-December 2001. The proposed debt-restructuring scheme (Scheme) involves implementation of: * Proposed Rights Issue (Rights Issue) - Rights Issue of Irredeemable Convertible Unsecured Loan Stocks B raising approximately RM10 million, to be used for working capital and repayment of bank borrowings. * Proposed Debt Restructuring Scheme - This will involve conversion of the outstanding debts to Long Term Loan and Irredeemable Convertible Unsecured Loan Stocks A. * Proposed Assets Disposal - Disposal of assets with estimated value of RM108 million with proceeds used for working capital and repayment of bank borrowings. The Scheme will be submitted by NFC and its appointed merchant bank, Commerce International Merchant Bankers Berhad, to the relevant authorities for approval soon. The Scheme is anticipated to alleviate NFC's financial predicament and restore the company to its original viability. SENG HUP: No Material Development To Proposed Workout Scheme ------------------------------------------------------------ Seng Hup Corporation Berhad (Special Administrators Appointed) (Seng Hup or the Company), further to the announcement made on 30 November 2001 whereby the affected listed issuer is required to announce the status of its plan to regularize its financial condition on a monthly basis until further notice from the Exchange, informed that there is no material development to the Proposed Restructuring Scheme of the Company. Profile Seng Hup started its operations in 1960 with a single sales outlet in Jalan Tuanku Abdul Rahman, Kuala Lumpur. It was then involved only in the trading of basic light fittings with minimal decorative features. In the later part of 1978, under a new management team, Seng Hup adopted a more aggressive expansion programmed through the concept of retail chain stores. The Company has since built up an extensive retail network throughout Malaysia. Over the years, the Group has been principally involved in lighting equipment and related products and property investment. The Company has also diversified its product segment by venturing into the design, supply and installation of thematic lighting systems. Its maiden project in this field is a multi- million Ringgit contract for the supply and installation of laser equipment and a computerized audio-visual specialist lighting system for the Sunway Pyramid and Pyramid Ice projects. The Company has tendered for projects adopting latest developments in remote source lighting using fiber optics. In addition, it entered into a RM30m contract with a Singapore- based Grandlink Group Pte Ltd in 1988 to supply and install decorative lights and lighting equipment/system to its US$2.4b mixed development projects in Qingdao and Nanjing. Against the background of the economic downturn, Seng Hup's loans were acquired by Pengurusan Danaharta Nasional Bhd and Special Administrators, Messrs BDO Binder, were appointed to the Company on September 9, 1999, pursuant to Section 24 of the Pengurusan Danaharta Nasional Bhd Act 1998. The appointment was subsequently extended for another year to 8.9.2001. On March 4 2000, the Special Administrators entered into a conditional MOU with the intention of setting up key areas of agreement pending the finalization and approval of a debt- restructuring scheme. The scheme entails a capital reconstruction exercise; transfer of listing status to a new company; rights, ICULS and special issues; private placement; and the acquisition of 100% each in Brightway Holdings Sdn Bhd and Laglove (M) Sdn Bhd, which is engaged in the manufacture and export of medical gloves. SRI HARTAMAS: Units' Workout Proposals Approved ----------------------------------------------- The Special Administrators of Sri Hartamas Berhad (SHB) announced that the Workout Proposals of its wholly owned subsidiaries, Mewah Rembang Sdn Bhd (Special Administrators Appointed)(MRSB), Cempaka Mewah Sdn Bhd (Special Administrators Appointed)(CMSB), and Mawar Tiara Sdn Bhd (Special Administrators Appointed)(MTSB), were approved in accordance with Section 46 of the Pengurusan Danaharta Nasional Berhad Act, 1998 (Danaharta Act) on 14th December 2001. MRSB's Workout Proposal is comprised of: * The proposed debt settlement to the creditors of MRSB; and * The proposed liquidation of MRSB. CMSB's Workout Proposal comprises the following proposals: * The proposed debt settlement to the creditors of CMSB; and * The proposed liquidation of CMSB. MTSB's Workout Proposal comprises the following proposals: * The proposed sale of properties of MTSB; * The proposed debt settlement to the creditors of MTSB; and * The proposed liquidation of MTSB. The Special Administrators of MRSB, CMSB and MTSB shall now implement the Workout Proposal of the subsidiaries. Under the Danaharta Act, the Workout Proposal is binding on all creditors and shareholders of its respective subsidiaries. In accordance with the provision of the Danaharta Act, any creditor of MRSB, CMSB and MTSB may, subject to proper identification, examine details of the Workout Proposal from 9.00 a.m. to 5.00 p.m. from Monday to Friday, excluding public holiday, at: Mewah Rembang Sdn Bhd (Special Administrators Appointed) Suite 33.01, Level 33, Plaza MBf No. 8 Jalan Yap Kwan Seng 50450 Kuala Lumpur TAJO BERHAD: Issues Defaulted Payment Update -------------------------------------------- Tajo Berhad (Tajo) provided an update on the details of all the facilities currently in default in compliance with Section 3.1 of Practice Note 1/2001. Details are as per Table 1 at http://www.bankrupt.com/misc/Tajo_Berhad0102.doc REASON FOR DEFAULT IN PAYMENT Due to the slowdown in the regional economy in general, and the construction and building industry specifically, following the financial crisis in late 1997, the cashflow generated from operations was not sufficient to service the interest and principal obligations to the lenders as and when they fell due. MEASURES BY THE LISTED ISSUER TO ADDRESS THE DEFAULT IN PAYMENTS Reference is made to our previous announcements dated 21st November 2001, 22nd October 2001, 12 September 2001, 16 August 2001 and 5 July 2001. On 10 October 2001, Public Merchant Bank Berhad (PMBB), on behalf of Tajo, announced their appointment as Tajo's Adviser with regards to Tajo's revised plans to regularize its financial condition pursuant to PN4. In the same announcement, it was also announced that an application for an extension of time pursuant to Paragraph 5.1(c) of PN4 has been made to KLSE on 10 October 2001 as the deadline granted by KLSE to enable Tajo to make a resubmission of its regularization plans to the relevant authorities for approval was on 10 October 2001. On 1st November 2001, Public Merchant Bank Berhad (PMBB), on behalf of Tajo, announced that KLSE vide its letter dated 1 November 2001, has granted its approval for an extension of time from 11 October 2001 to 28 February 2002 to enable Tajo to : 1. Revise its regularization plan; 2. Make a revised Requisite Announcement to KLSE; and 3. Submit its revised plan to the regulatory authorities for approval. Further to the above, Tajo is also required to provide KLSE with detailed progress reports on the development and/or latest status of its regularization plan in accordance with this schedule: * 1st progress report by 15 November 2001; * 2nd progress report by 15 December 2001; * 3rd progress report by 15 January 2002; and * 4th progress report by 15 February 2002. On 15th November 2001, Public Merchant Bank Berhad, on behalf of Tajo, submitted the 1st progress report on the developments and latest status of Tajo's regularization plan to KLSE. On 14th December 2001, the 2nd progress report was submitted to KLSE. Announcements will be made in due course on the progress of Tajo's regularization plan. C) FINANCIAL AND LEGAL IMPLICATIONS IN RESPECT OF THE DEFAULT IN PAYMENTS INCLUDING THE EXTENT OF THE LISTED ISSUER'S LIABILITY IN RESPECT OF THE OBLIGATIONS INCURRED UNDER THE AGREEMENTS FOR THE INDEBTEDNESS The estimated total outstanding as at 30 November 2001, in relation to the payments, which are in default and are the subject matter of the restructuring scheme is RM174,025,839. Since Tajo is either the principal borrower or the guarantor for these loans, Tajo is liable for the full amount and any further interest and financial cost levied there or until the settlement of these debts. D) IN THE EVENT THE DEFAULT IS IN RESPECT OF SECURED LOAN STOCKS OR BONDS, THE LINES OF ACTION AVAILABLE TO THE GUARANTORS OR SECURITY HOLDERS AGAINST THE LISTED ISSUER Tajo's bonds were unsecured. E) IN THE EVENT THE DEFAULT IS IN RESPECT OF PAYMENTS UNDER A DEBENTURE, TO SPECIFY WHETHER THE DEFAULT WILL EMPOWER THE DEBENTURE HOLDER TO APPOINT A RECEIVER OR RECEIVER AND MANAGER As a debenture holder pursuant to the secured loans made by MAA to Tajo, MAA is empowered to appoint a receiver or receiver and manager. F) WHETHER THE DEFAULT IN PAYMENT CONSTITUTES AN EVENT OF DEFAULT UNDER A DIFFERENT AGREEMENT FOR INDEBTEDNESS (CROSS DEFAULT) AND THE DETAILS THEREOF, WHERE APPLICABLE The facilities listed above represent all the borrowings of the Tajo Group, and as a result of the Proposed Scheme of Arrangement "have not been serviced" (interest and principal) since December 1998. As such they are all technically in default. The creditors have however refrained from serious legal action other than those, which have been disclosed in our Annual Report and Circulars as well as Announcements, since they have voted unanimously in favor of the Proposed Scheme of Arrangement on 15 August 2000. TECHNOLOGY RESOURCES: SC OKs Unit's Proposed Securities Issuance ---------------------------------------------------------------- The Board of Directors of Technology Resources Industries Berhad (the Company) informed that Celcom (Malaysia) Sdn Bhd, a wholly owned subsidiary of the Company, had on 28th December 2001, received the approval from the Securities Commission for its proposed Al-Bai Bithaman Ajil Bonds Issuance Facility and Al- Murabahah Commercial Paper Issuance Program. The Al-Bai Bithaman Ajil Bonds Issuance Facility entails the proposed issue of three series of 3-year, 5-year and 7-year Al-Bai Bithaman Ajil Bonds to raise an aggregate asset purchase price of RM1.1 billion. The Al-Murabahah Commercial Papers Issuance Programmed entails the proposed issue of RM200 million nominal value Al-Murabahah 6- months commercial papers via a five-year issue programmed, provided the maturity dates of the commercial papers fall within the availability period of the commercial paper programmed. Citibank Berhad and Malayan Banking Berhad have been appointed the Lead Arranger/Advisor and Co-Arranger respectively for the above facilities. ===================== P H I L I P P I N E S ===================== COSMOS BOTTLING: SMC To Complete RFM's 83.2% Stake Today -------------------------------------------------------- San Miguel Corporation (SMC), which signed a definitive sale and purchase agreement with RFM Corporation last month to acquire the latter's 83.2 percent stake in Cosmos Bottling Corporation for P11.6 billion, has agreed with RFM to complete the acquisition transaction today, January 3, PRNewsAsia reported on December 28. NATIONAL POWER: Expects Higher Losses This Year ----------------------------------------------- National Power Corporation (Napocor) expects higher losses for this year as it loses market share and because of the general weak economy affecting demand for electricity, BusinessWorld reported Wednesday, quoting Napocor President Jesus N. Alcordo. "The increase in total sale for Napocor will be 0.46% with First Gas coming. Sta. Rita and San Lorenzo (power facilities) will also eat into the market of Napocor," Mr Alcordo said. First Gas Power Corp., an Independent power producer (IPP) and the sister firm of Manila Electric Co. (Meralco), is the operator of 1,000-megawatt (MW) Sta. Rita and 500-MW San Lorenzo natural gas-fired power facilities in Batangas (Southern Tagalog). "The economy is not going as much as it should be. The plants were put up at the time we were projecting growth of 6.5% and above. When these plants were commissioned, instead of economy growing, the economy went down that is why we have excess power," Mr Alcordo added. "On the average, our take or pay level is around 70% to 75%. This means, we will be paying something we will not be using," Mr. Alcordo further said. DebtTraders reports that National Power Corporation's 9.750% bond due in 2009 (NATPW6)trades between 91.436 and 93.343. For real-time bond pricing, go to http://www.debtraders.com/price.cfm?dt_sec_ticker=NATPW6 METRO PACIFIC: Meridien Eyes Land In Fort Bonifacio Project ----------------------------------------------------------- Meridien Development Corp is interested in acquiring parcels of land in Metro Pacific Corp's Fort Bonifacio Global City project, PRNewsAsia reported Wednesday. According to a Meridien official, "We're talking to them now and we're waiting for their side on the pricing and structure." The official, however, did not confirm whether the company has a foreign partner. ================= S I N G A P O R E ================= SSANGYONG CEMENT: Director Lee In Young Changes Interest -------------------------------------------------------- Ssangyong Cement (Singapore) Limited posted a notice of changes in Director Lee In Young's interest: Date of notice to company: 28 Dec 2001 Date of change of interest: 28 Dec 2001 Name of registered holder: Mr Lee In Young 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: 10,000 % of issued share capital: 0.013 Amount of consideration per share excluding brokerage, GST, stamp duties, clearing fee: S$1.195 No. of shares held before change: 236,000 % of issued share capital: 0.306 No. of shares held after change: 226,000 % of issued share capital: 0.293 Holdings of Director including direct and deemed interest Deemed Direct No. of shares held before change: 236,000 % of issued share capital: 0.306 No. of shares held after change: 226,000 % of issued share capital: 0.293 Total shares: 226,000 HONG LEONG: Kwek Holdings Changes Deemed Interest ------------------------------------------------- Hong Leong Singapore Finance Limited posted a notice of change in substantial shareholder Kwek Holdings Pte Ltd's deemed interest: Date of notice to company: 28 Dec 2001 Date of change of deemed interest: 27 Dec 2001 Name of registered holder: Tudor Court Gallery Pte Ltd Circumstance giving rise to the change: Open market purchase Shares held in the name of registered holder No. of shares of the change: 56,000 % of issued share capital: 0.013 Amount of consideration per share excluding brokerage, GST, stamp duties, clearing fee: S$1.6171 No. of shares held before change: 5,836,000 % of issued share capital: 1.356 No. of shares held after change: 5,892,000 % of issued share capital: 1.369 Holdings of Substantial Shareholder including direct and deemed interest Deemed Direct No. of shares held before change: 207,204,758 0 % of issued share capital: 48.149 0 No. of shares held after change: 207,260,758 0 % of issued share capital: 48.162 0 Total shares: 207,260,758 0 Note: % of issued share capital is based on the company's issued share capital of $430,340,464 shares of $1.00 each as at December 27, 2001. HONG LEONG: Investment Holdings Affiliate Changes Interest ---------------------------------------------------------- Hong Leong Singapore Finance Limited posted a notice of change in Hong Leong Investment Holdings Pte. Ltd's deemed interest. Date of notice to company: 28 Dec 2001 Date of change of deemed interest: 27 Dec 2001 Name of registered holder: Tudor Court Gallery Pte Ltd Circumstance giving rise to the change: Open market purchase Shares held in the name of registered holder No. of shares of the change: 56,000 % of issued share capital: 0.013 Amount of consideration per share excluding brokerage, GST, stamp duties, clearing fee: S$1.6171 No. of shares held before change: 5,836,000 % of issued share capital: 1.356 No. of shares held after change: 5,892,000 % of issued share capital: 1.369 Holdings of Substantial Shareholder including direct and deemed interest Deemed Direct No. of shares held before change: 107,596,582 99,608,176 % of issued share capital: 25.003 23.146 No. of shares held after change: 107,652,582 99,608,176 % of issued share capital: 25.016 23.146 Total shares: 107,652,582 99,608,176 Note: % of issued share capital is based on the company's issued share capital of $430,340,464 shares of $1.00 each as at December 27, 2001. HONG LEONG: Three Subsidiaries Under Voluntary Liquidation ---------------------------------------------------------- Hong Leong Singapore Finance Limited informed December 31, 2001 the Singapore Exchange Securities Trading Limited that the following wholly-owned subsidiaries of the company, which are currently dormant, have been placed under members' voluntary liquidation: 1. Financial Services Onthedot Pte Ltd 2. Singapore Credit (Private) Limited 3. Helpful Realty Sendirian Berhad The Board of Directors is of the opinion that the subsidiaries are unlikely to conduct future business and therefore, it is in the best interest of the company to liquidate the subsidiaries. =============== T H A I L A N D =============== SAND AND SOIL: Files Petition For Business Reorganization --------------------------------------------------------- The Petition for Business Reorganization of Sand And Soil (Bangkok) Company Limited (DEBTOR), engaged in the import and sale of chemical products used in many industries, was filed in the Central Bankruptcy Court: Black Case Number 1054/2543 Red Case Number 12/2544 Petitioner: SAND AND SOIL (BANGKOK) COMPANY LIMITED Planner: Mr. Paramiat Kajonvittaya Debts Owed to the Petitioning Creditor: Bt408,080,056.32 Date of Court Acceptance of the Petition: December 19, 2000 Date of Examining the Petition: January 16, 2001 at 9.00 AM Court Order for Business Reorganization and Appointment of Planner: January 16, 2001 Announcement of Court Order for Business Reorganization and Appointment of the Planner in Matichon Public Company Limited and Siam Rath Company Limited: January 26, 2001 Announcement of Court Order for Business Reorganization and Appointment of the Planner in Government Gazette: February 20, 2001 Deadline for the Planner to submit the Reorganization Plan to Official Receiver: May 20, 2001 Planner postponed the date of submitting the reorganization plan #1st to June 20, 2001 Planner postponed the date of submitting the reorganization plan #2nd to July 20, 2001 Appointment date for the Meeting of Creditors to consider the plan: August 28, 2001 at 13.30 am. Convention Room 1104, 11th Floor, Bangkok Insurance Building, South Sathorn Road The Meeting of Creditors had a resolution not accepting the reorganization plan pursuant to Section 90/48 Court had issued an Order Cancelled the Petition for Business Reorganization on November 1, 2001 Announcement of Court Order Cancelled the Petition for Business Reorganization in Matichon Public Company Limited and Siam Rath Company Limited: November 13, 2001 Announcement of Court Order Cancelled the Petition for Business Reorganization in Government Gazette: November 29, 2001 Contact: Miss Pataree Tel, 6792525 EXT 143 SANSIRI PUBLIC: Disposes Of Subsidiaries ---------------------------------------- Sansiri Public Company Limited reported the information concerning the Disposal of Assets of the Company: Prakarn Limited 1. Transaction Date : 28 December 2001 2. The parties involved Seller : Ms. Uthumporn Sungpetch Buyer : Sansiri Public Company Limited Relationship with the Company : -none- 3. The details of securities disposed of - Type of securities : Ordinary share - The company name : Prakarn Limited - The nature of its business : Real Estate Development - Registered capital : Bt125,000 - Paid-up capital : Bt125,000 - Number of shares disposed of : 1,000 shares - Selling price per share : Bt125 - Proportion of shares holding before: 100% - Proportion of shares holding after : -0- 4. The total value of the transaction and the condition of payment : Bt125,000 and the payment of the purchasing would made on the transaction date 5. The basis used to determine the value of consideration : Par value 6. The reason for the disposal of the shares : Prakarn Limited, one of the company's subsidiary has no business operation 7. The proposed utilization of the proceeds received : For working capital 8. The general characteristics of the transaction : The entry into the transaction by the Company and the transaction size is not fell within any jurisdiction of the notification of the SET Re: Rule, Procedures and Disclosure of Information Concerning the Acquisition and Disposition of Asset of Listed Companies Sanpinyo Limited 1. Transaction Date : 28 December 2001 2. The parties involved Seller : Ms. Uthumporn Sungpetch Buyer : Sansiri Public Company Limited Relationship with the Company : -none- 3. The details of securities disposed of - Type of securities : Ordinary share - The company name : Sanpinyo Limited - The nature of its business : Real Estate Development - Registered capital : Bt2,750,000 - Paid-up capital : Bt2,750,000 - Number of shares disposed of : 110,000 shares - Selling price per share : Bt25 - Proportion of shares holding before: 100% - Proportion of shares holding after : -0- 4. The total value of the transaction and the condition of payment : Bt2,750,000 and the payment of the purchasing would made on the transaction date 5. The basis used to determine the value of consideration : Par value 6. The reason for the disposal of the shares : Sanpinyo Limited, one of the company's subsidiary have no business operation 7. The proposed utilization of the proceeds received : For working capital 8. The general characteristics of the transaction : The entry into the transaction by the Company and the transaction size is not fell within any jurisdiction of the notification of the SET Re: Rule, Procedures and Disclosure of Information Concerning the Acquisition and Disposition of Asset of Listed Companies THAI ENGINE: Court Approves Business Reorganization Plan -------------------------------------------------------- The Bankruptcy Court approved the Business Reorganization Plan of Thai Engine Manufacturing Public Company Limited, which consists of 7 steps: 1. Restructure of Existing Indebtedness Under the Approved Plan the claims of secured creditors were to be restructured such that the value of secured debt would be restated as the appraised value of the collateral given as security. The value of debt exceeding the appraised value would be restated as unsecured debt and in the Plan will be treated as unsecured debt pari passu with the unsecured financial creditors of TEM. The Plan Administrator met with secured creditors and the restructure of existing indebtedness was completed on 21 December 2000. A table summarizing this restructure is provided below: (Unit: Million Baht) Core Assets Secured Creditors' FMV (per Restructured (transferred to AMC II)Creditor Secure Appraisals) (Claim FMV) Claim* Secured * *Unsecured * Factory Land & UOB 220.00 20.15 199.85 Building (Title Deed # 1228, 1278, 1295) Factory Land & BAY 40.00 40.00 0.00 Building (Title Deed # 68, 226) Machinery & Equipment BAY 20.00 18.56 1.44 TOTAL 280.00 78.71 201.29 Non-Core Assets Secured Creditors' FMV (per Restructured (transferred to AMC II)Creditor Secure Appraisals) (Claim FMV) Claim* Secured * *Unsecured * Vacant Land Thonburi 43.60 14.00 29.60 (Title Deed # 1815, AMC 2337) Share Certificate SCIB 7.00 0.91 6.09 TOTAL 50.60 14.91 35.69 (NB: FMV = Fair Market Value) 2. Transfer of Selected Assets and Liabilities to SPV 2.A Incorporation of AMCI and AMCII As stated in the Reorganization Plan, two special purpose vehicles would be established as asset management companies; AMCI and AMCII. These vehicles are incorporate in the names of "TEM Assets Recovery Co., Ltd." and "T.E.M. Business Operations Co., Ltd." respectively. They were established on 18 January 2001 with registered capital of Bt500,000 have their own registered office at 69/8-12, 8th-12th Floor, Alpha Building, Viphavadee Road, Phayathai, Bangkok. TEM Assets Recovery Co., Ltd. will collect debts owed to TEM while T.E.M. Business Operations Co., Ltd. will manufacture small diesel engines as TEM. 2.B Order from Official Receiver for Final Amounts All of the creditors' claims against TEM have now been finalized by the Official Receiver. The approved amounts have been used to determine the value of each creditor's assignments to AMCI and AMCII. 2.C Assignment Agreements In accordance with the Approved Plan and the ruling of the Court, the Plan Administrator is free to implement the Assignment Agreements for AMCI and AMC II, which are deemed enforceable and binding on all creditors. 2.D Transfer of Selected Secured Assets and Liabilities to AMC II TEM will transfer all pledged core operating assets to AMC II in accordance with the Approved Plan and the Assignment Agreements for AMCII. Legal transfer documents have been prepared and banks involved (UOB and BAY) have reviewed the final drafts and execution copies have been prepared. As of mid December 2001, UOB has already signed all necessary documents, while BAY has yet to sign all necessary documents for the transfer of their pledged core-operating assets to AMC II. The process of transferring these assets has involved the following course: Jun. 2001: Herbert Smith prepared first draft of legal documents and participating banks reviewed and requested changes. Aug. 2001: Herbert Smith prepared second draft of legal documents and participating banks reviewed and requested changes. Sept. 2001: Herbert Smith prepared final draft of legal documents. Sept. 2001: Participating banks reviewed the final draft documents. Oct. 2001: All parties prepared execution copy of documents. Nov. 2001: UOB signed execution copy of documents for the transfer of their pledged core operating assets to AMC II. Dec. 2001: Waiting for BAY to sign execution copy of documents for the transfer of their pledged core operating assets to AMC II. 3. Transfer of Collateral to Remaining Secured Creditors Legal transfer documents have been processed and the participating creditors (Thonburi Asset Management and SCIB) have reviewed the final drafts and execution copies have been prepared. As of 21 November 2001, TEM has already received all signed execution copy of documents from Thonburi Asset Management and transferred the secured non-core assets (vacant land) pledged to Thonburi Asset Management. The Plan Administrator is currently waiting for SCIB to sign execution copy of documents in order to transfer their secured non-core assets (share certificates) as full and final settlement of this related obligation. 4. Capital Reduction On 20 August 2001, the Central Bankruptcy Court issued approval of the capital reduction and the amendment of Memorandum of Association for Thai Engine Manufacturing Public Company Limited as part of the plan implementation in accordance with the Approved Plan. As a result, the Plan Administrator is allowed to amend the Memorandum of Association of the Company regarding registered capital and paid up capital, which has enabled the capital reduction to take place. The capital reduction has involved reducing the existing shareholdings from THB 240 million to THB 3.75 million (or 0.375 million shares). The Company registered the decrease of the said capital to the Ministry of Commerce on 22 October 2001. 5. Capital Increase and Swapping of Debt for Equity Documents and supporting calculations required for processing the capital increase and debt-for-equity swap have been provided to creditors and the follow up with creditors is currently being pursued. On 20 August 2001, the Central Bankruptcy Court issued approval of the capital increase and swapping of debt for equity as part of the plan implementation process in accordance with the Approved Plan. Following the capital reduction, it is proposed that TEM will issue 7.125 million new shares at THB 10 per share increasing capital by THB 71.25 million. The shares from the capital increase will be allocated among TEM creditors pro rata to their remaining outstanding claims against TEM via a debt-for-equity swap. Creditors will thus become the majority shareholders of TEM. In order to complete this step, the Plan Administrator is currently awaiting information from the some creditors to supply to the Thailand Securities Depository for their shareholder database. 6. Forgiveness by Creditors of Remaining Debt Forgiveness by creditors of remaining debts under the Plan was subject to MHI issuing a renewal of the License and Technical Assistance Agreement license for AMC II within six months of the date of the Vote in Court passing the Plan. Since MHI did not renew the license by the deadline of 7 May 2001, forgiveness of the remaining debt by the creditors is not required under the Plan. However, based on the restructure projections no significant earning assets will remain in TEM at this stage of the restructure and it is assumed that TEM will be unable to repay its remaining level of debt. Forgiveness by creditors of remaining debts may be desirable to achieve the resumption of trading on the SET of TEM for the benefit of creditors or to attract new investment in TEM or AMC II. Plan Amendment based on MOU is submitted to the court on 21 December 2001 and to creditors for consideration and voting later. Under the Plan, the forgiveness of remaining debt by the creditors may be accomplished if there is an affirmative vote equivalent to more than 50% of the votes cast by creditors holding the remaining debt at the time of the vote. 7. Re-listing of Operating Business Unit According to the Approved Plan, this step is to be implemented after the forgiveness by creditors of the remaining debt of TEM. It is the objective of the Plan to achieve the resumption of trading on the SET of TEM for the benefit of creditors under either of the scenarios specified in the Reorganization Plan or under a modified scenario, which is beneficial for creditors. VINYTHAI PUBLIC: TRIS Affirms "BBB", Negative Outlook Ratings --------------------------------------------------------------- Thai Rating and Information Services Co., Ltd. (TRIS) announced that it has affirmed the company rating of Vinythai Public Company Limited (VNT) and the rating of VNT's Bt7,400 million senior secured debentures at "BBB" with a "negative" outlook. The ratings continue to reflect VNT's low cost position, its capable management team and support from its principal shareholders, Solvay S.A. and Charoen Pokphand group (CP). However, these strengths are limited by the company's weak cash flow protection. The ratings also take into consideration the weaker than expected demand for polyvinyl chloride (PVC) because of the slowdown of the world economy. Furthermore, the oversupply of PVC and fierce price competition in the domestic market will reduce the profit margins of Thai producers. The "negative" outlook reflects concerns about weaker than expected operating performance due to softening PVC price. TRIS will closely monitor the PVC market. The ratings could be affected if unfavorable conditions continue well into 2002. TRIS reported that VNT is Thailand's second largest PVC manufacturer with about 25% of total domestic capacity and sales of about 33% of domestic consumption in 2000. The company's products are PVC suspension, PVC emulsion and caustic soda. The major consumers for PVC are producers of pipes, fittings, film, sheet, profile and cable. Solvay, one of the world's largest producers of vinyl products with 8,900 million euros in sales in 2000, has a 46% ownership in VNT. The fully integrated production complex of VNT was constructed to meet international standards under the supervision of Solvay. Under the covenants of VNT's debentures, Solvay and CP have committed to providing up to Bt800 million through equity or subordinated loans to ensure VNT's liquidity to service debt obligations. TRIS said VNT's profitability has deteriorated significantly in 2001 compared with strong performance in 2000. Gross profit margins before depreciation and amortization have been relatively high, but declined from 40% in 2000 to 31% during the first nine months of 2001. Almost all of VNT's sales are linked to the US dollar, while about 50% of operating costs are US dollar-linked. The company's debt to capitalization ratio was 60% at the end of September 2001, a sharp decline from the ratios of 85% to 100% seen during 1997-1999. Funds from operation (FFO) to total debt improved from 2% in 1998 to 6.6% in 1999 and surged to 18.2% in 2000. However, this ratio was only 5.8% (non-annualized) during the first nine months of 2001. The Electro Chemical Unit (ECU), which integrated PVC producers normally use to measure industry health, reached its high point in March 2000 at US$581 per ton. However, this measure gradually declined to US$285 per ton in June 2001. Given the likelihood of limited capacity expansion worldwide during the next two to three years, TRIS expects that the average ECU will be struggling to recover for the near- to medium-term. A near-term recovery in PVC price is crucial for the company's cash flow protection. Moreover, the import tariff on PVC may be cut to 5% by 2003. A continuing huge oversupply situation also diminishes domestic players' profits and has forced Thai PVC suppliers to exploit more export markets. Producers will continue their price-cutting strategies to protect their market shares. Vinythai PLC (VNT) Company Rating: Affirmed at BBB Issue Rating: VNT068A : Bt7,400 million senior secured debentures due 2006 Affirmed at BBB WONGPAITOON GROUP: BBL Holds Common Shares ------------------------------------------ Bangkok Bank Public Company Limited (BBL) has become the owner of 108,386,115 common shares in Wongpaitoon Group Public Company Limited, a manufacturer and exporter of sports products company, for a total of Bt335,996,957.10. Such amount of shares represented 17.13 percent of the Company's total paid-up capital of 632,845,880 common shares (par Baht 10). This holding of shares is part of Bangkok Bank 's debt restructuring plan agreed upon by the Bank and the Company. Wongpaitoon Group Public entered into a business reorganization plan pursuant to the Bankruptcy Act,B.E.2483 (1940) (Amended by the Bankruptcy Act, B.E.2543 (1999) and recently submitted a progress report in accordance with the business reorganization plan. * 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, Maria Cristina Pernites-Lao, Editors. Copyright 2002. All rights reserved. ISSN: 1520-9482. 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