/raid1/www/Hosts/bankrupt/TCRAP

/raid1/www/Hosts/bankrupt/TCRAP_Public/030819.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 19 2003, Vol. 6, No. 163 Headlines A U S T R A L I A ONESTEEL LIMITED: ASIC Takes National Exchange Offer to Court C H I N A & H O N G K O N G BENGANG STEEL: Xinhua Lowers Rating to B(pi); Negative Outlook BILLION LIGHT: Winding Up Petition Hearing Scheduled FORWARDER LIMITED: Hearing of Winding Up Petition Set GUAN TAI: Winding Up Sought by Bank of China KEL HOLDINGS: Narrows Net Loss to HK$8.760M SHANGHAI BASHI: Xinhua Assigns BBB (pi) LT Credit Rating TRIUMPH TECH: August 27 Winding Up Hearing Scheduled WELLTON CORPORATION: Petition to Wind Up Planned I N D O N E S I A TOBA PULP: Q204 Stocks Re-listing Likely K O R E A KIA MOTORS: Union Stages Strike Saturday * No Rebound Yet for Korea Credit Card Firms, Says S&P M A L A Y S I A BERJUNTAI TIN: Awaits Restructuring Scheme Application Outcome DMIB BERHAD: Reorganization Scheme Completed HIAP AIK: Obtains SC's Nod on Proposed Restructuring Scheme LONG HUAT: Winding Up Petition Hearing Adjourned to November 12 NYLEX (MALAYSIA): Proposals Approved at EGM PAN PACIFIC: Provides Defaulted Payment Status Update PARIT PERAK: Promoters Increasing LHCB Shares Total Quantum RENONG BERHAD: September 6 EGM Scheduled SCK GROUP: Unit Enters Memorandum of Understanding W/ Khanh Son SENG HUP: July Defaulted Payment Amounts RM56.844M SETEGAP BERHAD: Faces Writ of Summons Over Alleged Unpaid Goods TAI WAH: Scheme Creditors Meeting Fixed on Sept 5 P H I L I P P I N E S BENPRES HOLDINGS: Aims to Complete Debt Restructuring This Year MANILA ELECTRIC: Needs to Borrow More Funds to Pay Debts MANILA ELECTRIC: Reaches Agreement With Two IPPs S I N G A P O R E CHARTERED SEMICONDUCTOR: May Delay Silicon Wafer Production CHIP HUAT: Petition to Wind Up Pending DREAMCAR AUTO-MART: Winding Up Hearing Set August 22 ESTATE HOLDINGS: Schedules Winding Up Hearing For August 22 STEE TRADERS: Issues Winding Up Order Notice T H A I L A N D ASIA HOTEL: Clarifies Q203 Financial Results MEDIA OF MEDIAS: Posts Q203 F/S Management Discussion, Analysis NAKORNTHAI STRIP: Explains H103 Operations Results SRIVARA REAL: H103 Net Loss Narrows to Bt3.94M THAI DURABLE: Incurs Q203 Loss of Bt69.39M - - - - - - - - ================= A U S T R A L I A ================= ONESTEEL LIMITED: ASIC Takes National Exchange Offer to Court ------------------------------------------------------------- The Australian Securities and Investments Commission (ASIC) took action in the Federal Court of Australia, Melbourne, against National Exchange Pty Ltd (National Exchange) and Mr David Tweed, its sole director. ASIC initiated the proceedings over concerns that a recent unsolicited offer to shareholders in OneSteel Limited (OneSteel), by National Exchange, was misleading and deceptive. ASIC alleges that the offers do not make it clear that the purchase price of $2 per share, is to be paid in fifteen annual installments of 13c (commencing 3 September 2004). National Exchange and Mr Tweed disputed ASIC's claim, but on Friday gave undertakings to the Court that they will not make the offers, or act upon any acceptances received, until the matter is finally determined by the Court. The matter will return to Court for a final hearing on Thursday 21 August 2003. ASIC will seek a declaration that the offers were misleading and deceptive or were likely to mislead or deceive. ASIC will also seek orders requiring National Exchange to write to any shareholders who have accepted the offer, giving them the right to have their shares returned at no cost to them. On 7 August 2003 ASIC issued a strong warning to investors considering accepting an unsolicited offer from National Exchange. ================================ C H I N A & H O N G K O N G ================================ BENGANG STEEL: Xinhua Lowers Rating to B(pi); Negative Outlook -------------------------------------------------------------- Xinhua Far East China Credit Ratings, the pioneering undertaking to rank credit risk among Chinese corporations using international standards, downgraded Thursday the BBB (pi) long- term credit rating of Bengang Steel Plates Co Ltd to B (pi). The rating outlook is also changed to negative from stable. The downgrade is triggered by the inability of the Company's external auditor PricewaterhouseCoopers Zhong Tian CPA to express opinions on Bengang's financial statements as of December 2002. It is mainly because the external auditor was unable to obtain the relevant audit evidence to assess the completeness and accuracy of the Company's related party transactions with its parent company and the fellow subsidiaries. Bengang announced on July 26, 2003 that it has undertaken measures to improve its financial management and control in order to avoid recurrence of such irregularities. However, in Xinhua Far East's opinion, Bengang's irregularities violated the basic principles of corporate governance and accounting, making it very challenging for the Company to fully rectify this fragile internal control and financial management system. More importantly, Xinhua Far East is concerned that these irregularities have already severely impaired investor confidence in the Company making it difficult for Bengang to seek external and contingency funding, and thus significantly weakening its resistance against risks and contingencies. While Bengang's financial statements indicate a sound operating and financial profile of the Company, investors are still subject to significant potential and contingent risks. Xinhua Far East believes the Company's overall risk surpasses the risk level of investment grade companies, thus prompting this downgrade to below investment grade. Bengang is one of China's largest producers of hot-rolled steel plate. The Company's products include hot-rolled steel plate and continuous casting billet. Of which, turnover from hot-rolled steel plate accounted for 80.06% of the Company's total turnover in 2002. The Company is a large cap stock ranking the 199th and the 13th in the Xinhua/FTSE China A 200 and B 35 Indices respectively. As of August 12, 2003, its total market cap (A plus B share) reached RMB 5.24 billion yuan (US$647 million). The investible A-share market cap accounted for RMB 777 million yuan (US$95.95 million) and RMB 1.35 billion yuan (US$167 million) for the B share. BILLION LIGHT: Winding Up Petition Hearing Scheduled ---------------------------------------------------- The petition to wind up Billion Light Agency And Management Limited is set for hearing before the High Court of Hong Kong on September 3, 2003 at 9:30 in the morning. The petition was filed with the court on July 18, 2003 by Bank of China (Hong Kong) Limited of 14th Floor, Bank of China Tower, No. 1 Garden Road, Central, Hong Kong. FORWARDER LIMITED: Hearing of Winding Up Petition Set ----------------------------------------------------- The petition to wind up Hong Kong Forwarder Limited is scheduled for hearing before the High Court of Hong Kong on September 3, 2003 at 10:00 in the morning. The petition was filed with the court on July 23, 2003 by Bank of China (Hong Kong) Limited of 14th Floor, Bank of China Tower, No. 1 Garden Road, Central, Hong Kong. GUAN TAI: Winding Up Sought by Bank of China -------------------------------------------- Bank of China (Hong Kong) Limited is seeking the winding up of Guan Tai Limited. The petition was filed on July 30, 2003, and will be heard before the High Court of Hong Kong on September 4, 2003. Bank of China holds its registered office at 14th Floor, Bank of China Tower, No. 1 Garden Road, Central, Hong Kong. KEL HOLDINGS: Narrows Net Loss to HK$8.760M ------------------------------------------- KEL Holdings Limited posted its results announcement summary for the year-ended date March 31, 2003: Currency: HKD Auditors' Report: Unqualified (Audited) (Audited) Last Current Corresponding Period Period from 1/4/2002 from 1/4/2001 to 31/3/2003 to 31/3/2002 Note ('000) ('000) Turnover : 31,136 19,117 Profit/(Loss) from Operations : (8,593) (10,509) Finance cost : (212) (365) Share of Profit/(Loss) of Associates : 0 0 Share of Profit/(Loss) of Jointly Controlled Entities : 0 0 Profit/(Loss) after Tax & MI : (8,760) (10,860) % Change over Last Period : N/A % EPS/(LPS)-Basic (in dollars) : (0.0102) (0.0148) -Diluted (in dollars) : N/A N/A Extraordinary (ETD) Gain/(Loss) : 0 0 Profit/(Loss) after ETD Items : (8,760) (10,860) Final Dividend : Nil Nil per Share (Specify if with other : N/A N/A options) B/C Dates for Final Dividend : N/A Payable Date : N/A B/C Dates for Annual General Meeting : 4/9/2003 to 9/9/2003 bdi. Other Distribution for : N/A Current Period B/C Dates for Other Distribution : N/A Remarks: LOSS PER SHARE The calculation of basic loss per share is based on the net loss attributable to shareholders for the year of HK$8,760,000 (2002: HK$10,860,000) and the weighted average number of 862,268,000 (2002: 735,819,000) shares in issue during the year. Diluted loss per share amounts for the years ended 31 March 2003 and 2002 have not been disclosed, as the convertible notes and warrants outstanding during these years had an anti-dilutive effect on the basic loss per share for these years. SHANGHAI BASHI: Xinhua Assigns BBB (pi) LT Credit Rating -------------------------------------------------------- Xinhua Far East China Credit Ratings (Xinhua Far East), the pioneering undertaking to rank credit risk among Chinese corporations using international standards, on Thursday assigned the BBB (pi) long-term credit rating to Shanghai Bashi Industrial (Group) Co Ltd. The rating outlook is stable. The BBB (pi) long-term credit rating is mainly based on Bashi's clear competitive advantage in scale in Shanghai's public transport industry, Shanghai's rapid economic development, and the Shanghai government's policies to promote urban public transport, which creates a conducive operating environment for the urban public transport industry and growth opportunities for public transport operators. Xinhua Far East analyses Bashi's main risk factors as follows: * The Company currently has a relatively heavy debt burden and relatively limited financial flexibility, which will hamper its future development. * With the improvement of traffic conditions in Shanghai, the growth of other transport means such as subway and light rail will divert passengers from buses and taxis, putting pressure on the Company's future operation. * Volatility of oil prices will increase instability of the Company's profitability. In July 2003, Bashi issued a profit warning that owing to the SARS epidemic, its earnings for the first half of 2003 will shrink by more than 50%, compared with the earnings as of the first six months of 2002. In Xinhua Far East's opinion, the epidemic is a non-recurrent event and has only a transient impact on Bashi that would not structurally weaken the Company's financial that makes its risk profiles incompatible with the BBB rating category. Bashi is mainly involved in the public transport industry, including buses, taxis and tourist coaches, sale of automobile parts and vehicle repair, in Shanghai. The Company a mid cap company ranking the 12th in the Xinhua/FTSE China A 400 Index. As of August 12, 2003, the total market cap of the constituent accounted for RMB 3.75 billion yuan (US$463 million) with the investible market cap of RMB 1.88 billion yuan (US$232 million). TRIUMPH TECH: August 27 Winding Up Hearing Scheduled ---------------------------------------------------- The High Court of Hong Kong will hear on August 27, 2003 at 9:30 in the morning the petition seeking the winding up of Triumph Tech Development Limited. Chow Chi Wah of Flat B, 8/F., Block 2, Waldorf Garden, Tuen Mun, New Territories, Hong Kong filed the petition on July 14, 2003. Tam Lee Po Lin, Nina represents the petitioner. Creditors and other interested parties are encouraged to attend the hearing. They only need to notify in writing Tam Lee Po Lin, Nina, which holds office on the 27th Floor, Queensway Government Offices, 66 Queensway, Hong Kong. WELLTON CORPORATION: Petition to Wind Up Planned ------------------------------------------------ The petition to wind up Wellton Corporation Limited is set for hearing before the High Court of Hong Kong on September 17, 2003 at 10:00 in the morning. The petition was filed with the court on August 1, 2003 by Lam Wai Yu, the Personal Representative of Yim Hung Fai, deceased, of 1st Floor, No. 11A Lion Rock Road, Kowloon City, Kowloon, Hong Kong. ================= I N D O N E S I A ================= TOBA PULP: Q204 Stocks Re-listing Likely ---------------------------------------- PT Toba Pulp Lestari (TPL) will re-list its stock on Jakarta Stock Exchange (JSX) and Surabaya Stock Exchange (SSX) in the first and second quarters of 2004, Bisnis Indonesia reports, quoting TPL's Vice General Director Wagimin Wongso. "Commercially, TPL operates on May 31, 2003. A year after that, we will re-list some of the shares on the stock exchange. This year, we will focus on the production after four years being idle," Wongso said, adding that TPL got fund injection from investors worth US$50 million. He revealed that the company would use US$30 million of the funds as the working capital to support the company's activities, and the other US$20 million to finance the maintenance and reparation of the production machines. When asked on the debt composition, Tjandra Wongso, a financial staff of TPL, explained creditors had agreed to use debt- restructuring scheme by converting debts into capital. Wongso explained that the pre-restructured debt composition were US$50 million to bilateral creditors, US$285 million as the liabilities to the bondholders, commercial debts worth $12 million, and US$20-30 million in debts to guarantee-holder creditors. "Of US$338 million in total debts, all are converted into the company's capital. Around US$33 million is converted into first stage loan, and US$20-30 million in debts to guarantee-holder creditors," Wongso said. When asked on the debt payment, he disclosed that for the US$33 million's worth debt, the company got grace period up to the sixth year, although it had to pay the interest of 10% per year. ========= K O R E A ========= KIA MOTORS: Union Stages Strike Saturday ---------------------------------------- Labor union members at Kia Motors Corporation staged a full- fledged strike on Saturday, after failing to reach an agreement with management last week on a pay increase and a shorter workweek to 40 from the current 44, according to the Korea Herald. The carmaker said that the union and the management would meet again August 18 to narrow their differences. Kia's workers have been staging partial walkouts since June 25. The carmaker claimed that the strike had cost it 21,500 vehicles worth 317 billion won in lost production as of Thursday. Because of the prolonged strike, orders for Kia's popular models, including the Sorento sport utility vehicle, are backlogged for nearly two months. * No Rebound Yet for Korea Credit Card Firms, Says S&P ------------------------------------------------------ Standard & Poor's Ratings Services said on Monday that liquidity problems at Korea's credit card companies have generally eased, but current data does not indicate a recovery is underway yet. "Alongside the card companies' efforts to resolve problems relating to card users with weak repayment capabilities, government measures and a rollover of some obligations have generally helped relieve market concerns over the short-term liquidity problems of card companies," Young Il Choi, a credit analyst at Standard & Poor's said. "Furthermore, card companies' freedom to raise interest rates and fees for card usage should help the industry shore up its fragile credit profile in the future, as long as higher lending rates are within the payment capability of customers," Mr. Choi added. The expected slow rebound in domestic consumption over the next several quarters is also likely to put a drag on the industry's return to profitability. For the industry to rebound, improvements in the transparency of its accounting and disclosure are required. =============== M A L A Y S I A =============== BERJUNTAI TIN: Awaits Restructuring Scheme Application Outcome -------------------------------------------------------------- On behalf of the Board of Directors of Berjuntai Tin Dredging Berhad, Southern Investment Bank Berhad (SIBB) wishes to announce that Kuala Lumpur Stock Exchange (KLSE) has informed BTD via its letter dated 14 August 2003 (Letter) that KLSE has taken note that BTD has made the Requisite Announcement and submitted the application on the Proposed Restructuring Scheme to the relevant authorities on 26 May 2003 and 3 July 2003 respectively. In this regard, KLSE has also stated in the Letter that it will await the outcome of the Company's application to the relevant authorities. DMIB BERHAD: Reorganization Scheme Completed -------------------------------------------- Alliance Merchant Bank Berhad, on behalf of Sime Darby Berhad and DMIB Berhad, is pleased to announce that DMIB has on 15 August 2003, lodged a copy of the Court Order dated 9 July 2003 approving the Scheme of Arrangement dated 20 March 2003 with the Companies Commission of Malaysia and by virtue thereof, the Completion of the Reorganization of the Corporate Structure and Businesses of DMIB has taken effect from 15 August 2003. Pursuant thereto, the transactions contemplated under the Reorganization Scheme were completed on 15 August 2003. HIAP AIK: Obtains SC's Nod on Proposed Restructuring Scheme ----------------------------------------------------------- Hiap Aik Construction Berhad (Special Administrators Appointed) refers to the announcements made on 14 November 2002, 20 January 2003 and 28 July 2003 by AmMerchant Bank Berhad (AmMerchant Bank) on behalf of the Company with regards to the Proposed Restructuring Scheme. AmMerchant Bank, on behalf of the Company, wishes to announce that further to the approvals obtained on 30 December 2002, from the Foreign Investment Committee, and 25 July 2003, from the Securities Commission (SC), the SC has, via its letter dated 7 August 2003, approved the following: (i) Proposed capital reduction of RM0.99 for each existing ordinary share of RM1.00 each in HACB (HACB Share) and followed by a consolidation of 100 HACB shares of RM0.01 each into one(1) new consolidated HACB Share (Proposed Capital Reduction and Consolidation); (ii) Proposed acquisition of the entire equity interest of HACB (after the Proposed Capital Reduction and Consolidation) by Lebar Daun Berhad (formerly known as Angkasa Ganda Berhad) through the issuance of 483, 671 new ordinary shares of RM0.50 each on the basis of one(1) ordinary share of RM0.50 each in Lebar Daun Berhad (formerly known as Angkasa Ganda Berhad) (LDB Share) for every one(1) consolidated HACB Share held by the shareholders of HACB (Proposed Share Swap); (iii) Proposed acquisition of 17,000,000 million ordinary shares of RM1.00 each representing the entire equity interest of Lebar Daun Construction Sdn Bhd (LDCSB) from the vendors of LDCSB (LDCSB Vendors) for a total consideration of RM74.5 million to be satisfied via an issuance of 113,000,000 million LDB Shares and RM18.0 million 3 year 2% irredeemable convertible unsecured loan stock (ICULS) of LDB (Proposed Acquisition); (iv) Proposed fund raising via the following exercises: Proposed public issue of 5,000,000 million new LDB Shares (Public Issue Shares) to eligible Directors and employees of LDCSB, potential investors and the Malaysian public (Proposed Public Issue); Proposed offer for sale of 5,000,000 million LDB Shares by LDCSB Vendors to the Malaysian public and proposed placement of 14.0 million LDB Shares by LDCSB Vendors to placees to be identified (Proposed Offer for Sale and Placement of LDB Shares); and Proposed placement of up to RM100,000 nominal value of ICULS at 100% of the nominal value of RM1.00 each by the creditors of HACB at 100% nominal value of RM1.00 to the employees of LDB and its subsidiary, LDCSB (Proposed Placement of ICULS) (Collectively referred to as "Proposed Fund Raising"); (v) Proposed settlement of amounts owing by HACB to creditors by undertaking the following proposals: Proposed cash payment of RM10,167,941 by the LDCSB Vendors to the special administrators of HACB ("SAs")and/or creditor's agent and/or their nominees; Proposed transfer of 9,000,000 LDB Shares by the LDCSB Vendors to the SAs and/or creditor's agent and/or their nominees; Proposed transfer of RM18,000,000 nominal value of LDB ICULS by the LDCSB Vendors to the SAs and/or creditor's agent and/or their nominees; and (vi) Proposed transfer of listing status from HACB to LDB on the Second Board of the KLSE (Proposed Transfer of Listing Status); (vii) Proposed disposal of the entire issued and paid-up share capital of HACB to a special purpose vehicle (SPV) nominated by the SAs for a nominal consideration of RM1.00 (Proposed Liquidation); and (viii) The listing of and quotation for all LDB Shares and LDB ICULS which are to be issued as a result of the above scheme and new LDB Shares to be issued upon conversion of the LDB ICULS on the Second Board of the Kuala Lumpur Stock Exchange. The SC had noted, inter alia, the following matters: (i) In relation to the arrangement of HACB ICULS and cancellation of outstanding HACB Warrants and ESOS (Proposed Arrangement of HACB ICULS and Cancellation of Outstanding HACB Warrants and ESOS), the SC has no objections to HACB's application to seek the SC's waiver from obtaining the approval of the SC for the termination of the existing ESOS in mid- stream; (ii) The indicative price for the Public Issue Shares, Offer For Sale Shares and placement shares is RM1.20 per LDB Share and the nominal value of ICULS is RM1.00 for every nominal value of RM1.00; and (iii) The SAs may/will dispose of any and/or all of HACB's assets at anytime subsequent to the approval of HACB's workout proposal but prior to the Proposed Liquidation. In relation to the aforementioned, the SC's approval will be required in the event of any disposal of the aforementioned assets. The approval by the SC is subject to, inter-alia, the following conditions: (i) Full provision is required to be made for trade debts, which are in dispute, under legal action or remained outstanding for a period of more than six(6) months in the accounts/forecast/projection. In relation to this, the directors of LDB are required to provide the SC with a written confirmation that full provision has been made in the financial accounts as well as the financial forecast/projection (ii) The prospective directors of LDB are required to furnish the SC with a written declaration that all trade debtors who are not in dispute, not under any legal action or not exceeding a period of more than six(6) months, are fully recoverable. In the event that the amount is not recovered, LDCSB Vendors will be required to reimburse LDB, by way of cash, the amount not recovered from the debtors prior to the issuance of the information circular to the shareholders of HACB; (iii) The prospective directors of LDB who are involved full time in LDB Group are not allowed to be involved full time in their own private businesses; (iv) The prospective directors/substantial shareholders of LDB Group are not allowed to be involved in other businesses, which compete directly or otherwise and are in conflict with the business of the LDB Group; (v) Any future business transactions between the LDB Group and the directors/substantial shareholders or companies of which the directors/substantial shareholders are related to the directors/substantial shareholders are to be conducted on arm's length basis and not on terms, which will be prejudicial to the LDB Group. In this respect, the Audit Committee of LDB is required to monitor these transactions and the Directors of LDB are required to report such transactions, if any, in the annual report of the LDB Group each year; (vi) A moratorium shall be imposed on 74,500,000 new LDB Shares to be received by Dato' Noor Azman, one of the LDCSB Vendors pursuant to the Proposed Acquisition. In relation to this, Dato' Noor Azman will not be allowed to sell, transfer or assign his shares under moratorium for at least one(1) year from the date of listing of the said consideration shares on the KLSE. Thereafter, the said shares will not be under the moratorium in line with the final phase of the disclosure-based regulation. (vii) LDB/HACB is required to appoint an independent audit firm (which is experienced in investigative audit and must not be the current nor the previous auditors of the HACB Group) within two months from the date of the letter of approval from the SC to conduct an investigative audit on HACB's previous business losses including taking the necessary/relevant steps to recover the said losses. Based on the findings of the investigative audit, HACB is to report to the relevant authorities if there are any breach of any laws, rules, guidelines and/or memorandum and articles of HACB involving members of the Board of HACB and/or any other party that has caused the said losses of HACB. The investigative audit is to be completed within six (6) months from the date of appointment of the independent audit firm and an appropriate announcement is to be made in respect of the findings of the investigative audit . Two copies of the said investigative audit report must be made available to the SC after the completion of the investigative audit; The above Proposed Restructuring Scheme is still subject to the SC's approval on the proposed exemption from the obligation to extend and unconditional mandatory general offer for the remaining shares in LDB not held by Dato' Noor Azman @ Noor Hizam bin Mohd Nurdin (Dato Noor Azman) and Datin Norhayati Bt Abd Malik and persons acting in concert with them. LONG HUAT: Winding Up Petition Hearing Adjourned to November 12 --------------------------------------------------------------- Long Huat Group Berhad refers to the Winding-up Petitions against LHuat by Public Bank Berhad (Public Bank), which was fixed for hearing on 13 August 2003. The Company's solicitor, Messrs Kadir, Andri Aidham & Partners, had informed us that the hearing date has been adjourned to 12 November 2003. For details of the Winding Up Petition, refer to the Troubled Company Reporter - Asia Pacific Tuesday, July 8, 2003, Vol. 6, No. 133 issue. NYLEX (MALAYSIA): Proposals Approved at EGM ------------------------------------------- Nylex (Malaysia) Berhad refers to the announcement dated July 22, 2003 in relation to the Proposals involving the following: - Proposed Capital Reconstruction, comprising the Proposed Capital Reduction, Proposed Share Consolidation and Proposed Capital Distribution - Proposed Acquisitions - Proposed Exemption - Proposed Listing of Tamco Corporate Holdings Berhad on the MESDAQ Market of the Kuala Lumpur Stock Exchange, including the Proposed Placement to Bumiputera Investors. Further to the announcement dated 22 July 2003, Alliance Merchant Bank Berhad, for and on behalf of Nylex, is pleased to announce that the shareholders of Nylex had, at the Company's extraordinary general meeting held on Friday, approved all the resolutions to give effect to the Proposals. PAN PACIFIC: Provides Defaulted Payment Status Update ----------------------------------------------------- The Board of Directors of Pan Pacific Asia Berhad announced the Default in Payment as at 31 July 2003 of PPAB and its subsidiaries in accordance with the Practice Note No. 1/2001. Details are tabled at http://bankrupt.com/misc/TCRAP_PPAB0819.xls. The Board also informed that there are no material changes in PPAB's status of default from the date of the last announcement until 31 July 2003. PARIT PERAK: Promoters Increasing LHCB Shares Total Quantum ----------------------------------------------------------- Parit Perak Holdings Berhad (Special Administrators Appointed) refers to the Proposals which have received the approval of the Securities Commission (SC) via its letters dated 10 March 2003, 14 April 2003 and 22 April 2003 and the approval of the Foreign Investment Committee (FIC) via its letter dated 30 December 2002. The Proposals collectively refers to: � Proposed PPHB Acquisition; � Proposed Liqua Acquisition; � Proposed Buyback; � Proposed Put and Call; � Proposed Restricted Offer for Sale; � Proposed Debt Settlement; � Proposed Disposal; � Proposed Placement; � Proposed Transfer of Listing Status; and � Proposed Waiver On 21 March 2003, Alliance Merchant Bank Berhad had announced that the promoters of the Proposals, namely Align Matrix Sdn Bhd (Align Matrix) and Liqua Health (M) Sdn Bhd (Liqua (M)) (collectively, "the Promoters") wish to undertake the placement of up to 20,000,000 ordinary shares of RM0.50 each in Liqua Health Corporation Berhad (formerly known as Joycity Holdings Sdn Bhd) (LHCB) (LHCB Shares) at an indicative placement price of RM0.75 per LHCB Share (Proposed Placement Tranche B). The Proposed Placement Tranche B is to be made to excluded persons under Schedules 2 and 3 of the Securities Commission Act, 1993 (SCA). On behalf of the Promoters, Alliance wishes to announce that the Promoters now wish to increase the total quantum of LHCB Shares for the Proposed Placement Tranche B from up to 20,000,000 LHCB Shares to up to 55,000,000 LHCB Shares. The additional 35,000,000 LHCB Shares proposed to be placed out under the Proposed Placement Tranche B are in respect of the LHCB Shares to be held by the Promoters after the completion of the acquisition of 100% equity interest in Liqua Health Marketing (M) Sdn Bhd (Liqua) by LHCB (Proposed Liqua Acquisition), and therefore, the quantum of LHCB Shares to be placed out under the Proposed Placement Tranche B will not in any way affect the total enlarged issued and paid-up share capital of LHCB. The Proposed Placement Tranche B will also be offered at RM0.75 per share, which is the price at which LHCB Shares are being issued to the Promoters for the Proposed Liqua Acquisition. Further, the additional LHCB Shares proposed to be placed out under the Proposed Placement Tranche B are over and above the amount of such LHCB Shares which are required to be placed out in order to meet the public shareholding spread requirement for a company listed on the Kuala Lumpur Stock Exchange. RENONG BERHAD: September 6 EGM Scheduled ---------------------------------------- Notice is hereby given that an Extraordinary General Meeting of Renong Berhad will be held at Nusantara Ballroom, 2nd Floor, Sheraton Imperial, Jalan Sultan Ismail, 50250 Kuala Lumpur, on Saturday, 6 September 2003 at 10:15 a.m. or immediately following the conclusion or adjournment (as the case may be) of Renong's Court Convened Meeting which will be held at 9:30 a.m. on the same day and at the same venue, whichever is later, for the purpose of considering and if thought fit, with or without modification, passing the following resolutions: ORDINARY RESOLUTION PROPOSED SCHEME OF ARRANGEMENT "THAT, subject to the passing of Special Resolution 1 and approvals of all relevant authorities, including the approval- in-principle of Kuala Lumpur Stock Exchange (KLSE) for the admission of Global Converge Sdn Bhd (Newco) to the Official List of the Main Board of KLSE and listing of and quotation for its entire enlarged issued and paid-up share capital on completion of the Proposals (as defined below) and the sanction of the High Court of Malaya (Court), the Proposed Scheme of Arrangement to be made pursuant to Sections 60, 64, 176 and 178 of the Companies Act, 1965 between the Company, the shareholders of the Company, Newco and United Engineers (Malaysia) Berhad (UEM), upon the terms more particularly set out in the Explanatory Statement and Circular to Shareholders dated 15 August 2003 (Explanatory Statement and Circular) and which includes the proposals as set out below: (i) Proposed restructuring and partial settlement of the entire RM8,197.6 million nominal value zero coupon redeemable secured and guaranteed bond due in 2006 (SPV Bond) issued by Renong Debt Management Sdn Bhd, a subsidiary of Renong, with an accreted value to 31 July 2003 of approximately RM3,130.7 million (Proposed Restructuring of the SPV Bond), which partial settlement comprises the transfer to UEM or its nominees of the following listed securities: (a) 128,152,326 ordinary shares of RM1.00 each in Commerce Asset-Holding Berhad for a consideration of RM399,835,257; (b) 9,000,000 ordinary shares of RM1.00 each in Camerlin Group Berhad for a consideration of RM9,180,000; (c) 97,242,268 ordinary shares of RM1.00 each in Faber Group Berhad for a consideration of RM24,310,567; (d) 32,437,800 ordinary shares of RM1.00 each in Park May Berhad for a consideration of RM9,406,962; (e) 349,112,731 ordinary shares of RM1.00 each in TIME Engineering Berhad (TIME) for a consideration of RM286,272,439; and (f) 31,737,521 TIME Warrants 2000/2005 for a consideration of RM9,838,632; (ii) Newco undertaking with the shareholders of Renong for their respective ordinary shares of RM0.50 each in Renong (Renong Shares) to be cancelled and exchanged for new ordinary shares of RM1.00 each in Newco (Newco Shares), a newly incorporated investment holding company, on the basis of one (1) new Newco Share for every four (4) existing Renong Shares held (Proposed Privatization of Renong); (iii) Proposed acquisitions by Newco from UEM and/or its subsidiaries in respect of UEM's entire equity interest in the following companies: (a) 71,194,325 ordinary shares of RM1.00 each in Cement Industries of Malaysia Berhad (CIMA), representing 53.97% equity interest therein as at 28 February 2003 for a purchase consideration of RM170,154,437 (Proposed CIMA Acquisition); (b) Up to 533,087,605 ordinary shares of RM1.00 each (Intria Shares) in Intria Berhad (Intria), representing up to 55.31% equity interest based on the enlarged issued and paid-up share capital in Intria comprising the following: (1) 347,487,605 Intria Shares representing 44.65% equity interest held by UEM therein as at 28 February 2003 for a purchase consideration of RM267,565,456; (2) 45,600,000 Intria Shares to be issued to UEM pursuant to the acquisition of the entire equity interest in UE Construction Sdn Bhd after assuming an inter-company debt of RM110,700,000 owed by UEM to Projek Penyelenggaraan Lebuhraya Berhad (Propel) as at 31 December 2002 for a purchase consideration of RM45,600,000; (3) 78,680,000 Intria Shares to be issued to UEM pursuant to the privatization of Propel for a purchase consideration of RM78,680,000; and (4) Up to 61,320,000 Intria Shares to be issued to UEM pursuant to Settlement Option 1 of the privatization of Propel (as set out in Section 3.4.2(i) of the Explanatory Statement and Circular) for a purchase consideration of RM61,320,000, for a purchase consideration of up to RM453,165,456 (Proposed Intria Acquisition); (c) 20,000,000 ordinary shares of RM1.00 each and 44,307,740 5% redeemable cumulative preference shares (RCPS) of RM1.00 each in Kualiti Alam Holdings Sdn Bhd (KAHSB), representing 100.00% equity interest and entire issued RCPS therein as at 28 February 2003 for a purchase consideration of RM180,000,000 (Proposed KAHSB Acquisition); (d) 98,795,600 ordinary shares of 25 pence each in Kinta Kellas Public Limited Company (Kinta Kellas), representing 62.37% equity interest therein as at 28 February 2003 for a purchase consideration of RM78,048,524 (Proposed Kinta Kellas Acquisition); and (e) 30,980,466 ordinary shares of RM1.00 each in Pharmaniaga Berhad (Pharmaniaga), representing 30.98% equity interest therein as at 28 February 2003 for a purchase consideration of RM124,851,278 (Proposed Pharmaniaga Acquisition); to be satisfied by the issuance of up to 628,887,310 new Newco Shares credited as fully paid-up at RM1.60 per share ranking pari passu in all respects with the existing issued and fully paid-up Newco Shares save and except that they shall not be entitled to any dividends, rights, allotments and/or other distributions that may be declared prior to the date of the allotment of the aforesaid 628,887,310 new Newco Shares. (The Proposed CIMA Acquisition, Proposed Intria Acquisition, Proposed KAHSB Acquisition, Proposed Kinta Kellas Acquisition and Proposed Pharmaniaga Acquisition shall be collectively referred to as the "Proposed Acquisition of Core Businesses and Designated Investments". The Proposed Restructuring of the SPV Bond, Proposed Privatization of Renong and Proposed Acquisition of Core Businesses and Designated Investments are hereinafter collectively known as the "Proposed Scheme of Arrangement"); (iv) The delisting of the Company from the Official List of KLSE upon completion of the Proposals (being the Proposed Scheme of Arrangement and the cancellation and issuance of the Renong Shares pursuant to Special Resolution 1 below) and the transfer of the listing status of the Company on the Main Board of KLSE to Newco, be and is hereby approved, AND THAT the execution of the following agreements be and are hereby approved: (a) Heads of Agreement dated 27 March 2003; (b) Listed Securities Swap Agreement dated 9 May 2003; (c) Supplemental Agreement to the Listed Securities Swap Agreement dated 1 August 2003; and (d) Second and Third Supplemental Agreement for the Amendments to the Global Bond Certificate and the Conditions of the SPV Bond dated 9 May 2003 and 1 August 2003 respectively; AND FURTHER THAT the Directors of the Company and each of them be and is hereby authorized and empowered to do all such acts, deed and things as they / he may consider necessary or expedient to give effect to the Proposed Scheme of Arrangement including the Ordinary Resolution and the Special Resolutions herein with full power of assent to any conditions, modifications, variations and/or amendments and also to do all acts and things (including dealing with any fractional shares arising) in the best interest of the Company and as may be required by any relevant authority or by the Court." SPECIAL RESOLUTION 1 CANCELLATION OF ALL THE ISSUED AND PAID-UP SHARE CAPITAL OF RENONG PURSUANT TO ARTICLE 52 OF THE COMPANY'S ARTICLES OF ASSOCIATION AND ISSUANCE BY RENONG OF 3,123,729,124 NEW SHARES TO NEWCO (PROPOSED SHARES ISSUANCE TO NEWCO) "THAT, subject to and in the furtherance of the passing of the Ordinary Resolution above, and subject to the approvals of all relevant authorities: (i) the cancellation of all the existing issued and paid-up share capital of Renong comprising 3,123,729,124 Renong Shares pursuant to Section 64 of the Companies Act, 1965 and the issue by Renong to Newco of 3,123,729,124 new Renong Shares credited as fully paid-up, resulting in Renong becoming a wholly-owned subsidiary of Newco be and is hereby approved; and (ii) the Directors of the Company be and are hereby authorized and empowered to do all such acts, deeds and things as they may consider necessary or expedient to issue 3,123,729,124 new Renong Shares to Newco." SPECIAL RESOLUTION 2 CAPITAL REDUCTION AND CONSOLIDATION OF THE ISSUED AND PAID-UP SHARE CAPITAL OF THE COMPANY (PROPOSED CAPITAL REDUCTION) "THAT, subject to and in the furtherance of the passing of the Ordinary Resolution and Special Resolution 1 above, and subject to the approvals of all relevant authorities and the sanction of the Court: (i) a capital reduction pursuant to Section 64 of the Companies Act, 1965, of the existing issued and paid-up share capital comprising 3,123,729,124 Renong Shares to 3,123,729,124 ordinary shares of RM0.25 each, by canceling RM0.25 of the par value of each existing share of RM0.50 each and the subsequent consolidation of the resultant shares of RM0.25 each into ordinary shares of RM0.50 each on the basis of two (2) ordinary shares of RM0.25 each into one (1) ordinary share of RM0.50 each, which will result in the issued and paid-up share capital of the Company being reduced from RM1,561,864,562 to RM780,932,281 comprising 1,561,864,562 new Renong Shares be and is hereby approved; and (ii) forthwith and contingent upon the reduction of the share capital referred to in sub-paragraph (i) above taking effect, approval be and is hereby given for the credit of RM780,932,281 which will arise in the books of the Company as a result of the said reduction of share capital together with the share premium of RM2,000,597,332 as at 31 December 2002 be utilized to partially set off the accumulated losses of Renong pursuant to Section 60 of the Companies Act, 1965." SCK GROUP: Unit Enters Memorandum of Understanding W/ Khanh Son --------------------------------------------------------------- The Board of Directors of SCK Group Berhad wishes to announced that the Company's 100% own subsidiaries, SCK Furnishing Sdn Bhd has on 15th August 2003 entered into a Memorandum of Understanding with Khanh Son Co. Ltd, a private limited company incorporated under the laws of the Socialist Republic of VietNam and having its address at no. 2, Ngo 93 Tran Duy Hung Street, Trung Hua commune, Cau Giay District, HaNoi, SOCIALIST REPUBLIC OF VIET NAM for the formation of a joint-venture to manufacture furniture, as well as tender for, and implement, projects to renovate and fit out residential and commercial property projects in VietNam. None of the Directors, Major Shareholders or person connected to the Directors or Major Shareholders has any interest, directly or indirectly, in the Memorandum of Understanding. The Troubled Company Reporter - Asia Pacific reported that on August 1, the Company has received formal approval of five (5) of the seven (7) Lenders, representing about 75% of the total debts to be restructured. The Company is doing its utmost to secure the agreement of the remaining two (2) Lenders soonest. SENG HUP: July Defaulted Payment Amounts RM56.844M -------------------------------------------------- As required by the KLSE Practice Note 1/2001, Seng Hup Corporation Bhd (Special Administrators Appointed) provided an update on its default in payment, as enclosed in Appendix A at http://bankrupt.com/misc/TCRAP_SengHup0819.xls. The default by SHCB as at 31 July 2003 amounted to RM56,844,819 made up of principal sums, plus RM32,023,480 in interest for revolving credit facilities, trade financing and overdraft. SETEGAP BERHAD: Faces Writ of Summon Over Alleged Unpaid Goods -------------------------------------------------------------- Setegap Berhad furnished the following information for immediate public release pursuant to para 9.19(19) of the Kuala Lumpur Stock Exchange Listing Requirements: 1. The date of the presentation of the Writ of Summons (the Writ) The Plaintiff, Unitex Enterprise Sdn. Bhd. via Messrs. Michael Chen, Gan, Muzafar & Azwar, advocate & solicitors has file a suit with the Kuala Lumpur High Court, no. MT3-22-544-03 on 3rd July 2003 and the Writ were served on the Company on 15th August 2003 at approximately 3:45p.m. 2. The particulars of claims under the Writ The claim was for: i) the amount of RM282,117.64 being the balance outstanding for goods sold and delivered and/or services rendered to Setegap Berhad (the Company); ii) 1.5% interest on the amount of RM282,117.64 from 24th April 2001 till full settlement; iii) assumption of the legal cost; and iv) any relieve and order deemed fair and reasonable by the High Court. 3. The details of the circumstances leading to filing of the claim The plaintiff alleged that the Company has failed to settled the amount of RM282,117.64 being goods sold and/or services rendered from October 2000 till March 2001. 4. The financial and operational impact of winding-up proceedings on the group The claim will not have any immediate effect on the operational and financial position of the Company. 5. Steps taken and proposed to be taken The Company is currently in the midst of engaging its solicitors to attend to this matter and at the same time will have further discussion with the plaintiff to resolve this matter. TAI WAH: Scheme Creditors Meeting Fixed on Sept 5 ------------------------------------------------- The Board of Directors of Tai Wah Garments Manufacturing Berhad wishes to announce that the Court Convened Meeting of the scheme creditors pursuant to the provisions of Section 176 of the Companies Act, 1965 for the purpose of considering and if thought fit to approve (with or without modification(s)) a proposed restructuring scheme and will be held at Level 23A, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, 50490 Kuala Lumpur on Friday, 5 September 2003 at 10:00 a.m.. A copy of the notice of meeting can be found at http://bankrupt.com/misc/TCRAP_Tai0819.pdf. ===================== P H I L I P P I N E S ===================== BENPRES HOLDINGS: Aims to Complete Debt Restructuring This Year --------------------------------------------------------------- Benpres Holdings Corporation hopes to finalize a plan to restructure debts worth US$500 million by the end of this year to help with its financial recovery, Reuters said on Friday. Its key units include the country's largest television and radio network, ABS-CBN Broadcasting Corporation. The Company posted losses in recent years after its aggressive expansion in telecommunications and water distribution in the 1990s bombed as the waves of the 1997-98 Asian financial crisis rippled across the Philippines. In 2002, the parent defaulted on principal and interest payments on long-term direct obligations estimated at around $150 million. Benpres is liable for certain guarantees and commitments amounting to approximately $393 million as of December 31, 2002. Credit Suisse First Boston has been appointed as financial adviser to assist Benpres in preparing its debt management plan. MANILA ELECTRIC: Needs to Borrow More Funds to Pay Debts -------------------------------------------------------- Manila Electric Co. (Meralco) will have to borrow funds at a higher cost to meet its obligations between 2003 and 2005, Business World reports, citing European bank ING. In a study, ING said given the negative outlook of the firm, Meralco will have to pay a higher premium for its borrowings. Napocor and Meralco earlier settled the dispute for PhP20 billion. The two firms will asked the Energy Regulatory Commission to allow them to pass on the settlement amount to consumers over a five year period. MANILA ELECTRIC: Reaches Agreement With Two IPPs ------------------------------------------------ The Manila Electric Co. (Meralco) and two of its independent power producer (IPP)'s namely First Gas Power Corporation (FGPC) and Quezon Power Ltd. entered an agreement for the renegotiation of contracts worth about 44 billion pesos, according to the Philippine Star on Saturday. Land Bank President Margarito Teves will facilitate the renegotiated agreement. Teves also headed the Meralco Independent Review Commission. Teves said the immediate savings to consumers is expected to amount to over P10 billion, or equivalent to 15 centavos per kilowatt-hour. FGPC is a subsidiary of First Gas Holdings Corp., a joint venture between British Gas, the Lopez-owned First Philippine Holdings and the Meralco Pension Fund., on the other hand, is a consortium composed of InterGen, Ogden Energy Group, Global Power Investments, LP and the PMR Group. ================= S I N G A P O R E ================= CHARTERED SEMICONDUCTOR: May Delay Silicon Wafer Production ----------------------------------------------------------- Chartered Semiconductor Manufacturing Ltd. may delay commercial production at its US$3 billion 300-millimeter silicon wafer factory again, according to Dow Jones. The chipmaker is said it is reassessing market demand for 90-nanometer production technology on larger 300-millimeter wafers, according to Dow Jones. However, analysts said a deferment in fund-raising to pay for the plant could be a relief for investors, who want to see a solid turnaround in the loss making Company before committing more cash. Chartered has been unprofitable for the past ten quarters, and has spent about US$250 million on Fab 7 so far. Chartered has raised US$1.13 billion in funds over the past two years but hasn't raised funds so far this year. DebtTraders reports that Chartered Semiconductor Mnfg's 2.500 percent convertible bond due in 2006 (CSM06SGN1) trades between 94 and 95.25. For real-time bond pricing, go to http://www.debttraders.com/price.cfm?dt_sec_ticker=CSM06SGN1 CHIP HUAT: Petition to Wind Up Pending -------------------------------------- The petition to wind up Chip Huat Construction Co. Pte Ltd. is set for hearing before the High Court of the Republic of Singapore on August 22, 2003 at 10 o'clock in the morning. Syscon Pte Ltd., a creditor, whose address is situated at No. 17 Tuas Avenue 18, Singapore 638900, filed the petition with the court on July 29, 2003. The Petitioner's Solicitors are Messrs Christopher Yap & Co. of 151 Chin Swee Road, #07-15 Manhattan House, Singapore 169876. Any person who intends to appear on the hearing of the petition must serve on or send by post to Messrs Christopher Yap & Co. a notice in writing not later than twelve o'clock noon of the 21st day of August 2003 (the day before the day appointed for the hearing of the Petition). DREAMCAR AUTO-MART: Winding Up Hearing Set August 22 ---------------------------------------------------- The petition to wind up Dreamcar Auto-Mart Pte Ltd. is set for hearing before the High Court of the Republic of Singapore on August 22, 2003 at 10 o'clock in the morning. Bank of China, a creditor, whose address is situated at 4 Battery Road, Bank of China Building, Singapore 049908, filed the petition with the court on July 31, 2003. The Petitioner's solicitors are Messrs RAJAH & TANN of 4 Battery Road, #15-00 Bank of China Building, Singapore 049908. Any person who intends to appear on the hearing of the petition must serve on or send by post to Messrs RAJAH & TANN a notice in writing not later than twelve o'clock noon of the 21st day of August 2003 (the day before the day appointed for the hearing of the Petition). ESTATE HOLDINGS: Schedules Winding Up Hearing For August 22 ----------------------------------------------------------- The petition to wind up Estate Holdings Pte Ltd. is set for hearing before the High Court of the Republic of Singapore on August 22, 2003 at 10 o'clock in the morning. Malayan Banking Berhad, a creditor, whose address is situated at 2 Battery Road, #01-01 Maybank Tower, Singapore 049907, filed the petition with the court on July 29, 2003. The Petitioner's solicitors are Messrs RAJAH & TANN of 4 Battery Road, #15-01 Bank of China Building, Singapore 049908. Any person who intends to appear on the hearing of the petition must serve on or send by post to Messrs RAJAH & TANN a notice in writing not later than twelve o'clock noon of the 21st day of August 2003 (the day before the day appointed for the hearing of the Petition). STEE TRADERS: Issues Winding Up Order Notice -------------------------------------------- Steel Traders (S.E.A.) Pte Ltd. issued a notice of winding up order made on the 18th day of July 2003. Name and address of Liquidator: Mr CHAN KWANG CHENG Messrs K C CHAN & COMPANY Certified Public Accountant 139 Cecil Street #04-01 Cecil House Singapore 069539. Messrs P S GOH & CO Solicitors for the Petitioner. =============== T H A I L A N D =============== ASIA HOTEL: Clarifies Q203 Financial Results -------------------------------------------- Asia Hotel Public Company Limited (ASIA), in reference to its reviewed second quarterly financial statements ended 30 June 2003, incurs a net income of Bt37.96 million whereas having consolidated loss of Bt53.50 million. Some different amount is due to the company's recognized loss in excess of investment in subsidiaries because of the fully provision for doubtful accounts of loans between the parent and subsidiaries. Asia shows an increase in net profit of Bt92.57 million or equivalent to 169.54% mainly due to no realization of loss from subsidiaries. MEDIA OF MEDIAS: Posts Q203 F/S Management Discussion, Analysis --------------------------------------------------------------- Media of Medias (Public) Company Limited submitted to the Stock Exchange of Thailand its second quarter financial statements ended June 30, 2003. The company's management would like to explain the changes in results of the company and its subsidiaries' operations for the second quarter ended June 30, 2003 compared to the same quarter of the year 2002 and the consolidated balance sheet as of June 30,2003 compared to the consolidated balance sheet as of December 31,2002, as follows: Consolidated statements of income 1. Revenues Total revenues of Bt176.07 million increased Bt16.99 million or 10.7% from the same quarter of last year due from the increases of advertising income, exhibition income and golf course income offset by the decreases in gain from disposal of investments. Advertising income of Bt137.09 million increased from the same quarter of last year by Bt31.21 million or 29.5% as a result of changing the T.V. program produced by stop producing 2 unprofitable programs and produce 2 new programs for channel 7. These changes result in the additional of revenues as both the selling price per minute and the minute sales increase. During June 2003, the company recorded exhibition income amounting to Bt29.46 million. The barter accounts receivable used the space for the exhibition in exchange with the advertisement already incurred in the past. There was no such transaction incurred in last year. The company stopped the operation of Training center since June 2003. Therefore, training center income reduced by Bt1.45 million or 55.3% compared to last year. Golf course income amounting to Bt6.93 million belongs to a subsidiary company of which the investment incurred in April 2003. Gain from disposal of investments decreased by Bt 47.53 million as there is no disposal of investments during this quarter. 2. Costs Adverting costs increased by Bt17.68 million or 28.8% from the same quarter of 2002 to Bt79.06 million due mainly to the increase in airtime rental cost and the production costs of new programs are higher than the cancelled one. However, there is no change in the percentage of advertising cost to income compared to last year, which equal 58%. Exhibition cost incurred during this quarter was Bt37.30 million. About 57% contributed to the space rental cost approximately Bt21 million. Total loss incurred from this exhibition was Bt7.84 million. A golf course cost for this quarter was Bt7.24 million. 3. Selling and administrative expenses Total selling and administrative expenses Bt36.18 million reported an increase of Bt7.77 million or 27.4% from the previous year. The substantial increase due to expenses relating to Golf course amounting to Bt6.75 million. 4. Share of loss from investments for using the equity method Share of loss from subsidiaries booked in the company' s income statements increased from Bt0.87 million last year to Bt2.48 millions in 2003. Major contributions are from: - Operating loss of Khao Kheow Country Club Co., Ltd. Bt4.59 million. - Gain on debt restructuring Bt2.44 million and operating loss Bt0.32 million of Media Studio Co., Ltd. The loss of Bt1.45 million stated in the consolidated income statements of last year belongs to subsidiaries, which was disposed during the quarter. 5. Gain on debt restructuring Gain on debt restructuring incurred during this quarter was Bt80.44 million. Such gain arising from the settlement of debts before due date with discount according to the Amendment of Business Rehabilitation Plan. Gain incurred in previous year arising from debts converting to equity and hair cut amounting to Bt472.94 million. 6. Net profit Total net profit for this quarter Bt96.25 million decreased from previous year by Bt441.26 million due to gain from disposal of investments Bt47.53 million and the higher gain on debt restructuring of Bt392.50 million incurred last year. Consolidated Balance Sheet as of June 30,2003 in comparison with consolidated Balance Sheet as of December 31,2002. 1. Total Assets increased by Bt802.24 million or 185.4% from Bt432.73 million as of December 31,2002 to Bt1,234.97 million at June 30,2003. Major changes are as follows: Cash and cash equivalents increased Bt87.99 million from the remaining balance of working capital provided from the capital increase amount, from exhibition income and from cash of Khao Kheow Country Club Co., Ltd. Trade accounts receivable-net increased by Bt12.09 million or 7.2% due mainly from the increase in current receivables amounting to Bt26.23 million offset by the reduction of receivables-barter agreement of Bt13.1 million. Inventories-net increased by Bt20.32 million or 62.6%. Major change was from the increase in prepaid production cost Bt16.62 million. Allowance for obsolete stocks amounted Bt0.67 million was provided for during this quarter. Other current assets increased by Bt16.62 million or 15.3% due mainly from the increases in withholding tax and value added tax Bht.3.47 million, advance receivables Bt4.23 million, airtime rental guarantee Bt.5.82 million and current assets of subsidiaries Bt2.22 million. Property, plant and equipment increased by Bt699 million from Bt70.13 million at the end of 2002 to Bt769.13 million. Fixed assets amounting to Bt699.84 million belong to Khao Kheow Country Club Co., Ltd. were included at fair value. Negative goodwill amounting to Bt35.43 million were recognized from the investment in Khao Kheow Country Club Co., Ltd. 2. Total Liabilities The reduction of Bt267.30 million or 50.5% due from the settlement of debts under rehabilitation plan in May 2003. Liabilities Bt14.23 million belong to subsidiaries of which Bt9.07 million was obligation under financial leases of Media Studio Co., Ltd. and shown as part of Guarantee Creditors in the Business Rehabilitation Plan at the end of 2002. 3. Shareholders' Equity improved from Bt(96.58) million by the end of 2002 to Bt972.96 million at June 30, 2003. The improvement was a result of capital increase from Bt548.3 million to Bt1,312.3 million. The increase shares were totally offered at one time through private placement according to the Amendment Business Rehabilitation Plan. The company used the money capital amount to settle all kind of debts per plan approximately Bt224 million, to invest in Khao Kheow Country Club Co., Ltd. amounting to Bt480 million and the balance to use as working capital. The capital structuring per the Amendment Business Rehabilitation Plan processed by the company during this quarter result in the decrease in liabilities about 50.5%, debts ratio reduced from 1.2 at the end of 2002 to only 0.2 at June 30,2003. The company could solve the problem of negative shareholders' equity and sustain the net profit from ordinary activities in line with the same period of last year. NAKORNTHAI STRIP: Explains H103 Operations Results -------------------------------------------------- Maharaj Planner Company Limited, as Plan Administrator of Nakornthai Strip Mill Public Company Limited, in reference to the financial statement for the six-month period ended June 30, 2003 and 2002 wherein the Company reported net gain of Bt1,100 million and Bt3,716 million respectively, the major items influencing the above gains are follows: 1. Gain on reversal of impairment of Fixed Assets The Company recorded gain on reversal of impairment of assets of Bt5,465 million in 2002 by hiring an independent appraisal firm to reappraise the fixed assets of the Company. Whereas in 2003, the reappraise is not conducted as the Company is under the process of implementation of the plan and upon achieving the effective date of the plan the Company plans to reappraise the fixed assets to be reflected in the Restructured Financial Statement of the Company. 2. Interest Expense During the six- month period in 2003, the Company has not recorded Interest expense, whereas in 2002 the Company record Interest expense of Bt3,099 million. The Company suspends the recording of Interest expense since beginning of 2003 upon the approval of Company's Rehabilitation Plan on December 11, 2003 by the Central Bankruptcy Court. SRIVARA REAL: H103 Net Loss Narrows to Bt3.94M ---------------------------------------------- Asset Recovery Company Limited Business Reorganization, as Plan Administrator of Srivara Real Estate Group Public Company Limited, reported a net loss of Bt3.94 million for the first half of the year 2003, a decrease of Bt5.76 million compared to the net loss of Bt9.70 million in the same period of year 2002. The Company clarified the decrease of the net loss more than 20% compared to the previous year mainly due to: 1. Gross margin for the first half of the year 2003 increased by Bt13.59 million. 2. Selling and administrative expenses for the first half of the year 2003 decreased by Bt3.94 million comparing to the same period of the previous year. 3. The Company had gain on debt rehabilitation for the first half of the year 2002 equals to Bt14.51 million, while no gain on debt rehabilitation for the year 2003. However, in the year 2003, the Company recorded gain on debt pre-payment of Bt2.78 million. The Company's total assets as at June 30, 2003 decreased from December 31, 2002 by Bt93.50 million because in January 2003, the Company repays debt prior to the maturity to the creditors under the business reorganization plan. The Company's total liabilities decreased by Bt89.59 million which was also due to the said prepayment of debt and payment of the Company's accrued expenses. S-VARA's reviewed quarterly financial statement: SRIVARA REAL ESTATE GROUP PUBLIC COMPANY LIMITED Reviewed Ending June 30, (In thousands) Quarter 2 For 6 Months Year 2003 2002 2003 2002 Net profit (loss) (2,751) 6,525 (3,943) (9,696) EPS (baht) (0.02) 0.05 (0.03) (0.08) THAI DURABLE: Incurs Q203 Loss of Bt69.39M ------------------------------------------ Thai Durable Textile Public Company Limited incurred a loss of Bt69.39 million or a loss of Bt0.23 per share for the second quarter of 2003, compared to a profit of Bt61.76 million or a profit of Bt0.32 per share for the same period of last year. This is because the company had an extraordinary gain of Bt01.26 million from a compromised agreement with a local bank to settle the debt in June 2002, whereas the company did not have this extraordinary gain this year. Although the net sales increased to Bt199.02 million in the second quarter 2003, prices of raw materials both cotton and polyester increased more. Polyester price was very high during the period due to the high oil prices. In addition, the company was in the process of upgrading and maintaining the machines to improve the product quality, which resulted in high manufacturing costs. The company could not pass the higher costs to the customers because of high competition in the market, resulting in price-cutting. Moreover, the company set allowance for doubtful accounts amounted to approximately Bt9 million. Therefore, the company had a net loss as mentioned above. For the six-month period, the company incurred a net loss of Bt138.20 million or a net loss of Bt0.46 per share. TDT's reviewed quarterly financial statement: Reviewed Ending June 30, (In thousands) Quarter 2 For 6 Months Year 2003 2002 2003 2002 Net profit (loss) (69,394) 61,756 (138,199) 8,295 EPS (baht) (0.23) 0.32 (0.46) 0.04 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 2003. All rights reserved. ISSN: 1520-9482. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR -- Asia Pacific subscription rate is $575 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***