/raid1/www/Hosts/bankrupt/TCRAP_Public/010625.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
Monday, June 25, 2001, Vol. 4, No. 123
Headlines
A U S T R A L I A
ALPHA HEALTHCARE: Ramsay Changes Substantial Holding
ALPHA HEALTHCARE: Ramsay Extends Offer To July 6
ANACONDA NICKEL: Court Denies Creditor Document Access
CABLE & WIRELESS: SingTel S-Holders OK Takeover Offer
HARRIS SCARFE: $85M Due To Suppliers, Service Providers
HIH INSURANCE: Variety Of Company Artworks Sold At Auction
ISIS COMMUNICATIONS: Posts Notice Of Director's Interests
RUSKIN INDUSTRIES: Suspended From Quotation
RUSKIN INDUSTRIES: Appoints Voluntary Administrators
C H I N A & H O N G K O N G
B+B CONSTRUCTION: Total Debts Stand At $2.4B, PwC Says
CLIMAX INT'L: Petition To Wind-Up First Century Withdrawn
FUNDSING INDUSTRIAL: Winding Up Petition Hearing Set
GUANGNAN (HOLDINGS): Low Sale Price Of Supermarket Unit Expected
MANSION TIME: Winding Up Petition Slated
PITT TANG: Petition To Wind Up Scheduled
SEAPOWER RESOURCES: U.S. Firm Offers To Buy Assets
SINO-I.COM: Trading Suspended
I N D O N E S I A
HOLDIKO PERKASA: Due Rp400B Repayment From Indosiar's Deal
TRI POLYTA: Suffers Rp1.74 Trillion Accumulated Loss
J A P A N
SEAGAIA: Gov't Says Rehab Plan Did Not Include Loans
K O R E A
DAEWOO MOTOR: GM's Buyout Talks Resume
HYNIX SEMICON: KorAm Buys CBs Worth W34.7B
HYUNDAI ASAN: KNTO To Inject W50-B In Mt Kumgang Venture
KOREA ELECTRIC: Stake In Powercomm Up For Sale
POHANG IRON: Plans To Cover Debts Of Venezuelan Unit
M A L A Y S I A
AMSTEEL CORP: Inkss Sale/Purchase With SCB Developments
LANDMARKS BERHAD: Disposes Of Interest In Mayne Nickless
MALAYSIAN GENERAL: AAB, GDSB Extend `Put Option' Period
TAI WAH: Seeks Deadline Extension For Regularization
TECHNOLOGY RESOURCES: Mandatory SC Conditions Accepted
YCS CORP: Requests Six Month Extension For Workout Scheme
P H I L I P P I N E S
CAPWIRE TELECOMS: Seeking More Time For Debt Repayment
NATIONAL POWER: Hopes To Raise $400M Through Foreign Loan
S I N G A P O R E
ADVANCE AGRO: S&P Lowers Rating To `SD' From `CCC'
ASIA PULP: Selling Assets In China, Indonesia
BRIERLEY INVESTMENTS: Longleaf Changes Substantial Holding
FLEXTECH HOLDINGS: Sells Stake In Task Tech
MEDIARING.COM: Enters SPA With Jason Communication
T H A I L A N D
DATAMAT PUBLIC: Closing Of Share Register Set For July 3
DUSIT ROYAL: Revenue Department To Seize Assets
EMC PUBLIC: Closing Of Share Register Postponed To July 2
NAKORNTHAI STRIP: Creditors OK Reorg Plan
NATIONAL FERTILIZER: Board OKs Loan Deal With PAT
- - - - - - - -
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A U S T R A L I A
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ALPHA HEALTHCARE: Ramsay Changes Substantial Holding
----------------------------------------------------
Ramsay Centauri Pty Limited increased its relevant interest in
Alpha Healthcare Limited on 21 June 2001, from 38,411,747
ordinary shares (85.15 percent) to 38,984,685 ordinary shares
(86.4 percent).
ALPHA HEALTHCARE: Ramsay Extends Offer To July 6
------------------------------------------------
The following is the letter dated 22 June from Ramsay Health
Care Chairman P Ramsay, addressed to the shareholders of Alpha
Healthcare Limited:
"Ramsay is now entitled to more than 85 percent of Alpha
Healthcare Limited's issued shares. It intends to compulsorily
acquire the remaining Alpha shares once it becomes entitled to
do so, which will occur at 90 percent.
"If you wait for compulsory acquisition it may take six weeks or
longer to get your cash. If you accept Ramsay's offer of 40
cents per Alpha share now you'll receive your cash in five days.
"You should be aware that Ramsay's offer for your Alpha shares
is final and there will be no increase in the price.
"If you do not accept Ramsay's offer there is a risk there will
be a very limited market for your Alpha shares. Furthermore,
Ramsay will seek to delist Alpha shares from the Australian
Stock Exchange," Ramsay said.
Unanimous Recommendation To Accept Offer
Ramsay continued, "The Alpha Board of Directors has unanimously
recommended that shareholders accept Ramsay's offer as they
recognized the risks inherent in remaining an Alpha shareholder
after the offer closes."
Extension Of Offer Period
Ramsay Health Care Friday extended its 40 cents per share offer
for your Alpha Healthcare shares. The offer is due to close at
7.00 pm (Sydney time) on July 6, 2001.
"By accepting Ramsay's offer now, you will receive cash for your
Alpha shares without incurring any stamp duty or brokerage
fees," Ramsay said.
ANACONDA NICKEL: Court Denies Creditor Document Access
------------------------------------------------------
Central Exchange Limited lodged a notice of appeal with the
Supreme Court on 15 June 2001 against Justice Parker's decision
of 25 May 2001.
Justice Parker had denied the Company's application to access
information and documents from Anaconda Nickel Limited in
relation to Anaconda's compliance with their obligations to pay
the Company $18,216,888 (as indexed 1) under a settlement deed
dated 17 September 1996.
The Company's lawyers, Solomon Brothers, has advised the Board
that the appeal is likely to be heard by the Supreme Court in
the next 3 to 6 months.
The Board noted this action does not in any way affect the
Company's ultimate entitlement to seek payment from Anaconda
under the settlement deed. The current action relate purely to
the Company seeking access to information and documents from
Anaconda in relation to Anaconda's compliance with their
obligations under the settlement deed.
Central Exchange will inform shareholders of any developments in
the matter, said Company Secretary Victor Ho.
CABLE & WIRELESS: SingTel S-Holders OK Takeover Offer
-----------------------------------------------------
SingTel Australia gave notice under section 630(4) of the
Corporations Law that the condition set out in subparagraph
9.12(a)(vii) of SingTel Australia's offers dated 23 May 2001
made in its takeover bid for ordinary shares in Cable & Wireless
Optus Limited has now been fulfilled.
The offers are now free from that condition.
The condition relates to Singapore Telecommunications Limited
(SingTel) shareholder approval for the purpose of, and
compliance with, all procedures required under section 76 of the
Singapore Companies Act. Shareholder approval was given on 29
May 2001 and the 21-day opposition period has now expired
without any opposition application being made.
HARRIS SCARFE: $85M Due To Suppliers, Service Providers
-------------------------------------------------------
According to documents filed with the Australian Securities and
Investments Commission, failed discount retailer Harris Scarfe
owes as much as $85 million to creditor suppliers and various
service providers, The Age reported Thursday.
The official list of creditors includes weaving mills, security
providers and printing firms, and luggage suppliers. The biggest
trade creditors include international cosmetics brands, power
tool manufacturers, clothing and housewares companies.
The report also says that Joint Receiver Bruce Carter of Ferrier
Hodgson is close to the completion of the sale of the retail
chain, with price offers of over $100 million.
Among the retailer's trade creditors are adidas, Reebok, Fila
Sport Oceania, New Balance, Breakaway Sportswear, Geelong
Football Club; while service providers include
PricewaterhouseCoopers, PMP Print, law firm Clayton Utz,
property consultants Colliers Jardine, Westfield shopping
centers and Lend Lease.
HIH INSURANCE: Variety Of Company Artworks Sold At Auction
----------------------------------------------------------
Four hundred artworks, including investment paintings, etchings
and lithographs, all belonging to HIH Insurance were auctioned
off Wednesday night, and generated a sum of $250,000, ABC News
Online reported Thursday.
The artworks, the report says, were taken from the HIH officers
in Adelaide, Perth, Hobart and Melbourne. Some more auctions
have been set for next week in Sydney and Canberra.
ISIS COMMUNICATIONS: Posts Notice Of Director's Interests
---------------------------------------------------------
Isis Communications Limited released the following notice of
Director Alan John Humphris' interest in the company, in
compliance with Section 205G of the Corporations Law.
Name of Director Alan John Humphris
Name of Company Isis Communications Limited
Date of Last
Notification to ASX 28 August 2000
Date Director's
Interest Changed 01 June 2001
The abovementioned director has a relevant interest in the
following securities of the company or related bodies corporate:
Type of security: (1) Ordinary Shares
(2) Options
Number of securities: (1) 1,103,933 shares
(2) 1,793,067 options
Purchase of 10,000 ordinary shares on market 01 June 2001 in
which Humphris holds a relevant interest.
RUSKIN INDUSTRIES: Suspended From Quotation
-------------------------------------------
The securities of Ruskin Industries Limited is suspended from
official quotation immediately, at the request of the Company,
following the appointment of Messrs Colin Nicol and Stephen
Hawke of KPMG Corporate Recovery as Voluntary Administrators of
the Company.
Security Code: RUS
RUSKIN INDUSTRIES: Appoints Voluntary Administrators
----------------------------------------------------
KPMG Corporate Recovery partners, Colin Nicol and Stephen Hawke
were appointed Thursday morning as Voluntary Administrators of
listed plastic manufacturer, Ruskin Industries Limited.
The ASX was asked to suspend trading in Ruskin
Industries Ltd shares yesterday.
"We are currently carrying out an assessment of the business and
its position," Colin Nicol said Thursday. "There has been strong
interest from several large corporates in the sale of Ruskin
and, we are likely to pursue a sale of Ruskin businesses as a
going concern."
Ruskin has factories in Tullamarine, Victoria and Lismore, New
South Wales.
================================
C H I N A & H O N G K O N G
================================
B+B CONSTRUCTION: Total Debts Stand At $2.4B, PwC Says
-------------------------------------------------------
According to PricewaterhouseCoopers (PwC), in its report at the
creditors meeting Thursday, the total liabilities of B+B
Construction has reached $2.4 billion, as opposed to its assets
of $21.58 million, Hong Kong IMail reported Friday.
The PwC report also revealed the company sold off construction
equipment to its associate company Kin Ching Equipment Rental
for $260 million. The sale was made sometime between July and
August 1998.
Joint and several provisional liquidators Joanne Oswin and Yan
Blauuw of PwC will likely be appointed as liquidators for the
construction firm, which collapsed earlier this year.
PwC was appointed by the High Court of Hong Kong as provisional
liquidators of the company in February, after Kin Ching China
filed a winding up petition against the company. Kin Ching China
is a unit of Germany's Bilfinger & Berger, B+B mother holding
company in Germany.
CLIMAX INT'L: Petition To Wind-Up First Century Withdrawn
---------------------------------------------------------
Climax International Company Limited said the petition to wind
up First Century, the controlling shareholder of the Company,
was withdrawn by an order of the High Court of Hong Kong dated
18 June 2001.
There was a previous announcement 2 May 2001, made by Climax
International Company Limited regarding the petition presented
by one of the shareholders of First Century Holdings Limited to
the High Court of Hong Kong for the winding up of First Century.
First Century is the controlling shareholder of the Company
holding approximately 56.77 percent of the Company's issued
share capital.
FUNDSING INDUSTRIAL: Winding Up Petition Hearing Set
----------------------------------------------------
The petition to wind up Fundsing Industrial Limited is set for
hearing before the High Court of Hong Kong July 11, 2001 at
10:00 am. The petition was filed with the court May 16, 2001 by
Sin Hua Bank Limited, Hong Kong Branch whose principal place of
business is 2A Des Voeux Road, Central, Hong Kong.
GUANGNAN (HOLDINGS): Low Sale Price Of Supermarket Unit Expected
----------------------------------------------------------------
The sale price of Guangnan (Holdings) Limited's insolvent
supermarket unit, Guangnan (KK), is expected to be low, The
Asian Wall Street Journal reported Friday, citing a source close
to the company.
Guangnan (Holdings) said it would wind up the supermarket unit,
which it holds 70 percent stake, while undertaking talks with
eight interested buyers regarding the sell off.
Assets of the retail chain include furniture, leasehold
improvement, office equipment, motor vehicles, and inventories
valued at HK$124.5 million as of April 30.
The asset liquidation is scheduled for completion within two
weeks.
MANSION TIME: Winding Up Petition Slated
----------------------------------------
The petition to wind up Mansion Time Development Limited is
scheduled to be heard before the High Court of Hong Kong July
25, 2001 at 9:30 am. The petition was filed with the court May
24, 2001 by Guanzhou Finance Company Limited, whose registered
office is at 17th Floor, Yue Xiu Building, 160-174 Lockhart Road,
Wanchai, Hong Kong.
PITT TANG: Petition To Wind Up Scheduled
----------------------------------------
The petition to wind up Pitt Tang Shipping Company Limited is
scheduled to be heard before the High Court of Hong Kong July 4,
2001 at 9:30 am. The petition was filed with the court May 11,
2001 by Delmas Hong Kong Limited, whose registered office is at
27th, Tung Wai Commercial Building, 109-111 Gloucester Road,
Wanchai, Hong Kong.
SEAPOWER RESOURCES: U.S. Firm Offers To Buy Assets
--------------------------------------------------
The Boards of I-China Holdings Limited and Seapower Resources
International Limited (SRI) announce that:
* in early June, SRI received an offer from a company in the
United States of America to acquire the three properties in
which the SRI Group operates its warehousing and cold storage
business. SRI is presently in the course of finalizing the terms
and conditions of the proposed transaction. SRI has also
received an indication of interest from another foreign investor
in respect of the three properties and is expected to receive an
offer shortly.
* it is expected that if the disposal in respect to the three
properties are to proceed, arrangements, such as leased-back
arrangement, will be made for the continuous operation of the
warehousing and cold storage business currently carried on by
SRI at the three properties;
* Notices were received by SRI 11 June 2001;
* the receipt of the Notices have not affected the warehousing
and cold storage businesses of Yiu Fung Cold Storage and
Seapower Resources Cold Storage which continue to operate as
usual, as before the receipt of the Notices and the current
discussions with the potential purchaser which is still on-
going.
Trading of the shares of I-China and SRI on the Stock Exchange
have been suspended since 10:00 a.m., Wednesday 20 June 2001,
pending the publication of this announcement by the two
companies. An application has been made by the companies for
resumption of trading in the shares of I-China and SRI,
effective 10:00 a.m. Friday, 22 June 2001.
In the meantime, shareholders and the investing public should
exercise extreme caution in dealing in the shares of I-China and
SRI.
In early June, SRI received an offer from a company in the
United States of America, an independent third party not
connected with SRI, the directors, chief executives and
substantial shareholders of SRI or its subsidiaries or their
respective associates, to acquire the three properties at which
the cold storage warehouses of the SRI Group are located and SRI
is presently in the course of finalizing the terms and
conditions of the proposed transaction.
The SRI Directors wish to state that the receipt of the Notice
on 11 June 2001 has not affected such discussion. As part of the
terms of the proposed transaction, arrangements, such as leased-
back arrangement will be made for the continuous operation of
the warehousing and cold storage business by SRI at the
properties as part of the ongoing discussions with the potential
purchaser.
Given that the receivers have only issued the Notices and have
not indicated any intention of any other further action and
discussions are on-going with potential purchaser, the SRI
Directors are of the view that the discussions is very likely to
complete before any further action that may be taken by the
receivers.
The transaction, if it proceeds will constitute a notifiable
transaction for SRI and SRI will comply with the disclosure
and/or approval requirements of the Listing Rules in the event
the transaction with the potential purchaser materialized.
In addition, SRI also received an indication of interest from
another foreign investor in respect to the three properties and
is expected to receive an offer shortly. The second investor is
an independent third party not connected with SRI, the
directors, chief executives or substantial shareholders of SRI
and its subsidiaries or their respective associates.
It is expected that arrangements will also be made for the
continuous operation of the warehousing and cold storage
business by SRI at the three properties should the transaction
materialize.
The Boards confirmed that the warehousing and cold storage
businesses of Yiu Fung Cold Storage and Seapower Resources Cold
Storage are currently being operated by SRI Group in the
ordinary course of business and confirmed that Notices have been
received by SRI on 11 June 2001.
The Properties have been mortgaged to a banking syndicate
pursuant to two legal charges both dated 17 December 1998
("Legal Charges") to secure Facilities for the amount of up to
HK$480 million. The amount outstanding under the Facilities as
at 31 May 2001 was approximately HK$475 million.
The receivers were appointed pursuant to the provisions in the
Legal Charges as a result of the failure of the SRI Group to
make the repayment in accordance with the schedule and the SRI
Group was served with a demand letter dated 10 October 2000.
Save and except the issue of the Notices, no further action has
been taken by the receivers in respect of the Properties, which
are currently still being possessed by the SRI Group for its
warehousing and cold storage businesses.
Further announcement will be made in the event of any further
developments in this matter. Apart from issuing the Notices and
requesting for certain information regarding the Properties,
including the area of the Properties and the insurance coverage
for the Properties, the receivers have not given indication of
the extent of their power.
The Boards would like to reiterate that in spite of the receipt
of the Notices, the operation and business of the warehousing
and cold storage business of SRI continue to operate as usual by
the SRI Group, including the operation and management of Yiu
Fung Cold Storage and Seapower Resources Cold Storage.
The SRI Group currently operates three cold storage warehouses
and the business of all three cold storage warehouses continued
to operate in the ordinary course of business by the SRI Group
as before the receipt of the Notices.
The operation of the cold storage warehouse business at the
three properties contribute to a material part of the revenue of
the SRI Group.
In view of the foregoing, the SRI Directors are of the view that
the operation and business and financial position of SRI will
not be materially adversely affected by the issue of the
Notices.
I-China is currently interested in approximately 27.54 per cent
of the issued share capital of SRI and SRI is an associated
company of I-China. For the six months ended 30 September 2001,
SRI has contributed to 14 percent of the loss of I-China.
Taking into account the on-going discussion with the potential
purchasers, the I-China Directors believe that the warehousing
and cold storage business of SRI will not be affected by the
Notices and I-China may be able to enjoy the profit contribution
from the warehousing and cold storage business of SRI.
Resumption Of Trading
Trading of the shares of I-China and SRI on the Stock Exchange
has been suspended since 10:00 a.m. Wednesday 20 June 2001
pending the publication of this announcement by the two
companies.
An application was made by the companies for resumption of
trading in the shares of I-China and SRI effective 10:00 a.m.
Friday, 22 June 2001.
SINO-I.COM: Trading Suspended
-----------------------------
At the request of Sino-i.com Limited, trading in its shares will
be suspended effective 10:00 a.m. Friday, 22 June 2001, pending
the announcement of the connected and discloseable transaction
for the Company.
Earlier, the company announced the Industrial and Commercial
Bank of China (ICBC), through its Shenzhen branch, applied to
the High Court of Hong Kong, withdrawing its legal action
against Sino-i.com, its wholly-owned subsidiary Oriental Team
Development, and Sino-i.com Chairman Yu Puh Hoi and MPH due to
the bank's loans amounting to US$5.9 million.
Both Yu and MPH acted as guarantors to the loans.
=================
I N D O N E S I A
=================
HOLDIKO PERKASA: Due Rp400B Repayment From Indosiar's Deal
-----------------------------------------------------------
PT Holdiko Perkasa (Holdiko), a holding company established
pursuant to the Shareholding Settlement Agreement between the
Indonesian Bank Restructuring Agency (IBRA) and the Salim Group,
Friday announced it will receive Rp400 billion as debt repayment
from PT Indosiar Visual Mandiri Tbk (Indosiar).
Indosiar signed a loan refinancing agreement with PT Bank
Danamon Indonesia Tbk (Bank Danamon), as arranger and
underwriter, which will enable the funds to be transferred to
Holdiko on 26 June 2001.
"This debt repayment to Holdiko is part of IBRA/Holdiko's asset
sale proceeds this year to be forwarded to the government as
part of our contribution to the state budget," stated Dasa
Sutantio, Director AMI-IBRA.
"This debt repayment scheme is also in line with IBRA/Holdiko's
policy in our effort to reinstate productive assets into the
Indonesian banking system where possible," he continued.
Scott Coffey, Director of Holdiko, stated, "In our effort to
increase the value of Indosiar before we sell our shareholding,
we first conducted a debt to equity swap, followed by Indosiar's
Initial Public Offering (IPO) in March 2001, continued by this
debt refinancing exercise. Indosiar is now in a sound financial
position with a sustainable debt level, and our next step will
be to continue with the preparation of our divestment plan."
Holdiko currently holds 57.26 percent (post IPO) or 52.82
percent (post IPO post all outstanding warrant conversion and 5
percent ESOP) of Indosiar, which it plans to sell by Q4 this
year. PT PricewaterhouseCoopers FAS and PT Trimegah Securities
Tbk are acting as joint financial advisors for Holdiko and
Indosiar on all of these transactions.
Indosiar is one of Indonesia's leading television stations,
broadcasting to 106 cities in Indonesia or approximately 82
percent of the country's television audience. Indosiar reported
an increase of net income from Rp9 billion in 1999 to Rp108
billion in 2000.
Holdiko's shareholding in Indosiar is one of the 23 to 28 assets
scheduled to be sold by Holdiko this year in which it expects to
achieve Rp7.2 trillion. Total gross proceeds raised to date this
year have come from the following asset sales:
Closed 2001 (sold in 2000)
Salim Plantations US$368 million
- Loan repayment to Holdiko Rp357 billion
Mosquito Coil Group Rp610 billion
Sold 2001
First Pacific Co. Ltd. US$8.55 million
Indocoal US$45.5 million
Indomaret Rp162 billion
Indocement (Tranch A) US$43.8 million
(Tranch B) Rp250.4 billion
Kerismas Rp297 billion
Indopoly US$29.17 million
Yunnan Kunlene US$14.38 million
PT Indosiar Visual Mandiri Tbk.
- Loan repayment to Holdiko Rp400 billion
Total gross proceeds Rp7,128 billion
PT Holdiko Perkasa was established in relation to the settlement
between the Salim Group and IBRA with regard to loans extended
by PT Bank Central Asia (BCA) to companies affiliated to the
Salim Group. As part of the settlement agreement with IBRA, the
Salim Group transferred shares and assets in more than 100
operating companies to PT Holdiko Perkasa.
As direct and indirect shareholder of these companies, it is
Holdiko's responsibility to supervise each individual company
with the aim of disposing of a sufficient amount of these
shareholdings. Holdiko will subsequently direct the disposal
proceeds to IBRA as part of the settlement agreement.
The Indonesian Bank Restructuring Agency (IBRA) is an agency of
the government of Indonesia established at the beginning of 1998
as the primary agency to oversee the rehabilitation of the
financial sector. IBRA is authorized to take over and control
troubled banks and dispose of their assets and collateral.
TRI POLYTA: Suffers Rp1.74 Trillion Accumulated Loss
----------------------------------------------------
PT Tri Polyta Indonesia Tbk and its subsidiaries posted a net
loss of Rp192.576 billion and equity deficiency of Rp697.497
billion as per 31 March, Bisnis Indonesia reported Friday.
As of 31 December 2000, the company saw an accumulated loss of
Rp1.745 trillion. Its unaudited financial report as of 31 March
showed it suffered a net loss of Rp192.576 billion, up from last
year's first quarter, which stood at Rp128.559 billion.
The first quarter report showed Tri Polyta managed to secure
Rp320.233 billion in sales compared to Rp252.246 billion over
the same period the previous year. The gross profit rose from
Rp14.734 billion to Rp34.225 billion. The company's interest
revenue surged from Rp3.141 billion to Rp11.435 billion.
In the meantime, the company's forex loss rose to Rp67.191
billion, from Rp91.096 billion to Rp158.287 billion. As of 31
March this year, the company's total assets stood at Rp2.612
trillion and liabilities at Rp3.303 trillion. As a result,
company's equity suffered a deficiency of negative Rp697.497
billion.
The shareholder composition of the polypropylene producer as of
31 March 2001 is Prajogo Pangestu (8.51 percent), Ibrahim Risjad
(5.31 percent), Commerzbank (SEA) Ltd, (7.08 percent), Henry
Pribadi (6.73 percent), BKC (31.22 percent), Johny Djuhar (2.13
percent), Henry Halim (0.71 percent), Wilson Pribadi (5.89
percent), and 34.42 percent public.
Jakarta Stock Exchange reported on 19 June 2001 that Prajogo
Pangestu was the controlling shareholder. He took over the
control after BKC, whose 19 percent of its shares were owned by
PT Bimantara Citra Tbk and Henry Pribadi of the Napan Group sold
their shares to Prajogo.
On May 30, 2000 Tri Polyta shares were delisted from the New
York Stock Exchange. Detailed explanations on the transaction
value were not available.
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J A P A N
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SEAGAIA: Gov't Says Rehab Plan Did Not Include Loans
----------------------------------------------------
The Miyazaki Prefectural Government has announced that it had no
plans of extending financial aid to Ripplewood Holdings LLC in
order to purchase the facilities of the Seagaia resort, as this
was not "among the conditions for rehabilitation", Japan Times
Online reported Friday.
In May, American investment fund Ripplewood agreed to take over
Phoenix Resort, which had applied earlier in the year for court
protection. Phoenix and its two affiliates went bankrupt with
debts amounting to Y326.1 billion.
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K O R E A
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DAEWOO MOTOR: GM's Buyout Talks Resume
--------------------------------------
The second round of talks between creditors of Daewoo Motor
Company and General Motors Corporation (GM) over the latter's
takeover proposal resumed Wednesday in Hong Kong, The Asian Wall
Street Journal reported late last week, citing Maeil Business
Newspaper.
GM's demands for tax breaks and more debt write-offs are
subjects of intense discussion, and because these issues have
yet to be settled the talks are expected to take longer than
previously planned.
HYNIX SEMICON: KorAm Buys CBs Worth W34.7B
------------------------------------------
KorAm Bank Thursday bought Hynix Semiconductor's convertible
bonds worth W34.7 billion, as part of the creditors-approved
bailout package for the ailing chipmaker, The Korea Herald
reports Friday.
"Hynix has yet to submit a memorandum of understanding, but we
decided to buy the CBs because the company conveyed its will to
try to lower its debt," a KorAm official said.
The decision to purchase the bonds was contrary to KorAm board's
decision Wednesday not to participate in the creditor-led
bailout program for Hynix, which includes the creditor purchase
of W1 trillion worth of Hynix CBs.
HYUNDAI ASAN: KNTO To Inject W50-B In Mt Kumgang Venture
--------------------------------------------------------
The Korea National Tourism Organization (KNTO) is planning to
inject between W50 billion and W100 billion into the Mt. Kumgang
tourism venture, which is being operated by Hyundai Asan, The
Korea Herald reported late last week, citing KNTO President Cho
Hong-kyu.
The announcement was made after KNTO and Hyundai Asan signed an
agreement for an alliance in the cash-strapped North Korean
tourism venture.
"Funding necessary for the North Korean investments may come
from bank loans or the government's inter-Korean cooperation
fund. Details of cooperation will be fixed through further
consultations with Hyundai," Cho said.
Hyundai Asan President Kim Yoon-kyu told Herald, "Following the
establishment of a joint consortium with the state firm, Hyundai
Asan will soon make its overdue payments of $22 million in tour
fees to the North and set about expanding its tourism business
to the North's famous inland mountains, such as Baekdu, Myohang
and Chilbo."
KOREA ELECTRIC: Stake In Powercomm Up For Sale
----------------------------------------------
The Korea Electric Power Company (Kepco) is pushing ahead with
its plan to sell off its 35 percent stake in Powercomm, an
electric network subsidiary, sometime in October, The Digital
Chosun reports Friday. The stake will be sold through a bidding
process.
Preliminary talks have already started with interested parties,
which include SK Telecom, LG Telecom and POSCO.
In July of last year, Kepco was able to close the sale of its
10.5 percent stake in Powercomm to POSCO and SK Telecom.
POHANG IRON: Plans To Cover Debts Of Venezuelan Unit
----------------------------------------------------
Pohang Iron and Steel Corporation (POSCO) is going to repay
debts of its Venezuelan subsidiary, POSVEN, totaling $159.6
million, The Korea Herald reported Thursday. The debt expired
Tuesday, 19 June 2001.
According to the report, POSCO provided payment guarantee
equivalent to the value of its equity stakes of 60 percent in
POSVEN, for the latter's loans amounting to $266 million from
financial institutions in late 1997.
POSCO's shares its 60 percent stake with its sister firms,
POSTEEL and POSEC, each of which holds a 10 percent stake, the
report says.
The reason for assuming responsibility for the loans, POSCO
Managing Director Cho Sung-sik explained, "POSVEN tried to
rollover its loans but failed when its second largest
shareholder, the US-based Ray-Sion refused to back up the
company with a payment guarantee."
POSVEN is one of the eight offshore units that received payment
guarantees from mother firm POSCO.
POSVEN, was established in 1997 by eight shareholders. It is
engaged in the manufacturing of HBI using pulverized coal
injection.
===============
M A L A Y S I A
===============
AMSTEEL CORP: Inkss Sale/Purchase With SCB Developments
-------------------------------------------------------
The Board of Directors of Amsteel Corporation Berhad announces
that the Company has entered into a conditional sale and
purchase agreement (CSPA) on 20 June 2001 with SCB Developments
Berhad (SCB) to:
(i) dispose of its entire 100 percent equity interest in
Optima Jaya Sdn Bhd (OJSB) comprising 150,000 ordinary shares of
RM1.00 each (Sale Shares) for a consideration of RM150,000
(Proposed Disposal);
(ii) settle the debts owing by OJSB to Amsteel and for
certain liabilities (as particularized in Section 2.2 hereafter)
to be novated to and assumed by Amsteel amounting in total to
approximately RM201.10 million as at 30 April 2001, for an
amount of RM113.85 million owing to Amsteel (Relevant Inter-Co);
and
(iii) on completion of the Proposals, SCB shall settle the
Relevant Inter-Co on behalf of OJSB.
The proposed transactions under items (ii) and (iii) shall
hereafter be collectively referred to as the "Proposed
Settlement and Novation". The Proposed Disposal and Proposed
Settlement and Novation shall hereafter be collectively referred
to as the "Proposals".
Details Of The Proposals
Information on OJSB
OJSB is a private limited company incorporated on 7 November
1985 under the Companies Act, 1965. As at the date hereof, the
authorized share capital of OJSB is RM500,000 comprising 500,000
ordinary shares of RM1.00 each, of which 150,000 shares have
been issued and fully paid-up.
OJSB is principally involved in the ownership and operation of
the Century Kuala Lumpur Hotel (as described hereafter). OJSB
does not have any subsidiary company. OJSB has been a subsidiary
of Amsteel since 21 August 1989.
OJSB is the registered and beneficial owner of 2 pieces of land
held under Geran HSD 98385 Lot PT 79 Seksyen 67 and Geran HSD
98386 Lot PT 78 Seksyen 67 Daerah Kuala Lumpur (collectively
referred to as "the Lands") upon which OJSB has erected a hotel
building with 418 guest rooms and suites together with
appropriate public, commercial, storage and service areas and
facilities ("the Century Kuala Lumpur Hotel") bearing postal
address No. 17-21 Jalan Bukit Bintang, 55100 Kuala Lumpur
(collectively referred to as "the Property").
OJSB is in the process of obtaining the Permanent Certificate of
Fitness for occupation of the Century Kuala Lumpur Hotel.
Presently, a temporary certificate of fitness for occupation
valid until 11 September 2001 has been issued to the Century
Kuala Lumpur Hotel. The Lands are currently charged to Pancaran
Abadi Sdn Bhd (PASB) as security for the amount owed by OJSB for
the construction of the Century Kuala Lumpur Hotel (the "PASB
Charge").
OJSB recorded an audited loss after taxation of approximately
RM15.98 million for the financial year ended 30 June 2000 and an
unaudited loss after taxation of approximately RM9.92 million
for the 10 months period ended 30 April 2001.
OJSB's audited net liabilities as at 30 June 2000 is
approximately RM26.71 million, while its unaudited net
liabilities as at 30 April 2001 is approximately RM36.63
million.
Based on the unaudited management accounts as of 30 April 2001,
OJSB owes:
(i) Trade creditors approximately RM3.03 million;
(ii) Other creditors approximately RM20.50 million;
(iii) Amsteel approximately RM88.41 million;
(iv) related companies approximately RM2.40 million; and
(v) deferred creditors approximately RM88.45 million.
The OJSB Deferred Creditors and approximately RM19.54 million of
the OJSB Other Creditors relate to amounts alleged to be due and
owing by OJSB to PASB, Takenaka (Malaysia) Sdn Bhd and Itochu
Corporation pursuant to legal proceedings commenced against OJSB
to recover the amounts owing to them, details of which are
described hereafter.
PASB and Takenaka (collectively the "Takenaka Group") has
instituted proceedings at the Kuala Lumpur High Court against
OJSB to recover the sum of approximately RM103.24 million
(inclusive of accrued interest and opportunity losses as at July
2000) pursuant to the Construction Agreement dated 23 May 1995
entered into between the parties, being the amount alleged to be
owed by OJSB.
The Takenaka Group has also instituted proceedings against
Amsteel pursuant to the letter of comfort dated 23 May 1995
given by Amsteel to recover the said sum of RM103.24 million.
Separately, Itochu has instituted proceedings at the Kuala
Lumpur High Court against OJSB to recover the sum of
approximately RM2.18 million (inclusive of accrued interest and
costs as at July 2000) being the amount alleged to be owed by
OJSB to Itochu pursuant to the Guarantee Fee Agreement dated 23
May 1995 between OJSB and Itochu.
Itochu has also instituted proceedings against Amsteel pursuant
to the letter of comfort dated 23 May 1995 given by Amsteel to
recover the sum of RM2.18 million.
The above-mentioned proceedings at the Kuala Lumpur High Court
against OJSB and Amsteel shall hereafter be collectively
referred to as the "Civil Suits".
For information purposes only, the carrying value of the OJSB
Shares as recorded in the audited accounts of Amsteel as at 30
June 2000 is RM150,000.
Terms and conditions
Pursuant to the SPA, the Sale Shares would be sold to SCB free
from all liens, pledges, charges and encumbrances and with all
rights attached thereto after the Completion Date (as defined
hereafter). Amsteel has also agreed that the following debts
owed by OJSB to Amsteel shall be settled and the liabilities are
to be novated to and assumed by Amsteel as shown in Table 1,
shall be for an amount owing to Amsteel of RM113.85 million. On
the Completion Date (as defined hereafter), the Relevant Inter-
Co shall be settled by SCB on behalf of OJSB.
Under the SPA, the parties have agreed as follows:
(i) the completion of the SPA shall take place not later than
30 days from the date the SPA becomes unconditional or such
other date as SCB and Amsteel shall agree;
(ii) SCB shall purchase the Sale Shares on the basis that the
excess of the value of assets over the liabilities of OJSB
(based on the unaudited management accounts of OJSB as at 30
April 2001 after adjusting for inter-alia the Proposed
Settlement and Novation and assuming the value of the Property
is restated at RM114 million) as agreed with SCB shall be
RM150,000, subject to changes to the trade related assets and
liabilities occurring in the ordinary course of OJSB's business;
(iii) the Lands shall be free of any charges, liens, pledges,
or encumbrances and equities whatsoever on Completion Date;
(iv) Amsteel and OJSB shall have executed a release and
settlement agreement with Takenaka Group and Itochu pursuant to
which, inter-alia, OJSB shall be released and discharged from
all obligations to the Takenaka Group and Itochu pursuant to the
Civil Suits and the PASB Charge shall have been discharged by
the Completion Date; and
(v) no interest shall be charged for any inter-company loans
extended or may be extended by the Amsteel group of companies to
OJSB from the date of the SPA until Completion Date.
Mode of Payment & Other Salient Terms
Pursuant to the SPA, SCB shall pay the purchase consideration
for the 100 percent equity interest in OJSB and settle the
Relevant Inter-Co on behalf of OJSB, as follows:
(i) RM10,000,500.00 in cash (the Cash Consideration); and
(ii) the balance sum of RM103,999,500.00 shall be paid in the
form of 23,111,000 ordinary shares of RM1.00 each in SCB (Share
Consideration), valued at RM4.50 per SCB share. The Share
Consideration shall, at the discretion of SCB, comprise existing
issued and paid-up SCB shares (SCB Secondary Shares) or new SCB
shares to be issued (SCB Primary Shares) or a combination of
both SCB Secondary Shares and SCB Primary Shares. SCB shall also
be entitled to settle the Share Consideration entirely or partly
in cash.
The price of RM4.50 per SCB share is subject to the approval of
the Securities Commission (SC).
Amsteel and SCB have further agreed that either party shall have
the absolute discretion not to complete the SPA in the event
that the agreed value of the Property or the issue price of the
SCB Primary Share in respect of the Share Consideration is
varied by 10 percent or more by the SC.
The SCB Primary Shares to be issued in full or part settlement
of the balance consideration of RM103,999,500.00 shall upon
allotment and issue, rank pari-passu with the then existing SCB
shares except in respect of any dividends declared before the
Completion Date.
All the SCB Primary Shares, if issued, shall be listed on the
Kuala Lumpur Stock Exchange (KLSE). The SCB Secondary Shares
which are to be used in full or part settlement of the Share
Consideration of RM103,999,500.00 shall be free of charges,
liens, pledges and encumbrances.
SCB has informed Amsteel that the SCB Secondary Shares may be
obtained by SCB from the holding company of SCB, Boustead
Holdings Berhad.
On the Completion Date, SCB shall pay the Cash Consideration to
Amsteel or such other persons as Amsteel may direct and the
entire Share Consideration shall be credited to the Central
Depository System account of Amsteel or such other party as
Amsteel may nominate.
Basis Of Disposal Consideration
Pursuant to the SPA, Amsteel would receive a total sum of RM114
million (RM150,000 for the disposal of 100 percent equity
interest in OJSB and RM113.85 million for the Proposed
Settlement and Novation).
The total sum of RM114 million was arrived at after negotiations
between Amsteel and SCB on a willing buyer-willing seller basis,
after taking into consideration the open market value of the
principal asset of OJSB, which is the Property.
The open market value of the Property as at 4 May 2001 as
assessed by Messrs CH Williams Talhar & Wong, a firm of
independent professional valuers, is RM114.5 million.
Based on the unaudited management accounts of OJSB as at 30
April 2001, OJSB has a net liability of approximately RM36.63
million.
Assuming the value of the Property as recorded in the unaudited
management accounts of OJSB as at 30 April 2001 of RM164.32
million is restated at RM114 million, OJSB's adjusted net
liability would amount to approximately RM86.95 million.
The proposed settlement of debts owing by OJSB to Amsteel and
the assumption of certain liabilities of OJSB by Amsteel
pursuant to the Proposed Settlement and Novation (as described
in Section 2.2 above) would result in OJSB having a proforma net
tangible asset (NTA) value of RM150,000.
The value of RM4.50 per SCB share placed in respect of the Share
Consideration was arrived at following negotiation between
Amsteel and SCB on a willing buyer-willing seller basis and
after taking into consideration the NTA and earnings of SCB
based on the audited consolidated financial statements of SCB
for the financial year ended 31 December 2000.
For the financial year ended 31 December 2000, the audited net
profit after taxation of the SCB Group was RM58.70 million or
RM0.38 per share and the audited NTA was RM583.61 million or
RM3.81 per share.
The value of RM4.50 per SCB share placed in respect to the Share
Consideration represents a premium of approximately 18.1 percent
over the audited consolidated NTA per SCB share of RM3.81 and a
historical price earning ratio of approximately 11.8 times.
Information on SCB
SCB is a company listed on the Main Board of the KLSE. The
principal activities of SCB and its subsidiaries are property
development, property investment, cultivation and processing of
natural rubber and oil palm and education services. SCB has an
authorized share capital of RM200 million of which RM153 million
has been fully issued and paid-up. The substantial shareholders
and directors of SCB as of 30 April 2001 are set out in Table 2
and Table 3, respectively.
Rationale For Proposals
The Proposals are in line with the Amsteel Group's proposed
corporate and debt restructuring scheme as announced on 5 July
2000 to rationalize the financial position of the Amsteel Group
and to streamline its core businesses.
The Directors of Amsteel consider the Amsteel Group's investment
in the Century Kuala Lumpur Hotel as a non-core asset. The
Proposals would enable the Amsteel Group to convert its
investment in the Century Kuala Lumpur Hotel into a combination
of cash and a more liquid security in the form of SCB Shares,
which the Directors of Amsteel propose to divest at the
appropriate time and price to raise funds to settle the debts of
the Amsteel Group.
For illustration purposes, assuming SCB opts to pay the balance
consideration of RM103,999,500.00 with 23,111,000 SCB Shares,
these SCB Shares would have a value of approximately RM79.27
million based on the weighted average price of the SCB Shares
for the one month ended 19 June 2001 of RM3.43.
The Proposals would therefore provide the Amsteel Group with a
potential cash inflow of approximately RM89.27 million
(inclusive of the Cash Consideration) for the repayment of the
debts of the Amsteel Group.
The Proposals are part of an overall scheme to restore the
Amsteel Group to a stronger financial footing and, in the long
term, to regain a position of profitability.
Financial Effects Of The Proposal
On Share Capital and Shareholding
The Proposals will not have any effect on the issued and paid-up
share capital and shareholding of Amsteel.
Earnings
Barring unforeseen circumstances and based on the assumption
that, inter-alia, the Proposals are completed by 31 December
2001, the Directors of Amsteel forecast that the Proposals would
result in an estimated loss of RM51.67 million (after taking
into account, inter-alia, the Amsteel Group's estimated share of
post-acquisition reserves of OJSB up to 31 December 2001) to the
Amsteel Group for the financial year ending 30 June 2002, which
translates to a decrease in the consolidated after tax earnings
per Amsteel share of approximately 4.10 sen.
NTA
For illustrative purposes only and based on Amsteel's audited
consolidated balance sheet as at 30 June 2000 and assuming the
Proposals are effected as at 30 June 2000, the consolidated NTA
of Amsteel is expected to decrease by RM51.23 million or
approximately 4.10 sen per Amsteel share as a result of the
estimated loss from the Proposals (arrived at after taking into
account, inter-alia, the Amsteel Group's estimated share of
post-acquisition reserves of OJSB up to 30 June 2000).
Conditions To The Proposals
The Proposals are subject to various conditions including the
following:
(i) the approval of the Ministry of International Trade and
Industry;
(ii) the approval of the SC;
(iii) the approval of the KLSE;
(iv) the approval of the Foreign Investment Committee, if
required;
(v) the approval of the shareholders of Amsteel at an
Extraordinary General Meeting (EGM) to be convened;
(vi) the approval of the shareholders of SCB at an EGM to be
convened;
(vii) the receipt from PASB the discharge of the PASB Charge
(Form 16N), the duplicate PASB Charge (Form 16A) and the issue
documents of title to the Lands;
(viii) the Century Kuala Lumpur Hotel being issued with the
Permanent Certificate of Fitness for Occupation; and
(ix) the approval of any other relevant authorities.
In the event any one or more of the conditions precedent is/are
not fulfilled or mutually waived within six (6) months from the
date of the SPA or within such longer period as the parties may
agree, the SPA shall be deemed terminated whereupon neither
party shall have any claim against the other except for
antecedent breaches.
Directors & Major Shareholders Interest
Lt Jen (B) Datuk Seri Abdul Manap bin Ibrahim, a Director of
Amsteel, does not consider himself to be independent of the
Proposals as he is the representative of Lembaga Tabung Angkatan
Tentera (LTAT), a major shareholder of Amsteel and SCB.
Accordingly, Lt Jen (B) Datuk Seri Abdul Manap bin Ibrahim has
abstained from voting at all Amsteel Board deliberations on the
Proposals.
LTAT has agreed to abstain from voting in respect of its direct
and indirect shareholding in Amsteel in relation to the
Proposals. LTAT shall procure persons connected with it (as
defined by Section 122A of the Companies Act, 1965) and having
interest in the shares of Amsteel, to abstain from voting in
respect of their direct and indirect shareholdings in Amsteel in
relation to the Proposals.
Insofar as the Directors of Amsteel are able to ascertain, based
on Amsteel's Register of Directors' Shareholdings and the
Register of Substantial Shareholders, apart from the parties
disclosed above, none of the other Directors and major
shareholders of Amsteel are interested in the Proposals directly
or indirectly.
Amsteel has appointed Arab-Malaysian Merchant Bankers Berhad as
the independent corporate adviser to advise the independent
shareholders of Amsteel on the fairness and reasonableness of
the terms and conditions of the Proposals.
Directors' Opinion On The Proposals
After due consideration of the terms of the Proposals, the
Directors of Amsteel, except for Lt Jen (B) Datuk Seri Abdul
Manap bin Ibrahim, are of the opinion that the terms of the
Proposals are fair and reasonable and that the Proposals are in
the best interests of the Company and its shareholders.
Other Details
(i) A Circular containing details on the Proposals and the
evaluation of the terms and conditions of the Proposals by Arab-
Malaysian Merchant Bankers Berhad would be dispatched to the
shareholders in due course;
(ii) Shareholders of Amsteel and potential investors should
be aware that the Proposals are subject to the conditions
referred to in Section 5 above. Shareholders of Amsteel and
potential investors should exercise caution when dealing in the
securities of Amsteel;
(iii) Barring any unforeseen circumstances, the Proposals are
expected to be completed within six (6) months from the date of
the SPA; and
(iv) The SPA and valuation report by CH Williams Talhar &
Wong in respect of the Property are available for inspection at
the Registered Office of the Company at Level 46, Menara
Citibank, 165, Jalan Ampang, 50450 Kuala Lumpur, during normal
business hours from Monday to Friday (except public holidays)
from the date hereof to the date of the EGM.
Table 1
To be settled RM'000
(i) Amount Owing to Amsteel 88,413
To be novated and assumed by Amsteel
(i) OJSB Trade Creditors 2,295
(ii) OJSB Other Creditors 19,535
(iii) Amount Owing to Related Companies 2,398
(iv) OJSB Defferred Creditors 88,454
201,095
* The figures are for illustration purposes only and are based
on the amounts applicable as of 30 April 2001.
Table 2
According to the Register of Substantial Shareholders as of 30
April 2001, the substantial shareholders of SCB are as follows:
Name of Substantial
Shareholders Direct % Indirect % Place of
Incorporation/
Nationality
Boustead Holdings Berhad
91,524,593 59.73 - - Malaysian
Lembaga Tabung Angkatan Tentera
14,042,308 9.16 - - Malaysian
Employees' Provident Fund Board
3,348,000 2.18 - - Malaysian
Table 3
The Board of Directors of SCB and their respective shareholdings
in SCB as at 30 April 2001 are as follows:
Shareholding
Name Direct % Indirect % Position Nationality
Jen (B) Tan Sri Dato' Mohd Ghazali Hj Che Mat
- - - - Chairman Malaysian
Dato' Lodin Wok Kamaruddin
- - - - Group Managing Director
Malaysian
Dato' Ghazali Mohd Ali
- - - - Executive Director
Malaysian
Encik Taufek Yahya
1,500 0.001 - - Director Malaysian
Hj Johari Muhamad Abbas
26,999 0.02 - - Director Malaysian
LANDMARKS BERHAD: Disposes Of Interest In Mayne Nickless
--------------------------------------------------------
Landmarks Berhad said it has disposed of 500,000 shares in Mayne
Nickless Limited. Mayne Nickless Limited (MNL) is listed on the
Australian Stock Exchange. The company functions as a provider
of integrated services, its primary focus being health related
industry and logistics.
Disposed Shares
1.1 The disposals were made through contracts in the open market
on the following date:
Contract Date Price Quantity Consideration Net Proceeds
(A$) (A$) (A$)
19 June 2001 6.63 500,000 3,315,950 3,294,396
Total Proceeds 3,294,396
1.2 Total proceeds from Disposed Shares in Ringgit are
approximately RM6.556 million (For the purpose of this
announcement the exchange rate use is A$1.00: RM1.99). The
balance of MNL shares held by Landmarks after the disposal is
5,709,948.
1.3 A total of 4.5 million MNL shares were disposed since 11
April 2001 with total net proceeds of A$29.206 million, or
RM57.772 million.
Cost of investment
2.1 The original cost and net book value of MNL shares is
A$5.56/RM10.95 per share. Total net book value/original cost of
Disposed Shares is A$2.780 million/RM5.532 million.
2.2 Total net book value/original cost of Accumulated Disposed
Shares is A$25.020 million/RM49.490 million.
Financial effects
3.0 The gain on Accumulated Disposed Shares of RM8.3
million/A$4.2 million will improve Group earnings for the
financial year ending 31 December 2001 by 1.79 sen per share and
Group NTA by the same figure.
Utilization of proceeds
4.0 All proceeds of the disposal are utilized for the part
repayment of the Group's Australian Dollar term loan. The
outstanding amount after taking into account the net proceeds
from Accumulated Disposed Shares is approximately A$29.7
million.
Directors / Substantial shareholder interest
5.0 None of the directors and/or substantial shareholders, or
persons connected to the directors and substantial shareholders,
of Landmarks have any interest, direct or indirect, in the
disposal.
Approval
6.0 Landmarks will seek the ratification/approval of its
shareholders in respect of the MNL shares that have been
disposed and the disposal of the balance MNL shares. The
disposal is not subject to the approval of any government
authorities.
7.0 The disposals enable Landmarks to reduce Group's gearing by
paying of debt.
8.0 The Board of Directors considers the disposal to be in the
best interest of the Company and the Group.
MALAYSIAN GENERAL: AAB, GDSB Extend `Put Option' Period
-------------------------------------------------------
Malaysian General Investment Corporation Berhad (MGIC) revealed
Allied Avenue Assets Securities Sdn Bhd (AAB) and Genting Daya
Sdn Bhd (GDSB) on 19 June 2001 entered into another supplemental
agreement to extend the exercise period for the Put Option from
one month to two months.
Accordingly, the Put Option will expire on 19 July 2001.
In our announcement dated 27 November 2000 we detailed the
Disposal of AAA, which was part of the restructuring proposal
formulated by the Special Administrators and completed 22
November 2000. This was pursuant to Section 44 of the Pengurusan
Danaharta Nasional Berhad Act, 1998 as set out in the workout
proposal dated 12 October 1999 and the modified proposal dated 1
August 2000 respectively (Restructuring Proposal).
The Restructuring Proposal involved, among other steps, a
capital reduction exercise, a capital injection via the
subscription of new shares in AAA, a call and put option between
AAB and MGIC for all the remaining shares held by MGIC in AAA,
the subscription of shares in AAA by AAB over a period of six
years.
It also included the restructuring of the debts in AAA including
the novation of the unsecured debt and contingent liabilities of
AAA to a special-purpose vehicle (SPV) formed for the purpose of
assuming the debts novated by AAA, a call and put option on the
debt instruments issued to the SPV in consideration of the
novated debt for a purchase consideration of RM100,000,000
payable in cash (Put & Call Option), the settlement of the
novated debt and finally, the merger of Soon Theam Securities
Shn Bhd and Kestrel Securities Sdn Bhd with AAA.
Pursuant to the put and call option agreement and its
supplemental agreement dated 20 October 1999 and 23 October 2000
respectively between AAB and the SPV, being Genting Daya Sdn Bhd
(GDSB), AAB and GDSB had agreed to the following:
(i) AAB has the right to call all of the debt instruments from
GDSB during the period commencing on the date of fulfillment of
all conditions precedent to the Restructuring Proposal, 20
November 2000 and ending six (6) months thereafter on 19 May
2001 (Call Option Period); and
(ii) GDSB has the right to put to AAB all of the debt
instruments during the period of one month commencing
immediately after the expiry of the Call Option Period (Put
Option). Therefore, the Put Option expires on 19 June 2001.
In any event, all existing corporate guarantees provided by MGIC
to the unsecured lenders of AAA will only be extinguished and
discharged as of the date of receipt of the RM100,000,000 by
GDSB or upon receipt of 87.4 percent of the debt owed to the
unsecured lenders of AAA by GDSB from AAA.
TAI WAH: Seeks Deadline Extension For Regularization
----------------------------------------------------
Pursuant to Practice Note No. 4/2001 (PN 4), Tai Wah Garments
Manufacturing Berhad (TWGB) has via its announcement dated 23
February 2001 declared that it is an affected listed issuer due
to the deficit in consolidated shareholders funds.
As TWGB has submitted its plan to regularize its financial
condition before the effective date of PN 4 of 15 February 2001,
therefore as stipulated in paragraph 5.1(c), TWGB is obliged to
regularize its financial condition within 4 months from the
first announcement date of 23 February 2001.
TWGB has already obtained approvals of its Proposed
Restructuring Scheme from the Foreign Investment Committee and
the Ministry of International Trade and Industry.
The High Court of Malaya has sanctioned the scheme by the scheme
creditors without modifications or variations on 11 June 2001.
The Proposed Restructuring Scheme is now pending approvals from
the following:
* Securities Commission (SC);
* High Court pursuant to Section 64 of the Companies Act, 1965;
* the shareholders of TWGB at an Extraordinary General Meeting
to be convened;
* and KLSE for the listing and quotation for the new TWGB shares
and warrants to be issued;
The SC has raised various queries in relation to the Proposed
Restructuring Scheme and TWGB has responded to all the queries
raised accordingly via its merchant banker, Perdana Merchant
Bankers Berhad (Perdana).
TWGB would be submitting, through Perdana, to the SC before the
end of June its revised financial projections in view of the
change in the economic environment.
In view of the above and based on the following tentative
timetable prepared by Perdana, we would appreciate it if the
Exchange could grant TWGB an extension to regularize its
financial condition by 31 December 2001.
Proposed Timetable
Events Dates met Comments
Submission to the relevant authorities, Securities Commission
(SC), Foreign Investment Committee (FIC), Ministry of
International Trade and Industry (MITI).
17 Nov 2000 Submitted
Creditors Meeting with Secured Creditors (Scheme A) and
Unsecured Creditors (Scheme B) was held at Shamsir Jasani Grant
Thornton office, Jalan Sultan Ismail, Kuala Lumpur.
21 Dec 2000 All Scheme
Creditors have unanimously voted for the Scheme of Arrangement
Issue on the appointment of Independent Adviser in relation to
the Proposed Special Issues was resolved with Kuala Lumpur Stock
Exchange (KLSE) and SC.
12 Mar 2001 No longer
required
Obtained approval letter from MITI.
19 Mar 2001 Conditional upon FIC
and SC approval
Site visit with SC in Johor. 10 Apr 2001 Completed
Obtained approval letter from FIC.
13 Apr 2001 Conditional upon SC approval
Implementation of the disposal of the three subsidiaries.
- 25 May 2001
Approval expected from SC *. - June 2001
Approval of Circular from KLSE. - Mid July
Convene Extraordinary General Meeting. - Mid August
Approval from the High Court pursuant to Section 64 of the
Companies Act, 1965. - Early September
Issuance and listing of Special Issues shares.
- End of September
Registration of Abridged Prospectus (AP) with the SC lodgment of
AP, Provisional Allotment Letter, Deed Poll etc. with the
Registrar of Companies and announcement of Book Closure Date.
- 15 Oct 2001
Advertisement and despatch of AP. - 31 Oct 2001
Closing date for acceptance and payment. - 14 Dec 2001
Listing of new TWGB shares and Warrants. - 31 Dec 2001
* Continuous interaction between Perdana Merchant Bankers Berhad
(PMBB) and SC after submission.
TECHNOLOGY RESOURCES: Mandatory SC Conditions Accepted
------------------------------------------------------
Technology Resources Industries Berhad (TRI) announces the Law
Debenture Corporation (H.K.) Limited as the Bonds Trustee and
DeTeAsia Holdings GmbH and Arah Murni Sdn. Bhd. as the Preferred
Purchasers have accepted the conditions imposed by the
Securities Commission (SC) pursuant to its approval of the
Proposed Restructuring.
Moreover, the shareholders of TRI have unanimously approved the
Proposed Restructuring at the Extraordinary General Meeting of
the Company held on 21 June 2001.
The proposed restructuring covers the following:
* US$200 million nominal value of 10-year Unsecured Zero Coupon
Euroconvertible Bonds of TRI due 2004;
* US$175 million nominal value 10-year Unsecured 2.75 percent
Euroconvertible Bonds of TRI due 2004; and
* RM50,000,000 Overdraft and Revolving Credit Facility with
Danaharta Urus Sdn. Bhd.
YCS CORP: Requests Six Month Extension For Workout Scheme
---------------------------------------------------------
On 24 December 1999, the Securities Commission (SC) approved
YCSB's Proposed Restructuring Scheme. The company announced on 3
January 2001 the SC approval, dated 21 December 2000, for an
extension of time to implement the Proposed Restructuring Scheme
up to and including 21 June 2001.
YCSB announces that all Proposals under the Proposed
Restructuring Scheme have been implemented save and except for
the Proposed Disposal of the Subang Twin Towers.
YCSB on 15 June 2001 applied to SC for an extension of time for
six months from 21 June 2001 to complete the Proposed Disposal
of Subang Twin Towers and thus the final stage of Proposed
Restructuring Scheme.
Profile
The Company's (YCS) early operations as a construction company
involved primarily earthworks and the construction of highways
and bridges. Engineering activities subsequently diversified to
include construction of housing projects, commercial and
industrial buildings as well as low to high-rise office and
residential buildings, piling/foundation works, main drainage
works and other related civil engineering works.
YCS is registered as a Class A contractor, enabling it to tender
for government projects of any size. Private corporations
contribute the major portion of YCS's sales turnover. Contracts
are predominantly located within the Klang Valley, Selangor and
the southern region of Peninsular Malaysia covering Negeri
Sembilan, Malacca and Johor.
In 1999, the Company proposed a restructuring scheme involving a
capital reduction, rights issue, scheme of arrangement and
compromise repayment, acquisition of Energy Park Sdn Bhd (EPSB),
disposal of Subang Twin Business Centre, share issue and
increase in authorised share capital.
Apart from the acquisition of EPSB, the Group proposed to
acquire Arau Villa Sdn Bhd (AVSB). The acquisition of AVSB will
provide the Group with an opportunity to maintain itself as a
major property developer in the UEP Subang Jaya area.
By end of 2000, the Group has substantially implemented the
proposals under the scheme. The Group has substantially
diversified operations to property investment holding and
property development with the acquisition of these two
companies.
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P H I L I P P I N E S
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CAPWIRE TELECOMS: Seeking More Time For Debt Repayment
------------------------------------------------------
Capwire Telecommunications is asking its creditors to give the
company some more time to repay its principal debts worth P736
million, The Philippine Star reported Friday.
The amount is part of the total P1 billion owed to creditors
totaling around P1 billion, which was recently subjected to a
nine-year restructuring program.
Instead of directing its funds to the principal payment, Capwire
intends to use the money to finance its expansion program.
At present, the company is seeking a joint venture partner that
can bring in a minimum of $10 million into the company to help
fund the program.
NATIONAL POWER: Hopes To Raise $400M Through Foreign Loan
---------------------------------------------------------
National Power Corporation (Napocor) is seeking to raise as much
as $400 million from its planned foreign borrowing in August
from the original amount of $300 million, The Philippine Star
reports Friday, citing Napocor President Jesus Alcordo.
The amount will be used to finance the troubled utility firm's
loan with ING Bank worth $144 million maturing in November, and
its projected capital expenditures of P112.31 billion, the
newspaper says.
Alcordo told The Star, "A shortlist of financial institutions
[will] be considered for this borrowing exercise.We are still
studying what kind of borrowing scheme to use. But we will come
up with a shortlist very soon."
=================
S I N G A P O R E
=================
ADVANCE AGRO: S&P Lowers Rating To `SD' From `CCC'
-------------------------------------------------
Standard & Poor's Thursday lowered the corporate credit rating
on Advance Agro Public Co. Ltd. to `SD' (selective default) from
triple-`C', and, at the same time, removed the rating from
CreditWatch.
This action follows the company's failure to make payment of
US$28 million on the maturity date of June 17, 2001, on its
convertible bond issue (not rated).
The rating on the US$48.7 million senior unsecured notes issued
by Advance Agro Capital B.V. and guaranteed by Advance Agro
remains at double-`C' and on CreditWatch with negative
implications. The convertible bond issue provides for a grace
period of seven days.
However, weakened cash flows caused by the soft operating
environment, and the company's inability over the past few
months to realize proceeds through the sale of its excess pulp
inventory, make payment within the grace period a challenge to
the company.
The CreditWatch placement reflects Advance Agro's lack of
financial flexibility. In the event Advance Agro does not cure
its payment default within the grace period, an acceleration of
debt in the company could result, which would seriously
exacerbate its liquidity problems. Besides a deficiency of
working capital facilities, its cash is minimal at about US$7
million currently.
The company also remains reliant on continuing financial support
from its bankers, despite its breach of certain event-of-default
clauses in its loan agreements.
It will be a challenge for the company to raise sufficient funds
from alternative sources, including from its major shareholder,
the Soon Hua Seng group, which is facing financial pressures of
its own. Advance Agro is currently meeting its other debt
obligations on time.
The company's ability to realize adequate cash by reducing its
high finished goods inventories, which stood at about Bt2.2
billion (about US$50 million) at year-end 2000, will depend on
pricing and size of the sales volumes.
In addition to Advance Agro's inability to comply with financial
covenants stipulated in its loan documents for Dec. 31, 2000,
its 100 percent-owned subsidiary, Hi-Tech Paper Co. Ltd., also
is negotiating with a domestic bank to restructure debt totaling
about US$15 million.
As these events could accelerate other group debt, Advance Agro
will need continued financial support from its bankers to
maintain its operations. The company so far has been able to
obtain waivers from the bankers for its non-financial events of
default.
Advance Agro is a fully integrated pulp and paper company,
selling market pulp and coated and uncoated printing and writing
paper made from plantation eucalyptus. Exports currently
contribute about 60% of sales volumes, Standard & Poor's said.
ASIA PULP: Selling Assets In China, Indonesia
---------------------------------------------
Asia Pulp & Paper Company (APP), in a statement released
Thursday, announced APP is currently undertaking negotiations
for the sale of its assets in Indonesia and China to repay its
debts, The Asian Wall Street Journal reported Thursday.
APP said, "We are currently in the early stages of discussions
with interested parties in respect of our packaging convertors
in China and a portion of our tissue operations in Indonesia."
The Singapore-based New York-listed paper producing giant
entered into a standstill on debts amounting to $13 billion.
Later in May, the company disposed of its units in India.
BRIERLEY INVESTMENTS: Longleaf Changes Substantial Holding
----------------------------------------------------------
Longleaf Partners International Fund has changed its substantial
holding in Brierley Investments Limited. The details as follows:
Name of substantial shareholder: Longleaf Partners International
Fund
Date of notice to company: 20 June 2001
Date of change of deemed interest: 19 June 2001
Name of registered holder: Development Bank of Singapore, Ltd
Circumstance giving rise to the change: Open market purchase
Shares held in the name of registered holder
No of shares of the change: 500,000
Percentage of Issued share capital: 0.04
Amount of consideration per share excluding 0.50
brokerage, GST, stamp duties, clearing fee:
No of shares held before change: 97,861,000
Percentage of issued share capital: 7.15
No of shares held after change: 98,361,000
Percentage of issued share capital: 7.19
Holdings of Substantial Shareholder including direct and deemed
Interest
Deemed Direct
No of shares held before change: 97,861,000
Percentage of issued share capital: 7.15
No of shares held after change: 98,361,000
Percentage of issued share capital: 7.19
Total shares: 98,361,000
Name of substantial shareholder: Longleaf Partners International
Fund
Date of notice to company: 20 June 2001
Date of change of deemed interest: 20 June 2001
Name of registered holder: Development Bank of Singapore, Ltd
Circumstance giving rise to the change: Open market purchase
Shares held in the name of registered holder
No of shares of the change: 500,000
Percentage of issued share capital: 0.04
Amount of consideration per share excluding 0.50
brokerage, GST, stamp duties, clearing fee:
No of shares held before change: 98,361,000
Percentage of issued share capital: 7.19
No of shares held after change: 98,861,000
Percentage of issued share capital: 7.23
Holdings of substantial Shareholder including direct and deemed
Interest
Deemed Direct
No of shares held before change: 98,361,000
Percentage of issued share capital: 7.19
No of shares held after change: 98,861,000
Percentage of issued share capital: 7.23
Total shares: 98,861,000
FLEXTECH HOLDINGS: Sells Stake In Task Tech
-------------------------------------------
Flextech Holdings Limited announced it entered a conditional
sale and purchase agreement (SPA) 28 May 2001, selling its
entire 75.0 percent shareholding in Task Technology Pte Ltd
(Task Tech) to Electrotech Holdings Limited. Task Tech has a
wholly-owned subsidiary, Task Precision Industries Pte Ltd.
The Company's 75.0 percent shareholding in Task Tech consists of
75,000 ordinary shares of S$1.00 each, out of 100,000 ordinary
shares fully issued and paid up.
Pursuant to the terms of the SPA, the Disposal will be effected
for a consideration that will be computed based on the Company's
proportionate share of the total purchase price of S$875,000.00,
which was negotiated on a willing buyer-willing seller basis.
The consideration for the Disposal will be satisfied by the
allotment and issuance of new ordinary shares of A$0.20 each in
the capital of Electrotech Holdings Limited subject to such
other terms and conditions specified in the S&P. The
Consideration Shares will rank pari passu with the existing
ordinary shares in the capital of Electrotech Holdings Limited.
Rationale
The primary business of Task Tech is that of design and
manufacture of plastic injection moulds, parts and components.
The Disposal will facilitate a more efficient deployment of the
Group's resources for the growth of the Group's core businesses.
Financial Effects
1. The Group expects a gain on disposal of its shareholding in
Task Tech to be approximately S$280,000.
2. The transaction is not expected to have any material impact
on the earnings per share and net tangible assets per share of
the Group for the current financial year.
3. The shares of the Company were last traded at S$0.685 at the
close of the trading day on 20 June 2001.
Interest of Directors and Substantial Shareholders
None of the directors or substantial shareholders of the Company
has disclosed any interest, direct or indirect, in the above
transaction.
MEDIARING.COM: Enters SPA With Jason Communication
--------------------------------------------------
The Board of Directors of MediaRing.com Limited (the "Company")
said the Company, on 7 April 2001, entered into a conditional
sale and purchase agreement with Jason Communication Pte Ltd
(the "Vendor"), to increase its equity interest in MediaRing.com
(Hong Kong) Limited ("MediaRing(HK)"), a subsidiary of the
Company in which the Company holds 90 pervent of its
shareholding, by acquiring 389,000 ordinary shares of
MediaRing(HK), representing the remaining 10% of its
shareholding (the "Proposed Acquisition"). T
he consideration for the Proposed Acquisition is S$2,102,400
("Purchase Consideration") which is to be satisfied by the
allotment and issue of 17,520,000 ordinary shares of the Company
(the "Consideration Shares") to the Vendor.
The Proposed Acquisition is conditional upon the approval in-
principle from SGX-ST of the listing and quotation of the
Consideration Shares on the Official List of SGX having been
obtained.
Information on MediaRing.com (Hong Kong) Limited
MediaRing(HK)'s principal business is the provision of
international telephony services in Hong Kong and the People's
Republic of China.
MediaRing(HK) has operations in Hong Kong and the People's
Republic of China.
MediaRing(HK) has an authorized share capital of HK$5,000,000
comprising 5,000,000 ordinary shares of HK$1.00 each, of which
3,890,000 shares are issued and paid up.
Purchase Consideration
The Purchase Consideration for the Proposed Acquisition is based
on arms-length negotiations and was arrived at on a willing
buyer and willing seller basis. The Consideration Shares when
allotted and issued, will rank pari passu in all respects with
the existing shares of the Company as at the date of their issue
except that the Consideration Shares shall not rank for any
dividends, rights, allotments or other distributions, the record
date for which falls on or before the date of the allotment of
the Consideration Shares.
Financials of MediaRing (Hong Kong)
The consolidated net asset value of MediaRing(HK) based on the
audited accounts for the financial year ended 31 December 2000
is HK$1,666,977. The consolidated net loss of MediaRing(HK)
based on the audited accounts for the financial year ended 31
December 2000 is HK$2,223,023.
The net asset value and net loss attributable to the 10% shares
under the Proposed Acquisition is HK$166,698 and HK$222,302
respectively.
Rationale for the Proposed Acquisition
The Company currently owns 90% of the shares in the capital of
MediaRing(HK) and wishes to consolidate its control over its
management and operations in Hong Kong and the People's Republic
of China. Following the aforesaid acquisition by the Company,
MediaRing(HK) will be the wholly-owned subsidiary of the Company
and be fully under the control and directions of the Company.
Financial Effects of the Proposed Acquisition
The financial effects of the Proposed Acquisition on the Company
would be as follow:
(a) Share Capital
No of Shares S$
Issued and paid-up capital as at 29 May 2001
723,623,865 72,362,386.50
Share capital arising from the Proposed Acquisition
17,520,000 1,752,000.00
Enlarged share capital after Proposed Acquisition
741,143,865 74,114,386.50
(b) NTA
Group Company
NTA per Share before the Proposed Acquisition
Cents 13.38 Cents 20.52
NTA per Share after the Proposed Acquisition
Cents 13.06 Cents 20.32
Note:
The NTA per Share is calculated based on the issuer's Net
Tangible Assets of S$96,823,227 for Group and S$148,461,080 for
Company, as in the last audited financial statements of 31
December 2000.
(c) Loss per Share
Group Company
Loss per Share before the Proposed Acquisition
Cents 7.88 Cents 2.70
Loss per Share after the Proposed Acquisition
Cents 7.88 Cents 2.70
Note:
The Loss per Share is calculated based on the issuer's Net loss
for the Financial Year 2000 of S$55,955,466 for the Group and
S$19,165,947 for the Company, and on the weighted-average of
710,140,188 Shares in issue during the year.
Directors and Substantial Shareholders' Interest
Save for Ng Ede Phang, a director of the Company, who is also a
director of MediaRing(HK), none of the Directors has any
interest, direct or indirect, in the Proposed Acquisition.
The Directors of the Company are not aware of any substantial
shareholder of the Company having any interest, direct or
indirect, in the Proposed Acquisition and have not received any
notification of any interest in this transaction from any
substantial shareholders of the Company
===============
T H A I L A N D
===============
DATAMAT PUBLIC: Closing Of Share Register Set For July 3
--------------------------------------------------------
According to the resolution from the ordinary general meeting of
shareholders #31 held on 29 April 1999, the shareholders
approved the reduction of the capital amount of 40,227,913
shares out of 53,637,218 shares with balance at 13,409,305
shares at Bt10 each.
Now the Board of Director's Meeting No. 4/2544 held on the 18
June 2001 has resolved as follows:
1. That the date for closing the company shares registration for
reduction the capital will be on the 3 of July 2001 at 12.00
a.m.
2. Any fraction from capital reduction more than point five is
to be deemed as one share, after that the difference of share
from 13,409,305 shares to be borne by Manoo Ordeedolchest, the
director.
DUSIT ROYAL: Revenue Department To Seize Assets
-----------------------------------------------
The Revenue Department, through its legal execution division,
has taken legal actions to seize the assets of Dusit Royal
Resort Pattaya, which is part of the department's attempts to
recover some loans extended to World Inter Trade Company, The
Nation reports Thursday.
World Inter Trade is owned by bankrupt Thanet Tounrant. Thanet
and the Dusit Group have a contract regarding Dusit's use of the
land owned by Thanet, on which the Pattaya resort stands.
EMC PUBLIC: Closing Of Share Register Postponed To July 2
---------------------------------------------------------
EMC Public Company Limited said the date of the closing of the
share register for its proposed capital reduction has been
postponed from June 25, 2001 to July 2, 2001, at 12:00 a.m.
onward until the reduction of the capital has been completed.
NAKORNTHAI STRIP: Creditors OK Reorg Plan
-----------------------------------------
The creditors of Nakornthai Strip Mill Public Company Limited
(NSM) have approved the appointment of Maharaj Planner Company
Limited as the new planner on February 20, 2001.
The Maharaj Planner Company Limited as a planner of NSM would
like to update its progress as follows:
In the creditors' meeting for the plan consideration held on
June 20, 2001, the creditors passed a resolution to approve the
Reorganization Plan of NSM.
The official receiver will report such resolution to the Central
Bankrupcy Court.
Upon receipt of the report, the Central Bankrupcy Court will set
a date to conduct a hearing and consideration of the
Reorganization Plan of NSM.
The official receiver will inform the date of consideration of
the Reorganization Plan of NSM accordingly.
NATIONAL FERTILIZER: Board OKs Loan Deal With PAT
-------------------------------------------------
According to the company's Board of Director meeting No. 6/2544,
dated June 7, 2001, the board approved the entrance of the
company into a borrowing and security agreement with Petroleum
Authority of Thailand (PAT), who is a connected entity, to the
following terms:
1. Date of Transaction: June 20, 2001
2. Related Parties
Name Position
National Fertilizer Public Company: Borrower
Petroleum Authority of Thailand: Lender
3. Transaction: Financial support from connected person
4. Transaction's structure
- Lending scheme: Short term loan
- Objective: For purchasing raw material
- Amount: Bt600,000,000
- Conditions: Must be granted consent to enter into the
transaction from the existing lenders
- Interest rate: MOR (Krung Thai Bank Plc.)
- Repayment: With in December 31, 2001
- Security: Stock pledge and assignment of account receivable
in amount of 130 percent of loan principal
The above transaction is considered to be a connected
transaction, according to SET's announcement; Rules, method and
disclosure of the connected transaction, which has transaction's
size over 3.00 percent of the company net assets value as of
March 31, 2001.
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, Ronald Villavelez, Maria Vyrna Ni¤eza,
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Copyright 2000. All rights reserved. ISSN: 1520-9482.
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