/raid1/www/Hosts/bankrupt/TCRAP

/raid1/www/Hosts/bankrupt/TCRAP_Public/031226.mbx T R O U B L E D C O M P A N Y R E P O R T E R A S I A P A C I F I C Friday, December 26, 2003, Vol. 6, No. 254 Headlines A U S T R A L I A AMP LIMITED: Demerged U.K. Unit Gains GBP190M from Stake Sale AMP LIMITED: Two Shareholders Want Firm Declared "in Default" AMP LIMITED: S&P Says No Change in Ratings after Demerger BATTSTONE AUSTRALIA: Injunctions Obtained Against Reid, Others HIH INSURANCE: Former Executive Sentenced WIDE-I DESIGN: Offshore Investment Group Wound up C H I N A & H O N G K O N G KING PROPERTY: Faces Winding up Petition in HK High Court LINKGROW INTERNATIONAL: Winding up Hearing Set February 4 LOYCE COMPANY: Winding up Hearing Set February 11 TEEMRICH INVESTMENTS: Hearing of Winding up Petition January 28 THL MARKETING: Bank of China Initiates Winding up Proceedings I N D O N E S I A ASIA PULP: US$800 Million Debt Buyback Blocked J A P A N DAIMARU INC.: JCR Affirms BBBp Rating ISUZU MOTORS: Raises Y30B Via Bond Issue MATSUSHITA ELECTRIC: Transfers Information Equipment to MMM SEIYU LIMITED: Expects Y200M Net Profit Next Year TOSHIBA CORP.: Posts Organization Changes in PC Operations K O R E A HYNIX SEMICONDUCTOR: Enters Alliance With ProMos LG CARD: Creditors Inject W300B Additional Funds LG CARD: Templeton Buys 2.51M Additional Shares LG CARD: Unveils December 16 ESM Resolutions LG CARD: Discloses Issuance of Rights Offering SK CORPORATION: S&P Places BB+ Rating on CreditWatch Negative SSANGYONG MOTORS: Bluestar Acquires 48.92% Stake M A L A Y S I A APL INDUSTRIES: Winding Up Subsidiary DENKO INDUSTRIAL: Extends Restructuring Scheme to June 23 FABER GROUP: Bondholders OK Restructuring Proposal KILANG PAPAN: Applies For Restructuring Extension LAFARGE MALAYAN: Unit Appoints Liquidators LONG HUAT: Extends Shareholders Meeting to February 3 LONG HUAT: EGM Set for January 13 METROPLEX BERHAD: Releases Debt Restructuring Update SOUTHERN PLASTIC: Issues Debt Restructuring Update WEMBLEY INDUSTRIES: Extends Investigative Audit to June 22 P H I L I P P I N E S MANILA ELECTRIC: Rates Hike Hearing Resumes January 5 MUSIC CORPORATION: Clarifies Debt Payment Report NATIONAL STEEL: GIHL Taps UK Firm to Draw up Rehabilitation Plan S I N G A P O R E ASPAC FREIGHT: Issues First & Final Dividend GABERON PTE: Releases December 9 AGM Results GLOBAL SILVERHAWK: Releases Notice to Creditors METROCOM SYSTEMS: Creditors Must Submit Claims by January 23 STEENSTED PRIVATE: Issues Debt Claim Notice to Creditors STEENSTED PRIVATE: Unveils December 19 AGM Resolutions WEE POH: Clarifies Financial Results T H A I L A N D DATAMAT PCL: Board OKs Additional Investment in Subsidiaries EASTERN WIRE: Posts Update on Business Reorganization RATTANA REAL: Auditor Withdraws 'Going Concern' Opinion * Large Companies with Insolvent Balance Sheets - - - - - - - - ================= A U S T R A L I A ================= AMP LIMITED: Demerged U.K. Unit Gains GBP190M from Stake Sale ------------------------------------------------------------- HHG Plc, the diversified investment management group, bared Friday the result of its Global Offer of 652,920,962 shares at an Offer Price of 30 pence per Share. Net proceeds raised under the Global Offer will be approximately GBP190 million and, based on the Offer Price, HHG will have a market capitalization of approximately GBP739 million. HHG Chief Executive Officer, Roger Yates said he was very pleased with the significant level of support for the Global Offer from both existing shareholders and new investors. "The successful completion of the Global Offer will leave HHG well positioned, with the excess proceeds over GBP100 million being applied towards increasing HHG's controlling interest in Henderson Global Investors (via HHG Invest) to approximately 76%," said Mr. Yates. "This increases HHG's direct economic exposure to Henderson Global Investors and also enhances Pearl's regulatory capital position." He added that the strength of Henderson, together with the management actions taken to reduce risks in the Life Services life companies, provide a firm foundation for HHG's future as an independent listed entity. He also said that with the groundwork in place, HHG is well positioned to benefit from continued market recovery. Additional Information Immediately following completion of the Global Offer, there will be 2,464,049,460 HHG Shares in issue. The aggregate number of Shares to be issued under the Global Offer will be 652,920,962, representing approximately 26% of the enlarged issued share capital of HHG immediately following admission. Based on an Offer Price of 30 pence per share, the net proceeds raised under the Global Offer will be approximately GBP190 million. The initial GBP50 million of net proceeds raised under the Global Offer will be used by HHG to help acquire a controlling interest in HHG Invest (formerly AMP Invest) from Pearl, with the next GBP50 million being held by the HHG Group for general working capital purposes. The balance of GBP90 million of net proceeds raised in the Global Offer will be applied by HHG to increase its controlling interest in HHG Invest, the holding company of Henderson. Following the application of the additional proceeds, HHG will have a controlling interest in HHG Invest of approximately 76%. UBS Limited and Cazenove & Co. Ltd are acting as Joint Sponsors, Joint Bookrunners and Joint Lead Managers to HHG in the Global Offer. AMP is not subscribing for Shares in the Global Offer. Following completion of the Global Offer, the number of Shares held by AMP will thus remain unchanged and will represent approximately 11% of HHG's enlarged share capital. In addition, AMP and the directors of HHG have agreed to certain lock-up arrangements of various periods in respect of their Shares. It is expected that Chess Depository Interests (CDIs) representing the Shares allotted in the Demerger will commence trading on the Australian Stock Exchange on a deferred settlement basis at 12.00 p.m. AEDST (1.00 a.m. GMT) on 23 December 2003. Application has been made to the UK Listing Authority for the entire ordinary share capital of HHG PLC, issued and to be issued, to be admitted to the Official List and to the London Stock Exchange's market for listed securities. It is expected that admission of the Shares to the Official List and to trading on the London Stock Exchange's market will become effective and that unconditional dealings will commence in the Shares at 8.00 a.m. GMT (7.00 p.m. AEDST) on 23 December 2003. It is expected that CDIs representing the Shares allotted in the Global Offer will commence trading on the Australian Stock Exchange on a deferred settlement basis at 10.00 a.m. AEDST (11.00 p.m. GMT) on 24 December 2003. The shares will be listed on the London Stock Exchange and Australian Stock Exchange under the symbol HHG. Supplementary Listing Particulars containing details of the Global Offer have been approved by the UK Listing Authority and were published on 19 December 2003. Copies of this document have been submitted to the UK Listing Authority and are available for inspection at the Document Viewing Facility of the Financial Services Authority, 25 The North Colonade, London, E14 5HS. Copies are also available on request from HHG, UBS Limited or Cazenove & Co. Ltd. AMP LIMITED: Two Shareholders Want Firm Declared "in Default" ------------------------------------------------------------- AMP Limited announced Monday it received a statement of claim from two Income Securities holders, seeking a declaration that its recent demerger had caused an event of default. Two noteholders -- Hambledon Inc. on behalf of Elliott International LP, and Liverpool Associates Limited on behalf of The Liverpool Limited Partnership -- served a statement of claim on AMP late on Friday 19 December 2003. AMP Chief Executive Officer Andrew Mohl said that AMP continues to believe that no event of default has occurred, or will occur, as a result of the demerger in relation to its Income Securities. If the court were to ultimately find that a default has occurred, the securities would be repayable at face value. In the unlikely event this was to occur, AMP has both internal and external capacity to refinance the Income Securities, including a recently established debt facility. The application by Hambledon and Liverpool will go before the Supreme Court of New South Wales in February 2004 for a directions hearing, which will set a timetable for the hearing. The separate application for judicial advice on the impact of the demerger being sought by the trustee to the Income Securities, Perpetual Trustee Company Limited, has been adjourned until February 2004. For media inquiries: Karyn Munsie Ph: +61 2 9257 9870 0421 050 430 Matthew Coleman Ph: +61 2 9257 2700 0421 611 138 For investor inquiries: Mark O'Brien Ph: +61 2 9257 7053 AMP LIMITED: S&P Says No Change in Ratings after Demerger --------------------------------------------------------- Standard & Poor's Ratings Services said Tuesday AMP Ltd.'s (AMP) announcement on Dec. 22, that it had received a statement of claim from two income securities holders seeking a declaration that AMP's recent demerger had caused an event of default, has no immediate effect on the ratings of AMP's group of companies. AMP's main Australia-based subsidiaries are AMP Life Ltd. (A+/Negative/-) and AMP Group Holdings Ltd. (BBB+/Negative/A-2). AMP Group Holdings guarantees the income securities, which are rated 'BBB-'. AMP has in place committed debt facilities, which would ensure repayment of the income securities and any other affected debt, should the court find that an event of default has occurred. AMP believes that an event of default has not occurred as a result of the demerger. "A failure by AMP to satisfactorily access sufficient and appropriately structured funding, following any event of default being found, and subsequently as needed, could negatively impact the financial strength of the AMP group of companies," said Kate Thomson, Standard & Poor's credit analyst, Financial Services Ratings group. AMP's recently completed demerger and successful capital raisings resolves some of the financial uncertainties faced by AMP. "As these events unfold, the key considerations for Standard & Poor's will be the extent and planned usage of AMP's internal capacity to repay debt, longer term capital structure plans, and ongoing ability to access capital markets," added Ms. Thomson. The ratings will be continually reviewed and updated as required to reflect developments in these and other factors impacting AMP's credit quality. BATTSTONE AUSTRALIA: Injunctions Obtained Against Reid, Others -------------------------------------------------------------- The Australian Securities and Investments Commission (ASIC) obtained Tuesday orders in the Federal Court against Maxwell John Reid, who is disqualified from managing corporations by order of the Federal Court until 10 August 2036. In seeking the injunction, ASIC alleged that Mr. Reid was involved in attempts by International Meats Pty Ltd and Adelaide Granites Pty Ltd to purchase two other companies. Mr. Reid is restrained from being in any negotiations until 5 p.m. on 17 February 2004 and engaging in conduct that contravenes section 206A of the Corporations Act 2001 and in particular that he be restrained from doing any act that forms part of the negotiations with respect to, or the purchase of, any business, company or asset by, for or on behalf of any corporation which: (a) Affects the whole, or a substantial part, of the business of the corporation on behalf of which the negotiations are undertaken; or (b) Affects significantly the financial standing of the corporation on whose behalf the negotiations are undertaken. ASIC also sought and obtained orders restraining, until 5 p.m. on 17 February 2004, Noel Smith, Barbara Smith, Craig Hyland and Joy Aronsen, each of whom was a director of one of the above mentioned companies. This action follows the commencement, on 17 November 2003, of contempt proceedings against Mr. Reid in which ASIC has alleged that he took part in the management of Battstone Australia Pty Ltd (In Liquidation) and Australian Marble Pty Ltd (In Liquidation). HIH INSURANCE: Former Executive Sentenced ----------------------------------------- The acting Chairman of the Australian Securities and Investments Commission (ASIC), Jeffrey Lucy, on Tuesday announced the sentencing of William Howard, a former senior executive of the collapsed HIH Insurance group (HIH), in the Supreme Court of New South Wales (NSW). Mr. Howard was convicted on two counts of criminal misconduct under Section 184 (2) of the Corporations Act, and sentenced to a total term of three years imprisonment, fully suspended. "Today's sentence is consistent with the submissions made by the Commonwealth Director of Public Prosecutions, and supported by ASIC, that a non-custodial sentence is appropriate in all the circumstances and despite the seriousness of the offences," Mr. Lucy said. Mr. Howard appeared before Justice Kirby on 16 December 2003 after making admissions to ASIC in relation to payments made by HIH to Bradley David Cooper and associated companies between December 2000 and March 2001. Mr. Howard pleaded guilty to two counts of criminal misconduct. He admitted dishonestly receiving from Mr. Cooper approximately AU$124,000 in return for facilitating payments by HIH to or in favor of Mr. Cooper or his associated companies. Mr. Howard also admitted facilitating a payment of AU$737,500 to a company associated with Mr. Cooper knowing that the payment obligation had already been discharged. In sentencing Mr. Howard, Justice Kirby said: "It is appropriate, in view of the undertaking to provide future assistance, to suspend the sentence... Mr. Howard should understand that, if he fails to honor his undertakings to provide the prosecution with assistance in the future, he will be liable for the term of imprisonment." WIDE-I DESIGN: Offshore Investment Group Wound up ------------------------------------------------- The Australian Securities and Investments Commission (ASIC) obtained Tuesday orders in the Supreme Court of Queensland winding up Wide-I Design Corporation, a company registered in Vanuatu, ETP Ventures Pty Ltd and Cyrus Strategies Pty Ltd (the companies). Tracy Dare and Philip Hennessy of KPMG in Brisbane were appointed liquidators of the companies. Ms. Dare and Mr. Hennessy had previously been appointed receivers of the companies in June 2002, following an application by ASIC. ASIC sought the wind-up orders following concerns that the companies had carried on unregistered managed investment schemes. An ASIC investigation found that the schemes promoted the investment of Australian investors funds offshore, and raised at least $2.2 million from around 200 investors, who were mostly members of church communities on the Sunshine Coast, Queensland. Investment opportunities offered by the companies included the 'Car Contributors Club,' 'Sunshine Coast Housing,' shares in Koitaki Farms Ltd and several bridging loan arrangements. ASIC previously obtained orders banning the companies' sole director, Peter Urquhart from being involved in the management of a company for three years. Mr. Urquhart was also permanently restrained from being involved in a financial market, providing financial services or financial products and carrying on any managed investment scheme in contravention of the Corporations Act. ============================== C H I N A & H O N G K O N G ============================== KING PROPERTY: Faces Winding up Petition in HK High Court --------------------------------------------------------- The High Court of Hong Kong will hear on January 28, 2004 at 9:30 a.m. the petition seeking the winding up of King Property Development Limited. Bank of China (Hong Kong) Limited (the successor corporation to The Yien Yieh Commercial Bank Limited pursuant to Bank of China (Hong Kong) Limited (Merger) Ordinance (Cap. 1167) of 14th Floor, Bank of China Tower, 1 Garden Road, Central, Hong Kong filed the petition on November 25, 2003. Tsang, Chan & Wong represents the petitioner. Creditors and other interested parties are encouraged to attend the hearing. They only need to notify in writing Tsang, Chan & Wong, which holds office on the 16th Floor, Wing On House, 71 Des Voeux Road Central Hong Kong. LINKGROW INTERNATIONAL: Winding up Hearing Set February 4 --------------------------------------------------------- The High Court of Hong Kong will hear on February 4, 2004 at 9:30 a.m. the petition seeking the winding up of Linkgrow International Limited. Kan Shiu Cheong Frederick of Unit 1903, Seapower Centre, 73-77, Lei Muk Road, Kwa Chung, New Territories, Hong Kong filed the petition on November 25, 2003. Gallant Y.T. Ho & Co. represents the petitioner. Creditors and other interested parties are encouraged to attend the hearing. They only need to notify in writing Gallant Y.T. Ho & Co., which holds office on the 4th Floor, Jardine House, No. 1 Connaught Place, Central Hong Kong. LOYCE COMPANY: Winding up Hearing Set February 11 ------------------------------------------------- The High Court of Hong Kong will hear on February 11, 2004 at 9:30 a.m. the petition seeking the winding up of Loyce Company Limited. Bank of China (Hong Kong) Limited (the successor corporation to Sin Hua Bank Limited pursuant to Bank of China (Hong Kong) Limited (Merger) Ordinance (Cap. 1167) of 14th Floor, Bank of China Tower, 1 Garden Road, Central, Hong Kong filed the petition on November 27, 2003. Tsang, Chan & Wong represents the petitioner. Creditors and other interested parties are encouraged to attend the hearing. They only need to notify in writing Tsang, Chan & Wong, which holds office on the 16th Floor, Wing On House, 71 Des Voeux Road Central Hong Kong. TEEMRICH INVESTMENTS: Hearing of Winding up Petition January 28 --------------------------------------------------------------- The High Court of Hong Kong will hear on January 28, 2004 at 9:30 a.m. the petition seeking the winding up of Teemrich Investments Limited. Bank of China (Hong Kong) Limited (the successor corporation to The Yien Yieh Commercial Bank Limited pursuant to Bank of China (Hong Kong) Limited (Merger) Ordinance (Cap. 1167) of 14th Floor, Bank of China Tower, 1 Garden Road, Central, Hong Kong filed the petition on November 25, 2003. Tsang, Chan & Wong represents the petitioner. Creditors and other interested parties are encouraged to attend the hearing. They only need to notify in writing Tsang, Chan & Wong, which holds office on the 16th Floor, Wing On House, 71 Des Voeux Road Central Hong Kong. THL MARKETING: Bank of China Initiates Winding up Proceedings ------------------------------------------------------------- The High Court of Hong Kong will hear on January 28, 2004 at 9:30 a.m. the petition seeking the winding up of THL Marketing Company Limited. Bank of China (Hong Kong) Limited (the successor corporation to Sin Hua Bank Limited pursuant to Bank of China (Hong Kong) Limited (Merger) Ordinance (Cap. 1167) of 14th Floor, Bank of China Tower, 1 Garden Road, Central, Hong Kong filed the petition on November 25, 2003. Tsang, Chan & Wong represents the petitioner. Creditors and other interested parties are encouraged to attend the hearing. They only need to notify in writing Tsang, Chan & Wong, which holds office on the 16th Floor, Wing On House, 71 Des Voeux Road Central Hong Kong. ================= I N D O N E S I A ================= ASIA PULP: US$800 Million Debt Buyback Blocked ---------------------------------------------- Creditors turned down Tuesday Asia Pulp and Paper's offer to buy back US$880 million of its debt, according Reuters. The money was dangled before the Indonesian Bank Restructuring Agency. "The creditors have met and they said no. The price was too high," APP senior executive Gandhi Sulistyanto told Reuters by telephone. "The decision on the money owed to IBRA means the preferred bidder for the US$880 million debt is U.S.-based Orleans Investment, which offered US$213 million to IBRA last week," Reuters said. On December 19, IBRA said it was willing to allow APP to buy back the debts at one percentage point above Orleans' bid. It said then it expected to receive 50 percent of the money from the sale by December 23 and the rest by January 8. Despite the setback, APP will pursue the debt-restructuring proposal worth US$6.6 billion. Concocted in October by a group of creditors representing 40% of the restructured debts, the plan needs support from at least 75 percent of lenders before it becomes effective. The plan would see APP's Indonesian units repay US$4.2 billion within 13 years and the rest between 18 and 22 years. The company plans to go on a road show next month, according to Mr. Sulistyanto. "In the second or third week of January, we are going to the U.S. to meet with the U.S. Export-Import Bank and bondholders," he told Reuters. The U.S. Export-Import Bank, a government export credit agency, has a pending action against the company. Filed in late October, the suit seeks to recover more than US$104 million. In November, another group filed a suit with an Indonesian court through Bank Mizuho Indonesia, which acts as the collateral agent for the notes that they held, to recover US$485.7 million in debt. Other suits pending against the company include those filed by U.S. investment firms Gramercy Advisers and Oaktree Capital Management in the district court in Bengkalis, a town in Indonesia's Riau islands. According to Reuters, this case is being closely watched as a test of the ability of Indonesia's legal system to protect investors. ========= J A P A N ========= DAIMARU INC.: JCR Affirms BBBp Rating ------------------------------------- Japan Credit Rating (JCR) has affirmed the BBBp rating on senior debts of Daimaru Incorporated. RATIONALE: Daimaru is less competitive in light of locations and business size. It does not have a strong flagship store. The nationwide business extending into small cities is a constraint on business base as a department store chain operator. Daimaru lowered the break-even point and improved the earnings power sharply by strengthening sales and low-cost and highly efficient operation. On the other hand, the financial structure is slightly poor with the debt-to-equity ratio being high. Daimaru set out a plan to make the financial structure healthier. JCR considers that its financial structure will improve in the future. ISUZU MOTORS: Raises Y30B Via Bond Issue ---------------------------------------- Isuzu Motors Ltd. will raise 30 billion yen by allotting convertible bonds with warrants to Nomura Securities Co., Kyodo News reported on Tuesday. Some 29.9 billion yen in proceeds from the issuance of the two-year, unsecured bonds will be used to finance research and development programs and capital spending. Isuzu Motors Ltd. posted a group net profit of 24.9 billion yen (US$228 million) in the first half of this year ended September 30, versus a net loss of 84.2 billion yen a year earlier, as domestic demand to replace trucks surged due to tighter diesel- engine emission controls, TCR-AP reported recently. MATSUSHITA ELECTRIC: Transfers Information Equipment to MMM ----------------------------------------------------------- Matsushita Electric Industrial Co., Ltd., best known for its Panasonic brand name, has decided at its board of directors meeting held on Friday to divide and transfer, effective April 1, 2004, its information equipment motor business to Minebea- Matsushita Motor Corporation (MMM), a joint venture to be established with Minebea Co., Ltd. (Minebea). MEI's board of directors also approved a business integration agreement, to be entered into with Minebea. The transfer is part of initiatives to integrate the information equipment motor businesses, including fan motors, stepping motors, vibration motors and direct current (DC) brush motors, of MEI and Minebea. The basic terms of the business division and subsequent integration are outlined as follows: 1. Purpose of business division and integration Competition in the information equipment motor market is becoming increasingly intense throughout the world due particularly to industry consolidation among Japanese manufacturers and rising market newcomers from China. However, further growth in demand is expected in new product applications for digital consumer electronics, such as PDP TVs and LCD TVs, information equipment, including PCs and cellular phones, and new growth segments such as game consoles. This business integration is intended to expand upon the agreement signed between the two companies in September 2002, which covered collaborative R&D and manufacturing for DC axial flow fan motors. By combining the relevant businesses of MEI and Minebea, MMM will work to establish a profitable business structure, with enhanced competitiveness in both cost and quality. MMM aims to increase its global competitiveness and capture the leading position in markets worldwide in relevant product categories. This is to be achieved through economies of scale, standardization of manufacturing processes and designing methods utilizing advanced production engineering and product development technologies of Minebea and MEI, and through cost reductions through activities such as the development of advanced magnet / material analysis technologies. 2. Outline of business division A. Schedule December 19, 2003 Board approval of business division agreement and business integration agreement Signing of these agreements March 1, 2004 (planned): Date of business division (Minebea) April 1, 2004 (planned): Date of business division (MEI) Start of business of MMM B. Method of business division 1) Method MEI will divide a certain part of its business, and MMM will succeed the divided businesses. 2) Reason for adopting this method This method was chosen because it was determined to be the most efficient means by which to transfer the relevant businesses. C. Allotment of shares 1) Share allotment ratios Upon the business division and transfer by MEI, MMM will issue 1,996,080 shares of common stock, and allot such shares to MEI. Furthermore, upon completion of procedures related to business integration, MEI and Minebea will hold 40% and 60% shares in MMM, respectively. MMM is expected to become an equity-method- applied associated company of MEI. 2) Calculation method for share allotment ratios MEI and Minebea consulted their respective outside financial advisors, separately, regarding the assessment of the overall value of businesses involved in the integration of information equipment motor businesses. Based on such assessment, both companies held negotiations, whereupon MEI calculated the number of shares to be allotted to it by MMM in consideration of the value of its information equipment business to be divided, as well as the value of assets held, and the number of shares issued, by MMM. D. Cash distribution upon business division and transfer There will be no cash distribution in relation to the business division and transfer. E. Rights and obligations to be succeeded Assets, liabilities, rights and obligations involved in the relevant business, which are considered to be mandatory for the MMM to operate the business to be succeeded. F. Prospects of paying debt obligations MEI believes that both MEI and MMM can pay the debt obligations to be incurred as a result of the business division and transfer. CONTACT: Panasonic Finance (America), Inc. Akihiro Takei, 212-698-1365 SEIYU LIMITED: Expects Y200M Net Profit Next Year ------------------------------------------------- Struggling retailer Seiyu Limited projects a net profit of 200 million yen for the year to December 31, 2004 as more products from its parent Wal-Mart hit its shelves and cost cuts show results, according to Reuters poll of five analysts. A year-on-year gain in Seiyu's same-store sales would be the first in 15 months. U.S-based Wal-Mart, which spent US$580 million for 38 percent of Seiyu by last December, is revamping the struggling chain-store operator, helping computerize its operations and remodeling ageing stores. In the half-year ended August, Seiyu posted a net loss of 8.4 billion yen, hit by a 3.9 percent fall in sales and charges stemming from the sale of non-core businesses. On a net basis, it expects to lose 10 billion yen for the full year. TOSHIBA CORP.: Posts Organization Changes in PC Operations ---------------------------------------------------------- Toshiba Corporation will establish a new in-house Company, PC & Network Company on January 1, 2004, a Company statement said. The new organization will be established by separating the current personal computer-related operations from Digital Media Network Company. The establishment of a dedicated company, solely focused on PC operations, is expected to further accelerate Toshiba's renovation of its PC business and secure an early improvement of profitability. Toshiba's Digital Products Group currently comprises two in- house companies, Mobile Communications Company and Digital Media Network Company. The January 1st reorganization will position the new PC & Network Company as the third company in the group. Current in-house companies of Digital Products Group Mobile Communications Company Digital Media Network Company In-house companies of Digital Products Group, 1st January, 2004 Mobile Communications Company Digital Media Network Company PC & Network Company ========= K O R E A ========= HYNIX SEMICONDUCTOR: Enters Alliance With ProMos ------------------------------------------------ Hynix Semiconductor Inc. (www.hynix.com) and ProMOS Technologies Inc. announced Friday the signing of a memorandum of understanding (MOU) to initiate a long-term strategic alliance in technology licensing, foundry service and development of new generation memory production processes, a Company statement said. The new alliance will represent nearly one quarter of the world DRAM output. According to the MOU, Hynix licenses to ProMOS certain proprietary technology for DRAM stack process, while ProMOS offers to Hynix its 300mm fab capacity. Hynix and ProMOS also plan to collaborate in the development of next-generation process technologies. The world's third largest DRAM maker, Hynix excels in the development, sales, marketing and distribution of high quality semiconductor products, including DRAM, SRAM, Flash Memory, and system IC devices, making it an industry leader, and valuable alliance partner. ProMOS, renowned for its manufacturing quality and high wafer output yield rate, plans on building a second 300mm fab in Taiwan, to be integrated into its existing 300mm and 200mm fabs. In addition to technology licensing and capacity sharing, Hynix and ProMOS have left open the possibility of more mutually beneficial projects in the future. "We are happy to join forces with ProMOS in sharing its premium technology capability and manufacturing competence," said C.S. Oh, Senior Vice President and Memory COO of Hynix Semiconductor, "This partnership will further enhance our DRAM manufacturing capacity, allowing us to quickly deliver high-quality products to the market." "Hynix has been one of the world's first-rate providers of DRAM. Its success comes from outstanding production efficiency, sustainable R & D investment, and a highly dedicated management team with a clear focus on semiconductors," said Min-liang Chen, President of ProMOS. "The alliance forged between Hynix and ProMOS advances both parties into a new phase of viable long- term growth. We envision enormous benefits to both our clients and ourselves." Standard & Poor's Ratings Services recently raised its long-term corporate credit rating on Hynix Semiconductor Inc. to 'CCC+' from 'SD', reflecting the Company's successful completion of a debt reorganization plan and improving performance in its core memory chip business. At the same time, the long-term ratings on Hynix Semiconductor Manufacturing America Inc. were raised to 'CCC+' from 'CC'. LG CARD: Creditors Inject W300B Additional Funds ------------------------------------------------ LC Card creditors will inject an additional 300 billion won into the Company to bail out the credit card provider, the Financial Times reported on Monday. Creditors saved LG Card from collapse last month with a US$1.7 billion bail-out and last week agreed to take joint control through a 1,000 won debt-for-equity swap. Under the latest bailout, creditors Woori Bank, Kookmin and National Agricultural Cooperative Federation will each provide 100 billion won to help LG Card pay back 990 billion won in maturing debts in January. Creditors expect LG Card to pay back 300 billion won after a potential buyer injects 1 trillion won into the troubled card issuer in January. LG CARD: Templeton Buys 2.51M Additional Shares ----------------------------------------------- U.S. investment fund Templeton Asset Management has recently bought 2.51 million more shares of LG Card Co. through a rights offering and subscription shares, reports the Asia Pulse. Templeton bought 1.11 million shares through a rights offering and 1.4 million subscription shares last week. Some securities analysts implied Templeton, as one of the single largest shareholders of LG Card, might try to acquire the LG Group affiliate through the purchases. Templeton refused to comment on this. LG CARD: Unveils December 16 ESM Resolutions -------------------------------------------- LG Card announced the details of its Extraordinary Shareholders' Meeting (ESM) held on December 16, 2003 as follows: 1. Date of Extraordinary Shareholders' Meeting: December 16, 2003 2. Agendum: Amendments to the Articles of Incorporation 3. Detail of Amendments to the Articles of Incorporation Article 5 (Authorized Number of Shares) - Increase number of authorized shares from 200 million shares to 800 million shares Article 9 (Preferred Shares) - Authorize the issue of Redeemable Preferred Shares up to 100 million shares - Authorize the issue of Convertible Preferred Shares up to 100 million shares - Authorize that the Company can issue non-participating and/or non- cumulative preferred shares, upon resolution of the Board of Directors Article 10 (New Share Rights) - Increase the maximum allocation ratio of new shares to third party from 30% to 200% Article 17 (Convertible Bonds) - Increase the amount of authorized issue from 300 billion won to 1 trillion won - Change the first possible date for conversion from 3 months after the date of issue to 1 month after the date of issue Article 18 (Bond with Warrants) - Increase the amount of authorized issue from 300 billion won to 1 trillion won - Change the first possible date for rights exercise from 3 months after the date of issue to 1 month after the date of issue 4. Result of Resolution: The agendum to make the above amendments to the Company's Articles of Incorporation was approved. Investor Relations 23rd Fl, LG Kangnam Tower 679, Yoksam-Dong, Gangnam-gu, Seoul, Korea 135-985 Tel.: 82-2-2005-8292, 8285 Fax: 82-2-2005-8289 kelly@card.lg.co.kr LG CARD: Discloses Issuance of Rights Offering ---------------------------------------------- LG Card recently announced the final issue price of rights offering as follows: 1. Final Issuing Price: KRW 5,400: The Final Issuing Price is the lower of the First Issue Price (KRW 8,900) and the Second Issue Price (KRW 5,400). The Second Issue Price was calculated recently. 2. Reminder: The subscription application dates for existing shareholders is December 15th and 16th, 2003. 3. In the event that all the shares allocated to existing shares are not fully subscribed, those unsubscribed shares will be offered to the public. The subscription dates for the Public Offering is December 18th and 19th, 2003. 4. The underwriting of this rights offering is on an "firm- commitment" basis. Therefore if there are forfeited shares still left after the Public Offering, our lead manager, LG Investment Securities will acquire them. Therefore the proceeds from this rights offering for LG Card is fixed at KRW 199.8 billion before flotation costs. (KRW 5,400 x 37 million shares = KRW 199.8 billion) 5. The listing date for the newly issued shares is December 26, 2003. The first possible trading day is also December 26, 2003. SK CORPORATION: S&P Places BB+ Rating on CreditWatch Negative ------------------------------------------------------------- Standard & Poor's Ratings Services (S&P) has placed its 'BB+' rating on SK Corporation on Credit Watch with negative implications following the announcement of a complex scheme to provide financial support in the amount of 143 billion won (US$120 million) to its affiliate, SK Shipping. This move -- together with plans by wholly owned subsidiary SK Power Co. Ltd. to raise W400 billion in new financing for the construction of a power plant, and SK Corp.'s ongoing plan to sell treasury shares to selected parties to minimize the influence of minority shareholders -- raises further questions over the business direction and financial policies of SK Corp. The Credit Watch status will be resolved after Standard & Poor's completes its examination of SK Shipping and SK Power, as well as an assessment of SK Corp.'s overall strategic business objectives and financial policies. One or more notches as a result of this review could lower the rating. SSANGYONG MOTORS: Bluestar Acquires 48.92% Stake ------------------------------------------------ China National Bluestar Corporation, the preferred bidder for Ssangyong Motor Co., signed a Memorandum of Understanding (MoU) on Monday to acquire 48.92 percent stake in Ssangyong Motors. Bluestar will later decide whether to build new auto plants for Ssangyong in China, according Bluestar Executive Vice-President Liu Xian Qiu. Ssangyong's creditors hold a majority stake in the carmaker after they agreed to forgive the Company's debt in exchange for shares in 2000 and 2002. The company, specializing in sports utility vehicles and luxury sedans, has been in financial trouble since it split from the now dissolved South Korean conglomerate Daewoo Group in 1999. =============== M A L A Y S I A =============== APL INDUSTRIES: Winding Up Subsidiary ------------------------------------- APL Industries Berhad (APLI) announced that a winding-up petition presented against APL Healthcare Sdn. Bhd. (APLH), a subsidiary of APLI, for a judgment debt of RM1,114,843.34. The amount claimed consisted of the cost of goods supplied to APLH of RM456,523.24 together with interest costs at 1.5 percent per month since May 1998. APLH has disputed the amount, claiming to be provided with unacceptable goods. An appeal to the Court of Appeal had been filed by the solicitors of APLH against the judgment and is pending court hearing. A hearing date has not been fixed. Bestow Industries Sdn. Bhd. presented the winding-up petition to the Kuala Lumpur High Court on 27 October 2003 and APLH was notified on 19 December 2003. That such petition has been filed for a court hearing on 25 March 2004. APLH, upon the receipt of the petition, has made available to its solicitors, funds for the total amount of judgment debt, to stop the winding-up proceedings. APLH is awaiting its solicitors as to the next course of action. APLH has provided for the original principal sum of debt in its financial statements and if it loses its appeal, a further amount of RM 658,320.10 will have to be provided for. APLH believes that there are sufficient grounds to have the judgment debt reduced through the appeal and therefore a full provision at this stage may not be necessary. The winding petition on APLH will not have any significant operational impact on the Group. APL Industries Berhad's stated investment in APLH is RM2,549,245. DENKO INDUSTRIAL: Extends Restructuring Scheme to June 23 --------------------------------------------------------- Public Merchant Bank Berhad refers to the announcement dated 30 December 2002 in relation to the Proposed Corporate And Debt Restructuring Scheme (PCDRS). On behalf of Denko Industrial Corporation Berhad (Denko), Public Merchant Bank Berhad announced that the Securities Commission had vide its letter dated 19 December 2003, which we received on 22 December 2003, approved Denko's application for an extension of an additional six (6) months up to 23 June 2004, to complete the Proposed Corporate And Debt Restructuring Scheme (PCDRS). FABER GROUP: Bondholders OK Restructuring Proposal -------------------------------------------------- Aseambankers Malaysia Berhad refers to the announcement by Faber Group Berhad (FGB) on 18 November 2003 (First Announcement) wherein FGB had announced that based on the un-audited quarterly result of FGB and its subsidiaries (FGB Group) for the financial period ended 30 September 2003 and taking into consideration the impairment of assets and written down value of inventories and certain land held under development properties, FGB falls under the criteria of Practice Note 4/2001 (PN4/2001) of the Kuala Lumpur Stock Exchange (KLSE) Listing Requirements. Further to the First Announcement, Aseambankers Malaysia Berhad (Aseambankers), on behalf of FGB, had on 18 November 2003 announced details of the Proposed Restructuring Scheme (as defined below), which was also detailed in an Information Memorandum dated 19 November 2003 (IM) to all the bondholders of the redeemable convertible secured zero coupon 2000/2005 bonds (RCSB) (Bondholders). Pursuant to the Bondholders' meeting held on 15 December 2003 to approve the Proposed Restructuring Scheme, on behalf of FGB, Aseambankers is pleased to announce that the Bondholders had on even date passed the resolution approving the Proposed Restructuring Scheme as set out in the IM and as varied by the proposal of certain Bondholders (notification of which was received by FGB on 5 December 2003 and the same was sent by FGB to all the other Bondholders on 5 December 2003). In consideration of the above, FGB had on 22 December 2003 entered into an agreement with the Bondholders (Restructuring Deed) for the purpose of giving effect to and implementing the Proposed Restructuring Scheme as detailed below. The Proposed Restructuring Scheme of the FGB Group comprises the following: (i) Proposed transfer of a selection of FGB's subsidiaries and assets to Jeram Bintang Sdn Bhd (JBSB) (Proposed Transfer of Assets); (ii) Proposed waiver of the accreted yield from the date of issuance to 10 April 2003 (Proposed Waiver of Accreted Yield); (iii) Proposed novation of FGB's liability under RCSB as at the implementation date and proposed issuance of bonds by JBSB (JBSB Bonds) in settlement of such novated liability (Proposed Novation of Liability and Issuance of JBSB Bonds); (iv) Proposed issuance of redeemable convertible preference shares (RCPS) and Redeemable Secured Loan Stock (RSLS) to JBSB (Proposed Issuance of RCPS and RSLS); (v) Proposed acknowledgement of debt and settlement of the balance sum owing by FGB to JBSB amounting to RM51.442 million (Proposed Acknowledgement and Settlement of the Balance Sum); (vi) Proposed management and maintenance arrangements between JBSB and its subsidiaries with FGB (Proposed Management Arrangement); and (vii) Proposed settlement of the JBSB Bonds amounting up to RM929.460 million (Proposed Settlement by JBSB of JBSB Bonds). The abovementioned proposals are collectively known as the "Proposed Restructuring Scheme". For a copy of the full details of the Requisite Announcement, go to http://bankrupt.com/misc/Faber122303.doc KILANG PAPAN: Applies For Restructuring Extension ------------------------------------------------- Further to our announcement dated 29 October 2003, AmMerchant Bank Berhad, on behalf of Kilang Papan Seribu Daya Bhd (KPSD) announced to the Kuala Lumpur Stock Exchange (KLSE) that KPSD had on 18 December 2003 made an application to the Securities Commission (SC) to seek their approval for an extension of time of six (6) months from the date of the submission of the revised restructuring scheme for KPSD to implement and complete its proposed restructuring exercise. LAFARGE MALAYAN: Unit Appoints Liquidators ----------------------------------------- Lafarge Malayan Cement Bhd announced that Taimet Concrete Industries Sdn Bhd (Company No. 97984-U), a subsidiary of the Company have at their Extraordinary General Meeting (EGM) held recently obtained the approval of its shareholder for a Member's Voluntary Winding-Up. In connection with the above, Messrs Mak Kum Choon and Kek Ah Fong were appointed to act jointly and severally as Liquidators of the subsidiary. LONG HUAT: Extends Shareholders Meeting to February 3 ---------------------------------------------------- Notice is hereby given that by an Order of the High Court under Section 176 of the Companies Act, 1965 given on May 5, 2003 for a period of 90 days pursuant to section 176(10) of the Companies Act 1965 to August 4, 2003, extended for a period of 90 days from August 5, 2003 to November 4, 2003 and further extended for a period of 90 days from November 5, 2003 to February 3, 2004 in respect of the above matter, the High Court has directed that a meeting (the Meeting) be convened for the shareholders of Long Huat Group Berhad (LHGB) for the purpose of considering and, if thought fit, approving (with or without modification) the following resolution: "THAT subject to the sanction of the High Court of Malaya and the approval of any other relevant authority, approval be and is hereby given for the implementation of the Scheme of Arrangement proposed to be made pursuant to Sections 60, 64, 176 and 178 of the Companies Act, 1965, between LHGB and the shareholders of LHGB, as set out in Appendix X (including all sub-paragraphs therein) of the Explanatory Statement cum Circular, a copy of which has been circulated with the Notice convening this meeting AND THAT the Directors be and are hereby authorized to do all such acts, deeds and things as are necessary to give full effect to and to complete the scheme of arrangement with full power to assent to any conditions, modifications, variations and/or amendments as may be imposed by the authorities in the best interests of LHGB." The Meeting will be held at Dewan Mesyuarat, Level 1, Block K, Pusat Bandar Damansara, 50490 Kuala Lumpur on 13 January 2004 at 10 A.M., at which place and time all the aforesaid shareholders are requested to attend. The shareholders may vote in person at the said Meeting or they may, subject to the provisions of the Companies Act, 1965, appoint a proxy or proxies, whether a member of LHGB or not, to attend and to vote on a poll instead of him. A Proxy form is enclosed in the Explanatory Statement and Circular. It is requested that forms appointing proxies be lodged with the Company secretary at the registered office of LHGB at Level 3, Block C, Pusat Bandar Damansara 50490 Kuala Lumpur not less than forty eight (48) hours before the time appointed for the said Meeting. By the said Order, the Court has appointed En. Mohd Qari Ahmad (NRIC No. 540503-08-6553) or failing him, En Kamaruzzaman Abu Kassim (NRIC No. 640228-01-5045), to act as the Chairman of the said Meeting and has directed the said Chairman to report the results thereof to the Court. The said Scheme of Arrangement will be subject to the approval of the High Court. Messrs Kadir, Andri Aidham & Partners Solicitors for Long Huat Group Berhad LONG HUAT: EGM Set for January 13 --------------------------------- Notice is hereby given that an Extraordinary General Meeting (EGM) of Long Huat Group Berhad (LHGB) will be held at Dewan Mesyuarat, Level 1, Block K, Pusat Bandar Damansara, 50490 Kuala Lumpur, on 13 January 2004 at 9:30 A.M. for the purpose of considering and if thought fit, with or without modification, passing the following resolutions: ORDINARY RESOLUTION PROPOSED RESTRUCTURING SCHEME "THAT, subject to the passing of the Special Resolution below and approvals of all relevant authorities, including the approval-in-principle of Kuala Lumpur Stock Exchange (KLSE) for the admission of Lee Swee Kiat Group Berhad (Company No. 607583- T) (LSKG) to the Official List of the Second Board of KLSE and the listing of and quotation for its entire enlarged issued and paid-up share capital on completion of the Proposed Restructuring Scheme as set out in the Explanatory Statement cum Circular dated 22 December 2003 (the "Explanatory Statement cum Circular) and the sanction of the High Court of Malaya (Court) of the Scheme of Arrangement to be made pursuant to Sections 60, 64, 176 and 178 of the Companies Act, 1965 (Act) between the Company, the shareholders of the Company and the Scheme Creditors of the Company as set out in Appendix X of the Explanatory Statement cum Circular, the Proposed Restructuring Scheme be and is hereby approved AND THAT the Directors of the Company and each of them be and is hereby authorized and empowered to do all such acts, deed and things as they/he may consider necessary or expedient to give effect to the Proposed Restructuring Scheme including the Ordinary Resolution and the Special Resolution herein with full power of assent to any conditions, modifications, variations and/or amendments as may be required by any relevant authority or by the Court and also to do all acts and things (including dealing with any fractional shares arising) in the best interest of the Company." SPECIAL RESOLUTION PROPOSED CAPITAL REDUCTION AND CONSOLIDATION OF THE ISSUED AND PAID-UP SHARE CAPITAL OF THE COMPANY & PROPOSED REDUCTION OF THE SHARE PREMIUM ACCOUNT (PROPOSED CAPITAL RECONSTRUCTION) "THAT, subject to and in the furtherance of the passing of the Ordinary Resolution above, and subject to the approvals of all relevant authorities: (a) Pursuant to Section 64 of the Act, the total issued and paid up capital of LHGB of RM37,344,000 comprising 37,344,000 LHGB Shares be reduced to 37,344,000 ordinary shares of RM0.025 each in LHGB by canceling RM0.975 of the par value of each LHGB Share of RM1.00 each and the resultant shares of RM0.025 each shall be consolidated into Consolidated Shares of RM0.50 each on the basis of 20 such shares of RM0.025 each into 1 Consolidated Share of RM0.50 each which shall be credited as having been fully paid up, which will result in the issued and paid-up capital of LHGB being reduced from RM37,344,000 comprising 37,344,000 LHGB Shares to RM933,600 made up of 1,867,200 Consolidated Shares of RM0.50 each; and (b) Pursuant to Sections 60 and 64 of the Act, the entire amounts standing to the credit of LHGB's share premium account as at 31.12.2002 of approximately RM11,229,240 be reduced; and(c) forthwith and contingent upon the taking effect of the capital reduction and consolidation referred to in sub-paragraph (a) above and the reduction of the share premium account referred to in sub-paragraph (b) above, the credit of RM36,410,400 arising from the capital reduction referred in sub- paragraph (a) above and the credit of RM11,229,240 referred to in sub-paragraph (b) above arising from the reduction of LHGB's share premium account, be applied towards reducing the accumulated losses of LHGB of approximately RM125,497,645 as at 31.12.2001." Notes: 1. Every member is entitled to appoint a proxy or in the case of a corporation, to appoint a representative to attend and vote in his place. A proxy need not be a member of the Company. 2. The appointor must sign the proxy or his attorney duly authorized in writing or if the appointor is a corporation either under seal or under the hand of an officer or attorney duly authorized. 3. If the Proxy Form is returned without any indication as to how the proxy shall vote, the proxy will vote or abstain as he thinks fit. 4. If no name is inserted in the space provided for the name of your proxy, the Chairman of the Meeting will act as your proxy. 5. The Proxy form and the power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority must be deposited at the Share Registrars' office at Level 3 Block C, Pusat Bandar Damansara, 50490 Kuala Lumpur not less than 48 hours before the time of holding the Meeting. METROPLEX BERHAD: Releases Debt Restructuring Update ---------------------------------------------------- Metroplex Berhad refers to its earlier announcement on 21 November 2003 in relation to the Restraining Order And Proposed Debt Restructuring Of The Group. The Company advised that following the extension of the restraining order granted by the High Court of Malaya, MB is continuing to work out its debt restructuring with its creditors. An announcement would be made to the Kuala Lumpur Stock Exchange once an agreement has been reached on this. SOUTHERN PLASTIC: Issues Debt Restructuring Update -------------------------------------------------- On 27 November 2003, Kuala Lumpur City Securities Sdn Bhd (KLCity) announced that the Securities Commission (SC) had approved an extension of time until 24 December 2003 to submit an appeal in relation to the non-approval of Southern Plastic Holdings Bhd (SPHB)'s restructuring scheme. The original restructuring scheme has been revised with the objective of addressing the said scheme's deficiencies and a summary of revised structuring scheme is set out as follows: (i) Proposed Capital Reduction The proposed capital reduction and consolidation of share capital involving the cancellation of 75 sen from every existing ordinary share of RM1.00 par value and the subsequent consolidation of two (2) ordinary shares of RM0.25 par value into one (1) ordinary share of RM0.50 each (Proposed Capital Reduction). (ii) Proposed Debt Restructuring A proposed debt restructuring scheme-involving creditors of SPHB and its subsidiaries (SPHB Group) involving cash settlements, issue of irredeemable convertible unsecured loan stocks and debt waiver. (Proposed Debt Restructuring). (iii) Proposed Acquisitions (a) Proposed acquisition of the entire issued and paid-up capital of Panbuilt Sdn Bhd (Panbuilt) from Dato' Dr Abdullah bin Sepien and Azaldin bin Dato' Dr Abdullah (Vendors of Panbuilt) for a total purchase consideration of RM35 million to be satisfied by the issuance of 70,000,000 new ordinary shares of RM0.50 each in SPHB (Panbuilt Consideration Shares). (Proposed Panbuilt Acquisition) (b) Proposed acquisition of the entire issued and paid-up capital of Westform Far East Sdn Bhd (Westform) from Tan Hui Ken, Ngiow Lee Eng and Koh Tian Joo (Vendors of Westform) for a total purchase consideration of RM76 million to be satisfied by the issuance of 152,000,000 new ordinary shares of RM0.50 each in SPHB (Westform Consideration Shares). (Proposed Westform Acquisition) The Proposed Panbuilt Acquisition and the Proposed Westform Acquisition are collectively known as the "Proposed Acquisitions". (iv) Proposed Restricted & Bumiputera Issues SPHB proposes to implement a restricted issue of 30,000,000 new ordinary shares of RM0.50 each in SPHB (Proposed Restricted Issue) and a bumiputera issue of 20,000,000 new ordinary shares of RM0.50 each in SPHB (Proposed Bumiputera Issue). (v) Proposed Exemption Under The Malaysian Code Of Take-Overs And Mergers, 1998 Pursuant to the Proposed Acquisitions, the Vendors of Westform and Panbuilt will collectively hold 78.72 percent interest in SPHB (prior to the conversion of any irredeemable convertible unsecured loan stocks). In accordance with the Malaysian Code of Take-Overs and Mergers, 1998 (Code), the Vendors of Panbuilt and Westform will be required to extend a mandatory general offer to acquire all the remaining shares and irredeemable convertible unsecured loan stocks in SPHB not already owned by them. The Vendors of Panbuilt and Westform intend to apply to the SC for an exemption from having to undertake a mandatory general offer for the remaining ordinary shares and irredeemable convertible unsecured loan stocks in SPHB not already owned by them. (Proposed Exemption). (vi) Proposed Increase In Authorized Share Capital The authorized share capital of SPHB is to be increased from RM25,000,000 comprising 25,000,000 shares of RM1.00 each to RM500,000,000 comprising 1,000,000,000 shares of RM0.50 each (Proposed Increase). WEMBLEY INDUSTRIES: Extends Investigative Audit to June 22 ---------------------------------------------------------- Reference is made to the announcements dated 22 October 2003 whereby Alliance Merchant Bank Berhad (Alliance), on behalf of Wembley Industries Holdings Berhad (WIHB), announced that the Securities Commission (SC) had granted its approval for an extension of time up to 22 December 2003 for Messrs. Horwath to complete the investigative audit of WIHB. Alliance, on behalf of WIHB, announced that the Company had sought for an extension of time from the SC until 22 June 2004 for Messrs. Horwath to complete the investigative audit of WIHB. The application for the extension of time is currently pending the approval of the SC. Hereinafter collectively referred to as Proposals are: I. Proposed Capital Reduction and Consolidation; II. Proposed Debt Restructuring; and III. Proposed Rights Issue ===================== P H I L I P P I N E S ===================== MANILA ELECTRIC: Rates Hike Hearing Resumes January 5 ----------------------------------------------------- The Energy Regulatory Commission (ERC) will resume on January 5, 2004 public hearings on the provisional authority (PA) granted to the Manila Electric Co. (Meralco) for a 12-centavo power rate increase, according to the Philippine Star. This was the decision of the ERC after Meralco asked for an extension of time to come up with pertinent documents to support its rate petition. Meralco filed with the ERC on October 10 a petition to adjust its dates by an average of 13.6 centavos per kilowatt hour, to update its tariffs to more recent cost levels. Citing the utility's urgent need for rate relief, the ERC last November 27 allowed Meralco to provisionally adjust its rates by 12 centavos per kWh starting January 2004. MUSIC CORPORATION: Clarifies Debt Payment Report ------------------------------------------------ Music Corporation clarifies the news article entitled "Music to pay US1.2 million to U.S. creditor next year" published in the December 22, 2003 issue of the Business World (Internet Edition). The article reported that "Music Semiconductors Corporation, formerly Music Corporation, will pay its remaining US$1.2 million debt to its U.S. creditors by the second quarter of 2004, allowing the chip firm to finally put behind the bankruptcy of its American unit. Michael Burton, President and Vice Executive, said of the US$1.2 billion, "The Company expects to settle about US$750,000 next month, further trimming the debt of Florida-based Music Semiconductor, Inc. (MSI). 'Of the remaining US$500,000 the Company will set aside US$400,000 of its cash in the first quarter, and expects the remainder to be paid out shortly thereafter." In an interview with Business World, Music Chairman Jimmy S. Soo said the Company has been 'cash-flow positive for the last seven quarters, thus it is likely the U.S. unit's debts will be erased by June." For a copy of Music Corporation's reply to the Philippine Stock Exchange regarding the aforementioned matter, please visit http://www.pse.org.ph/html/disclosure/pdf/dc2003_4087_MUSX.pdf NATIONAL STEEL: GIHL Taps UK Firm to Draw up Rehabilitation Plan ---------------------------------------------------------------- Global Infrastructure Holdings Ltd. (GIHL) has appointed McLellan and Partners Ltd. of the United Kingdom to help draw up the rehabilitation plan for National Steel Corporation (NSC), the Philippine Star reported on Tuesday. GIHL has committed to spend US$15 million on NSC in the first year and another US$10 million in the second year. Based on GIHL's rehabilitation plan, there would be four phases as follows: Phase 1 of the rehab plan would involve the tinplate line, which will be operated with imported temper roiled material. Phase 2 would involve the rehabilitation of the secondary cold roiled processing units and the four-stand cold mill, which would be commissioned and brought on-stream. Phase 3 would involve the commissioning and start up of the pickle line No. 2 and five-stand cold mill. Phase 4 would involve the start up of the hot strip mill. GIHL's decision to hire McLellan as consultant and technical advisor is based on McLellan's extensive experience in the rehabilitation, enhancement and expansion of steel production and plants. GIHL is just awaiting final approval by the creditor banks' individual boards of its offer to lease with option to purchase NSC. NSC liquidator Danilo Concepcion had earlier said that the NSC Management Committee had "accepted" GIHL's offer, but that each of the creditor banks' individual boards would still have to approve the offer. ================= S I N G A P O R E ================= ASPAC FREIGHT: Issues First & Final Dividend -------------------------------------------- Aspac Freight Services Pte Ltd. issued a first and final dividend notice as follows: Address of Registered Office: Formerly of 95 South Bridge Road #10-23 Pidemco Centre Singapore 058717. Court: Supreme Court, Singapore. Number of Matter: Companies Winding Up No. 250 of 1992. Amount Percentum: 2.34 percent. First and Final or otherwise: First & Final Dividend. When Payable: 10th December 2003. Where Payable: The Official Receiver The URA Centre (East Wing) 45 Maxwell Road #06-11 Singapore 069118. TOH HWEE LIAN Assistant Official Receiver. GABERON PTE: Releases December 9 AGM Results -------------------------------------------- At a General Meeting of Gaberon Pte Ltd duly convened and held at 43 Rue du Rhone, 1204 Geneve, Switzerland on 8 December 2003, the following resolutions set out below were duly passed: SPECIAL RESOLUTIONS: (a) ``That the Company be wound up voluntarily pursuant to Section 290 (1) (b) of the Companies Act, Cap. 50, and that Messrs Steven Tan Chee Chuan and Douglas Tan Kay Yeow of 138 Cecil Street, #15-00 Cecil Court, Singapore 069538, be and are hereby appointed joint and several Liquidators for the purpose of such winding-up. (b) That the Liquidators be and are hereby authorized (when and as soon as the debts and liabilities of the Company have been paid and satisfied or duly provided for) to distribute the assets in specie or kind among the contributories of the Company in accordance with their respective rights and interests. (c) That the Liquidators of the Company be and are hereby authorized to exercise any of the powers given by Section 272 (1) (b), (c), (d) and (e), of the Singapore Companies Act, Cap. 50.'' ORDINARY RESOLUTION: ``That the Liquidators, Messrs Steven Tan Chee Chuan and Douglas Tan Kay Yeow, be remunerated for the work of winding-up the Company on their normal scale of fees and that the Liquidators be indemnified by the Company against all costs, charges, losses, expenses and liabilities incurred or sustained by them in execution and discharge of their duties in relation thereto.'' SUNIER JEAN Director. GLOBAL SILVERHAWK: Releases Notice to Creditors ----------------------------------------------- The creditors of Global Silverhawk (Singapore) Pte Ltd (In Members' Voluntary Liquidation), which is being wound up voluntarily, are required on or before the 19th day of January 2004 to send in their names and addresses, with particulars of their debts or claims and the names and addresses of their solicitors (if any) to the undersigned, the Liquidator of the said Company, and, if so required by notice in writing by the said Liquidator, are by their solicitors, or personally, to come in and prove their said debts or claims at such time and place as shall be specified in such notice, or in default thereof they will be excluded from the benefit of any distribution made before such debts are proved. WILLIAM HARRY CAIN Liquidator. c/o 54 Pandan Road Singapore 609292. METROCOM SYSTEMS: Creditors Must Submit Claims by January 23 ------------------------------------------------------------ Notice is hereby given that the creditors of Metrocom Systems Pte Ltd (In Members' Voluntary Liquidation), which is being voluntarily wound up, are required, on or before the 23rd day of January 2004 to send in their names and addresses, with particulars of their debts and claims, and the names and addresses of their solicitors (if any) to the undersigned, the liquidator of the said Company; and, if so required by notice in writing by the said liquidator, are, personally or by their solicitors, 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. TEH KWANG HWEE Liquidator. c/o TAN & TEH 2 Mistri Road #12-01 HMC Building Singapore 079624. STEENSTED PRIVATE: Issues Debt Claim Notice to Creditors -------------------------------------------------------- The creditors of Steensted Private Limited (In Members' Voluntary Liquidation), which is being wound up voluntarily, are required on or before 19th January 2004 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 Liquidators at 1 Scotts Road, #21-07/08/09 Shaw Centre, Singapore 228208 and, if so required by notice in writing from the Liquidators are, by their solicitors or personally, to come in and prove their debts or claims at such time and place as shall be specified in such notice, or in default thereof they will be excluded from the benefit of any distribution made before such debts are proved. MDM CHIA LAY BENG MDM GOH WEI LING Liquidators. STEENSTED PRIVATE: Unveils December 19 AGM Resolutions ------------------------------------------------------ At an Extraordinary General Meeting (AGM) of the members of Steensted Private Limited duly convened and held at 200 Jalan Sultan, #13-08 Textile Centre, Singapore 199018 on 19th December 2003, the following Special Resolutions were duly passed: 1. That the Company be wound up voluntarily pursuant to Section 290 (1) (b) of the Companies Act, Cap. 50 and that Mdm Chia Lay Beng and Mdm Goh Wei Ling, both of 1 Scotts Road, #21-07/08/09 Shaw Centre, Singapore 228208, be and are hereby-appointed Liquidators for the purpose of such winding up. 2. That the Liquidators be indemnified by the Company against all costs, charges, losses, expenses and liabilities incurred or sustained by them in the execution and discharge of their duties in relation thereto. NG ENG SOON Chairman. WEE POH: Clarifies Financial Results ------------------------------------ The Board of Directors of Wee Poh Holdings Limited refers to the article and will make the following clarifications: 1. The Article reported that, "For the financial year to June 2003, it made a net profit of $391,000, a big swing from a staggering loss of $29 million in 2002". The Company announced its audited results for the financial year ended 30 June 2003 on 2 December 2003. In the said announcement, it was stated that the Group suffered a loss after tax and minority interests of approximately S$1.9 million. 2. The Article reported that, "It has set up an educational Company with a capital of $200,000, which may be increased to $1 million later. The business is expected to start contributing in FY2004 or FY2005." The Company is in the process of setting up a wholly owned subsidiary as the vehicle for its plans to venture into the education business in China. Whilst the Company has not entered into any contracts, agreements or tie-ups in relation to the education business, it is exploring the feasibility of such contracts, agreements, or tie-ups in China. The Company hopes that this new business for the Group can commence by the last quarter of 2004. More information relating to any new businesses undertaken by the Group will be announced as and when appropriate. =============== T H A I L A N D =============== DATAMAT PCL: Board OKs Additional Investment in Subsidiaries ------------------------------------------------------------ Subject: Resolutions of the Board of Directors To: The President, Stock Exchange of Thailand Kindly be informed that the Board of Directors' Meeting held on December 22, 2003 resolved: (1) To approve the Company's investments in its subsidiaries as follows: (a) Approved the purchase of additional 3,500 shares of Image Technology Co., Ltd. at Baht 150 per share by auction of shares seized from Mr. Derek Lee Hok Seng. The Company total holding in Image Technology Co., Ltd. becomes 9,994 shares or 99.94%. Image Technology Co., Ltd. registered capital is Baht 10 million, divided into 10,000 shares of par Baht 1,000 each; (b) Approved the purchase of new issued 720,000 shares of Definitely Corporation Ltd. at Baht 10 per share by converting debt into equity. The Company total holding in Definitely Corporation Ltd. will become 1,020,000 shares or 60%. Definitely Corporation Ltd. registered capital is Baht 17 million, divided into 1.7 million shares of par Baht 10 each; (c) Approved the purchase of new issued 2,700,000 shares of Datamat DBA Co., Ltd. at Baht 10 per share by converting debt into equity. The Company total holding in Datamat DBA Co., Ltd. will become 3,006,000 shares or 51%. Datamat DBA Co., Ltd. registered capital is Baht 60 million, divided into 6 million shares of par Baht 10 each; (d) Approved the purchase of 1,000,000 shares of Datamat Education Co., Ltd. at Baht 10 per share by buying back from Third Wave Co., Ltd. The Company total holding in Datamat Education Co., Ltd. will become 2,499,993 shares or 99.9%. Datamat Education Co., Ltd. registered capital is Baht 25 million, divided into 2.5 million shares of par Baht 10 each; (e) Approved the purchase of 100,000 shares of Zeus Equity Sdn. Bhd. in Malaysia at RM 0.02 per share by buying from PNP Corporate Service Sdn. Bhd. The Company total holding in Zeus Equity Sdn. Bhd. will become 100,000 shares or 100%. Zeus Equity Sdn. Bhd. registered capital is RM 100,000, divided into 100,000 shares of par RM 1.00 each. (2) To approve the Company's loans to: (a) Aspara (Thailand) Limited: in the total amount of Baht 9 million through 6 monthly equal draw-downs of Baht 1.5 million each for the development of computer software. In consideration thereof, the Company will be appointed as a distributor of the computer software of Aspara (Thailand) Limited. (b) Corporate Vision Asia Limited: in the total amount of Baht 2 million for the development of computer software. In consideration thereof, the Company will be appointed as a distributor of the computer software of Corporate Vision Asia Limited. (3) To approve the resignation of Mr. Manoo Ordeedolchest, Director, who has assumed the position of the President of the Software Industry Promotion Agency. For your information. Sincerely yours, Kusol Sangkananta Director and Secretary to the Board EASTERN WIRE: Posts Update on Business Reorganization ----------------------------------------------------- Subject: Report of the Progress of Business Reorganization Plan of Eastern Wire Public Company Limited To: The Manager and Director, Stock Exchange of Thailand We refer to the business reorganization plan of Eastern Wire Public Company Limited approved by the Central Bankruptcy Court. Phiraphan Phalusuk, appointed plan administrator on June 21, 2001, would like to inform the progress of business reorganization plan for the tenth period: (1) The mortgaged machine is now in the process of being released; (2) Cimic Finance and Securities Company Limited, the remaining creditor, has not yet received payment because of liquidation. Please be informed accordingly. Yours Sincerely, Phiraphan Phalasuk Plan Administrator RATTANA REAL: Auditor Withdraws 'Going Concern' Opinion ------------------------------------------------------- Subject: Unable to express an opinion To: The President, Stock Exchange of Thailand The Company would like to clarify that the auditor was unable to express an opinion on the reviewed financial statements of Rattana Real Estate Public Company limited for 3rd quarter of 2003 because of the uncertainty regarding the going concern of the Company. The Company has consistently suffered operating losses and has a significant capital deficit. Please be informed accordingly. Yours faithfully, Mr. Vitavas Vibhagool Managing Director ***** The Stock Exchange of Thailand classifies Rattana Real Estate Public Company Limited among "Companies under Rehabilitation." * Large Companies with Insolvent Balance Sheets ----------------------------------------------- Total Shareholders Total Equity Assets Company Ticker ($MM) ($MM) ------- ------ ------------ ------- CHINA & HONG KONG ----------------- Guangdong Sunrise Holdings Co., Ltd. 000030 (184.24) 23.04 Jinan Qingui Motorcycle Co., Ltd. 600698 (193.08) 113.96 Shenzhen China Bicycles Co., Ltd. 000017 (239.91) 60.39 Shenzhen Great Ocean Shipping Co., Ltd. 200057 (10.87) 11.27 Shenzhen Petrochemical Industry Group Co., Ltd. 000013 (243.36) 89.48 INDONESIA --------- PT Lippo Securities Tbk LPPS (3.62) 14.26 Smart Tbk SMAR (37.38) 398.89 MALAYSIA -------- CSM Corporation Bhd CSMB (8.92) 45.11 Faber Group Bhd FBMS (7.16) 504.98 Kemayan Corp Bhd KOPS (289.67) 114.38 Panglobal Bhd PGL0 (41.07) 187.79 Promet Bhd PMPT (174.45) 50.49 Saship Holdings SASH (168.68) 136.30 Sri Hartamas Bhd SRIH (118.91) 99.76 Tongkah Holdings Bhd TKHS (78.01) 112.62 Uniphoenix Corporation Bhd UNI (145.25) 33.34 PHILIPPINES ----------- Pilipino Telephone Co PNOTF (356.17) 122.97 SINGAPORE --------- Pacific Century Regional Developments Ltd PCEN (931.65) 7369.85 THAILAND -------- Datamat PCL DTM (9.53) 13.66 National Fertilizer PCL NFC (30.82) 297.40 Siam Agro-Industry Pineapple And Others PCL SAIC (13.88) 14.02 Thai Nam Plastic PCL TNPC (2.00) 24.33 Tuntex (Thailand) PCL TUN (26.82) 381.43 Each Friday edition of the Troubled Company Reporter - Asia Pacific contains a list of companies with insolvent balance sheets based on the latest publicly available balance sheet available to our editors at the time of publication. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. ********* 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., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland USA. Lyndsey Resnick, Mavy Nineza-Merlin, Ma. Cristina Pernites-Lao, Editors. Copyright 2003. All rights reserved. ISSN: 1520-9482. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR -- Asia Pacific subscription rate is $575 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***