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/raid1/www/Hosts/bankrupt/TCRAP_Public/020823.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 Friday, August 23, 2002, Vol. 5, No. 167 Headlines A U S T R A L I A AURORA GOLD: Announces Merger With Abelle Limited DVT HOLDINGS: USC Buys More Relevant Shares ONE.TEL LTD: AmEx Launches Action Against Telco Founder C H I N A & H O N G K O N G EXECUTIVE SIGN: Faces Winding Up Petition FEMAX INTERNATIONAL: Hearing of Winding Up Petition Set PLEASANT HILL: Court Sets October Winding Up Hearing TECHPACIFIC CAPITAL: Goto Steps Down as Non-Executive Director TEMPEST CONSULTANTS: Winding Up Hearing Set on September 18 I N D O N E S I A ASURANSI JIWA: Three Judges Face Probe for Manulife Case KIMIA FARMA: Indonesia Delaying Kimia Sale J A P A N CHUBU BANK: Three Banks to Acquire Operations HITACHI LTD: Enters Alliance With Emulex HITACHI LTD: Selects Adaptec's RAID Products HITACH LTD: SCC Reviews Judgment Re Litigation Decision KENWOOD CORPORATION: Negotiating Y20B Financial Aid With Banks NKK CORPORATION: Closing Surface-Treated Sheet Production Line TDK CORP: Completes Repurchase of All Shares K O R E A DAEWOO ELECTRONICS: October Asset Transfer Completion Planned HYNIX SEMICONDUCTOR: $1.7B Debt to Equity Swap Update HYNIX SEMICON: Creditors to Implement New Restructuring Plans KIA STEEL: Court Ruling Likely to Delay Sale Process KOREA THRUNET: Receives Nasdaq Delisting Notice SEOUL BANK: Lone Star Offers KRW1.25T M A L A Y S I A ANTAH HOLDING: Secures Extension of SBLC DATAPREP HOLDINGS: AmMerchant Seeks for Extension of Time DENKO INDUSTRIAL: KLSE Delays Scheme Deadline to Month-end GEORGE KENT: Submits Debt Restructuring Proposals to SC GULA PERAK: SC Approves Revision of Rehab Plan JOHAN HOLDINGS: Submits Rehab Proposal to SC LION CORPORATION: Creditors to Vote on $2.3M Debt Plan OLYMPIA INDUS: Widens Full-Year Loss to RM151.9M PARK MAY: Joins Irisbus France to Promote Civis System PLUS EXPRESSWAYS: Reports RM2.2B Net Loss for First Half SELOGA HOLDINGS: KLSE Approves Extension of Time SIME DARBY: SD Holdings Sells Entire Stake in Vintage Jaya SIME DARBY: Subsidiaries Deregistered From CCM TENAGA NASIONAL: Jamaludin Extends Chairmanship for Two Years TENAGA NASIONAL: Selling Bonds to Refinance MYR300M Loans TEXCHEM RESOURCES: Selling Stock to Improve Finances UCP RESOURCES: Terminates BDO Capital Services UNITED CHEMICAL: Served With Writ of Summon P H I L I P P I N E S ASIAN TERMINALS: Director Roger Davies Resigns BELLE CORPORATION: Schedules ASM on August 22 MONDRAGON INTERNATIONAL: Remarks on Unusual Price Movement PHILIPPINE AIRLINES: Slashing Local Fares by Half PHILIPPINE LONG: Cojuangco, Pangilinan Present Buyout Plan PHILIPPINE LONG: Exchange Notes Lifted From The Prospectus PHILIPPINE LONG: First Pac Rejects Buyout Offer Reports S I N G A P O R E ACHIEVA LIMITED: Replies to SGX Queries CK TANG: Posts Notice of Changes in Director's Interest OCULUS LIMITED: Announces Directors' Resignation SEMBCORP INDUSTRIES: Posts Notice of Shareholder's Interest T H A I L A N D BGES ENGINEERING: Court Approves Rehab Plan COUNTRY (THAILAND): Administrator Reduces Capital to Bt1.2M KARAT SANITARYWARE: Shareholders Okay Delisting From SET NATURAL PARK: Completes Registration of Capital Increase RAIMON LAND: Submits to SET Capital Increase Offering Form THAI MILITARY: Selling 10% Stake in CGU UNITED BROADCASTING: Hopes to Post Profit Next Year - - - - - - - - ================= A U S T R A L I A ================= AURORA GOLD: Announces Merger With Abelle Limited ------------------------------------------------- The Directors of Abelle Limited and Aurora Gold Ltd are pleased to announce that an agreement has been reached to merge the two companies. The proposed Abelle-Aurora merger will be implemented by way of a Scheme of Arrangement. Under the terms of the proposed Scheme, Aurora shareholders will receive five Abelle shares and one 30 June 2007 Abelle option exercisable at $0.30 for every ten Aurora shares. The proposed merger will result in Aurora shareholders holding an approximate 50 percent interest in the expanded issued share capital of Abelle comprising approximately 160 million shares and 76 million 2007 options. The merged entity will be debt free with in excess of $22 million in cash. The proposed merger is supported by both Boards and by the major shareholders of Aurora and Abelle. THE MERGED GROUP The proposed merger will create a substantial Australian listed gold producer. The merged entity will have Australian gold production of approximately 70,000oz pa from the Gidgee Mine, a 50 percent interest and management in the large Morobe gold project, and a 100 percent interest in the Wafi gold and Wafi porphyry copper deposits near Lae in eastern Papua New Guinea. The merged entity will have an identified Mineral Resource containing 8.1 million ounces of gold, 71 million ounces of silver and 1.3 million tonnes of copper metal. MOROBE The Morobe project (50 percent Aurora) has an identified global Mineral Resource (100 percent) of 5.23 million ounces of gold and 71 million ounces of silver. A feasibility study is near completion and the project (100 percent) is expected to be capable of producing 300,000 ounces of gold and 4.5 million ounces of silver per annum at a cash operating cost from US$165 to US$175 per gold equivalent ounce for approximately 10 years. Morobe ore is free milling and significant potential to increase the size and term of the project exists within the titles. WAFI GOLD RESOURCE The Wafi project (100% Aurora), which is in the advanced exploration phase, has an identified Mineral Resource of 3 million ounces of gold. The primary gold ore at Wafi is refractory in nature and significant potential for additional discoveries is considered to exist. The 1997 drilling programme within the epithermal gold resource at Wafi drilled between Zone A and Zone B to test continuity and discovered the high grade Link Zone. Results from this drill program included 70 meters at 11 g/t gold and 86 meters at 5.7 g/t gold in adjacent holes. WAFI COPPER/GOLD RESOURCES In addition to the gold resource at Wafi, the diatreme structure hosts a substantial porphyry copper-gold resource from which drilling has determined an identified Mineral Resource of 100 million tons at 1.3% copper and 0.6 g/t Au for a contained 1.3 million tons of copper metal and 1.9 million ounces of gold. The Abelle management team believes that exploration within this highly mineralized epithermal diatreme is in its infancy and that further gold and copper-gold discoveries are likely. Further, a limited amount of exploration work can add to the value of this already significant project and may, in due course, lead to a development proposal allowing sequential extraction of the gold and copper/gold resources. GIDGEE The Gidgee Gold Project at Sandstone is currently producing at approximately 70,000oz per annum. The merged group will continue with its present strategy of developing the underground mining operations with the objective of establishing an operation which produces 100,000 ounces of gold per year. The Gidgee Gold Project has a total Mineral Resource of approximately 600,000 ounces of gold. BOARD AND MANAGEMENT Abelle will be the parent company of the merged group. The Board of Abelle will invite two members of the Aurora Board to become directors of Abelle. Mr Peter Cook will also be appointed a director of Abelle following the merger. Mr Cook was the Managing Director of Hill 50 Ltd. His agreement to join the Board will see the former Hill 50 management team join with Aurora and take over the operational and corporate management of the merged entity. BENEFITS OF THE MERGER The directors of Abelle and Aurora believe the merger will add value to the interests of shareholders of both companies. Key benefits of the merger are: * Creation of a group with a market capitalisation approximating $100 million; * Likely increase in institutional investor interest due to market relevance; * Attractive blend of existing gold production, a development project and advanced exploration interests which have the potential to turn the group into a significant gold producer; * Sound financial resources; * No debt; * Substantial unhedged gold resources; and * Growth oriented management with a track record of delivering outstanding results for shareholders. IMPLEMENTATION OF THE MERGER Abelle and Aurora have today signed an Implementation Agreement which proposes the companies merge by Scheme of Arrangement. Key conditions of the Implementation Agreement (some of which may be waived) are as follows: * approval of Aurora shareholders in accordance with the Corporations Act; * receipt of all necessary regulatory and third party approvals, including approval of the Court under the Corporations Act; * no material adverse change (as defined in the Agreement) affecting the assets or financial position of Aurora or Abelle occurring prior to the meeting at which Aurora shareholders' approval will be sought; * no "prescribed occurrences" (being broadly the events set out in section 652(C)(1) and (2) of the Corporations Act) affecting Aurora or Abelle, arising prior to the date Court approval is sought; * no superior competing proposals (as defined in the Agreement) for Aurora or Abelle are made or announced. The Implementation Agreement also contains restrictions on the ability to solicit competing proposals from other parties. Break fees of less than 1% of the transaction value may be payable to either party if the Agreement is terminated in certain circumstances. ADVICE TO SHAREHOLDERS In the coming weeks, Aurora shareholders can expect to receive full details of the Scheme in advance of a shareholder meeting to approve the Scheme, which is likely to be held in October or November. Shareholders of Aurora do not need to take any action at this stage in relation to the proposed merger. For further information, please contact: Abelle Limited Aurora Gold Ltd Peter Cunningham Michael Jefferies Level 2, 35 Ventnor Avenue Level 2, 24 Outram Street West Perth WA 6005 West Perth WA 6005 Tel (61 8) 9485 1476 Tel (61 8) 9424 3500 Fax (61 8) 9322 9177 Fax (61 8) 9424 3565 DVT HOLDINGS: USC Buys More Relevant Shares ------------------------------------------- In accordance with the Supplementary Share Target's Statement of Utility Services Corporation Limited (USC) dated 5 August 2002, USC announces that on 21 August 2002 it acquired on market 459,700 shares in DVT Holdings Limited (DVT) at an average price of 3.10 cents per share. USC now has a relevant interest in 28,131,780 DVT ordinary shares, which equates to 5.11% of DVT's issued ordinary shares. TCR-AP reported earlier that USC also acquired on market 122,000 shares in DVT at an average price of 3.1 cents per share. ONE.TEL LTD: AmEx Launches Action Against Telco Founder ------------------------------------------------------- American Express has filed for legal action in the District Court in Sydney against Jodee Rich, one of the founders of the failed telecommunications company One.Tel. The credit provider is seeking to recover hundreds of thousands of dollars from Mr Rich for the $558,000 worth of purchases incurred on his American Express corporate card. An amount of $283,000 is outstanding in the wake of the company's collapse. Amex counsel Mark Ashhurst said that under the terms and conditions of the card, Mr Rich was personally liable for all charges. Mr Rich's lawyer, David Williams, disputes the founder's personal liability for the debt because he had authorized that his card be used to pay for travel and accommodation for One.Tel's overseas operations in the United Kingdom, France and Holland. One.Tel folded in June 2001 with debts of more than A$600 million. ================================ C H I N A & H O N G K O N G ================================ EXECUTIVE SIGN: Faces Winding Up Petition ----------------------------------------- Cheung Yung of Flat 14, 33/F., Kwong Cheong House, Kwong Ming Court, Tseung Kwan O, Kowloon, Hong Kong is seeking for the winding up of Executive Sign Limited. The petition was filed on June 27, 2002, and will be heard before the High Court of Hong Kong on September 18, 2002 at 10:00 a.m. FEMAX INTERNATIONAL: Hearing of Winding Up Petition Set ------------------------------------------------------- The petition to wind up Femax International Limited is set for hearing before the High Court of Hong Kong on September 11, 2002 at 10:00 am. Mei Luen Garment Factory Limited filed the petition with the court on June 20, 2002. PLEASANT HILL: Court Sets October Winding Up Hearing ---------------------------------------------------- Hua Xing Equipment Limited of 27th Floor, Effectual Building, No. 16 Hennessy Road, Wanchai, Hong Kong is seeking the winding up of Pleasant Hill Printing Equipment Limited. The petition was filed on July 22, 2002, and will be heard before the High Court of Hong Kong on October 16, 2002 at 9:30 a.m. TECHPACIFIC CAPITAL: Goto Steps Down as Non-Executive Director -------------------------------------------------------------- The Board of Directors of start-up financier Techpacific Capital Limited announced that Mr. Junichi Goto has resigned as a non- executive Director of the Company effective August 21 2002. According to Robert John Richard Owen, Chairman of Techpacific Capital, Mr. Goto's other commitments mean he is no longer able to devote sufficient time and attention to the affairs of the Company. The Board appreciates Mr. Goto's valuable insights during his term as Director of the Company. TCR-AP said earlier this week that Techpacific has narrowed its net loss by 38 percent to US$10.01 million in the six months to June 30 after closing a loss-making subsidiary. TEMPEST CONSULTANTS: Winding Up Hearing Set on September 18 ----------------------------------------------------------- The petition to wind up Tempest Consultants Limited is set for hearing before the High Court of Hong Kong on September 18, 2002 at 9:30 am. Poon Yiu Kwok, whose registered office is Flat 10, 15th Floor, Block J, Kam Ying Court, No. 9 Kam Ying Road, Ma On Shan, New Territories, Hong Kong, filed the petition with the court on June 27, 2002. ================= I N D O N E S I A ================= ASURANSI JIWA: Three Judges Face Probe for Manulife Case -------------------------------------------------------- The judicial Council of Honor formed by the Jakarta Court of Appeal examined on Wednesday the three judges who have been suspended on August 6 on suspicion of accepting bribes to declare bankruptcy of the local unit of Canadian insurer Manulife. According to a Xinhua News Agency report, a five-member council led by Abner Hutagaol probed Judges Hasan Basri, Kristi Purnamiwulan and Tjahjono for bribery and the making of bankruptcy decision against PT Asuransi Jiwa Manulife Indonesia. Hasan Basri, the presiding judge of Manulife case, denied accepting bribes and said the allegation was untrue and groundless. The Central Jakarta Commercial Court declared the local Manulife branch bankrupt on June 13 as part of a legal battle between the insurer and its Indonesian partner Dharmala Group. The Supreme Court overturned the decision a few weeks later following strong protests from the Canadian government. KIMIA FARMA: Indonesia Delaying Kimia Sale ------------------------------------------ The Indonesian government will postpone the sale of the country's largest pharmaceutical retailer PT Kimia Farma to next year, as the company needs to be restructured first to increase its value. "We want Kimia to first restructure its divisions which consist of retail, distribution, manufacturing and formulation," Ferdinand Nainggolan, a senior state enterprises ministry official, said, adding that Kimia will also undergo financial restructuring. The cash-strapped government had planned to sell a majority stake in Kimia by the end of this year under its Rp6.5 trillion ($735.7 million) privatization program to help plug a budget deficit of 2.5 percent of GDP. By the end of 2001, Kimia, 90 percent owned by the government, had total assets of Rp1.2 trillion. ========= J A P A N ========= CHUBU BANK: Three Banks to Acquire Operations --------------------------------------------- Chubu Bank, which failed in March, is in final stage of talks with Shimizu Bank, Shizuoka Chuo Bank and Tokyo Star Bank to transfer its operations to the three, Kyodo News reported Wednesday, citing the Chubu Bank administrator. Shimizu Bank and Shizuoka Chuo Bank aims to acquire 40 of the bank's 44 branches located in Shizuoka Prefecture. HITACHI LTD: Enters Alliance With Emulex ---------------------------------------- Emulex Corp., the world's leading supplier of storage networking host bus adapters (HBAs), announced Wednesday that Hitachi Data Systems has qualified the Emulex LightPulse LP9002L HBA for use with its Hitachi Freedom Storage(TM) Lightning(TM) 9900 Series storage solutions in conjunction with Sun Microsystems' (Nasdaq:SUNW) Sun Fire V880 and V480 servers. Hitachi Data Systems' qualification now enables Sun Fire V880 and V480 server customers to utilize Emulex Fibre Channel host bus adapters for server-to- storage connectivity, enabling a robust and high-performance enterprise solution. Emulex continues to work closely with Hitachi Data Systems to ensure complete compatibility between the two companies' product families and other mission-critical enterprise servers. "Hitachi Data Systems is always pleased to support storage solutions that provide customers with more choices," said Steve East, vice president, Integrated Solutions, Hitachi Data Systems. "This certification expands our reach into Solaris environments, and ensures that our customers have access to Emulex's best-of-breed HBAs for deployment of feature-rich, robust connectivity solutions." The Emulex family of HBAs offers firmware upgradeability to protect customers' investments and a unique driver architecture that enables compatibility of a single driver across Emulex's entire product line, which significantly reduces SAN management complexity while lowering the customer's total cost of ownership. "Both Emulex and Hitachi Data Systems are committed to ensuring open, highly scalable storage solutions to our customers through superior performance and industry-leading technology," said Mike Smith, executive vice president of worldwide marketing at Emulex. "Emulex will continue to offer world-class connectivity solutions, with unmatched features such as firmware upgradeability that are designed to reduce management complexity." The Emulex Family of Host Bus Adapters The Emulex family of HBAs offers high performance, standards- based connectivity solutions for both Fibre Channel and Internet protocol (IP) storage networking environments. Emulex host bus adapters provide a unique combination of features required for mission-critical enterprise environments that deliver reliability, high bandwidth, server CPU offload, low latency and scalable connectivity. Emulex HBAs also offer a unique driver architecture that enables compatibility of a single operating system driver across Emulex's entire product line and a firmware-based architecture. These features help to lower the customer's total cost of ownership and reduce management complexity, while enabling a seamless migration path to next-generation technologies. For information about how Emulex HBAs increase SAN productivity and efficiency, visit the Emulex Web site and download the IDC whitepaper titled, " Measuring the HBA's Role in SAN Management." The Emulex LightPulse family of Fibre Channel HBAs offers full fabric support, high data integrity, full-duplex operation, data buffering for up to 100km of cabling and support for all Fibre Channel topologies. The Emulex LightPulse 2Gb/ s family of Fibre Channel products includes the LP9002L and LP952L low-profile PCI HBAs, the LP9002C CompactPCI HBA, the LP9002S SBus-based HBA and the market- leading 1Gb/s LP8000. The Emulex GN9000/SI is designed to provide high- performance iSCSI connectivity over gigabit Ethernet for PCI-based systems. Emulex - www.emulex.com - is a leading supplier and developer of storage networking host bus adapters based on both Fibre Channel and IP networking technologies. The Emulex product families are based on internally developed ASIC, firmware and software technologies, and offer customers high performance, scalability, flexibility and reduced total cost of ownership. The company's products have been selected by the world's leading server and storage providers, including Dell, EMC, Fujitsu Siemens, Groupe Bull, Hewlett- Packard Co., Hitachi Data Systems, IBM, NEC, Network Appliance and Unisys. In addition, Emulex includes industry leaders Brocade, INRANGE, Intel, Legato, McDATA, Microsoft and VERITAS among its strategic partners. Emulex markets to OEMs and end-users through its own worldwide selling organization, as well as its two-tier distribution partners, including ACAL, Avnet, Bell Microproducts, Info-X, Netmarks, Tech Data, TidalWire and Tokyo Electron. Corporate headquarters are located in Costa Mesa. HITACHI LTD: Selects Adaptec's RAID Products -------------------------------------------- Adaptec, Inc., the global leader in data storage access solutions, said Wednesday that Hitachi, Ltd. has selected Adaptec's low-profile zero- and single- channel RAID cards for its new model of HA8000 series servers as demand for affordable, small form factor RAID protection continues to grow, and major computer makers in Japan increasingly look to Adaptec for RAID products. "Low-profile designs are vital to preventing server and storage sprawl and reducing the related IT costs as companies work to accommodate exploding data growth," said Tim Connolly, director of RAID marketing for Adaptec's Storage Solutions Group. "Adaptec is meeting the high-density and pedestal server markets' growing need for low-profile, power-thrifty RAID controllers. We are delighted that Hitachi has selected Adaptec SCSI RAID products for its HA8000 series servers and look forward to providing RAID cards for its Ultra320 designs." "The Adaptec SCSI RAID 2000S and 2005S give us the data protection our small form factor server customers need by combining the flexibility of an add-on card with the cost economies of motherboards with integrated RAID," said Toru Kaneko, general manager, development operation, for Hitachi's Internet systems platform division. "With Adaptec's innovative zero channel RAID solutions, we can provide our customers with robust data protection in low-profile designs." Hitachi will integrate the Ultra160 zero channel RAID controllers, the Adaptec SCSI RAID 2000S and 2005S, with its entry-level pedestal HA8000/70W, 1U rackmount HA8000/110W and 3U HA8000/130W servers and offer the single-channel RAID card, the Adaptec SCSI RAID 2110S, as an option. The HA8000 servers are geared toward medium and large companies demanding high data availability and optimum price/performance. The Adaptec SCSI RAID 2110S is an affordable full-featured, microprocessor- based Ultra160 SCSI RAID card. The zero channel controllers -- the credit card- sized Adaptec SCSI RAID 2005S and the low-profile Adaptec SCSI RAID 2000S -- feature Adaptec's EMRL (Embedded RAID Logic) technology and other advanced logic that allow them to use the Adaptec SCSI channels on the motherboard, eliminating the need for channels on the cards themselves to reduce size and cost. The 64- bit/66MHz RAID cards' small form factor designs and power-efficient microprocessors make them ideal for high-density servers. "RAID Everywhere" Using two or more disk drives instead of one to enhance disk performance, error recovery, and fault tolerance, RAID technology protects critical data and accelerates information exchange in businesses of every size. Through its "RAID Everywhere" initiative, Adaptec is driving mainstream adoption of RAID data protection in PC-server, high-end PC and external storage markets by making the technology more affordable and easy to use. Adaptec has simplified RAID installation and support with easy-to-use management software tools and 24x7 global customer care. "RAID Everywhere" also includes new RAID product and technology development, compatibility testing with motherboards, operating systems, applications and disk drives, and RAID application education, all designed to help RAID data protection become a part of every server shipped. Tokyo-based Hitachi, Ltd. - http://global.hitachi.com- is one of the world's leading global electronics companies, with fiscal 2001 (ended March 31, 2001) consolidated sales of 7,994 billion yen ($60.1 billion). The company manufactures and markets a wide range of products, including computers, semiconductors, consumer products and power and industrial equipment. Adaptec Inc. - www.adaptec.com - provides highly available storage access solutions that reliably move, manage and protect critical data and digital content. Adaptec's storage solutions are found in high-performance networks, servers, workstations and desktops from the world's leading manufacturers, and are sold through OEMs and distribution channels to ISPs, enterprises, medium and small businesses and consumers. Adaptec is a member of the S&P SmallCap 600 Index. HITACH LTD: SCC Reviews Judgment Re Litigation Decision ------------------------------------------------------- Storage Computer Corporation (SCC), a leading worldwide provider of high-performance data storage delivery systems, and its wholly owned UK subsidiary, Storage Computer UK Limited, has received the full text of the Approved Judgment regarding the litigation decision in the case against Hitachi Data Systems Limited (Hitachi) in the United Kingdom. The Company is reviewing the decision, considering whether an appeal is appropriate or not. Storage Computer is continuing to aggressively pursue the litigation currently pending against Veritas Software Corporation and Veritas Global Software Corporation. Storage Computer has an infringement action pending against Veritas asserting infringement of three of Storage Computer's US patents. Storage Computer is continuing to market and deliver our line of new storage products, including the recently introduced CyberNAS 4000 networked attached storage system. Also, Storage Computer is now completing the field trials of the next generation CyberBorg VSA with its advanced Virtual Storage Architecture(TM) and state-of-the-art remote replication feature sets. CyberBorg VSA is the first optically connected storage system primarily developed for the SWAN (Storage Wide Area Networks) market space. Current trials at Fortune 50 and select international companies are meeting and exceeding expectations. Storage Computer has recently expanded the intellectual property segment of its website, www.storage.com, where updates, summaries and descriptions of all our intellectual property activities can be found. Storage Computer Corporation - http://www.storage.com- is a leading worldwide provider of high performance storage solutions. It develops and manufactures software-driven, multi- host storage solutions for powering advanced business applications. Based on open system architectures Storage Computer's high-bandwidth storage technology supports a great variety of applications, including advanced database activities, interactive multi-media, multi-cast content, medical imaging and more. Storage Computer's worldwide headquarters are in Nashua, New Hampshire, with subsidiaries and distribution in over 20 countries. For inquiries, contact Storage Computer Corporation's Peter N. Hood at telephone 603/880-3005 ext. 303. UK based Hitachi Data Systems Limited is a unit of Japan's Hitachi Limited. KENWOOD CORPORATION: Negotiating Y20B Financial Aid With Banks -------------------------------------------------------------- Ailing audio equipment maker Kenwood Corporation is discussing a financial assistance deal worth Y20B, centering on a debt-for- equity swap with its creditor banks, including Asahi Bank Ltd, the Asahi Shimbun reported, without citing sources. The Company will spin off its money-losing audio division before the end of 2002 to restore its balance sheet. As of March 2002, the firm's debt exceeded its assets by 17 billion yen. NKK CORPORATION: Closing Surface-Treated Sheet Production Line -------------------------------------------------------------- NKK Corporation is closing down its surface-treated steel sheet production line at its Hiroshima Prefecture factory by the end of September, AFX Asia and Nihon Keizai Shimbun reported Wednesday. The Company expects to save several hundred million yen annually from the move. TCR-AP reported in March that NKK Corporation will post special charges for losses on write downs of its investment securities due to falling stock prices and for losses related to its unit National Steel Corp., which filed the petition for reorganization under Chapter 11 of U.S. Bankruptcy Code on March 6. National Steel's losses will be reflected in NKK's consolidated income statement through the end of this fiscal year, but its year-end assets and liabilities will be removed from NKK's consolidated balance sheet. TDK CORP: Completes Repurchase of All Shares -------------------------------------------- TDK Corporation has repurchased treasury stock on the open market pursuant to Article 210 of the Commercial Code of Japan. With this repurchase, TDK has completed the repurchase of all shares under the board of directors resolution held on August 1, 2002. 1. Repurchase period: August 12, 2002 through August 19, 2002 2. Number of shares: 223,600 3. Cost of shares repurchased: 1,208,843,757 yen 4. Repurchase method: Tokyo Stock Exchange transactions The repurchase authorization approved at TDK's 106th ordinary annual general meeting held on June 27, 2002 is as follows: Type of shares: Common stock Number of shares: Up to 300,000 shares Total cost: Up to 3.0 billion yen TDK Corporation - www.tdk.co.jp - is a leading global electronics company based in Japan. It was established in 1935 to commercialize "ferrite," a key material in electronics and magnetics. TDK's current product line includes ferrite materials, electronic components and ICs, wireless computer networking products, magnetic heads for HDD, digital recording hardware and advanced digital recording media. Net sales in FY2001 were JPN Yen 689 billion. For inquiries, contact Mr. Koike, of the Corporate Communications Department, at telephone 81-3-5201-7102, or via e-mail at nkoike@mb1.tdk.co.jp. ========= K O R E A ========= DAEWOO ELECTRONICS: October Asset Transfer Completion Planned ------------------------------------------------------------- As part of a creditor bank-led restructuring plan, Daewoo Electronics Co will complete the transfer of its mainstay home appliances operations to its unit Daewoo Electric Motor Industry Ltd by mid-October. After transferring the main businesses, Daewoo Electronics will be left with the less well performing monitor, audio and gas boiler operations and will either be sold off or liquidated, Daewoo Motor President Kim Choong-hoon said in a statement. Kim said the new company will start operations as a "clean company" with KRW450 billion in equity capital, KRW1.2 trillion in total debt and a debt-to-equity ratio of 250%. Daewoo Electric Motor, after taking over Daewoo Electronics' home appliances, TV, VCR, and DVD operations, will become a new entity with a new name in October, it said. Daewoo Electronics has been under bank-led debt workout programs since 1999. (M&A REPORTER-ASIA PACIFIC, Vol. No.1, Issue No. 166, August 22, 2002) HYNIX SEMICONDUCTOR: $1.7B Debt to Equity Swap Update ----------------------------------------------------- Hynix Semiconductor's creditors have not received the report from Deutsche Bank regarding another 2 trillion won ($1.7 billion) debt-equity swap, according to DebtTraders analysts, Daniel Fan (852-2537-4111) and Blythe Berselli (1-212-247-5300), citing the Bloomberg news. The amount accounts for 50 percent of the chipmaker's unsecured debt. Deutsche Bank is the financial advisor on plans for Hynix. HYNIX SEMICON: Creditors to Implement New Restructuring Plans ------------------------------------------------------------- Creditor banks of Hynix Semiconductor Inc. will come up with new plans to restructure the chipmaker and will not delay implementation of the restructuring, AFX Asia reported Wednesday, citing the Finance and Economy Minister Jeon Yun- churl said. The Company's financial advisor Deutsche Bank has drawn up a restructuring program after a due diligence on the chipmaker. Jeon did not provide further details. TCR-AP reported earlier that Deutsche Bank AG has advised creditors of Hynix Semiconductor Inc. to write off 2 trillion won in debt to make the ailing chipmaker more attractive to buyers. Deutsche Bank will submit its recommendations to other Hynix lenders by the end of this week. KIA STEEL: Court Ruling Likely to Delay Sale Process ---------------------------------------------------- The sale of insolvent Kia Steel Co. may be delayed due a court ruling on the Company's $419 million debt, Bloomberg and the Korea Economic Daily reported Thursday. A court ruling said the Company's creditors don't have to write off 500 billion won ($419 million) in convertible bonds that the steel company sold after it went into receivership, suggesting a new owner would have to assume the debt. Posco and other 10 potential bidders may not submit proposals on Friday because Samil Accounting Corporation, which is arranging the sale process, didn't notify them of the additional debt burden. Creditors are planning to select a preferred negotiator by the end of August. The steel maker has 870 billion won of debt. KOREA THRUNET: Receives Nasdaq Delisting Notice ----------------------------------------------- Korea Thrunet Co Ltd has been notified by NASDAQ that its stock will be delisted unless the share price stays above the US$1.0 level for at least for 10 trading days in a three-month period until November 5, AFX Asia reported Wednesday. The Company said it would try its best to boost its share price and stay in the NASDAQ by completing the restructuring and raising funds from international investors. SEOUL BANK: Lone Star Offers KRW1.25T ------------------------------------- Lone Star Fund has offered to pay KRW1.25 trillion for Seoulbank, higher than the KRW1.1 trillion bid submitted by Hana Bank, the Korea Economic Daily reported. The government, however, rejected Lone Star's offer after Goldman Sachs, the lead manager for the deal, questioned the feasibility of a profit-sharing scheme proposed by the fund, the report said. It said the Lone Star proposal had included KRW900 billion in cash payment and a 350-billion profit-sharing scheme for a period of three years after the acquisition. A Tuesday report of the M&A Reporter Asia Pacific said that the Public Fund Oversight Committee (PFOC) awarded Hana Bank the exclusive right to negotiate with the government to acquire the state-owned SeoulBank. (M&A REPORTER-ASIA PACIFIC, Vol. No.1, Issue No. 166, August 22, 2002) DebtTraders reports that Seoulbank's 3.791% floating rate note due in 2006 (BKSE06KRN1) trades between 97 and 99. For real-time bond pricing, go to http://www.debttraders.com/price.cfm?dt_sec_ticker=BKSE06KRN1 =============== M A L A Y S I A =============== ANTAH HOLDING: Secures Extension of SBLC ---------------------------------------- Antah Holding Berhad refers to the announcement dated 1 September 1999 wherein Antah Holdings Berhad had fully repaid the RM140 Million Redeemable Bank Guarantee Bonds 1994/1999 and secured a RM140 Million Term Loan to repay these Bonds. The Board of Directors of the Company is pleased to advise that the Company has obtained the extension of the Standby Letter of Credit (SBLC) Facility of up to United States of America Dollars equivalent to Ringgit Malaysia One Hundred and Forty Million (RM140,000,000.00) granted by The Development Bank of Singapore Ltd, Labuan Branch (DBS) for a further period of three months to expire on 22 November 2002. The Board also wishes to inform the Exchange that the Company has also secured a Revolving Credit Facility (RC) of RM140 Million granted by Public Bank Berhad to refinance the Company's existing Term Loan of RM140 Million to Standard Chartered Bank Berhad. The RC is secured on the SBLC Facility granted by DBS. DATAPREP HOLDINGS: AmMerchant Seeks for Extension of Time --------------------------------------------------------- AmMerchant Bank Berhad, formerly known as Arab-Malaysian Merchant Bank Berhad, on behalf of Dataprep Holdings Bhd, wishes to announce that the Securities Commission's (SC) approval for the Schemes (via their letters dated 7 June 2001 and 3 December 2001) will expire on 7 September 2002. Based on the current progress of the Schemes, the Company envisage that the completion of the Schemes would require a longer time frame than 7 September 2002 to be completed. In view of this, AmMerchant Bank, on behalf of the Company, has on 21 August 2002 submitted an application to the SC for an extension of time for the completion of the implementation of the Schemes. DENKO INDUSTRIAL: KLSE Delays Scheme Deadline to Month-end ---------------------------------------------------------- Reference is made to the announcement made by Public Merchant Bank Berhad (PMBB) on behalf of Denko Industrial Corporation Berhad on 31 July 2002. On behalf of the Board of Directors of Denko, PMBB wishes to announce that the KLSE had on 20 August 2002 approved an extension of time from 6 August 2002 to 31 August 2002. The delay will enable Denko to make a submission of its proposed corporate and debt restructuring scheme to the relevant authorities for approval. GEORGE KENT: Submits Debt Restructuring Proposals to SC ------------------------------------------------------- George Kent (Malaysia) Berhad (GKM) is pleased to announce that Aseambankers Malaysia Berhad, on behalf of GKM, had submitted the applications for the Proposed Debt Restructuring of GKM, the Proposed Debt Restructuring of GK-Hardie Sdn Bhd and Proposed Debt Restructuring of GK Equities Sdn Bhd to the SC and other relevant authorities on 20 August 2002. The Kuala Lumpur Stock Exchange report refers to the announcement dated 19 July 2002 wherein it was stated that the applications to the SC and other relevant authorities in relation to the Proposed Debt Restructuring should be submitted on or before 30 August 2002. GULA PERAK: SC Approves Revision of Rehab Plan ---------------------------------------------- Reference is made to the announcement dated 21 November 2001 in relation to the proposed revision to the Proposed Debt Restructuring, which includes (i) the bank guarantee facility of RM124.5 million pursuant to RM150 million nominal value of 3% 1995/2000 guaranteed redeemable bonds; (ii) RM25 million revolving credit (RC) facility; and (iii) RM21 million syndicated loan for KSB Requirements & Rest SDN BHD, a subsidiary of Gula Perak Berhad (GPB). Aseambankers Malaysia Berhad, on behalf of the Board of Directors of GPB, is pleased to announce that the Securities Commission (SC) had vide its letter dated 16 August 2002 approved the revision to the Proposed Debt Restructuring as proposed. The SC had in the same letter approved the revision made to certain terms of the redeemable convertible secured notes as proposed. In addition, the approvals of the Bank Negara Malaysia and Foreign Investment Committee were also obtained on 14 January 2002 and 21 January 2002 respectively for the said revision to the Proposed Debt Restructuring. JOHAN HOLDINGS: Submits Rehab Proposal to SC -------------------------------------------- Johan Holdings Berhad (JHB) refers to the announcement dated 19 July 2002 wherein it was stated that the applications to the SC and other relevant authorities in relation to the Proposed Debt Restructuring of JHB, Prestige Ceramics Sdn Bhd and of Johan Equities Sdn Bhd are expected to be submitted on or before 30 August 2002. We are pleased to announce that Aseambankers Malaysia Berhad, on behalf of JHB, had submitted the abovementioned applications to the SC and other relevant authorities on 20 August 2002. LION CORPORATION: Creditors to Vote on $2.3M Debt Plan ------------------------------------------------------ DebtTraders analysts Daniel Fan and Blythe Berselli said Thursday that Lion Corporation creditors will vote for three days from September 16 on the conglomerate's proposal to restructure 8.6 billion ringgit ($2.3 million) of debt. The proposal includes selling assets and bonds, an 11 percent haircut on 6.4 billion ringgit ($1.7 billion) owed to banks, and resolving 2.2 billion ringgit ($0.6 billion) inter-company transactions. The conglomerate defaulted in 1999. OLYMPIA INDUS: Widens Full-Year Loss to RM151.9M ------------------------------------------------ Olympia Industries BHD registered a slightly higher pre-tax loss of RM151.94 million in the financial year ended June 30, 2002 compared with a pre-tax loss of RM147.65 million last year. For the fourth quarter ended June 30, 2002 Olympia Industries posted a lower pre-tax loss of RM74.07 million against a pre-tax loss of RM79.18 million in the same quarter last year. The Company's revenue was RM56.5 million compared with RM46.3 million previously. PARK MAY: Joins Irisbus France to Promote Civis System ------------------------------------------------------- Park May Berhad (PMB) has signed an agency agreement with Irisbus France, a manufacturer and dealer of buses and coaches, as the exclusive agent to promote the sales of the Civis system, a new mass transit system vehicle intended for urban transportation. The agency agreement expires in July 2004. Both companies have also agreed to initiate discussions for Park May to be given exclusive rights to assemble at a local plant the products required for the new system, as well as distribute and sell the products in the country. Earlier this month, TCR-AP reported that Park May's subsidiaries, Leng Huat Omnibus Company Sdn Bhd (LHOC) and Sam Lian Enterprise Sdn Bhd, entered into two separate sale and purchase agreements for the disposal of its non-core assets. The Proposed Disposals will enable PMB to realize RM0.912 million in cash, which will be utilized to reduce its debt. PLUS EXPRESSWAYS: Reports RM2.2B Net Loss for First Half -------------------------------------------------------- PLUS Expressways Bhd reported a net loss of RM2.2 billion for the first six months ended June 30, 2002, after incurring an exceptional loss of RM2.5 billion and finance cost of RM298 million. The company stated in a KLSE filing that it recorded revenue of RM802 million, of which RM665 million was from toll operations, while the balance of RM142 million was toll compensation due from the government. For the 2nd quarter to June 30, PLUS reported net loss of RM4.1 billion. Revenue for the same period was RM404 million. As for the exceptional items, the company had to account for some loss on investments amounting to RM4.2 billion which was for the redemption of the United Engineers (M) Bhd (UEM) bond, sale of Renong Bhd's special purpose vehicle bonds to UEM and full settlement of the loan to UEM for aggregate proceeds of RM3.6 billion, which were used by Plus for settlement of its bonds. PLUS Expressways completed a debt revamp exercise on May 31 and was listed on the KLSE main board on July 17. SELOGA HOLDINGS: KLSE Approves Extension of Time ------------------------------------------------ Pursuant to Para 5.1 of PN No.4/2001, Seloga Holdings Berhad had on 24 July 2002 announced that Seloga had applied for a further extension of time to 30 August 2002 to submit its Regularization Plans to the relevant authorities. Subsequently, the Company had on 1 August 2002 announced that the Regularization Plans had been submitted to the Securities Commission and Foreign Investment Committee for approval. On 19 August 2002, the KLSE has approved the extension of time to 1 August 2002 for the Company to comply with Paragraph 5.1(b) of PN4. The extension of time sought by the Company was due to unexpected delays involved in the submission as the Board is fine-tuning the proposals' terms in order to achieve the successful implementation and regularization of the Company's financial position. SIME DARBY: SD Holdings Sells Entire Stake in Vintage Jaya ---------------------------------------------------------- Sime Darby Berhad said Wednesday that its wholly owned subsidiary, SD Holdings Berhad (SDHB) had on 20 August 2002 entered into a Share Sale Agreement with Mr Liu Tie Shin for the disposal of the entire share capital of Vintage Jaya Sdn. Bhd. (VJSB) comprising 420,000 ordinary shares of RM10.00 each, for a cash consideration of RM200,000. The consideration was arrived at on a "willing-buyer-willing- seller" basis. VJSB is principally engaged in the business of manufacturing and bottling of alcoholic beverages. Upon completion of the Agreement, VJSB will cease to be a subsidiary of Sime Darby. The Agreement is conditional upon completion of the Business Purchase Agreement entered into on 20 August 2002 between Sime Darby Marketing Sdn. Bhd. (SDM), a wholly owned subsidiary of SDHB and Joyful Seasons Sdn. Bhd., a company owned by Mr Liu Tie Shin, for the disposal of SDM's distribution, marketing and sale of alcoholic beverages business for a consideration of RM4,300,000. The proposed disposals are not expected to have a material effect on the earnings or net tangible assets of the Sime Darby Group for the financial year ending 30 June 2003. None of the directors or substantial shareholders of Sime Darby or persons connected to them has any interest, direct or indirect, in the proposed disposals. SIME DARBY: Subsidiaries Deregistered From CCM ---------------------------------------------- Sime Darby Berhad said Wednesday that its wholly owned subsidiary companies, Batang Baleh Forest Enterprises Sdn. Bhd. (BBFE) and Sime Darby Forest Management Sdn. Bhd. (SDFM), have received notifications from the Companies Commission of Malaysia (CCM) on 20 August 2002 that their names have been struck-off the CCM's register of companies. BBFM was involved in the business of a logging contractor and SDFM was involved in the business of providing management services. Both the companies ceased their business operations in September 1998. The deregistration of the companies is not expected to have a material effect on the earnings or net tangible assets of the Sime Darby Group for the financial year ending 30 June 2003. None of the directors or substantial shareholders of Sime Darby or persons connected to them has any interest, direct or indirect, in the deregistration. TENAGA NASIONAL: Jamaludin Extends Chairmanship for Two Years ------------------------------------------------------------- The board of directors of Tenaga Nasional Bhd said it has extended the tenure of its non-executive chairman Datuk Dr Jamaludin Jarjis for another two years effective from Sept 1, 2002 upon expiry of his two-year contract on Aug 31, 2002. Jamaludin has been selling assets to reduced the company's debt burden. Tenaga Nasional's debt ratio has been cut to 1:6 from 1:9 previously. The company aims to reduce the debt ratio to 1:1 in five years. TENAGA NASIONAL: Selling Bonds to Refinance MYR300M Loans --------------------------------------------------------- Tenaga Nasional Bhd will refinance some 300 million ringgit worth of loans due in 2004, by selling US dollar-denominated bonds. According to a New Straits Times report, the exercise will involve Commerce International Merchant Bankers Bhd (COMB), JP Morgan, Lehman Brothers and HSBC Bank (Malaysia) Bhd. TEXCHEM RESOURCES: Selling Stock to Improve Finances ---------------------------------------------------- Texchem Resources BHD (TRB) has signed an agreement for the sale of corporate stock with Amtes Corp for the acquisition of all shares in Texchem-Pack (Philippines) Inc, a wholly owned subsidiary of TRB. TRB said the proposed disposal would relieve TRB from continuing to support the losses of Texchem Philippines and would enable TRB group to improve its financial performance. It said that the disposal proceeds would be utilized by TRB to repay the liabilities of Texchem Philippines as at June 30, 2002, assumed by TRB amounting to RM6.997 million. UCP RESOURCES: Terminates BDO Capital Services ---------------------------------------------- Pursuant to the 2 May 2002 announcement, UCP Resources Berhad announced Wednesday its termination of BDO Capital Consultant Sdn Bhd with effect from 1 August 2002 in assisting the Company on the overall plans to regularize its financial position. UCP Resources did not disclose the reasons for such termination. UNITED CHEMICAL: Served With Writ of Summon ------------------------------------------- United Chemical Industries Berhad (UCI) wishes to inform that it has been served with a copy of Writ of Summon on 16 August 2002. The summon is in relation to a claim by RHB Bank Berhad on UCI for the term loan of RM3,985,342.22, together with the interest of 3.5 percent per annum on the principal amount outstanding effective 1 February 2002. TCR-AP reported in May that UCI defaulted payment for the principal and interest sums of the 10 years Term Loan Facility granted by RHB of RM 3.9 million. ===================== P H I L I P P I N E S ===================== ASIAN TERMINALS: Director Roger Davies Resigns ---------------------------------------------- Asian Terminals, Inc. announced with reference to Circular for Brokers No. 2113-2002 dated August 13, 2002 pertaining to the resignation of Mr. Roger Davies as member of the Board of Directors of Asian Terminals, Inc. (ATI). In relation thereto, the Company, in its SEC Form 17-C, further disclose that: "The Company's Corporate Secretary received Capt. Roger Davies' Letter of resignation as a member of the Board of Directors effective August 6, 2002. The remaining directors are empowered, by majority vote, to fill any vacancy caused by resignation, pursuant to Article IV Section 12 of the Company's amended By-laws. Any action on this matter will be disclosed at a later appropriate date. This event is not expected to have any negative impact on the Company's current or future operations, its financial position or results operations. The existing Board, which is composed of the remaining eight out of ten directors, still retains the sufficient number of members necessary to act upon all matters that may be presented to it." The press release is located at: http://bankrupt.com/misc/TCRAP_AsianTerminal0822.pdf BELLE CORPORATION: Schedules ASM on August 22 --------------------------------------------- Belle Corporation (BEL), with reference to Circular for Brokers No. 1075-2002 dated May 2, 2002, the Company furnished the Philippine Stock Exchange a copy of its SEC Form 17-IS (Definitive Information Statement) in connection with its Annual Stockholders' Meeting, which will be held on Thursday, August 22, 2002, at 4:00 p.m., at the Clermont Room, 22/F Discovery Suites, 25 ADB Avenue, Ortigas Center, Pasig City. The Agenda, as stated in the Notice of Meeting, shall be as follows: 1. Call to Order 2. Proof of Notice of Meeting 3. Certification of Quorum 4. Approval of the Minuites of the Previous Meeting of Stockholders 5. Approval of 2001 Operations and Results 6. Ratification of all Acts of the Board of Directors and Officer 7. Election of Directors 8. Appointment of SyCip Gorres Velayo & Co.as External Auditors 9. Other Matters 10. Adjournment As previously announced, "the close of business on 22 July 2002 has been fixed as the record date for the determination of the stockholders entitled to notice of the vote at said meeting and any adjournment thereof." The Corporation further advised that, "Registration for those who are personally attending the meeting will start at 3:30 p.m. and end promptly at 4:00 p.m." A copy of BEL's Definitive Information Statement is available for reference at the PSE Centre and PSE-Plaza Libraries. For a copy of the press release, go to http://bankrupt.com/misc/TCRAP_Belle0822.pdf DebtTraders reports that Belle Corporation's 5.830% floating rate note due in 2002 (BELC02PHN1) trades between 35 and 40. For real-time bond pricing, go to http://www.debttraders.com/price.cfm?dt_sec_ticker=BELC02PHN1 MONDRAGON INTERNATIONAL: Remarks on Unusual Price Movement ----------------------------------------------------------- Mondragon International Philippines Inc, with reference to the Philippine Stock Exchange's inquiry about the unusual movement in the trading of Company's shares on August 19, 2002 from P0.10 to P0.15 per share or an increase by 50 percent. This is to inform the Exchange that the Company is not aware of any other information, which would trigger the said unusual movement in the price of its stock. The press release is located at http://bankrupt.com/misc/TCRAP_Mondragon0822.pdf PHILIPPINE AIRLINES: Slashing Local Fares by Half ------------------------------------------------- Philippine Airlines (PAL) has brought back its popular advance- purchase discount program, slashing fares by more than half on many domestic routes. Dubbed "Hati-Hatian," the promotion offers deep discounts on economy-class tickets purchased at least ten days in advance from August 14 to October 5, 2002. It applies to both one-way and round-trip travel between Manila and all domestic sectors served by PAL. Fares for Legazpi, Naga, Tuguegarao, Bacolod, Cebu, Iloilo, Kalibo, Roxas and Tacloban are P1,598 one-way and P2,796 round- trip. Rates for Butuan, Cagayan de Oro, Cotabato, Davao, Dipolog, General Santos, Zamboanga, Tagbilaran and Puerto Princesa are P2,098 one way and P3,796 round-trip. Round-trip tickets require a minimum stay of three days and maximum stay of 14 days for the discounted rates to apply. The program offers passengers huge savings. For instance, round-trip travel between Manila and Kalibo costs P6,296 at full economy rate. The advance-purchase fare for the same route is P2,796, a discount of 56%. All travel under the "Hati-Hatian" promotion must be completed by October 15, 2002. According to TCR-AP, government agencies holding a combined 4.26 percent in Philippine Airlines are giving the airline and its majority owner Lucio Tan until the end of August to settle their put option on their shares. The report said the government agencies will be sending a letter to PAL demanding that it honor the put option on the shares, estimated to be worth PhP2 billion. DebtTraders reports that Philippine Airlines' 7.601% floating rate note due in 2000 (PHPA00PHN1) trades between 8 and 14. For real-time bond pricing, go to http://www.debttraders.com/price.cfm?dt_sec_ticker=PHPA00PHN1 PHILIPPINE LONG: Cojuangco, Pangilinan Present Buyout Plan ---------------------------------------------------------- Philippine Long Distance Telephone Co (PLDT) President Manuel Pangilinan and Chairman Antonio Cojuangco have presented a buyout scheme to First Pacific for the latter's controlling stake in the telephone company, the Philippine Star reported. Pangilinan and Cojuangco attended a First Pacific board meeting on Monday, during which they proposed a three-year exit plan for First Pacific's Salim family. First Pacific signed a joint venture agreement with the Gokongwei group in June, which effectively transfers control of PLDT and Bonifacio Land Corp to the Gokongwei family. (M&A REPORTER-ASIA PACIFIC, Vol. No.1, Issue No. 166, August 22, 2002) PHILIPPINE LONG: Exchange Notes Lifted From The Prospectus ---------------------------------------------------------- The Philippine Long Distance Telephone Company (TEL) on Wednesday has furnished the Philippine Stock Exchange a copy of the Company's Prospectus on the Offers to Exchange 10.625% Notes due 2007, which have been registered under the Securities Act for any and all outstanding 10.625% Notes due 2007, $100,000,000 aggregate principal amount outstanding, and 11.375% Notes due 2012, which have been registered under the Securities Act for any and all outstanding 11.375% Notes due 2012, $250,000,000 aggregate principal amount outstanding. Attached in the said document is the Company's SEC Form 10-1 (Notice of Exempt Transaction) relating to the above Exchange Offer. Attached for your reference are the Summary of the Exchange Offer and the Summary of Terms of the Exchange Notes lifted from the Prospectus. A copy of TEL's Prospectus and SEC Form 10-1 (Notice of Exempt Transaction) is available for reference at the PSE Centre and PSE-Plaza Libraries. For more information, go to http://bankrupt.com/misc/TCRAP_PLDT0822.pdf PHILIPPINE LONG: First Pac Rejects Buyout Offer Reports ------------------------------------------------------- First Pacific Co Ltd has rejected a Philippine Star report that said Philippine Long Distance Telephone Co (PLDT) chairman Antonio Cojuangco and president Manuel Pangilinan presented a three-year exit plan for the Salim group at a board meeting held on Monday, to counter First Pacific's joint venture with the Gokongwei group, saying that it has not received a management buyout offer for its controlling stake in the telephone company. "That is not accurate. There was a board meeting last Monday but it was a results briefing, because as you know we put out our interim results Monday," First Pacific's executive vice president for group corporate communications Rebecca Brown told the AFX-ASIA News. "Mr Pangilinan did come to the meeting but there was no counter- offer proposed," she said, adding that Pangilinan "excused himself" when the transaction with the Gokongwei group was discussed by the board, in line with the protocol set out by First Pacific. First Pacific had earlier disclosed that Pangilinan, who is the company's executive chairman, would only have access to public information regarding the Gokongwei bid for PLDT since he potentially has a conflict of interest due to PLDT management's opposition to the deal. Brown, who dismissed the newspaper report as "the rumor mill working overtime," said First Pacific is not considering any offer for PLDT or Bonifacio Land other than that of the Gokongwei group. "The only matter under consideration at the moment which the board has reiterated its commitment to is the transaction with the Gokongwei group." She said First Pacific still expects the joint venture deal to be concluded within the third quarter. (M&A REPORTER-ASIA PACIFIC, Vol. No.1, Issue No. 166, August 22, 2002) ================= S I N G A P O R E ================= ACHIEVA LIMITED: Replies to SGX Queries --------------------------------------- The Board of Directors of Achieva Limited replied to queries from the Singapore Exchange Securities Trading Limited (SGX) in their letter dated August 19, 2002. 1. Query: To disclose the Group's hedging policies, if any, including the employment of foreign currency option contracts, forward contracts, futures contracts etc. If not, to provide a negative statement and to explain why no hedging. Reply : The Group's financial risk management objectives and policies can be found in note 31 of our Annual Report. Below is an extract of note 31. Foreign currency risks The Group and Company are exposed to the volatility in the foreign currency cash flows from sales and purchases denominated in foreign currencies, primarily in USD. The Group and Company rely on natural hedging as a risk management tool. The Group's subsidiary company in Australia uses foreign currency forward exchange contracts with settlement period within one month to manage foreign currency exposures arising from normal trading activities. Interest rate risks The primary source of the Company's interest rate risk is its borrowings from banks and other financial institutions in Singapore. The Group does not hedge interest rate risks. The Group ensures that it obtains borrowings at competitive interest rates under the most favorable terms and conditions. 2. Query: To provide the reason(s) for the decrease in interest on borrowings from approximately $1.2 million to $500,000 Reply: This was attributable to lower USD interest rates and lower volume of trade financing which resulted from better credit terms from suppliers. 3 Query: To provide the reason(s) for the increase in investment in associated companies from $139,000 to $5.6 million Reply: The increase in investment in associated companies was due to new investment in Beijing Stone Computer Co., Ltd (BSC), a joint venture company with Beijing Stone New Technology Co., Ltd. The Group holds 49% of BSC's registered capital of RMB 50 million. Details of the JV Company can be found in our MASNET announcement no. 47 of 22 May 2002. 4 Query: To explain the material fluctuations of the following components as noted in the Company's cash flow statement: - (a) Increase in stocks (b) Increase debtors (c) Increase in creditors In your reply to the above, please confirm whether the fluctuation would have any adverse impact on the Company's financial position. Reply: a) Increase in stocks This was due to goods-in-transit and quarter-end loading from suppliers. b) Increase in debtors This was due to shipments of products at the end of the second quarter to customers. c) Increase in creditors This was due to quarter-end shipments from suppliers. The above fluctuations would not have any adverse impact on the Group's financial position. CK TANG: Posts Notice of Changes in Director's Interest ------------------------------------------------------- C. K. Tang Limited posted a notice of change in Director Tang Wee Sung's interest: Date of notice to company: 21 Aug 2002 Date of change of interest: 12 Aug 2002 Name of registered holder: TANG WEE SUNG Circumstance(s) giving rise to the interest: Others Please specify details: TRANSFER FROM TANG WEE KIT PURSUANT TO THE TERMS OF A SALE & PURCHASE AGREEMENT (RE-DISTRIBUTION OF ASSETS) Shares held in the name of registered holder No. of shares of the change: 456,500 % of issued share capital: 0.2 Amount of consideration per share excluding brokerage,GST,stamp duties,clearing fee: $0.20 No. of shares held before change: 162,859,629 % of issued share capital: 69.73 No. of shares held after change: 163,316,129 % of issued share capital: 69.92 Holdings of Director/Substantial shareholder including direct and deemed interest Deemed Direct No. of shares held before change: 120,000 162,859,629 % of issued share capital: 0.05 69.73 No. of shares held after change: 120,000 163,316,129 % of issued share capital: 0.05 69.92 Total shares: 120,000 163,316,129 OCULUS LIMITED: Announces Directors' Resignation ------------------------------------------------ The Board of Directors of Oculus Limited announced Wednesday the resignation of Lee Phuan Weng and Goh Ban Kin as non-executive Directors of the Company effective August 21, 2002. The Board of Directors would like to thank Lee Phuan Weng and Goh Ban Kin for their invaluable past support and contributions to the Company. TCR-AP earlier reported that Oculus Limited expects to post a larger than expected loss in the first half of financial year 2002 owing to more aggressive reduction of inventory which also resulted in lower than expected utilization of its group manufacturing facilities, more aggressive rationalization of its China customer base and closure of its manufacturing facilities in Malaysia. SEMBCORP INDUSTRIES: Posts Notice of Shareholder's Interest ----------------------------------------------------------- Sembcorp Industries Ltd posted a notice of changes in Director Wong Kok Siew's interest: Notice Of Changes In Director's Shareholding Name of director: Wong Kok Siew Date of notice to company: 21 Aug 2002 Date of change of shareholding: 21 Aug 2002 Name of registered holder: Wong Kok Siew Circumstance(s) giving rise to the interest: Open market purchase Shares held in the name of registered holder No. of shares of the change: 100,000 % of issued share capital: 0 Amount of consideration per share excluding brokerage,GST,stamp duties,clearing fee: 1.190 No. of shares held before change: 236,446 % of issued share capital: 0 No. of shares held after change: 336,446 % of issued share capital: 0 Holdings of Director including direct and deemed interest Deemed Direct No. of shares held before change: 0 236,446 % of issued share capital: 0 0 No. of shares held after change: 0 336,446 % of issued share capital: 0 0 Total shares: 0 336,446 =============== T H A I L A N D =============== BGES ENGINEERING: Court Approves Rehab Plan ------------------------------------------- The Central Bankruptcy Court on August 19 has approved a capital reduction, capital increase and allotment of new ordinary shares in line with BGES Engineering System's rehabilitation plan, Bangkok Post reported. According to Ultimate Key Co, the plan administrator of BGES, capital will first be reduced from 344.5 million baht to 3.7 million baht, after which it would be increased from 3.7 million baht to 73.3 million baht by issuing 5.5 million new ordinary shares to investors and issuing 1.47 million new ordinary shares to creditor groups 2, 4, 6, 7, 8 and 9 as part of a debt-equity conversion. COUNTRY (THAILAND): Administrator Reduces Capital to Bt1.2M ----------------------------------------------------------- Country (Thailand)'s plan administrator, Property Planner Co, reduced on August 8 the company's registered capital from 1.5 billion baht to 1.2 million baht by canceling 28.75 million unissued ordinary shares, Bangkok Post reported. The capital reduction is in line with the plan approved by the Central Bankruptcy Court. Property Planner has also reduced the company's paid-up capital from 1.2 billion baht to 1.2 million baht, consisting of 121,250 ordinary shares (10 baht par). The changes were registered on August 19. Country (Thailand) filed a petition for reorganization of the company's business with the Central Bankruptcy Court on June 28, 2000. The Court had ordered a business reorganization on the same date. KARAT SANITARYWARE: Shareholders Okay Delisting From SET -------------------------------------------------------- Shareholders of Karat Sanitaryware approved on August 20 the voluntary delisting of ordinary shares of the company from the Stock Exchange of Thailand. They also approved the redemption of land and machinery mortgages used as loan collateral. The shareholders have further approved borrowings from new creditors to pay off existing debts or refinancing in line with a debt-restructuring plan. As part of the plan, the sale of the company's land to RPLM (Thailand) Co and lease of the land from RPLM for business operations was also approved. NATURAL PARK: Completes Registration of Capital Increase -------------------------------------------------------- Natural Park Public Company Limited said Wednesday that it has completed the registration of increase of the registered capital and the paid-up capital from the existing amount of 18,900,860 Baht to 6,945,935,080 Baht. The transaction was under the Business Rehabilitation Plan of the Company, as submitted to the Department of Commercial Registration, Ministry of Commerce on 21 August 2002. RAIMON LAND: Submits to SET Capital Increase Offering Form ---------------------------------------------------------- Raimon Land Public Company Limited submitted to the Stock Exchange of Thailand the Form of Reporting the Result of the Offering of the Capital Increase Ordinary Shares of the company. Date : 21 August 2002. 1. Information Relating to the Shares Offering. Types of Shares offered : capital increase ordinary shares Number of Shares offered : 99,968,000 shares Offered to : Existing Shareholders Price per Share : 5 Baht Subscription and Payment Period : 2-8 August 2002. 2. The Result of the Shares Sale. [ ] Totally Sold. [ / ] Partly Sold, amounting to 43,129,478 shares, with 56,838,522 shares remaining. In relation to the remaining capital increase ordinary shares, the Company proceeded in the following steps as provided in the Business Rehabilitation Plan and the order of the Central Bankruptcy Court as follows: 1. Knight Thai Strategic Investments Ltd., Quam Securities Co., Ltd. and Newer Challenge Holdings Ltd., which resulted that only Knight Thai Strategic Investments Ltd., subscribed the capital increase ordinary shares of 4,000,000 shares. 2. Offering to the other existing shareholders who expressed their intention to subscribe the capital increase ordinary shares in addition to their allocated rights, which resulted that 52 existing shareholders who expressed their intention to subscribe the capital increase ordinary shares in addition to their allocated rights, subscribed 4,211,080 shares. 3. Offering to the investors in a private placement, which resulted that there were two investors in private placement subscribed the capital increase ordinary shares as follows: (1) K2 Asset Management Pty Ltd. amounting to 1,600,000 shares (2) ACH Investments Pte. Ltd. amounting to 715,000 shares Totaling 2,315,000 shares 4. There were 46,312,422 capital increase ordinary shares remaining, which the Company will from time to time offer to the investors in private placement. 3. Details of the Shares Sale. unit:shares Thai Investors Foreign Investors Total Juristic Individual Juristic Individual Person Person Number of Persons 6 327 6 5 344 Number of Subscribed Shares 29,146,312 14,316,794 10,048,568 143,884 53,655,558 Percentage of Total Shares Offered 29.16 14.32 10.05 0.14 53.67 4. Amount of Money Received from Shares Sale. Total amount : 268,277,790 Baht Less expenses 739,375 Baht Net amount received : 267,538,415 Baht THAI MILITARY: Selling 10% Stake in CGU --------------------------------------- Thai Military Bank has agreed to sell its 10 percent stake in CGU Life Assurance (Thai) Co by the end of this month, Bangkok Post reported. Financial details were not disclosed. The share sale agreement was made between the bank, Suwannalak Co, Cardif SA and Siam Charoen Capital Service Co. UNITED BROADCASTING: Hopes to Post Profit Next Year --------------------------------------------------- Pay-television operator United Broadcasting Corp PLC expects to make its first profit next year after seven consecutive years of losses, which totaled 12.5 billion baht as of the end of last year, Bangkok Post reported. According to deputy chief financial officer, Vasili Sgourdos, the growing number of subscribers, improved revenue and lower operating costs would all contribute to the improved performance. UBC has attracted 15,000 new subscribers this year with aggressive marketing and promotion, especially leading up to the World Cup. The company hopes to break even in the current full year and become profitable in the next, he said. Cost cutting measures related to programs and decoders, as well as staff cutbacks, have also helped the company control operating expenses. 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