/raid1/www/Hosts/bankrupt/TCRAP_Public/031009.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, October 09, 2003, Vol. 6, No. 200
Headlines
A U S T R A L I A
ADVANCED ENGINE: Discloses 2002 AGM Results
AUSTRALIAN GAS: Creates New Jobs in Adelaide
STRAITS RESOURCES: Tritton Copper Project to Proceed
VILLAGE ROADSHOW: Offers Shareholder Discount Plan Entitlements
VILLAGE ROADSHOW: SoA Shareholders' Meetings Set on Nov 3
C H I N A & H O N G K O N G
BRIGHT EASE: Hearing of Winding Up Petition Set
CITIC RESOURCES: Narrows Operations Loss to HK$6.5M
FUJIAN GROUP: Composite Document Dispatch Delayed
HANG SENG: Oct 22 Winding Up Hearing Scheduled
PRIZMALITE ASIA: Petition to Wind Up Planned
SEAPOWER RESOURCES: 2003 Net Loss Swells to HK$1.516M
SEAPOWER RESOURCES: Seeks Circular Dispatch Time Extension
SODO LIMITED: Faces Winding Up Petition
VICTORY GROUP: Appoints Lu Su Hua as Executive Director
YAN WO: Winding Up Petition Pending
I N D O N E S I A
LIPPO BANK: IBRA Demands Consortium Reformation From Bidders
J A P A N
ALL NIPPON: Signs MoU With Uzbekistan Airways
INTERNET INITIATIVE: Receives De-listing Notice From Nasdaq
STT KAIHATSU: Gets Court Approval on Revival Plan
STARZEN CO.: JCR Assigns BBB- Rating
K O R E A
CHOHUNG BANK: Shinhan Accountant Claims Irregularity in Sale
HANARO TELECOM: Competes in Communications Service Markets
HANARO TELECOM: Issues Notice of ESM by Agenda
HYNIX SEMICONDUCTOR: Taiwan Ditches Plan to Sue Chipmaker
HYUNDAI ENGINEERING: Lawmakers Urge Accounting Investigation
KOOKMIN BANK: Selling Hybrid Bonds
SK GROUP: FTC Slaps Chaebols With Fines
M A L A Y S I A
ASIA PACIFIC: Revises 2003 Forecasted Group Revenue
BERJAYA LAND: Oct 28 AGM Scheduled
BESCORP INDUSTRIES: SC Approves Corporate Proposals Application
CHG INDUSTRIES: SC Grants Investigative Audit Time Extension
CSM CORPORATION: Provides Defaulted Loan Payments Update
JOHAN HOLDINGS: Releases ICULS Conversion Dates
KRAMAT TIN: Awaits KLSE's Time Extension Approval
KSU HOLDINGS: Court Dismisses Injunction Applications
L&M CORPORATION: ITSB Promoters OK Proposed CDRS Terms
LAND & GENERAL: Disposes of Shares to Meet Debt Commitments
MBF CORPORATION: Investigative Audit Completion Time Extended
MBF CORPORATION: SC Grants Proposed Disposals Exemption
NALURI BERHAD: Ensures Listing Requirements Compliance
PARK MAY: KLSE Grants Three-Month RA Extension
PROMET BERHAD: 44th AGM Set on Oct 28
PUNCAK NIAGA: Clarifies Royalties Payment Media Report
SRI HARTAMAS: Placed Under Creditors' Voluntary Winding-Up
TONGKAH HOLDINGS: Quoted Securities Sold
UNIPHOENIX CORPORATION: Unit in Creditors' Voluntary Winding Up
V.S. INDUSTRY: RM100M Notes Rating Watch Changed to Negative
P H I L I P P I N E S
BALABAC RESOURCES: Lifts Trading Suspension on Thursday
IONICS INC.: Unit Sells Laguna Plant to Settle Debts
MANILA ELECTRIC: Clarifies P18.6B Refund Report
NATIONAL BANK: Board OKs Additional Capital Via US$140M Notes
PHILIPPINE LONG: Clarifies Davao City Govt Franchise Tax Report
* Philippine Banks' Outlook Generally Negative, Moody's
S I N G A P O R E
ASIA PULP: APP China Issues Debt Plan
AZTECH SYSTEMS: Voluntary Winding Up of Unit
FLEXTRONICS INT'L: Exchange Offer for US$400M Notes Due 2013
HETRACO PTE: Releases Winding Up Order Notice
NATSTEEL LTD.: Increases Stake in Subsidiary
NATSTEEL LTD.: Unit Unveils Capital Reduction
NOVARCO PTE: Creditors to Submit Claims by November 3
SEATOWN CORPORATION: Issues Default in Banking Facilities
SEATOWN CORPORATION: Unit Appoints Liquidator Chuan & Ghee
SEINO MERCHANTS: Issues Dividend Notice
THAKRAL CORPORATION: Post Changes in Shareholder's Interest
T H A I L A N D
DATAMAT PUBLIC: Posts Shareholders Meeting No. 2 Resolutions
SANSIRI PUBLIC: TRIS Assigns Company Rating of `BBB'
SINO-THAI RESOURCES: Reports Financial Restructuring Progress
THAI-GERMAN: Securities Suspension Remains
THAI WIRE: Financial Statement Amendment Unnecessary
- - - - - - - -
=================
A U S T R A L I A
=================
ADVANCED ENGINE: Discloses 2002 AGM Results
-------------------------------------------
Advanced Engine Component Limited wishes to advise, pursuant to
Listing Rule 3.13.2, that all resolutions presented to members
at the 2002 Annual General Meeting held on Tuesday have been
passed.
The results of proxies for each resolution were as follows:
For Against Abstain Discretionary
1 Election of Director - Mr Graham Keys 132,553,879 12,150 0
26,000
2 Election of Director - Mr George Long 132,554,029 12,000 0
26,000
3 Election of Director - Mr William Lee 132,547,726 18,303 0
26,000
4 Election of Director - Mr Thomas Liu 132,532,576 33,453 0
26,000
5 Election of Director - Mr Arthur Wang 132,532,576 33,453 0
26,000
6 Election of Director - Dr Daniel Wu 132,547,726 18,303 0
26,150
7 Appointment of Mr Glyn O'Brien, Horwath Perth as auditor
132,547,726 6,303 12,000 26,000
8 Fixing of Directors Fees at $250,000 per annum 753,150 29,303
12,000 26,000
The Company also wishes to announce pursuant to Listing Rule
3.16.3 that Mr Glyn O'Brien of Horwath Perth was on Tuesday
appointed auditor of the Company.
AUSTRALIAN GAS: Creates New Jobs in Adelaide
--------------------------------------------
The Australian Gas Light Company (AGL) Managing Director Greg
Martin announced that AGL had transferred key national customer
service functions to its innovative new AGL Centre in Adelaide,
which on Wednesday was officially opened for business by South
Australian Energy Minister, the Honorable Patrick Conlon.
The new AGL Centre at 222 Greenhill Road, Eastwood hosts a
permanent Customer Contact Centre, which has increased from 82
to 120 staff, since the beginning of January. In addition, in
recognition of the importance of AGL's Adelaide operations, key
national credit functions and customer service operations also
have been transferred to the Centre.
The AGL Centre will enable AGL to cater for an expanded
workforce of 370 people, which has grown by 110 people since
AGL's initial purchase of the SA retail business in January
2000.
"Through this new building, AGL has been able to create a
transformed workplace, which supports the company's business now
and into the future. The Centre accommodates AGL's growing
presence in South Australia," Mr Martin said.
"Importantly, it showcases AGL's commitment to South Australia
by providing a supportive and stimulating environment in which
our staff can continue to provide quality service to our
customers."
"The new facilities have created a dynamic workplace which will
enable AGL to meet the growing requirements of its South
Australian customer base when the gas market opens to
competition in 2004," Mr Martin added.
The new AGL Centre, which sets a benchmark in workplace design
for AGL, also reflects the changing face of the company in the
competitive energy market in SA. AGL had previously rented
office space in the ETSA Utilities building in Keswick.
The building also incorporates several energy efficient features
including lifts that use 60 per cent less energy than normal and
lights that consume 30 per cent less energy. These features were
a key requirement to AGL selecting the new building.
AGL has signed a five-year lease for 75 per cent of the building
with further options to renew.
CONTACT INFORMATION: Jane Counsel
Media Relations Manager
Direct: (02) 9922 8352
Mobile: 0416 275 273
STRAITS RESOURCES: Tritton Copper Project to Proceed
----------------------------------------------------
The Directors of Straits Resources Limited announced reserve and
resource estimates for the Tritton Project in NSW. The Tritton
project is 100% owned by Tritton Resources Limited (TRL) a
company in which Straits has a 58% shareholding.
Straits Chief Executive Officer Mr Milan Jerkovic said " Since
the sale of Nifty, Straits has pursued its development strategy
in copper through the Tritton and Whim Creek projects. A
feasibility study has recently been completed on the Tritton
Project, which shows the project to be technically and
financially robust. An independent audit by RSG Global for
Tritton Resources has confirmed the findings of the feasibility
study".
"Tritton Resources plans to proceed with development of the
project at a capital cost of $38.5 million in the first quarter
of 2004, with first copper production forecast in 2005"
Background
The Tritton Project is located 17km from Straits' Girilambone
Copper Mine in New South Wales. A private company, Tritton
Resources Limited (TRL), purchased the project from Straits in
October 2002 and in April 2003, following the sale of Nifty,
Straits converted a TRL Note thereby acquiring 58% of TRL.
The feasibility study indicates a mine life of 11.5 years
yielding approximately 22,000 tonnes per annum (tpa) of copper-
in-concentrates. All approvals are in place and a concentrate
off-take agreement has been signed.
Mining will be by underground methods (access via decline)
supplemented by a small open pit (Murrawombie). Tonnes of ore
mined are forecast at 660,000 tpa initially, ramping up to
900,000 tpa from year 5. Processing will yield a copper
concentrate (25% copper), which will be trucked 18km and then
railed to Newcastle. Capital start up costs is estimated at
$38.5 million, including a 10 percent contingency. The company
is also evaluating potential cost reductions to the project
through the use of second hand equipment.
The project is financially sound with payback of capital
forecast to be in less than two years from first production.
Indicated cash costs average approximately US$60 cents per pound
of copper produced and taking an Australian dollar copper price
of A$1.31/lb, pre-tax cash flow of $102 million is generated
over the life-of-mine, after payment of all capital and
operating costs. The project has a pre-tax internal rate of
return of 44%.
Exploration potential is excellent both in areas close to the
Tritton ore body, and regionally within the 1300km2 of granted
exploration licenses.
Negotiations regarding a financing package (debt and equity) are
currently underway and are expected to be completed by the end
of the year.
According to Wrights Investors' Service, at the end of 2001,
Straits Resources had negative working capital, as current
liabilities were A$79.83 million while total current assets were
only A$74.26 million. The company has paid no dividends during
the last 12 months and has not paid any dividends during the
previous 2 fiscal years.
CONTACT INFORMATION: Mr Milan Jerkovic
Chief Executive Officer
Tel: (08) 9480 0500
E-mail: info@straits.com.au
URL: wwww.straits.com.au
VILLAGE ROADSHOW: Offers Shareholder Discount Plan Entitlements
---------------------------------------------------------------
The Directors of Village Roadshow Limited (VRL) advise that
Australian registered shareholders with 500 or more Ordinary or
A Class Preference shares as at 5 p.m. at Record Date of 20
October 2003 will be entitled to receive the 2004 Shareholder
Benefits booklet of vouchers (the Discount Plan). This Discount
Plan booklet of vouchers will be mailed to shareholders together
with the VRL Annual Report and Notice of Annual General Meeting
on approximately 24 October 2003.
The Directors advise further that it is currently intended that
the rules for entitlement to the Discount Plan remain
substantially the same for the next 3 years. Should the recently
announced Scheme of Arrangement be implemented, Australian
registered holders of a minimum of 500 Unsecured Notes or 500
Ordinary Shares (or a combination thereof) would continue to be
entitled to participate in the Discount Plan.
For details of the Discount Plan, visit
www.villageroadshow.com.au and go to the `Shareholder Benefits'
section.
VILLAGE ROADSHOW: SoA Shareholders' Meetings Set on Nov 3
---------------------------------------------------------
The Supreme Court of Victoria made orders convening a meeting of
Village Roadshow Limited preference shareholders, to consider
and, if thought fit, to approve the proposed Scheme of
Arrangement announced to the Australian Stock Exchange on 28
July 2003. The Company will also hold a General Meeting on the
same day as the Court convened meeting of preference
shareholders.
The Scheme Booklet, including the Independent Expert's Report
prepared by Grant Samuel, will shortly be released to the
Australian Stock Exchange.
The shareholder meetings will be held on 3 November 2003 in the
Presidential Room, Second floor, Carlton Crest Hotel, King
George's Square, Brisbane, commencing at 2pm Brisbane time.
Other important dates and times are outlined in the Scheme
Booklet. The Scheme Booklet is expected to be mailed to
shareholders on 3 October 2003.
Following dispatch of the Scheme Booklet, any questions in
relation to the Scheme of Arrangement can be directed to the VRL
Information Line on 1300 302 106 (toll free in Australia) or +61
2 9240 7460 (outside Australia).
On August 25, the Troubled Company Reporter - Asia Pacific
reported that Moody's Investors Service has revised the rating
outlook for Village Roadshow Ltd (VRL)'s Ba3 issuer rating and
B2 sub-debt rating to developing from stable.
CONTACT INFORMATION: Mr. Graham Burke
Managing Director
Tel: Telephone (03) 9667 6696
================================
C H I N A & H O N G K O N G
================================
BRIGHT EASE: Hearing of Winding Up Petition Set
-----------------------------------------------
The petition to wind up Bright Ease Asia Limited is set for
hearing before the High Court of Hong Kong on October 22, 2003
at 10:00 in the morning.
The petition was filed with the court on August 29, 2003 by Law
Kam Kwong of Room 1304, Yung Wa House, Yung Shing Court,
Fanling, New Territories, Hong Kong.
CITIC RESOURCES: Narrows Operations Loss to HK$6.5M
---------------------------------------------------
CITIC Resources Holdings Limited posted its results announcement
summary for the year ending December 31, 2003:
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 : 7,116 16,624
Profit/(Loss) from Operations : (6,427) (10,910)
Finance cost : (46) N/A
Share of Profit/(Loss) of
Associates : N/A N/A
Share of Profit/(Loss) of
Jointly Controlled Entities : N/A N/A
Profit/(Loss) after Tax & MI : (6,473) (10,910)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.002) (0.005)
-Diluted (in dollars) : N/A N/A
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (6,473) (10,910)
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
These condensed consolidated interim financial statements have
been prepared in accordance with Hong Kong Statements of
Standard Accounting Practice (SSAP) 25 `Interim Financial
Reporting', accounting principles generally accepted in Hong
Kong and the disclosure requirements of the Hong Kong Companies
Ordinance. They have been prepared under the historical cost
convention. The accounting policies adopted are consistent with
those used in the Group's financial statements for the year
ended 31 December 2002, except for the adoption of the new SSAP
12 (Revised) `Income Taxes' which is effective for the first
time for the financial statements of the six months ended 30
June 2003 (the Period). The adoption of SSAP 12 (Revised) has
had no significant effect on the results for the current or
prior accounting periods.
2. LOSS PER SHARE
The calculation of the basic loss per share is based on the
consolidated net loss attributable to shareholders for the
Period of HK$6,473,000 (June 2002: HK$10,910,000) and the
weighted average of 3,296,470,588 shares (June 2002:
2,170,601,235 shares) in issue during the Period.
Diluted loss per share amounts for the six months ended 30 June
2003 and 2002 have not been presented because there were no
dilutive events existing during these periods.
FUJIAN GROUP: Composite Document Dispatch Delayed
-------------------------------------------------
As set out in the Joint Announcement, a composite document
containing information relating to, among other things, the
Proposed Restructuring and the Whitewash Waiver (the Composite
Document), together with a form of proxy for use at the EGM, was
expected to be dispatched to the Shareholders by 7 October 2003.
Fujian Group Limited (Provisional Liquidators Appointed) and HC
Technology Capital Company Limited (Investor) need additional
time to finalize certain information required to be incorporated
into the aforesaid Composite Document, which includes, inter
alia, the financial information of the Group and valuation
reports of the Group, there will be a delay in the dispatch of
the Composite Document.
An application has been made to the SFC for an extension from 7
October to 10 October 2003 for the dispatch of the aforesaid
Composite Document.
GENERAL
Trading in the Shares was suspended at the request of the
Company with effect from 10:00 a.m. on 16 February 2001 and will
remain suspended until the Company can satisfy the Stock
Exchange that all of the conditions imposed by the Listing
Committee on the Proposed Restructuring are fulfilled.
HANG SENG: Oct 22 Winding Up Hearing Scheduled
----------------------------------------------
The High Court of Hong Kong will hear on January 8, 2003 at 9:30
in the morning the petition seeking the winding up of Hang Seng
Restaurant Limited.
So Chui Kam of Flat E, 10/F., Block 11, On Shun Building, 47 Pak
Tai Street, To Kwa Wan, Kowloon, Hong Kong filed the petition on
October 25, 2002. Tam Lee Po Lin, Nina represents the
petitioner.
Creditors and other interested parties are encouraged to attend
the hearing. They only need to notify in writing Tam Lee Po
Lin, Nina, which holds office on the 27th Floor, Queensway
Government Offices, 66 Queensway, Hong Kong.
PRIZMALITE ASIA: Petition to Wind Up Planned
--------------------------------------------
The petition to wind up Prizmalite Asia Limited is set for
hearing before the High Court of Hong Kong on November 12, 2003
at 9:30 in the morning.
The petition was filed with the court on September 17, 2003 by
Sankei Investment Limited whose registered office is situate at
Pasea Estate, Road town, Tortola, British Virgin Islands.
SEAPOWER RESOURCES: 2003 Net Loss Swells to HK$1.516M
-----------------------------------------------------
Seapower Resources International Limited (Provisional
Liquidators Appointed) disclosed a summary of the results
announcement:
Year end date: 31/03/2002
Currency: HKD
Auditors' Report: Qualified
(Audited)
(Audited) Last
Current Corresponding
Period Period
from 01/04/2001 from 01/04/2000
to 31/03/2002 to 31/03/2001
Note ('000) ('000)
Turnover : 165,272 191,767
Profit/(Loss) from Operations : (1,394,221) (116,735)
Finance cost : (91,046) (121,902)
Share of Profit/(Loss) of
Associates : N/A 362
Share of Profit/(Loss) of
Jointly Controlled Entities : N/A N/A
Profit/(Loss) after Tax & MI : (1,516,245) (239,054)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.9801) (0.1545)
-Diluted (in dollars) : N/A N/A
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (1,516,245) (239,054)
Final Dividend : NIL NIL
per Share
(Specify if with other : N/A N/A
options)
B/C Dates for
Final Dividend : N/A
Payable Date : N/A
B/C Dates for (-)
General Meeting : N/A
Other Distribution for : N/A
Current Period
B/C Dates for Other
Distribution : N/A
Remarks:
1 Basis of preparation
a) Background and principal activities
In view of the severe financial difficulties of the Group,
Provisional Liquidators were appointed to the Company by the
High Court of Hong Kong SAR (Court) on 31 December 2001 to
implement the restructuring for the Company. Provisional
Liquidators were also appointed to the Company's four major
wholly-owned subsidiaries, namely South East Asia Overseas
Finance Limited (SEAOF), Yiu Fung Cold Storage & Warehousing
Limited (YFCSW) Yiu Fai Warehousing Limited (YFWL) and Seapower
Resources Cold Storage & Warehousing Limited (SRCSW) on 31
December 2001. Subsequently the Court ordered that SEAOF be
wound-up on 20 February 2002, and YFCSW, YFWL and SRCSW be
wound-up on 27 March 2002. The Provisional Liquidators of the
Company disposed of the Group's logistics assets in Hong Kong
prior to 31 March 2002.
In order to reduce the liabilities of the Group, during
the year, the Group had disposed of most of its properties
including those properties previously used for the Group's cold
storage operations in Hong Kong, and all investment properties
(except for 24 townhouses located in Beijing, the PRC, as
referred to heading `Prior year adjustments' below).
All of the cold storage warehousing and logistics operations in
Hong Kong were closed before the balance sheet date. As a
result, the Group recorded losses of approximately HK$537.8
million and approximately HK$90.7 million arising on the
disposal of the leasehold properties and investment properties,
respectively, and a loss of approximately HK$648.3 million
arising from the winding up of the above four subsidiaries for
the year ended 31 March 2002.
b) Going concern basis
The Provisional Liquidators have prepared the financial
statements on a going concern basis.
2 SEGMENT TURNOVER AND RESULTS
2002 2001
HK$'000 HK$'000
Segment turnover:
Income from cold storage warehousing and
logistics management 159,158 178,862
Rental income 6,114 12,905
------------------------
165,272 191,767
======= =======
Segment results
Cold storage warehousing and logistics
management (529,906) (57,588)
Property investment (152,761) (56,775)
========= ========
3 LOSS FROM OPERATIONS
Loss from operations is stated after crediting and charging:
2002 2001
HK$'000 HK$'000
Crediting:
Rental income 6,114
12,906
Provision for bad and doubtful debts
written back 918 -
Charging:
Provision for bad and doubtful debts 2,486 59,260
Provisional liquidators' remuneration 4,872 -
Auditors' remuneration
- Current year 814 1,146
- Under-provision in previous years 171 294
Depreciation
- Owned fixed assets 32,404 49,364
- Assets held under finance leases 364 224
Staff costs including retirement costs of
HK$2,867,000 (2001: HK$2,333,000) 70,322 73,681
Deficit arising on revaluation of cold storage warehouses
- other land and buildings - 30,933
Deficit arising on revaluation of investment properties
- 28,990
Rental expenses under operating leases 912 3,599
Provision for a claim 24,804 -
Unrealized loss on other investments 263 -
Loss on disposal of fixed assets
(other than properties) 598 5,985
-----------------------
4 LOSS PER SHARE
The calculation of the basic loss per share is based on the net
loss for the year of approximately HK$1,516,245,000 (2001:
HK$239,054,000) and on 1,547,042,829 (2001: 1,547,042,829)
shares in issue during the year.
No amount has been presented for the diluted loss per share for
the years ended 31 March 2002 and 2001 as the exercise of the
outstanding share options of the Company during the years ended
31 March 2002 and 2001 would result in reducing loss per share.
5 PRIOR YEAR ADJUSTMENTS
In March and May 1995, the Company's wholly-owned subsidiary,
Pentagon Profits Limited (Pentagon Profits), entered into two
sale and purchase agreements (Purchase Agreements) in the PRC to
acquire 24 townhouses under construction located in Beijing, PRC
for total consideration of approximately HK$96 million. This
consideration was paid in full by the Group in 1995. However,
the Certificate of Housing Ownership has never been obtained by
Pentagon Profits for these townhouses. A legal opinion has been
obtained, by the Provisional Liquidators of the Company
subsequent to the balance sheet date which expresses
considerable doubt as to whether Pentagon Profits will ever
obtain title to the townhouses.
As a result, the Provisional Liquidators of the Company have
fully provided for these townhouses, which were previously
classified as investment properties with a carrying value of
approximately HK$135 million as at 31 March 2001.
The effects of the retrospective prior year adjustments include
(i) the reversal of previously recorded asset revaluation
surpluses of approximately HK$39 million by reducing an amount
of approximately HK$27.7 million brought forward from the period
prior to 1 April 2000 and by eliminating the revaluation surplus
of approximately HK$11.3 million in the year ended 31 March
2001, respectively, as and when they arose and were previously
recorded in the asset revaluation reserve, and (ii) charging
approximately HK$96.2 million, which represented the amounts
paid by the Group in the previous years, to accumulated losses
brought forward from 1 April 2000.
6 COMPARATIVE FIGURES
With a review of financial statements' presentation, certain
items in the financial statements were reclassified which would
result in a more appropriate presentation of events or
transactions. Accordingly, comparative figures have been
reclassified to conform with the current year's presentation.
SEAPOWER RESOURCES: Seeks Circular Dispatch Time Extension
----------------------------------------------------------
Reference is made to the announcement jointly issued by the
Company and the Investor dated 2 September 2003 in relation to
the delay in dispatch of the circular (Circular) regarding the
Restructuring Proposal (Announcement).
As stated in the Announcement, Seapower Resources International
Limited (Provisional Liquidators Appointed) and Many Returns
Limited (Investor) applied to the Executive for a further
extension of the time for the dispatch of the Circular from 2
September 2003 to on or before 3 October 2003. As additional
time is needed to, amongst other things, compile further
information to be included into the Circular
(a) information relating to the remaining businesses/assets
of the Group post Completion, and
(b) updating the information in relation to the claims made
by the Former Investors in relation to the validity of the
termination of the Former Restructuring Agreement,
an application has been made to the Executive for a further
extension of the time for the dispatch of the Circular from 3
October 2003 to on or before 10 October 2003.
The Stock Exchange informed the Company on 7 March 2003 that the
Company had been placed into the second stage of the de-listing
procedures in accordance with Practice Note 17 of the Listing
Rules.
The release of this announcement does not necessarily indicate
that the Restructuring Proposal will be successfully implemented
and completed as the conditions precedent to the Restructuring
Agreement may not be fulfilled or otherwise waived. Trading in
the Shares of the Company has been suspended since 2:30 p.m. on
28 December 2001 and will remain suspended until Completion and
a sufficient public float has been restored. Further
announcements will be issued as and when appropriate.
SODO LIMITED: Faces Winding Up Petition
---------------------------------------
The petition to wind up Sodom Limited is set for hearing before
the High Court of Hong Kong on October 15, 2003 at 9:30 in the
morning.
The petition was filed with the court on July 12, 2003 by Bank
of China (Hong Kong) Limited of 14/F., Bank of China Tower, No.
1 Garden Road, Central, Hong Kong.
VICTORY GROUP: Appoints Lu Su Hua as Executive Director
-------------------------------------------------------
The board of directors of Victory Group Limited announces
that Miss Lu Su Hua has been appointed as an executive
director of the Company with effect from 6 October 2003.
Victory Group
At the end of 2002, Victory Group Limited had negative working
capital, as current liabilities were HK$37.59 million while
total current assets were only HK$4.53 million. The fact that
the company has negative working capital could indicate that the
company will have problems in expanding. However, negative
working capital in and of itself is not necessarily bad, and
could indicate that the company is very efficient at turning
over inventory, or that the company has large financial
subsidiaries.
YAN WO: Winding Up Petition Pending
-----------------------------------
Yan Wo (HK) Investment Limited is facing a winding up petition,
which is slated to be heard before the High Court of Hong Kong
on October 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.
=================
I N D O N E S I A
=================
LIPPO BANK: IBRA Demands Consortium Reformation From Bidders
------------------------------------------------------------
Indonesian Bank Restructuring Agency (IBRA) urged the investor-
candidates of PT Lippo Bank to restructure the members of the
consortium so that the member bank would be comparable with
Lippo Bank, Bisnis Indonesia reports, citing IBRA Chairman
Syafruddin Arsyad Temenggung.
"Early this week we invited three consortia and the financial
advisor of the divestment. We ask every consortium to have at
least a member which is comparable to Lippo Bank," Temenggung
said, adding that if until October 23 the candidates could not
meet the demand, there would not be any winner of the bid.
According to him, the member of the consortia were small banks,
which were not comparable to Lippo Bank, thus the agency was of
the opinion that the structure of the consortium was weak.
There are three consortia wanting to acquire 52% shares of Lippo
Bank. These three are Eurocapital Peregrine Securities, Platinum
Securities Co Ltd, and Triton Advisory Pte Ltd.
=========
J A P A N
=========
ALL NIPPON: Signs MoU With Uzbekistan Airways
---------------------------------------------
All Nippon Airways (ANA) has signed a memorandum of
understanding (MoU) with Uzbekistan Airways, which comes into
effect Wednesday, further strengthening a relationship entered
into by the two airlines in April 2002. Since that time, ANA has
been responsible for Uzbekistan Airways' ground handling
arrangements at Osaka's Kansai airport. ANA also took over the
same at Tokyo's Narita airport in November last year.
The scope of the memorandum of understanding covers increased
co-operation on sales, ground handling matters, cargo and mail
services, as well as the promotion of tourism between Japan and
Uzbekistan, which serves as a gateway to the region of Central
Asia. "Passenger traffic between our two countries has grown 600
percent over the last three years, and exports from Uzbekistan
to Japan, which include gold ore, cotton thread and antiques,
have shown over 40 percent growth year-on-year," said Mr. Ismail
Salimov, Director of Commercial at Uzbekistan Airways, who
signed the memorandum of understanding.
"We expect growth to continue and to use that as the basis to
develop the excellent relationship with Uzbekistan Airways in
terms of passenger and cargo operations," added ANA's Vice
President for Alliance and International Affairs, Mr. Katsuhiko
Kitabayashi.
Tashkent based Uzbekistan Airways was established on January 28,
1992, and began flying scheduled services to Japan in 2001. It
currently enjoys 50 percent of the traffic between the two
countries and its three weekly flights have an average load
factor of 90 percent. Uzbekistan Airways operates three flights
per week to Japan: two flying Tashkent - Tokyo Narita - Osaka
Kansai - Tashkent, and one return flight Tashkent - Osaka
Kansai. Apart from Japan, Uzbekistan Airways also serves the
following destinations: Paris, London, New York, Moscow, Rome,
Athens, Seoul, Beijing, Bangkok, Kuala Lumpur and Delhi. It
operates a fleet of 350 aircraft.
ANA is Asia's largest airline in terms of passengers carried*,
and serves 20 international destinations in 10 countries, as
well as 45 cities within Japan, using its fleet of 180 aircraft.
ANA is also a member of Star Alliance, the world's foremost
airline alliance, which it joined in October 1999.
*IATA World Air Transport Statistics
All Nippon Airways Co. Ltd. (ANA) plans to cut employees'
salaries across the board to reduce costs, TCR-AP reported
recently. ANA submitted a plan to its labor union, which
included an average of a 5.0 percent reduction in all employees,
hoping to cut costs by about 20 billion yen by the end of this
year to March 2006. The airline's international operations have
been hit by the outbreak of Severe Acute Respiratory Syndrome
(SARS) and the Iraqi war.
Contact: ANA Public Relations
Rob Henderson: r.henderson@ana.co.jp
Uzbekistan Airways Tokyo Branch
Natalya Mergicheva: natalya@uzbekistan-airways.co.jp
INTERNET INITIATIVE: Receives De-listing Notice From Nasdaq
-----------------------------------------------------------
Internet Initiative Japan Inc. received a de-listing notice from
Nasdaq on October 3, 2003 as a result of its filing of an
incomplete annual report on Form 20-F, dated September 30, 2003,
for the fiscal year ended March 31, 2003.
The annual report was incomplete because of the absence of
audited financial statements and certifications under Sections
302 and 906 of the Sarbanes-Oxley Act of 2002. The de-listing
notice indicated that IIJ's American Depositary Shares will be
desisted from The Nasdaq Stock Market at the opening of business
on October 13, 2003, unless IIJ requests a hearing to review
Nasdaq's de-listing decision. Nasdaq also has indicated that de-
listing can be avoided if IIJ files an amended annual report on
Form 20-F that complies with Nasdaq listing maintenance
requirements. At the opening of trading on October 6, 2003, the
fifth character "E" will be appended to the trading symbol for
IIJ's American Depositary Shares; the trading symbol will be
changed from IIJI to IIJIE.
As indicated in IIJ's filings with the Securities and Exchange
Commission, IIJ was not able to file a complete annual report on
Form 20-F for the year ended March 31, 2003 on time because IIJ
was unable to obtain audited financial statements of its former
significant equity method investee Crosswave Communications Inc.
(Crosswave) for the year ended March 31, 2003. Crosswave
commenced corporate reorganization proceedings in Japan in late
August and has not released audited financial statements for
that year.
IIJ expects to file an amended annual report on Form 20-F that
will include an auditor's report and certifications under
Sections 302 and 906 of the Sarbanes-Oxley Act soon. Because IIJ
continues to be unable to procure audited financial statements
of Crosswave, the auditor's report in respect of IIJ's financial
statements for the year ended March 31, 2003 is not likely to be
unqualified.
IIJ intends to request a hearing before the Nasdaq Listing
Qualifications Panel to review the de-listing decision.
About IIJ
Founded in 1992, Internet Initiative Japan Inc. is Japan's
leading Internet-access and comprehensive network solutions
provider. The Company has built one of the largest Internet
backbone networks in Japan, and between Japan and the United
States. IIJ and its group of companies provide total network
solutions that mainly cater to high-end corporate customers.
Services range from the delivery of new generation network
services over an optical-fiber infrastructure that is optimized
for data communications, to the construction of pan-Asian IP
backbone networks. The Company also offers high-quality systems
integration and security services, Internet access,
hosting/housing, and content design.
STT KAIHATSU: Gets Court Approval on Revival Plan
-------------------------------------------------
Golf course operator STT Kaihatsu K.K. has won approval from the
Tokyo District Court for its revival plan under the court-guided
rehabilitation law, according to Kyodo News. The Company is
scheduled to strive for rehabilitation with the help of U.S.
investment fund Lone Star Group under the scheme.
STARZEN CO.: JCR Assigns BBB- Rating
------------------------------------
Japan Credit Rating Agency (JCR) has assigned a BBB- rating to
senior debts of Starzen Co. Limited.
RATIONALE:
Starzen's performance deteriorated after Bovine Spongiform
Encephalopathy (BSE) and the following misconduct concerning the
mislabeled beef. The meat wholesaler's performance is now on the
rise with the management on misconduct and compliance being
strengthened. Direct impact of BSE dwindled.
Given the low earnings power of Starzen as well as the still
uncertain business environment surrounding the industry, JCR
will pay close attention to the future developments, however.
Although Starzen has been cutting the interest-bearing debt, the
net assets have not increased due to low earnings. The financial
risk increased slightly due to poor performance of the
affiliated Company, to which Starzen makes loans.
=========
K O R E A
=========
CHOHUNG BANK: Shinhan Accountant Claims Irregularity in Sale
------------------------------------------------------------
Lee Il-kwon, an accountant at Shinhan Accounting Corp., claimed
that there was an "irregular" factor in the government's sale of
Chohung Bank to Shinhan Financial Group, the Korea Herald
reports. Lee led the due diligence on Chohung Bank earlier this
year.
"I think it was irregular (for us) to consult the KDIC before
announcing the results of the due diligence," Lee told the
National Assembly's Committee on Finance and Economy.
Chohung, one of local banks bailed out by public funds in the
aftermath of the 1997-1998 financial crisis, was taken over by
Shinhan, with the joining of the two creating the nation's
second-largest financial services company.
HANARO TELECOM: Competes in Communications Service Markets
----------------------------------------------------------
Hanaro Telecom Inc. competes in major communications service
markets in Korea as follows:
SERVICE NUMBER OF SERVICE PROVIDER SERVICE PROVIDER
Local Telephony Service 2 KT, Hanaro Telecom
Long Distance Service 3 KT, Dacom, Onse Telecom
International Call Service 3 KT, Dacom, Onse Telecom
Mobile Service 1 SK Telecom
PCS Service 2 KT Freetel, LG Telecom
The characteristics and changes of Korea's telecommunications
industry can be summarized as follows:
- Internet and mobile phone services are leading the change in
the telecommunications industry.
- Due to the increasing Internet use, demand for data traffic
has increased significantly.
- Due to the drastic growth of the mobile phone market, the era
of personal mobile communications arrived early.
* As of August 2002, mobile subscribers reached 33.15 million.
(Source: Ministry of Information and Communication)
- Integration of communications and broadcasting services
- Voice-oriented communications networks are upgraded to
advanced networks enabling real-time transmission of multimedia
video imagery.
* In case of local loop, existing traditional telephony networks
have evolved into broadband networks such as FTTC, FTTO, CATV
networks and wireless local loops (WLL)
- The barriers between communications and broadcasting services
will disappear and communications and broadcasting services will
be provided over the same networks.
- Integration of fixed line and wireless communications
- Various wireless services will be integrated into IMT-2000
service.
- Fixed-line networks and IMT-2000 networks will be inter-
operated, combining fixed line and wireless communications
services.
- Multiple services can be provided over the same networks, and
whether a service provider owns the network facilities will
decide the significance of its presence in the market in the
future.
- Liberalization and globalization of the communications market
- Due to the entry into the WTO, global competition transcending
national borders has begun.
- Numerous business partnerships and alliances are formed
between communications service providers globally while
alliances, mergers and acquisitions are seen everywhere in the
industry.
* They pursue to strengthen competitiveness by achieving economy
of scale and scope.
- Cost reduction and new technology development
- Due to continued competition, efforts to develop new
technologies and new services are accelerating.
- Changes in demand and the rapid growth of data communications
market lead to an abrupt decrease in price.
(2) Growth Potential of the industry
Growth, competition and privatization are the buzzwords of
today's communications market. The communications industry is
the fastest growing industry and in 2002, it recorded revenues
of KRW189.1 trillion from KRW145.2 trillion in 2000. The growth
is expected to continue and record KRW322.9 trillion by 2007.
(Source: Korea Information Society Development Institute)
HANARO TELECOM: Issues Notice of ESM by Agenda
----------------------------------------------
Hanaro Telecom Inc. issued a notice of its Extraordinary
Shareholders' Meeting (ESM) by agenda:
- Item 1: Approval of issuance of shares at a per share price
below par value
- Minimum issue price: KRW3,200/share (36.75 percent premium
added to the minimum price of KRW2,340 stipulated in the
relevant law)
- Pursuant to the Article 84-22 of the Directives of the
Securities Exchange Act of Korea, the minimum issue price, in
the event of an issuance of shares at a per share price below
par value, shall be higher than 70 percent of KRW3,330, which is
the highest among (1), (2), and
(3) Below. These prices were calculated as of the date
immediately before the date of the BOD meeting on August 29,
2003 where the Board approved the calling of an extraordinary
shareholders' meeting.
(1) The weighted average closing price of the shares one month
before: KRW3,104
(2) The weighted average closing price of the shares one week
before: KRW3,268
(3) The closing price of the shares one day before: KRW3,330
- Item 2: Approval of new share issuance
- Number & class of issue: 182,812,500 million non-bearer common
stocks
- Total issue amount: KRW 585 billion
- Issue price per share: KRW 3,200 (issuance at a per share
price below par value of KRW 5,000)
- The issue price is determined by adding a 36.75 percent
premium to the minimum price of KRW2,340 pursuant to the Article
191-15 of the Securities Exchange Act and the Article 84-22 of
the Directives
- The issue price is the 1.23 percent discounted price from
KRW3,240 calculated pursuant to Article 57-4-3 of the Rules &
Regulations for New Rights Issue & Disclosure.
* As it is a new share issuance at a per share price below par
value, the Company needs to obtain a special resolution from
shareholders.
- Type of issue: private placement
- Subscribers: Investment Consortium led by Newbridge, AIG
and/or the constituents thereof
- Subscription date: October 31, 2003 (expected)
- Closing date: October 31, 2003 (expected)
- Date of issuance of new shares related to dividend payout:
December 31, 2002
* Record date of dividend payout: January 1, 2003
- Itinerary
- Date of Extraordinary Shareholders' Meeting: October 21, 2003
- The proposed new share issue hereto is conditional on the
approval to be obtained at the Extraordinary Meeting of
Shareholders scheduled for October 21, 2003.
- In the event that foreign ownership of the Company exceeds 49
percent, the amount that exceeds the limit shall not be subject
to the rights issue pursuant to Article 6 of Telecommunications
Basic Law of the Republic of Korea.
- The newly issued shares shall be subject to a one (1) year
lock-up period and shall be deposited at Korea Securities
Depositary. (Article 12-1 of the Rules & Regulations for New
Rights Issue & Disclosure)
- Any decision-making in relation to any changes to the schedule
of the rights issue in line with discussion with investors shall
be delegated to the Company's Representative Director & CEO.
- Any decision making in relation to the details of the rights
issue that are not mentioned hereto, i.e., subscription and
place of deposits, shall be delegated to the Company's
Representative Director & CEO. Certificates for the new shares
shall not be issued.
- Partial subscription
* In the event that less than 100 percent, but over 90 percent,
of the total issue amount is subscribed, the Board of Directors
shall decide whether or not to issue new shares for such
subscription.
* In the event that less than 90 percent of the total issue
amount is subscribed, the Company shall not issue new shares.
- Item 3: Amendments to the Articles of Incorporation
For a copy of the SEC Filing, go to
http://old.edgarpro.com/edgar_conv_html/2003/10/07/0001145549-
03-001280.html#FIS_TOP_OF_DOCUMENT
HYNIX SEMICONDUCTOR: Taiwan Ditches Plan to Sue Chipmaker
---------------------------------------------------------
Taiwan's four largest makers of dynamic random access memory
chips have decided to delay indefinitely asking their government
to take trade action against Hynix Semiconductor Inc., Dow Jones
reports.
"Currently, we don't see any practical evidence that Hynix is
dumping their DRAM here," said Eric Tang, a Vice President at
Powerchip Semiconductor Corporation.
The companies had feared the South Korean chipmaker would sell a
large portion of its output in Taiwan after U.S. and European
trade regulators slapped tariffs on Hynix chips on charges their
chipmakers were being hurt by Hynix's unfairly subsidized
exports. There has apparently been no massive inflow of Hynix
DRAM chips to Taiwan, however. "The price (of DRAM) seems quite
stable," Tang said.
HYUNDAI ENGINEERING: Lawmakers Urge Accounting Investigation
------------------------------------------------------------
Lawmakers on Monday criticized accounting regulators for not
launching an investigation into Hyundai Engineering &
Construction (HEC) on suspicion of rigging financial statements,
the Korea Times said on Tuesday.
The Financial Supervisory Commission (FSC) recently snubbed the
People's Solidarity for Participatory Democracy (PSPD)'s demand
for an investigation into HEC and declined to audit HEC's
accounting books. The leading civil group PSPD alleged last July
that Samil fraudulently audited the construction firm for the
17-year period, from 1984 to 2000.
Meanwhile, FSC official said it is very difficult to trace bank
accounts and, furthermore, Samil got rid of all of its audit
records on the firm before 1998.
KOOKMIN BANK: Selling Hybrid Bonds
----------------------------------
Kookmin Bank will sell 500 billion won (US$434 million) in
hybrid and subordinated bonds from October 6, reports the Korea
Times. Kookmin said 300 billion won in hybrid bonds, which
combine features of bonds and shares, would be issued, with the
value of subordinated bonds coming to 200 billion won.
The 30-year hybrid bonds will carry an annual interest of 6.8
percent. The bank's subordinated bonds will have three types of
maturities - five years and three months, seven years and three
months as well as 10 years and three months, with interest
amounting to 5.2 percent, 5.35 percent and 5.6 percent,
respectively.
SK GROUP: FTC Slaps Chaebols With Fines
---------------------------------------
The Fair Trade Commission (FTC) slapped fines totaling 31.6
billion won (US$27.4 million) on five chaebols (family owned
conglomerates) for conducting illegal inter-subsidiary
transactions, Asia Pulse reported on Monday. The commission
fined Samsung, LG and SK groups, as well as Hyundai Motor Co.
and Hyundai Heavy Industries, but did not take action against
the Hyundai Group.
Conglomerates that submitted to the latest government
investigation were discovered to have moved about 90.0 billion
won worth of funds that could be interpreted as unfair inside
transactions.
===============
M A L A Y S I A
===============
ASIA PACIFIC: Revises 2003 Forecasted Group Revenue
---------------------------------------------------
Following from the announcements to the Kuala Lumpur Stock
Exchange on 8 January 2002, 9 January 2002 and 29 April 2002
pertaining to the forecasted revenue of the Group in respect of
year ending 31 December 2003, the Board of Directors of Asia
Pacific Land Berhad would like to announce that it has reviewed
the Group's mid-year results and has revised its Budgeted Group
Revenue for the year ending 31 December 2003 (the Revised 2003
Group Revenue) downwards by RM49 million from RM285 million to
RM236 million to bring its budget in line with the Group's
performance for the past 6 months ended 30 June 2003. The
revision was made in view of the following factors such as the
current underlying uncertainties due to the threat of terrorism
affecting foreign tourist arrivals and the impact of Severe
Acute Respiratory Syndrome (SARS) on the performance of the
Hotel Division and the impact of intense competition on the
performance of the Property Development Division.
The External Auditors, Yoong Siew Wah & Co. (YSW) have reviewed
the accounting policies, calculations and assumptions used to
derive the Revised 2003 Group Revenue of RM236 million and
expressed their opinion that in so far as the accounting
policies and calculations are concerned, the revised
consolidated revenue forecast have been compiled on the bases
and assumptions made by the Directors of AP Land and are
presented on a basis consistent with the accounting policies
normally adopted by the Group.
The principal bases and assumptions made by the Directors of AP
Land in relation to its Revised 2003 Group Revenue that were
reviewed by YSW are as follows:
1. There will be no material changes in the structure and
principal activities of the Group. There will be no significant
changes in the key personnel and management of the Group,
accounting and operating policies, which may adversely affect
the marketing, distribution and technical capabilities and level
of activities of the Group.
2. There will be no significant changes in the prevailing
market conditions in Malaysia and overseas which will adversely
affect the performance of the Group.
3. There will be no major industrial disputes, economic and
political changes or any abnormal circumstances in Malaysia and
overseas which will adversely affect the activities or
performance of the Group.
4. There will be no significant changes in the projected
selling prices for the Group's products and services, and there
will be no major changes in the market demand for the Group's
products and services.
5. There will be no significant changes in the prices of
major raw materials, labor and other operating costs other than
those as provided.
6. There will be no changes in the present legislation or
regulations and restrictions enforced by the government and the
regulatory authorities that will significantly affect the
activities of the Group or the markets in which it operates.
7. There will be no significant fluctuations in inflation and
foreign currency exchange rates from the present and forecasted
level.
8. Existing financing facilities will remain available to the
Group and at the prevailing interest rates. Additional financing
facilities, when required will be obtained at prevailing
interest rates.
9. There will be no delays in obtaining the necessary
planning and other approvals from the relevant authorities in
respect of the residential and commercial properties being and
to be developed.
10. There will be no major legal proceedings against the
Group, which will adversely affect the activities or performance
of the Group or give rise to any contingent liabilities, which
will materially affect the financial position or business of the
Group.
BERJAYA LAND: Oct 28 AGM Scheduled
----------------------------------
Notice is hereby given that the Thirteenth Annual General
Meeting (AGM) of Berjaya Land Berhad will be held at Dewan
Berjaya, Bukit Kiara Equestrian & Country Resort, Jalan Bukit
Kiara, Off Jalan Damansara, 60000 Kuala Lumpur on Tuesday, 28
October 2003 at 10:30 a.m.
The full text of the Notice of AGM can be found at
http://bankrupt.com/misc/TCRAP_Bland1009.doc.
COMPANY PROFILE
The Company (BLand) was formed to implement a restructuring
scheme under which the then listed company, Sports Toto Malaysia
Bhd (STM), became a wholly-owned subsidiary of the Company. The
government had incorporated STM in 1969 for the purpose of
running Toto betting in Malaysia. STM was privatized in 1985
when BLand's CEO, Tan Sri Dato' Seri Vincent Tan, acquired 70%
of its paid-up capital through a private company owned by him.
BLand became a direct subsidiary of the Berjaya Group in 1987.
Today the core activities of the Group are hotels (Malaysia,
Mauritius, Seychelles, Fiji, Sri Lanka and the UK); vacation
timeshare (Bukit Tinggi Resort, Port Dickson, Cameron Highlands,
Singapore); recreation (Bukit Kiara Equestrian and Country
Resort, Bukit Jalil Golf & Country Resort, Kelab Darul Ehsan,
Tioman Island Golf Club, Desa WaterPark); property investment
(KL Plaza, Plaza Berjaya, Kompleks Kota Raya, Berjaya Megamall
Kuantan); property development (Greenfields Apartments in Bukit
Jalil Golf & Country Resort, Berjaya Park in Jalan Kebun, Shah
Alam, Taman Kinrara IV in Puchong, Kinrara Ria Apartments in
Taman Kinrara IV, Seputeh Heights, Arena Green Apartments in
Bukit Jalil Golf & Country Resort); gaming and lottery
management (in Malaysia - Toto, Philippines - Superlotto 6/49,
Lotto 6/42, Megalotto 6/45, 4 Digit and 6 Digit games, in Ghana
- 6/40 Jackpot game).
In February 2001, the Group acquired 45.78% interest in Matrix
International Bhd (formerly known as Gold Coin (M) Bhd)
(Matrix), which is involved in manufacturing flour and animal
feeds and manufacturing and distribution of pharmaceuticals.
Following the acquisition, the Company served a Notice of Take-
Over to acquire the remaining interest in Matrix not already
owned by the Group and parties acting in concert, making Matrix
a 67.93% subsidiary of the Group.
On 23 May 2001, BLand's holding company, Berjaya Group Bhd
(BGroup), announced a set of proposals to rationalize and
recapitulate the Group by the addition of some RM2.8b of equity
via cash, asset injection and debt conversion. Part of the
proposals involve BGroup undertaking a capital restructuring
exercise whereby a new holding company, Newco, will acquire all
existing securities of BGroup and subsequently assume the
listing status of BGroup which will be de-listed. It also
involves a bonus issue of ordinary shares by BLand on the basis
of two new BLand shares for every three existing BLand shares
held.
BLand will propose a voluntary general offer (Exit Offer) to
acquire all the remaining shares of Berjaya Capital Berhad
(BCapital) and Cosway Corporation Bhd (Cosway Corp) not already
owned by BGroup which will lead to the de-listing of BCapital
and Cosway Corp. Following the Exit Offer, BGroup shall cause
BCapital to transfer its entire equity interest in Berjaya
General Insurance Bhd and Inter-Pacific Capital Sdn Bhd to
BLand. In the same way, BGroup will also cause Cosway Corp to
transfer its entire equity interest in Cosway (M) Sdn Bhd to
BLand. Concurrently, BLand will transfer to Newco its entire
BCapital and Cosway Corp shares arising from the Exit Offer.
These proposals will enable BLand to participate in the business
of general insurance, stockbroking and direct selling of
consumer goods.
CONTACT INFORMATION: 11th Floor
Menara Berjaya
KL Plaza
179 Jalan Bukit Bintang
55100 Kuala Lumpur
Tel : 03-2935888
BESCORP INDUSTRIES: SC Approves Corporate Proposals Application
---------------------------------------------------------------
Bescorp Industries Berhad (Special Administrators Appointed)
refers to the announcement made on behalf of the Company by
Commerce International Merchant Bankers Berhad ("CIMB") on 3
June 2003 in relation to the application to the Securities
Commission (SC) for a waiver/modification to the following
conditions imposed by the SC via its letter of approval dated 9
May 2003 (Approval Letter) in connection with the Corporate
Proposals (Application):
(i) The Boards of Directors and key management of WCT Land
Berhad (formerly known as WCT Realty Sdn Bhd) (WCTL) and its
subsidiaries and WCT Engineering Berhad and its subsidiaries are
required to be separated. In this connection, WCTL is required
to submit a letter of undertaking to confirm this within a
period of 12 months from the date of the Approval Letter; and
(ii) WCTL is required to fully comply with the relevant
conditions in respect of its properties as stipulated by the SC
in its Approval Letter prior to the implementation of the
proposed acquisition of BIB by WCTL.
On behalf of the Company, CIMB is pleased to announce that the
SC has, via its letter dated 2 October 2003 (which was received
on 6 October 2003), approved the Application subject to the
following conditions:
(i) WCTL shall furnish to the SC an undertaking letter that it
shall use its best endeavor to comply with the conditions
imposed by the SC on its properties within 1 year from the date
of the SC's approval letter, i.e. 2 October 2003; and
(ii) Announcement on the status of the application in
relation to the properties is to be made to the Kuala Lumpur
Stock Exchange on a quarterly basis and a copy of the
announcement is to be furnished to the SC.
The Corporate Proposals entails the following:
* Proposed Share Split;
* Proposed Share Exchange;
* Proposed Cash Payment;
* Proposed Capitalization;
* Proposed Conversion of Advances;
* Proposed Restricted Offer for Sale/Private Placement;
* Proposed Transfer of Listing;
* Proposed Exemption; and
* Proposed Liquidation.
CHG INDUSTRIES: SC Grants Investigative Audit Time Extension
------------------------------------------------------------
CHG Industries Berhad refers to the announcements dated 27
August 2002, 29 August 2002, 4 October 2002, 25 November 2002,
27 November 2002, 27 December 2002, 9 July 2003, 25 August 2003
and 25 September 2003 in relation to the Proposals, comprising:
* The Proposed Capital Reduction;
* The Proposed Rights Issue;
* The Proposed Debts Restructuring; and
* T he Proposed Capital Increase.
Commerce International Merchant Bankers Berhad (CIMB), on behalf
of the Company, is pleased to announce that the Securities
Commission (SC) has, via its letter dated 3 October 2003,
approved the following:
(i) An extension of time of three (3) months from 3 October
2003 for the investigative audit to be completed;
(ii) Revision to the utilization of proceeds arising from the
Proposed Rights Issue. Details are tabled at Table 1.
(iii) Revision to the terms of the irredeemable convertible
unsecured loan stocks of CHG (ICULS). Details are set at Table
2.
To see Table 1 and 2, click
http://bankrupt.com/misc/TCRAP_CHG1009.gif.
CSM CORPORATION: Provides Defaulted Loan Payments Update
--------------------------------------------------------
Pursuant to the KLSE Practice Note No. 1/2001, CSM Corporation
Berhad provided an update on the status of default in interest
payments and principal loan repayments of the CSM Group bank
borrowings as at 30th September 2003. Details can be seen at
http://bankrupt.com/misc/TCRAP_CSM1009.pdf.
Early last month, the Troubled Company Reporter - Asia Pacific
provided an update on the Company's status of default in
interest payments and principal loan repayments of the Group
bank borrowings as at 31st August 2003. Details are
http://bankrupt.com/misc/TCRAP_CSM0910.pdf.
JOHAN HOLDINGS: Releases ICULS Conversion Dates
-----------------------------------------------
Johan Holdings Berhad refers to the Debt restructuring amounting
to approximately RM205,184,639.62 and the restructuring of the
of the debt to be novated from its wholly-owned subsidiary,
namely Prestige Ceramics Sdn Bhd to JOHAN amounting to
RM39,051,109.31 (Novation) into the following:
* Syndicated term loan facility amounting to RM64,000,000;
Capitalization of RM99,764,558.50 by the issuance of 199,529,117
new ordinary shares of RM0.50 each in JOHAN at an issue price of
RM0.50 per share pursuant to the outstanding sum of JOHAN and
the Novation (Capitalization);
* Waiver of debt amounts to RM30,471,190.43; and
* Conversion of RM50,000,000 into RM57,023,582 10-year zero
coupon irredeemable unsecured loan stocks 2003/2013 (ICULS) to
be issued at 100% of the nominal value, which comprise
RM50,000,000 as the principal, sum and RM7,023,582 as interest.
(Debt Restructuring).
Further to Listing Circular No. L/Q: 20044 of 2003, kindly be
advised that the holders of the ICULS will have the right to
convert the ICULS into new ordinary shares of Johan on the
following dates:
30 September 2008
31 October 2008
30 April 2009
31 October 2009
30 April 2010
31 October 2010
30 April 2011
31 October 2011
30 April 2012
31 October 2012
30 April 2013
KRAMAT TIN: Awaits KLSE's Time Extension Approval
-------------------------------------------------
Pursuant to the announcement dated 1 October 2003, the Board of
Directors of Kramat Tin Dredging Berhad wishes to announce that
the Company has submitted an application to the Exchange for an
extension of time of 60 days from 6 October 2003 to 5 December
2003 to make the Requisite Announcement and is presently
awaiting the Exchange's response on its application.
Early last month, the Troubled Company Reporter - Asia Pacific
reported the Kuala Lumpur Stock Exchange has granted KTD an
extension of three (3) months from 5 July 2003 to 6 October 2003
to make its Requisite Announcement under PN10 to the Exchange
for public release.
KSU HOLDINGS: Court Dismisses Injunction Applications
-----------------------------------------------------
Further to the announcement on the 24th September 2003 in
relation to the litigation against the vendors of shares in
Earnest Equity Development Berhad and the vendors of shares in
Kembangan Alam Berhad Pursuant to the various Share Sale
Agreements entered into as part of the Scheme for the
restructuring of May Plastics Industries Berhad (Kuala Lumpur
High Court Suit No.: D6-22-308-2003).
KSU Holdings Berhad wished to announce that the High Court has
dismissed the Company's injunction applications filed on 25th
April 2003. The High Court, however, allowed the 1st to 9th,
11th, 13th, 14th, 16th, 20th to 26th, 28th to 32nd, 34th, 35th,
37th, 38th, 40th, 44th to 49th, 50th, 51st, 54th, 56th to 61st,
63rd, 67th, 72nd to 77th, 84th, 86th to 100th Defendants' (the
Defendants) application to set aside the ex-parte injunction
order granted on 3rd March 2003 with damages to be assessed by
the Registrar.
The High Court also allowed the Defendants application for an
order under Section 150 of the Companies Act, 1965, that a new
Extraordinary General Meeting be convened within 21 days from
6th October 2003 with members/shareholders and proxy forms
deposited and/or eligible as of 7th March 2003 to continue to be
valid and also gave a declaration that the results of the voting
on resolutions no. 1 to 15 in the Extraordinary General Meeting
held on 7th March 2003 null and void.
The Company is considering an Appeal against the decision.
L&M CORPORATION: ITSB Promoters OK Proposed CDRS Terms
------------------------------------------------------
L & M Corporation (M) Bhd (Special Administrators Appointed)
refers to the announcements made subsequently on 15 January
2003, 21 January 2003, 24 April 2003, 12 May 2003, 27 May 2003
and 4 July 2003 in relation to the Proposed Corporate and Debt
Restructuring Scheme.
The Special Administrators of L&M namely Mr. Gan Ah Tee, Mr. Ooi
Woon Chee and Encik Mohamed Raslan bin Abdul Rahman of KPMG
Corporate Services Sdn Bhd wish to announce that the SC has
approved the waivers sought in respect of certain conditions
imposed by the SC in its approval letter dated 23 May 2003 for
the Proposed CDRS, details of which were specified in L&M's
announcement dated 4 July 2003.
The SC's approval, however, is subject to the promoters of ITSB
providing a written undertaking to ensure that an extract of the
resolution of the new board of directors to ratify the
declaration submitted to the SC in relation to the issuance of
the ICULS will be submitted to the SC after the formation of the
new board of directors of ITSB.
In this respect, the Special Administrators wish to announce
that the promoters of ITSB have accepted the aforesaid
condition.
The Special Administrators further wish to announce that the SC
has also approved an allocation of 687,000 ITSB Shares by Foo
Chu Pak, free of consideration, to members of the public in
order to comply with the minimum public shareholding spread
requirement of 25%, as proposed.
LAND & GENERAL: Disposes of Shares to Meet Debt Commitments
-----------------------------------------------------------
The Board of Directors of Land & General Berhad wishes to
announce that L&G has on 7th October 2003 entered into the
following Sale and Purchase of Shares Agreements ("SPSA") to
dispose of 16,493,757 ordinary shares of RM1.00 each
representing its entire 51% equity interest in Lojing Highland
Resort Development Sdn Bhd (Lojing) (the Disposal):
(i) SPSA with Prima Fajar Sdn Bhd (Prima Fajar)
Disposal to Prima Fajar of 111, Block F, Phileo Damansara 1, 9
Jalan 16/11, Off Jalan Damansara, 46350 Petaling Jaya, Selangor
Darul Ehsan, 8,246,879 ordinary shares of RM1.00 each
representing approximately 25.5% of the total issued and paid-up
share capital of Lojing for a purchase consideration of
RM2,250,000 to be satisfied either
(a) by way of tendering the 5% redeemable convertible secured
loan stocks ("RCSLS") with an aggregate face value of
RM1,800,000 together with a cash sum of RM450,000 or
(b) entirely in cash for a sum of RM2,250,000.
(ii) SPSA with Tengku Maruan Tengku Ariff (Tengku Maruan)
Disposal to Tengku Maruan of 84, Jalan Leong Yew Koh, Taman Tun
Dr Ismail, 60000 Kuala Lumpur, 8,246,878 ordinary shares of
RM1.00 each representing approximately 25.5% of the total issued
and paid-up share capital of Lojing for a purchase consideration
of RM2,250,000 to be satisfied either
(a) by way of tendering the RCSLS with an aggregate face
value of RM1,800,000 together with a cash sum of RM450,000 or
(b) entirely in cash for a sum of RM2,250,000.
(Prima Fajar and Tengku Maruan shall hereinafter be collectively
referred to as "the Purchasers")
INFORMATION ON THE DISPOSAL
RCSLS
The RCSLS have been issued by L&G to its creditors pursuant to a
Debt Restructuring Agreement (DRA) dated 28th February 2002 for
the settlement of indebtedness owing by L&G to the said
creditors. The RCSLS are currently tradable under the RENTAS
system of Bank Negara Malaysia.
Pursuant to the DRA, holders of the RCSLS are permitted to swap
their RCSLS with certain identified assets of L&G for a
consideration comprising 80% equivalent in RCSLS and 20% cash.
Pursuant to the DRA, the 51% equity interest in Lojing held by
L&G is one of the identified assets.
Background Information of Lojing
Lojing was incorporated in Malaysia on 8th December 1996. Lojing
is dormant and its intended principal activities consist of the
operation of a resort center, plantations, horticulture and
housing development. The authorized and issued and paid-up share
capital of Lojing are RM35,000,000 comprising 35,000,000
ordinary shares of RM1.00 each and RM32,340,700 comprising
32,340,700 ordinary shares of RM1.00 each, respectively.
Upon completion of the Disposal, Lojing will cease to be a
subsidiary of L&G.
Background Information on Vendor and the Purchasers
(i) L&G
L&G was incorporated in Malaysia on 21st May 1964 under the name
of Nanyang Holdings Sdn Bhd. The Company changed its name to
General Lumber (Holdings) Berhad and converted to a public
company on 7th October 1968. On 31st December 1991, the Company
adopted its present name of Land & General Berhad. The ordinary
shares of L&G are currently listed on the Main Board of the
Kuala Lumpur Stock Exchange. The authorized and issued and paid-
up share capital of L&G are RM1,000,000,000 comprising
1,000,000,000 ordinary shares of RM1.00 each and RM582,877,030
comprising 582,877,030 ordinary shares of RM1.00 each,
respectively. The core business activity of the L&G Group is
property development.
(ii) Prima Fajar
Prima Fajar was incorporated in Malaysia on 26th May 1999 and is
an investment holding company with an authorized and issued and
paid-up share capital of RM500,000 comprising 500,000 ordinary
shares of RM1.00 each and RM300,000 comprising 300,000 ordinary
shares of RM1.00 each, respectively.
(iii) Tengku Maruan
Tengku Maruan (NRIC No. 530131-03-5229) is a Malaysian.
Purchase Consideration
The purchase consideration was arrived at on a willing buyer-
willing seller basis.
Investment Cost
The initial investment cost of Lojing incurred by L&G was
RM7,707,183 when it was acquired in November 1997.
FINANCIAL EFFECTS
Share Capital
The Disposal will not have any effect on the issued and paid-up
share capital of L&G.
Net Tangible Assets
Based on the latest audited results of the L&G Group as at 31st
December 2002, the Disposal is not expected to have a material
impact on the consolidated net tangible assets per share of the
L&G Group for the year ending 31st December 2003.
Earnings
Based on the latest audited results of the L&G Group as at 31st
December 2002 and the total purchase consideration of RM4.5
million, the Disposal would result in a gain of approximately
RM2,185,000 at the L&G Group level.
RATIONALE
The Disposal forms part of the Company's rationalization
programmed to divest its non-core assets and investments to
enable it to focus on its core business of property development
and to raise cash to meet its debt commitments under the Debt
Restructuring Scheme.
DIRECTORS' AND SUBSTANTIAL SHAREHOLDERS' INTERESTS
As far as the Board of Directors is presently aware, none of the
Directors or the substantial shareholders of the Company or any
persons connected with the Directors or the substantial
shareholders of the Company have any interest, whether directly
or indirectly, in the Disposal.
DIRECTORS' STATEMENT
The Directors of L&G, after careful deliberation, are of the
opinion that the Disposal is in the best interests of the L&G
Group.
DOCUMENTS FOR INSPECTION
The SPSAs are available for inspection at the Company's
registered office at 2nd Floor, 7 Persiaran Dagang, Bandar Sri
Damansara, 52200 Kuala Lumpur from Mondays to Fridays (except
public holidays) during normal business hours for a period of
two (2) weeks from the date of this announcement.
MBF CORPORATION: Investigative Audit Completion Time Extended
-------------------------------------------------------------
MBf Corporation Berhad refers to the announcements dated 27
February 2003 and 31 December 2002 pertaining to the Proposals,
made on behalf of MBf Capital, a wholly-owned subsidiary of MBf
Corp. The Proposals consist of:
* Proposed Capital Reduction;
* Proposed Consolidation;
* Incorporation of Perfect Utilization Sdn Bhd;
* Proposed Scheme of Arrangement;
* Proposed Subsidiary Debt Restructuring;
* Proposed Debt Settlement;
* Proposed Internal Reorganization;
* Proposed Acquisitions;
* Proposed Transfer of Listing Status;
* Proposed Liquidation/Disposal;
* Proposed Employees' Share Option Scheme;
* Proposed 2.9.1 Exemption; and
* Proposed Settlement of MBf Holdings Berhad's Scheme.
The Proposals were approved by the Securities Commission (SC) on
30 December 2002, subject to, inter-alia, MBf Capital appointing
an independent audit firm within two (2) months from the date of
SC's approval to carry out investigative audit on the past
losses incurred and the investigative audit must be completed
within six (6) months from the appointment of the independent
audit firm.
On 27 February 2003, Alliance Merchant Bank Berhad (Alliance),
had on behalf of the Board of Directors of MBf Capital then,
announced that BDO Binder has been appointed to carry out the
investigative audit, the report of which is required to be
completed by 27 August 2003.
Alliance, on behalf of the Company, wishes to announce that the
SC had via its letter dated 3 October 2003, granted an extension
of time of up to two (2) months, i.e. from 27 August 2003 to 27
October 2003 for MBf Capital to complete the investigative
audit.
MBF CORPORATION: SC Grants Proposed Disposals Exemption
-------------------------------------------------------
MBf Corporation Berhad refers to the announcement made by
Alliance Merchant Bank Berhad, on behalf of MBf Capital, on 5
August 2003, in relation to the Proposed disposal of mutual
funds business of MBf Unit Trust Management Berhad, a 70%-owned
subsidiary of MBf Capital (MBf Capital), which in turn is a
wholly-owned subsidiary of MBf Corp, to MAA Mutual Berhad by MBf
Capital for a total cash consideration of RM7,500,000 (Proposed
Disposal).
In this regard, Alliance, on behalf of the Board of MBf Corp,
wishes to announce that the Securities Commission (SC) had, via
its letter dated 2 October 2003 granted MBf Capital an exemption
from having to obtain the SC's approval for the Proposed
Disposal.
NALURI BERHAD: Ensures Listing Requirements Compliance
------------------------------------------------------
Naluri Berhad (Special Administrators Appointed) refers to the
two (2) announcements released on 23 June 2003 pursuant to the
retirement of two (2) directors of the Company, Encik Bistamam
Ramli (non-independent and non-executive director) and Dato'
Haji Mohamed Amin Haji Daud (independent and non-executive
director), at the Company's Annual General Meeting held on even
date.
On 26 June 2003, the Company had written to the Exchange to seek
a waiver from compliance with Paragraphs 15.02, 15.10(1)(a),
15.10(b), 15.11 and 15.19 of the Listing Requirements. On 3
October 2003, the Exchange has resolved to reject Naluri's
request for a waiver to comply with Paragraphs 15.02,
15.10(1)(a), 15.10(b), 15.11 and 15.19 of the Listing
Requirements. However, the Exchange has granted Naluri an
extension until 22 December 2003 for the Company to comply with
the Listing Requirements.
In this respect, the Special Administrators wish to announce
that the Company shall endeavor to ensure compliance with the
Listing Requirements.
PARK MAY: KLSE Grants Three-Month RA Extension
----------------------------------------------
On 5 September 2003, AmMerchant Bank Berhad (AmMerchant Bank),
on behalf of Park May Berhad, announced that the Company has on
even date submitted an application to the KLSE for an extension
of time of three (3) months i.e. from 12 September 2003 until 11
December 2003 to make the Requisite Announcement (RA) as
required under PN4.
In this respect, on behalf of the Company, AmMerchant Bank is
pleased to announce that the Company has obtained the KLSE's
approval for the said extension, as requested, via its letter
dated 7 October 2003.
PROMET BERHAD: 44th AGM Set on Oct 28
------------------------------------
Promet Berhad informed that the Forty-Fourth Annual General
Meeting of PROMET is scheduled to be held at Banquet Hall, Kuala
Lumpur Golf & Country Club, 10 Jalan 1/70D, Off Jalan Bukit
Kiara, 60000 Kuala Lumpur on Tuesday, 28 October, 2003 at 10:00
a.m. Below is the Notice of the aforesaid Meeting for your
attention:
PROMET BERHAD
(Company No. 3482-H)
(Incorporated in Malaysia)
NOTICE IS HEREBY GIVEN that the Forty-Fourth Annual General
Meeting of the Company will be held at Banquet Hall, Kuala
Lumpur Golf & Country Club, 10 Jalan 1/70D, Off Jalan Bukit
Kiara, 60000 Kuala Lumpur on Tuesday, 28 October, 2003 at 10:00
a.m. for the following purposes:
A G E N D A
1. To receive the Audited Financial Statements for the financial
year ended 30 April, 2003 together with the Reports of the
Directors and Auditors thereon. (Resolution 1)
2. To re-elect the following Directors who retire pursuant to
Article 78 of the Company's Articles of Association, and being
eligible, have offered themselves for re-election:
(a) Lt Jen (B) Tan Sri Mohamed Bin Ngah Said (Resolution 2)
(b) Tuan Haji Salleh Fadzil Bin Hasan (Resolution 3)
3. To re-appoint Messrs. Ernst & Young as Auditors of the
Company until the conclusion of the next Annual General Meeting
and to authorize the Directors to fix their remuneration.
(Resolution 4)
4. To transact any other ordinary business for which due notice
has been given.
By Order of the Board
Chua Siew Chuan (MAICSA 0777689)
Chin Mun Yee (MAICSA 7019243)
Company Secretaries
PUNCAK NIAGA: Clarifies Royalties Payment Media Report
------------------------------------------------------
Puncak Niaga Holdings Berhad, in reply to the Kuala Lumpur Stock
Exchange' Letter reference ID: HY-031002-58935 on the article
Entitled, "Puncak Niaga expected to pay royalties of RM20m-
RM25m" which appeared on page 3 of StarBiz on Friday, 3rd
October 2003, clarified as follows:
1. As announced previously, under the privatization of the water
supply services in the State of Selangor and the Federal
Territories of Kuala Lumpur and Putrajaya (the Privatization) to
be undertaken by Syarikat Bekalan Air Selangor Sdn Bhd (SYABAS),
for which PNHB will hold 70% equity shareholding, SYABAS, and
not PNHB as reported in the said article, will pay annual
royalty to the Selangor State Government for the abstraction of
raw water.
2. PNHB is unable to confirm or to deny on the rate of the
royalty to be paid by SYABAS, as reported in the said article
since negotiations on the Privatization which is coordinated by
the Economic Planning Unit, Prime Minister's Department (EPU) is
still ongoing and the Concession Agreement for the Privatization
has yet to be finalized and approved by the Federal Cabinet.
3. Once the negotiations on the Privatization has been finalized
and the Concession Agreement for the Privatization has been
signed, PNHB will make the necessary announcement to the
Exchange on the matter in a timely manner in compliance with the
Exchange's Corporate Disclosure Policy.
KLSE's Query Letter content:
We refer to the above article appearing in StarBiz, on Friday, 3
October 2003, page 3, a copy of which is enclosed for your
reference. In particular, we would like to draw your attention
to the underlined sentence, which is reproduced as follows:
"Puncak Niaga Holdings Bhd is expected to pay between RM20mil
and RM25mil annually in royalty to the Selangor government under
the state's proposed water supply privatization scheme"
In accordance with the Exchange's Corporate Disclosure Policy,
you are requested to furnish the Exchange with an announcement
for public release confirming or denying the above reported
statement after due and diligent enquiry with all the directors,
major shareholders and all such other persons reasonably
familiar with the matters about which the disclosure is to be
made in this respect. In the event you deny the above reported
statement, you are required to set forth facts sufficient to
clarify any misleading aspects of the same. In the event you
confirm the above reported statement, you are required to set
forth facts sufficient to support the same.
Please furnish the Exchange with your reply within one (1)
market day from the date hereof.
Yours faithfully,
INDERJIT SINGH
Sector Head, Issues & Listing
THY
copy to: Securities Commission (via fax)
SRI HARTAMAS: Placed Under Creditors' Voluntary Winding-Up
----------------------------------------------------------
As announced to the Exchange on 10 September 2003, the directors
of Sri Hartamas Transcrete Sdn Bhd (In Liquidation), a
subsidiary of Sri Hartamas Berhad (Special Administrators
Appointed), had on 10 September 2003 resolved:
* that the Company cannot by reason of its liabilities
continue its business and that it be wound up voluntarily;
* that pursuant to Section 255 of the Companies Act, 1965,
Tam Kok Meng c/o Tam & Associates Corporate Services Sdn Bhd, D-
8-3 Level 10 Block D, Menara Uncang Emas, 85 Jalan Loke Yew,
55200 Kuala Lumpur, be and is hereby appointed as Provisional
Liquidator for the purpose of the winding up; and
* that separate meeting of members and creditors of the
Company be convened on 3 October 2003 pursuant to Section
255(1)(b) of the Companies Act, 1965.
The Special Administrators of Sri Hartamas Berhad, being the
ultimate holding company of SHT, wish to inform the Exchange
that SHT has been wound-up by way of creditors' voluntary
winding-up on 3 October 2003. The following meetings were held
pursuant to Section 255(1)(b) of the Companies Act, 1965.
1. Members Meeting
At an Extraordinary General Meeting (EGM) of the members of the
Company convened on 3 October 2003, the following resolutions
were duly passed:
Special Resolution
That it has been proven to the satisfaction that the Company
cannot by reason of its liabilities continue its business, and
that it is advisable to wind-up the same and that accordingly
the Company be wound-up voluntarily.
Ordinary Resolution
That Tam Kok Meng c/o Tam & Associates Corporate Services Sdn
Bhd, D-8-3 Level 10 Block D, Menara Uncang Emas, 85 Jalan Loke
Yew, 55200 Kuala Lumpur, be and is hereby appointed as
Liquidator for the purpose of such winding-up.
2. Creditors Meeting
In a creditors' meeting held on 3 October 2003 immediately
following the said EGM, the creditors have confirmed the
appointment of Tam Kok Meng as Liquidator of the Company. To
assist the Liquidator in discharging his duties in the winding
up process, the creditors had appointed a Committee of
Inspection.
As at 30 June 2002 the shareholder's deficit of SHT was
RM6,836,442 and the Company suffered a loss of RM8,268 for the
financial year then ended. The aforesaid liquidation will not
have any material financial and operational impact on Sri
Hartamas Group of Companies.
TONGKAH HOLDINGS: Quoted Securities Sold
----------------------------------------
Tongkah Holdings Berhad were on 7 October 2003 notified by PB
Trustee Services Berhad (the trustee in respect of the Company's
RM186,558,296 Nominal Value of 5 year 1%-2% Redeemable Secured
Convertible Bonds A 1999/2004 and RM275,980,363 Nominal Value of
5 year 1%-2% Redeemable Secured Convertible Bonds B 1999/2004
(collectively "Bonds")) that they have on 1 October 2003,
disposed of some of the Company's securities held in public
listed companies, which are pledged with them in relation to the
Bonds.
The sale proceeds are retained in the sinking fund accounts
maintained pursuant to the respective trust deeds relating to
the Bonds. Click http://bankrupt.com/misc/TCRAP_Tongkah1009.doc
for information on the securities disposed.
UNIPHOENIX CORPORATION: Unit in Creditors' Voluntary Winding Up
---------------------------------------------------------------
The Board of Directors of Uniphoenix Corporation Berhad wishes
to announce that at the Adjourned Extraordinary General Meeting
of Facmant Sdn Bhd (Facmant), a subsidiary of the Company the
following resolutions were duly passed:
"a) That Facmant be wound up by way of a creditors' voluntary
winding up.
b) That Mr. Tan Kim Leong, JP of Business Suite 19A-30-2,
Level 30, UOA Centre, No. 19 Jalan Pinang, 50450 Kuala Lumpur be
appointed as Liquidator of Facmant for the purpose of a
creditors' voluntary winding up.
c) That the liquidator's fees (including service tax and
disbursements) be fixed at RM15,000.
d) That the books and records of Facmant be destroyed three
(3) months after the dissolution of Facmant."
The above winding up does not affect the on-going operation of
the Group and also does not have any adverse financial impact on
the Group.
V.S. INDUSTRY: RM100M Notes Rating Watch Changed to Negative
------------------------------------------------------------
Ratings Agency Malaysia Berhad (RAM) has changed the outlook on
the Rating Watch on the A3/P2 ratings of VS Industry Berhad's
(VSI) RM100 million Al-Murabahah Commercial Papers/Medium-Term
Notes Programmed (2001/2008), from developing to negative.
The rating action is mainly premised on the deterioration of
VSI's operating profit before depreciation, interest and tax
margin from 8.43% to 6.06% while its debts rose from RM318
million in 3Q FY 2003 to RM402 million in 4Q FY 2003. As VSI
continues its rapid expansion in China, RAM believes that the
Group will continue to carry a substantial amount of debt in its
books. RAM remains concerned that the high debt level has not
been matched by an equally strong cash flow, as it would take
some time before the China operations attain operational
efficiency.
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: Renee Quah
RAM Analyst
Phone: 03-7628 1781
E-mail: renee@ram.com.my
=====================
P H I L I P P I N E S
=====================
BALABAC RESOURCES: Lifts Trading Suspension on Thursday
-------------------------------------------------------
The trading suspension on Balabac Resources and Holdings, Co.
(BAL) shall be lifted on October 9, 2003, according to BPI
Securities. The corporation foresees that it will receive the
Securities and Exchange Commission's approval for the amendment
in its articles of Incorporation on October 9, 2003. As a
result, trading on October 9, 2003 of BAL shares shall be based
on the adjusted and reduced number of shares.
BAL's board of directors and shareholders has approved the
amendment to reflect the decrease in the authorized capital
stock from 1,000,000,000 pesos to 73,798,267 pesos. Trading
suspension of BAL shares from October 6 to 8, 2003 to facilitate
the reduction in the number of its listed shares.
IONICS INC.: Unit Sells Laguna Plant to Settle Debts
----------------------------------------------------
Synortronix Inc., a unit of Ionics Inc., sold Monday a majority
of its equipment at its plant located at Barangay Batino,
Calamba, Laguna, to an unnamed foreign buyer to settle its
outstanding obligations to its creditors. The sale of its
equipment is part of the winding down of operations of
Synertronix as disclosed to the Philippine Stock Exchange on
August 15, 2003. The report did not disclose the exact amount
raised by the Company from the sale.
Meanwhile, the Business World reported that Sybertronix posted a
net loss of PhP688.7 million in the first half as it stopped
operations at the start of 2003. As of June 30, Ionic's total
liabilities stood at PhP1.198 billion.
The disclosure can be accessed at
http://www.pse.org.ph/html/disclosure/pdf/dc2003_3196_ION.pdf
MANILA ELECTRIC: Clarifies P18.6B Refund Report
-----------------------------------------------
This is in reference to the news article entitled "Meralco needs
P18.6 B to refund customers" published in the October 4, 2003
issue of the Manila Standard. The article reported, "The Manila
Electric Co. (Meralco) plans to issue P18.6 B worth of financial
'instruments' to finance the fourth phase of its refund program
to customers who were overbilled, Meralco president Jesus
Francisco said yesterday. The issuance could be in bonds or in
debt papers, he said.
Manila Electric Company (Meralco) in its letter dated October 6,
2003, stated that: "Please be informed that the contemplated
transactions are part of the options being considered in the
Comprehensive Liability Management Program (CLMP). The Company
has not made any final determination as to which particular
option will be pursued and shall make appropriate disclosures
when such decision has been made."
NATIONAL BANK: Board OKs Additional Capital Via US$140M Notes
-------------------------------------------------------------
In a disclosure to the Philippine Stock Exchange, the Board of
Directors of Philippine National Bank (PNB) has approved the
raising of additional capital for the Bank via issuance of U.S.
Dollar denominated unsecured subordinated notes in an amount not
exceeding US$140 million.
The issue will be in the form of lower Tier 2 capital, as
defined under the regulations of the Philippine Central Bank
(Bangko Sentral ng Pilipinas). The Management will approve the
terms of the offer and other attendant arrangements, including
the appointment of an underwriter.
PHILIPPINE LONG: Clarifies Davao City Govt Franchise Tax Report
---------------------------------------------------------------
This is in reference to the news article entitled "Davao City
gov't agrees to recompute PLDT tax dues" published in the
October 7, 2003 issue of the Business World (Internet Edition).
The article reported, "DAVAO City southern Mindanao -- The local
government has agreed to recompute the remaining franchise tax-
related liabilities of Philippine Long Distance Telephone Co.
(PLDT) following a meeting between the company's officials and
city officials over the weekend. The city government's bureau
estimated that as of last week, PLDT owes the city some P10.8
million in remaining franchise tax. Santos Torrena, acting city
legal officer, said the agreement was for the city government to
recompute the tax dues and for the Company to ask the city
council to condone the penalties.
Further to the Circular for Brokers No. 3122-2003 dated
September 30, 2003, PLDT, in its letter dated October 7, 2003,
advised the Philippine Stock Exchange that:
" ... the City Legal Officer and City Treasurer of Davao have
agreed to give PLDT a recomputation of the remaining amount of
franchise tax due to the City of Davao. Upon receipt of such
recomputation, PLDT shall formally request the City Council of
Davao for an abatement of the surcharges and penalties. In the
meantime, PLDT has agreed to pay the mayor's permit fees and
other regulatory business permits/charges due to the City for
the issuance of the corresponding business permits."
For a copy of the press release, go to
http://www.pse.org.ph/html/disclosure/pdf/dc2003_3203_TEL.pdf
* Philippine Banks' Outlook Generally Negative, Moody's
-------------------------------------------------------
Moody's Investors Service says that the outlook for Philippine
banks' debt and deposit ratings is generally negative and in
line with the revised outlook of September 30, 2003 for the
country's foreign currency sovereign ceilings.
At the same time, the major indigenous banks' financial health
remains fairly sound, but the financial profile for the rest of
the sector varies.
A benign interest rate environment - given the system's high
liquidity - has allowed banks to support lending margins via
active asset and liability management, and to realize trading
gains to protect profitability, Moody's says in a new report on
the outlook for the Philippine Banking System. However, given
the difficult operating and competitive environment, the
historical wide interest spread appears to be a thing of the
past for the time being.
Some support will come in the form of the moderate level of
domestic consumption - against a backdrop of stabilizing global
conditions, says John Tham, a Moody's analyst and the report's
author, adding this should compensate for the political fluidity
leading up to next year's presidential elections.
The report is entitled, "Bank Fundamentals Modest, With Outlook
Marred by Sovereign Weakness."
"However, the country's political uncertainty, if it proves
protracted, could weaken the economy, and under such
circumstances, the abilities of the banks to counter further
economic deterioration would diverge, as reflected in their
individual bank financial strength ratings (BFSRs)," Tham says.
The Moody's report examines the slow pace of banking system
restructuring in the Philippines, viewing it as a credit
concern. A few of the country's weak and capital-deficient
banks, which are now undergoing rehabilitation, could become the
source of destabilization should the difficult operating
environment persist. The banks' ability to raise core capital in
the future also remains unclear.
"And, the system's many institutions will continue to overburden
regulators, making the detection of irregularities difficult. A
further problem is the degree of private influence over
government decisions, which can weaken the central bank's
ability to enforce its fundamentally sound regulations," Tham
says.
However, the study also says that the banking system's large
incumbents are unlikely to face any challenges anytime soon. A
few small and aggressive indigenous banks have posted strong and
relatively "clean" growth in recent years, but are not likely to
significantly threaten the larger players in the near term due
to the less established franchises of the former.
Foreign competition is strong, but should also be limited as
head offices switch resources to markets which better suit their
risk-reward preferences.
The study says that it is also evident that the major private
banks hold key competitive advantages with their wide branch
networks in Manila, the country's capital and where most of its
wealth resides. "This strong network of branches is a big
advantage in a market where physical reach is likely to remain
very important for at least the next 5 years," it says.
Moody's says it does not believe that the recent easing in
reported non-performing loan (NPL) ratios indicates a
fundamental improvement in asset quality. Instead, the lower
numbers are due to definitional changes - since September 2002,
bad loans, which are fully provided for, have been excluded from
the computation of NPL ratios - and the exclusion of bad debts
currently being transferred to an asset management company.
In fact, the moderate rise in foreclosed assets and restructured
loans - which are reported separately - may imply a short-term
weakening in borrowers' debt-servicing capabilities, the report
says.
=================
S I N G A P O R E
=================
ASIA PULP: APP China Issues Debt Plan
-------------------------------------
APP China, a unit of Singaporean Asia Pulp and Paper
Manufacturing, issued a debt-restructuring document on September
26, 2003. According to the document, APP China proposed to swap
all of its $636.4 million debt at the holding company level to
99.9 percent equity of the company. Existing shareholders of the
Company will own the remaining 0.1 percent.
The Company's debt at the holding company level includes: (1)
$141.8 million owing to BII Bank, which is controlled by the
Widjaja family, (2) the principal accreted value of the 14
percent Notes of $343.9 million and accrued interest of $143.4
million, (3) $5.8 million owing to APP and its related parties,
and (4) a loan up to $1.5 million for the expenses of the debt
plan. A creditors' meeting will be held at 10:00 a.m. on October
30, 2003 in Bermuda to vote on the plan.
The plan requires at least 75 percent in value of the existing
debt to approve. On a consolidated basis, DebtTraders estimate
APP China has total debt of $2.5 billion, of which appropriately
$1.86 billion is from operating subsidiaries. DebtTraders
estimate EBITDA for 2003 will be approximately $305.2 million.
Total debt-to-EBITDA is 8.2 times. Total senior debt-to-EBITDA
is 6.1 times. As such, APP China has to generate a EBITDA
multiple of more than 6.1 times so that the new equity will have
some value after the debt-equity swap.
AZTECH SYSTEMS: Voluntary Winding Up of Unit
--------------------------------------------
As a follow-up to the announcement by Aztech Systems Ltd. on
22nd December 2000 that a liquidator had been appointed for the
purpose of voluntarily winding up the Company's wholly owned,
dormant subsidiary, Aztech UK Ltd (Aztech UK), the liquidator
recently informed the Company that Aztech UK was dissolved on
9th July 2003.
FLEXTRONICS INT'L: Exchange Offer for US$400M Notes Due 2013
------------------------------------------------------------
Flextronics International Ltd. issued an exchange offer for all
outstanding $400,000,000 6 1/2 percent senior subordinated notes
due 2013.
Exchange Offer
The Company will exchange new senior subordinated notes that are
registered under the Securities Act for the old senior
subordinated notes that were sold on May 8, 2003. All
outstanding old notes that are validly tendered and not validly
withdrawn will be exchanged.
The Company will receive no proceeds from the exchange offer.
Exchange Offer Expiration
October 31, 2003 at 5:00 in the afternoon New York City time.
Old Notes
On May 8, 2003, we issued and sold $400,000,000 of 6 1/2 percent
Senior Subordinated Notes due 2013.
If you tender your old note in the exchange offer, interest will
cease to accrue after the date that the exchange offers is
completed. If you do not tender in the exchange offer, your old
notes will continue to be subject to the same terms and
restrictions that applied before the exchange offer, except that
we will not be required to register your old notes under the
Securities Act.
New Notes
The new notes will be identical to the old notes except that the
new notes will be registered under the Securities Act.
- Maturity: May 15, 2013.
- Change of Control: You can require us to purchase your
notes at 101 percent of the principal amount, plus accrued and
unpaid interest.
- Interest Rate: The new notes will bear interest at the
rate of 6 1/2 percent per year.
- Interest: Paid every six months on May 15 and November 15,
starting November 15, 2003.
- Redemption by Flextronics: Anytime on or after May 15,
2008, except that redemptions for a portion of the notes may be
made at any time prior to May 15, 2006, with the cash proceeds
of certain public equity offerings.
- Ranking: The new notes will be unsecured obligations and
will rank in right of payment:
- junior to all of our existing and future senior and
secured debt;
- effectively junior to all indebtedness and other
liabilities of our subsidiaries;
- equal to all of our existing and any future senior
subordinated debt, including our existing senior subordinated
debt; and
- senior to all other subordinated indebtedness.
Investing in the notes to be issued in the exchange offer
involves risks. See "Risk Factors" beginning on page 7.
This prospectus and the accompanying letter of transmittal are
first being mailed to holders of outstanding notes on or about
October 7, 2003.
HETRACO PTE: Releases Winding Up Order Notice
---------------------------------------------
Hetraco Pte Ltd issued a notice of winding up order made on 26th
day of September 2003.
Name and Address of Liquidator: Chan Kwang Cheng
c/o 139 Cecil Street #04-01 Cecil House Singapore 069539.
Messrs CH PARTNERS
Solicitors for the Petitioner.
NATSTEEL LTD.: Increases Stake in Subsidiary
--------------------------------------------
NatSteel Ltd. (NatSteel) announced that its wholly owned
subsidiary NatSteel Resources Pte Ltd (NatSteel Resources) has
acquired a further 30 percent stake comprising 1,500,000
ordinary shares of par value S$1.00 each in the capital of
NatSteel Guinard Oil Services Pte Ltd (NGOS) for a consideration
of S$3,000.00 (the Consideration) from Enertek Services Pte Ltd
(In Compulsory Liquidation). After the said acquisition,
NatSteel's equity stake in NGOS will increase from 60 percent to
90 percent.
The Consideration, which was satisfied in cash, was arrived at
on a willing buyer-willing seller basis.
NGOS has a net tangible liability value of S$5.7 million as at
30 June 2003.
This transaction is funded by internal sources and is not
expected to have a material effect on the earnings per share and
net tangible assets per share of NatSteel Group.
None of the directors or substantial shareholders of NatSteel
has any interest in this transaction.
NATSTEEL LTD.: Unit Unveils Capital Reduction
---------------------------------------------
The Board of Directors of NatSteel Ltd. announced the reduction
of the ordinary share capital (the Capital Reduction) of
NatSteel Engineering Pte Ltd (NatSteel Engineering), a wholly
owned subsidiary of NatSteel Ltd as follows:
(a) The reduction of the issued and paid-up ordinary share
capital of NatSteel Engineering from S$47,669,000 divided into
47,669,000 ordinary shares of S$1 each to S$5,500,000 divided
into 5,500,000 ordinary shares of S$1 each, by the cancellation
of 42,169,000 ordinary shares of S$1 each in the ordinary share
capital of NatSteel Engineering; and
(b) Such amount of S$42,169,000 from the Capital Reduction will
be applied towards writing off accumulated losses in NatSteel
Engineering (Accumulated Loss). Thereafter, the Accumulated Loss
as at 30 June 2003 will be reduced to S$358,806.
This Capital Reduction was confirmed by the High Court of the
Republic of Singapore on 12 September 2003. A copy of the Order
of Court confirming the Capital Reduction was lodged with the
Registrar of Companies and Businesses on 2 October 2003.
This Capital Reduction is not expected to have any material
impact on the net tangible assets and earnings per share of the
NatSteel Group.
None of the directors or substantial shareholders of NatSteel
Ltd has any interest, direct or indirect, in this transaction.
NOVARCO PTE: Creditors to Submit Claims by November 3
-----------------------------------------------------
The creditors of Novarco (Singapore) Pte Ltd (In Members'
Voluntary Liquidation), which is being wound up voluntarily, are
required on or before the 3rd day of November 2003 to send in
their names and addresses, with particulars of their debts or
claims and the names and addresses of their solicitors (if any)
to the undersigned, the Liquidator of the said Company, and, if
so required by notice in writing by the 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.
Dated this 3rd day of October 2003.
LOKE POH KEUN
Liquidator.
c/o 8 Cross Street
#17-00 PWC Building
Singapore 048424.
SEATOWN CORPORATION: Issues Default in Banking Facilities
---------------------------------------------------------
The Board of Directors of Seatown Corporation Ltd. refer to the
announcements released by the Company on 1 July 2003, 5 August
2003 and 3 September 2003 regarding the state of the banking
facilities obtained by the Company's subsidiaries and, which are
currently in default. The Directors make this announcement to
confirm that there have been no further developments since the
date of the earlier announcements.
SEATOWN CORPORATION: Unit Appoints Liquidator Chuan & Ghee
----------------------------------------------------------
Further to the announcement issued by Seatown Corporation Ltd.
on 27 August 2003, the Directors of Seatown Corporation Ltd.
announced that at a creditors' meeting of its wholly-owned
subsidiary, Tri-Mix Pte Ltd (Tri-Mix), convened and held on 18
September 2003, the creditors of Tri-Mix appointed Messrs Neo
Ban Chuan and Bob Yap Cheng Ghee as the liquidators of Tri-Mix.
A committee of inspection was also appointed for Tri-Mix.
SEINO MERCHANTS: Issues Dividend Notice
---------------------------------------
Seino Merchants Singapore Pte Ltd. (In Creditors' Voluntary
Liquidation) issued a notice of intended dividend as follows:
Address of Registered Office: Changi Airfreight Centre Cargo
Agents Building E #01-03/04 Singapore 918102.
Last Day for Receiving Proofs: 13th October 2003.
Name of Liquidator: Chan Ket Teck.
Address: c/o 8 Cross Street #17-00
PWC Building Singapore 048424.
THAKRAL CORPORATION: Post Changes in Shareholder's Interest
-----------------------------------------------------------
Thakral Corporation Ltd. issued a notice of changes in
substantial shareholder Kartar Singh Thakral's interests:
Date of notice to Company: 07 Oct 2003
Date of change of interest: 06 Oct 2003
Name of registered holder: G K Goh Stockbrokers Pte Ltd
Circumstance(s) giving rise to the interest: Others
Please specify details: Sale initiated by a financial
institution to meet obligation of the Company.
Information relating to shares held in the name of the
registered holder:
No. of shares which are the subject of the transaction:
4,073,000
% of issued share capital: 0.272
Amount of consideration (excluding brokerage and stamp duties)
per share paid or received: S$0.14
No. of shares held before the transaction: 20,689,585
% of issued share capital: 1.383
No. of shares held after the transaction: 16,616,585
% of issued share capital: 1.111
Holdings of Substantial Shareholder/Director including direct
and deemed interest
Deemed Direct
No. of shares held before the transaction: 328,272,654 0
% of issued share capital: 21.944 0
No. of shares held after the transaction: 324,199,654 0
% of issued share capital: 21.672 0
Total shares: 324,199,654 0
No. of Warrants - Nil
No. of Options - Nil
No. of Rights - Nil
No. of Indirect Interest - Nil
===============
T H A I L A N D
===============
DATAMAT PUBLIC: Posts Shareholders Meeting No. 2 Resolutions
------------------------------------------------------------
Datamat Public Company Limited informed that the Extra-Ordinary
Shareholders' Meeting held on October 6, 2003 resolved as
follows:
1. The Meeting approved the minutes of the of the Extra-Ordinary
Shareholders Meeting No. 1/2003, held on July 2, 2003.
2. The Meeting approved the cancellation of the Resolution of
the Extra-Ordinary Shareholders' Meeting No. 2/2002 in relation
with the Company's capital decrease in Agenda 7 and the
modification on the Company's Memorandum of Association Clause
4, in compliance with the capital decrement in Agenda 8.
3. The Meeting approved the Company's capital decrease from the
registered capital of Bt10,000 million to Bt6,784,341,940.00, by
canceling non-issued 321,565,806 shares at the par value of
Bt10.00 each.
4. The Meeting approved a modification of the Company's
Memorandum of Association Clause 4, in compliance with the
resolution on the capital decrease as previously mentioned.
5. The Meeting approved the Company's capital increase of
Bt4,070,605,170.00 by Rights Issue of 407,060,517 shares at the
par value of Bt10.00 each. The Company's total capital will be
Bt10,854,947,110.00.The newly issued shares will be allotted to
the existing shareholders on the basis of 3 new shares for every
5 shares held at Bt1.00 per share. In case there are
unsubscribed shares, the Company will allocate the remaining
unsubscribed newly issued shares to the shareholders who wish to
subscribe for shares in excess of their entitlement in the
following manner:
a. If the number of remaining unsubscribe shares exceeds the
number of shares the shareholders wish to subscribe in excess of
their entitlement, the remaining shares will be allocated to the
shareholders who wish to subscribe for shares in excess of their
entitlement. Then, the Board of Director shall be empowered to
consider and allocate the remaining unsubscribed shares to the
maximum of 35 specific investors and/or 17 types of
institutional investors and/or qualified investors in accordance
with the regulation the Securities and Exchange Commission
(SEC).
b. If the number of remaining unsubscribe shares is less than
the number of shares the shareholders wish to subscribe for
shares in excess of their entitlement, the remaining shares will
be proportionately allocated to those shareholders at the same
ratio as their entitlement. If there are still remaining shares,
the Board of Director shall be empowered to consider and
allocate those remaining unsubscribed shares (if any) to the
maximum of 35 specific investors and/or 17 types of
institutional investors or qualified investors in accordance
with the regulation the Securities and Exchange Commission
(SEC).
6. The Meeting approved a modification of the Company's
Memorandum of Association Clause 4, in compliance with the
resolution on the capital increase as previously mentioned.
7. The Meeting approved the Company's capital decrease from
Bt10,854,947,110.00 to Bt271,373,677.50, by reducing the par
value of Bt10.00 each to Bt2.50 each.
8. The Meeting approved a modification of the Company's
Memorandum of Association Clause 4, in compliance with the
capital decrease as previously mentioned.
SANSIRI PUBLIC: TRIS Assigns Company Rating of `BBB'
----------------------------------------------------
TRIS Rating Company Limited assigns a company rating of Sansiri
Public Company Limited (SIRI) at "BBB". The rating reflects the
company's experienced management team, its strong brand in the
medium- to-high end condominium market, improving profitability
and cash flow protection measures as well as its diversification
into the single detached house (SDH) market, hotel, and property
and brokerage management businesses. These strengths are partly
offset by the cyclical nature of the real estate industry,
continued intense competition, and the company's use of debt for
aggressive expansion.
The company was established in 1984 by the Chutrakul family and
merged in 1994 with Siripinyo Co., Ltd., a firm owned by the
Lamsam family. Currently, the company's major shareholder is
Natural Park PLC (N-Park), holding 25% of SIRI. The founding
shareholders' stakes, the Chutrakul and the Lamsam families,
were diluted from 65% in December 1997 to 1.5% in April 2003.
The founding families still manage SIRI, given their experience
and reputation in the condominium market. Involvement of N-Park
in the management structure of SIRI remains uncertain.
Before the 1997 financial crisis, the company engaged in the
middle- to high-condominium market solely, building its first
condominium in 1984. Currently, the company has diversified into
the SDH market and the hotel business. The company launched its
SDH housing project in November 2000. Its first two SDH
projects, Narasiri Watchrapol (176 units) and Narasiri Pinklao
(37 units), which were launched in 2000 and 2002 respectively,
have been accepted by the market. In 2002, the company
implemented a pre-built housing strategy, where the house is
sold after construction is finished, helping the company to
control construction costs and shortening the construction
period. In 2003, the main revenue contributions will come from
housing development projects (approximately 46%) and condominium
projects (36%). Both major project types focus on the medium- to
high-income residential market segment.
In 2003, SIRI has eight SDH projects including four projects to
be launched in the fourth quarter of 2003 and one in the first
quarter of 2004. The combined number of units in the eight
existing housing projects is approximately 1,300 units, valued
at roughly Bt13,600 million with average unit prices ranging
from Bt4 million to Bt40 million. SIRI has 12 condominium
projects totaling of 1,650 units and valued at Bt6,300 million,
with average unit prices ranging from Bt2 million to Bt30
million per unit. These condominium projects include three
projects, totaling 500 units valued at Bt1,600 million, which
the company plans to launch in the third quarter of 2003. As of
August 2003, the company was able to sell approximately 67% of
its 12 condominium projects. Approximately 1,100 units are under
construction while construction of the remaining units is
planned to start during September to December 2003. The limited
supply of new condominium units together with the company's long
track record and brand recognition as a developer of premium
quality condominiums has also helped the company receive a
positive response from its target customers.
The real estate industry is cyclical. Despite a recovery in
housing demand since 2000, competition in the industry is
expected to intensify, particularly in both the SDH and
condominium markets, as more and more developers conclude debt
restructuring agreements and resume operations.
SIRI entered into a debt restructuring process with its
creditors in 1997, which was completed in January 2001. The
company's dramatic expansion began in the second half of 2002,
culminating with a capital injection of Bt2,597 million in
August 2002. All of the capital injection was used to expand its
property project development and acquire the Sofitel Silom
Bangkok Hotel.
In 2003, the company derives 6% of its 2003 total revenue from
the property and brokerage management business. Rental income
(4%) from two apartments and one office building as well as
revenue from the hotel business (8%) also contributed to 2003
total revenue. The company's total debt to capitalization ratios
increased from 33.3% in 2001 to 53.8% in 2002 and 57.8% in June
2003. The company's profitability improved accordingly.
Operating income before depreciation and amortization as a
percentage of sales and the ratio of pretax return on permanent
capital improved from 10.8% and 2.1% in 2002 to 23.4% and 4.1%
(non-annualized) in the first half of 2003, respectively. The
company's EBITDA interest coverage ratios and funds from
operations to total debt ratio were at 3.2 times and 5.2% (non-
annualized), an improvement from 1.9 times and 1.9% in 2002,
respectively.
SINO-THAI RESOURCES: Reports Financial Restructuring Progress
-------------------------------------------------------------
Sino-Thai Resources Development Public Company Limited, in
coordination with Phillip Securities (Thailand) Public Company
Limited (the Financial Advisor), would like to report on the
progress of financial restructuring, its operating results and
the rehabilitation plan during April 1 to September 30, 2003 as
follows:
19 March Returned all original Letters of Guarantee
retained by the Company to Siam Commercial Bank
Public Company Limited.
20 March Annual General Meeting No. 25/2546 approved the
restructuring scheme with Siam Commercial Bank and
increased its registered capital from Bt130 million
to Bt200 million by issuing 7 million new ordinary
shares at par value Bt10 each.
27 March The Company amended the debt restructuring agreement,
the first Amendment on the Agreement dated November
4, 1999.
31 March The Company received financial aid from C.T. Venture
Co., Ltd., a company with one common director. The
financial aid was a Bt10 million loan to pay-off debt
to the Company's lending bank.
9 April The Company converted debt into equities by issuance
of 1 million shares with par value of Bt10 each to
Siam Commercial Bank Plc. at the offering price of
Bt3.40 per share.
28 April The Company transferred land and building worth Bt108
million as a payment to the bank.
29 April The Company registered its changing of registered
capital and paid-up capital to Bt200 million and
Bt140 million respectively.
13 May The Company reported its operating results and
financial statements for the period of 3 months ended
March 31, 2003.
13 August The Company reported its operating results and
financial statements for the period of 6 months ended
June 30, 2003.
27 August-4 September The Company issued its increased share
capital of 6 million to 2 specific investors at the
offering price of Bt3.40 per share, which raised the
Company's paid-up capital to Bt200 million.
Comparison of the Company's actual performance for 6 months for
the year 2003 with the projection under the rehabilitation plan
in compliance with the Stock Exchange of Thailand requirements
to refrain from the grounds of de-listing are as follows:
Summary of actual performance for 6 months of the year 2003
For the first 6 months of the year 2003, the Company recorded
total revenues of Bt108 million, relatively lower than the
projection by Bt44 million or 29.04% due to the exceptionally
low revenue from tin ore sales because the Company sold 2 tin
dredges and 3 tug boats. The Company also relocated its tin
dressing plant from No. 10 Soi Sapanhin, Ra-ngang district,
Amphur Muang, Phuket to 46/11 Mu 6 Thepkasatthree Road, Ratsada
district, Amphur Muang, Phuket. Thus, output of tin ore had
decreased.
Sale revenue from the construction stone business was also lower
than projected due to the Company's reduction on its processing
in order to improve the quarry area, and also to repair and
replace deteriorated parts and equipment, and in the process,
reduced the Company's inventories. Since the Company liquidated
its 2 tin dredges, therefore, it has no revenue from dredge
rental. In addition, the Company completed a loan restructuring
with one of its bankers on March 27, 2003, which freed the
Company from its obligation of Bt186 million loan plus Bt54
million accrued interest. Therefore, the Company profits from
this asset transfer for Bt88 million and from debt restructuring
for Bt108 million. However, when counting Bt8 million reserved
for asset devaluation, the Company's performance for six-month
periods of 2003 was reported with a net profit of Bt187 million,
relatively higher than the projection as Bt52 million by Bt135
million or 260.33%.
Explanation on the significant variance of the actual
performance and projection
Revenue from Tin Ore
The company forecasted revenue from sales of tin ore to be Bt62
million. However, the actual revenue from sales of tin ore was
recorded at Bt6 million, a decline in production, resulting from
the selling of 2 dredges and 3 tug boats along with the
relocation of the Company's tin dressing plant; from No. 10 Soi
Sapanhin, Ra-ngang district, Amphur Muang, Phuket to No. 46/11
Mu 6 Thepkasatthree Road, Ratsada district, Amphur Muang,
Phuket.
Revenue from Construction Stones
Revenue from construction stones of Bt4 million was lower than
the Bt15 million projected by 78.53 per cent. The main reason
was the reduction in processing quantity in order to improve the
quarry area including the renewal its deteriorated equipment,
and in the process, also reduced the Company's inventories.
Thus, resulting in the lower than projected revenue form
construction stone sales.
Other Income
Other income of Bt98 million was favorably higher than the Bt29
million projected by 42.03 percent due to higher revenue from
asset transfer on debt repayment. The assets were land with
building worth Bt88 million. In addition, the Company also
recorded Bt8 million revenue from selling of the 2 tin dredges
and 3 tug boats.
Cost of Sales and other expenses
The Company's cost of sales on tin ore for the 6-month period
was lower than projected corresponding to the decline in sales
volume. However, when compared with the revenue from tin ore
sales, the Company's cost of tin ore sold was higher than its
revenue because the Company recorded costs of parts, equipment
and relocation of tin dressing plant and its branch in the cost
of sales. For the construction stone business, the cost of
sales was also higher than its revenue because most of the costs
are fixed. Thus, with lower construction stone sales than
projected, the average sale price would be lower than the
average cost.
Selling and administrative expenses were recorded at Bt6 million
in the vicinity of the projection. In addition, the Company
recorded Bt8 million reserved for assets devaluation for this 6-
month period.
THAI-GERMAN: Securities Suspension Remains
------------------------------------------
Previously, the Stock Exchange of Thailand has posted the SP
(Suspension) sign on the securities of Thai-German Products
Public Company Limited (TGPRO) from the first trading session of
15 August 2003 because the company has submitted the SET its
reviewed financial statements for the second quarter ending 30
June 2003 that its auditor was unable to reach any conclusion on
their financial statements and posted NP sign from 18 August
2003 since the SET was waiting for the conclusion whether the
company has to amend its financial statements.
Now, the Securities and Exchange Commission (SEC) has informed
the SET that it is not necessary to amend TGPRO's financial
statements at present on the issue that the auditor has stated.
Therefore, the SET posted the NR (Notice Received) sign on
TGPRO's securities from the first trading session of 6 October
2003 to announce that the SET has received the conclusion from
the SEC.
However, the SET has still suspended trading all securities of
TGPRO until the causes of de-listing are eliminated.
THAI WIRE: Financial Statement Amendment Unnecessary
----------------------------------------------------
Reference to `NP' (Notice Pending) signed posted against Thai
Wire Products Public Company Limited (TWP) on August 15, 2003
due to its auditor reported his inability to reach any
conclusion of TWP's second quarterly reviewed financial
statements as of June 30, 2003 and the conclusion regarding the
amendment is pending.
Presently, The Securities and Exchange Commission (SEC) has now
informed the SET that it is not necessary to amend TWP's
financial statements, on the issue that the auditor has stated,
therefore, `NR' (Notice Received) sign is posted on TWP's
securities from October 6, 2003 to announce that the SET has
received the conclusion from the SEC.
However, the SET has still suspended trading all securities of
TWP until the causes of de-listing are eliminated.
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter -- Asia Pacific is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Trenton, NJ
USA, and Beard Group, Inc., Washington, DC USA. Lyndsey Resnick,
Maria Vyrna Nineza-Merlin, Maria Cristina Pernites-Lao, Editors.
Copyright 2003. All rights reserved. ISSN: 1520-9482.
This material is copyrighted and any commercial use, resale or
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