/raid1/www/Hosts/bankrupt/TCRAP_Public/030911.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, September 11, 2003, Vol. 6, No. 180
Headlines
A U S T R A L I A
AMP OFFICE: S&P Cuts Long-Term, Debt-Issue Ratings to 'BBB+'
DOWNER EDI: Adds Over $550M to Order Book
DRURY MANAGEMENT: Piet Walters Appears on Further ASIC Charges
LOY YANG: ACCC Maintains Opposition to AGL Acquisition
NEWMONT YANDAL: Emerges From Voluntary Administration
POWERTEL LIMITED: Discloses Chairman's Letter to Shareholders
WATTLE GROUP: Administrators Mackay, Allen Sentenced
C H I N A & H O N G K O N G
CHI CHEUNG: 2003 Operations Loss Swells to HK$1.132M
CIL HOLDINGS: Price, Turnover Movements Unexplainable
FE CONSORT: Cuts 2003 Net Loss to HK$131.717M
LONG MERGE: Winding Up Petition Pending
P&W BUILDING: Winding Up Sought by Bank of China
TARGET KING: Petition to Wind Up Pending
VICTORY GROUP: Releases Summarized Interim Financial Results
YUGANG INT'L: 2003 Operations Loss Increases to HK$27.276M
I N D O N E S I A
BANK LIPPO: IBRA Posts Revised Shares Divestment Schedule
MERPATI NUSANTARA: Divestment Estimated to Generate Rp1.5T
TEXMACO GROUP: IBRA Seizure of Assets Likely
J A P A N
MITSUBISHI MOTORS: Reaches Agreement With Toyota
MITSUBISHI MOTORS: Trims Purchasing Costs by 5%
NIPPON STEEL: Sees Y30B Loss After Plant Blast
NIPPON TELEGRAPH: Amends Projected Financial Results For 2004
RESONA HOLDINGS: Sees Y23B Loss on Pension Assets
RESONA HOLDINGS: Shuts Down 17 Administrative Departments
K O R E A
HANARO TELECOM: Enters Business Deal with GRIC Communications
HANARO TELECOM: Issues Commercial Papers to SK Telecom
HANARO TELECOM: LG Boosts Stake to 2.15%
JINRO LIMITED: Chairman Held on Fraud Charges
KIA STEEL: Seah Consortium Purchases Steel Maker
SK GLOBAL: Debtors File Motion to Continue A/R Factoring Deal
SK GLOBAL: Debtors File Motion to Reject Leases
M A L A Y S I A
AMSTEEL CORPORATION: Proposes Parkson Disposals to Repay Debts
CHASE PERDANA: KLSE Grants Conversion Listing Today
CYGAL BERHAD: Discloses Investigative Audit Findings Summary
DENKO INDUSTRIAL: September 30 EGM, 14th AGM Scheduled
GADANG HOLDINGS: Provides Financial Assistance to Unit
KSU HOLDINGS: August Defaulted Facilities Amounts RM133.166M
MBF CORPORATION: SIBB Winding Up Petition Withdrawn
NCK CORPORATION: Unit Serves Notice Over Judgment Debt
PARK MAY: RAM Places CP/MTN on Rating Watch, W/ Negative Outlook
RENONG BERHAD: Proposed SOA, Proposals Approved at Meetings
RENONG BERHAD: SC Grants UEM Takeover MGO Waiver
SITT TATT: 23rd AGM Scheduled September 29
SRIWANI HOLDINGS: SC Grants Investigative Audit Time Extension
TAP RESOURCES: Investigative Audit Submission Extended Until Nov
YCS CORPORATION: Financial Regularization Formulation Underway
P H I L I P P I N E S
MONDRAGON INTERNATIONAL: Rescinds MOU With Clark
NATIONAL POWER: Customers Down to 44 as of July
S I N G A P O R E
I. SECURE: Issues Preferential Dividend Notice
JOENCON BUILDERS: Petition to Wind Up Pending
NTUC LIFESTYLE: Issues Creditors Notice
OAKTECH INDUSTRIES: Petition to Wind Up Pending
TALTARNI PTE: Issues Debt Claim Notice to Creditors
T H A I L A N D
BANGCHAK PETROLEUM: Appoints Mr Chunhavajira as President
PRASIT PATANA: Notifies Board of Director's Change
SAMART CORPORATION: Pays 60% Tranche B Outstanding Loan
SINO-THAI RESOURCES: Discloses Shares Sale Report
- - - - - - - -
=================
A U S T R A L I A
=================
AMP OFFICE: S&P Cuts Long-Term, Debt-Issue Ratings to 'BBB+'
------------------------------------------------------------
Standard & Poor's Ratings Services on Tuesday lowered its long-
term corporate credit and associated debt-issue ratings on AMP
Office Trust (AOF, to be renamed Ronin Property Trust) to 'BBB+'
from 'A-'. At the same time, the 'A-2' short-term corporate
credit and commercial paper (CP) ratings are affirmed. The
outlook is stable.
The lowering of the rating follows unitholder approval for a
number of strategic changes to the trust, including the
internalization of management; and an increase in the trust's
gearing (debt to total assets) policy. The proposed changes
include the creation of a stapled security structure, Ronin
Property Group (RPH), which will comprise AOF and Ronin
Property Holdings Ltd. The ratings on AOF reflect the credit
quality of RPH.
The outlook on AOF is stable. "Credit quality should be
maintained by AOF's above-average asset quality and its well-
spread lease-maturity profile," said Standard & Poor's credit
analyst Paul Draffin, associate director with Corporate &
Infrastructure Ratings. "Standard & Poor's expects future
acquisitions to be funded prudently within RPH's stated
gearing policy, and for FFO to debt to be maintained in the 16%-
18% range throughout the property cycle."
DOWNER EDI: Adds Over $550M to Order Book
-----------------------------------------
Downer EDI Limited (Downer EDI) announced Wednesday that it has
been awarded contracts and is in contract-preferred positions
for a number of new projects in road, rail, power, local
government and industrial site maintenance, adding over $550
million to the company's forward order book.
The new work, which covers the company's Engineering (Power),
Infrastructure and Rail divisions in Australia, New Zealand and
the Pacific, takes Downer EDI's total forward order book to over
$6.3 billion.
The contracts and preferred-status projects, which extend over
several years, include road construct and maintenance services
and services to local government ($200 million), power
generation and transmission design, build and maintain services
($176 million), industrial site maintenance ($37 million),
locomotive/rail wagon supply and maintenance ($83 million)
and rail track maintenance ($55 million).
Included in the projects awarded or at preferred-status are
those where clients have required non-disclosure of the details
at this time and are not referred to below. Indicative of the
range of projects included:
- An initial three-year mechanical maintenance and repairs
contract with Worsley Alumina in Western Australia, which
commenced 1 July 2003;
- Preferred tenderer for a major road upgrade project in
Auckland, New Zealand;
- Condenser retrofit projects at the Loy Yang A (Victoria)
and Tarong (Queensland) power stations;
- Preferred tenderer, in partnership with Mitsubishi, to
design and build a proposed new 400 megawatt combined cycle
power station to be located adjacent to the existing Huntly
power station in New Zealand. A limited notice to proceed with
the design work has been issued by Genesis Power.
- The extension of an existing contract with Asia Pacific
Transport to supply and maintain a further 125 rail wagons for
the Alice Springs to Darwin rail link;
- Renewal of four year contracts for road maintenance
services in Northern Tasmania;
- Over three-year urban road network maintenance contract,
together with contracts covering footpath resurfacing, south
urban reseals and water treatment site works, with Dunedin City
Council in New Zealand;
- Two-year services contract with the Rodney District Council
in New Zealand;
- Multiple services contracts covering road construction,
sealing and maintenance with Transit New Zealand;
- Hydro maintenance and restoration projects in Fiji; and
- Operator of a land-fill, refuse disposal site in Tasmania
over a 20 year period.
Commenting on new business wins, Downer EDI Managing Director,
Mr Stephen Gillies, said the trend for new project wins for
Downer EDI moving forward will be a greater proportion of
regular, long term repeat business based on services provided to
established clients.
"This is in line with the company's strategy and will provide a
greater certainty for reliable long-term income streams across
our core businesses of road, rail, power, telecommunications and
mining," Mr Gillies said.
"Downer EDI's forward order book is in a particularly strong
position, as outlined in the 30 June 2003 results and outlook
announcement. We expect to be able to build on this through
steady growth in the company's ability to provide clients in the
government and private sectors with an increasing level of
turnkey services in our target markets," he said.
On July 14, the Troubled Company Reporter - Asia Pacific
reported that Fitch Ratings, the international rating agency,
has assigned a Senior Unsecured rating of 'BBB-' to Downer EDI
Limited (Downer). The rating Outlook is Stable..
DRURY MANAGEMENT: Piet Walters Appears on Further ASIC Charges
--------------------------------------------------------------
Mr Piet Cornelius Walters has appeared before the Cairns
Magistrates Court on a further 12 charges laid by the Australian
Securities and Investments Commission (ASIC). The new charges
allege that Mr Walters engaged in dishonest conduct in relation
to the provision of financial services, and dishonestly induced
clients of Drury Management Pty Ltd.
These charges are additional to the one charge of engaging in
dishonest conduct in relation to the provision of a financial
service, which was laid against Mr Walters in April 2003.
Mr Walters was granted conditional bail with residential and
daily reporting requirements. Mr Walters was required to
surrender all passports and is prohibited from approaching any
international port of departure.
The matter, which is being prosecuted by the Commonwealth
Director of Public Prosecutions, was adjourned to 2 February
2004 for committal proceedings.
Background
On 19 April and again on 22 April 2003, Mr Walters appeared in
the Cairns Magistrates Court and was formally charged with one
count of engaging in dishonest conduct in relation to the
provision of a financial service
ASIC alleged that Mr Walters engaged in dishonest conduct in the
advice he gave to an investor in the period 26 May 2002 and 16
July 2002, regarding the establishment of a self-managed
superannuation fund, and the subsequent investment of the fund's
assets with Drury Management Pty Ltd.
The criminal charges follow earlier civil action taken by ASIC
against Mr Walters in September 2002. At that time, ASIC
obtained interim orders in the Supreme Court of Queensland in
Cairns, appointing an interim receiver to an allegedly
unregistered managed investment scheme, operated by Drury
Management Pty Ltd, in Malanda, Queensland.
ASIC filed an application with the Court for declarations that
Drury Management Pty Ltd and others were operating an
unregistered management investment scheme, and is seeking
permanent injunctions restraining the respondents from further
operating the scheme, or receiving or soliciting funds in
connection with the scheme.
ASIC is also seeking orders for the appointment of a liquidator
to the scheme, Drury Management Pty Ltd and Ransom House Pty
Ltd, a Company associated with Mr Walters. The hearing in the
civil proceedings was held in July and August 2003, and is now
awaiting judgment.
LOY YANG: ACCC Maintains Opposition to AGL Acquisition
------------------------------------------------------
To protect Victorian electricity consumers and customers, the
Australian Competition and Consumer Commission will maintain its
opposition to the proposed acquisition of Loy Yang Power by a
consortium including AGL Limited, ACCC Chairman, Mr Graeme
Samuel, said on Monday.
"This is despite court-enforceable undertakings being offered by
AGL and its partners, the Commonwealth Bank and Tokyo Electric
Power Company, which are aimed at mitigating the anti-
competitive effects of the acquisition which the ACCC
identified", Mr Samuel said.
"The parties and the ACCC had extensive and cooperative
discussions on the proposed undertakings to ensure all potential
remedies were assessed, however the last version of the
undertaking offered did not adequately address some of the
substantive competition concerns raised by the ACCC.
"The time the ACCC, AGL, Commonwealth Bank and TEPCO have
invested in the talks on the behavioral aspects of the proposed
undertaking, with no agreement, shows the substantial
difficulties in trying to design effective and enforceable
behavioral undertakings to address competition concerns in
mergers. This problem was exacerbated when attempting to design
such undertakings that could be applied to the operations of a
power station in a real-time power pool.
"The ACCC remains firmly of the view that the proposed
acquisition creates substantial competition concerns which are
potentially in breach of section 50 of the Trade Practices Act
1974.
"It would lead to a less competitive and less efficient market
structure in Victoria and, potentially, in the National
Electricity Market.
"This is likely to result in higher prices, increased barriers
to entry and a resulting substantial lessening of competition.
"Therefore, the ACCC will oppose AGL acquiring an interest in
Loy Yang Power".
The proposed acquisition would effectively result in the re-
aggregation of AGL's substantial electricity retail and
distribution businesses in Victoria with the largest and lowest
cost generator in Victoria. AGL is also the dominant electricity
retailer in South Australia.
"The ACCC previously said that combining the biggest producer of
electricity in Victoria with a major retailer potentially
reduces crucial electricity hedges available for other retailers
and, in particular, new entrants.
"In addition, the ACCC's extensive investigation suggests the
proposed acquisition would create incentives for Loy Yang Power
to exercise market power at the wholesale level that it would
otherwise not have if AGL were not acquiring the interest in Loy
Yang Power. This would have the effect of raising the costs of
electricity and electricity hedges bought by AGL's retail
competitors and ultimately raising the costs of electricity to
Victorian businesses and households.
"The proposed acquisition also raises concerns over flows of
market sensitive information between AGL's retail operations and
Loy Yang Power's trading operations. AGL would have access to
information about its competitor's electricity hedging positions
and the bidding strategy of the largest generator in Victoria".
The ACCC reiterates its belief that the Victorian energy sector
is becoming more competitive after the Victorian Government
disaggregated and privatized the electricity and gas industries.
"Allowing the acquisition of an interest in Loy Yang Power by
AGL to proceed would severely limit the further development of a
competitive market and would inhibit greater retail competition
in Victoria to the detriment of Victorian businesses and
households.
"The ACCC is fully committed to ensuring a fully effective,
competitive National Electricity Market that delivers benefits
to all electricity consumers in Victoria and the other
participating States.
"Therefore, all future horizontal and vertical mergers in the
electricity and gas industries will be rigorously analyzed and
assessed against available empirical data.
"Furthermore, the ACCC will investigate any power purchase
agreement, derivative contract or management agreement between a
generator and a retailer that seeks to replicate the effects of
a vertical merger or that may otherwise substantially lessen
competition in breach of Part IV [restrictive trade practices]
of the Act.
"The ACCC remains strongly opposed to this transaction and will
continue to build its enforcement case should AGL, the
Commonwealth Bank and TEPCO decide to close the transaction
without providing undertakings satisfactory to the ACCC. The
ACCC would seek appropriate remedies from the Federal Court,
including divestment", Mr Samuel said.
CONTACT INFORMATION: Ms Lin Enright
ACCC Director, Public Relations
Phone: (02) 6243 1108
Mobile: (0414) 613 520
BACKGROUND
While there are a large number of competition concerns arising
from this proposal, a key issue is that the ACCC believes
combining Loy Yang and AGL will create an incentive for the
combined entity to increase pool exposure and raise 'spot'
prices using Loy Yang's existing market power in the wholesale
electricity market. The incentive of Loy Yang to exercise market
power only arises from an acquisition of an interest in it by
AGL, otherwise the incentive does not exist and Loy Yang will
not necessarily exercise it market power and unilaterally raised
prices.
After such an acquisition, the combined AGL/Loy Yang would have
a strong incentive to reduce Loy Yang's contract quantity,
thereby increasing its exposure to the pool, and raising spot
prices due to the new found ability to share the risk of this
strategy with AGL.
It is likely that with this increased incentive to raise spot
prices AGL's rival electricity retailers costs would in turn be
raised, with the accompanying impact on competition.
The ACCC also believes that the effect of the proposal would be
to:
- increase barriers to entry and expansion in the retail
market;
- severely impact the depth and liquidity of the NEM related
financial derivatives market;
- limit the ability of competing retailers to secure the
necessary base-load contract cover to operate competitively; and
- provide possible access to information, knowledge of buying
and pricing strategies, risk management strategies and encourage
strategic signaling.
This matter also highlights the difficulties and risks
associated with attempts to overcome longer term competition
concerns arising from a merger with time-limited behavioral
undertakings. The ACCC has always been reluctant to accept such
behavioral undertakings to solve competition issues arising from
a change market structure as a result of a merger
NEWMONT YANDAL: Emerges From Voluntary Administration
-----------------------------------------------------
Newmont Mining Corporation announced Tuesday that its Australian
subsidiary, Newmont Yandal Operations Pty Ltd (Yandal), has
emerged from voluntary administration and been returned to the
control of Yandal's Board of Directors. This follows the
overwhelming vote by creditors to approve the Deed of Company
Arrangements (DOCAs) proposed by Newmont.
KordaMentha, Administrators of Yandal, signed the DOCAs on
September 8, 2003, in Australia. Newmont's DOCAs ensure that
trade creditors will be promptly paid in full and protects
Yandal employees' entitlements. KordaMentha reported that at the
Yandal creditors' meeting of August 29, 2003, 377 creditors,
representing 89.5% of Yandal debt voted, voted in favor of
accepting the DOCAs, while only two creditors voted against.
Thomas Mahoney, Vice President and Treasurer of Newmont,
commented, "Newmont is very pleased with the outcome of the
voluntary administration process. The resolution of this process
in about two months was a positive outcome for our shareholders
as well as Yandal employees and trade creditors."
Newmont, based in Denver, is the world's premier gold mining
company and the largest gold producer with significant assets on
five continents.
POWERTEL LIMITED: Discloses Chairman's Letter to Shareholders
-------------------------------------------------------------
Powertel Limited ACN 001 760 103 posted the letter of Chairman
Richard M Griffin to the shareholders on the additional 17
September General Meeting information:
Dear Shareholder
By now you should have received the Notice of General Meeting
and Explanatory Statement for the General Meeting of
shareholders to be held on 17 September 2003.
The purpose of the General Meeting is to consider approving a
rights issue of new Converting Preference Shares (CPS). The
proposed rights issue of CPS, if approved by shareholders, will
be underwritten by TVG Consolidation Holdings SPRL (TVG) and
quoted on the Australian Stock Exchange (ASX). TVG recently
closed its takeover bid, and now holds a 48.1% interest in
PowerTel.
Some shareholders have expressed a view to PowerTel that they
would prefer that the rights issue and capital raising to be an
offer of ordinary shares, rather than CPS. Some of the
advantages of an ordinary share offer include:
* the issue of further ordinary shares, instead of CPS, is
likely to preserve liquidity in the existing ordinary shares,
instead of splitting liquidity between two separate classes of
quoted shares.
* having two classes of shares on issue makes PowerTel's
capital structure more complicated, and may create difficulties
in the future if PowerTel wishes to raise further equity capital
or make acquisitions using PowerTel scrip.
* the CPS will have a preferential right to a dividend and
return of capital on a winding up, so the issue of CPS may
diminish the market value of the existing ordinary shares. This
factor might be relevant to an ordinary shareholder who decides
not to take up its CPS entitlement.
* the potential for less dilution of non-participating
shareholders, as no further shares would need to be issued to
CPS holders on conversion of their CPS due to any unpaid
dividends. See below for a discussion of possible dilution
effects.
PowerTel's board of directors is mindful of these
considerations, and recognizes that shareholders may prefer to
receive an offer of ordinary shares instead.
Accordingly, PowerTel wishes to confirm that if shareholders do
not approve the resolutions on 17 September, it will proceed
with a renounceable rights issue of ordinary shares. The
ordinary share rights issue price will be 2 cents per share to
raise a total of $50 million. TVG has confirmed to PowerTel that
it will take up its entitlement under such an issue and
underwrite any such ordinary share rights issue on substantially
the same terms as it has currently agreed to underwrite the CPS
rights issue. TVG has, however, also reaffirmed its commitment
to the CPS rights issue if shareholders choose to vote in favor
of it.
Shareholders should therefore see the 17 September General
Meeting as an opportunity to choose between two alternative
forms of capital raising.
Shareholders who wish to receive an offer of CPS should vote in
favor of both resolutions. If both resolutions are passed, the
Rights Issue of CPS will then immediately proceed giving
shareholders the opportunity to subscribe for a new security,
which carries preferred dividend rights, and other features
which may be attractive to some investors. Shareholders who wish
to receive an offer of ordinary shares should vote against both
resolutions. If one or both of the resolutions are defeated, a
Rights Issue of ordinary shares at 2 cents per share will then
be implemented and will conclude no later than 30 November 2003.
Taking into account all of the above facts Richard Griffin, AM
and Paul Broad as Independent Directors consider that a
renounceable issue of ordinary shares is in the best interests
of the company.
The effect on TVG's maximum voting power under each alternative
is slightly different. Under the proposed ordinary share issue,
the maximum voting power that TVG could obtain if no other
shareholder took up its entitlement is 84%. If only the
shareholders referred to above who have expressed a preference
for the ordinary share issue took up their entitlements (11.7%
of the total issue), TVG's voting power would be a maximum of
76%. TVG's eventual maximum voting power under the CPS issue is
theoretically higher than 84%, due to the potential for
conversion of unpaid CPS dividends. However, the increase in
TVG's voting power under the CPS issue will be deferred until
the conversion into ordinary shares of any CPS it acquires
(which could take up to 10 years), whereas any increase in
voting power under the ordinary share issue will be immediate.
If you have already submitted a proxy vote in relation to the
General Meeting, you can change your vote by submitting another
proxy form. Proxy forms (including varied proxy forms) must be
received by 2.00pm on 16 September 2003 at the latest.
Instructions as to where to lodge a proxy form, by mail or fax,
are set out on the back of the proxy form.
If you need another proxy form, please contact Computershare on
1800 501 377.
In order to allow shareholders to determine the outcome of the
meeting, as PowerTel's Chairman, I no longer intend to vote
undirected proxies in favor of each resolution. Instead, I now
intend to abstain from voting undirected proxies, although I
will vote directed proxies in accordance with the directions on
the form. If you have lodged a proxy form, which appoints the
Chairman as, your proxy but does not direct the Chairman how
to vote, and you now wish to make a direction, you should lodge
another proxy form as noted above.
This capital raising is an important step forward for PowerTel,
and your Directors urge you to vote at the General Meeting,
either in person or by lodging a proxy form. If you have any
questions regarding the General Meeting or how to register your
vote, please contact Simon McEgan on (02) 8264 4638.
Yours faithfully,
Richard M Griffin, AM
Chairman
WATTLE GROUP: Administrators Mackay, Allen Sentenced
----------------------------------------------------
Mr Rodney James Mackay and Mr John Andrew Allen, directors of
the Brisbane-based Mackay & Allen Pty Ltd (Mackay & Allen), were
sentenced in the Brisbane District Court on 15 charges of being
knowingly concerned in the promotion of prescribed interests, in
contravention of the Corporations Act.
Messrs Mackay and Allen were each sentenced to 18 months
imprisonment, fully suspended upon entering into a $5000
recognizance to be of good behavior for two years.
The charges against Messrs Mackay and Allen followed an
investigation by the Australian Securities and Investments
Commission (ASIC) into the failed Wattle Group, and relate to
nine investors who lost approximately $321,000 invested in the
Wattle scheme.
Mackay & Allen operated an estate planning business from offices
in Queen Street Brisbane and administered small superannuation
funds on behalf of clients. The company received commissions
from the Wattle Group of 25 percent per annum on investor funds
it sourced.
In the course of its business, Mackay & Allen offered clients
the opportunity to loan funds to Wattle, and handled the
administrative arrangements for their clients. Mr Mackay and Mr
Allen held proper authorities from securities dealers for some
of the period when they offered the Wattle scheme. The Wattle
scheme was not a product recommended by their securities
dealers.
The Commonwealth Director of Public Prosecutions prosecuted the
matter.
Background
The Wattle Group was an unlicensed investment scheme operated by
Mr Geoffrey Robert Dexter, which raised more than $160 million
from over 2,700 Australian investors. The scheme involved Mr
Dexter obtaining unsecured loan funds from investors on the
promise of high rates of return, generally 50 per cent 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.
In addition to Mr Mackay and Mr Allen, other promoters of the
scheme have been charged with similar offences.
In April 2002, Mr Marshall John Cobb of Tax Invest Australia Pty
Ltd was sentenced in the Canberra Magistrates Court to a two-
year, $2,000 good behavior bond and ordered to pay a penalty to
the Commonwealth of $10,000 within a two-year period. ASIC also
banned Mr Cobb from being a representative of either a dealer in
securities or an investment adviser for one year, in November
1999.
In July 2002, Mr Howard Jeffrey Owen of Fin Invest Pty Ltd was
sentenced in the Sydney Downing Center District Court to 300
hours community service and a 12-month $1,000 good behavior
bond.
In July 2003, Mr Bruce Raymond Walden of Australian Secured
Mortgages Pty Ltd was sentenced in the Brisbane District Court
to a $2,000, three-year good behavior bond.
On 25 July 2003, Mr Kenneth Edwin Parker, the General Manager of
Anscor Pty Ltd was sentenced in the Brisbane District Court to a
$1,000, three-year good behavior bond.
On 8 August 2003 and 20 August 2003 respectively, Mr Robert
Edward Corbett and Mrs Anne Shirley Corbett of Anscor Pty Ltd
pleaded guilty in the Brisbane District Court and were both
sentenced to 20 months jail, fully suspended, upon entering into
a $5,000 recognizance, to be of good behavior for three years.
On 26 August 2003, Mr Ian William Snook of Golconda Resources
pleaded guilty in the District Court in Adelaide and will be
sentenced on 25 September 2003.
================================
C H I N A & H O N G K O N G
================================
CHI CHEUNG: 2003 Operations Loss Swells to HK$1.132M
----------------------------------------------------
Chi Cheung Investment Company Limited issued its financial
statement summary:
Year end date: 31/12/2003
Currency: HKD
Auditors' Report: N/A
Review of Interim Report by: Both Audit Committee and Auditors
(Unaudited)
(Unaudited ) Last
Current Corresponding
Period Period
from 01/01/2003 from 01/01/2002
to 30/06/2003 to 30/06/2002
Note ('000) ('000)
Turnover : 23 1,175
Profit/(Loss) from Operations : (1,132) (974)
Finance cost : N/A (745)
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 : (972) (819)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.0003) (0.0003)
-Diluted (in dollars) : N/A N/A
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (972) (819)
Interim Dividend : NIL NIL
per Share
(Specify if with other : N/A N/A
options)
B/C Dates for
Interim 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. Basis of presentation
The condensed financial statements have been prepared in
accordance with Statement of Standard Accounting Practice (SSAP)
25 "Interim Financial Reporting" issued by the Hong Kong Society
of Accountants and with the applicable requirements of Appendix
16 to the Rules Governing the Listing of Securities on the
Stock Exchange of the Hong Kong Limited (Listing Rules).
The condensed financial statements have been prepared under the
historical cost convention, as modified for the revaluation of
certain properties. The accounting policies adopted are
consistent with those followed in the preparation of the Group's
annual financial statements for the year ended 31st December,
2002, except that the Group has adopted SSAP 12 (Revised)
"Income Taxes" in the current period.
The principal effect of the implementation of SSAP 12 (Revised)
is in relation to deferred tax. In prior periods, partial
provision was made for deferred tax using the income statement
liability method, i.e. a liability was recognized in respect of
timing differences arising, except where those timing
differences were not expected to reverse in the foreseeable
future. SSAP 12 (Revised) requires the adoption of a balance
sheet liability method, whereby deferred tax is recognized in
respect of all temporary differences between the carrying
amounts of assets and liabilities in the financial statements
and the corresponding tax bases used in the computation of
taxable profit, with limited exceptions. This change in
accounting policy has not had any material effect on the results
for the current or prior accounting periods.
2. Turnover
Turnover represents property rental income received and
receivable.
3. Loss per share
The calculation of the basic loss per share is based on the loss
attributable to shareholders for the period of approximately
HK$972,000 (period ended 30th June, 2002 : loss of HK$819,000)
and on 2,971,305,343 ordinary shares in issue during both
periods.
The computation of diluted loss per share does not assume the
conversion of the Company's warrants since the exercise price is
higher that the average fair market value of the shares for both
2003 and 2002.
CIL HOLDINGS: Price, Turnover Movements Unexplainable
-----------------------------------------------------
CIL Holdings Limited has noted the recent decrease in the price
and increase in the trading volume of the shares of the Company
and stated that the Board of Directors are not aware of any
reasons for such movement.
Save as disclosed in the announcement of the Company dated 28th
August, 2003 relating to the termination of sale and purchase
agreement, the Company confirmed that there are no negotiations
or agreements relating to the intended acquisitions or
realizations which are discloseable under paragraph 3 of the
Listing Agreement, neither is the Board aware of any matter
discloseable under the general obligation imposed by paragraph 2
of the Listing Agreement, which is or may be of a price-
sensitive nature.
The Group had net current liabilities of HK$156 million as at 30
June 2002. Since there was a negative equity at the balance
sheet date, calculation of gearing ration is not applicable.
During the year 2002, the management was in negotiation with all
the creditors of the Company for a settlement proposal.
FE CONSORT: Cuts 2003 Net Loss to HK$131.717M
---------------------------------------------
Far East Consortium International Limited posted this results
announcement summary:
(stock code: 00035 )
Year end date: 31/3/2003
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 1/4/2002
Note ('000) ('000)
Turnover : 796,057 691,590
Profit/(Loss) from Operations : (27,821) (74,271)
Finance cost : (41,743) (47,210)
Share of Profit/(Loss) of
Associates : (45,050) (7,927)
Share of Profit/(Loss) of
Jointly Controlled Entities : 12,487 3,124
Profit/(Loss) after Tax & MI : (131,717) (204,130)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.13) (0.21)
-Diluted (in dollars) : N/A N/A
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (131,717) (204,130)
Final Dividend : 2 cents 2 cents
per Share
(Specify if with other : (scrip dividend (scrip
dividend
options) with cash option) with cash
option)
B/C Dates for
Final Dividend : 25/8/2003 to
29/8/2003 bdi.
Payable Date : 30/9/2003
B/C Dates for Annual
General Meeting : 25/8/2003 to
29/8/2003 bdi.
Other Distribution for : N/A
Current Period
B/C Dates for Other
Distribution : N/A
LONG MERGE: Winding Up Petition Pending
---------------------------------------
Long Merge Limited is facing a winding up petition, which is
slated to be heard before the High Court of Hong Kong on
September 22, 2003 at 9:30 in the morning.
The petition was filed on August 27, 2003 by Bank of China (Hong
Kong) Limited of 14th Floor, Bank of China Tower, 1 Garden Road,
Central, Hong Kong.
P&W BUILDING: Winding Up Sought by Bank of China
------------------------------------------------
P&W Building Supplies Co. Limited is seeking the winding up of
Bank of China (Hong Kong) Limited. The petition was filed on
August 13, 2003, and will be heard before the High Court of Hong
Kong on October 8, 2003 at 9:30 in the morning.
Bank of China holds its registered office at 14th Floor, Bank of
China Tower, 1 Garden Road, Central, Hong Kong.
TARGET KING: Petition to Wind Up Pending
----------------------------------------
The petition to wind up Target King Development Limited is set
for hearing before the High Court of Hong Kong on September 24,
2003 at 10:00 in the morning.
The petition was filed with the court on August 5, 1002 by Bank
of China (Hong Kong) Limited of 14th Floor, Bank of China Tower,
1 Garden Road, Central, Hong Kong.
VICTORY GROUP: Releases Summarized Interim Financial Results
------------------------------------------------------------
The Board of Directors of Victory Group Limited releases the
unaudited interim results of the Company and its subsidiaries
for the six months ended 30 June 2003 together with the
comparative figures for the corresponding period last year.
Below is an excerpt from the said report:
Financial Summary
During the Period, the Group had no exposure to credit risk,
inventory risk, fluctuation in exchange rates and any related
hedges because its tight control of working capital management
on the credit policies, inventory, funding and treasury planning
was proven effective. Almost identical as that in the last year-
end date, the Group's trade receivables at 30 June 2003 stayed
at HK$190,000. Since most of the receivables were less than 2-
month old, the Directors considered unnecessary to provide
provision for doubtful debts for the Period.
Within the Period, the Group successfully maintained
insignificant amount of slow-moving inventories. Up to 30
June 2003, the Group reduced holding of inventories by 18.7 per
cent to $670,000 (31 December 2002: HK$824,000) and of which
more than 80 per cent were less than half-year old. The Group
has undertaken a highly efficient inventory system by maximizing
the funding availability in response to market demand. The
Directors believed that the Company carried the least inventory
risk by holding updated inventories at 30 June 2003 and
therefore it was unnecessary to make any provision for the
Period.
As at 30 June 2003, the Group's net current liabilities and net
liabilities amounted to HK$32,329,000 and HK$15,526,000
respectively (31 December 2002: HK$33,029,000 and HK$13,428,000
respectively). At the same day, the Group's cash and bank
balances amounted to HK$1,314,000 (31 December 2002:
K$3,360,000). The total bank loans and overdrafts at 30 June
2003 were HK$21,640,000, a 7.6 per cent decrease from such
balances at 31 December 2002. No time deposits were pledged to
back the banking facilities granted to the Group at 30 June 2003
(31 December 2002: HK$ nil).
In terms of liquidity, the current ratio at the end of the
Period was 0.07 (31 December 2002: 0.12). The Group's gearing
ratio, resulting from a comparison of the total borrowings with
issued capital, was 11.9 at 30 June 2003 (31 December 2002:
12.6).
For the Period, the Directors are not aware of any significant
change from the position as at 31 December 2002 and the
information published in the report and accounts for the year
ended 31 December 2002. The capital instrument was issued by the
Company.
Go to http://bankrupt.com/misc/TCRAP_Victory0911.pdf,for a full
copy of the Interim Results Announcement.
YUGANG INT'L: 2003 Operations Loss Increases to HK$27.276M
----------------------------------------------------------
Yugang International Limited announced on 5/9/2003:
(stock code: 00613 )
Year end date: 31/12/2003
Currency: HKD
Auditors' Report: N/A
Review of Interim Report by: Audit Committee
(Unaudited)
(Unaudited) Last
Current Corresponding
Period Period
from 1/1/2003 from 1/1/2002
to 30/6/2003 to 30/6/2002
Note ('000) ('000)
Turnover : 101,657 124,027
Profit/(Loss) from Operations : (27,276) (59,189)
Finance cost : (2,599) (8,349)
Share of Profit/(Loss) of
Associates : 11,047 7,963
Share of Profit/(Loss) of
Jointly Controlled Entities : (642) (1,367)
Profit/(Loss) after Tax & MI : (26,424) (70,207)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.0031) (0.0083)
-Diluted (in dollars) : N/A N/A
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (26,424) (70,207)
Interim Dividend : NIL NIL
per Share
(Specify if with other : N/A N/A
options)
B/C Dates for
Interim 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. Basis of preparation and comparative figures
The accounting policies and basis of preparation used in the
preparation of the interim financial statements are consistent
with those used in the Group's audited financial statements for
the year ended 31 December 2002, except that the Group has
changed its accounting policy for taxation to comply with SSAP
12 (Revised), "Income taxes", issued by the HKSA, which are
effective for accounting periods commencing on or after 1
January 2003. This change in accounting policy has been applied
retrospectively such that the comparative amounts presented have
been restated to conform to the changed policy. The previously
reported net loss of the Group for the six months ended 30 June
2002 has been increased by HK$685,000 to reflect movement in the
deferred tax account of the associates during the period.
2. The Group's profit/(loss) from operating activities is
arrived at after crediting/(charging) the following:
For the six months ended
2003 2002
HK$'000 HK$'000
Provision for doubtful debts, net (868) (10,245)
Gain/(loss) on disposal of other (15,746) 959
investments
Unrealized holding losses on other investments
(17,920) (57,147)
========= =========
3. Loss per share
The calculation of basic loss per share for the period ended
30th June 2003 is based on the net loss from ordinary activities
attributable to shareholders for the period of HK$26,424,000
(2002: restated net loss of HK$70,207,000) and the weighted
average number of 8,453,321,700 (2002: 8,453,321,700) ordinary
shares in issue during the period.
The diluted loss per share for the periods ended 30th June 2003
and 2002 have not been shown as the share options, warrants and
convertible notes outstanding during those periods have an anti-
dilutive effect on the basic loss per share for those periods.
=================
I N D O N E S I A
=================
BANK LIPPO: IBRA Posts Revised Shares Divestment Schedule
---------------------------------------------------------
In conjunction to the announcement of the divestment of Republic
of Indonesia's shares in PT Bank Lippo Tbk amounting to 52.05%,
whereby the divestment will be conducted through a sale to the
strategic investor (Strategic Sale), Indonesia Bank
Restructuring Agency (IBRA) announced changes in Bank Lippo's
Strategic Sale schedule. This changes were made in view of
investors have expressed concern about the time that will be
available for them to make a proper evaluation and prepare the
required preliminary bid submission.
The following is the revised schedule of the activities related
to the divestment process of Bank Lippo's shares:
* The acceptance of Preliminary Non Binding Bids on the 4th
week of September 2003;
* Notification of the Short-listed Bidders on the 4th week of
September 2003;
* Due Diligence by Short-listed Bidders commencing from the
final week of September 2003 until the 3rd week of October 2003;
The acceptance of Final Binding Bids on the 4th week of October
2003;
* Notification of the Preferred Bidder on the 4th week of
October 2003;
* Fit and Proper Test process by Bank Indonesia commencing
from the final week of October 2003 until Mid of November 2003;
Winner notification and signing of the Sale and Purchase
Agreement on the 2nd week of November 2003.
Notes: IBRA reserves the right to alter the above schedule at
any time without any prior notice, if necessary, in accordance
with the developments of divestment process.
To become a Strategic Investor, the Bidders must satisfy the
following criteria among others:
* Commercial Bank that is acceptable to the Indonesian law
and regulations, if in the form of a consortium, its leading
investor has to be a commercial bank;
* Having an unqualified financial audit report, and sources
of funds to acquire the shares shall not have been originated
from borrowing or other financing facilities in whatsoever form
from banks or other parties in Indonesia, and shall be neither
from nor for the purpose of money laundering;
* Determined by Bank Indonesia to have passed the fit and
proper test;
* Compliance with the policy of FSPC (KKSK) No.
KEP.03/K.KKSK/11/2000 dated 10 November 2000;
* Committed to the further development and enhancement of
Bank Lippo, Indonesian banking industry, and Indonesia's
national interest; and
* To submit an offer price and other terms and conditions
that are acceptable to IBRA.
In order to ensure a transparent process of the divestment of
shares of Bank Lippo, IBRA will inform to public any important
progress that has occurred, to the extent that the announcement
of such information is in accordance with the terms and
conditions of the divestment process.
Note: This information does not constitute a public offering of
the shares of PT Bank Lippo Tbk. and no registration statement
has been filed with Bapepam.
MERPATI NUSANTARA: Divestment Estimated to Generate Rp1.5T
----------------------------------------------------------
The government is going to divest its shares in PT Merpati
Nusantara Airlines to obtain Rp1 to Rp1.5 trillion that will be
entirely used to improve the company's equity position, Bisnis
Indonesia reports, quoting Ferdinan Nainggolan, Deputy State
Minister for State Enterprises for Logistic and Tourism.
"The company currently suffers negative equity. Therefore, we
will not sell the book value, but the prospect. Concerning the
price, we have to put into account the discounted cash flow,"
Nainggolan said, adding that the divestment would be realized in
the first quarter of 2004 and the government had been making
some required preparations.
Nainggolan admitted the government would not expect to divest
the company at the high price but hoped its good will to expand
the company and the promising prospect would be able to attract
investors.
The price indeed could not be determined in terms of the book
value, he added, because the government would suffer huge
losses. The government was still calculating the prospect to
produce better price.
TEXMACO GROUP: IBRA Seizure of Assets Likely
--------------------------------------------
The Indonesia Bank Restructuring Agency (IBRA) may seize Texmaco
Group, which owes the agency Rp29 trillion ($3.4 billion), if it
misses a Sept. 18 deadline for a debt payment originally due
last month, Bloomberg reported Wednesday.
"IBRA could take it over and try to find a buyer," IBRA Chairman
Syafruddin Temenggung said, adding that the agency may seek
partners for the group or persuade it to close some of its less
profitable operations. "Sometimes we have to be creative enough
to understand and find solutions."
The agency seized stakes in scores of companies in Indonesia
during the Asian financial crisis because many of the nation's
business groups were unable to repay money they had borrowed
from banks that IBRA had taken over or bailed out.
The textile maker missed its first payment on a debt
restructuring pact signed last year when it failed to pay Rp139
billion on Aug. 18.
"We have difficulty in funding our working capital," spokeswoman
Nina Kairupan said, declining to comment on or confirm the
missed payment.
The company is working at less than full capacity.
=========
J A P A N
=========
MITSUBISHI MOTORS: Reaches Agreement With Toyota
------------------------------------------------
Mitsubishi Motors Corporation (MMC) and Toyota Motor Corporation
(TMC) announced that they have reached a basic agreement on
providing MMC users with G-BOOK, a TMC-developed information
network service. MMC plans to start this service from 2005.
TMC started G-BOOK service in October 2002. Beginning this
August, TMC extended its line-up of G-BOOK-equipped models by
making G-BOOK functions standard on manufacturer-installed
vehicle navigation systems, enabling it to offer G-BOOK service
to more customers.
MMC considers telematics essential for strengthening
marketability and improving the functionality of its cars. As a
result, the Company has been studying the introduction of G-BOOK
within its general policy of strategic partnerships in selected
areas.
MMC and TMC reached an agreement based on the idea that it is
important for automakers to take a leading role in providing
customers with safe, high quality services, and that cooperative
relationships in the field of telematics should be established
promptly.
Key points of agreement
MMC will install G-BOOK compatible information terminals in MMC
models sold in Japan starting in 2005 and offer G-BOOK services
to its customers.
MMC will develop its own G-BOOK membership system and manage it
in combination with its customer management system when offering
this service.
TMC will provide MMC with information and telecommunication
services, infrastructure, and application technology necessary
for realizing the above.
The two companies will continue to jointly discuss detailed
specifications, conditions, and timing.
TMC began providing G-BOOK service to Daihatsu Motor Co. Ltd.
this August, and also announced an agreement with Fuji Heavy
Industries Ltd. in February of this year. When the cooperative
relationship envisaged in the basic agreement between MMC and
TMC is fully implemented, both companies will be able to provide
higher-quality, lower-cost services to customers while hoping to
enhance widespread adoption of telematics services through G-
BOOK.
MITSUBISHI MOTORS: Trims Purchasing Costs by 5%
-----------------------------------------------
Mitsubishi Motors Corporation (MMC) will reduce purchasing costs
for parts and materials by 5 percent this year from fiscal 2002,
according to Nihon Keizai Shimbun. To achieve that goal, the
firm has begun procuring low-cost parts, including those made in
China, where it is starting out by purchasing small glass parts.
If the quality is good, Mitsubishi will gradually expand the
selection of products. The automaker is also broadening
procurement in Vietnam and Malaysia.
Shares of Mitsubishi Motors Corporation slumped 12 percent after
the Company forecast a first-half loss to cover car-loan
defaults and slumping sales in North America, TCR-AP reported
recently. Mitsubishi's 3.3 percent bonds due in 2009 fell 0.335
points to 92.262 per 100-yen face amount, giving a yield of
5.015 percent.
NIPPON STEEL: Sees Y30B Loss After Plant Blast
----------------------------------------------
The current state of affairs pertaining to the September 3
explosion of the coke-oven gasholder at the Nagoya Works and
future measures to be undertaken are outlined in the report
published on September 8, 2003.
Nippon Steel Corporation, while doing its utmost to minimize the
impact of the explosion, projects that the extent of the adverse
impact on profitability, including the effects of reduced
shipments, restoration costs of facilities, and the
deterioration of operational conditions, will be in the vicinity
of 30 billion yen (of which a little over 50 percent is expected
to be incurred in the first half of the accounting year)
according to rough estimates prepared on the premises that
countermeasures for which implementation is presently believed
to be feasible will be carried out.
Nippon Steel is making all-out efforts towards the timely
restoration of operations and minimization of loss and damage.
NIPPON TELEGRAPH: Amends Projected Financial Results For 2004
-------------------------------------------------------------
Nippon Telegraph and Telephone Corporation (NTT) has amended its
projected non-consolidated financial results for fiscal year
2004 (April 1, 2003 through March 31, 2004).
In response to the stock buy-back offer made by its subsidiary
NTT DoCoMo (DoCoMo), NTT sold 698,000 shares it owned in DoCoMo.
For this reason, extraordinary profit will appear on NTT's non-
consolidated financial results.
Projected Non-Consolidated Financial Results for FY 2004
Operating Revenues Recurring Profit Net Income
(million yen) (million yen) (million yen)
Before Amendment 266,000 77,000 74,000
(A)
After Amendment 266,000 77,000 251,000
(B)
Increase (Decrease) 0 0 177,000
(B-A)
Percentage Change 0.0% 0.0% 239.2%
(%)
(Ref) FY 2003 222,065 15,434 81,136
RESULTS
Note: Extraordinary profit has been amended to 190,000 million
yen from 0 million yen.
Profit on sale (pretax) arising from the sale of DoCoMo shares
to be included in the NTT's consolidated financial results is
estimated at 49,000 million yen.
For more information, please contact:
Department I
Nippon Telegraph and Telephone Corporation
E-mail: jigyou@hco.ntt.co.jp
RESONA HOLDINGS: Sees Y23B Loss on Pension Assets
-------------------------------------------------
Resona Holdings Inc. expects a special loss of 23 billion yen
(US$197 million) from its poorly performing employee pension
fund, a part of which was returned to the state last month,
according to Reuters.
Resona, which received a 1.96 trillion yen bailout from the
government in June, said the impact from the special loss on the
group's earnings forecast would depend on the outcome of its
asset reassessment, expected by the end of the month. Private
pension funds have been selling stocks as they prepared to
return their loss-making pension assets to the state as part of
a change in the rules governing pension funds.
RESONA HOLDINGS: Shuts Down 17 Administrative Departments
---------------------------------------------------------
Resona Holdings Inc. and its unit Resona Bank will close a total
of 17 departments on October 1, to streamline administrative
work by eliminating overlapped operations, Kyodo News reported
Wednesday, citing Resona President Eiji Hosoya. The closure will
bring the total number of departments at Resona Holdings and
Resona Bank to 27 from the current 44.
=========
K O R E A
=========
HANARO TELECOM: Enters Business Deal with GRIC Communications
-------------------------------------------------------------
Hanaro Telecom, Inc. (Hanaro) announced that it entered into a
business cooperation agreement with GRIC Communications, a U.S.-
based Internet roaming service company, for the provision of
international roaming for the Company's wireless local area
network (LAN) service. Such international roaming service makes
the Company's wireless LAN service available from September 1,
2003 at 44 airports and 420 hotels and convention centers in 12
countries worldwide including the U.S., China, Singapore, Hong
Kong, Taiwan, Philippines, and France.
GRIC is in alliance with several wireless LAN service providers
worldwide, and the Company's alliance with GRIC makes it
possible for the users of Hanaro's wireless LAN service (HanaFOS
AnyWay) to enjoy Internet at any hot spots of such providers.
The subscribers of such providers shall also have access to
Internet in HanaFOS zone. Hanaro is the first domestic provider
of such two-way roaming service.
The rate for the roaming service is KRW330 per minute (excluding
VAT), and the service will be offered free of charge for the
month of September to celebrate the service launch.
To use the roaming service, you may want to subscribe to HanaFOS
AnyWay and log onto www.anyway.co.kr to download a program for
the service.
Mr. Sung Chan Son, Vice President, Wireless LAN unit, said
"international roaming service for wireless LAN is gaining its
popularity from the users for its convenience. I hope to see the
roaming service to be available among the local wireless LAN
service providers for the convenience of users and prevention of
duplicate investment."
GRIC, a Milpitas, California-based company, provides both wire
and wireless roaming services through GRIC Alliance Network
formed by approximately 400 telecom service providers worldwide
including Wayport of the U.S., SingTel of Singapore, Chinanetcom
of China and Telstra of Australia.
HANARO TELECOM: Issues Commercial Papers to SK Telecom
------------------------------------------------------
Hanaro Telecom announced the issuance of commercial papers in
the aggregate amount of KRW 120 billion to SK Telecom, the
proceeds of which were used to redeem the US$100 million Bonds
with Warrants due 2007, filed with the KOSDAQ and the Financial
Supervisory Commission on September 2, 2003.
1. Details of CP issuance - Subscription
Company: SK Telecom -
Total issue amount: KRW120 billion -
Date of maturity: February 27, 2004
2. Purpose of Issuance - Early redemption of Hanaro Telecom's
18th non-bearer, non-guaranteed Euro Bonds with Warrants (BW)
upon the exercise of put option by the holders of the BWs. -
Total face value: USD100,000,000 - Total redemption amount :
USD112,236,900
3. Date of relevant local filings: August 22, 2003, August 26,
2003
HANARO TELECOM: LG Boosts Stake to 2.15%
----------------------------------------
LG Investment & Securities Co. has purchased an additional 1.12
million shares in high-speed Internet access provider Hanaro
Telecom Inc., bringing its total stake in the Company to 2.15
percent, Dow Jones reported on Monday. The move comes after the
securities firm, an affiliate of conglomerate LG Group,
purchased 4.7 million shares in Hanaro last week. The latest
purchase brings LG Investment's total shareholding in Hanaro to
6 million shares, Chang Jung-Wook, a spokesman at LG Investment
said.
JINRO LIMITED: Chairman Held on Fraud Charges
---------------------------------------------
Chang Jin-ho, the Chairman of liquor maker Jinro Ltd., was
arrested on Tuesday on charges of misappropriating 722 billion
won (US$621 million) of Company funds, the Financial Times
reported on Tuesday. The arrest of Chang Jin-ho is likely to
accelerate efforts by Goldman Sachs, one of Jinro's biggest
creditors, to oust the management and find new owners for the
debt-laden Company.
South Korean prosecutors on Tuesday bolstered Goldman's case by
setting out a series of allegations against Mr Chang, including
misuse of Won630bn to bail out affiliated companies and
embezzlement of 3.58 billion won for personal use.
Jinro has been under the control of administrators since May,
when a judge accepted Goldman's petition for the Company to be
put into receivership. Mr Chang is challenging the ruling but
his arrest appeared likely to reduce the appeal's chances of
success.
KIA STEEL: Seah Consortium Purchases Steel Maker
------------------------------------------------
A consortium led by Seah Holdings signed a contract on Tuesday
to buy out Kia Steel Co., which is under court receivership,
according to Asia Pulse on Tuesday. Prior to the conclusion of
the deal, the consortium had paid 38 billion won (US$32.45
million), or 10 percent of the contractual money of 380 billion
won, to the Seoul District Court on Tuesday. The consortium
plans to complete all procedures to buy out the ailing steel
maker, including the payment of the remainder, by the end of
this year.
Seah Holdings is the holding Company of Seah Steel Corporation,
the world's largest steel-bar maker in terms of production
capacity, and Kia Steel supplies steel shapes to auto
manufacturers.
SK GLOBAL: Debtors File Motion to Continue A/R Factoring Deal
--------------------------------------------------------------
Prior to the Petition Date, SK Global entered into a factoring
agreement with The CIT Group/Commercial Services, Inc., which
provided for the sale and assignment of certain of the Debtor's
account receivables. Specifically, the Agreement provided that
the Debtor would sell, and CIT would purchase, Accounts. After
each Account was collected from the Debtor's customer, the money
received was applied to the Debtor's account with CIT.
CIT purchased each Account for the gross amount of the invoice
less factoring fees or charges, trade and cash discounts
allowable to, or taken by, the Debtor's customers, credits, cash
on account owed and allowances. The repurchase of each Account,
less the specified charges, was reflected in a monthly Statement
of Account issued to the Debtor. CIT assumed the Credit Risk on
each Account approved in writing -- the Factor Risk Account.
Credit Risk, Scott E. Ratner, Esq., at Togut, Segal & Segal LLP,
in New York, says, refers to the customer's failure to pay the
account in full when due on its longest maturity, solely because
of its inability to pay. If the customer failed to pay for any
reason other than a Credit Risk, the account was deemed a Client
Risk Account. The Debtor bears the risk of collection on Client
Risk Accounts. However, CIT will still factor these Accounts.
Pursuant to the Factoring Agreement, CIT was granted a first
priority security interest in the Accounts and associated
assets, including general intangibles and returns, and its
proceeds -- the Prepetition Collateral.
Recently, the Debtor and CIT agreed to continue the arrangement
postpetition on substantially the same terms and conditions.
By this motion, the Debtor seeks the Court's permission to
continue factoring its accounts receivable in accordance with
its prepetition factoring arrangement with CIT pursuant to the
terms and conditions of prepetition agreements, including the
Factoring Agreement, as it is a critical part of the Debtor's
continued operations and postpetition financing.
CIT is willing to purchase the Accounts only upon the conditions
contained in the Factoring Agreement. As security for the
timely payment and performance of any and all obligations of the
Debtor to CIT under the Factoring Agreement, CIT will be granted
a first priority perfected lien and security interest in and to
the Collateral.
Mr. Ratner contends that the sale of the Accounts to CIT under
the Factoring Agreement constitutes the best and most expedient
method to manage the Accounts, to obtain credit protection on
the Accounts and to maximize on the realization on the Accounts
by having CIT pursue the account debtors as the assignor of the
Accounts. The granting of a security interest to CIT secured by
the Collateral constitutes the best and most expedient method to
obtain the funds generated from its sales in addition to any
other postpetition lending facilities.
Furthermore, the sale of Accounts to CIT are true arm's-length
sales for fair consideration and reasonably equivalent value
under applicable law, including the Uniform Commercial Code.
Mr. Ratner points out that CIT's purchase of the Accounts
provides a vital source of working capital for the Debtor and is
necessary to avoid immediate and irreparable harm. Mr. Ratner
asserts that continuation of the Factoring Agreement will ensure
that the Debtor will be able to sell the Accounts on a
continuing basis.
Accordingly, the Debtor asks the Court to approve these
provisions:
A. Super-priority Claims
Any and all Obligations, as the term is defined in the
Prepetition Agreements, arising postpetition, will have priority
in payment over any other obligations now in existence or
incurred later by the Debtor, and over all administrative
expenses or charges against property of the kind specified in
Sections 503(b), 506(c), 507(a) and 507(b) of the Bankruptcy
Code, whether arising in the Debtor's Chapter 11 case or in any
superseding Chapter 7 case.
B. Postpetition Liens
As security for the Obligations, the Debtor grants to CIT a
valid, binding, enforceable and perfected first lien and
security interest in all of the Debtor's presently owned or
later acquired:
(a) accounts, instruments, documents, chattel paper, general
intangibles, and any other related obligations owing to
Debtor created by or arising from the Debtor's sales
made by or through its textile, garment and apparel divisions
as more fully described in, and sold pursuant to, the
Factoring Agreement;
(b) unpaid seller's related rights;
(c) related rights to any inventory, including returned
goods;
(d) related reserves and credit balances;
(e) related guarantees or collateral;
(f) related insurance policies, proceeds;
(g) related cash and non-cash proceeds; and
(h) related books and records, whether the property and
assets were acquired by the Debtor before or after the
Petition Date.
The liens and security interests granted to CIT:
-- to secure the Obligations, will not be subject to an
lien, mortgage or security interest or any other interest
which is avoided and which would otherwise be preserved for
the benefit of the Debtor's estate; and
-- will encumber and constitute a prior lien and security
interest in and to any lien, mortgage, security interest
or interest which is avoided and which would otherwise be
so preserved for the benefit of the Debtor's estate.
C. Waiver of Section 506(c) Rights
The Debtor waives irrevocably all rights, if any, it might
otherwise assert against the Collateral. No entity in the
course of the Debtor's bankruptcy case will be permitted to
recover from the Collateral any cost or expense of preservation
or disposition of the Collateral, including, without limitation,
expenses and charges without CIT's prior written consent.
D. CIT's Fees and Expenses
CIT will be entitled to charge the Debtor's account or receive
reimbursement, on five business days' written notice -- the Fee
Notice -- to counsel for the Debtor and the Official Creditors'
Committee or to the Debtor's 20 largest unsecured creditors to
the extent a Committee is not appointed, and the United States
Trustee, without application to the Court, for:
(a) CIT's reasonable attorneys' fees arising from or
related to the Factoring Arrangement, including without
limitation the negotiating, closing, documenting and
obtaining of Court approval and all proceedings in
connection with the interpretation, amendment,
modification, enforcement or carrying out of the
Factoring Arrangement or the Orders at any time, and all
related reasonable expenses, costs and charges in any way or
respect arising; and
(b) all of CIT's facility, administrative, filing and
recording fees, title insurance premiums, reasonable
internal examination and audit expenses.
CIT will fund the fees and expenses, charged to the Debtor's
account and will constitute a part of the Debtor's Obligations
to CIT. However, this is provided that for the fees and
expenses of CIT's outside counsel and other independent
professionals, the Fee Notice will include copies of the
professionals' invoices to CIT, subject to redaction against
disclosure of privileged or confidential information, and the
invoices will be charged to the Debtor's account as provided for
unless, before the expiration of the five business-day period,
appropriate objecting pleadings are filed with the Court on
notice to CIT and its counsel.
E. Objection to Liens
The validity, extent, priority, perfection and enforceability of
CIT's prepetition liens, mortgages and security interests in the
Debtor's assets will not be subject to challenge by the Debtor.
Furthermore, the Debtor waives and affirmatively agrees not to
allege or otherwise pursue any or all defenses, affirmative
defenses, counterclaims, claims, causes of action, recoupments,
set-offs or other rights that it may have to contest:
(a) any Defaults or Events of Default, which were or could
have been declared by CIT as of the Petition Date;
(b) any provisions of the Prepetition Agreements; and
(c) CIT's conduct or in administering the Factoring
Agreement between Borrower and CIT.
Any creditor or the Debtor's estate or the Committee, if
appointed, will have until November 30, 2003 to commence an
adversary proceeding against CIT for the purpose of challenging
the validity, extent, priority, perfection and enforceability of
CIT's prepetition liens and security interests in the Debtor's
assets or otherwise assert any claims or causes of action
against CIT on behalf of the Debtor's estate. If creditors or
the Committee fail to commence an adversary proceeding on or
before the Objection Deadline, they will be barred forever from
doing so. (SK Global Bankruptcy News, Issue No. 4; Bankruptcy
Creditors' Service, Inc., 609/392-0400)
SK GLOBAL: Debtors File Motion to Reject Leases
----------------------------------------------
Scott E. Ratner, Esq., at Togut, Segal & Segal LLP, in New York,
relates that Section 365(a) of the Bankruptcy Code, which
governs the rejection or assumption of unexpired non-residential
real property leases, provides that:
"[T]he trustee, subject to the court's approval, may assume or
reject any executory contract or unexpired lease of the debtor."
Because the Debtor is closing two of its offices located in
Stanford and Newport, California, it no longer needs to lease
the office space. Accordingly, SK Global wants the leases,
licenses and related service agreements deemed rejected as of
August 31, 2003.
By this motion, the Debtor seeks Judge Blackshear's permission
to reject its:
(a) Stanford Lease dated as of October 20, 2000 with the
Board of Trustees of the Leland Stanford Junior
University, as landlord, for office space located at the
Stanford Shopping Center in Palo Alto, California; and
(b) Newport Lease dated as of January 10, 2003 with The
Irvine Company, as landlord, for office space located at
660 Newport Center Drive in Newport, California.
Mr. Ratner reports that the Stanford Lease will expire on
October 31, 2005 and the Debtor has the option to extend the
term of the Lease for three one-year periods. However, the
Debtor determined that the $56,142 current monthly rent payable
under the Lease is above market and, accordingly, has no
assignment value.
The Newport Lease, on the other hand, will expire on August 31,
2004 and the Debtor has no option to extend its term. The
monthly rent payable under the Newport Lease is $3,480. The
Debtor determined that this rate is likewise above-market and,
given the proximity of the lease termination date, the potential
assignment value of the Newport Lease does not warrant the
Debtor's attempt to market the lease in the hope of assigning it
to a third party.
The Debtor has been unsuccessful in securing subtenants willing
and able to satisfy the full value of the remaining obligations
under the Leases, Mr. Ratner reports. Accordingly, it is
unlikely that an assignment of the Leases would generate any
value for the Debtor's estate.
In connection with the Stanford Lease, the Debtor, with the
consent of the Board of Trustees of the Leland Stanford Junior
University, entered into five licenses and related service
agreements, each granting the licensee the right to use and
occupy a portion of the office space located at the Stanford
Shopping Center, and obtain basic office services upon payment
of a monthly licensing fee. The licensees pay the Debtor a
total of $5,500 per month, which is more than $50,000 per month
less than the Debtor's rent obligations under the Stanford
Lease.
Thus, the Debtor further seeks the Court's authority to reject
its License and Service Agreements with:
(a) AsiaWired USA dated as of February 20, 2002;
(b) Ventana Group dated as of May 15, 2003;
(c) LG Venture Investment, Inc. dated as of April 16, 2003;
(d) Charter Law Group LLP dated as of July 1, 2003; and
(e) Atlantis Cyberspace, Inc. dated as of April 19, 2002.
Rejection of the Leases and License Agreements will contribute
to the Debtor's prospects for a successful reorganization by
eliminating ongoing administrative expense payment obligations
related to the leases. (SK Global Bankruptcy News, Issue No. 4;
Bankruptcy Creditors' Service, Inc., 609/392-0400)
===============
M A L A Y S I A
===============
AMSTEEL CORPORATION: Proposes Parkson Disposals to Repay Debts
--------------------------------------------------------------
On behalf of Amsteel Corporation Berhad, Public Merchant Bank
Berhad (PMBB) wishes to announce that Amsteel had on 6 September
2003, together with certain of its subsidiaries, namely Ambang
Jaya Sdn Bhd (AJSB), Angkasa Marketing (Singapore) Pte Ltd
(AMSPL), Natvest Parkson Sdn Bhd (NPSB), Sukhothai Food Sdn Bhd
(SFSB), Timuriang Sdn Bhd (TSB) and Parkson Retail Consulting
and Management Sdn Bhd (PRCMSB) (collectively referred to as
(Amsteel Group Vendors), Lion Asia Investment Pte Ltd (LAI), and
LLB Nominees Sdn Bhd (LLB Nominees), a subsidiary of Lion
Industries Corporation Berhad (LLB) entered into a conditional
sale and purchase agreement with Lion Diversified Holdings
Berhad (LDHB) (SPA) to dispose of the Parkson Retail Group of
which the sale attributable to the Amsteel Group Vendors
comprise the following companies for an aggregate sale
consideration of RM462.44 million (Sale Consideration):
(i) 7,400,000 ordinary shares of Singapore Dollar (SGD)1.00
each, representing 50% of the entire equity interest in Parkson
Venture Pte Ltd (PVenture), held by SFSB, PRCMSB and NPSB;
(ii) 5,200,000 ordinary shares of SGD1.00 each, representing
52% of the entire equity interest in Parkson Investment Pte Ltd
(PInvestment) held by SFSB, PRCMSB and NPSB;
(iii) 3,150,000 ordinary shares of SGD1.00 each, representing
70% of the entire equity interest in Parkson Management Pte Ltd
(PManagement), held by NPSB;
(iv) 70 ordinary shares of SGD1.00 each, representing 70% of
the entire equity interest in Parkson Supplies Pte Ltd
(PSupplies) held by NPSB;
(v) 700,000 ordinary shares of SGD1.00 each, representing 70%
of the entire equity interest in Parkson Glomart Pte Ltd
(PGlomart) held by TSB;
(vi) 2 ordinary shares of SGD1.00 each, representing the
entire equity interest held by AMSPL in Parkson Pacific Pte Ltd
(PPacific);
(vii) 50,000,002 ordinary shares of RM1.00 each, representing
the entire equity interest held by TSB in Parkson Corporation
Sdn Bhd (Parkson Corp);
(viii) 500,000 ordinary shares of RM1.00 each, representing
the entire equity interest held by TSB in Xtra Supercenter Sdn
Bhd (Xtra);
(ix) 2 ordinary shares of RM1.00 each, representing the
entire equity interest held by TSB in Serbadagang Holdings Sdn
Bhd (Serbadagang); and
(x) 2 ordinary shares of Hong Kong Dollar (HK$)1.00 each,
representing the entire equity interest held by AJSB in Exonbury
Limited (EL).
All the shares of the aforementioned companies to be disposed of
constituting the Parkson Retail Group are herein referred to as
"Sale Shares".
In addition on 6 September 2003, Amsteel, Umatrac Enterprises
Sdn Bhd (Umatrac), AMSPL and LDH(S) Pte Ltd, a wholly-owned
subsidiary of LDHB, had also entered into a sale and purchase
agreement with LDHB for the Proposed LCB Shares Disposal.
THE PROPOSED PARKSON DISPOSALS
Particulars
The Proposed Parkson Disposals involve the proposed disposal of
the Parkson Retail Group by the Amsteel Group Vendors to LDHB
for an aggregate sale consideration of RM364.23 million and the
settlement of the net inter-company balances owing by the
relevant Parkson Retail Group to Amsteel Group prior to
completion date which amount was RM98.21 million as at 30 June
2003, totaling RM462.44 million. The sale consideration of
RM462.44 million shall be satisfied in the following manner:
(i) Cash payment of RM138.95 million (Cash Payment) and the
issuance of RM92.63 million nominal amount of 5-year 2%
Redeemable Unsecured Loan Stocks (LDHB RCULS); and
(ii) Deferred payment amounting to RM115.43 million on 15
December 2004 and RM115.43 million on 15 December 2005 (Deferred
Payment).
The portion of the Deferred Payment remaining unpaid as at the
completion of the SPA carries interest at the rate of 1% per
annum above the prevailing Malayan Banking Berhad's base lending
rate at yearly rests prevailing on the due date for payment
calculated from the completion date, i.e. the date as mutually
agreed in writing between the Amsteel Group Vendors and LDHB
occurring during a period of thirty (30) days from the date all
the conditions precedent are fulfilled (Completion Date), and
until the date of full payment Default interest rate shall be at
an additional 1% per annum to the above rate from the respective
due date to actual payment of the Deferred Payment;
The principal terms of the LDHB RCULS are as set out in Table 1.
The LDHB RCULS is also subject to a put and call option
agreement entered into on 6 September 2003 between the Amsteel
Group Vendors and Tan Sri Cheng Heng Jem (TSWC) or his nominees.
Basis of Arriving at the Sale Consideration
The total Sale Consideration for the equity interest of Parkson
Retail Group of RM364.23 million was arrived at on a willing
buyer-willing seller basis and after taking into account amongst
others, the net tangible assets (NTA) as at 30 June 2003 of
RM271.86 million, thus giving a premium of RM92.37 million or
34%, and the earnings potential of the Parkson Retail Group.
Salient Terms of the SPA
(a) The Amsteel Group Vendors shall sell to LDHB the Sale
Shares at the Sale Consideration, free from encumbrances and
with all rights, benefits and advantages attached thereto except
for any dividends and other distributions which may be declared,
made or paid in respect of the Sale Shares prior to the
Completion Date;
(b) The Amsteel Group Vendors and LDHB agree that the inter-
company balances due to and owed by the Parkson Retail Group and
its subsidiaries/associated companies (Group Companies) as at
the Completion Date shall be net-off and settled at the
completion of the SPA, whereby after such netting-off:
(i) if monies are still owed by the Group Companies to any
of the Amsteel Group Vendors or their related corporations, LDHB
shall settle all such inter-company balances (whether by way of
cash payment or LDHB RCULS) on behalf of the relevant Group
Companies; and
(ii) if monies are owed by the Amsteel Group Vendors or
their related corporations to any Group Companies, the Amsteel
Group Vendors shall, at its option, elect to settle or caused to
be settled, at the completion of the SPA, all such inter-company
balances owed to the relevant Group Companies or elect to reduce
the valuation of the equities of the Parkson Retail Group of
RM364.23 million payable by LDHB. Such mode and manner of
payment will be agreed between the parties, failing agreement
LDHB will decide.
(c) The completion of the SPA is also conditional upon the
completion of the following:
(i) the conditional Sale and Purchase of Shares Agreement
entered into between PRCMSB and Serbadagang for the disposal by
PRCMSB to Serbadagang of all the equity interests held by PRCMSB
in Shanghai Lion Parkson Investment Consultant Co Ltd, a company
incorporated in People's Republic of China (PRC);
(ii) the conditional Sale and Purchase of Business
Agreement entered into between Parkson Corp and TSB for the
disposal by TSB to Parkson Corp of its retail business and the
assets used in the conduct of such business as a going concern
at the following outlets:
(aa) Parkson Grand Klang Parade at Ground & 1st Floor,
Klang Parade, 2112, Jalan Meru, 41050 Klang, Selangor Darul
Ehsan;
(bb) Parkson Grand Seremban Parade at Lot 4973, Jalan
Dato' Yam Tuan, 70000 Seremban, Negeri Sembilan; and
(cc) Parkson Grand Ipoh Parade at G01, F01 & S01, Ipoh
Parade, 105, Jalan Sultan Abdul Jalil, Green Town, 30450 Ipoh,
Perak;
(iii) the conditional Sale and Purchase of Shares Agreement
between Amsteel and Qingdao No. 1 Department Store for the
acquisition by Amsteel of 2.7% equity interest in Qingdao No. 1
Parkson Co. Ltd (Qingdao Parkson), a company registered in the
PRC. Amsteel will nominate Serbadagang (a wholly-owned
subsidiary of Amsteel) as the registered owner of the 2.7%
equity interest in Qingdao Parkson;
(iv) The completion of the redemption by Parkson Corp of
all the 100,000 redeemable preferences shares of RM0.01 each in
Parkson Corp held by PRCMSB, in accordance with the Memorandum
and Articles of Association of Parkson Corp; and
(v) The relevant approvals or consents from the relevant
lenders/financiers of the Amsteel Group Vendors;
(d) Upon completion, all the Sale Shares shall be transferred
to LDHB and LDHB shall simultaneously charge such amount of the
Sale Shares to the Amsteel Group Vendors and/or their nominee(s)
at the value equivalent to not less than 1.20 times of the
amount of Deferred Payment plus interest. Any charge created by
LDHB on the Sale Shares shall be released or discharged in
proportion to the amount of Deferred Payment settled by LDHB
from time to time.
INFORMATION ON PARKSON RETAIL GROUP
Information On PVenture
PVenture was incorporated in Singapore as a private limited
company on 26 May 1993. The present authorized share capital of
PVenture is SGD 15,000,000 comprising 15,000,000 ordinary shares
of SGD1.00 each, of which 14,800,000 shares have been issued and
fully paid-up. Its principal activity is investment holding.
PVenture has a 50% associated company incorporated in the PRC,
namely Qingdao No 1 Parkson Co Ltd which is involved in property
development and retailing.
The cost and date of investment by the Amsteel Group Vendors in
PVenture are as set out in Table 2.
Based on the audited accounts for the financial year ended 30
June 2002, PVenture recorded a loss after taxation of SGD2,948
whilst the NTA of PVenture as at 30 June 2002 is SGD13,810,548.
Information On PInvestment
PInvestment was incorporated in Singapore as a private limited
company on 14 October 1992. The present authorized share capital
of PInvestment is SGD10,000,000 comprising 10,000,000 ordinary
shares of SGD1.00 each, all of which have been issued and fully
paid-up. Its principal activity is investment holding.
PInvestment has a wholly-owned subsidiary company, Rosenblum
Investments Pte Ltd incorporated in Singapore, which is
principally an investment holding company, and a 56% owned
subsidiary company, Parkson Retail Developments Co. Ltd.
(formerly known as Beijing Parkson Light Industry Development
Co. Ltd), incorporated in the PRC, which is principally involved
in property development, and retailing.
The cost and date of investment in PInvestment by the
shareholders of PInvestment are as set out in Table 2.
Based on the audited accounts for the financial year ended 30
June 2002, PInvestment recorded consolidated profit after
taxation and minority interest of SGD6,882,137 whilst the NTA of
PInvestment as at 30 June 2002 is SGD17,924,721.
Information On PManagement
PManagement was incorporated in Singapore as a private limited
company on 26 May 1993. The present authorized share capital of
PManagement is SGD5,000,000 comprising 5,000,000 ordinary shares
of SGD1.00 each, of which 4,500,000 shares have been issued and
fully paid-up. Its principal activity is investment holding.
PManagement has a 90% owned subsidiary company incorporated in
PRC, namely Sichuan Hezheng Parkson Plaza Co. Ltd. which is
principally involved in retailing. PManagement does not have any
associated company.
70% of equity interest (3,150,000 shares) in PManagement is
presently held by NPSB. The cost and date of investment by NPSB
in PManagement are as set out in Table 2.
Based on the audited accounts for the financial year ended 30
June 2002, PManagement recorded consolidated profit after
taxation and minority interest of SGD722,640 whilst the
consolidated NTA of PManagement as at 30 June 2002 are
SGD4,547,848.
Information On PSupplies
PSupplies was incorporated in Singapore as a private limited
company on 27 August 1993. The present authorized share capital
of PSupplies is SGD100,000 comprising 100,000 ordinary shares of
SGD1.00 each, of which 100 shares have been issued and fully
paid-up. Its principal activity is investment holding.
PSupplies has a 70% owned subsidiary company incorporated in the
PRC, namely Chongqing Wangyu Parkson Plaza Co Ltd. which is
principally involved in retailing. PSupplies does not have any
associated company.
70% of equity interest (700,000 shares) in PSupplies is
presently held by NPSB. The cost and date of investment of NPSB
in PSupplies are as set out in Table 2.
Based on the audited accounts for the financial year ended 30
June 2002, PSupplies recorded consolidated profit after taxation
and minority interest of SGD889,945 whilst the consolidated NTA
of PSupplies as at 30 June 2002 are SGD2,706,212.
Information On PGlomart
PGlomart was incorporated in Singapore as a private limited
company on 30 March 1994. The present authorized share capital
of PGlomart is SGD1,000,000 comprising 1,000,000 ordinary shares
of SGD1.00 each, all of which have been issued and fully paid-
up. Its principal activity is investment holding.
PGlomart has a wholly-owned subsidiary company incorporated in
the PRC, namely Shanghai Parkson Decorations Industry Co. Ltd.
which is principally involved in retailing of fashion products,
as well as manufacturing and sale of all kinds of garments.
PGlomart does not have any associated company.
70% of equity interest (700,000 shares) in PGlomart is presently
held by TSB. The cost and date of investment of LAI and TSB in
PGlomart are as set out in Table 2.
Based on the audited accounts for the financial year ended 30
June 2002, PGlomart recorded consolidated loss after taxation of
SGD21,988 whilst the consolidated net tangible liabilities (NTL)
of PGlomart as at 30 June 2002 is SGD6,177,007.
Information On PPacific
PPacific was incorporated in Singapore as a private limited
company on 30 March 1994. The present authorized share capital
of PPacific is SGD100,000 comprising 100,000 ordinary shares of
SGD1.00 each, of which two (2) shares have been issued and fully
paid-up. Its principal activity is investment holding.
PPacific has a 60% owned subsidiary company incorporated in the
PRC, namely Mianyang Fulin Parkson Plaza Co. Ltd. PPacific has a
25% owned associated company incorporated in the PRC, namely
Inner Mongolia Leadar Parkson Plaza Co Ltd. The principal
activity of both the subsidiary company and associated company
of PPacific is that of retailing.
The present shareholder of PPacific is AMSPL which holds the
entire issued and paid-up ordinary share capital. The cost and
date of investment of AMSPL in PPacific are as set out in Table
2.
Based on the audited accounts for the financial year ended 30
June 2002, PPacific recorded consolidated profit after taxation
and minority interest of SGD668,051 whilst the consolidated NTA
of PPacific as at 30 June 2002 is SGD346,472.
Information On Parkson Corp
Parkson Corp was incorporated in Malaysia as a private limited
company on 24 October 1986. The present authorized share capital
of Parkson Corp is RM100,000,000 comprising 99,965,452 ordinary
shares of RM1.00 each of which 50,000,002 ordinary shares have
been issued and fully paid-up; and 3,454,800 preference shares
of RM0.01 each of which 347,000 preference shares have been
issued and fully paid-up. Its principal activity is the
operation of departmental stores.
Parkson Corp has a wholly-owned subsidiary company incorporated
in Singapore, namely Kobayashi Optical (S) Pte Ltd which is a
private limited company and is currently dormant.
The present shareholders of Parkson Corp are TSB which holds the
entire issued and paid-up ordinary share capital. XSSB and
PRCMSB holds approximately 71.18% and 28.82% respectively of the
issued and paid-up preference shares in Parkson Corp. The cost
and date of investment of TSB in PInvestment is as set out in
Table 2.
Based on the audited accounts is for the financial year ended 30
June 2002, Parkson Corp recorded profit after taxation of
RM7,063,953 whilst the NTA of Parkson Corp as at 30 June 2002 is
RM159,281,603.
Information On Xtra
Xtra was incorporated in Malaysia as a private limited company
on 6 March 1992. The present authorized share capital of Xtra is
RM500,000 comprising 500,000 ordinary shares of RM1.00 each, all
of which have been issued and fully paid-up. Its principal
activity is the operation of hypermarkets.
Xtra does not have any subsidiary or associated company.
However, it holds 25.36% and 71.18% of the issued and paid-up
preference share of Umatrac, a wholly-owned subsidiary of
Amsteel, and Parkson Corp respectively.
The present shareholder of Xtra is TSB which holds the entire
issued and paid up share capital of Xtra of RM500,000. The cost
and date of investment of TSB in Xtra are as set out in Table 2.
Based on the audited accounts of Xtra for the financial year
ended 30 June 2002, Xtra recorded loss after taxation of
RM4,886,102 whilst the NTL of Xtra as at 30 June 2002 is
RM44,604,102.
Information On Serbadagang
Serbadagang was incorporated in Malaysia as a private limited
company on 25 April 1985. The present authorized share capital
of Serbadagang is RM25,000 comprising 25,000 ordinary shares of
RM1.00 each, of which 2 shares have been issued and fully paid-
up. Its principal activity is investment holding.
The present shareholder of Serbadagang is TSB which holds the
entire issued and paid-up share capital of Serbadagang. The cost
and date of investment of TSB in Serbadagang are as set out in
Table 2.
Based on the audited accounts for the financial year ended 30
June 2002, Serbadagang recorded loss after taxation of
RM5,855,696 whilst the NTL of Serbadagang as at 30 June 2002 is
RM5,806,738.
Tables 1 and 2 can be found at
http://bankrupt.com/misc/TCRAP_Amsteel0911.doc.
Information On EL
EL was incorporated in Hong Kong SAR as a private limited
company on 27 January 1994. The present authorized share capital
of EL is HK$1,000 comprising 1,000 ordinary shares of HK$1.00
each, of which 2 shares have been issued and fully paid-up. Its
principal activity is investment holding.
EL has a wholly-owned subsidiary company incorporated in PRC,
namely Shanghai Ninesea Parkson Plaza Co. Ltd. which is
principally involved in the retailing, food and beverage and
entertainment business. EL has a 35% owned joint venture company
incorporated in the PRC, namely Shanghai Ninesea Lion Properties
Management Co. Ltd. which is principally involved in property
management and real estate consulting service.
The present shareholder of EL is AJSB which beneficially holds
the entire equity interest in EL. The cost and date of
investment of AJSB in EL are as set out in Table 2.
Based on the audited accounts for the financial year ended 30
June 2002, EL recorded profit after taxation and minority
interest of HK$4,691,789 whilst the NTA of EL as at 30 June 2002
are HK$54,846,703.
INFORMATION ON LDHB
History and Business
LDHB was incorporated in Malaysia as a private limited company
on 24 March 1970 under the name of Chocolate Products (Malaysia)
Sdn Berhad and assumed its current name on 10 February 2003.
LDHB was listed on the Main Board of the KLSE on 11 February
1982. LDHB is an investment holding company while its
subsidiaries are principally involved in property management and
beer brewing in the PRC
The present authorized share capital of LDHB is RM500,000,000
comprising 1,000,000,000 ordinary shares of RM0.50 each of which
RM348,446,501 have been issued and fully paid-up.
The Directors of LDHB are TSWC, Heah Sieu Lay, Dato' Ismail bin
Saad, Dato Murad Mohamed Hashim, George Leong Chee Fook and
Cheng Yong Kwang.
Substantial Shareholders
The substantial shareholders of LDHB are TSWC, Datuk Cheng Yong
Kim, Lion Realty Pte Ltd, Lion Development (Penang) Sdn Bhd,
Horizon Towers Sdn Bhd, LCB, Amsteel Mills Sdn Bhd, Lion
Industries Corporation Berhad, LLB Steel Industries Sdn Bhd,
Steelcorp Sdn Bhd and Datuk Lim Kheng Kim.
PROPOSED LCB SHARES DISPOSAL
Background Information
Amsteel recently completed a corporate restructuring exercise
involving amongst other, the divestment of certain of its non-
core and peripheral assets and debt restructuring exercise
(Restructuring Exercise). Forming part of the Restructuring
Exercise, is the proposed renounceable restricted offer for sale
of up to 226.85 million shares in LCB at an offer price of
RM1.00 per share representing 24.68% equity interest in LCB as
at 15 July 2003 (ROFS). Amsteel is currently in the process of
implementing the ROFS.
Proposed LCB Shares Disposal
Amsteel, Umatrac and AMSPL propose to dispose of up to 226.85
million shares in LCB for a total cash consideration of RM226.85
million to LDH(S) Pte Ltd, a wholly-owned subsidiary of LDHB.
The said LCB shares are the entire shares in LCB held by
Amsteel, Umatrac and AMSPL to be offered to the eligible
shareholders of LCB under the ROFS. The Proposed LCB Shares
Disposal is intended to enable Amsteel Group to fully realise
its shareholdings in LCB should the shares in LCB to be offered
under the ROFS are not fully taken-up by eligible shareholders
of LCB.
RATIONALE FOR THE PROPOSALS
The Amsteel Group's core business is principally focused on
property development, retail, and plantation business. The Group
intends to further streamline its operations which would
facilitate the rationalization of the Group's financial position
and to raise funds to meet the borrowings repayment obligation
of the Group pursuant to the Group's debt restructuring scheme.
The Proposals, hence, are in line with the above-mentioned
streamlining and rationalization of the Group's business
operation and financial position. Following the Proposals, the
Group will mainly be involved in property development and
plantation. The Proposals would also place the Group on a better
financial footing.
UTILISATION OF PROCEEDS
The Proposed Parkson Disposals will raise a total proceeds of
RM462.44 million and the Proposed LCB Shares Disposal will
accrue to Amsteel a total proceeds of RM226.85 million. The
aggregate proceeds amounting to RM689.29 shall be utilized for
repayment of bank borrowings.
EFFECTS OF THE PROPOSED PARKSON DISPOSALS
Share Capital and Shareholding Structure
The Proposals will not have any effect on the issued and paid-up
share capital and shareholding structure of Amsteel.
Earnings
The Proposed Parkson Disposals is expected to give rise to an
estimated gain of RM117.00 million to the Amsteel Group for the
financial year ending 30 June 2004 assuming completion by 31
December 2003.
The said gain would improve the Amsteel Group's net earnings on
a per share basis by approximately seven (7) sen based on the
issued and paid-up share capital of Amsteel for the financial
year ended 30 June 2003.
The Proposed LCB Shares Disposals is not expected to have a
material impact on the earnings for the financial year ending 30
June 2004.
NTA
For illustrative purposes only and based on Amsteel's audited
consolidated balance sheet as at 30 June 2002 and assuming the
Proposed Parkson Disposals is effected on 30 June 2002, the
Directors of Amsteel estimates that the Proposed Parkson
Disposals is expected to result in an increase in the
consolidated NTA per share of approximately fourteen (14) sen as
a result of the estimated gain from Proposed Parkson Disposals.
The Proposed LCB Shares Disposal is not expected to have a
material impact on the consolidated NTA of Amsteel.
APPROVALS REQUIRED
The Proposals requires, inter-alia, the following approvals:
(a) Securities Commission (SC) for the Proposed Parkson
Disposals;
(b) Shareholders of Amsteel and LDHB to be obtained at the
respective company's extraordinary general meetings;
(c) Foreign Investment Committee;
(d) Bank Negara Malaysia;
(e) KLSE's approval-in-principle on the listing of and
quotation for the new LDHB Shares to be issued upon the
conversion of the LDHB RCULS;
(f) The relevant approvals or consents from the relevant
lenders/financiers, if applicable; and
(g) The approvals of any other relevant authorities.
The Proposals are conditional upon LDHB completing its proposed
strategic partnership and disposal of 50% of its brewery
business.
The Proposed Parkson Disposals and Proposed Put and Call Option
is inter-conditional to each other.
COMPLIANCE WITH THE SC GUIDELINES
As far as Amsteel could ascertain, the Proposals is in
compliance with the SC's Policies and Guidelines on Issue/Offer
of Securities.
DIRECTORS' INTERESTS
The following Directors do not consider themselves independent
in respect of the Proposals (Interested Directors) due to the
following:
(a) TSWC is a director and major shareholder of Amsteel, and
also the chairman and major shareholder of LDHB;
(b) Jen (B) Tan Sri Dato' Zain Mahmud Hashim is an employee
of Amsteel, wherein TSWC has a substantial interest.
(c) Pee Kang Seng @ Lim Kang Seng is an employee of Amsteel,
wherein TSWC has a substantial interest;
The above Interested Directors will abstain from voting on the
resolution approving the Proposals at the forthcoming
extraordinary general meeting.
Save as disclosed above, none of the other directors has any
interest, direct or indirect, in the Proposals.
ADVISERS
The Board of Directors of Amsteel has appointed PMBB as the
adviser for the Proposals. Subject to the approvals of the
relevant authorities, the Board of Directors has also appointed
PM Securities Sdn Bhd as the independent adviser to the
Independent Directors and minority shareholders of Amsteel in
respect of the Proposals.
STATEMENT BY THE BOARD OF DIRECTORS
The Directors, after careful deliberation, are of the opinion
that the Proposals are in the best interest of Amsteel.
APPLICATION TO THE RELEVANT AUTHORITIES
Barring unforeseen circumstances, application to the relevant
authorities for the Proposals shall be made within one (1) month
from the date of this announcement.
ESTIMATED TIME FRAME FOR COMPLETION
Barring any unforeseen circumstances and subject to all the
approvals being obtained, the Proposals are expected to be
completed by 31 December 2003.
INSPECTION OF DOCUMENTS
The agreements in respect of the Proposed Parkson Disposals,
Proposed Put and Call Option and Proposed LCB Shares Disposal
are available for inspection at the registered office of Amsteel
at Level 46, Menara Citibank, 165 Jalan Ampang, 50450 Kuala
Lumpur during office hours for a period of fourteen (14) days
from the date hereof.
CHASE PERDANA: KLSE Grants Conversion Listing Today
---------------------------------------------------
Kindly be advised that Chase Perdana Berhad's additional
7,250,825 new ordinary shares of RM1.00 each issued pursuant to
the Conversion of 10,000 Redeemable Convertible Preference
Shares into 10,000 New Ordinary Shares; and Conversion of
Rm7,240,825 Redeemable Convertible Unsecured Loan Stocks into
7,240,825 New Ordinary Shares, will be granted listing and
quotation with effect from 9:00 a.m., Thursday, 11 September
2003.
The Troubled Company Reporter - Asia Pacific reported on July
that Chase Perdana 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.
CYGAL BERHAD: Discloses Investigative Audit Findings Summary
------------------------------------------------------------
Cygal Berhad refers to the announcement on 8 August 2003 in
relation to the Proposals, which collectively refers to:
* Proposed Share Exchange;
* Proposed Debt Restructuring Comprising:
(i) Proposed Financial Institutions Scheme;
(ii) Proposed Non Financial Institutions Scheme; and
(iii) Proposed Part Settlement of Amount Owing to an
Offshore Financial Institution;
* Proposed Additional Issue to Commerce International
Merchant Bankers Berhad (CIMB);
* Proposed Rights Issue of Shares Together With Warrants;
* Proposed Acquisition of Property Development Companies;
and
* Proposed Delisting of Cygal and the Listing of a New
Investment Holding Company, Active Accord Sdn Bhd.
On behalf of Cygal, CIMB hereby announces that pending the
decision by the Securities Commission (SC) on the application
dated 7 August 2003 by Messrs. PKF to the SC for an extension of
time of one (1) month from 8 August 2003 to 8 September 2003 for
the completion of the investigative audit and the submission of
the investigative audit report to the SC and in compliance with
one of the conditions by the SC for the Proposals, two (2)
copies of the investigative audit report prepared by Messrs. PKF
were submitted to the SC on 8 September 2003.
An executive summary of the audit findings prepared by Messrs.
PKF is attached herein. The board of directors of Cygal will
examine the nature and extent of issues highlighted and take
appropriate measures, if necessary.
DENKO INDUSTRIAL: September 30 EGM, 14th AGM Scheduled
-----------------------------------------------------
Denko Industrial Corporation Berhad notifies that its
Extraordinary General Meeting will be held at Tournament Room,
Kuala Lumpur Golf & Country Club, No. 10, Jalan 1/70D, Off Jalan
Bukit Kiara, 60000 Kuala Lumpur, on Tuesday, 30 September 2003,
at 10:15 a.m. or immediately following the conclusion or
adjournment (as the case may be) of Denko's 14th Annual General
Meeting which will be held at 10:00 a.m. on the same day and at
the same venue, whichever is the later.
Click http://bankrupt.com/misc/TCRAP_DenkoNotices0911.docfor a
copy of the Notice of Fourteenth Annual General Meeting and
Notice of Extraordinary General Meeting.
The Troubled Company Reporter - Asia Pacific reported that Denko
submitted an application to the Securities Commission (SC)
seeking approval to grant an extension of time for a period of
three (3) months to 12 November 2003 for the independent audit
firm to complete the investigative audit (Proposed Extension),
which is part of the Proposed Corporate and Debt Restructuring
Scheme (PCDRS). Refer to the Troubled Company Reporter - Asia
Pacific, Wednesday, June 12, 2002, Vol. 5, No. 115 issue for
details of the PCDRS.
GADANG HOLDINGS: Provides Financial Assistance to Unit
------------------------------------------------------
Pursuant to Paragraph 8.23 and 10.08 of the Listing Requirements
of the Kuala Lumpur Stock Exchange, Gadang Holdings Berhad
wished to announce that the Company will be providing financial
assistance to Globe Leigh's Paints (M) Sdn Bhd (Globe Leigh), a
70% subsidiary of the Company by advancing RM250,000.00 to Globe
Leigh for its day to day operation.
INFORMATION ON GLOBE LEIGH
Globe Leigh was incorporated on 13 March 1997 under Rising
Capital Sdn Bhd and subsequently changed to its present name on
27 December 2001. The existing authorized share capital of Globe
Leigh is RM5,000,000.00 divided into 5,000,000 ordinary shares
of RM1.00 each out of which 4,300,000 ordinary shares are issued
and fully paid-up.
The principal activity of Globe Leigh is to manufacture use and
market decorative, protective and marine paints employing the
formulations and manufacturing procedures of W & J Leigh & Co.,
a company incorporated in United Kingdom and whose registered
office is at Tower Works Kestor Street Bolton BL2 2AL England
(LEIGH) and further use the trademarks of LEIGH in connection
with decorative, protective and marine paints.
FINANCIAL EFFECTS
The provision of financial assistance by the Company will not
have any material effect on the net tangible assets per share,
earnings per share, share capital and substantial shareholders'
shareholding of the Company for the financial year ending 31 May
2004.
APPROVALS REQUIRED
The provision of financial assistance by the Company does not
require the approval of shareholders or any other authorities.
DIRECTORS' AND SUBSTANTIAL SHAREHOLDERS' INTEREST
Dato' Kok Onn, the Managing Director cum Chief Executive Officer
and substantial shareholder of Gadang is also a director of
Globe Leigh. He is also a director and substantial shareholder
of Premierex Sdn Bhd, which is the other shareholder of Globe
Leigh holding 30% of the equity interest in Globe Leigh.
Save as disclosed above, none of the directors, substantial
shareholders and/or persons connected with the directors and/or
substantial shareholders of Gadang has any interest, direct or
indirect, in the provision of financial assistance.
DIRECTORS' STATEMENT
The Directors (save and except for Dato' Kok Onn) are of the
opinion that the provision of financial assistance is in the
best interest of the Group.
Wrights Investors' Service reports that as of May 2002, the
company's long-term debt was RM33.39 million and total
liabilities were Rm176.16 million. The long-term debt to equity
ratio of the company is 1.08. It also reported that Company
booked losses during the previous 12 months and has not paid any
dividend during the previous three fiscal years.
KSU HOLDINGS: August Defaulted Facilities Amounts RM133.166M
------------------------------------------------------------
As required by the Kuala Lumpur Stock Exchange Practice Note
1/2001, the Board of Directors of KSU Holdings Bhd (KSUH) wishes
to provide an update on the details of all the facilities
currently in default, as enclosed in Appendix A at
http://bankrupt.com/misc/TCRAP_KSU0911.pdf.
The default by KSUH as at 31 August 2003 amounted to
RM106,341,055.17 of principal sum and RM26,825,352.91 of
interest for term/bridging loans and overdraft facilities.
There is no other new development since its previous
announcement with regards to this Practice Note.
MBF CORPORATION: SIBB Winding Up Petition Withdrawn
---------------------------------------------------
The Board of Directors of MBf Corporation Berhad wish to inform
that the Winding-Up Petition served by Southern Investment Bank
Berhad on its unit MBf Capital Berhad (MBfC), which was
announced on 4 February 2002 has been withdrawn with no order as
to costs.
Refer to the Troubled Company Reporter - Asia Pacific Wednesday,
February 6, 2002, Vol. 5, No. 26 issue for details of the
Winding Up Petition.
NCK CORPORATION: Unit Serves Notice Over Judgment Debt
------------------------------------------------------
NCK Corporation Berhad (Special Administrators Appointed) wishes
to announce that Messrs Prem & Chandra, on behalf of Vimala Rani
a/p Ganeson had on 8 September 2003 served a Notice pursuant to
Section 218 of the Companies Act, 1965 on NCK Development Sdn
Bhd (NCKD), a subsidiary of NCK pursuant to the Judgment of
Court dated 28 August 2002.
According to the Notice, NCKD is required to pay to Vimala Rani
a/p Ganeson the sum of RM606,413.06 (being an amount made up of
a principal sum of RM320,000.00, interest at the rate of 10% per
annum on a bank loan of RM200,000.00 from 25 March 1997 to date
of judgment, liquidated damages amounting to RM106,234.62, and
further liquidated damages calculated at 10% of RM400,998.92
from 16 November 2000 to date of judgment) together with
interest on the judgment sum at the rate of 8% per annum from
the date of judgment until date of full realization and costs
amounting to RM225.00 within twenty-one (21) days from the date
of receipt of this Notice, failing which NCKD shall be deemed to
be unable to pay the debt and appropriate action will be taken
for the winding-up of NCKD.
The above action arose from the non-completion of the Sale and
Purchase Agreement dated 25 March 1997 between NCKD and Vimala
Rani a/p Ganeson for a property unit of a development project
known as Rachado Bay Resort situated at Port Dickson, Negeri
Sembilan.
The Management is seeking legal advice and will take appropriate
actions to resolve the matter.
Please note that an earlier Notice pursuant to Section 218 of
the Companies Act, 1965, served on NCKD by Messrs Selvam
Shanmugam & Partners, on behalf of Vimala Rani a/p Ganeson was
defective.
PARK MAY: RAM Places CP/MTN on Rating Watch, W/ Negative Outlook
----------------------------------------------------------------
Ratings Agency Malaysia Berhad (RAM) has placed the long-term
rating of BB3 for Park May Berhad's RM120 million Commercial
Paper/Medium Term Notes facility (CP/MTN) on Rating Watch (with
a negative outlook). Park May provides public transportation in
Peninsular Malaysia. Park May currently operates stage buses in
Klang Valley, mainland Penang and Seremban. It's express bus
services are predominantly concentrated along North-South
Expressway.
The Group's turnover for the period ending 30 June 2003 (1H FY
2003) declined nearly 25% to RM22.85 million compared to the
same corresponding period last year. As a result the Group's
pre-tax loss has increased from RM2.18 million to RM8.21 million
for the 2H FY 2003. The Group's dismal performance was mainly
premised on the lower than expected revenue from its express bus
segment which has seen a decline in the passenger loads for the
1st half of 2003. This was mainly due to the Severe Acute
Respiratory Syndrome coupled with the increase of new entrants
in the market, which has intensified the competition. The lower
than expected performance has also resulted in further weakening
of the balance sheet and is not expected to improve in near
future.
Nevertheless, since bus transportation is considered a public
service, RAM does not discount the possibility that the
Government may intervene to ensure that PMB will continue its
operations. Should this not materialize, there may be further
downward pressure on PMB's ratings.
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: Pavanjit Kaur
RAM Analyst
Tel: 03-7628 1763
E-mail: pavan@ram.com.my
RENONG BERHAD: Proposed SOA, Proposals Approved at Meetings
-----------------------------------------------------------
Reference is made to the Proposals, comprising:
* Proposed Scheme Of Arrangement Under Section 176 Of The
Companies Act, 1965 (Proposed SOA) Involving The Following:
(i) Proposed Restructuring Of The Spv Bond;
(ii) Proposed Privatization Of Renong; And
(iii) Proposed Acquisition Of Core Businesses And
Designated Investments,
* Cancellation Of All The Issued And Paid-Up Share Capital
Of Renong Pursuant To Article 52 Of The Company's Articles Of
Association And Issuance By Renong Of 3,123,729,124 New Shares
To Newco (Proposed Shares Issuance To Newco); And
* Capital Reduction And Consolidation Of The Issued And
Paid-Up Share Capital Of The Company (Proposed Capital
Reduction)
On behalf of Renong, Commerce International Merchant Bankers
Berhad is pleased to announce that the shareholders of Renong
have approved the resolution pertaining to the Proposed SOA at
the Court Convened Meeting, and the resolutions pertaining to
the Proposals at the Extraordinary General Meeting of the
Company held on 6 September 2003.
RENONG BERHAD: SC Grants UEM Takeover MGO Waiver
------------------------------------------------
Renong Berhad refers to the announcement dated 27 March 2003 in
relation to the Proposed Scheme of Arrangement under Section 176
of the Companies Act, 1965 involving the following:
* Proposed Restructuring of the SPV Bond;
* Proposed Privatization of Renong; and
* Proposed Acquisition of Core Businesses and Designated
Investments.
On behalf of Renong, Commerce International Merchant Bankers
Berhad is pleased to announce that the Securities Commission
(SC) had, via its letter dated 5 September 2003, granted an
exemption under Practice Note No. 2.9.7 of the Malaysian Code on
Take-Overs and Mergers 1998 to:
(i) United Engineers (Malaysia) Berhad (UEM) from having to
undertake a mandatory general offer (MGO) for all the remaining
ordinary shares in Faber Group Berhad, TIME Engineering Berhad
(TIME) and Park May Berhad and the remaining 97,855,674 warrants
2000/2005 issued by TIME not already held by UEM upon the
completion of the Proposed Restructuring of the SPV Bond;
(ii) Global Converge Sdn Bhd (Newco) from having to undertake
a MGO for all the remaining ordinary shares in Amra Resources
Sdn Bhd, a 80%-owned subsidiary of Renong, and Prolink
Development Sdn Bhd, a 80%-owned subsidiary of Amra, and its
subsidiaries, not already held by Renong/Newco upon the
completion of the Proposed Privatization of Renong; and
(iii) Newco from having to undertake a MGO for all the
remaining ordinary shares in Cement Industries of Malaysia
Berhad, Intria Berhad and Kinta Kellas Public Limited Company
not already held by Newco upon the completion of the Proposed
Acquisition of Core Businesses and Designated Investments.
In the said letter, the SC has also made a ruling to exempt UEM
from undertaking a MGO for the remaining equity interest in
Newco upon completion of the Proposed Privatization of Renong
and Proposed Acquisition of Core Businesses and Designated
Investments.
SITT TATT: 23rd AGM Scheduled September 29
------------------------------------------
Sitt Tatt Berhad informed that its 23rd Annual General Meeting
(AGM) will be held on Monday, 29 September 2003 at Suite 5.2,
5th Floor, Wisma Chase Perdana, Off Jalan Semantan, Damansara
Heights, 50490 Kuala Lumpur.
Click http://bankrupt.com/misc/TCRAP_Statt0911for the Notice of
AGM.
The Troubled Company Reporter - Asia Pacific reported that Sitt
Tatt Berhad made an application to the SC for a further
extension of time from 28 August 2003 to 28 February 2004 to
complete the implementation of the Proposals.
SRIWANI HOLDINGS: SC Grants Investigative Audit Time Extension
--------------------------------------------------------------
Sriwani Holdings Berhad refers to the announcements dated 5
November 2002 and 30 June 2003 in relation to the Proposals,
which entails:
* Proposed Capital Reduction And Consolidation;
* Proposed Restricted Issue;
* Proposed Rights Issue;
* Proposed Debt Restructuring Scheme;
* Proposed Assets Injection;
* Proposed Ma Sepang Debt Settlement; and
* Proposed Additional Issue.
On behalf of SHB, Commerce International Merchant Bankers Berhad
hereby announces that the Securities Commission has on 5
September 2003 approved a further extension of time to 31
October 2003 for the completion of the investigative audit.
TAP RESOURCES: Investigative Audit Submission Extended Until Nov
----------------------------------------------------------------
Tap Resources Berhad refers to the announcement dated 12 August
2003 in relation to the application to the Securities Commission
(SC) for an extension of time from 19 August 2003 to 19 February
2004 for Messrs BDO Binder to complete the investigative audit
and submit a copy of the investigative audit report to the SC.
On behalf of TAP, Malaysian International Merchant Bankers
Berhad wishes to announce that the SC has granted an extension
of time of three months up to 19 November 2003 for Messrs BDO
Binder to complete the investigative audit instead of the six
months as requested by TAP.
YCS CORPORATION: Financial Regularization Formulation Underway
--------------------------------------------------------------
In compliance to paragraph 4.1.(b) of the Monthly Status
Announcement Pursuant to Practice Note 4/2001, YCS Corporation
Berhad wishes to announce that it is currently in the midst of
formulating various options to regularize its financial
condition.
Status will be announced on a monthly basis.
Further to the announcement made on September 8, 2003 in
relation to the Default in Payment in Respect of Irredeemable
Convertible Unsecured Loan Stock A 2000/2005 (ICULS-A) and
Redeemable Convertible Secured Loan Stock B (RCSLS-B), the
Company wishes to clarify that AmTrustee Berhad is meeting the
Company together with the Lenders only.
The Company apologizes for any inconvenience caused.
=====================
P H I L I P P I N E S
=====================
MONDRAGON INTERNATIONAL: Rescinds MOU With Clark
------------------------------------------------
Mondragon International Philippines Inc. said it has rescinded
the memorandum of understanding (MOU) it entered into with Clark
Development Corporation (CDC) for the operation of the Mimosa
Leisure Estate in the former Clark airbase in Pampanga province,
north of Manila, AFX Asia said on Wednesday.
It said it was constrained to rescind the memorandum for
"various reasons, " but did not elaborate. Earlier, Mondragon
said the agreement involved a new rental and payment scheme of
its back rentals to CDC. The government took over Mimosa after
Mondragon failed to pay 325 million pesos in rental arrears.
Mondragon is still in talks to restructure its debt of about
7.00 billion pesos.
NATIONAL POWER: Customers Down to 44 as of July
-----------------------------------------------
The number of companies availing of National Power Corporation
(Napocor)'s one-day power sales (ODPS) program has been on a
decline since last year, the Philippine Star said on Tuesday. As
of July 2003, the number of ODPS customers had dropped to 44
from 58 as of end-2002.
Some electronics manufacturers have opted not to avail of the
ODPS because of the "unstable supply of power" coming from
Napocor. Customers from Mindanao, the officials added, have also
decided not to avail of the ODPS program.
As of end-June 2003, the ODPS customers in Mindanao have been
inactive. The three Mindanao-based customers who used to source
their power requirements from ODPS were Picop Resources Inc.,
Philippine Sinter Corporation and Cagayan Electric Power and
Light Co.
Among the inactive ODPS customers in Luzon, on the other hand,
included Pilipinas Shell Petroleum Corp., Union Leaf, Magellan
Cogen Inc. and Southern Energy.
In Visayas, the inactive ODPS customers are East Asia Utilities
Corp., Philippine Phosphate Fertilizer Corp., and Cebu Private
Power Corp. As a result, energy sales from the ODPS for the
first seven months of 2003 also decreased significantly to 689
gigawatthours (gwh) from 1,624 gwh in end-2002.
=================
S I N G A P O R E
=================
I. SECURE: Issues Preferential Dividend Notice
----------------------------------------------
I. Secure Provider Pte Ltd. (In Creditors' Voluntary
Liquidation) issued a notice of preferential dividend as
follows:
Address of former registered office: 9 Temasek Boulevard
#36-01 Suntec Tower Two
Singapore 038989.
Name of Liquidators: Chee Yoh Chuang and Lim Lee Meng.
Amount per centum: 100 percentum of all preferential claims
under section 328 (1) (b) (c) (d) (e) of the Companies Act
(Chapter 50).
First and final or otherwise: First and Final
When payable: 10th September 2003.
Where payable: Chio Lim & Associates
18 Cross Street
#08-01 Marsh & McLennan Centre
Singapore 048423.
CHEE YOH CHUANG
LIM LEE MENG
Liquidators.
JOENCON BUILDERS: Petition to Wind Up Pending
---------------------------------------------
The petition to wind up Joencon Builders Pte Ltd. is set for
hearing before the High Court of the Republic of Singapore on
September 19, 2003 at 10 o'clock in the morning. United Overseas
Bank Limited, a creditor, whose address is situated at 80
Raffles Place, UOB Plaza 1, Singapore 048624, filed the petition
with the court on August 27, 2003.
The petitioners' solicitors are Drew & Napier LLC of 20 Raffles
Place, #17-00 Ocean Towers, Singapore 048620. Any person who
intends to appear on the hearing of the petition must serve on
or send by post to Messrs Drew & Napier LLC a notice in writing
not later than twelve o'clock noon of the 18th day of September
2003 (the day before the day appointed for the hearing of the
Petition).
NTUC LIFESTYLE: Issues Creditors Notice
---------------------------------------
The creditors of NTUC Lifestyle Centre Hougang Pte Ltd (In
Members' Voluntary Liquidation), which is being wound up
voluntarily are required on or before the 6th day of October
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 by the
said liquidator are, by their solicitors or personally, to come
in and prove their 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.
LAI SENG KWOON
Liquidator.
c/o 16 Raffles Quay #22-00
Hong Leong Building
Singapore 048581.
OAKTECH INDUSTRIES: Petition to Wind Up Pending
-----------------------------------------------
The petition to wind up Oaktech Industries Pte Ltd. is set for
hearing before the High Court of the Republic of Singapore on
September 19, 2003 at 10 o'clock in the morning. NGK Machine
Tools Pte Ltd., a creditor, whose address is situated at 10 Kaki
Bukit Road 1, #01-31 Kaki Bukit Industrial Park, Singapore
416175, filed the petition with the court on August 25, 2003.
The petitioners' solicitors are Messrs Pillai & Pillai of No. 61
Stamford Road, #04-03 Stamford Court, Singapore 178892. Any
person who intends to appear on the hearing of the petition must
serve on or send by post to Messrs Pillai & Pillai a notice in
writing not later than twelve o'clock noon of the 18th day of
September 2003 (the day before the day appointed for the hearing
of the Petition).
TALTARNI PTE: Issues Debt Claim Notice to Creditors
---------------------------------------------------
The creditors of the Taltarni Pte Ltd (Members' Voluntary
Liquidation) which is being wound up voluntarily, are required
on or before 30th September 2003 to send their names and
addresses and the particulars of their debts or claims, and the
names and addresses of their solicitors (if any), to the
undersigned 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 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.
Ms MAZLITA BINTI MOHAMAD ALI Liquidator.
c/o 4 Battery Road #15-01
Bank of China Building
Singapore 049908.
===============
T H A I L A N D
===============
BANGCHAK PETROLEUM: Appoints Mr Chunhavajira as President
---------------------------------------------------------
The Bangchak Petroleum Public Company Limited's Board of
Directors Meeting No. 11/2003 held on September 8, 2003 has
agreed that Mr. Narong Boonyassaquan has appropriate
qualification and capability to do the benefits to the country.
So the meeting has passed the resolutions to approve the
withdrawal of Mr. Narong Boonyassaquan, as well as, the
appointment of Mr. Pichai Chunhavajira, the Company's Director
and Chairman of Financial Restructuring Committee, to be the
Company's President (Acting) filling in the vacancy, with
effective date from September 9, 2003 onwards.
PRASIT PATANA: Notifies Board of Director's Change
--------------------------------------------------
In reference to the Central Bankruptcy Court ordered on August
20, 2003 to change condition in Prasit Patana Public Company's
Articles of Association, PricewaterhouseCoopers Corporate
Restructuring Limited, as the Plan Administrator, announced that
changes in the number, name of directors and authorized
directors have been registered to the Ministry of Commerce on
August 26, 2003. Details are as follows:
1. Change the registration concerning the directors:
1.1 Withdrawal of existing 8 directors:
Gen. Porn Dhanabhumi
Mr. Suwan Ruenyot
Gen. Saiyut Kerdpol
Mr. Sopon Hongbutr
Mr. Chol Simavanichkul
Mr. Visuth Chandkrua
Mr. Preeda Permpusri
Mr. Cherdchai Khannabha
2. In addition, a majority of the members of the Creditors
Committees have approved the appointment of Mr. Jitkasem
Sangsingkeo and Mr. Nattawut Prowborom to be the two independent
directors required to be appointed in accordance with the PYT
plan.
3. The Board of Directors of PYT now comprises of the following
persons:
1. Mr. Darryl Keith Maytom
2. Mr. Chanin Yensudchai
3. Mr. Saharatna Benyakul
4. Dr. Surapong Ambhanwong
5. Dr. Arthit Ourairat
6. Mr. Virojn Srethapramotaya
7. Ms. Panudda Varithorn
8. Mr. Sitthichai Sukcharoenmitr
9. Mr. Taratorn Premsoontorn
10. Mr. Vichai Thongtang
11. Mr. Jitkasem Sangsingkeo
12. Mr. Nuttawut Phowborom
4. Register the authorized signatories to bind PYT as follows:
"Mr. Darryl Keith Maytom or Mr. Sitthichai Sukcharoenmitr
jointly signing with Mr. Vichai Thongtang or Dr. Surapong
Ambhanwong, affixing the company's seal".
As PYT has not yet been released from its rehabilitation plan in
accordance with the Bankruptcy Act 2483 (as amended), the powers
of the Board of Directors remain suspended pending completion.
The changes to the Board as set out above have been made to
comply with the terms of the rehabilitation plan, which was
approved by the Central Bankruptcy Court on 9 July 2001.
SAMART CORPORATION: Pays 60% Tranche B Outstanding Loan
-------------------------------------------------------
The Board of Directors of Samart Corporation Public Company
Limited in its meeting No. 9/2003 on September 8, 2003 has
resolved the following:
1. Agreed and accepted the proposal from Creditors to pay 60%
of total outstanding loan in Tranche B which equivalent to
approximately Bt3.6 billion as full settlement of the
followings:
- Waiver and cancellation of all obligations, commitments on
Shin Indemnity, Buy Back obligation of the unlisted conversion
shares, interest and penalties related thereto of which
equivalent to approximately Bt2.58 billion;
- Return of all unlisted conversion shares, that have the
book value of approximately Bt320 million, back to the Company;
- Release all securities and guaranties
Such payment to be made by October 20, 2003.
2. Approved the Company to use the credit facilities which been
approved from Krung Thai Bank PCL for refinancing of the loan
in item1.
BACKGROUND
Samart Corporation PCL entered into debt restructuring agreement
with its Creditors on October 25, 2001 whereby 100% of the
Creditors unanimously approved the restructuring plan. Company
restructured 100% of its outstanding long-term debt equivalent
of approximately Bt8,700 million. The plan involved the
following:
a) Transfer of ownership of 105,375,010 shares of Shin
Corporation Public Company at a price of Bt20.9 each in
settlement of debt approximately Bt2,202 million (Tranche A);
b) Transfer of 4,955,600 shares of Samart Telcoms Public
Company, to settle debt of approximately Bt153.6 million;
c) Issuance and transfer of 18,594,000 shares in Samart
Corporation PCL for the settlement of debt amounting
approximately Bt280 million and ownership in
the shares of the subsidiaries and associate companies to settle
debt amounting Bt2,089 million (Tranche C) ; and
d) Rescheduling of outstanding debt of approximately Bt3,975
million over a period of six years (Tranche B)
Pursuant to the above debt restructuring plan and assumptions
made there under for the repayment of outstanding obligation,
(both direct as well as contingent), Company notified Creditors
of potential changes in the assumptions due to changed business
environment whereupon the Creditors reviewed the underlying
businesses and assumptions to determine the debt service
capacity of the Company.
In a meeting held on 5th September 2003, 100% of Creditors
unanimously voted and offered the restructuring proposal the
salient features of which are as:
Samart to pay 60% of total outstanding loan in Tranche B as
full settlement of the following:
- Tranche B loan plus all interest and penalties related
thereto
- Waiver of potential claim on SHIN indemnity amount
- Return of all unlisted conversion shares and rights
- Waiver and cancellation of all obligations,
commitments, claims and guarantees under existing debt
restructuring agreements
SINO-THAI RESOURCES: Discloses Shares Sale Report
-------------------------------------------------
Sino-Thai Resources Development Public Co., Ltd discloses the
results of the shares sale held on September 5, 2003:
1. Number of shares offered 2,000,000 Shares
Offered to Mr. Nithi Thavornvanich
Price per share Bt3.40
Subscription and payment period 4/9/2003
2. Results of the sale of shares:
[ / ] totally sold out
[ ] partly sold out, with ____ shares remaining.
The company will deal with the remaining shares.
3. Details of the sale
Thai investors Foreign investors
Juristic Nutural Juristic Natural Total
Number of persons - 1 - - 1
Number of shares - 2,000,000 - - 2,000,000
subscribed
Percentage of total shares - 100% - - 100%
offered for sale
4. Amount of money received from the sale of shares
Total amount Bt6.8 million
Less expense (specify) -
Net amount received Bt6.8 million
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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