Symbol: TPI
Headline: The Vote of Creditors
Time: 20 Sep 2004 09:02:30
September 17, 2004
The President
Stock Exchange of Thailand
Dear Sir,
No. PAO.PK. 109 / 2004 Re: The Vote of Creditors concerning the amended Business
Reorganization Plan of Thai Petrochemical Industry PCL.
Regarding the amended Business Reorganization Plan of Thai Petrochemical Industry
PCL. (TPI), please be informed that the Committee of Creditors has scheduled the vote of the
Participating Scheme Creditors on September 27, 2004. In addition, the Official Receiver
will convene the meeting for the vote of all creditors on October 12, 2004.
The debt and capital restructuring framework of the amended Plan for either vote is
provided in the attachment.
Yours sincerely,
(Suwit Nivartvong)
The Plan Administrator for
The Thai Petrochemical Industry Pcl.
(Translation)
Summary of the Amendment to Business Plan
of Thai Petrochemical Industry Public Company Limited
The amendment to business reorganization of plan ("Plan") of Thai Petrochemical Industry Public
Company Limited ("TPI") with the framework as agreed by the Plan Administrator and the Committee
of Creditors ("CoC") can be summarized as follows:
Summary of Debt Restructuring Framework
Approximately US$2,700MM of total debt principal is restructured as follows:
o Tranche A: Equivalent amount of US$500MM is to be repaid in 5 years at interest
rate MLR-1% for THB debt, LIBOR+1% for USD and YEN debt, and EURIBOR+1%
for EURO debt.
o Tranche B: Equivalent amount of US$850MM is to be repaid in 10 years at interest
rate MLR for debt in THB, LIBOR+2% for USD and YEN debt, and EURIBOR+2%
for EURO debt. First repayment is to be made after Tranche A debt described
above is fully repaid.
o Tranche C: Equivalent amount of US$150MM is to be serviced at interest rate 1% in
the first year, 2% in the second year, 3% in the third year and 4% in the fourth year
and thereafter. The principal is to be repaid by bullet payment in year 10
o Trache D: Equivalent amount of US$300MM is to be serviced at interest rate 1% in
the first year, 2% in the second year, 3% in the third year and 4% in the fourth year
and thereafter. The principal is to be repaid by bullet payment in year 12.
o Special Payment Scheme Debt (SPSD): Equivalent amount of US$900MM is to be
repaid and discharged by the sale proceeds of the Equity under the Plan and TPI
Polene shares (see details in the Capital Restructuring summary)
Approximately US$250MM accrued interest is to be written off.
Summary of Capital Restructuring Framework
Reduction of TPI's paid-up capital by 90% via par reduction from THB10 per share to THB1 per
share. The reduced capital is to be used to reduce TPI's retained loss. After the capital
reduction, TPI's original paid-up capital of approximately THB78,489.11MM will be reduced to
approximately THB7,848.91MM while the number of shares of 7,848.91 MM shares remains
unchanged.
Increase TPI's capital to accommodate the sale to the strategic investor. As a result, TPI's
original shareholder's stake will be reduced to 10% of the total capital.
Increase capital to accommodate for ESOP amounting to approximately 5% of total capital.
The Ministry of Finance shall have an absolute right to procure strategic investor and to sell TPI
Polene shares. The strategic investor shall be a Thai juristic person in form of an investment
fund or a juristic person possessing expertise in petrochemical or petroleum business or the
Ministry of Finance. The strategic investor may be one or more juristic person.
Summary of the outcome from the debt and capital restructuring framework
Reduction of TPI's principal debt and accrued interest from approximately US$2,950MM to
approximately US$1,800MM post-restructuring.
Elimination of TPI's retained loss will enable any future dividend payments to TPI's shareholders
after prepayment or forgiven of debt in aggregate amount of not less than US$300MM