/raid1/www/Hosts/bankrupt/TCRAP_Public/030828.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
A S I A P A C I F I C
Thursday, August 28 2003, Vol. 6, No. 170
Headlines
A U S T R A L I A
AMP LIMITED: GIO Settlement Approved
ASHBURTON MINERAL: Settlement Date, Prospectus Extended
AUSTAR UNITED: Successfully Completes Rights Issue
MAYNE GROUP: Incurs A$513M H103 Net Loss
QANTAS AIRWAYS: Says Workforce Rumors Untrue
UNION CAPITAL: Proposes Shareholder Share Purchase Offer
WATTLE GROUP: Former Golconda Adviser Pleads Guilty
WESTERN METALS: Sale Process Underway
C H I N A & H O N G K O N G
GARDEN RIVERA: Winding Up Hearing Scheduled in September
NEW TIMES: Widens Net Loss to HK$76.080M
RENREN HOLDINGS: Inks Placing Agreement to Up Working Capital
SUN MEDIA: Appoints Independent Non-Executive Directors
WAI SING: Petition to Wind Up Scheduled
I N D O N E S I A
MEDCO ENERGI: Unit Plans Bond to Finance Expansion
J A P A N
ALL NIPPON: Increases Chartered Flights to 145
CRAYFISH CO.: Delisting ADRs From Nasdaq; Terminates ADR Program
HUIS TEN: Nomura Unit Outbids Potential Buyers
MAZDA MOTOR: Unveils Production and Sales Results for July
RESONA HOLDINGS: Reducing Number of Units
TOSHIBA CORP.: Expands Online Notebook Computer Sales in U.S.
K O R E A
CHOHUNG BANK: Appoints Dong Soo Choi as Chairman
HYNIX SEMICONDUCTOR: Sees Solid Growth in Months Ahead
HYUNDAI GROUP: KCC Chairman Denies Takeover Report
SK CORPORATION: Releases 1H03 Financial Results
M A L A Y S I A
CHASE PERDANA: KLSE Grants Shares Conversion Listing
HOTLINE FURNITURE: Inks Proposed Debt Settlement With Creditors
HOTLINE FURNITURE: Receivers & Managers Appointed to Unit
IDRIS HYDRAULIC: Non-Exec Dir Dato' Hj Hashim Resigns
KRETAM HOLDINGS: Seeks Restructuring Scheme Time Extension
KUALA LUMPUR: Capital Reduction, Consolidation Completed
KSU HOLDINGS: Injunction Application Hearing Postponed to Aug 25
MYCOM BERHAD: Court Convened Meeting Moved to December
PANGLOBAL BERHAD: Discloses July Timber Production Figures
PARIT PERAK: Answers KLSE's Summon Query
PARIT PERAK: Seeks Three-Month Proposal Completion Extension
SOUTHERN PLASTIC: SC OKs Restructuring Scheme Time Extension
TONGKAH HOLDINGS: Disposes of Quoted Securities
TONGKAH HOLDINGS: Trustee Obtains Property Sale Court Order
YE CHIU: Bonds on Rating Watch, With Negative Outlook
P H I L I P P I N E S
NATIONAL POWER: Generating Units Up For Sale
URBAN BANK: BSP Officials Appeal Suspension Order
S I N G A P O R E
ALFA AIRE: Issues Notice of Winding Up Order
ASIA FOOD: Narrows Net Loss to S$8M
ASIA PACIFIC: Releases Intended Dividend Notice
ASIA PULP: Operating Firms Releases First Half Results
ASIA PULP: Starts Jumbo Job to Repair Image
NAGANO DYNAMICS: Issues Notice of Intended Dividend
PRANA PLACE: Releases Winding Up Order Notice
SIN YUH: Enters Judicial Management
TRANSMATION SINGAPORE: Issues Notice to Creditors
WORLDLAND INVESTMENT: Issues Debt Claim Notice to Creditors
T H A I L A N D
CHRISTIANI & NIELSEN: Posts Debt Restructuring Plan Summary
KRISDA MAHANAKORN: Changes Increased Register Capital Objective
SIKARIN PUBLIC: Major Shareholders OK Silent Period Trading
THAI ELECTRONIC: Planner Arranges Unpaid-up Capital Payment
THAI HEAT: Extends Loan Payment to FI from 2012 to 2014
THAI PETROCHEMICAL: SEC Obliges Financial Statements Amendment
- - - - - - - -
=================
A U S T R A L I A
=================
AMP LIMITED: GIO Settlement Approved
------------------------------------
AMP Limited announced that the Federal Court approved on Tuesday
the settlement relating to the takeover of GIO in 1999.
Refer to the Troubled Company Reporter - Asia Pacific Monday,
August 11 2003, Vol. 6, No. 157 issue for details of the
settlement.
ASHBURTON MINERAL: Settlement Date, Prospectus Extended
-------------------------------------------------------
Ashburton Minerals Ltd wishes to inform the market that
agreement has been reached with Placer Dome Asia Pacific Ltd to
extend the Completion Date for settlement of the Drummond Basin
acquisition by two days to 28 August 2003.
The reason for this short extension is to allow the Company time
to complete certain administrative procedures in relation to the
settlement.
Prospectus Closing Date
The closing date for the prospectus is being extended by a
further ten days to 5 September 2003 to allow for the arrival
and processing of final applications. The Company is pleased
with the strong interest in the prospectus offer expressed by
new investors as well as current shareholders.
Under the prospectus, which was lodged with ASIC on 17 July
2003, the Company is seeking to raise $3 million to enable it to
complete the acquisition of the Drummond Basin Gold Assets by
offering 25 million shares at 12 cents each. A minimum
subscription of $2.5 million is required, with the ability to
accept over-subscriptions up to $3.5 million.
AUSTAR UNITED: Successfully Completes Rights Issue
--------------------------------------------------
Austar United Communications (AUSTAR) confirmed Tuesday that its
pro rata renounceable rights issue has been finalized.
Excluding AUSTAR's major shareholder, more than 93% of AUSTAR's
eligible shareholders exercised their rights, taking up new
fully-paid ordinary shares at an issue price of 16 cents a new
share, on the basis of 1 new share for every 1.52 existing
ordinary shares held.
The rights issue raised approximately $75.0 million. As stated
previously, the proceeds will fund AUSTAR's repayment of some
bank debt, reimbursement of accrued expenses, and AUSTAR's
working capital and capital expenditure requirements.
AUSTAR CEO John Porter said, "We are pleased with the
enthusiastic response to the rights issue by our shareholders.
This is a reflection of our shareholders' strong level of
confidence in the financial and operational results we are
achieving and our strategic direction for the future.
"The new funds will allow us to repay debt and provide us with
some headroom for the likely escalation of AUSTAR's subscription
television activities over the coming months. We are looking
forward to the opportunities created by our larger satellite
coverage area and the likely commencement of Telstra as a
channel to market for the AUSTAR service," Mr Porter said.
A total of 469,814,561 new shares were issued on Monday 25
August 2003, increasing AUSTAR's total number of ordinary shares
on issue to 1,183,926,568. Normal trading in those shares is
expected to commence on Thursday 28 August 2003.
CONTACT INFORMATION: Deanne Weir
Group Director, Corporate Development and Legal Affairs
Telephone: 02 9295 0103
E-mail: dweir@austar.com.au
MAYNE GROUP: Incurs A$513M H103 Net Loss
----------------------------------------
Mayne Group Limited announced the results for the full year to
30 June 2003. The company reported a net loss after tax of $456
million, including significant items of $513 million for the
year.
Mayne's Group Managing Director and Chief Executive Officer, Mr
Stuart James, said that following the divestment of the
logistics assets the company had consolidated its position in
health care and resulted in an improved performance from its
continuing businesses, which made an EBIT contribution of $187.3
million, an increase from $172.9 million in the previous year.
"The significant items contain writedowns as a result of
changing to business valuations based on a discounted cashflow
methodology. The largest writedown was in the Hospitals
business. The turnaround in the Hospitals business has been
positive, but the writedown also reflects the fact that we did
not believe this business could sustain the long term
carrying value attributed to it," Mr James said.
Due to the writedowns the company was not in a position to
announce a final dividend for the year. However, it is intended
that shareholders will receive three payments for the
2004 financial year, with the first dividend of 6 cents to be
paid on the same date shareholders would have received their
final dividend from the 2003 financial year.
"The intention to pay three dividends for 2004, to compensate
for the payment of one dividend in 2003, demonstrates our
confidence in the underlying businesses and their positive
performance," Mr James said.
"Our divestments during the year have streamlined the portfolio
allowing us to concentrate on managing the fundamentals in our
core businesses, and this had a positive effect on performance,"
he said.
"In the second half we have continued our focus on building the
value of our portfolio which, excluding the Pan Pharmaceuticals
recall, has delivered a result in-line with our expectations.
"The Pharmaceuticals business has delivered an improved overall
performance, both diagnostics businesses have grown their market
position, Hospitals has shown its ongoing recovery and Pharmacy
has again been consistent.
"The Pharmaceuticals performance has been particularly positive
in Europe, after entering new major markets such as France,
Italy, Germany and Spain. The sales from the UK, Canada and
Australia were all in-line with our expectations and
significantly above the previous year.
"While the US came off a particularly strong previous year due
to the initial sell-in of pamidronate, the business has been
able to maintain a steady performance. Recent product
acquisitions will benefit this market and continue a strong
presence for us.
"In Pathology the integration of QML has surpassed our initial
expectations and our operations in Victoria, WA and NSW have all
exceeded market growth in their respective states. QML has been
a very good acquisition, with the business continuing to hold
its leadership status and retain its referral base. NSW
operations have continued their constant improvement that has
now been eviant for 18 months.
"In Diagnostic Imaging we acquired QDI and 10 imaging sites from
Pacific Healthcare during the year and revenue streams were well
maintained. Overall operating performance was disappointing due
to cost issues, however management is now addressing this and it
will be the focus for driving improvement in the current year.
"The turnaround strategy in the Hospitals business has continued
to show improvement, with admissions growth at comparative
industry levels and relationships with doctors largely rebuilt
at local site level. The top 100 doctors increasing revenue by
18% in the past year demonstrated this. All key performance
indicators in Hospitals improved over the prior corresponding
period.
"While addressing revenue issues, the Hospitals' management team
has also been able to provide better cost control. Nursing
agency use declined and more than 200 agency nurses elected to
become permanent employees, marking a shift in the perception of
the business. Positive initiatives with suppliers and health
funds during the year also reduced administrative burdens.
"Pharmacy Services delivered another consistent performance,
following a marginal loss in market share in the first half, it
maintained market share in the second half while showing little
movement in margins. This is another good performance,
underlined by a sound management discipline, in a highly
competitive industry.
"As indicated at the half year results, the Medical Centres
business has been brought back to a break even operating
position and continues to show improvement."
Earnings from Mayne's former logistics, divested hospitals,
personal wash and sunscreens businesses have been treated as
discontinued earnings.
Outlook
Mr James said that Mayne was still in discussions regarding sale
opportunities in relation to its Hospitals business, however he
was pleased with its performance and reiterated there was no
financial or operational imperative for a sale.
Mr James added that management was now concentrating on managing
Mayne's portfolio of health care assets against specific
criteria aligned to each business to deliver sustainable
earnings.
"Each business has become fully accountable for its operational
performance and this is providing better results for the company
as a whole," Mr James said.
"This approach has also allowed us to clearly identify which
businesses have higher growth opportunities and assist in our
capital allocation process," he said.
"Mayne has businesses that require capital to maintain their
competitive performance, however the strength of our balance
sheet still allows us to pursue growth in key areas that we
believe will provide superior returns.
"The higher growth industries are diagnostics (pathology and
diagnostic imaging) and pharmaceuticals. We will be aiming to
consolidate our diagnostics businesses performance after the
recent acquisitions and we will be investigating further
pharmaceutical acquisition opportunities.
"Last financial year was needed for consolidation and now we
expect our performance to keep improving throughout 2004 as we
gather benefits from our new businesses, however our focus will
be on increasing returns from across our entire portfolio," he
said.
Go to http://bankrupt.com/misc/TCRAP_Mayne0828.pdfto see the
complete financial statement for the year ended 30 June 2003.
QANTAS AIRWAYS: Says Workforce Rumors Untrue
--------------------------------------------
The Chief Executive Officer of Qantas Airways Limited, Geoff
Dixon, said at a meeting with Unions on Tuesday that Qantas had
no intention to "casualize" its workforce.
Mr Dixon said that recent claims to the contrary were incorrect.
"Casual and labor hire numbers at Qantas are planned to increase
from the current level of four per cent to only about eight per
cent in two or three years time," Mr Dixon said. "This is less
than one third the Australian average of 27 per cent of casual
workers."
Mr Dixon said the balance of the non full time workforce would
continue to be permanent part-time employees. The number of
permanent part time workers was expected to grow from the
current level of 11 per cent to up to 17 per cent in two or
three years time.
"Many Qantas employees, such as flight attendants, want to work
part time for personal reasons," Mr Dixon said. "As I said last
week, this means that flexible forms of employment will increase
from 15 per cent to between 20 and 25 per cent of the Qantas
workforce over the next to two or three years."
Mr Dixon also stressed that:
* the increase in part-time, casual and labor hire workers
would not affect the full time jobs of current employees. The
increase would be achieved as the company grew and as full time
employees chose to leave the company or convert to part time
employment;
* Qantas needed more flexible workforce arrangements to
address peaks and troughs of activity and the external shocks
that regularly hit the aviation industry.
Mr Dixon said Qantas was one of the largest employers of
Australians, with 33,900 full time equivalent employees at 30
June 2003, and was one of the few airlines in the world
currently providing pay increases.
"If we are to continue this record and remain a major employer
of Australians, we must improve our flexibility, productivity
and profitability," he said.
Mr Dixon told the Unions he wanted to work constructively with
them to achieve these goals.
Other major issues discussed at the meeting included:
* the short term and long term challenges facing Qantas and
the strategies Qantas was implementing to address them, such as
the reorganization of the company into at least eight internal
businesses and the Sustainable Future program to reduce costs by
$1 billion over the next two years;
* the investigation into the feasibility of a no frills
domestic carrier. Mr Dixon said this was aimed at meeting a
potential market opportunity and was not being undertaken for
industrial relations reasons;
* the company's ongoing investment in new aircraft, aircraft
enhancements, product and service.
UNION CAPITAL: Proposes Shareholder Share Purchase Offer
--------------------------------------------------------
The Directors of Union Capital Limited are pleased to announce
that they propose to invite shareholders to subscribe for up to
$3,000 worth of shares in Union under the terms of a Shareholder
Share Purchase Plan. Details are:
1. The share registry record date to determine those
shareholders to receive this offer is at close of trading Friday
22nd August 2003.
2. The issue price of the shares will be two [2] cents per
share.
3. This offer can only be made under permissible legal
jurisdictions to shareholders with registered addresses in
Australia and New Zealand.
4. Union has approximately 4,000 eligible shareholders to this
Plan, it is possible that acceptances in total may exceed the
companies ability to issue new shares under ASX Listing Rule 7.1
(issues exceeding 15% of capital) and accordingly a General
Meeting of the Company is to be held as soon as practicable to
ensure that applications can be accepted.
According to Wrights Investors' Service, at the end of 2002,
Union Capital Limited had negative working capital, as current
liabilities were A$1.52 million while total current assets were
only A$1.14 million. It also reported losses during the previous
12 months and has not paid any dividends during the previous 4
fiscal years.
WATTLE GROUP: Former Golconda Adviser Pleads Guilty
---------------------------------------------------
Mr Ian William Snook, formerly an investment adviser and
principal of Golconda Resources, has pleaded guilty in the
District Court in Adelaide to 62 charges arising from an
Australian Securities and Investments Commission (ASIC)
investigation.
ASIC laid charges against Mr Snook following an investigation
into his activities in promoting investments directly into the
failed Queensland investment scheme known as the Wattle Group or
via Golconda Resources.
The Wattle Group was an unlicensed investment scheme, which
raised more than $160 million from over 2,700 investors across
Australia. Mr Geoffrey Robert Dexter operated the scheme by
obtaining unsecured loan funds from investors on the promise of
high rates of return, generally 50% per annum.
ASIC took action to close down the scheme, and on 7 May 2001, Mr
Dexter was convicted of multiple fraud charges and jailed for 10
years.
The Commonwealth Director of Public Prosecutions prosecuted the
matter.
Mr Snook was remanded on continuing bail to appear in the
Adelaide District Court for sentencing on 25 September 2003.
WESTERN METALS: Sale Process Underway
-------------------------------------
David McEvoy of PricewaterhouseCoopers, current receiver and
manager of the Western Metals companies announced that the sale
process for the companies' mines at Lennard Shelf in WA and Mt
Gordon in Qld had commenced, attracting strong interest from
local and overseas parties.
Interested parties have already received information memorandums
and commenced site visits. Due diligence is in full swing and
draft contracts are being sent out.
"Our approach is to fast track the sale process, so that we
maximize the prospects of achieving a sale and preserving the
business as a going concern," Mr McEvoy said.
"The receivers timeframe calls for final offers by early
September, with binding contracts expected to be executed before
30 September.
"We are aiming to transfer ownership of the mines to the
incoming purchasers by about the end of October, and we expect
that the vast majority of employees will be retained by the
new owners," Mr McEvoy concluded.
CONTACT INFORMATION : Andrew Head
PricewaterhouseCoopers
Telephone: (02) 8266 2111
Mobile: 0411 268 001
Email: andrew.head@au.pwc.com
================================
C H I N A & H O N G K O N G
================================
GARDEN RIVERA: Winding Up Hearing Scheduled in September
--------------------------------------------------------
The High Court of Hong Kong will hear on September 10, 2003 at
10:00 in the morning the petition seeking the winding up of
Garden Rivera Restaurant Limited.
Chow Hon Man of Room 1311, 13/F., Block C, Skylark House, Sha
Kok Estate, Shatin, New Territories, Hong Kong filed the
petition on July 21, 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.
NEW TIMES: Widens Net Loss to HK$76.080M
----------------------------------------
New Times Group 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 : 36,417 36,102
Profit/(Loss) from Operations : (76,580) (38,590)
Finance cost : (112) N/A
Share of Profit/(Loss) of
Associates : N/A N/A
Share of Profit/(Loss) of
Jointly Controlled Entities : N/A N/A
Profit/(Loss) after Tax & MI : (76,080) (39,884)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.25) (0.13)
-Diluted (in dollars) : N/A N/A
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (76,080) (39,884)
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 (-)
General Meeting : N/A
Other Distribution for : N/A
Current Period
B/C Dates for Other
Distribution : N/A
Remarks:
1. Loss per shares
The calculation of basic loss per share is based on the net loss
attributable to shareholders for the year of HK$76,080,000
(2002: HK$39,884,000) and the weighted average of 306,833,231
(2002: 304,558,835) ordinary shares in issue during the year.
Diluted loss per share for the years ended 31 March 2003 and
2002 have not been shown because the share options outstanding
during the years had an anti-dilutive effect on the basic loss
per share for the years.
3. Comparative figures
Certain prior year comparative figures have been reclassified to
conform to the current year's presentation.
RENREN HOLDINGS: Inks Placing Agreement to Up Working Capital
-------------------------------------------------------------
Renren Holdings Limited, the Placing Agent and the Subscribers
entered into one conditional subscription, placing and
underwriting agreement on 25 August, 2003 in respect of the
issue of a series of HK$3 million 12% bearer redeemable
convertible bonds of the Company for cash at par. The issue is
effected to raise additional working capital of the Company.
At the request of the Company, shares of the Company have been
suspended from trading on the Stock Exchange from 9:30 a.m. on
26 August, 2003 pending the release of this announcement.
Application has been made to the Stock Exchange for the
resumption of trading of the shares with effect from 9:30 a.m.
on 27 August, 2003.
SUBSCRIPTION, PLACING AND UNDERWRITING AGREEMENT DATED 25
AUGUST, 2003 (the "Agreement")
Parties
Issuer : the Company
Placing agent : KCG Securities Asia Limited (the Placing Agent)
Subscribers : Liang Kwong Lim, Pho Tjie Chong Allan, Chan Chi
Hang and Leung Lai Kuen (the Subscriber")
Each of the Placing Agent and the Subscribers is independent of
and not connected with the Company, any of the directors, chief
executive, substantial shareholders of the Company or its
subsidiaries, or any associates of any of them (as associates
are defined in the Rules Governing the Listing of Securities on
The Stock Exchange of Hong Kong Limited (the Listing Rules)
The Bonds:
A series of HK$3 million 12% bearer redeemable convertible bonds
of the Company, in units of HK$150,000 each (the "Bonds").
Price: Par value of the principal amount of the Bonds, HK$3
million in aggregate.
Placing and subscription:
The Placing Agent agreed to subscribe or procure subscribers for
part of the series of the Bonds amounting to the principal
amount of HK$1.5 million (the Placing) and the Subscribers
agreed to subscribe for the remaining part of the series of the
Bonds amounting to an aggregate principal amounts of HK$1.5
million (the Subscription).
Placees and their independence: Two placees namely KCG Finance
Limited and Law Wing Fong who and whose beneficial owners are
independent investors not connected with any of the directors,
chief executive or substantial shareholders of the Company or
its subsidiaries or their respective associates (as defined in
the Listing Rules).
Summary of the principal terms of the Bonds:
Maturity
The first anniversary of the date of issue of the Bonds (the
Maturity Date). The Bonds are expected to be issued on the third
business day after the conditions of the Agreement are fulfilled
or such later date as the parties may agree. Holders of the
Bonds have no early redemption right.
On the Maturity Date, the holders of the Bonds shall be entitled
to require the Company to issue shares of the Company at the
conversion price mentioned below or pay in cash to satisfy the
payment of amounts due to them.
Interest
12% per annum, which will be payable on the Maturity Date. The
directors of the Company considered the interest rate to be fair
and reasonable on the basis that the interest rate of unsecured
borrowing from the banks in the open market is higher than that
of the Bonds.
Conversion right
Holders of the Bonds have the right to convert the principal
amount of the Bonds, in units of HK$150,000 each, and interest
accrued thereon into shares of the Company at the conversion
price and during the conversion period mentioned below.
Conversion price
HK$0.032 per share of HK$0.01 of the Company (Share) (subject to
adjustment). The initial conversion price represents a discount
of about 23.81% to the closing price of HK$0.042 per
Share on 25 August, 2003 and represents a discount of about
17.95% to the average closing price of HK$0.039 per Share as
quoted on The Stock Exchange of Hong Kong Limited (the Stock
Exchange) for the previous 5 trading days including 25 August,
2003.
Assuming no part of the Bonds is redeemed or converted, upon the
full exercise of the conversion rights attached to the Bonds on
the Maturity Date and based on the initial conversion price of
HK$0.032 per Share, a total of 105 million shares will be
issuable, representing about 8.34% of the existing issued share
capital of the Company and about 7.7% of the enlarged issued
share capital of the Company.
Conversion period
A period commencing from the 1st day of the 4th month after the
date of issue of the Bonds until the Maturity Date.
Redemption right
Prior to the Maturity Date, the Bonds may be redeemed by the
Company at 100% of the principal amount of the Bonds together
with accrued interest up to the date immediately before the
redemption date by giving 3 days' notice to the holders of the
Bonds.
Ranking
Shares issued on conversion will rank pari passu in all respects
with the then existing shares of the Company at the date of
conversion.
Voting
Holders of the Bonds will not be entitled to attend or vote at
general meetings of the Company.
Form: The Bonds will be issued in bearer form.
The Agreement is conditional on:
(a) the Listing Committee of the Stock Exchange granting a
listing of and permission to deal in the shares which may be
issuable upon exercise of the conversion rights attached to the
Bonds; and
(b) the necessary approval of the Bermuda Monetary Authority,
if required.
If the conditions are not fulfilled on or before 30th September,
2003 (or such later date as the parties may agree) the Agreement
will lapse.
Termination of the Agreement:
Placing Agent may terminate the Agreement if at any time prior
to 5:00 p.m. on the business day (except Saturday) immediately
before completion of the Placing and the Subscription:
(a) there develops, occurs or comes into force:
(1) any new law or government regulation or other
occurrence of any nature whatsoever which in the absolute
opinion of the Placing Agent adversely affects or will adversely
affect the business of the Company and its subsidiaries (the
Group) or any part thereof or is adverse to the Placing; or
(2) any change in local, national, international,
financial, political or economic conditions which in the
absolute opinion of the Placing Agent is adverse to the Placing;
or
(3) any adverse change in market conditions which in the
absolute opinion of the Placing Agent prejudicially affects the
Placing and makes it inadvisable or inexpedient to proceed
with the Placing; or
(b) there comes to the notice of the Placing Agent any matter
or event showing any of the representations and warranties of
the Company contained in the Agreement to be untrue or
inaccurate in any material respects.
If the Placing Agent terminates the Agreement, both the Placing
and the Subscription will not proceed.
Completion of Agreement:
Third business day after the conditions of the Agreement have
been fulfilled (or such later date as the parties may agree).
Application for listing:
The Company will make application to the Stock Exchange for
approval to the issue of the Bonds and the grant of listing of
and permission to deal in the shares, which may be issuable on
the exercise of the conversion rights attached to the Bonds.
The Bonds will not be listed on the Stock Exchange or any stock
exchange.
Reason for the issue and use of proceeds:
The net proceeds of the issue will be approximately HK$2.66
million and will be used as additional working capital of the
Company.
Principal activities of the Group:
The Group is principally engaged in media and telecommunication
business for the operation of "renren.com", the provision of
Internet products and services and information technology
business in the People's Republic of China and Hong Kong.
General
Set out below are the descriptions of the fund raising exercise
of the Company including the intended and actual use of proceeds
within the past 12 months from the date of this announcement:-
(a) Pursuant to a placing agreement entered into on 6 November,
2002, the Company placed 150,000,000 new Shares to more than six
independent investors at a price of HK$0.031 per Share and
pursuant to a subscription agreement entered into on 6 November,
2002, Rich Delta Development Limited, the controlling
shareholder of the Company subscribed for 157,586,193 new Shares
at a price of HK$0.031 per Share.
The net proceeds of the said placing and subscription were
approximately HK$8.6 million, of which approximately HK$4.5
million was intended to settle part of the promissory notes
issued by the Company (the Promissory Notes) which were issued
as consideration for the acquisition of the entire issued share
capital of Union Key Limited by the Group and the balance of
approximately HK$4.1 million was intended to apply as general
working capital of the Group. After this placement and
subscription exercise, part of the said net proceeds of
HK$7.8 million had actually been applied to settle part of the
Promissory Notes with the rest of the proceeds as working
capital.
(b) On 6 May, 2003, the Company issued 620,000,554 Shares by
rights issue in the proportion of one rights Share for every one
Share held at a subscription price of HK$0.018 per Share.
The net proceeds of the said rights issue were approximately
HK$11 million and their intended use was as follows:
- to apply approximately HK$2 million as the first and second
installment payments for settlement of an action brought by GE
Capital (Hong Kong) Limited;
- to use approximately HK$3 million as salary and rental
payments;
- to use approximately HK$3 million as capital for the
continuation or development of the Group's business; and
- to apply the remaining balance of approximately HK$3 million
to pay off the Group's borrowing, payables or debts due arising
from the daily operation of the Group or to make the third to
fifth installment payments for settlement of the action brought
by GE Capital (Hong Kong) Limited.
After this rights issue exercise, the said net proceeds were
used as to HK$2.5 million for the first to third installment
payments to GE Capital (Hong Kong) Limited, HK$1.2 million for
paying off the balance of the Promissory Notes, HK$3 million as
capital for the business and the remaining balance for working
capital.
SUN MEDIA: Appoints Independent Non-Executive Directors
-------------------------------------------------------
Reference is made to Sun Media Group Holdings Limited's
announcement dated 29 July 2003 (Announcement) in relation the
results of the annual general meeting of the Company held on 28
July 2003 (the AGM).
Rule 3.10 of the Listing Rules requires every board of directors
of a listed company must include at least two independent non-
executive directors. As the Board has no independent
non-executive directors following the AGM, the Company is in
breach of Rule 3.10 of the Listing Rules.
In order to comply with the relevant provisions of the bye-laws
of the Company, the Company needs to convene a special general
meeting for the purpose of considering and passing of
resolutions for, among others, election of independent non-
executive directors. The special general meeting will be held on
15 September 2003. The Company has applied for a waiver from
strict compliance of Rule 3.10 from the Stock Exchange and a
further extension for the Company to appoint new independent
non-executive directors, which will expire on 28 September 2003.
A circular of the Company containing a notice of special general
meeting and details of resolutions which will be proposed in the
special general meeting will be dispatched to the shareholders
of Company as soon as possible.
Further announcement in respect of appointment of new
independent non-executive directors will be made as and
when appropriate.
On June 13, the Troubled Company Reporter - Asia Pacific
reported that Sun Media Group announced its sixth consecutive
annual net loss of HK$364.86 million, which is five times wider
than the figures recorded a year earlier.
WAI SING: Petition to Wind Up Scheduled
---------------------------------------
The petition to wind up Wai Sing Construction Engineering Co.
Limited is set for hearing before the High Court of Hong Kong on
September 17, 2003 at 10:00 in the morning.
Tang Pak Ngok of Flat filed the petition with the court on
August 1, 2003 A, 25/F., Block 10, Mayfair Garden, Tsing Yi, New
Territories, Hong Kong.
=================
I N D O N E S I A
=================
MEDCO ENERGI: Unit Plans Bond to Finance Expansion
--------------------------------------------------
PT Medco Methanol Bunyu (MMB), a unit of PT Medco Energi
Internasional, plans to issue a bond to finance next year's
business expansion, Bisnis Indonesia reports, citing Djatnika,
the company President Director.
Djatnika said his company is conducting a feasibility study
before proceeding with the plan on construction of a fertilizer,
ammonia, and methanol plant in Central Sulawesi.
"Construction of the two plants takes at least [a] US$400
million of investment," he said, estimating the study will
conclude by year-end, before construction of the plant commences
next year.
Despite conducting the study, MMB is also preparing the bond
issue, but hasn't held an underwriter selection process yet.
Medco Energy 2002 financial report expects MMB to enjoy business
growth, as world methanol prices stand at US$132 per metric ton,
up from US$115 in 2001.
Djatnika elaborated his company did not pay a dividend to its
parent company last year as it had to cover losses suffered in
2001. "Hopefully we could make it this year." He added.
Medco Energi Director of Finance Sugiharto said his company will
use the funds for oil field acquisitions in the country. "We
also will use it to finance operational expansion, despite to
add reserves fund, and boost production."
On May 7, the Troubled Company Reporter - Asia Pacific reported
that Standard & Poor's Ratings Services assigned its 'B+'
rating to P.T. Medco Energi Internasional Tbk.'s (Medco)
proposed senior unsecured notes issue of approximately US$200
million, due 2010, and puttable by noteholders in 2008. The
notes will be issued by 100% subsidiary MEI Euro Finance Ltd.
and will be irrevocably and unconditionally guaranteed by Medco
(B+/Stable/--). The rating on the notes, therefore, reflects the
corporate credit rating on Medco. Proceeds from the new debt
will be used primarily to fund Medco's acquisition of petroleum
assets in 2003 and its intensive exploration, development, and
production program.
=========
J A P A N
=========
ALL NIPPON: Increases Chartered Flights to 145
----------------------------------------------
All Nippon Airways (ANA) will expand the number of its chartered
flights in the six months to March 31, 2004, to 145, up about
2.3-fold from a year earlier, in an effort to recover from the
blow of severe acute respiratory syndrome (SARS) and other
factors, Kyodo News said on Wednesday. The airline expects to
see its revenues increase by about 2 billion yen as a result of
the increase in chartered flights.
Moody's Investors Service on August 13 downgraded the debt
rating of All Nippon Airways (ANA) due to the impact of the Iraq
war and Severe Acute Respiratory Syndrome (SARS). The ratings
agency cut the senior unsecured debt rating of Japan's major air
carrier to Ba3 from Ba1. 'The downgrades reflect Moody's
expectation of weaker cash flow generation at ANA over the short
to medium term, due to negative events prompted by the Iraq war
and the SARS virus,' Moody's said in a statement.
CRAYFISH CO.: Delisting ADRs From Nasdaq; Terminates ADR Program
----------------------------------------------------------------
Crayfish Co., Ltd. announced that its Board of Directors at its
meeting has resolved to delist from Nasdaq and to terminate its
ADR program. It is expected that both events will be effective
on November 24, 2003.
The Company listed American Depositary Shares (ADS) on Nasdaq on
March 8, 2000. At that time, the Company intended to expand its
business to the United States, among other countries. The
economic environment in which the Company operates in general,
and the Japanese economy in particular, has changed
substantially since then. Moreover, the Company's has changed
its focus from expansion to maintaining its profitability. In
that context, the Board of Directors has been considering the
advantages and disadvantages of maintaining its Nasdaq listing
and its ADR program with The Bank of New York as announced on
June 20, 2003. Factors that the board of directors has been
considering include the fact that the Company has no current
plan to expand its business into the United States, the
significant costs associated with maintaining its Nasdaq listing
and its ADR program with The Bank of New York, and the fact that
as of May 31, 2003, only 4.61% of the Company's outstanding
shares were held by U.S. persons. In addition, the Board of
Directors has been considering the possibility that delisting
from Nasdaq may further reduce trading liquidity and that
terminating its ADR program may ultimately result in the
termination of the registration of Crayfish' ADRs with the U.S.
Securities and Exchange Commission. After consideration of these
and other factors, the Board of Directors has decided to delist
from Nasdaq effective on November 24, 2003 and to terminate its
ADR program on the same date.
These actions, taken after appropriate consideration, will not
affect the continued listing of Crayfish's share on the MOTHERS
exchange in Tokyo.
Following the decision by the Board of Directors, the Company
has given notice to The Bank of New York, as depositary (the
Depositary), to terminate the Amended and Restated Deposit
Agreement dated as of November 21, 2000 (the Deposit Agreement)
for American Depositary Receipts (ADRs) eviancing American
Depositary Shares (ADSs) representing the Company's
ordinary shares (the Deposited Securities). The Deposit
Agreement will terminate at 5:00 pm (New York City time) on
November 24, 2003.
In accordance with the Deposit Agreement, holders of ADRs are
entitled to surrender their ADRs and, upon payment of the
surrender charges and applicable taxes or governmental charges,
to receive the amount of the Company's ordinary shares
represented by the American Depositary Shares evidenced by such
ADRs.
After November 24, 2003, the Depositary shall discontinue the
issuance and registration of transfers of ADRs, shall suspend
the distribution of dividends to holders, and shall not give any
further notices or perform any further acts under the Deposit
Agreement, except that the Depositary shall continue to
collect dividends and other distributions pertaining to
Deposited Securities, shall sell rights as provided in the
Deposit Agreement, and shall continue to deliver Deposited
Securities, together with any dividends or other distributions
received with respect to the Deposited Securities and the net
proceeds of the sale of any rights or other property, in
exchange for ADRs surrendered to the Depositary (after
deducting, in each case, the fee of the Depositary for the
surrender of an ADR, any expenses for the account of the
holder of such ADR in accordance with the terms and conditions
of the Deposit Agreement, and any applicable taxes or
governmental charges).
At any time after the expiration of one (1) year from the date
of termination, the Depositary may sell the Deposited Securities
then held and may thereafter hold the net proceeds of any such
sale, together with any cash then held by it, unsegregated and
without liability for interest, for the pro rata benefit of the
holders of ADRs which have not been surrendered prior to
such time, such holders thereupon becoming general creditors of
the Depositary with respect to such proceeds. The net proceeds
will be aggregated and distributed to holders, upon surrender of
their ADRs, on a per ADR basis.
After making the sale, the Depositary shall be discharged from
all obligations under the Deposit Agreement, except to account
for claims of holders as creditors of the Depositary for such
net proceeds and other cash.
HUIS TEN: Nomura Unit Outbids Potential Buyers
----------------------------------------------
Nomura Principal Finance, the investment arm of the Nomura
Securities group, has apparently outbid three other potential
buyers of failed theme park operator Huis Ten Bosch with a total
investment offer exceeding 30 billion yen, according to Japan
Times on Wednesday. The court-appointed trustees of Huis Ten
Bosch are expected to formalize the deal with Nomura in October.
The theme park was opened in March 1992. Hit by a slump in
visitors and deteriorating cash flow, Huis Ten Bosch filed for
court protection in February, leaving 230 billion yen in
liabilities. Nomura Principal Finance, a wholly owned subsidiary
of Nomura Holdings Inc., is capitalized at some 8.9 billion yen.
MAZDA MOTOR: Unveils Production and Sales Results for July
----------------------------------------------------------
Mazda Motor Corporation announced highlights of production and
sales results for July 2003.
I. Domestic Production
Models that showed increases over the same month last year: E-
Series (Bongo) Truck, up 163.4 percent, E-Series (Bongo) Van, up
62.6 percent, Tribute/Escape, up 46.5 percent, E-Series (Bongo
Brawny) Truck, up 43.9 percent, T-Series, up 33.5 percent, E-
Series (Bongo Brawny) Van, up 10.3 percent, Mazda6, up 8.5
percent and Mazda2, up 5.8 percent;
New models: RX-8 (8,044 units) and Mazda3 (744 units)
Holiday operations: Hiroshima Plant and Ujina Plant No.1, three
days (July 5, 12 and 26) and Hofu Plant No.1 & No.2, two days
(July 5, 12).
II. Domestic Sales
Domestic sales increased from a year earlier for the twelfth
consecutive month since August 2002.
Models that showed increases over the same month last year:
Titan/Titan Dash, up 67.3 percent, Bongo Truck, up 29.1 percent,
Demio, up 28.9 percent, Bongo Van, up 28.3 percent, AZ-Wagon, up
20.4 percent, Bongo Brawny Van, up 8.7 percent, Millenia, up 4.6
percent;
New model: RX-8 (2,393 units)
Market share increased over the same month last year:
- Registrations: 5.9 percent, up 0.5 points (increased for the
fourth consecutive month since April 2003)
- Micro-minis: 2.2 percent, up 0.1 points (increased for the
first time in five months since February 2003)
- Total: 4.8 percent, up 0.4 points (increased for the fourth
consecutive month since April 2003)
III. Exports
Models that showed increases over the same month last year: E-
Series (Bongo) Truck/Van, up 111.6 percent and Tribute/Escape,
up 42.1 percent;
New models: RX-8 (5,422 units) and Mazda3 (287 units)
Destinations that showed increases over the same month last
year: Africa, up 31.7 percent and Middle East, up 0.1 percent.
Major countries that showed increases over the same month last
year (shipment based):
- South Africa: 700 units, up 40.0 percent: Mazda6 sold
strongly.
- Iran: 800 units, up 166.7 percent: 323 sold strongly.
IV. Overseas Production
Overseas production increased from a year earlier for the
eleventh consecutive month since September 2002.
Models that showed increases over the same month last year:
Premacy, up 176.7 percent, 323, up 51.2 percent, T-Series, up
25.0 percent, Tribute, up 8.3 percent and B-Series, up 7.5
percent;
New model: Mazda6 (13,200 units)
About Mazda Motor Corporation
Mazda Motor Corporation was established in 1920 and is one of
Japan's leading automobile manufacturers. With its headquarters
in Hiroshima, Mazda has two plants in Japan and manufacturing
and assembly operations in sixteen other countries. Mazda cars
and trucks are sold in more than one hundred and thirty
countries. Ford Motor and Mazda agreed to collaborate in 1979;
Ford Motor Company started investing in Mazda and increased its
shareholding to 33.39 percent as of March 31, 1999. For further
information, please visit the Mazda Motor Corporation home page
at: www.mazda.com/flash.html
Mazda Motor Corporation wants to revive sales in the United
States, boost market share in Japan and in Europe, and double
its dealership network in China, TCR-AP reported recently,
quoting Senior Managing Executive of Marketing and Sales Stephen
Odell.
According to Wright Investor's Service, at the end of 2003,
Mazda Motor had negative working capital, as current liabilities
were 910.67 billion yen while total current assets were only
745.75 billion yen.
Contact:
Mazda Motor Corporation
Mr K. Yoshitake
yoshitake.k@tky.mazda.co.jp
+81-3-3508-5022
RESONA HOLDINGS: Reducing Number of Units
-----------------------------------------
Resona Holdings, which had 46 units and affiliates as of the end
of March, will reduce the number to around 10 by the end of
March by combining some and selling others, Japan Times said on
Wednesday, citing Resona President Eiji Hosoya.
The restructuring scheme is aimed at rationalizing its
management after the government's injection of 1.96 trillion yen
in public funds into Resona Bank, the core bank of the group,
earlier this year to strengthen its capital base. Resona
Holdings will also cut the combined number of workers at its and
Resona Bank's headquarters to a little more than 900 from the
current 1,660.
TOSHIBA CORP.: Expands Online Notebook Computer Sales in U.S.
------------------------------------------------------------
Toshiba Corporation aims to expand sales of notebook computers
in the United States by marketing them to corporate and
individual clients via the Internet, according to Asia Pulse on
Tuesday. It will spruce up its advertisement to attract more
consumers. It currently sells about 10 models online, but plans
to sell wider models of notebook computers exclusively over the
Internet. Toshiba posted a net loss of 36.8 billion yen (US$315
million) for the April-June quarter.
=========
K O R E A
=========
CHOHUNG BANK: Appoints Dong Soo Choi as Chairman
------------------------------------------------
An extraordinary meeting of shareholders was held at Chohung
Bank head office on Tuesday, August 26, 2003. At the Meeting,
Mr. Dong Soo Choi was appointed Chairman of the Board and
President & CEO of Chohung Bank. Mr. Young-Hwi Choi, the
President & CEO of Shinhan Financial Group, was appointed a Non-
Standing Director.
Details of the Board of Directors following the Extraordinary
Meeting are as follows:
*Standing Directors:
Dong Soo Choi, Chairman of the Board, President & CEO
Sang-Woo Kim, Standing Auditor
*Non-Standing Directors:
Jong Hyuk Kim, Director
Jeong Myung Lee, Director
Wan Young Yu, Director
Jin Soon Lee, Director
Chang Seong Jang, Director
Wo Jin Kim, Director
Young Hwi Choi, Director
HYNIX SEMICONDUCTOR: Sees Solid Growth in Months Ahead
------------------------------------------------------
Hynix Semiconductor Inc. announced improvements in business
conditions and expects solid growth in the months ahead,
according to EBN News on Monday. Semico's Itow estimates that
the chipmaker's foundry revenue last year was US$245 million.
Chan Hee Lee, Vice President of the System IC Co. that includes
the Hynix foundry operation, said the Company expects a 40
percent increase in its foundry business.
Major Hynix foundry products include power management ICs, LCD
driver ICs, voltage converters, and mixed-signal devices. Lee
said the Chongju fab would soon be converted entirely to Hynix
nonmemory products, including foundry orders.
Hynix still plans to spin off its nonmemory group, including the
foundry. The chipmaker announced its intentions a year ago to
divest the non-memory unit, and as a first step has set up the
group as an in-house Company. The spokesman said Hynix hopes
that a separate standard-products and foundry subsidiary would
attract foreign investors.
HYUNDAI GROUP: KCC Chairman Denies Takeover Report
--------------------------------------------------
Chung Sang-yung, the Chairman of Kumkang Korea Chemical Co.
(KCC), denied reports that he wanted to get involved in the day-
to-day management of the Hyundai group or to work as the group's
caretaker, according to Digital Chosun. Hyundai has been reeling
from the apparent suicide of its de-facto owner, Chung Mong-hun.
Media reports have said that Sang-yung would emerge the new
leader. Sang-yung, 67, is the younger brother of Chung Ju-yung,
the founder of the Hyundai group, and was the uncle of Mong-hun.
SK CORPORATION: Releases 1H03 Financial Results
-----------------------------------------------
Excluding SK Global effect, the operating profit increased to
599.8 billion won, which was driven by strong refining margin
and improved spreads of petrochemical products. However, actual
operating profit decreased to 131.9 billion won by additional
allowance for SK Global related A/Rs and equity method valuation
loss.
SK Corporation Balance Sheet As of June 30, 2003 (in Korean won)
Assets 14,600,800,000,000
Liabilities 9,643,100,000,000
(Debt) (5,711,100,000,000)
------------------
Shareholders' Equity 4,957,700,000,000
(Paid-in Capital) (644,800,000,000)
------------------
Debt/Equity (%) 115.2%
------------------
Equity/Asset (%) 33.9%
==================
SK Corporation's Non-Operating Income/Expenses For the first
half of 2003 (in Korean won)
Net Interest Expense 142,300,000,000
Net F/X Related 4,900,000,000
Dividend Income 14,100,000,000
Equity Method 95,000,000,000
------------------
Net Non-Operating 61,800,000,000
------------------
SK Corporation's Sales & Profit for the first half of 2003 (n
Korean won)
Sales 7,141,700,000,000
Gross Profit 1,002,500,000,000
SG & A 870,600,000,000
------------------
Operating Profit 131,900,000,000
------------------
Pretax Income 70,100,000,000
==================
SK Corporation's Divisional Sales For the first half of 2003 (in
Korean won)
Petroleum 5,271,900,000,000
Petrochem 1,486,100,000,000
Lube 204,400,000,000
E&P 49,600,000,000
Others 129,700,000,000
------------------
Total 7,141,700,000,000
==================
SK Corporation's Divisional Operating Profit For the first half
of 2003 (in Korean won)
Operating Margin
Addt'l Allowance Addt'l Allowance
Excluded Included
-------- --------
Petroleum 312,700,000,000 140,300,000,000
Petrochem 211,700,000,000 203,800,000,000
Lube 36,200,000,000 29,300,000,000
E&P 35,200,000,000 35,200,000,000
Others 4,000,000,000 3,900,000,000
------------------ ------------------
Total 599,800,000,000 131,900,000,000
================== ==================
SK Corporation's Debt Outstanding for the First Half Ended June
30, 2003 (in Korean won)
Won Denominated 3,869,100,000,000
Dollar Denominated 1,842,000,000,000
(Mil USD) (1,544,000,000,000)
-----------------
Total 5,711,100,000,000
-----------------
Long-Term 3,242,500,000,000
(Mil USD) (425,000,000,000)
-----------------
Short-Term 2,468,600,000,000
(Mil USD) (1,119,000,000,000)
-----------------
Cash & Cash Equivalent 1,279,200,000,000
-----------------
Net Debt 4,431,900,000,000
-----------------
F/X Rate 1,193,100,000,000
=================
(SK GLOBAL BANKRUPTCY NEWS, July 16, 2003, Issue No. 3)
===============
M A L A Y S I A
===============
CHASE PERDANA: KLSE Grants Shares Conversion Listing
----------------------------------------------------
Kindly be advised that Chase Pedant Berhad's additional
7,395,825 new ordinary shares of RM1.00 each issued pursuant to
the Conversion of 7,395,825 Redeemable Convertible Preference
Shares into 7,395,825 New Ordinary Shares will be granted
listing and quotation with effect from 9:00 a.m., Friday, 29
August 2003.
Last month, the Troubled Company Reporter - Asia Pacific
reported that Chase Pedant provided an update on the status of
its default in the repayment of both the principal and interest
of all credit facilities granted by Financial Institutions.
Details can be found at
http://bankrupt.com/misc/TCRAP_Chase0707.xls.
HOTLINE FURNITURE: Inks Proposed Debt Settlement With Creditors
---------------------------------------------------------------
On 20 September 2002, it was announced that the Proposed Debt
Settlement involves the settlement of debts amounting to
RM106,095,912 as at 30 November 2001 via the issuance of
20,000,000 new Mahajaya Shares. Subsequent thereto, based on the
confirmation from the Creditors, the total amount of outstanding
debts was revised to RM105,616,908.
On 15 October 2002, it was announced that the terms of the
Proposed Debt Settlement will be revised and the settlement of
the debts with the Creditors will be satisfied by the issuance
of up to 19,600,000 new Mahajaya Shares and a cash payment of up
to RM900,000 to the Financial Institution Creditors and the
Trade Creditors as full and final settlement of all outstanding
amounts owing to the Financial Institution Creditors and the
Trade Creditors as at 30 November 2001 of RM103,110,230
(Outstanding Debts) and as at 31 July 2002 of RM2,506,678,
respectively.
In addition, the 19,600,000 Mahajaya Shares to be issued to the
Financial Institution Creditors (Settlement Shares) will be
subject to a put and call option arrangement (Put and Call
Option Arrangement) to be entered into with the substantial
shareholders of Mahajaya (Option Holders) upon completion of the
Proposed Restructuring Scheme.
Further thereto, PMBB, on behalf of the Board of HFB, is pleased
to announce that the following agreements have been entered into
by the relevant parties for the Proposed Debt Settlement:
(i) a debt restructuring agreement (DRA) entered into by HFB,
the Financial Institution Creditors and Mahajaya on 22 August
2003 to formalize the Proposed Debt Settlement; and
(ii) a put and call option and shares charge agreement (Put &
Call Option Agreement) entered into by the Financial Institution
Creditors, the Option Holders, i.e. Tan Ming Wai and Tan Ming
Ban, and AmTrustee Berhad on 22 August 2003 for the Put and Call
Option Arrangement.
DRA
The salient terms of the DRA are summarized below:
(i) Pursuant to the DRA:
(a) HFB offers and the Financial Institution Creditors agree
to grant indulgence in respect of the settlement of the
Outstanding Debts; and
(b) HFB shall procure Mahajaya to issue the Settlement Shares
to the Financial Institution Creditors in the proportion as full
and final settlement of the Outstanding Debts;
(ii) The Financial Institution Creditors agree that the
Outstanding Debts shall constitute the full and final
outstanding sums due and owing by HFB and all interests accrued
after 30 November 2001 shall be waived and shall not be charged
to the accounts of HFB. Further, upon the completion of the DRA,
the Financial Institution Creditors shall have no further
recourse against HFB in the event of any shortfall in the sums
recovered against such subsidiaries of HFB;
(iii) The Financial Institution Creditors by themselves or
through the appointed receivers and managers shall be entitled
to institute and proceed with any legal proceeding or enforce
and realize the securities charged for the Outstanding Debts
(excluding all securities given by HFB and facilities granted to
HFB);
(iv) Upon the issuance of the Settlement Shares to the Financial
Institution Creditors and upon the execution of a Put and Call
Option Agreement and the creation of charge pursuant to the Put
and Call Option Agreement, of which shall not occur later than
31 October 2003 or any such extended time as the Majority
Financiers (meaning 75% in value of the Outstanding Debts and 5
in number) may agree in writing (Completion Date), HFB shall be
completely and absolutely released and discharged from all
claims, obligations and liabilities (whether actual, contingent
or otherwise) and indebtedness (whether principal debtor or
surety) to the Financial Institution Creditors whatsoever and
howsoever arising out of or in connection with the Outstanding
Debts;
(v) Within thirty (30) days from the issuance of the Settlement
Shares to the Financial Institution Creditors and the creation
of the charge as security pursuant to the Put and Call Option
Agreement, each of the Financial Institution Creditors shall
discontinue and terminate, without any order as to costs, any
and all legal proceedings, if any, commenced against HFB for or
in connection with the payment or recovery of the Outstanding
Debts or any other sum due or owed by HFB under or arising out
of or in connection with the Outstanding Debts; and
(vi) In the event any of the conditions precedent is not
fulfilled on or before the Completion Date, the DRA shall be
terminated and the Financial Institution Creditors shall be
entitled forthwith to pursue any and all rights, claims and
reliefs which the Financial Institution Creditors may have
against HFB, including inter alia, to make demand on HFB for the
immediate repayment of all Outstanding Debts together with
interest thereon and all other sums payable in connection
therewith as if the DRA had never been entered into.
PUT AND CALL OPTION AGREEMENT
The salient terms of the Put and Call Option Agreement are
summarized below:
(i) Principal terms of the Put Option
Option holders : Financial Institution Creditors
Grantors : Tan Ming Wai and Tan Ming Ban
Issue : 100% of the Settlement Shares (Option Shares)
Tenure : 2 years from the date of the listing and quotation of
the new Mahajaya Shares on the KLSE (Listing Date)
Option period : The put option is exercisable at the option of
the Financial Institution Creditors up to a maximum of:
(i) First Put Option - 50% of the Option Shares commencing on
the day immediately following the first anniversary of the
Listing Date and ending on the 30th day thereafter (First Put
Option Period); and
(ii) Second Put Option - 50% of the Option Shares commencing
on the day immediately following the second anniversary of the
Listing Date and ending on the 30th day thereafter (Second Put
Option Period).
The First and Second Put Option are exercisable within the
respective First Put Option Period and Second Put Option Period
Option lapse : The Put Option will lapse:
(i) in respect of any Option Shares in respect of which the
Call Option holders have exercised their Call Option; or
(ii) upon the expiry of the Put Option Period
Exercise price : The exercise price of the Option Shares under
the Put Option shall be as follows:
(i) RM1.08 per share in the first year or such adjusted
price in the event of early exercise of the Put Option; and
(ii) RM1.16 per share in the second year or such adjusted
price in the event of early exercise of the Put Option
Security : Secured by equivalent number of Mahajaya Shares
(Security Shares), held by appointed trustee/stakeholders,
AmTrustee Berhad (Trustee)
(ii) Principal terms of the Call Option
Option holders : Tan Ming Wai and Tan Ming Ban
Grantors : Financial Institution Creditors
Issue : 100% of the new Mahajaya Shares issued to the Financial
Institution Creditors pursuant to the Proposed Debt
Restructuring.
Tenure : 2 years from the Listing Date of the new Mahajaya
Shares on the KLSE
Option period : The Call Option is exercisable at the option of
the Option Holders upon completion of the Proposed Restructuring
Scheme, at anytime during the tenure of the Call Option
Option lapse : The Call Option will lapse:
(i) in respect of any Option Shares in respect of which the
Put Option holders have exercised their Put Option; or
(ii) upon the expiry of the Put Option Period
Exercise price : RM1.16 per Option Share or the adjusted price
in the event of early exercise of the Call Option
(iii) The Put and Call Option Agreement is conditional upon:
(a) the issuance of the Settlement Shares to the Financial
Institution Creditors pursuant to the Proposed Debt Settlement;
(b) The Option Shares and Security Shares shall be free from
all encumbrances and shall be deposited in the shares securities
account and pledged shares securities account respectively as
maintained by the Trustee and shall be dealt with in accordance
with the provisions of the Put and Call Option Agreement; and
(c) The execution and stamping of the Put and Call Option
Agreement.
(iv) The Call Option may be exercised by the Call Option Holder
in respect of all or part of the Option Shares at any time
during the Call Option Period by serving the relevant Call
Notice at the Call Option Exercise Price subject to a minimum
number of Option Shares to be purchased of not less than 100,000
shares each time;
(v) In the event the Financial Institution Creditors have not
served the relevant Put Option Notice within the respective Put
Option Period, the Put Option for the relevant period shall be
deemed as automatically exercise on the last day of the relevant
Put Option Period. Further, the Put Option is to be exercised
only on one occasion at any time during the relevant Put Option
Period;
(vi) All accretions, rights, interest or benefits (whether by
way of redemption, conversion, preference, option, dividend,
bonus or otherwise) accruing to or arising from or declared in
respect of the Option Shares, as on and from the listing date of
the new Mahajaya Shares on the KLSE, shall not be subject to the
Put Option or the Call Option.
Any further shares, stock or other securities in Mahajaya which
are derived from the Option Shares or which are distributed by
Mahajaya in respect of such Option Shares and any shares, stock
or other securities for the time being representing the same by
reason of any alteration in the share capital of Mahajaya or any
amalgamation, reorganization or reconstruction of Mahajaya
(Derivative Shares) shall be the Call Option Holders'
entitlement without the Call Option Holders having to pay or the
Financial Institution Creditors having the right to receive any
additional sum for such Derivative Shares in the exercise of the
Call or Put Option, as the case may be, save for the Call Option
Holders' obligation to reimburse the Financial Institution
Creditors for any costs incurred or amount paid to acquire or
subscribe for the Derivative Shares;
(vii) Whilst all or part of the Option Shares and Derivative
Shares are held by the Trustee, all rights, entitlements and
benefits, attaching to such Option Shares or Derivative Shares
shall remain with the Financial Institution Creditors and shall
be exercised by the Financial Institution Creditors in
accordance with the provisions of the Put and Call Option
Agreement; and
(viii) In the event the Call Option Holders refuse or otherwise
fail to purchase the relevant Option Shares upon the exercised
of the Put Option during the relevant Put Option Period, the
Financial Institution Creditors shall be entitled immediately or
at any time thereafter to sell or otherwise dispose such number
of the Option Shares. Should the proceed from the disposal of
the Option Shares in the relevant Put Option period is less than
the amount to be received by the Financial Institution Creditors
in accordance with the terms of the Put Option, the shortfall
shall be made good via the sale or disposal of the Security
Shares.
FINANCIAL EFFECTS
The financial effects of the Proposed Debt Settlement on the
share capital, earnings, NTA and substantial shareholding
structure of the HFB Group and the Mahajaya Group as at 31 March
2002 and 30 June 2002 respectively were set out in the
announcements dated 20 September 2002 and 15 October 2002.
DOCUMENTS FOR INSPECTION
The following documents are available for inspection at the
registered office of HFB at 12th Floor (Right Wing), Menara
Kemayan, 160 Jalan Ampang, 50450 Kuala Lumpur during normal
business hours from Mondays to Fridays (except for public
holiday) for a period of two (2) weeks from the date of this
announcement:
(i) DRA dated 22 August 2003; and
(ii) Put and Call Option Agreement dated 22 August 2003.
HOTLINE FURNITURE: Receivers & Managers Appointed to Unit
---------------------------------------------------------
The Board of Directors of Hotline Furniture Berhad announced
that a wholly owned subsidiary of HFB, Hotline Furniture
Manufacturers Sdn Bhd (HFM) has received a sealed copy of
Judgment on even date from Amcor Fibre Packaging (Malaysia) Sdn
Bhd.
The total amounts claimed is RM43, 702.03 together with interest
at the rate of 8% per annum calculated from 19 November 2002
until full settlement together with legal cost of RM1,096-00.
The Board has no knowledge as to the steps to be taken because
Receivers & Managers has been appointed to HFM on 9 August 2002.
IDRIS HYDRAULIC: Non-Exec Dir Dato' Hj Hashim Resigns
-----------------------------------------------------
Idris Hydraulic (Malaysia) Berhad posted this Change in
Boardroom Notice:
Date of change : 26/08/2003
Type of change : Resignation
Designation : Non-Executive Director
Directorate : Independent & Non Executive
Name : DATO' HJ MOHD SALLEH BIN HASHIM
Age : 56
Nationality : MALAYSIAN
Qualifications : BACHELOR OF ECONOMICS (ANALYTICAL) DEGREE
Working experience and occupation : COMPANY DIRECTOR
Directorship of public companies (if any) : KFC HOLDINGS
(MALAYSIA) BHD AND GOPENG BHD
Family relationship with any director and/or major shareholder
of the listed issuer : NIL
Details of any interest in the securities of the listed issuer
or its subsidiaries : NIL
Remarks : Upon changes, the composition of the Board is now
comprised of:
(1) Dato' Che Mohd Annuar bin Che Mohd Senawi (Non-Executive
Chairman)
(2) Dato' Dr. Abdul Razak bin Abdul (Managing Director)
(3) Dato' Kamaruddin bin Hamzah (Independent Non-Executive
Director)
(4) Dato' Ab. Halim bin Mohyiddin (Independent Non-Executive
Director)
(5) Datuk Che Mokhtar bin Che Ali (Independent Non-Executive
Director)
(6) Haji Mohd Salleh bin Zakaria (Independent Non-Executive
Director)
(7) Haji Hussein bin Hamzah (Independent Non-Executive
Director)
(8) Mohd Mahyudin bin Zainal (Non-Executive Director)
The Troubled Company Reporter - Asia Pacific reported last week
that Idris Hydraulic entered into a conditional Shares Sale
Agreement (SSA) with Value Line Sdn. Bhd. (VLSB) for the
proposed disposal of 9,600,000 ordinary shares of RM1.00 each
representing the entire equity interest in Advanced Electronics
(M) Sdn. Bhd. (AESB). The Proposed Disposal would allow IHMB to
further progress in its proposed restructuring scheme in
enabling it to rationalize and streamline its operations by
disposing subsidiaries, which do not have any, strategic-fit
within the IHMB group of companies (IHMB Group).
To see a copy of the Company's unaudited quarterly report, go to
http://bankrupt.com/misc/TCRAP_Idris0828.xls.
KRETAM HOLDINGS: Seeks Restructuring Scheme Time Extension
----------------------------------------------------------
Kretam Holdings Berhad refers to the earlier announcements in
respect of Restructuring Scheme and Offer for Sale. The
Restructuring Scheme involves:
ú Share capital reduction and consolidation and reduction in
share premium account (Capital Reconstruction)
ú Restructuring of debts of KHB and two of its subsidiaries
amounting to RM397,644,304 as at 30 September 2001 (Debt
Restructuring Exercise); and
ú Renounceable rights issue of 26,313,375 new KHB shares with
26,313,375 free detachable warrants (Rights Issue).
The Offer for Sale consists of:
ú Renounceable offer for sale by certain lenders of KHB of:
* up to RM33,541,000 nominal value of 7-year 1%
Irredeemable Convertible Unsecured Loan Stocks 2003/2010 (ICULS)
to existing shareholders of KHB
* up to 31,305,000 warrants to existing shareholders of
KHB.
Pursuant to the Policies and Guidelines on Issue/Offer of
Securities by the SC, KHB is required to complete the
implementation of the Restructuring Scheme and Offer for Sale
within twelve (12) months from the date of SC's approval (i.e.
by 11 September 2003).
In view of the foregoing, the Board of Directors of KHB, wish to
announce that KHB had on 26 August 2003 submitted an application
to the Securities Commission (SC) for an extension of time from
11 September 2003 to 31 December 2003 for KHB to complete the
Restructuring Scheme and Offer for Sale.
At this juncture, the completion of the Rights Issue and Offer
for Sale is still pending. The Capital Reconstruction and Debt
Restructuring Exercise were completed on 31 January 2003 and 11
August 2003 respectively.
KUALA LUMPUR: Capital Reduction, Consolidation Completed
--------------------------------------------------------
Kuala Lumpur Industries Holdings Berhad (Special Administrators
Appointed) refers to the announcement on 23 July 2003 in
relation to the Proposed Corporate and Debt Restructuring within
the framework of Pengurusan Danaharta Nasional Berhad Act, 1998.
On behalf of KLIH, Commerce International Merchant Bankers
Berhad wishes to announce the completion of the following:
(i) Capital reduction and consolidation of KLIH involving the
cancellation of RM0.99 of the par value of each ordinary share
of RM1.00 in KLIH (KLIH Share) and the subsequent consolidation
of every 100 ordinary shares of RM0.01 each in KLIH into one (1)
KLIH Share (Capital Reduction and Consolidation);
(ii) Share exchange of one (1) new Equine Capital Berhad
(ECB) ordinary share of RM1.00 (ECB Share) for every one (1)
KLIH Share held after the Capital Reduction and Consolidation
(Share Swap). Pursuant to the Share Swap, 3,037,591 new ECB
Shares have been issued to the shareholders of KLIH;
(iii) Internal reorganization of ECB comprising the
following:
(a) Acquisition by ECB of 100% of the equity interest in
Kuala Lumpur Industries Berhad (Special Administrators (SA)
appointed) (KLIB) comprising 65,538,000 ordinary shares of
RM1.00 each from KLIH; and
(b) Acquisition by ECB of 100% of the equity interest in
Syarikat Tenaga Sahabat Sdn Bhd comprising 740,000 ordinary
shares of RM1.00 each from Bee Hin Holdings Sdn Bhd (SA
appointed);
(iv) Transfer of all assets (including subsidiaries and
associated companies) and liabilities of KLIH to KLIH Debt
Management Sdn Bhd (Transfer);
(v) Acquisition by ECB of 100% of the equity interest of
Taman Equine (M) Sdn Bhd comprising 12,002,150 ordinary shares
of RM1.00 each for a purchase consideration of RM172,000,000
which was satisfied by the issuance of 94,600,000 new ECB Shares
and RM77,400,000 nominal value irredeemable convertible
unsecured loan stocks of ECB;
(vi) Issuance of 24,962,409 ECB Shares to Anuarul Azizan Chew
Consulting Sdn Bhd, the agent for the unsecured creditors of
KLIH as part of the repayment to the unsecured creditors
pursuant to the Proposals.
The Proposals are still pending the completion of the following:
(i) Rights issue of up to 27,338,319 new ECB Shares to the
shareholders of KLIH whose names appear on the record of
depositors of KLIH as at 30 July 2003, at an issue price of
RM1.00 per ECB Share on the basis of nine (9) ECB Shares for
every one (1) ECB Share held after the Share Swap;
(ii) Offer for sale of up to 24,962,409 ECB Shares by the
unsecured creditors of KLIH to public investors on a best effort
basis at an offer price of RM1.00 per ECB Share;
(iii) Repayment to the unsecured creditors of KLIH after the
Transfer comprising:
(a) RM6,038,000 cash from the rights issue proceeds; and
(b) RM30,000,000 nominal value redeemable convertible
secured loan stocks A of ECB;
(iv) Issuance of RM18,500,000 nominal value redeemable
convertible secured loan stocks B of ECB to the secured creditor
of KLIB; and
(v) Transfer of the listing status of KLIH to ECB.
KSU HOLDINGS: Injunction Application Hearing Postponed to Aug 25
----------------------------------------------------------------
KSU Holdings Berhad refers to the commencement of litigation
against the vendors of shares in earnest Equity Development
Berhad and the vendors of shares in Kembangan Alam Berhad
pursuant to the various Share Sale Agreements entered into as
part of the Scheme for the Restructuring of May Plastics
Industries Berhad.
KSU Holdings announced that the hearing of the Inter Partes
Injunction Application which was scheduled on 20th March 2003
and postponed to 30th May 2003, 2nd July 2003, 8th August 2003
and 25th August 2003 has now been further postponed to 29th
August 2003.
MYCOM BERHAD: Court Convened Meeting Moved to December
------------------------------------------------------
Further to the announcement dated 28 July 2003 in relation to
the Proposed Restructuring Scheme.
Mycom Berhad wishes to announce that the High Court Malaya has
granted an extension of time until December 2003 for Mycom to
hold a court convened meeting with its shareholders which will
coincide with an extraordinary general meeting proposed to be
held for the purpose of considering and if thought fit,
approving resolutions relating to the Proposed Restructuring
Scheme of the Company.
PANGLOBAL BERHAD: Discloses July Timber Production Figures
----------------------------------------------------------
PanGlobal Berhad wishes to announce that the production volume
of timber of its wholly-owned subsidiary, Limbang Trading
(Limbang) Sdn Bhd for the month of July 2003 was 23,717.91 cubic
meters.
The Troubled Company Reporter - Asia Pacific reported on July 1
that the Securities Commission has approved the extension of the
deadline to implement the Proposals, which includes Proposed
Rights Issue; and Proposed Disposal of Panglobal Insurance
Berhad, for a period of one (1) year to 10 June 2004.
PARIT PERAK: Answers KLSE's Summon Query
----------------------------------------
Reference is made to the KLSE's Query Letter reference ID: NM-
030821-43946 on Summon No.84-21-222 served on wholly owned
subsidiary - Kerajaan Malaysia Vs Capital Dynasty Sdn Bhd,
The Special Administrators on behalf of Parit Perak Holdings
Berhad (Special Administrators Appointed) announces the
following additional information in respect of the summon served
on wholly owned subsidiary, Capital Dynasty Sdn Bhd [CDSB]:
1. Financial and operational impact on the group, if any,
arising from the summons.
There is no financial or operational impact on the Group as the
taxation had been fully provided for in the Group's accounts.
2. The steps that your Company/CDSB has taken and will take with
regards to the summons.
The Company would appeal to Lembaga Hasil Dalam Negeri to
reconsider the overall development project, Kemayan City
Shopping Mall which had incurred a loss. The profits recognized
during the early years of development on the project should be
set off against the eventual loss on the Kemayan City's project.
KLSE's Query Letter content:
We refer to your announcement dated 20 August 2003 in respect of
the aforesaid matter. In this connection, kindly furnish the
Exchange immediately with the following additional information
for public release:
1) Financial and operational impact on the group, if any,
arising from the summons.
2) The steps that your Company/CDSB has taken and will take with
regards to the summons.
Yours faithfully,
INDERJIT SINGH
Senior Manager
Listing Operations
IS/WSW/NMA
PARIT PERAK: Seeks Three-Month Proposal Completion Extension
------------------------------------------------------------
Reference is made 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 involves:
ú Proposed PPHB Acquisition;
ú Proposed Liqua Acquisition;
ú Proposed Buyback;
ú Proposed Put and Call;
ú Proposed Restricted Offer for Sale;
ú Proposed Debt Settlement;
ú Proposed Disposal;
ú Proposed Placement;
ú Proposed Transfer of Listing Status; and
ú Proposed Waiver.
On behalf of Parit Perak Holdings Berhad (Special Administrators
Appointed), Alliance Merchant Bank Berhad (Alliance) wishes to
announce that it had on 26 August 2003 made an application to
the SC to seek its approval for an extension of time for a
period of three (3) months from 9 September 2003 to 9 December
2003 for the completion of the Proposals.
SOUTHERN PLASTIC: SC OKs Restructuring Scheme Time Extension
------------------------------------------------------------
Southern Plastic Holdings Berhad would like to announce that
Securities Commission, through its letter dated 22 August 2003,
has approved the Company's application for extension of time to
submit all the required relevant information / document /
explanation in connection with the Proposed Restructuring Scheme
before 15 September 2003.
The Troubled Company Reporter - Asia Pacific reported on May
that Southern Plastic and the Group are still in default of
payments towards their bank borrowings from certain financial
institutions. This was a result of the respective banks' actions
in freezing the bank borrowing facilities of the Group and the
Company in view of the Company's proposal of an informal
restructuring scheme.
TONGKAH HOLDINGS: Disposes of Quoted Securities
-----------------------------------------------
Tongkah Holdings Berhad on 26 August 2003 been notified by PB
Trustee Services Berhad (the trustee in respect of the Company's
RM186,558,296 Nominal Value of 5 year 1%-2% Redeemable Secured
Convertible Bonds A 1999/2004 and RM275,980,363 Nominal Value of
5 year 1%-2% Redeemable Secured Convertible Bonds B 1999/2004
(collectively "Bonds")) that they have on 20 August 2003,
disposed of some of the Company's securities held in public
listed companies, which are pledged with them in relation to the
Bonds.
The sale proceeds are retained in the sinking fund accounts
maintained pursuant to the respective trust deeds relating to
the Bonds. Go to http://bankrupt.com/misc/TCRAP_Tongkah0828.doc
for information on the securities disposed.
TONGKAH HOLDINGS: Trustee Obtains Property Sale Court Order
-----------------------------------------------------------
Tongkah Holdings Berhad refers to the announcement dated 26 May
2003 on the Kuala Lumpur High Court Originating Summons No. S24-
769-03 PB Trustee Services Berhad -V- Tongkah Holdings Berhad,
and wish to inform that on 25 August 2003, an order of Court was
obtained by PB Trustee Services Berhad (Trustee) for the sale of
the Company's property held under Geran No. 26884, Lot No. 8931
Mukim Kuala Lumpur, Daerah Wilayah Persekutuan (Property) by
public auction fixed for 16 December 2003. However, no reserve
price has been fixed.
The Company through its solicitors recorded its objections on
the Trustee's application for delivery of vacant possession of
the Property and hearing date for submissions on this issue has
been set on 29 October 2003. The Company contends that a major
portion of the Property is currently occupied by rent paying
tenants whose term of tenancies have yet to expire and is
therefore, objecting the Trustee's application in this regard.
YE CHIU: Bonds on Rating Watch, With Negative Outlook
-----------------------------------------------------
Ratings Agency Malaysia Berhad (RAM) has placed a Rating Watch
(with a negative outlook) on the long-term rating of A3 for Ye
Chiu Metal Smelting Bhd's (Ye Chiu) RM60 million Redeemable
Unsecured Bonds (Bonds). Ye Chiu and its subsidiaries are
principally involved in the manufacturing and trading of
aluminium alloys produced by the recycling of post-consumer
aluminium scrap through smelting.
The Rating Watch is a consequence of the sharp spike in Ye
Chiu's debts, which escalated from RM99.09 million as at FYE 31
December 2002 (FY 2002) to RM156.52 million as at 1H FY 2003,
following its increased drawdown of trade facilities and short-
term loans. The higher level of borrowings stemmed from its 117%
sales growth to RM264.44 million for 1H FY 2003 compared to
RM121.92 million during the previous corresponding period. Due
to the nature of its business, Ye Chiu has to purchase and pay
for its raw materials in cash. Given this, it has had to rely on
an increasing level of trade financing to support its robust
growth in the past 6 months. As a reflection of Ye Chiu's heavy
working capital requirements, its inventory and trade
receivables almost doubled during this period, to a respective
RM76.84 million and RM79.76 million as at 30 June 2003.
The Group's elevated debt level is a concern as this has
weakened its balance sheet. Ye Chiu's net gearing ratio has
deteriorated from 0.91 times as at end-FY 2002 to 1.48 times as
at end-1H FY 2003. Furthermore, as Ye Chiu intends to continue
with its aggressive expansion plans in China, we do not foresee
any repatriation of funds in the near future.
RAM's Rating Watch highlights a possible change in an issuer's
existing debt rating. It focuses on identifiable events such as
mergers, acquisitions, regulatory changes and operational
developments that place a rated debt under special surveillance
by RAM. In a broader sense, it covers any event that may result
in changes in the risk factors relating to the repayment of
principal and interest.
Issues will appear on RAM's Rating Watch when some of the above
events are expected to or have occurred. Appearance on RAM's
Rating Watch, however, does not inevitably mean that the
existing rating will be changed. It only means that a rating is
under evaluation by RAM and a final affirmation is expected to
be announced. A "positive" outlook indicates that a rating may
be raised while a "negative" outlook indicates that a rating may
be lowered. A "developing" outlook refers to those unusual
situations in which future events are so unclear that the rating
may potentially be raised or lowered.
CONTACT INFORMATION: Gan Wee Herng
03-7628 1788
gan@ram.com.my
=====================
P H I L I P P I N E S
=====================
NATIONAL POWER: Generating Units Up For Sale
--------------------------------------------
Philippines President Gloria Macapagal Arroyo on Wednesday gave
the Power Sector Asset and Liabilities Management Corporation
(PSALM) the go-signal to start soliciting bids for the
privatization of the National Power Corporation (Napocor)'s
generating companies (Gencos), according to a report from the
Business World.
National Transmission Co. (Transco) President Allan M. Ortiz
said the successful sale of Transco and the Gencos would mean an
additional 50 billion pesos that government could use for
budgetary support. It would also help pare Napocor losses, which
is also a major burden to state funds.
Last July 14, the bidding for Transco's concession contract
failed after only one party, Singapore Power, submitted a pre-
qualification proposal. Another bidding was scheduled last
August 22 but again only Singapore Power expressed interest.
URBAN BANK: BSP Officials Appeal Suspension Order
-------------------------------------------------
Two suspended Central Bank of the Philippines (Bangko Sentral ng
Pilipinas or BSP) officials filed a motion for reconsideration
at the Court of Appeals (CA) and debunked the claim of the
latter that they have been grossly negligent of their duties,
according to ABS-CBN News on Tuesday.
Alberto Reyes, BSP deputy governor and Tomas Aure, former BSP
director, said the court should reconsider its decision because
they said, they were just doing their jobs when they ordered the
closure of the Urban Bank, contrary to the claim that the bank
was not given due process.
The BSP officials said the CA decision was an intrusion at the
banking system. They said the CA judge who ordered their
suspension relied upon his own judgment. The two bank officials
also asked the CA to dismiss the complaint filed by Urban bank's
board of directors because it is irrelevant.
Aure and Reyes said the BSP ordered the closure of the Urban
Bank because of its unilateral declaration of a bank holiday
that affected mostly its creditors and investors, doing harm in
the monetary industry.
=================
S I N G A P O R E
=================
ALFA AIRE: Issues Notice of Winding Up Order
--------------------------------------------
Alfa Aire Pte Ltd. issued a notice of winding up order made the
8th day of August 2003
Name and address of Liquidator: The Official Receiver of 45
Maxwell Road, #06-11 The URA Centre, East Wing, Singapore
069118.
DREW & NAPIER LLC
Solicitors for the Petitioner.
ASIA FOOD: Narrows Net Loss to S$8M
-----------------------------------
Asia Food & Properties has narrowed its second-quarter net loss
to S$8.1 million versus a net loss of S$36.6 million a year
earlier, the Straits Times reports. Loss per share improved to
0.28 cent from 1.26 cents a year ago while net asset value per
share firmed to 80 cents from 78 cents as of December 31, 2002.
ASIA PACIFIC: Releases Intended Dividend Notice
-----------------------------------------------
Asia Pacific Construction Pte Ltd. issued a notice of intended
dividend as follows:
Address of Registered Office: Formerly of 7500A Beach Road #16-
322
The Plaza
Singapore 199591.
Court: Supreme Court, Singapore.
Number of Matter: Companies Winding Up No. 236 of 1995.
Last Day for Receiving Proofs: 5th day of September 2003.
Name & Address of Liquidator: The Official Receiver
The URA Centre (East Wing)
45 Maxwell Road #06-11
Singapore 069118.
SUNARI BIN KATENI
Assistant Official Receiver.
ASIA PULP: Operating Firms Releases First Half Results
------------------------------------------------------
Asia Pulp and Paper group's four operating companies reported
better first half results in terms of EBITDA growth with the
exception of Pindo Deli, DebtTraders reports. Total EBITDA from
the four companies rose 36% to $478 million from $351 million
from a year ago. Indah Kiat's first half sales grew 14% to $676
million from $592 million over the same period a year ago.
EBITDA jumped 75% to $223 million from $127 million. After
allocating EBITDA based on the debt restructuring plan agreed
with IBRA, we estimate Indah Kiat's leverage is approximately
5.5 times. Tjiwi Kimia's sales grew 18% to $466 million from
$396 million the same period a year ago. We estimate the
leverage is about 6.7 times. Pindo Deli reported its 2003 first
half sales of $405 million, up 11% from $365 million a year ago.
However, EBITDA fell 13% to $56.8 million from $65.5 million. As
such, we estimate Pindo Deli has the highest leverage of 9.7
times. Lontar Papyrus' six-month sales were up 5% to $114
million from $108 million a year ago. EBITDA was almost
unchanged at $77 million. DebtTraders estimate Lontar Papyrus
has the lowest leverage of 4.9 times.
ASIA PULP: Starts Jumbo Job to Repair Image
-------------------------------------------
After years of taking flak over its poor environmental record,
Asia Pulp & Paper (APP), which stopped payments on its US$13.9
billion debt in March 2001, recently signed a memorandum of
understanding with the World Wildlife Fund over the management
of its forests on Sumatra to rebuild an image battered by two
years of battling with its creditors, the Financial Times said
on Tuesday. APP has promised to produce an action plan by next
January to tackle illegal logging by APP suppliers and improve
checks on where logs sent to its plants originate.
APP announced in June that it had finalized the terms of a debt
restructuring for the US$6.7 billion in debt owed by its four
Indonesian subsidiaries with key creditors including the
Indonesian Bank Restructuring Agency and a group of
international export credit agencies. But the terms of that deal
have yet to be voted on by the United States and other
international bondholders.
NAGANO DYNAMICS: Issues Notice of Intended Dividend
---------------------------------------------------
Nagano Dynamics Pte Ltd. (In Court Winding Up) issued a notice
of first and final dividend as follows:
Address of Registered Office: c/o 47 Hill Street #05-01 Chinese
Chamber of Commerce & Industry Building Singapore 179365.
Court: In Court Winding Up.
Number of Matter: 42 of 2002/S. Last Day of Receiving Proofs (if
not already lodged): 29th August 2003.
Name of Liquidator: Kon Yin Tong.
Address: Foo Kon Tan Grant Thornton
47 Hill Street #05-01
Chinese Chamber of Commerce &
Industry Building
Singapore 179365.
PRANA PLACE: Releases Winding Up Order Notice
---------------------------------------------
The Prana Place Pte Ltd. issued a notice of winding up order on
the 8th day of August 2003.
Name & Address of Liquidator: H T Khoo & Co
135 Cecil Street #14-01
LKN Building
Singapore 069536.
VERITAS LAW CORPORATION
Solicitors for the Petitioner.
SIN YUH: Enters Judicial Management
-----------------------------------
Notice is hereby given that a Petition for placing Sin Yuh
Industries Pte Ltd under the judicial management of a judicial
manager by the High Court was, on the 12th day of August 2003,
presented by its directors (pursuant to a resolution in writing
passed according to the Company's Articles of Association) and
that the said Petition is directed to be heard before the Court
at 10.00 a.m., on the 5th day of September 2003; and Mr Yin Kum
Choy of Messrs K C Yin & Co care of 100 Tras Street, #16-01
Amara Corporate Tower, Singapore 079027 has been nominated as
the judicial manager; and any person who intends to oppose the
making of an order under section 227B (5) (b) or the nomination
of a judicial manager under section 227B (3) (c) may appear at
the time of hearing by himself or his counsel for that purpose;
and a copy of the Petition will be furnished to any creditors or
member of the Company requiring it by the undersigned on payment
of the regulated charge.
The Petitioner's Solicitors are Messrs MADHAVAN PARTNERSHIP of
80 Robinson Road #08-01/02, Singapore 068898.
Dated this 19th day of August 2003.
Messrs MADHAVAN PARTNERSHIP
Solicitors for the Petitioner.
Any person who intends to appear on the hearing of the Petition
must serve on or send by post to Messrs Madhavan Partnership,
the Petitioner's Solicitors, and notice in writing of his
intention to do so. The notice must state the name and address
of the person, or, if a firm, the name and address of the firm,
and must be signed by the person or firm, or his or their
solicitors (if any) and must be served, or, if posted, must be
sent by post in sufficient time to reach the Messrs not later
than twelve o'clock noon of the 4th day of September 2003 (the
day before the day appointed for the hearing of the Petition).
TRANSMATION SINGAPORE: Issues Notice to Creditors
-------------------------------------------------
The creditors of Transmation Singapore Pte Ltd (In Members'
Voluntary Liquidation), which is being wound up voluntarily, are
required on or before the 22nd day of September 2003 to send in
their names and addresses, with particulars of their debts or
claims and the names and addresses of their solicitors (if any)
to the undersigned, the Liquidator of the said Company, and, if
so required by notice in writing by the said Liquidator, are by
their solicitors, or personally, to come in and prove their said
debts or claims at such time and place as shall be specified in
such notice, or in default thereof they will be excluded from
the benefit of any distribution made before such debts are
proved.
LOKE POH KEUN
Liquidator.
c/o 8 Robinson Road
#08-00 ASO Building
Singapore 048544.
WORLDLAND INVESTMENT: Issues Debt Claim Notice to Creditors
-----------------------------------------------------------
Notice is hereby given that the creditors of Worldland
Investment Pte Ltd (In Members' Voluntary Liquidation), which is
being wound up voluntarily, are required on or before the 30th
day of September 2003 to send in their names and addresses and
particulars of their debts or claims and the names and addresses
of their solicitors (if any) to the undersigned, the Liquidator
of the said Company and if so required by notice in writing from
the said Liquidator are, by their solicitors or personally, to
come in and prove the said debts or claims at such time and
place as shall be specified in such notice or in default thereof
they will be excluded from the benefit of any distribution made
before such debts are proved.
Dated this 19th day of August 2003.
YEO HOCK CHUAN
Liquidator.
c/o 6001 Beach Road
#12-01 Golden Mile Tower,
Singapore 199589.
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T H A I L A N D
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CHRISTIANI & NIELSEN: Posts Debt Restructuring Plan Summary
-----------------------------------------------------------
CN Advisory Company Limited, as the Plan Administrator of
Christiani & Nielsen (Thai) Public Company Limited, would like
to acknowledge the essentials of the Reorganization Plan in
brief as follows:
1. Classification of Creditors
There are of 3 groups of secured creditors and 9 groups of
unsecured creditors as follows:
(1) Secured creditors comprise of Group 1, 2 and 5 creditors.
Group 1 creditor - Secured creditors Group 1
Promissory note creditor with the right on mortgage on land
and buildings of Company and subsidiary.
Group 2 creditor - Secured creditors Group 2
Overdraft account creditor with the right on the land of the
Company.
Group 5 creditor - Debenture creditor by Court's judgment
Debenture creditor of Christiani & Nielsen (Thai) Public Company
Limited issued on 4 November 1993 became a secured creditor by
civil court judgment according to compromise agreement on 15
February 2001 with the mortgage right on Company's land and
buildings.
(2) Unsecured creditors comprise of Group 3, 4, 6, 7, 8, 9,
10, 11 and 12 creditors.
Group 3 creditor - Unsecured creditors
Promissory note creditors, overdraft account creditors, short-
term loan creditors and long-term loan creditors.
Group 4 creditor - Debenture Creditors
1. Debenture creditors of Christiani & Nielsen (Thai)
Public Company Limited issued on 4 November 1993 matured in 1998
and became restructuring agreement creditors with the company on
31 March 1999 and re-structuring agreement with amendment on 1
March 2001.
2. Creditors with unsubordinated, unsecured and non-
representative debenture of Christiani & Nielsen (Thai) Public
Company Limited No. 1/2543 maturing in 2007
3. Creditors with unsubordinated, unsecured and non-
representative debenture of Christiani & Nielsen (Thai) Public
Company Limited No. 2/2543 maturing in 2007.
4. Creditors with unsubordinated, unsecured and non-
representative debenture of Christiani & Nielsen (Thai) Public
Company Limited No. 3/2543 maturing in 2007.
Group 6 creditors - Trade Creditors
Any creditors whose obligation come from contracts or
subcontracts with the Company to deal with, sell, buy, service
or hiring relating to equipment, material, procurement and
construction or retention money.
Group 7 creditors - Lending Creditors from related company
Creditors who are the subsidiary or affiliate company.
Group 8 creditors - Guarantee Note Creditors for loan to
related company Creditors for loan to subsidiary or affiliate
company where the Company issued guarantee note and such
subsidiary or affiliate had defaulted.
Group 9 creditors - Guarantee Note creditors
1. The obligation of the guarantee note arising from the
issue of letters of guarantee relating to contract payment
and/or performance according to the conditions of contract.
2. The obligation of guarantee note with financial
institution arising from the issue of letters of guarantee
relating to contract payment, performance guarantee of the
company, subsidiaries or affiliate in construction and partly
unable to perform according to the conditions of contract.
Group 10 creditors - Bangkok Metropolitan Administration
(BMA)
BMA is the creditor from the obligation of design and
construction contract for Bangkok Wastewater Project Stage 4
between BMA and NWR-ITD-CNT&AS Joint Venture, in which
the Company has a 25% interest.
Group 11 creditors - Revenue Department
Creditor submitted for tax debt.
Group 12 creditors - Other Creditors
Other creditors, which are unable to be classified in group1 to
11
2. Debt-restructuring for creditors each group and debt payment
Group 1 creditors - Secured creditor group 1
To transfer the ownership of secured assets to pay the principal
and interest classified as restructuring debt without any
further obligation after the transfer of ownership.
Group 2 creditors - Secured creditor group 2
Principal and interest classified as restructuring debt shall
remain as current liabilities, overdraft account loan, and
remain as existing secured assets to pay Thai Farmers Bank Pcl.
at minimum overdraft rate (MOR).
Group 3 creditors - Unsecured creditors
The creditors in this group shall equally have the right to
choose option 1 or option 2 in debt restructuring:
Option 1. Principal and interest classified debt restructuring
shall remain as current liabilities, overdraft account or loan
and pay interest at Siam City Bank Pcl. or Siam Commercial Bank
Pcl. minimum overdraft rate.
Option 2. Receive payment at the rate of 3% of debt
restructuring without interest. The payment shall be completed
in 3 years after the Court approved the Plan.
Group 3 creditors must notify the Plan Administrator in
writing of their intentions to choose option 1 or option 2
within 7 days after the Court approved the Plan.
Group 4 creditors - Debenture Creditors
Shall be paid 3% of debt restructuring without interest. The
Company shall pay within 3 years after the Court approved the
Plan.
Group 5 creditors - Debenture Creditor by Court judgment
Transfer the secured assets to pay the principal and interest
classified as debt restructuring. The principal and interest
remaining after transfer of the secured assets shall be paid 3%
without interest within 3 years after the Court approved the
Plan.
Group 6 creditors - Trade Creditors
Shall be paid in full for the principal and release from
interest is full. The debt shall be paid within 90 days after
the Court approved the Plan.
Group 7 creditors - Lending Creditors from related company
Shall be paid 3% of debt restructuring without interest within 3
years after the Court approved the Plan.
Group 8 creditors - Guarantee Note Creditors for loan to
related company
Shall be paid 3% of debt restructuring without interest within 3
years after the Court approved the Plan.
Group 9 creditors - Guarantee Note Creditors
Shall be paid 3% of debt restructuring without interest within 3
years after the Court approved the Plan.
Group 10 creditors - Bangkok Metropolitan Administration
Shall be paid according to the Court's judgment in the event of
a dispute issue in the contract.
Group 11 creditors - Revenue Department
Shall be paid 3% of debt restructuring without interest within 3
years after the Court approved the Plan.
Group 12 creditors - Other creditors
Shall be paid 3% of debt restructuring without interest within 3
years after the Court approved the Plan.
3. Capital Restructuring (Capital reduction and increase)
3.1 The transfer of legal reserved money for the premium and
deficit of par value to compensate the Company's accumulated
loss
The Company shall transfer the reserved money for the premium
and deficit of par value to compensate the Company's accumulated
loss.
3.2 Capital reduction
(1) Reduction of un-paid capital from Bt1,592,193,200 to
Bt1,411,835,200 by cancellation of the un-paid registered
ordinary shares of 18,035,800 shares.(2) After the reduction in
clause (1), the Company shall reduce to compensate, in all or in
part, the accumulated loss by reducing the par value of each
share from Bt10 to Bt0.01 (1 Satang)
3.3 Capital increase by the sale of ordinary shares and/or
warrants and/or convertible securities to existing shareholders
and/or private placement and/or general public
The Plan Administrator shall issue new shares and/or warrants
and/or convertible securities to the shareholders and/or private
placement and/or general public in the amount not exceeding
Bt500 million.
3.4 Revision of Memorandum of Association, Articles of
Association and Affidavit
The Plan Administrator shall revise as necessary the Memorandum
of Association, Articles of Association and Affidavit.
KRISDA MAHANAKORN: Changes Increased Register Capital Objective
---------------------------------------------------------------
Krisda Mahanakorn Public Company Limited would like to report on
the resolutions made at a Board of Directors Meeting (#6/2003)
held on August 25, 2003. The details of the resolutions are as
follow:
1. Consider to change the objective of the increased the
registered capital on extra-ordinary meeting of shareholder
#1/1999 to lender and or creditor and/or private placing to
increased capital for selling to private such as lender creditor
and/or private placing not more than 17 financial institutions,
not over 35 creditors including trade creditors, other creditors
and/or private placing.
2. That on Extra-Ordinary meeting of shareholders (#1/2003)
should be held on November 6, 2003 in the morning. At Royal
City.
3. That a date for closing the company share register for the
right to attend the meeting will be October 17,2003 at 12.00 am.
Until ending of extra-ordinary meeting of shareholders
(#1/2003).
4. That agenda for meeting will:
4.1 To Clarify in meeting by President.
4.2 Certify the minutes of the ordinary general meeting
(#1/2003)
4.3 To report the progress of the rehabilitation plan
4.4 Consider to change the objective of the increased the
registered capital on extra-ordinary meeting of
shareholder #1/1999 to lender and or creditor and/or
private placing to increased capital for selling
to private such as lender creditor and/or private placing
not more than 17 financial institutions, and not over 35
creditors including trade creditors, other creditors
and/or private placing.
4.5 other (if any)
SIKARIN PUBLIC: Major Shareholders OK Silent Period Trading
-----------------------------------------------------------
Sikarin Public Company Limited presented an application to the
Stock Exchange of Thailand asking for a transfer from REHABCO
sector back to its regular sector as detailed in the letter no.
635/2546 on July 30, 2003.
The company wishes to notify that the Major Shareholders agree
to the Silent period for 1 year. The first 6 months from the
first trading date of the securities, the SET allows trading in
the amount of 25% of the total amount of shares restricted
under the Silent Period. After 6 months, allowed trading is in
the amount of 25% of the total amount of shares restricted. The
Major Shareholders who agree to the Silent period are 3 person
and totals 11.87 million shares or 13.18% of total paid up
capital of the company. Details are as follows:
Name Share Percent of the total
paid up company's
capital
1. Pol.Lt.Gen. Jarak Sangtawip 6,498,184 7.22
2. Mr. Atirat Charoonsri 3,995,380 4.44
3. Mr. Charun Wiwatjesadawut 1,372,000 1.52
Total 11,865,564 13.18
THAI ELECTRONIC: Planner Arranges Unpaid-up Capital Payment
-----------------------------------------------------------
Premier Planner Company Limited, as the Plan Administrator of
Thai Electronic Industry Company Limited, informed that the it
will arrange for the payment capital of Datapro Computer System
Company Limited in accordance with the Resolution of the
Company's Board of Creditors' Meeting, which was held on June 2,
2003. Details are as follows:
1. Arrange for the fully paid-up capital in amount of Bt100
per share, Bt60 each, as the Resolution of the Board of Director
of Datapro Computer System Company Limited.
The Company is the shareholder of Datapro Computer System
Company Limited in the number of 79,995 shares, will make
payment for the paid-up capital in the amount of Bt4,799,700.
2. Arrange for the payment of increased shares of Datapro
Computer System Company Limited in the number of 160,000 shares,
in the portion of 80% of the first remaining shares in the
amount of 100 per share, totally Bt16,000,000. The paid-up
capital will be made by dividend from DataPro Computer System
Company Limited as Resolution of the Board of Director and
Shareholders' Meeting of Datapro Computer System Company
Limited.
The Company will make payment for paid-up capital of 2 items
above within 29 August 2003.
THAI HEAT: Extends Loan Payment to FI from 2012 to 2014
-------------------------------------------------------
Thai Heat Revival Company Limited, as the reorganization planner
of Thai Heat Exchange Public Company Limited, has sent the
correction of the rehabilitation plan to the Central Bankruptcy
court on August 15, 2003. Details of the correction Plan are as
follows:
1. Set the grace period for loan payment to the Financial
Institutions (FI). The existing rehabilitation plan the company
had to pay the loan to the financial institutions quarterly
start from June 30, 2002 and will pay the new loan on the year
2006. Extended the payment for the FI from the year 2012 to the
year 2014.
2. The interest for the year 2002-2003 and calculated at 3%
2004-2005 at 2.5% and MLR after the year 2005.
THAI PETROCHEMICAL: SEC Obliges Financial Statements Amendment
--------------------------------------------------------------
The Stock Exchange of Thailand (SET) has posted the NP (Notice
Pending) sign on the securities of Thai Petrochemical Industry
Public Company Limited (TPI) on 15 August 2003 onwards because
it has failed to submit its financial statements ending 30 June
2003 by the deadline specified by the SET.
TPI already submitted the SET the aforementioned financial
statements, therefore , the SET has lifted NP sign from its
securities and replaced it with NR (Notice Received) sign on 22
August 2003 to inform that the aforementioned financial
statements was received.
However, since TPI's auditor was unable to reach any conclusion
on its financial statements, this could be considered that the
numbers (indicating the financial status and operating results
of the company presents in its financial statements) did not
reflect its actual business performance. Hence, the Securities
and Exchange Commission (SEC) probably issues an instruction
that it is obliged to amend its financial.
The SET has posted SP (Suspension) sign of suspended trading on
its securities effective on 22 August 2003 to enable
shareholders and general investors to have sufficient time to
scrutinize the auditor's report relating to the results in
financial statements, including the company's clarification as a
whole. The SET will post NP (Notice Pending) sign from 25 August
2003 until such time as that company will submit its amended
financial statements or there is conclusion that it is not
necessary to amend its financial statements.
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.
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