/raid1/www/Hosts/bankrupt/TCRAP_Public/020806.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
Tuesday, August 6, 2002, Vol. 5, No. 154
Headlines
A U S T R A L I A
BEACONSFIELD GOLD: Appoints James Askew as New Chairman
CENTAUR MINING: ASIC Probes Possible Insolvent Trading Offenses
CHIQUITA BRANDS: Angas Park MBO Heads of Agreement Terminated
EARTH SANCTUARIES: Director Robertson Resigns From Board
FOREST ENTERPRISES: Posts Fourth Quarter Report
ROEHAMPTON RESOURCES: Ex-Director Faces Insider Trading Charges
TRANSURBAN GROUP: Bond Issues' Completion Successful
TUART RESOURCES: Posts Fourth Quarter Activities Report
C H I N A & H O N G K O N G
CHUEN HING: Winding Up Sought by Vic-Form
KUNMOR INDUSTRIES: Petition to Wind Up Pending
NEW CENTURY: Swells Operations Loss to HK$173.2M
ONSPEED TECHNOLOGIES: Winding Up Petition Hearing Set
TECHCAP HOLDINGS: Bonds Acquisition Agreement Canceled
I N D O N E S I A
BANK NIAGA: Low Bids Might Cancel Sale Again, Says IBRA
HOLDIKO PERKASA: Court Denies Any Anti-Monopoly Law Violations
* Fitch Upgrades Indonesian Banks
J A P A N
MATSUSHITA ELECTRIC: Posts Consolidated First Quarter Results
NAGANO TOKYU: JCR Affirms BB+ Rating
TDK CORP: Posts Notice of Stock Acquisition Rights
TOSHIBA CORP: S&P Cuts Rating to BBB-; Outlook Negative
UFJ BANK: Japan Securities Imposing Y15M Fine
K O R E A
DAEWOO MOTOR: GM Selling Stake in Carmaker
HANARO TELECOM: Narrows Net Loss to W82.B
SEOUL BANK: Two Bidders Lower Prices on Bank
TONGIL HEAVY: CNI Shows Interest in Takeover
KOREA LIFE: Woori Denies Takeover Report
M A L A Y S I A
CHASE PERDANA: Provides Defaulted Payment Status Update
CONSTRUCTION AND SUPPLIES: Time Extension Request Pending
KELANAMAS INDUS: Seeks Creditors' Nod on Proposed Restructuring
KEMAYAN CORPORATION: In the Midst of Debt Scheme Finalization
IDRIS HYDRAULIC: KFCH Grants Proposed Scheme Time Extension
SASHIP HOLDINGS: Court Adjourns Petitions Hearing to September
SCK GROUP: In Financial Regularization Talks With Lenders
TAI WAH: Releases Proposed Restructuring Exercise Status Update
TECHNO ASIA: Updates Defaulted Payment Status
TONGKAH HOLDINGS: Still in Rescue Scheme Talk With Creditors
TRANS CAPITAL: Proposes Corporate, Debt Restructuring Scheme
UCP RESOURCES: Issues Monthly Defaulted Payment Update
UH DOVE: Awaits FIC's Debt Workout Scheme Extension Approval
WEMBLEY INDUSTRIES: Presents Revised Proposals to Creditors
WING TIEK: August Formal Definitive Agreement Execution Likely
P H I L I P P I N E S
DMCI HOLDINGS: Delisting of Shares
FIRST PHILIPPINE: PRS A Rating for FPHC's LTCPs Maintained
NATIONAL BANK: Govt, Tan Agree to Sell Shares in Five Years
PHILIPPINE LONG: Encouraging Performance in 1H02, Pangilinan
PHILIPPINE LONG: Gokongwei Bid May Affect Operations
PHILIPPINE TOBACCO: Issues Board of Directors Meeting Results
RFM CORP: Result of Annual Stockholders Meeting
S I N G A P O R E
ASIA PULP: Debt Repayment Likely in 8-10 Years
GMG GLOBAL: Issues Profit Warning
INTERNET TECHNOLOGY: Begins Unit Liquidation, De-Registration
L&M GROUP: Posts Notice of Shareholder's Interest
REED GROUP: Expects Losses in FY02
T H A I L A N D
RAIMON LAND: Board OKs Placement Agreement With Raimon Tower
THAI GRANITE: Files Business Reorganization Petition
THAI HEAT: SET Grants Listed Securities
- - - - - - - -
=================
A U S T R A L I A
=================
BEACONSFIELD GOLD: Appoints James Askew as New Chairman
-------------------------------------------------------
James Askew, an Australian mining engineer with extensive
technical, corporate and mining finance experience, both in
Australia and overseas, has accepted an invitation to join the
Beaconsfield Gold NL Board.
Mr Askew has been elected non-executive chairman and will take
up the position immediately.
Best known in Australia as managing director of Golden Shamrock
Mines Ltd, Mr Askew led that company through its growth in
Australia and as a pioneer in the Ghanaian gold industry. GSM
was capitalized at less than $1 million when he joined the board
in 1986 and at $600 million in Ashanti Goldfield's 1996
takeover.
With the appointment of Mr Askew, Mr John Jost and Mr Bill
Tsingos have taken the opportunity to retire from the board.
Both Mr Jost, as non-executive chairman, and Mr Tsingos, as a
non-executive director, joined the board after the appointment
of the receiver and manager to the company last year and have
helped steer the company through a very difficult period to a
point where the company has now been able to attract a mining
industry professional of the caliber of Mr Askew.
The board greatly appreciates the extensive time and effort put
in by both gentlemen in the interests of all shareholders of
the company.
TCR-AP reported on February that Beaconsfield Gold's, which
appointed Receiver and Manager on June 2001, in the six months
from 1 July 2001 to 31 December 2001 showed 48.49 percent direct
share of mine net cash flow before corporate and debt servicing
costs was approximately positive $2.5 million, based on an
average flat forward gold price for Beaconsfield Gold of
A$537 per ounce.
CENTAUR MINING: ASIC Probes Possible Insolvent Trading Offenses
---------------------------------------------------------------
David Knott, Chairman of the Australian Securities and
Investments Commission (ASIC), announced Friday that a formal
investigation is being conducted into possible insolvent trading
offenses by Centaur Mining and Exploration Ltd (Centaur Mining)
and Centaur Nickel Pty Ltd (Centaur Nickel).
ASIC's announcement follows a decision by creditors of the
companies to place the companies into liquidation upon the
expiry of the existing Deed of Company Arrangement on Friday.
Robyn McKern and Stephen Hawke of KPMG have been appointed joint
liquidators of the companies.
"In most cases, ASIC would await a formal recommendation from
the liquidator before commencing an investigation into possible
insolvent trading," Mr Knott said.
"However, in this case ASIC has already conducted enquiries
which warrant the completion of a full investigation. We have
discussed this issue with Ms McKern, who has expressed a
preference for ASIC to undertake this work in the first instance
so that she can focus on other commercial issues in the
liquidation," he said.
"Although ASIC does not normally comment on its investigations,
the commencement of formal liquidation and our arrangements with
the liquidator are matters of significant public interest which
we believe should be disclosed to former shareholders and
creditors. However, we will not be making any further comment in
relation to our investigation at this time," Mr Knott said.
CHIQUITA BRANDS: Angas Park MBO Heads of Agreement Terminated
-------------------------------------------------------------
Chiquita Brands South Pacific Limited (CBSP) announced on the
7th June 2002 that it had entered into a non-binding Heads of
Agreement for a Management Buy Out (MBO) of Angas Park. This
announcement is to advise that the MBO team has been
unsuccessful in finalizing the transaction, on the terms, and
within the time frame (including extensions) set by the Board of
CBSP. Consequently the MBO has been terminated.
While other expressions of interest have been received, the
Board has resolved to retain the business and integrate it more
closely with Chiquita's other fresh produce businesses. The
Kangara business is particularly relevant because the Board
considers that significant synergies, both geographical and
operational in nature, can be realized by a combination of
Kangara and Angas Park. Synergies should flow in the procurement
of product, administration, operations and sales. Brian Leckie,
General Manager of Kangara, will assume responsibility for the
newly merged operations.
The high working capital requirement of Angas Park, which has
been the main concern of CBSP and driver of the sale process,
has been addressed primarily through the capital raising and
improved stock management. However, the Board is considering the
future carrying value of the business as a consequence of
deciding to retain and develop it. The final decisions in this
regard will be reflected in the half yearly results.
The Board has been encouraged by Angas Park's positive EBIT
performance in the first six months of 2002, which has been
driven significantly by the staff of Angas Park through their
commitment and energy.
EARTH SANCTUARIES: Director Robertson Resigns From Board
--------------------------------------------------------
Earth Sanctuaries Limited advised that Simon Lee Robertson,
(alternate Director for Richard Vincent Ryan) has resigned from
the Board of Earth Sanctuaries Ltd as at 29 July 2002.
TCR-AP reported last month that Earth Sanctuaries completed
the sale of four sanctuaries; Scotia, Yookamurra, Buckaringa and
Dakalanta to the Australian Wildlife Conservancy and the sale of
Blue Mountains Sanctuary to a company associated with former
Chairman, Dr Don Stammer. Both sales were approved by
shareholders at a General Meeting held on 4 July 2002.
FOREST ENTERPRISES: Posts Fourth Quarter Report
-----------------------------------------------
Forest Enterprises Australia Limited posted its fourth quarter
report based on commitments test entity:
QUARTERLY REPORT FOR ENTITIES
ON BASIS OF COMMITMENTS
Name of entity
Forest Enterprises Australia Limited
ABN Quarter ended ("current quarter")
47 009 553 548 30/06/2002
CONSOLIDATED STATEMENT OF CASH FLOWS
Cash flows related to Current Year to date
operating activities Quarter (12 months)
AUD'000 AUD'000
1.1 Receipts from customers 8,917 25,727
1.2 Payments for
(a) staff costs (421) (2,693)
(b) advertising & marketing (133) (195)
(c) research & development (13) (45)
(d) leased assets (70) (447)
(e) other working capital (5,288) (21,481)
1.3 Dividends received 3 4
1.4 Interest and other items of
a similar nature received 568 2,586
1.5 Interest and other costs of
finance paid (413) (1,948)
1.6 Income taxes paid (165) (4,282)
1.7 Other (provide details if material) - -
1.8 Net Operating Cash Flows 2,985 (2,774)
Cash flows related to investing activities
1.9 Payment for acquisition of:
(a) businesses (item 5) - -
(b) equity investments - -
(c) intellectual property - -
(d) physical non-current assets - -
(e) other non-current assets (402) (860)
1.10 Proceeds from disposal of:
(a) businesses - -
(b) equity investments - -
(c) intellectual property - -
(d) physical non-current assets - -
(e) other non-current assets 668 5,695
1.11 Loans to other entities - -
1.12 Loans repaid by other entities - -
1.13 Other (provide details if material) - -
Net investing cash flows 466 4,835
1.14 Total operating and
investing cash flows 3,251 2,061
Cash flows related to financing activities
1.15 Proceeds from issues of
shares, options, etc. - -
1.16 Proceeds from sale of
forfeited shares - -
1.17 Proceeds from borrowings 6,287 14,131
1.18 Repayment of borrowings (5,129) (12,040)
1.19 Dividends paid - -
1.20 Other (provide details if material) - -
Net financing cash flows 1,158 2,091
Net increase (decrease) in cash held 4,409 4,152
1.21 Cash at beginning of quarter/
year to date 1,682 1,939
1.22 Exchange rate adjustments to item 1.20 - -
1.23 Cash at end of quarter 6,091 6,091
PAYMENTS TO DIRECTORS OF THE ENTITY AND ASSOCIATES OF THE
DIRECTORS PAYMENTS TO RELATED ENTITIES AND ASSOCIATES OF THE
RELATED ENTITIES
Current Quarter
AUD'000
1.24 Aggregate amount of payments to
the parties included in item 1.2 76
1.25 Aggregate amount of loans to the
parties included in item 1.11 -
1.26 Explanation necessary for an understanding
of the transactions -
NON-CASH FINANCING AND INVESTING ACTIVITIES
2.1 Details of financing and investing transactions which have
had a material effect on consolidated assets and liabilities but
did not involve cash flows -
2.2 Details of outlays made by other entities to establish or
increase their share in businesses in which the reporting entity
has an interest -
FINANCING FACILITIES AVAILABLE
Add notes as necessary for an understanding of the position.
Amount Amount
available used
AUD'000 AUD'000
3.1 Loan facilities 16,062 16,062
3.2 Credit standby arrangements 1,508 411
RECONCILIATION OF CASH
Reconciliation of cash at the end Current Previous
of the quarter (as shown in the quarter
consolidated statement of cash flows) AUD'000 AUD'000
to the related items in the accounts
is as follows.
4.1 Cash on hand and at bank 3,088 1,682
4.2 Deposits at call 3,003 -
4.3 Bank overdraft - -
4.4 Other (provide details) - -
Total: cash at end of quarter (item 1.22) 6,091 1,682
ACQUISITIONS AND DISPOSALS OF BUSINESS ENTITIES
Acquisitions Disposals
(item 1.9(a)) (Item
1.10(a))
5.1 Name of entity - -
5.2 Place of incorporation
or registration - -
5.3 Consideration for
acquisition or disposal - -
5.4 Total net assets - -
5.5 Nature of business - -
COMPLIANCE STATEMENT
1. This statement has been prepared under accounting policies,
which comply with accounting standards as defined in the
Corporations Law or other standards acceptable to ASX.
2. This statement does give a true and fair view of the matters
disclosed.
ROEHAMPTON RESOURCES: Ex-Director Faces Insider Trading Charges
---------------------------------------------------------------
Perth Company director Robert Paul Martin on Friday was
arraigned in the Perth District Court on six counts of insider
trading in the shares of Roehampton Resources NL.
The arraignment follows his committal by the Perth Court of
Petty Sessions on 5 June 2002 to stand trial.
Mr Martin entered pleas of not guilty and the matter was
adjourned to 21 November 2002.
Mr Martin was charged following an ASIC investigation into the
circumstances surrounding the trading of shares in Roehampton
Resources.
The Commonwealth Director of Public Prosecutions is prosecuting
the matter.
Roehampton Resources was suspended from listing on the
Australian Stock Exchange (ASX) when the Voluntary Administrator
was appointed on 13 May 1996.
TRANSURBAN GROUP: Bond Issues' Completion Successful
----------------------------------------------------
A series of six bond issues, totaling $1,190 million, has been
successfully completed by Transurban Finance Company Pty
Limited, as part of the refinancing of the group's debt. Of the
proceeds of these issues, $1,020 million will be used to repay
the bridge facility drawn down at Financial Close, as
foreshadowed in the announcement on 1 July 2002. The balance of
$170 million will be used to replace an equivalent amount of
three year bank debt.
The increase in the size of the issue from the original plan of
$1,020 million to $1,190 million was the result of strong demand
for the bonds, particularly in the three year maturity tranche.
Details of the individual issues are provided in the attachment
found at http://www.bankrupt.com/misc/TCRAP_Transurban0806.pdf.
Based on the terms achieved for the bond issues, the average
margin payable on the $1,700 million of refinanced debt will be
53 basis points. The corresponding base rate is 5.93 per cent
pa, of which 95 per cent is presently fixed for three years,
resulting in an overall interest cost on the refinanced debt of
6.46 per cent pa. This is in line with the expectations at the
time of the 1 July 2002 announcement and the key benefits of the
refinancing referred to in that announcement can now be
confirmed:
* Reduction in aggregate debt service costs for 2002 - 03 of
$75 million. These benefits relate to reduced interest cost and
the elimination of amortization payments and transfers to
reserves.
* The net present value of the benefits of the refinancing
over the remaining life of the CityLink concession, based on
current interest rates and an equity discount rate of 9 per cent
pa, is estimated to be $112 million, equivalent to 22.0 cents
per stapled security.
TUART RESOURCES: Posts Fourth Quarter Activities Report
-------------------------------------------------------
Due to a reassessment of mineral tenements, the board of Tuart
Resources Ltd has decided that the Cashmere Downs area is not a
priority. Tuart Resources Ltd no longer retains an interest in
tenement E57/210. Tenement E57/240 is being considered for a
possible sale or joint venture partnership.
GAWLER CRATON - TENEMENTS EL2707 AND EL2729
Re-evaluation of the gravity and magnetic interpretations for
these tenements has been completed and exploration target zones
for first pass drilling have been revised. No further progress
on the proposed drilling program has been made.
HORSESHOE - TENEMENT E52/1452
The proposed program for sampling and mapping the identified
manganese outcrops has been planned but not yet implemented by
the Joint Venture partners.
================================
C H I N A & H O N G K O N G
================================
CHUEN HING: Winding Up Sought by Vic-Form
-----------------------------------------
Vic-Form Company Limited is seeking the winding up of Chuen Hing
Construction Company Limited. The petition was filed on July
13, 2002, and will be heard before the High Court of Hong Kong
on October 9, 2002 at 10:00 am.
KUNMOR INDUSTRIES: Petition to Wind Up Pending
----------------------------------------------
The petition to wind up Kunmor Industries Limited is set for
hearing before the High Court of Hong Kong on October 9, 2002 at
9:30 am. The petition was filed with the court on July 9, 2002
by Nan Fung Finance Limited whose registered office is situated
at Room 924, Central Building, Nos. 1-3 Pedder Street, Central,
Hong Kong.
NEW CENTURY: Swells Operations Loss to HK$173.2M
------------------------------------------------
New Century Group Hong Kong Limited issued its interim financial
report year ending 31 March 2002:
Currency: HKD
Auditors' Report: Modified
Review of Interim Report by: N/A
(Audited)
(Audited) Last
Current Corresponding
Period Period
from 1/4/2001 from 1/4/2000
to 31/3/2002 to 31/3/2001
('000) ('000)
Turnover : 24,500 18,214
Profit/(Loss) from Operations : (173,206) (32,793)
Finance cost : (4,522) (5,695)
Share of Profit/(Loss) of Associates : (7,767) (1,329)
Share of Profit/(Loss) of
Jointly Controlled Entities : (27,797) (3,548)
Profit/(Loss) after Tax & MI : (212,168) (38,667)
% Change over Last Period : N/A
EPS/(LPS)-Basic : (44.74 cents)(8.75 cents)
-Diluted : N/A N/A
Extraordinary (ETD) Gain/(Loss) : - -
Profit/(Loss) after ETD Items : (212,168) (38,667)
Final Dividend per Share : Nil Nil
(Specify if with other options) : N/A N/A
B/C Dates for Final Dividend : N/A
Payable Date : N/A
B/C Dates for (-) General Meeting : N/A
Other Distribution for Current Period: Nil
B/C Dates for Other Distribution : N/A
Remarks:
1. TURNOVER
Turnover represents the net invoiced value of goods sold, after
allowances for returns and trade discounts, rental income,
proceeds from trading of marketable securities, income from the
provision of photo finishing services and service and
subscription income from the provision of property information
and professional valuation services through websites.
2. LOSS FROM OPERATION ACTIVITIES
The Group's loss from operating activities is arrived at after
charging:
Group
2002 2001
HK$'000 HK$'000
(Restated)
Depreciation 3,040 2,951
Amortization of database 562 315
Loss on disposal/write-offs of fixed assets 3,140 301
Unrealized loss of marketable securities 4,730 14,787
-------------- --------
11,472 18,354
-------------- --------
Losses/write-offs included in "Other operating expenses":
Goodwill arising from acquisition of subsidiaries:
Amortization of goodwill 19,510 30,565
Impairment arising during the year 89,133 10,247
Provisions for bad and doubtful debts - 2,083
Revaluation deficits on:
Fixed assets 90 88
Investment properties 980 915
Impairment of property under development 37,390 -
--------------- ------
147,103 43,898
--------------- ------
3. LOSS PER SHARE
The calculation of basic loss per share is based on the net loss
from ordinary activities attributable to shareholders for the
year of HK$212,168,000 (2001: HK$38,667,000 as restated) and the
weighted average of 474,253,276 (2001: 441,769,405) ordinary
shares in issue during the year.
Diluted loss per share for the years ended 31 March 2002 and
2001 have not been disclosed as no diluting events existed
during the years.
4. TAX
Group
2002 2001
HK$'000 HK$'000
Group:
Hong Kong:
Current year provision 30 -
Elsewhere:
Current year provision - 80
Prior year overprovision - (109)
-------------- --------
Tax charge/(credit) for the year 30 (29)
======== ========
Hong Kong profit tax has been provided at the rate of 16% on the
estimated assessable profits arising in Hong Kong during the
year. No overseas profits tax has been provided as no assessable
income was earned from the Group's operations outside in Hong
Kong during the year.
In the prior year, no provision for Hong Kong profits tax was
made because the Group had no assessable profits arising from
Hong Kong during that year. Taxes on profits assessable
elsewhere had been calculated at the rates of tax prevailing in
the countries in which the Group operates, based on existing
legislation, interpretations and practices in respect thereof.
No provision for deferred tax has been made because the net
effect of all timing differences was not material at the balance
sheet date or during the year. There was no unprovoked deferred
tax in respect of the year (2001: Nil).
5. ADOPTION OF NEW AND REVISED STATEMENTS OF STANDARD ACCOUNTING
PRACTICE
In the current year, the Group has adopted, for the first time,
a number of new and revised Statements of Standard Accounting
Practice ("SSAPs") issued by the Hong Kong Society of
Accountants. Adoption of these SSAPs has led to a number of
changes in the Group's accounting policies. Details of the
adoption of the new and revised SSAPs are contained in the
annual report of the Company to be dispatched to shareholders.
In addition, the new and revised SSAPs have introduced
additional and revised disclosure requirements, which have been
adopted in these financial statements.
ONSPEED TECHNOLOGIES: Winding Up Petition Hearing Set
-----------------------------------------------------
The petition to wind up Onspeed Technologies Co. Ltd., formerly
known as Union Group Hong Kong Ltd, was heard before the High
Court of Hong Kong on July 24, 2002.
The petition was filed with the court on March 25, 2002 by the
Company whose registered office is situated at Room 1411-12,
14/F., Shui On Center, 6-8 Harbor Road, Wanchai, Hong Kong.
TECHCAP HOLDINGS: Bonds Acquisition Agreement Canceled
------------------------------------------------------
The Directors of TechCap Holdings Limited announced that the
conditional sale and purchase agreement (Agreement) dated 18
January 2002 entered into between TechCap Holdings Limited (the
Company) and Apex Technology Investment Co., Ltd (Apex) in
relation to the acquisition of Apex Convertible Bonds was
terminated.
The parties have subsequently extended the deadline for
fulfilling the conditions of the Agreement from 28 February 2002
to 31 July 2002.
The Company was considered possible breach of the paragraph 2 of
the Listing Agreement by the Stock Exchange as it is of the
Stock Exchange's view that appropriate announcement and/or
disclosure should have been made as soon as the extension was
agreed. The Stock Exchange reserves its right in taking
appropriate actions against the Company and/or its directors.
=================
I N D O N E S I A
=================
BANK NIAGA: Low Bids Might Cancel Sale Again, Says IBRA
-------------------------------------------------------
The Indonesian Bank Restructuring Agency (IBRA) will cancel the
sale of a 51 percent government stake in PT Bank Niaga once
again if the bids received are still far below the market price
of the shares, AFX-Asia reports, citing IBRA Deputy Chairman
Mohammad Syahrial.
Syahrial said IBRA is not under pressure to sell stakes in
banks, including Bank Niaga, as the agency could still generate
revenue from other sources to meet the Rp42.3 trillion revenue
target for this year.
"We have paid Rp16.5 trillion to the government and we may raise
Rp22 trillion from loan sales. The remaining Rp4 trillion can be
generated from non-core assets sale," he said.
In June, the government canceled the Bank Niaga sale after final
bidders, namely ANZ-Panin and Commerce Bank Bhd, bids in the
range of Rp20 to 30 per share. Early June, IBRA however
relaunched the stake sale.
"Why should we sell it if the bids are still the same as the
previous ones? Our principle is we will not sell Bank Niaga if
we get the same price. If it is slightly below the market price,
we don't mind," he concluded.
HOLDIKO PERKASA: Court Denies Any Anti-Monopoly Law Violations
--------------------------------------------------------------
The law office of Lubis, Santosa & Maulana (LSM) acting as legal
counselor of PT Holdiko Perkasa (Holdiko) welcomed the Decision
made by the South Jakarta District Court which ruled in favor of
Holdiko's appeal against the ruling made by Komisi Pengawas
Persaingan Usaha (KPPU), or the Committee on Control of Business
Competition, in regard to the sale of shares and convertible
bonds of PT Indomobil Sukses International Tbk. The South
Jakarta Court ruled that Holdiko has not violated the Anti
Monopoly Law No. 5/1999 and declares KPPU Decision No.03/KPPU-
I/2002 to be null and void.
The South Jakarta District Court on Thursday overturned KPPU's
Decision No. 03/KPPU-I/2002 with regards to the appeals
submitted in June 2002 by (1) Holdiko, (2) PT Trimegah
Securities Tbk, (3) PT Cipta Sarana Duta Perkasa, (4) PT Alpha
Sekuritas, dan (5) Jimmy Masrin.
This ruling follows, and is consistent with, the rulings made
last week by the Central Jakarta District Court and the West
Jakarta District Court. Their rulings overturned the same KPPU
Decision with regard to the appeals submitted by (1) PT Deloitte
Touche FAS, (2) PT Bhakti Asset Management, and (3) Pranata
Hajadi. Last week the State Administrative Court (PTUN) also
granted the appeal filed by PT Trimegah Securities Tbk and
declared that KPPU does not have the authority to investigate
the sale of shares and convertible bonds of PT Indomobil Sukses
International Tbk.
"We are pleased to observe that the panel of judges has made a
fair decision based on all existing concrete facts as well as on
sound legal considerations," said Todung Mulya Lubis of LSM.
The panel of judges in the South Jakarta District Court
considered that the investigation conducted by KPPU, especially
with regard to the evidences and witnesses, have violated
prevailing legal procedures, and therefore cannot be considered
as valid and binding evidences. The ruling, which was read by
Presiding Judge Zoeber Djajadi SH, in essence affirmed that:
* KPPU's Decision No. 03/KPPU-I/2002 null and void.
* Holdiko did not violate Article 22, Law No.5/1999
* The sale of shares and convertible bonds of PT Indomobil
Sukses International Tbk is valid.
"We hope that the KPPU members will respect the judges' efforts
in making a decision that emphasizes the importance of the facts
of the case as well as the due process of law to ensure fairness
in every process of examination and decision making," said Mulya
Lubis. "We believe that by upholding the implementation of due
process of law in each of its decision making, KPPU will become
a more effective body in its effort to create a healthy and
competitive business environment, uncontaminated from monopoly
and unfair business practices."
* Fitch Upgrades Indonesian Banks
---------------------------------
Fitch Ratings, the international rating agency raised Friday the
ratings of the following banks: Bank Mandiri - Long-term Local
Currency to 'B+' from 'B'. - Long-term Foreign Currency to 'B'
from 'B-' (B minus) - US$125 million Floating Rate Notes due
2006 to 'B' from 'B-' (B minus) - US$125m Subordinated Notes due
2012 to 'B' from 'B-' (B minus)
Bank Buana - Long-term Local Currency to 'B' from 'B-' (B
minus). - Long-term Foreign Currency to 'B' from 'B-' (B minus)
Bank NISP - Long-term Local Currency to 'B' from 'B-' (B minus).
- Long-term Foreign Currency to 'B' from 'B-' (B minus).
The Outlook for all the above ratings is Stable.
Bank Mandiri's Long-term Local Currency rating remains one notch
above the sovereign's. Fitch's view is that a default by the
sovereign on its local currency obligations, if in the form of a
bond rescheduling for example, would not necessarily result in a
default by Mandiri, whose 25% market share makes it, in Fitch's
view, a systemically very important bank. Foreign currency
ratings for Mandiri and its debt issues, however, remain capped
at the sovereign level of 'B-' (B minus).
Bank Internasional Indonesia's Long-term foreign and local
currency ratings remain unchanged at 'B-' (B minus) as do the
ratings for its securitization issue through the Bank
Internasional Indonesia Receivables Trust. This follows the
sharp deterioration in the bank's asset quality over 2001 and
concerns over the bank's operational development given numerous
changes to management. The government is in the process of re-
capitalizing the bank whose condition and prospects will be
assessed by Fitch in its forthcoming rating review.
=========
J A P A N
=========
MATSUSHITA ELECTRIC: Posts Consolidated First Quarter Results
-------------------------------------------------------------
Matsushita Electric Industrial Co., Ltd. reported Wednesday its
consolidated financial results for the first quarter, ending
June 30, 2002, of the current fiscal year ending March 31, 2003
(fiscal 2003).
Consolidated group sales for the first quarter increased 5
percent to 1,756.7 billion yen (U.S.$14.76 billion), from
1,674.8 billion yen in the same three-month period a year ago.
Regarding the overall business environment, the Company noted
that although consumer spending in Japan appears to have hit
bottom, capital investment remained slow, and there was an
absence of a substantial recovery in the domestic economy.
Overseas, the business environment was generally steady, with
expansion in the economies of Asia, including China, despite a
slowdown in U.S. economic growth and a weakening of the U.S.
dollar.
Domestic sales decreased 2 percent to 812.0 billion yen ($6.82
billion), from 824.6 billion yen in the first quarter of the
previous year. Within domestic sales, sales in the AVC Networks
category increased from the same quarter of the previous year,
due mainly to strong sales in video and audio equipment, which
were boosted by new product introductions, aggressive marketing
activities for such products and increased demand propelled by
Japan's co-hosting of the 2002 FIFA World CupTM. However, other
categories in the domestic market recorded sales declines,
specifically
Home Appliances and Industrial Equipment.
Overseas sales were up 11 percent to 944.7 billion yen ($7.94
billion), compared with 850.2 billion yen in the first
quarter of the previous year. With the exception of Industrial
Equipment, overseas sales increased in all categories.
On a local currency basis, overseas sales increased 7 percent
from the same period last year.
Consolidated operating profit for the first quarter increased to
14.6 billion yen ($122 million), compared with an operating loss
of 38.7 billion yen in the same three-month period a year ago.
The Company attributed this turnaround to the positive effects
of various business and employment restructuring initiatives
implemented during the year ended March 31, 2002 (fiscal 2002),
as well as sales increases mainly in video and audio equipment
and Components and Devices. Income before income taxes also
increased to 18.1 billion yen ($152 million), from a loss before
income taxes of 21.2 billion yen in the first quarter of last
year, while net income was 4.3 billion yen ($36 million), up
from a net loss in the same quarter of the previous year of 19.4
billion yen.
NAGANO TOKYU: JCR Affirms BB+ Rating
------------------------------------
Japan Credit Rating Agency on Friday has affirmed the BB+ rating
of Nagano Tokyu Department Store Co., Ltd. on these bonds:
Issue:
Amount(bn) / Issue Date / Due Date / Coupon
convertible bonds no.1
Y3 / July 31, 1996 / July 31, 2003 / 0.75 percent
Rationale
Nagano Tokyu Department Store, consolidated subsidiary of Tokyu
Department Store, had been operating Komoro store and Okaya
Tokyu store as well as the flagship Nagano store in Nagano
Prefecture. It closed the poorly operated Komoro store and Okaya
Tokyu store in April this year.
Regional department store operators have been suffering poor
performance in general. Sales at Nagano store have been on the
rise, supported by closures of the rival stores, renovation of
the store and the strengthening of the sales, capturing demand
from corporations and other clients. Earnings are also
improving.
The Company plans to increase further the earnings power,
pushing for locally based management, allocating resources to
Nagano store.
It incurred a net loss of almost 2 billion yen for fiscal 2001
through January 31, 2002 due to larger than expected
extraordinary loss resulting from the store closure. The loss
impaired the net assets, deteriorating the financial structure.
The business environment surrounding the regional department
stores remains severe. Nagano Tokyu Department Store will be
able to thoroughly pursue the management efficiency as now it
operates only Nagano store, slashing the unprofitable stores.
Issue for the Company is to improve the financial structure
while strengthening the earnings power.
TDK CORP: Posts Notice of Stock Acquisition Rights
--------------------------------------------------
The Board of Directors of TDK Corporation on Thursday decided
the details of its stock acquisition rights to be issued as
stock options (the Stock Acquisition Right's) pursuant to
Article 280-20, -21 of the Commercial Code of Japan and the
resolution at the 106th ordinary annual general meeting of
shareholders on June 27, 2002.
1. Class and number of shares to be issued upon exercise of
Stock Acquisition Rights:
223,600 shares of common stock of the Company
2. Total number of Stock Acquisition Rights:
2,236.
The number of shares to be allotted to each Stock Acquisition
Right (hereinafter referred to as the Number of shares to be
allotted) shall be 100 shares.
In case that the Company splits or consolidates outstanding
shares, the number of shares to be allotted to each Stock
Acquisition Right shall be adjusted in accordance with the
following formula with any amount less than one share arising
out of such adjustment to be discarded.
Number of shares = Number of shares X Percentage of
stock split after adjustment before adjustment or
consolidation
In case the Company merges with another Company, performs a
division or makes a reduction of paid-in capital or in other
similar cases where the number of shares to be allotted to each
Stock Acquisition Right needs to be adjusted, the number of
shares allotted to each Stock Acquisition Right shall be
appropriately adjusted to reflect the conditions of the merger
or division or extent of the reduction of paid-in capital,
etc.3.
Issue price and issue date of Stock Acquisition Rights: Free of
charge. On August 9, 20024.
Amount to be paid upon the exercise of each Stock Acquisition
Right:
To be determined on August 9, 2002
The amount to be paid upon the exercise of each Stock
Acquisition Right shall be the amount to be paid per share,
which is issued or transferred upon the exercise of the Stock
Acquisition Rights (hereinafter referred to as the "Exercise
Price") multiplied by the number of shares allotted to each
Stock Acquisition Right.
The Exercise Price shall be an amount which is the average of
the closing prices of the Company's shares of common stock on
the Tokyo Stock Exchange on each day (other than any day on
which no sale is reported) of the month immediately preceding
the month in which the date of the issue of the Stock
Acquisition Rights falls, multiplied by 1.05 with any amount
less than one Japanese Yen arising out of such calculation to be
rounded upward to the nearest Yen; provided, however, that if
such price is less than the closing price reported on the date
of the issue of the Stock Acquisition Rights (the closing price
of the immediately preceding day, in case no sale is reported on
the day of the issue), then the closing price reported on the
day of the issue of the Stock Acquisition Rights shall be the
Exercise Price.5. Adjustment of Exercise Price:
In case that any of the events stated in the following clause
(1) or (2) arises, the Exercise Price shall be adjusted in
accordance with the following formula (hereinafter referred to
as the adjustment formula for the Exercise Price) with any
amount less than one Japanese Yen arising out of such
calculation to be rounded upward to the nearest Yen.(1) In case
that the Company shall make a stock split or stock consolidation
of its outstanding shares.
Exercise Price Exercise Price X 1 Percentage
after adjustment=before adjustment of stock split or
consolidation
(2) In case that the Company issues new shares or disposes of
its treasury stock at a price less than the current market price
(other than shares issued upon exercise of stock acquisition
rights or transfer of its treasury stock pursuant to the
provisions of Section 2, Article 5 of the Supplement of the Law
regarding the Partial Amendments, etc. to the Commercial Code,
etc. (Law No.79 of Heisei 13 (2001)).(i) The "number of shares
issued" used in the adjustment formula for the Exercise Price
shall be the number of issued shares of the Company on the date
of allotment of shares to shareholders, as the case may be, or
the number of issued shares of the Company on the date in the
previous month corresponding to the date on which the Exercise
Price after adjustment is enforced after deducting the number of
its treasury stock at that time.(ii) In the event that the
Company disposes of its treasury stock, the "number of shares
newly issued" used in the adjustment formula for the Exercise
Price shall be read as meaning the "number of shares disposed
of".
In case that the Company merges, performs a division or makes a
reduction of paid-in capital or in other similar cases where the
Exercise Price for the Stock Acquisition Rights needs to be
adjusted, the Exercise Price for the Stock Acquisition Rights
shall be appropriately adjusted to reflect the conditions of
merger or division, or the extent of a reduction of paid-in
capital.6. Exercise Period of the Stock Acquisition Rights:
From August 1, 2004 to July 31, 20087.
Other conditions for exercise of Stock Acquisition Rights:
Partial exercise of each of the Stock Acquisition Rights is only
exercisable so long as the number of shares to be issued upon
exercise of the Stock Acquisition Rights is an integral multiple
of a unit of shares of the Company.8. Events and conditions of
cancellation of Stock Acquisition Rights:(1) In case an agenda
for approval of a merger agreement, under which the Company is
dissolved, is approved at a general meeting of shareholders of
the Company, or in case an agenda for approval of a stock
exchange agreement or an agenda for share transfer is approved
at a general meeting of shareholders of the Company, the Company
may cancel the Stock Acquisition Rights without compensation.(2)
The Company may, at any time, cancel free of charge, such
outstanding Stock Acquisition Rights as have been acquired and
owned by itself.9. Transfer restrictions on Stock Acquisition
Rights:
Any transfer of the Stock Acquisition Rights shall be subject to
approval of the Board of Directors of the Company.10.
Issuance of certificates of Stock Acquisition Rights:
Certificates of Stock Acquisition Rights shall be issued only
upon the request from the holders of the Stock Acquisition
Rights.11. Total paid-in value of the shares of the common stock
of the Company to be issued or transferred upon exercise of all
the stock Acquisition Rights:
To be determined on August 9, 200212. Amount that is not
transferred into paid-in capital from the issue price of shares,
in case new shares of common stock of the Company are issued
upon exercise of Stock Acquisition Rights:
This shall be an amount obtained by deducting an amount
transferred to paid-in capital from the Exercise Price. The
amount transferred to paid-in capital shall be the Exercise
Price, multiplied by 0.5, and any amount less than one Japanese
yen arising out of such calculation shall be rounded upward to
the nearest Yen.13. Individuals who will be allotted the Stock
Acquisition Rights:
The directors and employees of the Company and its affiliates,
totally 197 persons* (1) Date of resolution of the board of
directors that decided the proposal at the 106th ordinary annual
general meeting of shareholders: May 8, 2002(2) Date of
resolution of the 106th ordinary annual general meeting of
shareholders: June 27, 2002
TCR-AP reported that electronic component maker TDK Corp.
incurred a net loss of 24.8 billion yen (US$191 million) in the
year to March due to restructuring costs and a slowdown in
technology investment. The world's largest maker of magnetic
tapes also planned to close or consolidate eight plants globally
in the year ahead.
TOSHIBA CORP: S&P Cuts Rating to BBB-; Outlook Negative
-------------------------------------------------------
Standard & Poor's Ratings Services said Friday that it had
lowered its corporate credit rating on Japanese integrated
electronics maker Toshiba Corp. to 'BBB-' from 'BBB', based on
the view that Toshiba will be unable to increase earnings from
key businesses sufficiently to strengthen its weak financial
profile and capital structure in the near term.
In addition, the downgrade reflects concerns over the Company's
ability to strengthen its business position and earnings
structure over the longer term. Standard & Poor's also affirmed
its 'A-3' short-term credit rating on the Company, and removed
the ratings from CreditWatch, where they had been placed April
26, 2002. The outlook on the long-term credit rating is
negative.
"Unless Toshiba significantly improves the competitiveness of
its strategic business units, such as semiconductors and digital
media, a fundamental strengthening in its earnings power is
unlikely," Fusako Nagao, a credit analyst at Standard & Poor's
in Tokyo said.
In its semiconductor business, Toshiba has placed a strategic
emphasis on system LSI and NAND-type flash memory. However, the
system LSI business is subject to high R&D costs and
increasingly competitive market conditions. As a result, it will
be a challenging task for Toshiba to establish a competitive
market position that will generate stable and high margins in
this segment. In the NAND-type flash memory business, Toshiba
hopes to insulate itself from price volatility by focusing on
high-value-added products. However, it is uncertain whether the
Company will be able to build a strong enough competitive
position and earnings base to do so.
Moreover, it is unlikely that Toshiba's digital media business
will support the Company's overall profitability, given pressure
on margins from intense price-based competition and growing R&D
costs. In addition, as stagnant economic conditions persist in
Japan, profitability from Toshiba's mainstay infrastructure-
related business will continue to be pressured.
In fiscal 2002 (ending March 31, 2003), Toshiba's operating
performance is expected to improve as a result of restructuring
measures undertaken in fiscal 2001. As a result of those
measures, Toshiba expects fixed costs to fall by 180 billion in
the current fiscal year. However, amid still severe market
conditions across the Company's business segments, Standard &
Poor's believes that it will be very difficult to bring earnings
and cash flow up to levels consistent with a 'BBB' rating. Total
debt to capital deteriorated further to 68 percent in the
quarter ending June 30, 2002.
"Toshiba continues to face a challenging business environment,
and the Company is not assured of achieving a fundamental
improvement in its business profile and earning structures," Ms.
Nagao said.
However, Toshiba should continue to maintain sufficient
liquidity, at least over the short-term, underpinned by its
sufficient access to the domestic capital markets and to lending
from financial institutions, in addition to previously
established commitment lines.
UFJ BANK: Japan Securities Imposing Y15M Fine
---------------------------------------------
On August 2, 2002, Japan Securities Dealers Association fined
UFJ Bank for brokerage activities by unregistered or unqualified
sales representatives as mentioned below in branches of former
Tokai Bank.
UFJ Bank has already improved our administrative procedures in
order to prevent a recurrence of such an incident in the future.
1. Detail of the Incident
From December 1, 1999 to January 14, 2002, in several branches
of former Tokai Bank, unregistered or unqualified sales
representatives engaged in sale of Investment Trusts and other
security products.
2. The Fine For above infractions, Japan Securities Dealers
Association imposed a Yen 15 million fine on UFJ Bank.
For a copy of the press release, go to
http://bankrupt.com/misc/TCRAP_UFJBank0805.pdf
=========
K O R E A
=========
DAEWOO MOTOR: GM Selling Stake in Carmaker
------------------------------------------
General Motors Corporation is planning to sell its 11 percent
stake in Daewoo Motor Sales Corp., the Korea Herald and Chosun
Ilbo reported Saturday.
The report said GM might have to pay more tax if it keeps the
stake in Daewoo Motor's domestic sales agency.
General Motors wants to sell the stake before its new Company,
called GM-Daewoo Auto & Technology Co., begins operations in
September.
HANARO TELECOM: Narrows Net Loss to W82.B
-----------------------------------------
Hanaro Telecom posted a net loss of 82 billion won in the six
months to June, versus a loss of 125.5 billion in 2001, AFX Asia
reported Friday.
Sales rose 57 percent to 579.1 billion won in the first half
from 368.8 billion a year ago.
The improved results reflect a rise in the number of subscribers
by 680,000 in the first half for its high-speed Internet access
services, according to Hanaro's Director Lee Ki-seung.
The Company's operating loss narrowed to 27.7 billion won in the
first half from 91.9 billion won a year earlier.
Hanaro Telecom six months to June results:
Sales - 579.1 billion won versus 368.8 billion
Operating loss - 27.7 billion won versus 91.9 billion
Net loss - 82.0 billion won versus 125.5 billion
Second quarter results compared to first quarter:
Sales - 308.0 billion won versus 271.1 billion
Operating loss - 8.4 billion won versus 19.3 billion
Net loss - 33.3 billion won versus 48.7 billion
SEOUL BANK: Two Bidders Lower Prices on Bank
--------------------------------------------
Lone Star Fund and Hana Bank have lowered their bidding prices
for Seoul Bank, after discovering about 150 billion won in bad
loans, The Korea Economic Daily and the Korea Herald reported
yesterday.
Lone Star, which offered 1.2 trillion won in July, lowered its
bid to 900 billion won. Hana Bank, which wants to buy the
lender using stock instead cash, is offering between 850 billion
won to 900 billion won.
Goldman Sachs Group Inc. will make its recommendations to the
government this week.
TONGIL HEAVY: CNI Shows Interest in Takeover
--------------------------------------------
Corporate restructuring firm CNI Network will participate
independently in the bidding for Tongil Heavy, instead of
forming a consortium, the Maeil Newspaper reported Friday.
Tongil Heavy is currently under court management. The Company
has total debts of around 120 billion won to 150 billion won.
KOREA LIFE: Woori Denies Takeover Report
----------------------------------------
Financial holding Woori Finance Holdings Co. denied a report
from the Joongang Ilbo newspaper that it is interested in buying
a controlling stake in Korea Life Insurance Co., to expand into
a non-banking business sector, the Korea Herald reported Friday.
The government is in talks with a Hanwha Group-led consortium to
sell the bank, but the two parties are at odds over the sale
pricing. The Hanwha-led consortium is threatening to pull itself
out of the negotiations.
===============
M A L A Y S I A
===============
CHASE PERDANA: Provides Defaulted Payment Status Update
-------------------------------------------------------
Chase Perdana Berhad issued an update on the status of its
default in the repayment of both the principal and interest of
all credit facilities granted by Financial Institutions detailed
in the table found at
http://www.bankrupt.com/misc/TCRAP_Chase0806.xls
The Company also announced that it is still finalizing the
Circular and Explanatory Statement. The Company shall convene
the Extraordinary General Meeting and Creditors' Meeting upon
the finalization of these documents.
With regard to the submission to the Securities Commission, the
Company has replied to all queries and as at to-date, there are
no further queries.
CONSTRUCTION AND SUPPLIES: Time Extension Request Pending
---------------------------------------------------------
Construction And Supplies House Berhad on 26 February 2001
announced that CASH is considered an "affected listed issuer"
pursuant to PN4 issued by the KLSE.
On 28 February 2002, Alliance Merchant Bank Berhad announced
that the Company proposed to implement certain proposals
(Proposals), which would put CASH on a stronger financial
footing (Requisite Announcement).
Under the requirements of Paragraph 5.1 (b) of PN4, CASH, being
an affected listed issuer which has made the Requisite
Announcement, must submit its plan to regularize its financial
condition to the relevant authorities for approval (Submission),
including the Securities Commission (SC) (where applicable)
within two (2) months from the date of the Requisite
Announcement.
On 26 July 2002, the Company had, through Alliance, made an
application to the KLSE to seek a further extension of time up
to 26 August 2002 for CASH to make the Submissions.
The above extension is being sought in order to finalize certain
Submissions documentation, including a debt settlement agreement
to be entered into between CASH and one of its scheme creditors.
This extension is currently pending the approval of the KLSE.
KELANAMAS INDUS: Seeks Creditors' Nod on Proposed Restructuring
---------------------------------------------------------------
Kelanamas Industries Berhad on 26 November 2001, KIB 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.
Subsequently on 28 February 2002, KIB entered into a
Restructuring Scheme Agreement (RSA) with MP Technology
Resources Berhad (MPTR) which involves the injection of the
following companies into MPTR.
a) Tai Seng Plastic Industries Sdn Bhd (Tai Seng)
b) Eng Zan Machinery & Trading Sdn Bhd (Eng Zan)
c) Highlight Plastic Machinery Sdn Bhd (HL)
d) VCM Precision Sdn Bhd (VCM)
e) Tralvest (M) Sdn Bhd (Tralvest)
f) MP Plastic Industries Sdn Bhd (MPPI)
(Collectively referred to herein as "New Business")
The New Business is a group of companies involved in the
manufacturing of plastic related products. Pursuant to the
Proposed Restructuring, MPTR would assume the listing status of
KIB. Under the RSA, KIB and the New Business agreed to undertake
and implement a restructuring scheme which is subject to
approval from the authorities and consist of the following
exercises:
a) Proposed Acquisition of KIB;
b) Proposed Acquisition of SBM Food Industries Sdn Bhd;
c) Proposed Scheme of Arrangement;
d) Proposed Acquisition of New Business;
e) Proposed Special Issue;
f) Proposed Offer for Sale;
g) Proposed Acquisition of MPR;
h) Proposed Acquisition of Plastronic;
i) Proposed Transfer of Listing Status;
j) Proposed Disposal/Liquidation; and
k) Proposed General Offer Waiver (GO Waiver)
(Collectively referred to herein as "Proposed Restructuring")
The transactions contemplated above are inter-conditional to
each other save for the Proposed Acquisition of MPR, Plastronic
and Disposal/Liquidation. The Proposed Acquisition of MPR,
Plastronic and Disposal/Liquidation are conditional upon the
completion of the other proposals under the Proposed
Restructuring but not vice versa.
On 3 May 2002, Am Merchant Bank Berhad has made announcement on
behalf of the Board of Directors of KIB to seek the approval of
KLSE for an extension of time of three (3) months, from 3 May
2002 to 3 August 2002 for KIB to make the submission of its
proposal to the authorities.
On 18 June 2002, Am Merchant Bank has made announcement on
behalf of the Board of Directors of KIB that Kuala Lumpur Stock
Exchange has, vide its letter dated 17 June 2002, approved the
Company's application for an extension of time to make the
required submission to the authorities. The extension of time is
effective from 3 May 2002 to 3 August 2002.
Currently, KIB is in the midst of securing the approval-in-
principle from its creditors for the Proposed Restructuring.
KEMAYAN CORPORATION: In the Midst of Debt Scheme Finalization
-------------------------------------------------------------
Public Merchant Bank Berhad, on behalf of Kemayan Corporation
Berhad announced that the Company is in the midst of finalizing
a restructuring plan, which will regularize its financial
condition, to be agreed upon between the Company and the
creditors of the KCB Group i.e. Scheme Creditors. Following
this, the details of the proposed restructuring scheme will,
upon finalization, be announced accordingly.
On 11 July 2002, KCB applied to the Kuala Lumpur High Court
(Court) for further extension of the Restraining and Stay Order
(RO). The Court granted an adjournment with an interim extension
until 15 August 2002, whereby the Court is scheduled to hear the
RO extension application.
On 19 July 2002, KCB, Encik Ismail bin Othman (IBO), Duta Nilai
Holdings Sdn Bhd (DNH), Encik Hider bin Othaman (HBO) and Encik
Mohd Razip bin Hamzah (MRBH) agreed to extend the expiry date of
the Memorandum of Understanding entered into between KCB, IBO,
DNH, HBO and MRBH for three (3) months to 19 October 2002.
IDRIS HYDRAULIC: KFCH Grants Proposed Scheme Time Extension
-----------------------------------------------------------
On behalf of Idris Hydraulic (Malaysia) Bhd, Commerce
International Merchant Bankers Berhad on 4 July 2002 announced
that the Controller of Foreign Exchange, the Ministry of
International Trade and Industry (MITI) and Bank Negara Malaysia
(BNM) had vide their letters dated 1 July 2002, 3 July 2002 and
3 July 2002 respectively, stated that they have no objections to
the revised Proposed Restructuring Exercise. However, the
approval of MITI is subject to the approval from the Foreign
Investment Committee and Securities Commission while the
approval of BNM is subject to IHMB obtaining the approval from
other regulatory authorities.
On the same day, CIMB announced that the Kuala Lumpur Stock
Exchange (KLSE), via its letter dated 4 July 2002, granted a
further extension of time until 30 September 2002 to obtain the
necessary approvals for the implementation of the Proposed
Restructuring Exercise of IHMB.
On 19 July 2002, IHMB announced that, in view of the Settlement
Agreement entered into between KFC Holdings (Malaysia) Bhd
(KFCH) and IHMB, KFCH agreed to grant an extension of period
until 21 October 2002 for IHMB to obtain its shareholders'
approval at a general meeting in respect to IHMB's Proposed
Restructuring Exercise and an extension period until 20 December
2002 for IHMB to procure the transfer and registration of the
title of Wisma KFC in the name of KFCH and/or its nominees as
legal and beneficial owner free of any encumbrances.
There are no other changes in the Proposed Restructuring
Exercise.
SASHIP HOLDINGS: Court Adjourns Petitions Hearing to September
--------------------------------------------------------------
The Board of Directors of Saship Holdings Berhad, informed that
further to the hearing of the Petition for the sanction of the
Restructuring Scheme, the Petition for Capital Reduction and the
Summons for Direction at the High Court of Malaya (the Court) on
30 July 2002, the Court granted an order in terms of the Summons
for Direction in that the list of creditors is to be dispensed
with. The hearing of both the Petitions will be held on 2
September 2002 and the Petition for Capital Reduction is to be
advertised at least three weeks before the date of hearing of
the Petition.
SCK GROUP: In Financial Regularization Talks With Lenders
---------------------------------------------------------
SCK Group Berhad announced the status of the Company's plan to
regularize the Company's Financial Condition for the month ended
31 July 2002 as follows:
MONTHLY UPDATE ON THE STATUS OF SCK PLAN TO REGULARISE THE
COMPANY'S FINANCIAL CONDITION
The Company is negotiating with its Lenders to finalize certain
outstanding matters on several issues. Upon the approval of the
Lenders on the several issues, Aseambankers Malaysia Berhad will
on behalf of the Company submit the following documents to the
relevant authorities namely Securities Commission and Kuala
Lumpur Stock Exchange for their respective approvals:
(i) the Abridged Prospectus for the Rights Issue with Free
Warrants; and
(ii) the relevant Listing Applications.
FURTHER ANNOUNCEMENTS
Further announcements on the progress of the implementation of
SCK plan would be made monthly or as and when required.
TAI WAH: Releases Proposed Restructuring Exercise Status Update
---------------------------------------------------------------
Tai Wah Garments Manufacturing Berhad, in compliance with KLSE
PN 4, updated the status of its proposed restructuring exercise
to regularize its financial condition for the month ended July
2002.
The Company has announced on 2 July 2002 the Proposed Disposals
of the entire equity interest in its wholly-owned subsidiary,
Tai Wah Garments Industry Sdn Bhd and the landed properties of
the Company and Maxfit Textiles Corporation Sdn Bhd, another
wholly-owned subsidiary of the Company to Ramatex Berhad for
total cash consideration of approximately RM43.8 million.
The Proposed Disposals represent the first step towards
resolving the indebtedness of the Company to its creditors. The
Board of Directors will find suitable assets to be injected into
the Company upon the completion of the Proposed Disposals.
The Company has submitted the application in relation to the
Proposed Disposals and Proposed Utilization of Proceeds to the
Securities Commission for their consideration and approval on 30
July 2002.
TECHNO ASIA: Updates Defaulted Payment Status
---------------------------------------------
Mr. Lim Tian Huat and Mr. Chew Cheng Leong of Messrs. Arthur
Andersen & Co. were appointed Special Administrators (SAs) over
Techno Asia Holdings Berhad (TECASIA) and a subsidiary company,
Prima Moulds Manufacturing Sdn. Bhd. (PMMSB) on 2 February,
2001. The Special Administrators were subsequently appointed
over the following subsidiary companies of TECASIA on 30 April,
2001:
1. Mount Austin Properties Sdn. Bhd.;
2. Cempaka Sepakat Sdn. Bhd.;
3. Ganda Edible Oils Sdn. Bhd.;
4. Litang Plantations Sdn. Bhd.;
5. Wisma Dindings Sdn. Bhd.;
6. Ganda Plantations (Perak) Sdn. Bhd.; and
7. Techno Asia Venture Capital Sdn. Bhd. (collectively known
as the "Affected Companies")
Pursuant to the announcement dated 3 July, 2002 in respect of
Practice Note 1/2001, TECASIA wishes to announce that the
Company and its subsidiaries, namely Mount Austin Properties
Sdn. Bhd (Special Administrators Appointed), PMMSB (Special
Administrators Appointed), Prima Moulds Sdn. Bhd. and Ganda
Energy & Holdings Inc. continue to default in payments of their
loan interest and principal sums owing to several financial
institutions. The outstanding amounts as at 30 June, 2002 are
detailed at http://www.bankrupt.com/misc/TCRAP_TECASIA0806.gif
Measures Taken to Address the Default
TECASIA is considered as an "affected listed issuer" pursuant to
PN4/2001.
Further to the measures undertaken as announced on 3 July, 2002,
there have been no major changes to the status of TECASIA's plan
to regularize its financial position.
Implications in respect of the Default in Payments
TECASIA announced that Pengurusan Danaharta Nasional Berhad had
on 30 January, 2002 granted an extension of twelve (12) months
to the moratorium previously in effect for TECASIA and PMMSB and
seven other subsidiaries pursuant to Section 41(3). The said
extension will expire on 1 February 2003 and 30 April 2003
respectively. All legal actions initiated against TECASIA and
other affected subsidiaries will be stayed and any petition for
winding-up, or any appointment of a receiver, receiver and
manager or provisional liquidator cannot proceed during the
moratorium period.
TONGKAH HOLDINGS: Still in Rescue Scheme Talk With Creditors
------------------------------------------------------------
Tongkah Holdings Berhad, with reference to the status of THB's
plan to regularize its financial condition, informed that the
Company is still in rescue scheme negotiations with interested
parties, as well as with its major creditors to restructure the
existing debts of the THB Group.
The Company has also written to the Kuala Lumpur Stock Exchange
(Exchange) on 5 July 2002 for an extension of time of two months
from 5 July 2002 to make the requisite announcement (as defined
under PN4) and is awaiting the Exchange's approval.
TRANS CAPITAL: Proposes Corporate, Debt Restructuring Scheme
------------------------------------------------------------
AmMerchant Bank Berhad announced, on behalf of the Directors of
Trans Capital Holding Berhad that it is proposing a Corporate
and Debt Restructuring Scheme (Proposed Corporate and Debt
Restructuring Scheme) comprising inter-alia:
* Proposed exchange of shares pursuant to a scheme of
arrangement under Section 176 of the Companies Act, 1965 (the
Act) between TCHB, all its shareholders and AWC Facility
Solutions Berhad (AWC), whereby all the existing shareholders of
TCHB will exchange all their shares in TCHB for new ordinary
shares of RM0.50 each (Shares) in AWC on the basis of one (1)
AWC Share for every twelve (12) TCHB shares of RM 1.00 each in
TCHB at an issue price of RM0.60 per AWC Share (Proposed Share
Exchange)
* Proposed settlement , pursuant to section 176 of the
Companies Act.
* Proposed Acquisitions of Acquiree Companies;
* Proposed Restricted Issue.
* Proposed placement and proposed public issue totaling
17,100,000 AWC Shares at an issue price of RM0.60 per share to
public placees to be identified by the vendors, to the existing
shareholders of TCHB and to public investors;
* the de-listing of the Company from the Second Board of the
KLSE and the transfer of the listing status of the Company to
AWC and the listing and quotation for the entire enlarged issued
and paid up capital of AWC;
* Proposed waiver for certain of the vendors from undertaking
a mandatory general offer for the remaining Shares in AWC
For full details of Proposed Corporate and Debt Restructuring
Scheme, please refer to the document found at
http://www.bankrupt.com/misc/TCRAP_TCHB0806.pdf
UCP RESOURCES: Issues Monthly Defaulted Payment Update
------------------------------------------------------
UCP Resources Berhad, in accordance with Practice Note No.
1/2001 of the Kuala Lumpur Stock Exchange Listing Requirements
and further to its earlier announcement made, provided an update
on its default in payment as follows:
(i) UCP Manufacturing (M) Sdn Bhd, a subsidiary of UCP
Resources Bhd, as at 31 July 2002, defaulted in repayment of
Bankers Acceptance, Overdraft, Term Loan and Current Account
amounting to RM40,101,812 made up of a principal sum of
RM39,693,440 and interest of RM408,372;
(ii) UCP Marketing (M) Sdn Bhd, a subsidiary of UCP Resources
Bhd, as at 31 July 2002, defaulted in repayment of Bankers
Acceptance and Term Loan amounting to RM5,616,808 made up of a
principal sum of RM5,557,901 and interest of RM58,907 ;
(ii) UCP Geotechnics (M) Sdn Bhd, a subsidiary of UCP
Resources Bhd, as at 31 July 2002, defaulted in repayment of
Bankers Acceptance and Overdraft amounting to RM12,706,755 made
up of a principal sum of RM12,530,024 and interest of RM176,731
; and
(iii) Universal Concrete Products Sdn Bhd, a subsidiary of
UCP Resources Bhd, as at 31 July 2002, defaulted in repayment of
Bankers Acceptance amounting to RM2,507,168 made up of a
principal sum of RM1,500,000 and interest of RM1,631.
The UCP Group shall make periodic announcement on a monthly
basis to the Exchange of the current status of the default and
of the steps taken to address the default until such time when
it is remedied. A copy of the detailed defaulted payment is
found at http://www.bankrupt.com/misc/TCRAP_UCP0806.xls
UH DOVE: Awaits FIC's Debt Workout Scheme Extension Approval
------------------------------------------------------------
On behalf of UH Dove Holdings Berhad, Malaysian International
Merchant Bankers Berhad (MIMB) in respect of the Proposed Rescue
cum Debt Restructuring Scheme, announced that the Company has
submitted a plan to regularize its financial condition to the
Securities Commission (SC), the Foreign Investment Committee
(FIC) and the Ministry of International Trade and Industry
(MITI) on 28 February 2001.
Subsequently, the Board has also made the announcements, found
at http://www.bankrupt.com/misc/TCRAP_UH0806.pdf,in relation to
the Proposals.
Currently the Company is awaiting the reply from the FIC on its
application for an extension of time to increase the bumiputera
equity of the Company to at least 30% before 31 August 2003.
The Company's draft Abridged Prospectus in relation to the
Proposed Rights Issue is also currently under the SC's review.
The Board of UHD announced that the Company had on 22 July 2002
completed the Debt Restructuring by issuing and allotting
32,488,497 new ordinary shares of RM1.00 each in UHD (New
Shares) at par to the respective lenders of U.H. Industries Sdn.
Bhd. and Dove Industries Sdn. Bhd. as part settlement of bank
borrowings and the balance by cash (Proposed Debt
Restructuring).
The Company had also on 22 July 2002 completed the Acquisitions
of Bertam Development Sdn. Bhd. (Bertam), Budaya Identiti Sdn.
Bhd. (Budaya) and Syarikat Sungei Buan Sdn. Bhd. (SSB) by the
issuance and allotment of 99,659,000 new ordinary shares of
RM1.00 each in UHD (New Shares) at par to the respective vendors
of Bertam, Budaya and SSB.
The Company had on 30 July 2002 applied to the Exchange for the
listing and flotation of the New Shares on the Second Board of
the Exchange.
On 20 June 2002, the Company had also via MIMB announced the
approval obtained from the SC for the extension of time up to 28
September 2002 to implement the Company's Proposals.
The Board of UHD will endeavor to complete the whole exercise by
2002.
WEMBLEY INDUSTRIES: Presents Revised Proposals to Creditors
-----------------------------------------------------------
Wembley Industries Holdings Berhad is an "affected issuer"
pursuant to Practice Note 4/2001 (PN4) of the Listing
Requirements of the Kuala Lumpur Stock Exchange
(KLSE). The KLSE has, vide their letter dated 31 July 2002
approved an extension of time form 1 July 2002 to 31 July 2002
to enable WIHB to announce its Requisite Announcement
In order to regularize the financial conditions of WIHB to
maintain its listing status, Alliance Merchant Bank Berhad, on
behalf of WIHB announced the following revised proposals which
have been presented to the relevant lenders and creditors of
WIHB and/or its subsidiary and which shall supersede the
proposals previously announced on 14 December 1999:
(i) proposed capital reduction (Proposed Capital Reduction
and Consolidation);
(ii) proposed debt restructuring involving the issuance of
approximately RM320.931 million nominal value of 1% 10-year
irredeemable convertible unsecured loan stocks (ICULS) at 100%
of its nominal value and approximately 32.093 million free
detachable warrants (Warrants) on the basis of one (1) Warrant
for every RM10.00 nominal value of ICULS issued (Proposed Debt
Restructuring);
(iii) proposed renounceable two-call rights issue of 144.475
million new ordinary shares of RM1.00 each ("Shares" or "WIHB
Shares") (Rights Shares) together with 144.475 million free
detachable Warrants at a proposed issue price of RM1.00 per
Rights Share, on the basis of five (5) Rights Shares with five
(5) Warrants for every two (2) Shares held in WIHB after the
Proposed Capital Reduction and Consolidation (Proposed Rights
Issue); and
(iv) proposed increase in the authorized share capital of
WIHB from the existing RM500,000,000 comprising 500,000,000
Shares to RM1,500,000,000 comprising 1,500,000,000 Shares.
DETAILS OF THE PROPOSALS
Proposed Capital Reduction and Consolidation
The Proposed Capital Reduction and Consolidation shall involve
the following:
(i) reduction of the existing issued and paid-up share
capital of WIHB of RM144.475 million comprising 144.475 million
Shares to RM57.790 million comprising 144.475 million ordinary
shares of RM0.40 each by canceling RM0.60 of the par value of
RM1.00 of each existing Share pursuant to Section 64 of the
Companies Act, 1965; and
(ii) subsequent consolidation of 144.475 million ordinary
shares of RM0.40 each into 57.790 million ordinary shares of
RM1.00 each upon which the sum of RM1.00 each shall be credited
as having been fully paid-up.
Fractions of a share arising from the Proposed Capital Reduction
and Consolidation will be dealt with by the Directors of the
Company as they may deem fit. A sanction from the High Court of
Malaya for the Proposed Capital Reduction and Consolidation
pursuant to Section 64 of the Companies Act, 1965 would be
sought after the approval of the Securities Commission (SC) and
the shareholders of WIHB have been obtained.
The Proposed Capital Reduction and Consolidation will give rise
to a credit of approximately RM86.685 million which will be
utilized to reduce the Company's accumulated losses. Based on
the audited consolidated financial statements of WIHB for the
financial year ended 31 December 2001, the accumulated losses of
WIHB amounted to RM241.138 million.
Proposed Debt Restructuring
The Proposed Debt Restructuring shall involve the restructuring
of the bank borrowings (Loans) and amounts owing to certain
creditors of WIHB and/or its subsidiaries ("WIHB Group" or
"Group") (Amounts Owing) of approximately RM600.186 million
(including principal and interest) as at 31 December 2001, as
set out in Table 1 herein, by the issuance of approximately
RM320.931* million nominal value of ICULS at 100% of its nominal
value and approximately 32.093* million Warrants as follows:
Secured Loans
The Proposed Debt Restructuring in respect of the WIHB
Group's secured loan of RM76.026 million (including principal
and interest) as at 31 December 2001 shall involve the
following:
(i) Capitalization of an amount of RM10 million of interest
on the secured loan into principal (Interest Capitalization);
(ii) Waiver of the balance of outstanding interest
(including all penalty and late charges) after the Interest
Capitalization, up to the settlement of the secured loans
(Secured Loans Interest Waiver); and
(iii) As full and final settlement of the balance of the
secured loan of RM60 million, after the Interest Capitalization
and Secured Loans Interest Waiver, WIHB shall issue the
following:
(a) RM60 million nominal value of ICULS at 100% of its
nominal value, on the basis of RM1.00 nominal value of ICULS for
every RM1.00 outstanding secured loans; and
(b) 6 million Warrants on the basis of one (1) free
Warrant for every RM10.00 nominal value of ICULS issued to the
secured lenders pursuant to the Proposed Debt Restructuring.
Unsecured Loans and Amount Owing to creditors
The Proposed Debt Restructuring in respect of the WIHB
Group's unsecured loans (including principal and interest) and
Amount Owing totaling RM524.160 million as at 31 December 2001
shall involve the following:
(i) Waiver of all outstanding interest (including all
penalty and late charges) on the unsecured loans and Amounts
Owing up to the settlement of the unsecured loans and Amounts
Owing (Unsecured Loans Interest Waiver);
(ii) Waiver of RM111.827 million representing 30% on the
principal amount of the unsecured loans and Amounts Owing of
RM372.758 million as at 31 December 2001 (Hair Cut);
(iii) As full and final settlement of the balance unsecured
loans and Amounts Owing of RM260.931 million after the Unsecured
Loans Interest Waiver and "Hair Cut", WIHB shall issue the
following:
(a) RM260.931 million nominal value of ICULS at 100% of
its nominal value, on the basis of RM1.00 nominal value of ICULS
for every RM1.00 unsecured loans and Amounts Owing; and
(b) 26.093 million Warrants on the basis of one (1) free
Warrant for every RM10.00 nominal value of ICULS issued to the
unsecured lenders and creditors pursuant to the Proposed Debt
Restructuring.
Note:
* The Loans and Amount Owing as stated in this announcement and
therefore the nominal value of ICULS and the number of Warrants
to be issued may be subject to change. The indicative salient
terms of the ICULS and Warrants are set out in Table 2 and 3
respectively at http://bankrupt.com/misc/WEMBLEY.html.
A lender and/or creditor of WIHB shall undertake a proposed
placement of RM100,000 nominal value of ICULS such that there
will be at least 100 holders of the ICULS to meet the
requirement for the admission to the Official List and listing
of and quotation for the ICULS on the KLSE.
Proposed Rights Issue
WIHB proposes a renounceable two-call rights issue of 144.475
million Rights Shares together with 144.475 million Warrants at
a proposed issue price of RM1.00 per Rights Share, of which the
first call of RM0.50 per Share is payable in cash upon
application and the second call of RM0.50 per Share is payable
out of WIHB's audited share premium account, on the basis of
five (5) Rights Shares together with five (5) Warrants for every
two (2) Shares held in WIHB after the Proposed Capital Reduction
and Consolidation.
Entitlement to the Rights Shares will be based on the
shareholders whose names appear on the Record of Depositors of
WIHB with Malaysian Central Depository Sdn Bhd at the close of
business, on a date to be determined by the Board of Directors
of the Company after obtaining the approvals of the SC and the
shareholders of WIHB.
In determining the Company's shareholders' entitlements to the
Rights Shares, fractional entitlements will be disregarded.
Warrants
The Warrants will be issued together with the Rights Shares.
Should the shareholders of WIHB renounce their entitlements to
the Rights Shares, they will not be entitled to the Warrants.
The subscribers and/or renouncees of the Proposed Rights Issue
for the Rights Shares will be entitled to the Warrants on the
basis of one (1) Warrant for every Rights Share subscribed.
The indicative salient terms of the Warrants are set out in
Table 3 at http://bankrupt.com/misc/WEMBLEY.html
Proposed Issue Price of the Rights Shares
The Rights Shares is proposed to be issued at RM1.00 of which
the first call of RM0.50 per Share is payable in cash upon
application and the second call of RM0.50 per Share is payable
out of WIHB's audited share premium account.
The said proposed issue price is arrived at after taking into
consideration that the WIHB Share are trading below the par
value of WIHB Shares of RM1.00.
Ranking of the Rights Shares
The Rights Shares shall upon issue and allotment, rank pari
passu in all respects with the existing WIHB Shares then in
issue after the Proposed Capital Reduction and Consolidation,
save and except that they shall not be entitled to any
dividends, rights, allotment and/or distributions which may be
declared, the entitlement date of which is prior to the date of
allotment of the said Rights Shares. For the purpose hereof, the
entitlement date means the date as at the close of business on
which the shareholders must be registered as members of the
Company in order to be entitled to any dividends, rights,
allotments and/or distributions.
Utilization of Proceeds
The gross proceeds from the Proposed Rights Issue of RM72.238
million will be utilized substantially for the construction of
the Plaza Rakyat Project (Project) and estimated expenses for
the Proposals. The proceeds from the exercise of Warrants will
be utilized for working capital and/or repayment of bank
borrowings of the WIHB Group.
Proposed Increase In Authorized Share Capital
The present authorized share capital of WIHB is RM500 million
comprising 500 million Shares. In order to accommodate the issue
of new Shares pursuant to the Proposals and any future
proposals, which require capital expansion, the authorized share
capital of WIHB is proposed to be increased to RM1,500 million
comprising 1,500 million Shares.
RATIONALE FOR THE PROPOSALS
The Loans and Amount Owing amounted to an aggregate of RM600.186
million (including principal and interest) as at 31 December
2001. Based on the existing financial position of the WIHB
Group, the Group is not able to service or repay its Loans or
Amounts Owing.
The WIHB Group's current prospects lies mainly in Plaza Rakyat
Project. The Project comprises a retail shopping complex, office
tower, hotels and an integrated transport hub housing central
bus terminal and the Light Rail Transit Station. Currently, the
construction works for the Project remain focused on the
completion of the bus and taxi terminal, the retail podium and
the budget hotel, which require an additional funding.
The Project is dependent on the successful implementation of the
Proposals and securing the requisite funding. The Proposals are
also intended to regularize the financial conditions and the
level of operations of WIHB Group under PN4 and Practice Note
No. 10 of the Listing Requirements of the Kuala Lumpur Stock
Exchange in order to maintain its listing status.
The Proposed Capital Reduction and Consolidation is structured
to write-off a substantial amount of the accumulated losses to a
more manageable level and to improve the financial position of
the WIHB Group.
The Proposed Debt Restructuring is expected to help address the
present difficulty experienced by the WIHB Group in meeting its
debt obligations due to the current cashflow position of the
Group.
The additional free Warrants serve as a sweetener for the
lenders/creditors in relation to the Proposed Debt
Restructuring. In addition, the ICULS and free warrants to be
issued will also provide the lenders and creditors with an exit
route and an opportunity to capitalize on the up-side potential
in the event the market price of WIHB Shares appreciate with the
completion of the Proposals and the Project.
The Proposed Rights Issue will raise the funds to part finance
the development of the Project. This will facilitate the
completion of the Project, which is expected to generate the
cashflow and profits for the WIHB Group, upon completion.
The free Warrants attached to the Rights Shares represent a
sweetener for the shareholders to subscribe for the Proposed
Rights Issue which, upon exercise of the Warrants, will also
help mitigate the dilution of their shareholding after the
conversion of the ICULS.
FINANCIAL EFFECTS
Share Capital
The Proposals will increase the issued and paid-up share capital
of WIHB as set out in Table 4 at
http://bankrupt.com/misc/WEMBLEY.html
Net tangible assets (NTA)
Assuming the maximum of Loans and Amounts Owing will be
restructured pursuant to the Proposed Debt Restructuring, the
proforma consolidated NTA per Share of WIHB based on the audited
consolidated financial statement as at 31 December 2001 is
expected to increase by RM0.63 per Share after the completion of
the Proposals and by a further RM0.11 per Share after full
conversion of the ICULS and assuming full exercise of the
Warrants, subject to the review of the reporting accountants.
Earnings
The Proposed Debt Restructuring is expected to enhance the
earning of the WIHB Group in the future due to the Interest
Waivers and Hair Cut as well as the coupon rate of 1% for the
ICULS compared to the interest rate for the Loans. In addition,
the Proposed Rights Issue is also expected to improve the future
earnings of the WIHB Group as the proceeds raised is proposed to
be channeled towards the Group's development project.
Shareholdings of Major Shareholders
The effects of the Proposals on the shareholdings of WIHB
Group's major shareholders are set out in Table 5 at
http://bankrupt.com/misc/WEMBLEY.html
Dividends
Due to the tight liquidity position of the Company, the
Directors of WIHB are of the opinion that the Company would not
be in a position to declare any dividends for the financial
years ending 31 December 2002 and 2003.
Gearing
Assuming the maximum Loans and Amounts Owing will be
restructured pursuant to the Proposed Debt Restructuring, the
gearing of the WIHB Group is expected to decrease by 14.25 times
upon completion of the Proposals and by a further 0.45 times
after the full conversion of the ICULS and assuming the full
exercise of the Warrants.
APPROVALS REQUIRED
The Proposals are subject to, inter-alia, the following
approvals being obtained:
(i) SC for the Proposed Debt Restructuring and the Proposed
Rights Issue and the registration of the abridged prospectus to
be issued in relation to the Proposed Rights Issue;
(ii) Foreign Investment Committee;
(iii) Bank Negara Malaysia;
(iv) KLSE for the admission of the ICULS and Warrants to the
Official List and the listing of and quotation for the ICULS,
Rights Shares, Warrants and the new shares to be issued and
allotted pursuant to the exercise of the Warrants and conversion
of the ICULS;
(v) Shareholders of WIHB at an extraordinary general meeting
to be convened;
(vi) Relevant lenders/creditors for the Proposed Debt
Restructuring;
(vii) Companies Commission of Malaysia for the lodgment of
the abridged prospectus in relation to the Proposed Rights
Issue;
(viii) High Court of Malaya in relation to the Proposed
Capital Reduction and Consolidation; and
(ix) Any other relevant authorities/parties.
DIRECTORS' AND MAJOR SHAREHOLDERS' INTERESTS
Ekran Berhad (Ekran) is a major shareholder of WIHB and a
creditor involved in the Proposed Debt Restructuring. Hence,
Ekran is deemed interested in the Proposed Debt Restructuring.
Tan Sri Dato' (Dr) Ting Pek Khiing (Tan Sri Ting), Dato' Stanley
Isaacs (Dato Isaacs) and Peter Ling Ee Kong (Peter Ling) are
Directors of WIHB and Ekran. Tan Sri Ting and Dato' Isaacs have
shareholdings in Ekran and Dato' Isaacs's equity interest in
Ekran was by virtue of his exercise of his options granted under
an employees share option scheme of Ekran. Hence, Tan Sri Ting,
Dato' Isaacs and Peter Ling are deemed interested in the
Proposed Debt Restructuring.
Save for the above and insofar as the Directors of WIHB are
aware, none of the Directors and/or major shareholders of WIHB,
nor any persons connected to the Directors and/or major
shareholders of WIHB have any interest, direct or indirect, in
the Proposals.
DIRECTORS' STATEMENT
The Directors of WIHB, having considered all aspects of the
Proposals are of the opinion that the Proposals are in the best
interest of the Company and of the Group and that the terms and
conditions are fair and reasonable.
ESTIMATED TIME FRAME FOR THE COMPLETION OF THE PROPOSALS
Barring any unforeseen circumstances and subject to the approval
of the shareholders of WIHB and all relevant authorities, the
Proposals are expected to be completed in the financial year
ending 31 December 2003.
DEPARTURE FROM THE SC'S POLICIES AND GUIDELINES ON ISSUE/OFFER
OF SECURITIES
The SC requires the issue price of Rights Shares and the
convertible/exercise price of the ICULS and Warrants be set
after the approval of the SC.
As the Board of Directors of WIHB is proposing to pre-fix the
issue price of the Rights Shares and the conversion/exercise
price of the ICULS and Warrants, Alliance, on behalf of WIHB,
will seek a waiver from the SC from having to comply with the
said requirements.
Save as disclosed above, insofar as the Directors of WIHB are
able to ascertain and are aware of, the Proposals have not
departed from the SC's Policies and Guidelines on Issue/Offer of
Securities.
FURTHER ANNOUNCEMENT
Further announcement is expected to be made upon the signing of
the debt restructuring agreement.
APPLICATION TO THE RELEVANT AUTHORITIES
Barring any unforeseen circumstance, applications will be made
to the relevant authorities within two (2) months from the date
of this announcement.
WING TIEK: August Formal Definitive Agreement Execution Likely
--------------------------------------------------------------
Wing Tiek Holdings Berhad, in respect of the extension of time
of a further one month to execute the formal definitive
agreement as agreed by the Company and JAKS Sdn Bhd, informed
that the details of the formal definitive agreement on the
Proposed Corporate Debt Restructuring Scheme are being finalized
and the Board expects to execute the said agreement on or before
16 August 2002.
On July 22, TCR-AP reported that the Company and JAKS Sdn. Bhd.
have expressly agreed to a further extension of time of one
month to execute the formal definitive agreement on the Proposed
Corporate Debt Restructuring Scheme. The extension of time
commenced on 18 July 2002. Both parties have agreed that all
terms and conditions of the Memorandum of Understanding entered
on 5 June 2002 shall continue and remain valid until the
execution of the formal definitive agreement.
=====================
P H I L I P P I N E S
=====================
DMCI HOLDINGS: Delisting of Shares
----------------------------------
DMCI Holdings, Inc. said that a total of 1,390 preferred shares
shall be delisted from the official registry of the Philippine
Stock Exchange effective Monday, August 5, 2002. This brings the
number of the Company's outstanding preferred shares to
1,149,214.
TCR-AP reported in April that DMCI Holdings Inc. has warned it
will not be able to wholly redeem or buy back the P2.4 billion
(US$46.98 million) convertible preferred shares it issued in
April five years ago due to financial constraints, citing DMCI
Chief Finance Officer Herbert M. Consuji.
FIRST PHILIPPINE: PRS A Rating for FPHC's LTCPs Maintained
----------------------------------------------------------
"First Philippine Holdings Corporation's (FPHC) PRS A rating
for its outstanding P800 million LTCPs falling due between
November 2003 and January 2004 is being maintained,"
PhilRatings announced Friday, as FPHC raised funds to meet
obligations due on August 4. FPHC will have to settle USD 86
million (inclusive of premium) of convertible notes, originally
in the sum of USD 74 million on which there was a put option.
The creditors have given notice that they will exercise the put
option. FPHC drew on a new facility, arranged by Credit Suisse
First Boston, on August 1, and proceeds amounted to USD 50
million. As of last week, FPHC already had USD 60 million in
cash to partially cover the USD 86 million which has to be paid
by August 4.
FPHC, through a wholly owned offshore subsidiary, FPH Fund
Corporation (FPH Fund), has issued FRNs to institutional
investors to raise the needed funds. The coupon for the FRNs is
indexed against LIBOR. The FRNs have a final maturity of seven
years but allow for redemption at the option of either investors
or FPH Fund in three and five years, respectively.
A rating of PRS A is defined as: "With favorable investment
attributes and are considered as upper-medium grade obligations.
Factors giving security to principal and interest are considered
adequate, but elements may be present which suggest a
susceptibility to impairment some time in the future."
PhilRatings continues to monitor developments affecting FPHC.
NATIONAL BANK: Govt, Tan Agree to Sell Shares in Five Years
-----------------------------------------------------------
The government and businessman Lucio Tan, each owning about 45
percent of Philippine National Bank, have signed a memorandum of
agreement to sell at least 67 percent of the bank in three to
five years, tapping JP Morgan Chase to facilitate the sale, a
source familiar with the agreement told the AFX-Asia News.
No other details were immediately available. (M&A REPORTER -
ASIA PACIFIC, Vol. No.1, Issue No. 153, August 5, 2002)
PHILIPPINE LONG: Encouraging Performance in 1H02, Pangilinan
------------------------------------------------------------
Manuel V. Pangilinan, President and Chief Executive Officer of
Philippine Long Distance and Telephone Co (PLDT), noted that the
first half performance of Philippine Long Distance and Telephone
Co for 2002 was encouraging. PLDT management continues to
execute its strategy of transforming the Company from a
predominantly fixed line telephone Company into a full service
telecommunications provider, operating the businesses of the
PLDT Group to achieve improved efficiencies, and deleveraging
PLDT's balance sheet through the completion of key components of
its liability management program.
"Notwithstanding the uncertainties at the shareholders' level,
the Board and management of PLDT remain firmly focused towards
achieving the targets that it has set out to accomplish for this
year and beyond," commented Pangilinan.
"Our strong mid-year performance should assuage any fears or
doubts regarding our priorities and commitment towards enhancing
shareholder value, maintaining our leadership position in all
our lines of business, and delivering the best service to our
consumers," Pangilinan concluded.
PHILIPPINE LONG: Gokongwei Bid May Affect Operations
----------------------------------------------------
As the management has made headway in addressing its debt
problems and achieving performance targets, Philippine Long
Distance and Telephone Co (PLDT) said the Gokongwei group's bid
to take over PLDT may adversely affect the Company's operations
and financial position.
In a statement, PLDT said that if First Pacific Co Ltd's joint
venture with the Gokongwei group to take over the Company pushes
through, it will result in adverse effects such as replacement
of the current board and management and events of default in its
long-term debt. PLDT also warned it may be subject to private
and/or public suits if it allows the entry of the Gokongweis,
who own a competing telephone Company.
"Each of these adverse effects may result in a material adverse
effect upon PLDT's performance, results of operations and
financial position," it said.
PLDT said it can provide no assurance that the First Pacific-
Gokongwei joint venture can be executed in a manner that will
avoid such adverse effects.
It said it continues to review with its advisors the memorandum
of agreement signed between First Pacific and the Gokongwei
group, to determine the legal and financial impact of the deal.
It added that it will continue to ensure that all shareholders
have access to material information.
PLDT officials said the strong performance posted by the Company
in the first half and the debt refinancing deals signed to date
shows the capability of its management team.
"Our strong mid-year performance should assuage any fears or
doubts regarding our priorities and commitment towards enhancing
shareholder value, maintaining our leadership position in all
our lines of business, and delivering the best service to our
consumers." (M&A REPORTER - ASIA PACIFIC, Vol. No.1, Issue No.
153, August 5, 2002)
PHILIPPINE TOBACCO: Issues Board of Directors Meeting Results
-------------------------------------------------------------
At the special meeting of the Board of Directors of Philippine
Tobacco Flue-Curing & Redrying Corporation held on July 31,
2002, at which meeting a quorum was present and acting
throughout, the Corporation's manual on corporate governance was
discussed and approved, subject to approval by the Securities
and Exchange Commission (SEC).
A copy of the manual will be submitted to the SEC shortly. In
connection with the foregoing, the Board of Directors confirmed
the designation of Mr. Albert C. Eufemio as the compliance
officer of the corporation and the designation of the following
directors as the members of the audit committee:
Alonzo Q. Anchetaemmeline S. Huangjose P. Leviste, Jr.Atty.
Alonzo Q. Ancheta, as an independent director was also Appointed
as the Chairman of the audit committee.
Impact of the reported facts on the registrant's current or
future operations, its financial position or results of
operations the matters taken up and approved at the
aforementioned meeting shall ensure compliance by the registrant
with SEC memorandum circular no. 2, series of 2002.
TCR-AP reported in February that the Corporation has been losing
money from its tobacco business in the past three years and does
not expect to recover in the foreseeable future. The Corporation
must get out of its traditional business to cut its losses. The
Corporation's tobacco sales in the past three years were not
enough to cover expenses.
The situation is expected to worsen in 2002, prompting a
decision to phase out the Corporation's tobacco operations. The
Corporation has earmarked P9 million to cover the separation of
its 348 employees, 320 of which are seasonal workers. The
Corporation's equipment for its tobacco operations shall be
maintained on "mothballed" status, i.e., the same will be
maintained in such a condition as will enable the Corporation to
immediately resume its tobacco operations as soon as its
business prospects improve.
RFM CORP: Result of Annual Stockholders Meeting
-----------------------------------------------
RFM Corporation in a letter to the Philippine Stock Exchange
dated July 31, 2002, disclosed that the Company in their annual
meeting held on Wednesday has approved the following matters in
accordance with its agenda:
1. Election of directors
The stockholders approved the election of these individuals as
directors for 2002 to serve as such until their successors are
duly elected and qualified:
Jose S. Concepcion Jr.Jose Ma. A. Concepcion Iii John Marie A.
Concepcion Ernest Fritz Server Francisco A. Segovia Felicisimo
M. Nacino Jr. Ma. Victoria A. Concepcion Danilo H. Santiagoma.
Lina A. Santiago Joseph D. Server Jr.Jose M. Segoviama. Victoria
Ana C. Monasterior Aissa Hechanova Posadasab Colayco as
Independent Director
Pursuant to section 38 of the securities regulation code (SRC),
the corporation is required to have two independent directors,
however, in this meeting, only one independent director was
elected.
Therefore, one seat remains vacant in the board of directors
until the independent director is duly elected.
2. Appointment of auditor
Sycip, Gorres, Velayo & Company was retained as the external
auditor of the corporation.
3. Approval of financial statements
The 2001 audited financial statements and the auditor's report
prepared by Sycip, Gorres, Velayo & Company were approved.
4. Election of officers
Further, the board of directors of RFM Corporation, in its
organizational meeting immediately following the annual
stockholders' meeting, elected the following officers of the
corporation.
Jose S. Concepcion Jr. - Chairman
Ernest Fritz Server - Vice Chairman
Jose Ma. A. Concepcion Iii - President & Ceo
Felicisimo M. Nacino Jr. - Executive Vice President
Wilfrido E. Arcilla - Executive Vice President / Cfoma. Lina A.
Santiago - Treasurer
Lauro B. Ramos - Assistant Treasurer
Christopher L. Lim - Corporate Secretary
Cristina D. Reyes - Asst. Corporate Secretary
DebtTraders reports that RFM Capital's 2.750 percent convertible
bond due in 2006 (RFM06PHS1) trades between 100 and 100. For
real-time bond pricing, go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=RFM06PHS1
=================
S I N G A P O R E
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ASIA PULP: Debt Repayment Likely in 8-10 Years
----------------------------------------------
Asia Pulp & Paper Co (APP) will be able to repay all or most of
the debt on its Indonesian operations in the next eight to ten
years, AFX Asia and the Asian Wall Street Journal reported,
quoting sources who have seen the reports by auditing firm KPMG.
The Company halted making payments on its US$13.9 billion
outstanding debts in March 2001.
The report said APP's two Indonesian pulp firms, PT Indah Kiat
Pulp & Paper and PT Lontar Papyrus Pulp & Paper Industry should
be able to repay their debts in full in eight to 10 years.
PT Pabrik Kertas Tjiwi Kimia and PT Pindo Deli Pulp & Paper
Mills should be able to repay 80 percent and about forty to
sixty percent of their debt, respectively, during that period,
it adds.
In February, APP said its advisers told creditors that the
Company would repay its debt over thirteen years, and that only
half of the debt for the four Indonesian firms can be supported.
Indah Kiat's total liabilities amounted to US$2.86 billion,
Pindo Deli's at 1.35 billion, Tjiwi Kimia's at 1.24 billion and
Lontar Papyrus at 638 million.
GMG GLOBAL: Issues Profit Warning
---------------------------------
The Directors of GMG Global Ltd, with reference to the
commentary on the current year's prospects in the Half Year
financial statement for the six months ended 31 December 2001,
announced on 25 March 2002.
In it, it was stated that, 'Barring any unforeseen
circumstances, the Directors expect the second half year results
to be marginally better than that of the first half.'
Following a review of the Company's performance, the Directors
believe that the results for the second half year will be
substantially worse than that of the first half year due to the
following factors:
(a) lower production resulting from the effects of the El Nino
(unexpected weather changes and dry spells, etc) on the Group's
operations in West and Central Africa;
(b) unrealized foreign exchange loss resulting from the
strengthening of the Euro; and
(c) increased procurement cost of raw materials due to tighter
supplies and increased competition.
The Directors are in the process of finalizing the full year
results of the Company and Group for the year ended 30 June 2002
and expect to release the announcement before end of September
2002.
The Company, with reference to the announcement made on 17 March
2000, 7 July 2000, 12 January 2001 and 8 June 2001, the
Directors of GMG Global Ltd announced in October that there has
been a revision in the completion date for the purchase by the
Company of the long-term debt owing by Hevecam SA, a subsidiary
of the Company to the State of Cameroon.
Under an Agreement entered between the Minister-In-Charge of
Economy and Finance, State of Cameroon and the Company on 17
March 2000, the Company was granted the right to purchase for
the amount of EURO 16,067,719.23 (FRF 105,397,329), the
outstanding debt of Hevecam owing to the State of Cameroon and
the purchase of the debt was to be completed before 30 June
2000. The Minister has revised the completion date to 31
December 2000, 30 June 2001 and 30 June 2002 on 23 June 2000, 29
December 2000 and 6 June 2001 respectively. The Minister has now
further revised it to 31 December 2002 on 7 June 2002.
The debt amounts to EURO 34,565,260.22 (FRF 226,733,244)
comprising the principal amount of EURO 30,190,178.62 (FRF
198,034,590) and interest of EURO 4,375,081.60 (FRF 28,698,654).
INTERNET TECHNOLOGY: Begins Unit Liquidation, De-Registration
-------------------------------------------------------------
The Board of Directors announced Saturday that eWapp.com Pte
Ltd, a dormant associated Company, has been placed under
members' voluntary liquidation in July 2002.
The Board of Directors also announced that that a dormant
subsidiary of the Company, IncubationLab.com Pte Ltd, with the
approval of the Company, has submitted an application in June
2002 to the Registrar of Companies for its name,
IncubationLab.com Pte Ltd, to be struck off the register
pursuant to the provision of Section 344 of the Companies Act,
Cap. 50.
The de-registration of the dormant subsidiary and the voluntary
liquidation of the dormant associated Company are not expected
to have any material impact on the financial results or the net
tangible assets of the Company for the financial year ending 31
December 2002.
L&M GROUP: Posts Notice of Shareholder's Interest
-------------------------------------------------
L&M Group Investments Ltd posted a notice of changes in Director
and substantial shareholder Edward Seky Soeryadjaya's interest:
Date of notice to Company: 31 Jul 2002
Date of change of interest: 30 Jul 2002
Name of registered holder: The Central Depository (Pte) Ltd
Circumstance(s) giving rise to the interest: Open market
purchase
Shares held in the name of registered holder
No. of shares of the change: 1,000,000
percent of issued share capital: 0.18
Amount of consideration per share excluding brokerage, GST,
stamp duties, clearing fee: 0.03
No. of shares held before change: 2,205,333
percent of issued share capital: 0.41
No. of shares held after change: 3,205,333
percent of issued share capital: 0.59
Holdings of Director/Substantial Shareholder including direct
and deemed interest
Deemed Direct
No. of shares held before change: 18,230,000 2,205,333
percent of issued share capital: 3.36 0.41
No. of shares held after change: 18,230,000 3,205,333
percent of issued share capital: 3.36 0.59
Total shares: 18,230,000 3,205,333
REED GROUP: Expects Losses in FY02
----------------------------------
Reed Group Holdings Ltd. warned of a loss for the first half to
June 30, 2002 and anticipates that it will be in a loss
situation for the full year to Dec 31, 2002, GK Goh reports.
In response to the delays in projected revenue and economic
instability, many cost cutting steps have been undertaken.
In 2001, the Directors of Reed Group Holdings Limited announced
that the Company's performance has been affected by the
deteriorating business climate in the markets in which it
operates.
In particular, sales of the Company's Fourth Edition MDA
Guidelines and its other products have been adversely affected
by poor business sentiment in the USA, made worse by the
September 11 incident. Companies and businesses have, as far as
possible, shelved or deferred decisions to purchase.
The Company has taken immediate steps to further reduce its
operating costs. These steps include cutting both staff numbers
and salaries. On the other hand, the Company is intensifying its
sales and marketing efforts to aggressively pursue international
opportunities as well as those within the USA.
The Directors had stated in the Company's half-year results
announcement that it would be challenging to maintain the same
level of profitability in the current year. The Company's
performance in the second half year will reverse the small
profit achieved in the first half year and the Company's full
year results is expected to be a loss.
===============
T H A I L A N D
===============
RAIMON LAND: Board OKs Placement Agreement With Raimon Tower
------------------------------------------------------------
The Board of Directors' Meeting No.18/2002 of Raimon Land
Planner Company Limited, Plan administrator of Raimon Land
Public Company Limited, held on 1st August, 2002 have resolved
to approve the entry into the Placement Agreement by the Company
in connection with 465,000 new ordinary shares in Raimon Tower
Company Limited (Raimon Tower) at the par value of Bt100 each
with the offering price of Bt100 per share, totaling
Bt46,500,000. Mr. Nigel John Cornick and/or Mr. Robert William
McMillen (acting in the capacity of the plan administrator of
the Company) will be authorised to negotiate, agree, execute and
deliver the Placement Agreement on behalf of the Company.
The entry into the Placement Agreement between the Company and
Raimon Tower is conditional upon:
1. an approval of Thai Asset Management Corporation (TAMC) on
the identity of the Company as the investor of Raimon Tower as
set out the rehabilitation plan of Raimon Tower or
2. the execution of a debt settlement agreement to be entered
into between Raimon Tower and TAMC on the terms acceptable to
the Company within 90 days of the date of the Placement
Agreement or any later date to be agreed by the Company.
The entry into the Placement Agreement between the Company and
Raimon Tower will require the Company to prepare a report and
disclose the information relating to transaction with the with
the minimum information specified in Schedule (1) of the SET''s
regulation regarding rules, procedures and disclosure of
information concerning the acquisition and disposal of assets of
listed companies to the SET.
The Company will also be required to disclose the acquisition or
disposal of assets of listed companies in respect of the entry
into the Placement Agreement to the SET since the value of the
transaction is higher than 50 percent but lower than 100 percent
according to the following calculation:
Total consideration x 100 46,500,000 X 100 = 59.05%
Total net tangible assets of the Company (consolidated)
78,745,555.27
Raimon Tower is not regarded as the connected person under the
SET's regulation regarding rules, procedures and disclosure of
connected transaction of listed companies. Therefore the Company
is not required to prepare a report and disclose information in
this regard.
THAI GRANITE: Files Business Reorganization Petition
----------------------------------------------------
Thai Granite Public Company Limited (DEBTOR), engaged in soap-
stone business, filed its Petition for Business Reorganization
at the Central Bankruptcy Court:
Black Case Number 985/2543
Red Case Number -/2543
Petitioner: THAI GRANITE PUBLIC COMPANY LIMITED by Mr. Sombroon
Sungpiboon, President of powerful Committees
Debts Owed to the Petitioning Creditor: Bt876,568,412
Date of Court Acceptance of the Petition: November 27, 2000
Date of Examining the Petition: December 25, 2000 at 9.00 A.M.
Court postponed the Examining the Petition: February 1 and 2,
2001
Court Hearing has been set on February 15, 2001
Court has cancelled the Petition for Reorganization: February
15, 2001
Contact: Miss Pataree Tel, 6792525 ext 143
THAI HEAT: SET Grants Listed Securities
---------------------------------------
The Stock Exchange of Thailand, starting from August 6,2002,
allowed the securities of Thai Heat Exchange Public Company
Limited (THECO) to be traded on the SET after finishing capital
increase procedures.
Name : THECO
Issued and Paid up Capital
Old : Bt539,594,000
- Common Shares : Bt225,512,000
- Preferred Shares : Bt314,082,000
New : Bt546,228,000
- Common Shares : Bt257,642,000
- Preferred Shares : Bt288,586,000
-
Allocate to : 2,549,600 Preferred Share holders exercise to
2,549,600 common shares and
6,634 Convertible Debenture holders exercise to
663,400 common shares
(par value Bt10 per share)
Ratio : 1 preferred share :1 common share
: 1 convertible debenture : 100 common shares
Exercise Price : -
Exercise Date : June 25 ,2002
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.
This material is copyrighted and any commercial use, resale or
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