/raid1/www/Hosts/bankrupt/TCRAP_Public/011224.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, December 24, Vol. 4, No. 250
Headlines
A U S T R A L I A
ANALYTICA LIMITED: Psiron Becomes Substantial Holder
AUSTAR UNITED: CEO Morphett Resigns, Knox Tapped For Post
BLUE RIBBON: ASIC To Start Examination On Feb 20
DAVNET LIMITED: General Meeting To Be Held On Jan 23
JOYCE CORPORATION: Concludes Refinancing Arrangements
NORMANDY MINING: Continues To Sell Non-Core Assets
PLANTATION EQUITY: ASIC Places Interim Stop Orders On Prospectus
TIDSWELL ADMINISTRATION: ASIC Accepts Enforceable Undertaking
C H I N A & H O N G K O N G
EVER LUCK: Winding Up Petition Pending
KTP HOLDINGS: Sale, Purchase Agreements Completed
NETTEN ENGINEERING: Winding Up Sought By Cheery Hua
POWER-EAST INTERNATIONAL: Winding Up Petition Set For Hearing
YUK TAI: Faces Winding Up Petition
I N D O N E S I A
ASIA PULP: Posts Details Of Environmental, Wood Supply Audit
PT UNIBANK: JSX Delisting Shares Next Year
* IBRA Posts CCAS Tranche IV Batch 1 Result
J A P A N
DAIEI: Selling Entire Stake In Orange Page For Y8.45 Billion
HITACHI TRANSPORT: Selling All Stake In Tokyo Monorail For Y10B
MITSUBISHI MOTORS: Building E$244M JV Plant With DaimlerChrysler
NISSAN MOTOR: Launches Joint Auto Venture With Renault
UNITED PETROLEUM: Files For Bankruptcy
K O R E A
DAEWOO GROUP: Corporate Affiliates' Bond Defaults In Decline
DAEWOO INTERNATIONAL: Concludes $12M Deal With Ingram Micro
HANBO IRON: KAMCO To Ask Court's Final Approval Of Sale
HYUNDAI MOTOR: Denies HMM Car-Carrier Operation Acquisition
HYUNDAI MOTOR: Labor Union Against Preliminary CBA
LG ELECTRONICS: Signs $11M Contract With Monet Mobile Networks
SAMSUNG ELECTRONICS: Top Korean Firm In Overall Performance
SEOULBANK: In Negotiations With Interested Bidders
M A L A Y S I A
BESCORP IND.: Issues Default Update
GADEK CAPITAL: SC OKs Proposed Warrants Issue
LIEN HOE: Updates Stockholders On Defaulted Loan Stocks Status
PAN MALAYSIA: Enters Acquisition Shares Agreement With Lai Sun
PAN MALAYSIA: Voluntarily Winds Up Subsidiary Companies
PICA (M) CORPORATION: Jan 31 Hearing On Motion To Dismiss Set
PROMET BERHAD: Seeks KLSE Approval For RA Time Extension
TAT SANG: Subsidiary Posts Defaulted Payment Update
TIME ENGINEERING: Submits New Proposal To USD Bondholders
ZAITUN BERHAD: High Court Allows Plaintiff's Appeal
P H I L I P P I N E S
NATIONAL BANK: Tan, Govt Finally Agree To Rehab Term Sheet
S I N G A P O R E
ASIA FOOD: Provides Debt Restructuring Update
CAPITALAND LIMITED: Subsidiary Grants Goodwill Cash Rebate
GOLDEN AGRI-RESOURCES: Releases Debt Restructuring Update
HONG LEONG: Sim Miah Kian Changes Deemed Interest
T H A I L A N D
DATAMAT PUBLIC: Clarifies `efinancethai.com' News
EASTERN WIRE: Issues Second Reorganization Progress Report
PROPERTY PERFECT: Issues Its 2002 Holidays
T.H. APPARAL: Closed, Liquidation Process Completed
U.B. HAWORTH: Business Reorganization Petition Filed In Court
- - - - - - - -
=================
A U S T R A L I A
=================
ANALYTICA LIMITED: Psiron Becomes Substantial Holder
----------------------------------------------------
Psiron Limited became a substantial shareholder in Analytica
Limited on 19 December, 2001 with a relevant interest in the
issued share capital of 8,000,000 red preference shares
(43.05%).
On the 5th of December, TCR-AP reported that a meeting of
Creditors of the Company held on December 4 considered a
resolution associated with the restructure of the Company.
The resolution was passed.
AUSTAR UNITED: CEO Morphett Resigns, Knox Tapped For Post
---------------------------------------------------------
Austar United Communications Limited announced the appointment
of Philip Knox as Chief Financial Officer to replace Jonathan
Morphett, who is resigning effective 31 December 2001.
Mr Knox was most recently Director of Finance for SAP Australia
and before that held senior finance and accounting roles
including Director of Finance for the Traveland Group, Regional
Financial Controller of Wang Australia and Chief Accountant at
Network Ten.
"Jonathan Morphett has been a key contributor to the
restructuring of Austar and has driven significant financial,
cost control and process changes," said John Porter, Chief
Executive Officer. With the imminent closure of the bank deal,
the challenges Jonathan set himself have been achieved and he
has decided to pursue new opportunities that utilize his skills.
"I am very pleased that a person with Philip Knox's range of
experience in accounting finance and management is available to
takeover as CFO. His skill set and experience will be invaluable
as Austar focuses on implementing the important operational
initiatives we announced on 4 December," said Mr Porter.
"The task for Austar going forward is to execute our business
plan in a highly disciplined fashion and Philip has the
experience and the enthusiasm to help us achieve this goal.
I would like to thank Jonathan for all his dedication and hard
work. This has been a tough year for Austar. Some difficult
decisions and major changes have been made and implemented.
Jonathan has achieved a tremendous amount and helped set the
company on the required course to profitability," Mr Porter
concluded.
BLUE RIBBON: ASIC To Start Examination On Feb 20
------------------------------------------------
The Australian Securities and Investments Commission (ASIC) will
commence its public examination into the Tasmanian-based Blue
Ribbon group of companies in Hobart on 20 February 2002.
ASIC is pleased to have obtained the earliest practicable
Federal Court date for the examination and anticipates the
examination will take at least five days.
ASIC's examination will consider:
* the circumstances surrounding the failure of the Blue Ribbon
Group of companies;
* circumstances that led to the acceptance of the deeds of
company arrangement offered by McKenzie Group Consulting
* Property Services Pty Ltd (McKenzie Group); and
* the circumstances surrounding the failure by the McKenzie
Group to carry out the terms of the deeds of company
arrangement.
ASIC will summon up to 13 office holders who will be required to
give evidence on oath into the collapse of the Blue Ribbon
Group. The examination will look into the affairs of these
companies:
* Blue Ribbon Holdings Ltd ACN 009 487 674;
* Blue Ribbon Export Pty Ltd ACN 009 487 692:
* Blue Ribbon Nominees Pty Ltd ACN 062 219 925;
* Natural Prime Foods Pty Ltd ACN 080 908 210;
* Blue Ribbon Meat Products Pty Ltd ACN 009 487 683;
* Blue Ribbon Livestock Pty Ltd ACN 098 654 070;
* Blue Ribbon Group Pty Ltd ACN 094 428 136 (formerly McKenzie
Group Consulting Property Services Pty Ltd); and
* BRG Capital Facilitation Pty Ltd ACN 087 911 377.
DAVNET LIMITED: General Meeting To Be Held On Jan 23
----------------------------------------------------
Davnet Limited informed that a General Meeting of members of
Davnet Limited (Davnet or the Company) will be held at 12 noon
(Sydney time) on Wednesday 23 January 2002 at the ASX Exchange
Square Auditorium, 20 Bridge Street, Sydney, New South Wales, to
conduct the following business.
BUSINESS
ORDINARY RESOLUTION
1. APPROVAL OF SALE OF MAIN UNDERTAKING
In accordance with Listing Rules 11.2 of the Listing Rules of
the Australian Stock Exchange Limited, to consider and, if
thought fit, to pass the following resolution as an ordinary
resolution:
"That the sale of the Company's 51% shareholding in Davnet
Telecommunications Pty Limited to NTT Australia Pty Ltd for a
cash consideration of $16,000,000, be approved."
EXPLANATORY STATEMENT
Shareholders should read the Explanatory Statement, which is
included towards the end of this Notice.
SPECIAL RESOLUTIONS
2. PROPOSED ISSUE OF SHARES TO INVESTA AG
In accordance with Section 260B of the Corporations Act 2001
(Cth), to consider and, if thought fit, to pass the following
resolution as a special resolution:
"That the Company approves the allotment and issue of 9,897,430
shares to Investa AG (Investa) pursuant to Investa's entitlement
to roll-up its remaining shareholding in Davnet Digitel Hong
Kong Limited."
If approved:
* approval is not also required under Listing Rule 7.1, pursuant
to exception 14 of Listing Rule 7.2; and
* the relevant shares will be issued within one month of the
general meeting.
3. CHANGE OF NAME OF THE COMPANY
Pursuant to Section 157(1) of the Corporations Act 2001 (Cth),
to consider and, if thought fit, to pass the following
resolution as a special resolution:
"That the name of the Company be changed to DVT Holdings
Limited, to take effect as soon as the Company's registration
has been altered accordingly by the Australian Securities and
Investments Commission."
JOYCE CORPORATION: Concludes Refinancing Arrangements
-----------------------------------------------------
Further to Joyce Corporation Limited's announcement of 11
December advising of the retirement of the Receivers and
Managers, the Board of Joyce Corporation Ltd announced that it
has concluded all its refinancing arrangements, securing more
than adequate funding for working capital and to meet its
obligations under the Deeds of Company Arrangement.
The Company's strategy, determined prior to the appointment of
the Receivers and Managers, to improve its financial position
and focus on its core polyurethane foam business has been
successfully implemented. This process included the sale of its
Melbourne property, its subsidiary Joyce Healthcare Group Pty
Ltd, its Joyce Rural activities and its land and buildings at
Pinjarra and culminated in the retirement of the Receivers and
Managers on 7 December.
Joyce Corporation creditors had approved a Deed of Company
Arrangement giving them 100 cents in the dollar, and as a result
of meeting the Company's obligations in this regard the Deed
Administrators retired on 17 December. Joyce Rural creditors
have agreed to a ceiling of $6.3M representing approximately 50
cents in the dollar plus half the net proceeds of the Pinjarra
property sale.
As foreshadowed in the announcement to the ASX of 4 May, the
directors believe the Company has a financially viable future,
backed by its profitable polyurethane foam business, its
significantly reduced level of debt, and $40M of gross assets.
The Company is now actively engaged in the process required for
the ASX to lift the suspension on its shares.
NORMANDY MINING: Continues To Sell Non-Core Assets
--------------------------------------------------
As part of its ongoing asset rationalization program, Normandy
has reached agreement to sell its interests in the Ity gold mine
(Cote d'Ivoire) and the Tasiast gold project (Mauritania).
These two transactions will:
i) raise cash consideration of up to A$33.3 million, which
would be adequate to a reduction in the Group's gearing ratio of
approximately 1%;
ii) Generate a combined profit of approximately A$6 million;
and
iii) provide royalty exposure over production.
Normandy has reached agreement with:
1. Tasiast Holdings SA (a Luxembourg incorporated company) for
the sale of the Tasiast gold project, for up to US$6.5 million
plus a 2% gross value royalty payable on production in excess of
600,000 ounces. US$1.0 million is payable on settlement, a
further US$1.0 million within six months, with the remaining
US$4.5 million linked to mine development.
2. Companie Generale Des Matieres Nucleaires (Cogema) to acquire
Normandy's 51% shareholding in Societe des Mines d'Ity (owner of
the Ity mine), for US$10.8 million paid on settlement, and a net
smelter return royalty on production of 2% between 13 to 21
tonnes of gold, and 3% between 21 to 35 tonnes of gold.
The sales are subject to formal documentation and obtaining the
relevant local and government approvals. None of these
transactions will breach any of the AngloGold or Newmont
takeover conditions.
The sale of these assets continues the Group's process of
rationalization and simplification of non-core assets, with the
focus firmly on building a portfolio of stronger, larger, longer
life operations.
Enquiries concerning this report:
Peter Bird, EXECUTIVE GENERAL MANAGER - INVESTOR RELATIONS
Email : investor@normandy.com.au
Telephone: + 61 8 8303 1705
Facsimile: + 61 8 8303 1994
See this and previous announcements on Normandy website
http://www.normandy.com.au
PLANTATION EQUITY: ASIC Places Interim Stop Orders On Prospectus
----------------------------------------------------------------
The Australian Securities and Investment Commission (ASIC) has
placed interim stop orders on two current prospectuses, issued
by Plantation Equity Services Limited, offering interests in the
Paulownia West Coast Project No.4 and the Australian Oak
Project.
ASIC placed the interim stop orders after being advised by the
Directors of Plantation Equity Services that, on 17 December
2001, they resolved to appoint a voluntary administrator to
Plantation Equity Services because they believed the company may
be unable to meet its debts as and when they fell due.
The interim stop orders have been made to ensure that no funds
can be raised until the new circumstances are fully disclosed,
in particular the current financial position, performance and
prospects of the two schemes. The interim stop orders may be
revoked if the directors are able to provide satisfactory
financial information on the two schemes to the market, which
establishes that the company and the schemes are viable.
Otherwise, ASIC will hold a hearing to determine whether a
permanent stop order should be made. The interim stop orders
prevent the offer, issue, sale or transfer of securities under
the prospectuses.
TIDSWELL ADMINISTRATION: ASIC Accepts Enforceable Undertaking
-------------------------------------------------------------
The Australian Securities and Investments Commission (ASIC) has
accepted an enforceable undertaking from Tidswell Administration
Limited (Tidswell), a South Australian promoter and operator of
managed investment schemes.
ASIC found that Tidswell promoted and managed two unregistered
managed investment schemes, and that there were a number of
deficiencies in its loan approval procedures in another
registered scheme. The unregistered managed investment schemes
were known as the Commonwealth House Unit Trust and the 55
Gawler Place Joint Venture.
The Commonwealth House Unit Trust had invested $13,508,154 from
224 investors in five commercial Adelaide properties. Tidswell
has undertaken not to seek further investments in this scheme
unless and until it obtains a variation of its securities
dealers license allowing it to manage the scheme and the scheme
is then registered with ASIC.
The 55 Gawler Place Joint Venture had $394,000 invested in five
strata units at 55 Gawler Place, Adelaide. Tidswell has
undertaken not to seek further investments in this scheme and to
hold a meeting of investors to vote on whether to register the
Joint Venture as a managed investment scheme or to wind it up.
The scheme must be registered with ASIC if it is not wound up.
ASIC was also concerned that Tidswell would not take adequate
care when deciding whether to approve loans made using
investors' funds in connection with another registered scheme it
managed. Tidswell has undertaken to appoint a person approved by
ASIC to approve loans made by two registered schemes it operates
- the Pooled Mortgage Managed Investment Scheme and the Direct
Mortgage Managed Investment Scheme.
"ASIC acted to ensure that investors in the schemes operated by
Tidswell can be confident that the schemes are being managed
correctly, and that they have the full protection the law can
offer them", ASIC Director Enforcement, Jamie Orchard said.
================================
C H I N A & H O N G K O N G
================================
EVER LUCK: Winding Up Petition Pending
--------------------------------------
Ever Luck Trading Limited is facing a winding up petition, which
is slated to be heard before the High Court of Hong Kong on
January 30, 2002 at 10:30 am.
The petition was filed on November 5, 2001 by Bowker Garment
Factory Company Limited of 6th Floor, Hong Kong Spinners
Industrial Building, Phase 6, 481-483 Castle Peak Road, Kowloon,
Hong Kong.
KTP HOLDINGS: Sale, Purchase Agreements Completed
-------------------------------------------------
The respective Boards of Directors of KTP Holdings Limited and
Wonder Star Securities Limited announced that the Sale and
Purchase Agreements dated 29th November, 2001 entered into
between each of the Vendors and Wonder Star were completed on
20th December, 2001. Pursuant to each of the Sale and Purchase
Agreements, the First Vendor, the Second Vendor, the Third
Vendor, the Fourth Vendor and the Fifth Vendor had sold, for a
cash consideration of HK$5,430,000, HK$10,450,000 and
HK$52,896,285, HK$2,660,000 and HK$2,915,000 respectively or an
Aggregate Consideration of approximately HK$74.35 million,
representing their entire shareholding in the issued share
capital of KTP of 10,860,000, 20,900,000, 105,792,570, 5,320,000
and 5,830,000 Shares respectively or an aggregate of 148,702,570
Shares to Wonder Star, representing approximately 43.66 per
cent. of the entire issued share capital of KTP as at the date
of this announcement.
Following Completion, Wonder Star and parties acting in concert
with it, together with the 113,528,052 Shares they already owned
prior to the execution of the Sale and Purchase Agreements
(which amounted to approximately 33.3 per cent. of the issued
share capital of KTP), together own in aggregate 262,230,622
Shares, representing approximately 76.99 per cent. of the entire
issued share capital of KTP. In accordance with Rules 26.1 of
the Takeovers Code, a mandatory general offer will be made by
Kim Eng Securities (Hong Kong) Limited (KE Securities) on behalf
of Wonder Star to the shareholders of KTP (other than Wonder
Star and parties acting in concert with it) (Independent
Shareholders) for all the issued Shares not already owned by
Wonder Star or parties acting in concert with it. Each of Mr.
Yip and Gekesco has notified and undertaken to Wonder Star that
they will not tender any of the 219,300 Shares or approximately
0.06% of the entire issued share capital of KTP and 16,572,637
Shares or approximately 4.86% of the entire issued share capital
of KTP held respectively by them pursuant to the Offer and will
not dispose any of their Shares before the closing date of the
Offer.
KTP has established an independent board committee (the
Independent Board Committee) comprising Messrs. Ng Wai Hung and
Lee Siu Leung, the independent non-executive Directors to advise
the Independent Shareholders, and has appointed Kingston
Corporate Finance Limited and Sun Hung Kai International Limited
as joint independent financial advisers (Independent Financial
Advisers) to advise the Independent Board Committee in respect
of the Offer.
It is expected that a composite offer document (Composite Offer
Document) comprising:
(a) the offer document containing the conditions and terms of
the Offer and form of acceptance and transfer; and
(b) the offeree document to the Independent Shareholders
containing, among other things, a letter from the Independent
Board Committee advising the Independent Shareholders on the
Offer and a letter of advice from the Independent Financial
Advisers to the Independent Board Committee advising on the
Offer, will be dispatched to the Independent Shareholders on
21st December, 2001 or such later date as the Executive may
approve.
NETTEN ENGINEERING: Winding Up Sought By Cheery Hua
---------------------------------------------------
Cheery Hua (HK) Limited is seeking the winding up of Netten
Engineering Limited. The petition was filed on September 27,
2001, and will be heard before the High Court of Hong Kong on
January 16, 2002.
Cheery Hua holds its registered office at Unit 10, 23A Floor K,
K. Wah Centre, No. 191 Java Road, North Point, Hong Kong.
POWER-EAST INTERNATIONAL: Winding Up Petition Set For Hearing
-------------------------------------------------------------
The petition to wind up Power-East International Company Limited
will be heard before the High Court of Hong Kong on January 23,
2002 at 9:30 am. Leung Shuk Ching of Room 3605, Yat Tai House,
Fu Tai Estate, Tuen Mun, New Territories, Hong Kong filed the
petition with the court on October 10, 2001.
YUK TAI: Faces Winding Up Petition
----------------------------------
The petition to wind up Yuk Tai Industrial Development Limited
is set for hearing before the High Court of Hong Kong on January
23, 2001 at 9:30 am. Lam Lai Chun of Room 1202, Pik Hoi House,
Choi Hung Estate, Kowloon, Hong Kong filed the petition with the
court on October 11, 2001.
=================
I N D O N E S I A
=================
ASIA PULP: Posts Details Of Environmental, Wood Supply Audit
-----------------------------------------------------------
Asia Pulp & Paper Company Ltd (APP) announced the results of the
environmental audit carried out by the independent forestry
consultants AMEC Simons Forest Industry Consulting ("AMEC").
AMEC conducted detailed fieldwork at the sites of APP's
Indonesian subsidiaries, Indah Kiat and Lontar Papyrus and the
forestry sites of Arara Abadi and Wirakarya Sakti, forestry
companies controlled by the Sinar Mas Group ("SMG"), which also
controls APP.
AMEC concluded that APP mill, and SMG forestry companies, have
implemented comprehensive environmental and wood supply
practices and procedures in support of company operations in
Indonesia. AMEC also noted that the above APP and SMG companies
have:
* Implemented comprehensive ISO 14001 environmental
management systems for all mill and forestry businesses and
these systems have been certified by leading international
certification companies, Societe Generale de Surveillance and
Det Norske Veritas.
* Institutionalized comprehensive practices and procedures
for standardizing forestry auditing and management, together
with performance-based or competitive internal procedures which
have encouraged improved efficiency, performance and lower costs
* Worked within the Indonesian Government forest law and
Department of Forestry regulations concerning operational
licenses for conversion of land for industrial pulpwood
plantations, and legal documentation required for wood delivery.
* Commenced implementation of forest management practices in
accordance with Forest Stewardship Council Forest Certification
Principles and Criteria.
Commenting on the independent audit, Teguh Widjaja, Chief
Executive of APP said:
"Despite difficult economic conditions APP continues with its
efforts to be a world-class pulp and paper company. This audit
underlines the Group's commitment to maintaining the highest
environmental standards, and demonstrates that our investment in
world-class environmental practices has ensured that any
environmental damage arising from our operations is minimized.
"Furthermore, we continue to do all we can to prevent the spread
of illegal logging in Indonesia, and have made considerable
efforts to ensure that we only purchase wood from government
licensed wood suppliers who are able provide us with the
required legal documentation.
"We continue to believe that wood from our plantations,
including substantial plantation hardwood from our reforestation
programs, and wood available from third-party sources will be
adequate to fulfill the hardwood requirements of our pulp mills.
Our forestry operations continue to aggressively re-plant areas
converted for plantation use. We believe that this will permit
our pulp operations to source substantially all their hardwood
supply requirements from plantation hardwood within the next
several years. AMEC is now in the process of conducting a
detailed assessment of our wood supply plans that are designed
to achieve this goal. This will include an assessment of the
full impact of funding, technical performance, management,
social, land tenure and other risk factors on our sustainable
wood supply plans."
AMEC also concluded that the overall environmental impact on the
Siak (Riau) and Tungkal (Jambi) rivers was minimal, and surveys
conducted with local residents concluded that there had been no
significant affect on aquatic life. APP is committed to
verifying these observations through additional studies.
According to DebtTraders, APP's 11.750% bonds due on 2005 (APP7)
are trading between 24 and 27.000. For more real-time bond
pricing information, visit
http://www.debttraders.com/price.cfm?dt_sec_ticker=APP7
PT UNIBANK: JSX Delisting Shares Next Year
------------------------------------------
The Jakarta Stock Exchange (JSX) has announced that it will
delist the shares of liquidated PT Unibank (JSX:UNBN) on January
30, 2002, AsiaPulse reported Friday.
Trading of UNBN is suspended until Dec 28 following the
government liquidation of the bank in October for failure to
meet the rule of Bank Indonesia in capital adequacy ratio (CAR),
according to the JSX. The suspension will be lifted by the end
of this year to allow investors to sell or buy the shares in the
negotiation market starting January 2.
* IBRA Posts CCAS Tranche IV Batch 1 Result
-------------------------------------------
The Indonesia Bank Restructuring Agency (IBRA) has announced the
result of the corporate core assets sales (CCAS) tranche IV
batch 1 which succeeds to sell 7 core assets with proceeds of
US$ 197.7 million. As this program has been ended, the division
of Asset Disposal of the Asset Management Credit (AMC) in 2001
had sold 18 core assets thorough CCAS program with total face
value of IDR 11.87 trillion which reflects recovery rate of
25.9%. Besides, through the direct selling, IBRA has received
IDR 466.56 billion or it reflects 71.4 % from total principal.
The combination of two big strategies of AMC, through CCAS
program & direct selling, IBRA receives total IDR 3.62 trillion
in the year 2001 or it reflects the recovery rate of 28.7%.
Below is the detailed explanation of CCAS-IV tranche 1, the
progress of CCAS-IV tranche 2 and the plan for CCAS-IV tranche
3.
I. The result of CCAS-IV batch 1
In the midst of the current investment climate, which is not
conducive yet, IBRA has completed to sell all corporate core
assets (8 portfolios), which were offered in CCAS-IV batch 1.
The grand total of book value of aforementioned assets according
to the Restructuring Agreement is US$ 1.041 billion.
After evaluation was carried out, IBRA accepted bids for 7
portfolios credit with face value US$ 895.5 million. The total
proceeds from the 7 corporate core asset sales IDR 197.7
million, which represents a recovery rate of 22.1%.
The sales offer of PT. Bakrie Nirwana Resort can not be
accomplished because the investor who bid on the highest price
resigned in the closing transaction stage. As compensation, IBRA
will re-offer this asset in the next sales program.
As many as 24 investors, comprising of 60% foreign investors and
40% local, have expressed their interest to carry out due
diligence. Fourteen of the 24 investors, 80% of them are foreign
investors, have submitted their bid on October 31, Afterwards,
IBRA determined 6 winners, 80% of them from Singapore, Hong Kong
and the United States. "This indicates a high level of interest
of foreign investors in IBRA's assets," said Mohammad Syahrial,
Division Head of Asset Disposal of Asset Management Credit
(AMC).
The winners of the CCAS-IV tranche 1 are listed as follows:
Investor Debtor Industry
Batavia Prosperindo PT. Polypet Karyapersada PTA
International
Batavia Prosperindo PT. Polyprima Karyareksa PET
International
Companhia Investment PT. Sipatex Putri Lestari Polyester
Based
Textile
Agritrade International PT. Cisadane Raya Oleochemicals
Chemicals
PT. Andalan Artha PT. Asia Cellular Satelite Telecom
Advisindo
PT. Andalan Artha PT. Pacific Satelite Nusantara Telecomm
Advisindo
Lehman Brothers PT.Central Pertiwi Bahari Shrimp
pond
In comparison with the recovery rate of CCAS-III, the lower
recovery rate of CCAS-IV tranche 2 is greatly influenced by the
current unfavorable Indonesian macro economic conditions, as
evident with the weakening of IDR exchange rate against USD, the
declining composite index on the Jakarta Stock Exchange and the
increase in 3 month-SBI (central bank certificates) rate
followed by the 11th September tragedy in the United States.
Some macro economic indicators during the offering period of
each open tender program are tabulated hereunder:
Macro Economic Indicator CCAS III CCAS IV Batch 1
18 May 2001 (31 October 2001)
Exchange Rate (IDR/USD) 11,345 10,435
JSX Index 376.80 383.7
SBI 3 Months Rate (% p.a) 15.80 17.6
II. The Progress of CCAS-IV batch 2
In a relatively short interval from the previous program, CCAS-
IV shows positive progress. As many as 14 investors have met the
requirement to carry out the due diligence process since October
23, 2001 to 11 corporate core assets with total outstanding
based on the Restructuring Agreement IDR 2.014 trillion and USD
726 million. Foreign investors still participate in this sales
program. On November 21, the investors have submitted their bid.
The completion of the sales will be announced on January 28,
2002. IBRA has started bid evaluation & completion process.
III. The Plan for CCAS-IV batch 3
Due to the high interest from investors, IBRA re-offer 23
corporate core assets in CCAS-IV tranche 3 with total
outstanding based on the Restructuring Agreement IDR 1.989
trillion plus US$ 601,378 million (see Table). This amount may
change, subject to ongoing payments received by IBRA.
Below is the breakdown of the corporate core asset sales on
offer:
PORTFOLIO OF CORPORATE CORE ASSETS
Debtor Industry Principal Principal
(IDR bn)* (US$ ml)*
PT. Ancol Terang Metal
Printing Aluminum Can Factory 18.142
PT. Arrish Rulan Garment-Textile 3.102
PT. Bakrie Nirwana
Resort Property (hotel, resort
& golf course) 35.000
PT. Batam Jaya
Hotel Hotel (Mandarin Hotel) 16,600
PT. Jakarta Inter
Hotel & Development Hotel (Borobudur Hotel) 3,071
PT. Dasatecno Utama Furniture 59,150
PT. Dok & Perkapalan
Kodja Bahari Dok & Shipyard 1.196,8
PT. Elektrindo
Nusantara Telecommunication 87,680
PT. Emperor Steel
Corporation Steel Plant 38,000
PT. Little Giant
Steel Corporation Steel Plant 72,677
PT. Semarang
Perkasa Steelindo Steel Plant 3,050
PT. Gresik
Jasatama Dok & Shipyard 44,380
PT. Graha Buana
Cikarang Housing/Real Estate 98,983
BV Jababeka
International Holding Company 93,711
PT. Kawasan
Industri Jababeka
Tbk Industrial estate,
Warehouse and market 98,620
PT. Garuda
Mataram Motor
Company Automotive, assembling
& car manufacturing 14,000
PT. National
Motors Automotive, assembling
& car manufacturing 6,000
PT. Indopersada
Adhyatma Housing/Real estate 343,457
PT. Panasia
Interfi Office building
(Wisma Panasia) 2,751
PT. Riau Andalan
Kertas Paper 87,391
PT. Riau Andalan
Pulp & Paper* Paper & Pulp 40,458
PT. Riau Prima
Energi Power Plant 132,994
PT. Surya Artha
Nusantara Finance Multi Finance 94,798
TOTAL 1.989,489 601,378
Note*) represent total IBRA's claim in Loan/Bond/CB/Equity based
on the Restructuring Agreement.
All corporate core assets offered in CCAS-IV tranche 3 are in
general secured with the credit collateral in the form of
moveable and fixed assets, account receivables, personal
guarantee and other collaterals. Among the credit portfolio
include credit facilities in the fields of property, garment-
textile, hotel, steel plant, housing/real estate, office
building, industrial estate, warehouse & market, pulp & paper,
aluminum cans factory, furniture, telecommunication, power
plant, multi finance, dok & shipyard, and automotive, assembling
& car manufacturing.
Interested investors who wish to participate are required to
submit the Letter of Interest along with the Company Profile,
Financial Statement and the copy of the Incorporation Deed by
February 1, 2002. Eligible investors may carry out due diligence
as from January 7, 2002. Meanwhile, the auction will be
commenced on February 2002 and the closing is planned for March
6, 2002.
=========
J A P A N
=========
DAIEI: Selling Entire Stake In Orange Page For Y8.45 Billion
------------------------------------------------------------
Supermarket chain operator Daiei Inc will sell its entire 9,858
shares in informational lifestyle magazine publisher Orange Page
Inc to East Japan Railway Co (JR East) on December 27 for a
total of Y8.45 billion. The sale is part of Daiei's plan to
reduce the group's interest-bearing debts of about Y2.3 trillion
as at August end, Japan Today reported Friday.
HITACHI TRANSPORT: Selling All Stake In Tokyo Monorail For Y10B
---------------------------------------------------------------
Hitachi Transport System Ltd will sell its 70 percent stake in
subsidiary Tokyo Monorail to East Japan Railway Co (JR east) and
30 percent stake to Hitachi Ltd for a total of Y10 billion,
Japan Today reported Thursday.
MITSUBISHI MOTORS: Building E$244M JV Plant With DaimlerChrysler
----------------------------------------------------------------
Mitsubishi Motors Corp (MMC) and its strategic partner
DaimlerChrysler AG planned to build a E$244 million joint engine
plant in a 37,000 square meter lot in Koelleda, Thuringia,
Germany to produce gasoline engines for small cars to be
marketed under both firms' brands, Japan Today reported Friday.
NISSAN MOTOR: Launches Joint Auto Venture With Renault
------------------------------------------------------
Nissan Motor Co and French carmaker Renault S.A., which holds a
36.8% stake in Nissan, inaugurated Thursday a joint light
commercial vehicle assembly plant in Renault's industrial
complex in Brazil, the first new plant planned and built to be
shared by the two carmakers, Japan Today reported Friday.
UNITED PETROLEUM: Files For Bankruptcy
--------------------------------------
Debt-ridden oil producer United Petroleum Development Co has
filed for court protection from creditors with the Tokyo
District Court under Japan's civil rehabilitation, setting the
record as the first failed company affiliated with the Japan
National Oil Corp (JNOC), Japan Today reported Friday. JNOC, a
48% stakeholder in United Petroleum, plans to transfer the
failed firm's management to a consortium of four companies in
March 2002.
=========
K O R E A
=========
DAEWOO GROUP: Corporate Affiliates' Bond Defaults In Decline
------------------------------------------------------------
Bank of Korea said Thursday the default rate of corporate bills
such as bonds, checks and promissory notes dropped sharply to
0.13 percent in November from 0.23 percent in October, due to a
decline in defaults on corporate bonds issued by affiliates of
the now defunct Daewoo Group, aside that there's been no
bankruptcies of major big companies, Korea Herald reported
Friday. The November figure was the second lowest recorded so
far this year after 0.11 percent in September.
In the Seoul metropolitan area, dishonored rate of corporate
bills plunged to 0.13 percent last month from 0.23 percent in
October, while the rest of the nation edged down to 0.15 percent
from 0.18 percent. Corporate bill default rate is the percentage
of bounced corporate bills to total amounts cleared, one of the
barometers reflecting corporate financial conditions.
DAEWOO INTERNATIONAL: Concludes $12M Deal With Ingram Micro
-----------------------------------------------------------
Daewoo International has concluded a deal with Ingram Micro, a
global computer vendor, to supply 100,000 PC monitors worth $12
million for a period of one year, with Daewoo to make the first
shipment of 3,400 units to be distributed in Canada, Korea
Herald reported Friday. Daewoo would step up monitor exports and
target $100 million in exports next year, company president Lee
Tai-yong said.
HANBO IRON: KAMCO To Ask Court's Final Approval Of Sale
-------------------------------------------------------
Before the end of the week, the Korea Asset Management Corp
(KAMCO) will ask for court approval of the sale of Hanbo Iron
and Steel to AK Capital, which has been selected as the
successful bidder in a recently held international bidding for
Hanbo Iron. The court approval will finalize the sale of Hanbo
Iron, which has dragged on for five years, Korea Herald reported
Friday. AK Capital and KAMCO have been able to sort out problems
and will apply for a court-sanctioned sale of Hanbo Iron,
following consultations with Hanbo creditors, a director of
Jungwoo Industry, a major participant in the AK Capital
consortium, said
HYUNDAI MOTOR: Denies HMM Car-Carrier Operation Acquisition
-----------------------------------------------------------
Hyundai Motor announced Thursday that it does not have any plan
to acquire Hyundai Merchant Marine's (HMM) car-carrier
operation, which rakes in a total of W100 billion in income
annually and accounts for 21 percent of its total sales. The
announcement was made to clarify rumors that HMM and its largest
creditor Korea Development Bank are moving ahead with a plan to
sell off HMM's overseas car transportation service to Hyundai
Motor, Digital Chosun reported Thursday.
The shipping unit has not made a proposal. The company has no
intention to take over the car-carrier operation, a Hyundai
Motor official said.
DebtTraders reports that Hyundai Motor's 7.600% bond due 2007
(HYUNMTR) trades between 101.500 and 103.500. For real-time bond
pricing, go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=HYUNMTR
HYUNDAI MOTOR: Labor Union Against Preliminary CBA
--------------------------------------------------
The Hyundai Motor Co labor union voted against the preliminary
collective bargaining agreement (CBA) between the management and
a group of union leaders. Some 36,961 or 97.26 percent of the
38,000 unionized workers casted their votes, but 52.65 percent
of those who voted were against the agreement, PRNewsAsia
reported Friday. Another round of talks regarding agreement
terms may be held with the management, the union said.
LG ELECTRONICS: Signs $11M Contract With Monet Mobile Networks
--------------------------------------------------------------
LG Electronics Co signed a contract with U.S. ultra-high speed
wireless Internet data service operator Monet Mobile Networks to
make additional supply of cdma2000 1x systems worth $11 million.
The deal came on the heels of LG's arrangement in the first half
of the year to supply $8 million worth of the systems to the
U.S. firm, Korea Herald reported Friday.
Monet plans to install the systems, including earth stations, in
four states of the U.S. eastern region in the first half of next
year, while it expects to win the right to install wireless
Internet service systems in 43 additional areas in 10 U.S.
states, leading to a steady demand for LG's wireless Internet
systems. LG plans to make additional supply of such systems
worth $10 million to Monet after the first half of next year.
DebtTraders reports that LG Electronics' 8.240% floating rate
note due 2002 (LGE3) trades between 99.800 and 99.200. For real-
time bond pricing, go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=LGE3
SAMSUNG ELECTRONICS: Top Korean Firm In Overall Performance
-----------------------------------------------------------
Samsung Electronics was picked as the top-ranking firm in terms
of overall performance, including product quality, innovation,
and financial soundness, among Korean firms, according to Far
Eastern Economic Review's (FEER) annual company survey, dubbed
"Review 200: Asia's Leading Companies," which was released
Thursday. The largest Korean bank, Kookmin Bank, ranked at the
top in terms of financial soundness, after its merger with
Housing and Commercial Bank in early November.
The survey of about 208 multinational businesses in Asia, which
was conducted by ACNielsen International Research (Hong Kong),
ranked SK Telecom, Pohang Iron and Steel Corp. (POSCO), Samsung
Corp., Hyundai Motor, Samsung Fire and Marine Insurance, Samsung
Life Insurance, Samsung SDI, Lotte and Korea Telecom as the
second through the tenth, respectively.
DebtTraders reports that Samsung Electronics' 7.700% bond due
2027 (SAMELE4) trades between 86.853 and 88.677. For real-time
bond pricing, go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=SAMELE4
SEOULBANK: In Negotiations With Interested Bidders
--------------------------------------------------
Seoulbank's spokesman, President Kang Chung-won said the bank is
in talks with an unspecified strongly interested three or four
bidders for the sale of a controlling stake in the bank, and the
result materializing around mid-January, PRNewsAsia reported
Thursday. Kang said the bank and the government are against a
merger with weaker banks that have received public funds.
===============
M A L A Y S I A
===============
BESCORP IND.: Issues Default Update
-----------------------------------
Bescorp Industries Berhad (Special Administrators Appointed)
(BIB or the Company), as required by the Kuala Lumpur Stock
Exchange Practice Note 1/2001, provided an update on its default
in payment:
The default by BIB as at 30 November 2001 amounted to
RM56,591,580.94 made up of a principal sum of RM35,750,000 plus
RM20,841,580.94 in interest for revolving credit facilities.
As at 30 November 2001, the remaining subsidiary companies of
BIB, namely Bescorp Construction Sdn. Bhd. (In Liquidation),
Bescorp Piling Sdn. Bhd. (In Liquidation), Bescorp Concrete Sdn.
Bhd. (In Liquidation), Bespile Sdn. Bhd. (In Liquidation) and
Waktu Cerah Sdn. Bhd., defaulted on a total sum of
RM85,630,926.46 made up of a principal sum of RM57,324,000 plus
RM28,306,926.46 in interest for revolving credit facilities,
term loan, and banker's acceptance, and RM59,157,066.91 for
overdraft facilities.
GADEK CAPITAL: SC OKs Proposed Warrants Issue
---------------------------------------------
On behalf of Gadek Capital Berhad (320888-T) (Gadek Capital or
the Company), Arab-Malaysian Merchant Bank Berhad (Arab-
Malaysian) announced that the Securities Commission (SC), via
its letter dated 12 December 2001 has approved:
(a) issue of 174,176,464 Gadek Capital warrants to Malton
Corporation Sdn Bhd (Malton Corporation), wherein one(1) warrant
will be issued for every two(2) Gadek Capital shares held, at an
aggregate consideration of RM250,000 or 0.14 sen per warrant
(Proposed Warrants Issue);
(b) placement by Malton Corporation of up to 104,158,000
ordinary shares of RM1.00 each of Gadek Capital, representing
29.9% of the enlarged share capital of Gadek Capital, at RM1.60
per share together with up to 52,079,000 Gadek Capital free
warrants (Revised Proposed Placement);
(c) offer for sale of up to 122,280,000 ordinary shares of
RM1.00 each of Gadek Capital (Offer Shares), representing 35.1%
of the enlarged share capital of Gadek Capital, at RM1.60 per
share together with up to 61,140,000 Gadek Capital free warrants
(Offer Warrants) to the following parties (Revised Proposed
Offer for Sale)
Shareholder No of Gadek % of the paid up
Capital shares '000* share capital
Bumiputera investors 69,671 20.0
Malaysian public investors 5,000 1.4
Restricted offer for sale 7,865 2.3
Employees and Directors of
Gadek Capital Group 1,746 0.5
Identified public placees 37,998 10.9
TOTAL 122,280 35.1
* Every two(2) shares offered will be entitled to one(1) free
warrant.
(d) adjustment to the purchase consideration for 100% of the
equity interest in Khuan Choo Realty Sdn Bhd (KCR) by Gadek
Capital, comprising 16,650,010 shares of RM1.00 each, from
RM87,891,467 to RM96,928,160 (Proposed Adjustment to KCR Group
Purchase Consideration); and
(e) waiver from having to comply with the condition imposed
on the proposed acquisition of Domain Resources Sdn Bhd (Domain)
by Gadek Capital, as stipulated in the SC's approval letter
dated 3 October 2001, i.e. Domain is to be discharged from
contingent liabilities amounting to RM8,038,687 prior to
completion of the said acquisition by Gadek Capital.
The SC's approval is subject to, inter-alia, the following
conditions:
(i) Gadek Capital is to ensure that it will always comply
with the public shareholding spread requirement of at least 25%
at all times during the exercise period of the warrants;
(ii) Gadek Capital is to provide comprehensive disclosure on
the following matters in the prospectus:
(a) implications on the earnings per share and net tangible
assets following the issuance and exercise of the Gadek Capital
warrants;
(b) details of the proposed utilization of proceeds from
the issue and exercise of the Gadek Capital warrants;
(c) the rights attached to each type of security;
(iii) Malton Corporation is required to furnish an
undertaking that:
(a) it will exercise the Gadek Capital warrants at the
indicative price of RM1.60 per share, within the exercise period
of the warrants;
(b) it will not dispose the said Gadek Capital warrants
throughout the exercise period of the warrants;
Conditions (iii)(a) and (iii)(b) above shall not be applicable
if the warrants are issued to Malton Corporation at fair value.
(iv) The exercise price of the Gadek Capital warrants shall
be determined in accordance with the SC's Policies and
Guidelines on Issue/Offer of Securities; and
(v) The vendors of Domain are to furnish an indemnity to
Gadek Capital, against any losses resulting from the contingent
liabilities, which may arise from the failure of Domain to
complete the relevant projects prior to Domain being acquired by
Gadek Capital.
Gadek Capital, on behalf of Malton Corporation, will submit an
appeal to the SC to waive the conditions as set out in item
(iii) above.
The Ministry of International Trade and Industry and the Foreign
Investment Committee, via their letters dated 4 December 2001
and 7 December 2001 have noted and have no objections the
Proposed Warrants Issue, Revised Proposed Placement and Revised
Proposed Offer for Sale.
REVISION TO THE PROPOSED OFFER FOR SALE
Details of the Revision
The SC had on 3 October 2001 approved the offer for sale of up
to 122,280,000 ordinary shares of RM1.00 per share, representing
35.1% of the enlarged share capital to the shareholders as shown
in Table 1.
TABLE 1
Investor No. of ordinary shares % of enlarged
share capital
Bumiputera investors
approved by MITI 34,835,000 10.0
Public Bumiputera
investors 34,836,000 10.0
Malaysian public 35,481,000 10.2
Eligible employees of
Gadek Capital Group 17,078,000 4.9
Directors of Gadek
Capital Group 50,000 negligible
122,280,000 35.1
Subsequently, the Company proposed and thereon approved by the
SC on 12 December 2001 (as set out in paragraph above) the
revisions to the offer for sale to incorporate inter-alia the
following:
(a) a proposed placement of 37,998,000 Offer Shares to
identified public placees; and
(b) a proposed restricted offer for sale of 7,865,000 Offer
Shares (ROFS) to the former minority shareholders of Gadek
Capital (i.e. the minority shareholders of Gadek Capital
existing at the date of determination of the conditional
voluntary offer (VO) entitlement date of 13 April 2000 (VO
Entitlement Date) who either accepted the VO by Diversified
Resources Berhad (now known as DRB-HICOM Berhad) or were subject
to compulsory acquisition pursuant to Clause 34 of the
Securities Commission Act, 1993. The basis of allocation of the
ROFS is set out in Table 2.
TABLE 2
Category of Bumiputera Non-Bumiputera Foreign Total # of Total
Shareholders shares # of
(holding number entitled shares
of Gadek Capital to be
shares as at offered
VO Entitlement
Date)
1-499 18 95 2 115 1,000 115,000
500-5,000 1,227 5,005 185 6,417 1,000 6,417,000
5,001-
10,000 68 323 43 434 1,000 434,000
10,001-
100,000 86 235 41 362 2,000 724,000
100,001-
1,000,000 20 12 9 41 3,000 123,000
Above
1,000,000 7 5 1 13 4,000 52,000
1,426 5,675 281 7,382 - 7,865,000
Rationale of the Revision
The recent amendments to the listing requirements by the SC
allows for placement of securities as part of a listing scheme
of a company. In view of the current cautious market sentiments
and the relatively large balloting public portion and pink forms
portion (in comparison with recent issues), the placement to
identified public placees was proposed to reduce the number of
shares for the balloting public portion and the pink forms
portion.
The proposed ROFS is intended to provide an opportunity to the
former minority shareholders of Gadek Capital, which does not
include Gadek (Malaysia) Berhad who holds 95,451,817 shares or
54.8% of the equity interest of Gadek Capital as at 13 April
2000, to participate in the equity of the restructured Gadek
Capital Group.
ADJUSTMENT TO THE KCR GROUP PURCHASE CONSIDERATION
It was disclosed in the Company's announcement dated 13 March
2001 that the estimated purchase consideration of RM87,891,467
for the proposed acquisition of KCR Group is based on the
aggregate of the following (which is subject to verification and
certification of an auditor or other relevant expert acceptable
by parties of the Sale & Purchase Agreement dated 13 March 2001
(SPA):
(a) the audited consolidated net tangible asset of KCR Group;
(b) the revaluation surplus arising from the revaluation of
the land banks of KCR Group; and
(c) the discounted cash flow of projects or joint venture
projects as may be secured by KCR Group.
The parties of the SPA also agree that the estimated purchase
consideration shall be adjusted based on the result of an audit
and/or valuation as at a date determined by the vendors on or
before completion date, which the vendors shall cause KCR to
carry out and on the basis as stipulated in the SPA or as
revised by the SC.
On 9 October 2001, the Company announced that the SC took
cognizance of the proposed utilization of the RM87,891,467 cash
reserves of Gadek Capital for, inter-alia, the acquisition of
the KCR Group
The SC via its letter dated 12 December 2001 approved the
Company's application to increase the purchase consideration of
KCR Group by RM9,036,693 to RM96,928,160, after taking into
account the pro-rated six(6) months profit after tax and
minority interest of KCR Group to 31 December 2000 of
RM9,036,693, which was pro-rated from the profit after taxation
and minority interest for the financial year ended 30 June 2001
of RM18,073,385.
LIEN HOE: Updates Stockholders On Defaulted Loan Stocks Status
--------------------------------------------------------------
Lien Hoe Corporation Berhad (Lien Hoe) made an announcement
dated 20 December 2001 to keep the loan stockholders and the
shareholders of Lien Hoe informed of the current status of the
following defaults on the redeemable secured loan stocks due
August 2000 (Loan Stocks) as declared in the notice of default
with respect to a charge dated 7 November 2001 served on the
Company by the trustee:
a. Principal due on 5 September 2001 RM43,817,871.00
b. Interest due on 5 September 2001 RM8,069,109.87
Reasons for default in payments:
As stated in our circular to loan stockholders dated 17 July
2000, the Company was adversely affected by the Asian financial
crisis, which resulted in the slowdown of the Malaysian economy
in general and the property market in particular. This has
affected the Company's ability to pay the Loan Stocks' principal
and interest when they fell due.
Measures taken to address the default:
The Company had on 30 May 2000 received Securities Commission's
approval for its restructuring exercise which includes inter-
alia, a capital reduction and rights issue of warrants. An
amount of RM36.7 million arising from this exercise has been
earmarked for partial redemption of the Loan Stocks whilst the
balance of RM7.1 million and Loan Stocks interest of
approximately RM4.1 million will be repaid via bridging loan
from financial institutions. This loan, if approved, will be
secured by a charge over the Company's property known as
Kompleks Lien Hoe in Johor Baru valued at RM126.976 million as
at 4 May 1998.
The restructuring exercise has also been approved by the
shareholders of the Company at an extraordinary general meeting
held on 23 November 2000. Subsequently on 10 January 2001, the
High Court of Malaya granted its sanction for the capital
reduction, which forms an integral part of the restructuring
exercise of the Company. The capital reduction was completed on
15 February 2001.
In view of the depressing local stock market condition, which
adversely affected the progress of implementation of the
restructuring exercise, the Company is currently pursuing a
bonds issue by way of securitization of Kompleks Lien Hoe as an
alternative plan. The bonds issue, if successful, will raise
sufficient cash for the Company to redeem the Loan Stocks plus
any accrued interest in full.
Financial and legal implications in respect of the default in
payments of the outstanding sums:
As announced by the Company on 9 November 2001, the Company has
been served with a notice of default with respect to a charge
dated 7 November 2001, demanding repayment of the principal and
interest owing in respect of the Loan Stocks within 14 days from
the date of the service of the notice, failing which the trustee
for the Loan Stocks will apply for an order of sale on Kompleks
Lien Hoe in Johor Baru.
Save as disclosed, there are no other significant financial and
legal implications in respect of the default.
Lines of action available to the security holders against the
Company
The Loan Stocks are secured by a charge over the Company's
property known as Kompleks Lien Hoe in Johor Baru valued at
RM138.0 million as at 12 March 2001. Loan stockholders will
continue to have a claim against the Company in respect of their
respective holdings of the Loan Stock. The rights of the
registered loan stockholders will continue to be protected by
the terms of the Trust Deed, as amended by the Amendment Trust
Deed, and will continue to be represented by the trustee,
Universal Trustee (Malaysia) Berhad.
PAN MALAYSIA: Enters Acquisition Shares Agreement With Lai Sun
--------------------------------------------------------------
Pan Malaysia Holdings Berhad (PMH) informed that PMH had on 19
December 2001 entered into an agreement (the Agreement) with Lai
Sun for the acquisition of 800,000 ordinary shares of RM1/- each
(the Acquisition Shares), representing 10% of the total issued
and paid-up share capital of PHR from Lai Sun for a cash
consideration of RM1/- (the "Share Consideration") and the
acceptance by PMH of the assignment of debt owing to Lai Sun by
PHR for a cash consideration of RM549,998/- (the "Assignment
Consideration").
DETAILS OF THE PROPOSAL
The Acquisition of PHR Shares
PHR is currently a 90%-owned subsidiary of PMH, with the
remaining 10% beneficially owned by the Vendor.
The Acquisition Shares are to be acquired free from all claims,
charges, liens, security interest, encumbrances and equities
whatsoever, together with all rights attached or attaching
thereto or accrued or accruing thereon from the date of the
Agreement.
The Share Consideration has been paid to Lai Sun upon signing of
the Agreement.
Assignment of the Debt
As at the date of the Agreement, there is a sum of
RM3,202,169.98 due and owing by PHR to Lai Sun being the
aggregate of the advances given by Lai Sun to PHR, together with
interest.
Lai Sun has unequivocally agreed that upon completion of the
Agreement, the interest accrued in the sum of RM735,369.98 shall
be waived and that the full and final sum due and owing by PHR
to Lai Sun shall be RM2,466,800.00 (the Debt).
Under the terms of the Agreement, Lai Sun agreed to absolutely
assign, transfer and convey all whatsoever rights, title,
interests and benefit in and to the Debt to PMH at a cash
consideration of RM549,998.
Upon signing of the Agreement, a deposit of RM55,000 (the
Deposit) had been paid to Lai Sun towards part payment of the
Assignment Consideration. The remaining RM494,998/- (the Balance
Assignment Consideration) shall be paid to Lai Sun on or before
the Completion Date.
Other salient terms of the Agreement
The parties to the Agreement agreed to complete the Conditions
Precedent within sixty (60) days from the date of the Agreement
(Conditions Precedent Period).
In the event the Conditions Precedent are not satisfied on or
before the Conditions Precedent Period, then either party may
request for an extension of a further period of thirty (30) days
(the "Extended Conditions Precedent Period") to enable the
affected party to obtain and/or satisfy such Condition(s)
Precedent.
Upon receipt of all the documents and/or approvals required as
stated in the Agreement, within the time prescribed, the
Conditions Precedent shall be deemed to have been satisfied and
the Agreement shall become unconditional (the "Unconditional
Date".
Completion of the Agreement shall take place within fourteen
(14) business days from the Unconditional Date.
In the event shareholders' approval or such other
requisite approval(s) is/are required and is/are not obtained
upon the expiry of the Extended Conditions Precedent Period or
such extended time or times as may be agreed by the parties to
the Agreement, then subject to the terms and conditions of the
Agreement, either party to the Agreement shall be entitled to
terminate the Agreement by notice in writing to the other
whereupon Lai Sun shall refund or cause to be refunded all
monies paid towards the Share Consideration and Assignment
Consideration within seven (7) business days from the date of
receipt of the notice of termination and thereafter, the
Agreement shall be of no further force and effect and neither
party to the Agreement shall have any claim whatsoever against
the other in respect of the Agreement.
In the event Lai Sun willfully fails to complete the Agreement
in accordance with the terms contained in the Agreement, PMH
shall be entitled at its option to:
a. a right of specific performance against Lai Sun in
addition to a claim for all damages suffered and costs incurred
by PMH as a result of such breach, including but not limited to
solicitor's cost on a solicitor and client basis; or
alternatively
b. terminate the Agreement by notice in writing to Lai Sun
whereupon Lai Sun shall refund the Deposit together with the
additional sum of RM55,000/- being agreed liquidated damages for
breach, within seven (7) business days from the date of
termination where after neither party to the Agreement shall
have any claim whatsoever against the other except for damages
arising from any antecedent breach.
In the event PMH willfully fails to complete the Agreement, Lai
Sun shall be entitled at their option to:
a. forfeit the Deposit and terminate the Agreement by giving
written notice to PMH whereupon Lai Sun shall refund all other
monies paid (free of interest) to PMH and thereafter neither
party shall have a right to claim against the other except for
damages arising from any antecedent breach and Lai Sun shall be
at liberty to deal with the Acquisition Shares in any manner Lai
Sun shall deem fit; or alternatively
b. a right of specific performance against PMH in addition to
a claim for all damages suffered and costs incurred by Lai Sun
as a result of such breach, including but not limited to
solicitor's cost on a solicitor and client basis.
In the event parties to the Agreement are unable to complete the
Agreement through no fault of either party, then the Agreement
shall terminate, and the Deposit shall be refunded to PMH.
Thereafter neither party shall have any claim against the other
in respect of the Agreement except for damages arising from any
antecedent breaches.
The Agreement is available for inspection at the registered
office of PMH at 14th Floor, MUI Plaza, Jalan P. Ramlee, 50250
Kuala Lumpur from Mondays to Fridays (except public holidays)
during business hours.
The Proposal shall be funded from internal funds of PMH.
The Share Consideration and Assignment Consideration were
arrived at on a willing buyer and willing seller basis, after
taking into consideration:
a. in respect of the Share Consideration, the deficit in the
shareholders' equity of PHR; and
b. in respect of the Assignment Consideration, the estimated
net realizable value of the assets and liabilities of PHR, and
the waiver of the interest accrued of RM735,369.98 by Lai Sun.
Based on the records of PHR, the Acquisition Shares were
allotted and issued to Lai Sun over a period of time, details as
follows:
Date of allotment Consideration No. of shares
2 December 1993 Issued at a price of RM1.80/share 222,222
8 May 1995 Issued at a price of RM1.80/share 1
15 November 1994 Bonus issue at par 577,777 800,000
BACKGROUND INFORMATION ON PHR
PHR is a private limited company incorporated in Malaysia on 8
June 1977 and has an authorized share capital of RM20,000,000/
comprising 20,000,000 ordinary shares of RM1/- each, of which
8,000,000 ordinary shares have been issued and fully paid-up.
PHR is principally engaged in operating a hotel and resort in
Port Dickson, Seremban called "Corus Paradise resort" (CPR). CPR
achieved a gross operating profit of RM1.65 million for the last
financial year ended 31 December 2000.
Based on the audited financial statements of PHR for the
financial year ended 31 December 2000, the net liabilities of
PHR as at 31 December 2000 was RM18.80 million. For the
financial year ended 31 December 2000, the loss after taxation
of PHR was RM1.68 million.
BACKGROUND INFORMATION ON LAI SUN
Lai Sun is a corporation incorporated in Hong Kong on 29 June
1959 under the Companies Ordinance (Cap. 32) of the laws of Hong
Kong. The principal activities of Lai Sun Group consist of
property development for sale, property investment for
investment potential purposes, investment in and operations of
hotels and restaurants, investment holding, and the development
and operation of, and investment in, media, entertainment and
other related business.
As at 13 December 2001, the directors and substantial
shareholders of Lai Sun are as follows:
Directors
Lim Por Yen
Lam Kin Ngok, Peter
Lau Shu Yan, Julius
Tong Yuk Lun, Paul
Wu Shiu Kee, Keith
Lam Kin Ming
U Po Chu
Chiu Wai
Shiu Kai Wah
David Tang
Law Man Fai
CONDITIONS PRECEDENT
The Proposal is conditional upon:
PMH and Lai Sun executing a Deed of Assignment in respect of the
Debt;
Lai Sun procuring Glynhill International Hotels Management Sdn
Bhd's consent and execution of an agreement to terminate the
Consultation Services Agreement dated 18 May 2001 between PHR
and Glynhill International Hotels Management Sdn Bhd;
Lai Sun obtaining its shareholders' approval, if required;
PMH obtaining the Letter of Release and Discharge from
Aseambankers Malaysia Berhad and Malayan Banking Berhad (the
"Financiers" to release Lai Sun from corporate guarantees given
in respect of facilities granted by the Financiers to and for
the benefit of PHR; and
Any other approvals or consents from any other party(ies) or
authority(ies), as may be required.
EFFECTS OF THE PROPOSAL
The Proposal has no effect on the share capital and substantial
shareholders' shareholding of PMH.
Based on the latest unaudited management accounts of PHR for the
ten (10) months ended 31 October 2001 and on the assumption that
the Proposal has been effected on that date, the Proposal will
result in an estimated gain of approximately RM2.65 million,
translating into an earnings per ordinary share of 0.33 sen at
PMH Group based on the existing number of ordinary shares of
PMH.
RATIONALE
The Proposal when completed would enable PHR to become a wholly-
owned subsidiary of PMH and settle the Debt.
DIRECTORS' AND MAJOR SHAREHOLDERS' INTEREST
None of the directors, major shareholders and persons connected
with the directors and major shareholders of PMH has any
interest, direct or indirect, in the Proposal.
PHR is a 90%-owned subsidiary of PMH. The Vendor owns the
remaining 10% in PHR. Dr Paul Tong Yuk Lun, one of the nominees
of the Vendor on the Board of PHR, is a director and shareholder
of the Vendor. Dr Paul Tong holds 135,000 shares representing
0.0036% of the issued and paid-up share capital of Lai Sun.
DIRECTORS' RECOMMENDATION
The Board of Directors of PMH, after careful deliberation, is of
the opinion that the Proposal is in the best interests of PMH.
The Proposal is fair and reasonable to PMH and is not to the
detriment of PMH and its shareholders.
The "PROPOSAL" refers to the following:
(I) Proposed Acquisition by PMH of the remaining 800,000
ordinary shares of Rm1/each in Pengkalen Holiday Resort Sdn Bhd
(Phr) from Lai Sun Development Company Limited ("Lai Sun" or the
"Vendor") for a cash consideration of Rm1/-(the "Acquisition of
PHR Shares")
(II) Proposed Acceptance of the Assignment of Debt owed by PHR
to Lai Sun For a cash consideration of Rm549,998/-(The
"Assignment of the Debt")
PAN MALAYSIA: Voluntarily Winds Up Subsidiary Companies
-------------------------------------------------------
Pan Malaysia Holdings Berhad (PMH) announced that the
shareholder(s) of the following subsidiaries have on 19 December
2001 resolved to wind up by way of a members' voluntary winding-
up and to appoint Mr Venkiteswaran Sankar as the Liquidator:
a. Buana Mewah Sdn Bhd
b. Fiberoptik (Sabah) Sdn Bhd
c. GCIH (Malaysia) Sdn Bhd
d. Giatjaya Enterprise Sdn Bhd
e. Kejora Etika Sdn Bhd
f. Pengkalen Building Materials Sdn Bhd
g. Pengkalen Comtec Sdn Bhd
h. Pengkalen HB Property Services Sdn Bhd
i. Pengkalen Hill Resort Sdn Bhd
j. Serba Sinar Sdn Bhd
k. Tenamaju Sdn Bhd
The Winding-Up is not expected to have any material operational
impact on the PMH Group. The Winding-Up will result in an
estimated deficit of approximately RM1.80 million to the Group,
translating into a loss per ordinary share of 0.22 sen at PMH
Group level.
RATIONALE
The Winding-Up is part of PMH's continuing rationalization
efforts to divest and wind up non-core businesses and focus on
financial services activities, primarily in stockbroking.
DIRECTORS' AND MAJOR SHAREHOLDERS' INTEREST
None of the directors, major shareholders and persons connected
with the directors and major shareholders of PMH has any
interest, direct or indirect, in the Winding-Up.
PICA (M) CORPORATION: Jan 31 Hearing On Motion To Dismiss Set
-------------------------------------------------------------
The Board of Directors of Pica (M) Corporation Berhad (Pica or
the Company) made this announcement for public release:
"Further to the Company's announcement on 5 November 2001 on the
status of the Company's Guranteed Revolving Underwriting
Facility amounting to RM60 million (GRUF), the hearing for the
Company's application to strike the suit and the plantiffs'
application for summary judgement pursuant to Order 14 of the
Rules of the High Court has been fixed on 31 January 2002."
PROMET BERHAD: Seeks KLSE Approval For RA Time Extension
--------------------------------------------------------
The Board of Promet Berhad informed that the Company on 20
December 2001, made an application to the Exchange for a further
two (2) months extension of time to enable the merchant bankers
and advisors to work out the details of a restructuring scheme
in order to make the Requisite Announcement on or before 28
February 2002.
Profile
Originally in the business of building contractors and civil
engineers, the Company set out on a path of diversification and
expansion starting with the property and hotel industries in
1981. The intention was to expand activities on an international
scale in the resources industry, particularly oil and gas. In
1982 the Group's civil construction operations in Malaysia were
transferred to subsidiary, Promet Construction Sdn Bhd.
In early 1990, after a period of rationalization, the Group re-
focused its business plans and concentrated on four core
activities: steel fabrication, marine engineering and
construction, civil engineering and construction, property
investment and development. The Group divested its interests in
the hotel industry in 1993.
In 1999, the Group launched an on-going restructuring scheme
which involves amongst others, a reverse takeover exercise by
Safuan Group Bhd (SGB) through asset injections, capital
reduction and consolidation, formation of a new company, debt
reconstruction, warrants issue and proposed disposal of non-core
assets. The scheme was, however, deemed lapsed and terminated in
February 2001. Following this, the Company is presently
reviewing various business proposals and negotiating with
various vendors to formulate a new restructuring scheme.
TAT SANG: Subsidiary Posts Defaulted Payment Update
---------------------------------------------------
Mercuries & Muar Wooden Furniture Mfg. Sdn. Bhd. (MMWF), a
subsidiary of Tat Sang Holdings Berhad (TSHB or the Company),
provided an update on its default in payment as at 30 September
2001, as detailed below:
A = Principle in Default(RM)
B = Interest in Default(RM)
A+B = Total of Principle + Interest in Default (RM)
Name of Lender Type of Principle A B A+B
the Borrower Facility outstanding
@ 20/09/2001
(RM)
Mercuries Malayan Overdraft & 11,000,000
& Muar Banking Bankers 577,620
Wooden Berhad Acceptances 11,577,620
Furniture
Mfg. Sdn.
Bhd.
Standard Revolving 4,951,690 4,951,690
Chartered Credit (RC 266,554
Bank (M) Preshipment 5,218,244
Berhad 3,795,827 3,795,827
And 267,086
Post 4,062,913
Shipment 7,495,361 7,495,361
Loan, 527,397
Overdraft 8,022,758
3,248,101 3,248,101
154,779
3,402,880
Bank Promissory 4,000,000
Pembangunan Note
& Infrastrutur
Malaysia
Berhad
Bumiputra- Bankers' 4,992,000 4,992,000
Commerce Acceptance 116,756
Bank Berhad 5,108,756
TOTAL 39,482,979 35,482,979
1,910,192
37,393,171
* Included in the above are SCB Revolving Credit Facilities of
USS1.5 million.
REASON FOR DEFAULT IN PAYMENT
The default in the interest and principal payments of the
Group's borrowings to the lenders is due to the adverse economic
conditions of those countries to which the subsidiary exports.
As a result, the Group was unable to service the high financial
charges incurred due to a reduction in cashflow received from
the lower sales for the Group during the year.
MEASURES BY THE LISTED ISSUERS TO ADDRESS THE DEFAULT IN
PAYMENTS
In order to rectify the situation, the Group had undertaken
various measures such as scaling down the operation, disposed of
the loss making subsidiary, Tat Sang Sdn. Bhd. (TSSB) and has
engaged in negotiations and discussions with Malayan Banking
Berhad to seek a solution to lift the receivership of the said
sub diaries, namely, MMWF, Techmax Industry Sdn. Bhd. (Techmax),
and Jastaka Sdn. Bhd. (Jastaka) which were placed under
receivership on the 23rd October 2001. As regards to the writ of
summons received, TSHB has instructed its solicitors to contest
the action and seek legal advice in respect of the possible
defense(s) with regards to writ of summons received.
FINANCIAL AND LEGAL IMPLICATIONS IN RESPECT OF THE DEFAULT IN
PAYMENTS INCLUDINGS THE EXTENT OF THE LISTED ISSUER'S LIABILITY
IN RESPECT OF THE OBLIGATIONS INCURRED UNDER THE AGREEMENTS FOR
THE INDEBTNESS
The total outstanding as at 30 September 2001, in relation to
the payments, which are in default, is RM37,393,171.
TSHB as the holding company has given corporate guarantees to
the financial institutions i.e. Standard Chartered Bank Malaysia
Berhad and Standard Chartered Bank Offshore Labuan, Malayan
Banking Berhad, Bumiputra-Commerce Bank Berhad for the amount of
RM17,500,000 and USD1,500,000, RM12,000,000 and RM5,000,000
respectively.
The facilities granted to MMWF is secured by its landed
properties and landed property of other subsidiaries charged
under the National Land Code.
WHETHER THE DEFAULT IN PAYMENT CONSTITUTES AN EVENT OF DEFAULT
UNDER A DIFFERENT AGREEMENT FOR INDEBTNESS (CROSS DEFAULT) AND
THE DETAILS THEREOF, WHERE APPLICABLE; AND
The subsidiary's default in payment of the bank borrowings had
triggered an overall cross default on other facilities granted
to the Group. TSHB and its subsidiaries have given their
corporate guarantees for the facilities granted to MMWF and thus
received the letters of demand and writ of summons from the
respective banks. The details of the writ of summons read are as
follows:
1. A writ of summons (No. D7-22-1052-2001) was issued by
Standard Chartered Bank (M) Berhad and Standard Chartered Bank
Offshore Labuan (1st and 2nd Plaintiffs) and served on MMWF,
TSHB, Purnama Prima Sdn. Bhd., Jastaka and Techmax as the 1st,
4th, 6th, 7th and 8th defendants for the Trade and Revolving
Credit Facilities granted to MMWF.
The 1st and 2nd Plaintiff's claims against the aforesaid
Defendants are as detailed below:
a) The sum of RM14,585,781.59, USD700,000 and USD32,734.72,
USD800,000 and USD37,411.11
b) Interest on the said sum of RM14,585,781.59 at the rate of
BLR (presently 6.8% per annum) + 2.5% +1% (default interest)
from 28.02.2001 until the date of full settlement; Interest on
the said sum of USD732,734.72 and USD837,411.11 at the rate of
SIBOR (presently 5.0625% and 4.500% respectively) +2.5%+1%
(default interest) from 20.04.2001 and 27.04.2001 accordingly
until the date of full settlement.
c) Cost; and
d) Such further or other relief as the Honorable Court deems
fit.
A writ of summons (No. 23-76-2001) was issued by Bumiputra-
Commerce Bank Berhad and served on TSHB and its subsidiary, MMWF
on 6 November 2001. The Plaintiff's claim is as follows:
a) The sum of RM4,992,000 as at 20.06.2001
b) Interest on the said sum at the rate 1.5% per annum above
the BLR (presently 6.8% per annum) from 21.06.2001 until the
date of full settlement.
c) Cost on an indemnity basis;
d) Such further or other relief as the Court deems fit.
The Letter of Demand dated 2 August 2001 issued by Malayan
Banking Berhad to its subsidiaries, MMWF, have subsequently lead
to the event of receivership on MMWF, Techmax and Jastaka.
TIME ENGINEERING: Submits New Proposal To USD Bondholders
---------------------------------------------------------
Time Engineering Berhad (the Company) submitted to the USD
Bondholders a new restructuring proposal dated 4 December 2001,
which supersedes the proposal dated 21 August 2001. The new
restructuring proposal involved repayment of 100% obligation
over three (3) years with interest.
The Company is not able to meet the payment of the demanded sum
of USD162,034,270 pursuant to the notice dated 12 December 2001
issued by Bumiputra-Commerce Trustee Berhad, the Trustee for the
USD Bondholders. The seven (7) days notice period served upon
the Company, which demanded the payment of the outstanding
principal sum of the second and third tranches of the USD Bonds,
commences on 13 December 2001, the day when the Company received
the said notice.
The Company plans to seek a non-legal negotiated resolution of
the issue.
ZAITUN BERHAD: High Court Allows Plaintiff's Appeal
---------------------------------------------------
Zaitun Berhad, further to its 3rd Quarterly Report released on
30 November 2001 and with regard to these suits:
1. HCBC Bank Malaysia Berhad (The Plaintiff) vs
Zaitun Marketing Sdn Bhd and Zaitun Berhad(The Defendants)
2. HSBC Bank Malaysia Berhad (The Plaintiff) vs
Zaitun Industri Sdn Bhd And Zaitun Berhad(The Defendants)
in the High Court Kuala Lumpur,
informed that the High Court of Kuala Lumpur had on 3 December
2001 allowed the Plaintiff's appeal with cost.
The Defendants will file an appeal against the High Court
Judge's decision.
=====================
P H I L I P P I N E S
=====================
NATIONAL BANK: Tan, Govt Finally Agree To Rehab Term Sheet
----------------------------------------------------------
Lucio Tan finally agreed with the government to a "term sheet"
on the rehabilitation of Philippine National Bank (PNB), after
months of negotiations. Following the rehabilitation plan on
Wednesday night, the parties will execute a memorandum of
agreement (MOA) within 30 days to make effective the provisions
of the "term sheet," ABS-CBN News reported Thursday.
Under the term sheet made public by the Department of Finance
(DOF) Thursday:
1) The government will convert approximately PhP7.8 billion
of debt into equity or into the so-called "tier 2" capital,
convertible bonds or convertible preferred shares, at PhP40 a
share (lower than current market price) with the concurrence of
the Lucio Tan Group (LTG), which directly owns or controls
through proxies the legal majority of approximately 68 percent
of the bank.
2) The government will accept a dacion (payment in kind)
arrangement for verified and unpaid loans of various government
agencies up to the amount of PhP10 billion.
3) About PhP6.1 billion of the government loan exposure of
PhP23.9 billion to PNB-original amount is PhP25 billion, with a
short-term maturity, but a partial payment was made - will be
restructured, with an initial term of up to 10 years at a spread
of 1 percent over 91-day Treasury bill rate.
=================
S I N G A P O R E
=================
ASIA FOOD: Provides Debt Restructuring Update
---------------------------------------------
The respective boards of directors of Asia Food & Properties
Limited (AFP) and Golden Agri-Resources Ltd (GAR) announced to
update shareholders and the public on the debt-rescheduling
program.
Since end of October, the AFP Group (including GAR Group) has
rescheduled an additional US$27.3 million of its outstanding
debts (comprising bank loans, bonds and trade facilities). The
total debts rescheduled to-date (from July this year) of the AFP
and GAR Groups, respectively are as follows:
US$ million AFP GAR Total AFP
(excluding GAR)
(consolidated)
Amount rescheduled
(as at 14 December 2001) 11.8 189.8 201.6
After taking into account the debts rescheduled, the total debt
as at 31 October 2001 and percentage of total indebtedness,
which has been rescheduled of the AFP and GAR Groups,
respectively are as follows:
US$ million AFP GAR Total AFP
(Un-Audited) (excluding GAR) (consolidated)
Short-term debt1 247.1 345.6 592.7
Long-term debt2 484.9 140.2 625.1
Total debt
(bank loans, bonds
and trade facilities
as at end October 2001) 732.0 485.8 1,217.8
Rescheduled debt
as percentage of
total debt 1.6% 39.1% 16.6%
Note:
1 Short-term refers to the period from October 2001 to September
2002.
2 Long-term refers to the period from October 2002 onwards.
For ease of comparison, the amounts in Singapore Dollar have
been converted to United States Dollar equivalent at US$1 to
S$1.819 as at end of October 2001.
Cash and Time deposits: In November, the AFP Group (excluding
GAR Group) further reduced their principal amount of cash and
time deposit balances with BII Bank Limited, Cook Islands (BII
Bank Ltd) by US$8 million. From end March this year, the AFP
Group (excluding the GAR Group) reduced its principal amount of
cash and time deposits by US$29 million and the GAR Group, US$10
million. The total reduction of US$39 million has exceeded the
first proposed repayment of US$27 million for the AFP Group
(including GAR Group), for the period from May 2001 to April
2002.
Following reductions since March this year, the current
principal amount of cash and deposits balances with BII Bank Ltd
for AFP Group and GAR Group are US$42 million and US$216
million, respectively. At end March 2001, they were US$71
million for AFP Group (excluding GAR Group) and US$226 million
for GAR Group.
As announced on November 2, AFP, without giving up any of its
rights to immediate recovery, has accepted a proposal by BII
Bank Ltd to restructure and repay the deposits over a five-year
period. The repayment is secured by:
(i) a pledge over shares consisting of direct and indirect
interest of 42.5 percent in the shareholdings of P. T.
Pembangunan Deltamas and P. T. Puradelta Lestari (Project
Companies). The Project Companies will jointly undertake the
integrated development of "Kota Deltamas" comprising
residential, commercial and industrial properties on a land area
of 3,000 hectares.
(ii) an assignment of the beneficial interest to a shareholder
loan of more than 27 billion (approximate US$226 million) to
the Project Companies.
In addition, the AFP Group is currently enjoying the benefits of
bank facilities granted by various third party financial
institutions amounting to approximately US$107 million, which is
ultimately secured by the standby letter of credit granted by
BII Bank Ltd.
ABOUT ASIA FOOD & PROPERTIES
Headquartered in Singapore, AFP is an investment holding company
with operational businesses in agri-resources, food and
property. Listed on the Singapore Exchange in 1997, AFP's
principal operations are located in Indonesia, China, Singapore
and Malaysia. The AFP Group of Companies employs more than
60,000 people with strong local, regional and international
knowledge and experience. The AFP Group reported a half-year
turnover of S$659 million for the period ended 30 June 2001.
For further information, please contact:
Asia Food & Properties Ltd
Mee-Wah Tan
Corporate Affairs Director
Tel: +65-3295707 / 2207720
Fax: +65-3295709
E-mail: corpaff@afp.com.sg
CAPITALAND LIMITED: Subsidiary Grants Goodwill Cash Rebate
----------------------------------------------------------
Pursuant to Clause 1006(4)(b) of the SGX Listing Manual, the
board of directors of CapitaLand Limited announced that its
wholly-owned indirect subsidiary, CRL Realty Pte Ltd, has
granted a one-time goodwill cash rebate to each of the early
purchasers who bought units in its development known as "The
Levelz" pursuant to its preview.
The goodwill cash rebate was given to this small group of 24
purchasers to ameliorate the price differential as they
purchased at higher prices within the last 3 months. The
"goodwill cash rebate" will be paid to these purchasers in two
tranches, one after the expiry of the defects liability period
and the other after legal completion.
Accordingly, an employee of CapitaLand Group and the following
interested persons (as defined for the purposes of Clause
1006(4)), who had purchased units in The Levelz are also given
the similar goodwill cash rebate. Details of the purchases by
the employee and these interested persons were earlier announced
on 21 September 2001.
Name of a) Liew Mun Leong a) Lim Chin Beng
Interested b) Liew Cheng May b) Arthur Lim Beng Teik
Persons: (Liao Jingmei)
Designation a) Director, a) Director,
Relationship President & CEO, CapitaLand
to Director: CapitaLand b) Son of Director,
b) Daughter of CapitaLand
Director,
President & CEO,
CapitaLand
Sale price $954,900.00 $1,650,600.00
disclosed on
September 21,
2001
Amount of $47,745.00 $82,530.00
goodwill
cash rebate
The Audit Committee has reviewed and approved the grant of the
goodwill cash rebate to these interested persons.
GOLDEN AGRI-RESOURCES: Releases Debt Restructuring Update
---------------------------------------------------------
The respective boards of directors of Golden Agri-Resources Ltd
(GAR) and Asia Food & Properties Limited (AFP) announced to
update shareholders and the public on the debt-rescheduling
program.
Since end of October, the AFP Group (including GAR Group) has
rescheduled an additional US$27.3 million of its outstanding
debts (comprising bank loans, bonds and trade facilities). The
total debts rescheduled to-date (from July this year) of the AFP
and GAR Groups, respectively are as follows:
US$ million AFP GAR Total AFP
(excluding GAR)
(consolidated)
Amount rescheduled
(as at 14 December 2001) 11.8 189.8 201.6
After taking into account the debts rescheduled, the total debt
as at 31 October 2001 and percentage of total indebtedness,
which has been rescheduled of the AFP and GAR Groups,
respectively are as follows:
US$ million AFP GAR Total AFP
(Un-Audited) (excluding GAR) (consolidated)
Short-term debt1 247.1 345.6 592.7
Long-term debt2 484.9 140.2 625.1
Total debt
(bank loans, bonds
and trade facilities
as at end October 2001) 732.0 485.8 1,217.8
Rescheduled debt
as percentage of
total debt 1.6% 39.1% 16.6%
Note:
1 Short-term refers to the period from October 2001 to September
2002.
2 Long-term refers to the period from October 2002 onwards.
For ease of comparison, the amounts in Singapore Dollar have
been converted to United States Dollar equivalent at US$1 to
S$1.819 as at end of October 2001.
Cash and Time deposits: In November, the AFP Group (excluding
GAR Group) further reduced their principal amount of cash and
time deposit balances with BII Bank Limited, Cook Islands (BII
Bank Ltd) by US$8 million. From end March this year, the AFP
Group (excluding the GAR Group) reduced its principal amount of
cash and time deposits by US$29 million and the GAR Group, US$10
million. The total reduction of US$39 million has exceeded the
first proposed repayment of US$27 million for the AFP Group
(including GAR Group), for the period from May 2001 to April
2002.
Following reductions since March this year, the current
principal amount of cash and deposits balances with BII Bank Ltd
for AFP Group and GAR Group are US$42 million and US$216
million, respectively. At end March 2001, they were US$71
million for AFP Group (excluding GAR Group) and US$226 million
for GAR Group.
As announced on November 2, AFP, without giving up any of its
rights to immediate recovery, has accepted a proposal by BII
Bank Ltd to restructure and repay the deposits over a five-year
period. The repayment is secured by:
(i) a pledge over shares consisting of direct and indirect
interest of 42.5 percent in the shareholdings of P. T.
Pembangunan Deltamas and P. T. Puradelta Lestari (Project
Companies). The Project Companies will jointly undertake the
integrated development of "Kota Deltamas" comprising
residential, commercial and industrial properties on a land area
of 3,000 hectares.
(ii) an assignment of the beneficial interest to a
shareholder loan of more than 27 billion (approximate US$226
million) to the Project Companies.
In addition, the AFP Group is currently enjoying the benefits of
bank facilities granted by various third party financial
institutions amounting to approximately US$107 million, which is
ultimately secured by the standby letter of credit granted by
BII Bank Ltd.
ABOUT GOLDEN AGRI-RESOURCES LTD
Listed on the Singapore Exchange in 1999, Golden Agri-Resources
Ltd. (GAR) is one of the largest private palm oil plantations in
the world. Its operations are located in Indonesia.
With a total planted area of 276,000 hectares, the company's
primary activities include the cultivation and harvesting oil
palm trees, collecting fresh fruit bunch and processing these
into crude palm oil (CPO) and palm kernel and refining CPO into
value-added products such as cooking oils, margarine and
shortening. GAR operates 18 palm-oil processing mills, two
refineries and four kernel crushing mills. GAR's half-year
turnover for the period ended 30 June 2001 was approximately
US$142 million.
GAR is 55 percent owned by SGX listed Asia Food & Properties Ltd
(AFP), an investment holding company with operating businesses
in agri-resources, food and properties. Listed on the SGX in
1997, AFP's principal operations are located in Indonesia,
China, Singapore and Malaysia. The AFP Group of Companies
employs more than 60,000 people with strong local, regional and
international knowledge and experience. AFP reported a half-year
turnover of S$659 million for the period ended 30 June 2001.
For further information, please contact:
Golden Agri-Resources Ltd
Mee-Wah Tan
Corporate Affairs Director
Tel: +65-3295 707
Fax: +65-3295 709
E-mail: corpaff@afp.com.sg
HONG LEONG: Sim Miah Kian Changes Deemed Interest
-------------------------------------------------
Hong Leong Singapore Finance Limited posted the changes in
director Sim Miah Kian's deemed share holding:
Date of notice to company: 20 Dec 2001
Date of change of deemed interest: 19 Dec 2001
Name of registered holder: Lee Siew Seng (spouse)
Circumstance giving rise to the change: Sales in open market at
own discretion
Shares held in the name of registered holder
No. of shares of the change: 20,000
% of issued share capital: 0.005
Amount of consideration per share excluding brokerage,GST,stamp
duties, clearing fee: S$1.56
No. of shares held before change: 799,045
% of issued share capital: 0.186
No. of shares held after change: 779,045
% of issued share capital: 0.181
Holdings of Director including direct and deemed interest
Deemed Direct
No. of shares held before change: 799,045 1,431,974
% of issued share capital: 0.186 0.333
No. of shares held after change: 779,045 1,431,974
% of issued share capital: 0.181 0.333
Total shares: 779,045 1,431,974
The % of issued share capital is based on the company's issued
share capital of 430,340,464 shares of $1.00 each as at December
19, 2001.
Date of notice to company: 20 Dec 2001
Date of change of deemed interest: 18 Dec 2001
Name of registered holder: Lee Siew Seng (spouse)
Circumstance giving rise to the change: Sales in open market at
own discretion
Shares held in the name of registered holder
No. of shares of the change: 5,000
% of issued share capital: 0.001
Amount of consideration per share excluding brokerage,GST,stamp
duties, clearing fee: S$1.55
No. of shares held before change: 804,045
% of issued share capital: 0.187
No. of shares held after change: 799,045
% of issued share capital: 0.186
Holdings of Director including direct and deemed interest
Deemed Direct
No. of shares held before change: 804,045 1,431,974
% of issued share capital: 0.187 0.333
No. of shares held after change: 799,045 1,431,974
% of issued share capital: 0.186 0.333
Total shares: 799,045 1,431,974
The % of issued share capital is based on the company's issued
share capital of 430,340,464 shares of $1.00 each as at December
18, 2001.
===============
T H A I L A N D
===============
DATAMAT PUBLIC: Clarifies `efinancethai.com' News
-------------------------------------------------
Datamat Public Company Limited, with reference to
"efinancethai.com" revealing that the net profit of the Company
will be Bt795 million in year 2001, clarified that the source of
the news has not been spreaded by the Company and may be derived
from the Rehabilitation Plan to forecast the net profit of Bt795
million for quarter 4/2544 due to the rehabilitation.
EASTERN WIRE: Issues Second Reorganization Progress Report
----------------------------------------------------------
Eastern Wire Public Company Limited informed the Second Progress
Report of the Reorganization Business Plan:
The Central Bankruptcy Court considered the Rehabilitation
Business Plan and appointed Mr. Phiraphan Phalasuk as the Plan
Administrator on June 21, 2001. The Plan Administrator pleased
to inform the second progress report of the Rehabilitation
Business Plan as follows:
1. Decreasing the Company's registered capital unissued
On December 17, 2001 the Company decreased the Company's
registered capital of Bt632,560 previously authorized but
unissued, from the Company's registered capital of Bt180,000,000
As the result the Company will has the remaining registered and
paid-up capital of Bt179,367,440. Amending the Clause 4 of
Memorandum of Association in accordance with the registration of
capital decreasing
2. Increasing the Company's registered capital
On December 17, 2001 the Company increased the Company's
registered capital of 200,000,000 newly issued ordinary shares
at Bt0.001 per share with lower par value of Bt10 and allocated
to the existing shareholders by right offering. However
27,215,134 shares were unexercised, the Plan Administrator,
regarding the Rehabilitation Plan, allocated the left 27,215,134
shares at Bt0.001 per share to Egga Holding Company Limited, the
Company's major shareholder.
3. Addition Article of the Company No. 46
On December 14, 2001 the Plan Administrator has resolution to
add the Company's Article No. 46 with the following details.
"No. 46: In case the Company or its subsidiary agrees to
undertake connected transactions or transactions regarding the
acquisition or disposal of assets of the Company or its
subsidiary in accordance with the definition specified in the
Notification of the Stock Exchange of Thailand applied
to connected transaction of the listed companies or the
acquisition or disposal of assets of listed companies as the
case may be, the Company shall comply with the rules and
procedures as outlined in the Notification."
PROPERTY PERFECT: Issues Its 2002 Holidays
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On behalf of Property Perfect Public Company Limited, Asian
International Planners Limited (Plan Administrator), announced
details of the company's holidays for the year 2002:
January 1 Tuesday New Year's Day
February 12 Tuesday Chinese New Year's Day
February 26 Tuesday Makha Bucha Day
April 8 Monday Chakri Day (Substitution Day)
April 15 Monday Songkran Day
April 16 Tuesday Songkran Day (Substitution Day)
May 1 Wednesday National Labor Day
May 6 Monday Coronation Day (Substitution Day)
May 27 Monday Wisakha Bucha Day (Substitution Day)
July 25 Thursday Buddhist Lent Day
August 12 Monday H. M. the Queen's Birthday
October 23 Wednesday Chulalongkorn Day
December 5 Thursday H. M. the King's Birthday
December 10 Tuesday Constitution Day
December 31 Tuesday Year End's Day
On November 27, TCR-AP reported that the Company recorded more
loss from additional liability according to the Rehabilitation
Plan in the amount of Bt47 million.
T.H. APPARAL: Closed, Liquidation Process Completed
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Saha Phatana Inter-holding Public Company Limited (SPI) reported
the closure of its company invested, T.H. Apparal Co., Ltd. The
details of closure are:
Company name : T.H. Apparal Co., Ltd.
Office address : 666 Praram 3 rd., Bangpongpang, Yannava,
Bangkok
Type of business: Manufacturing clothes.
Registered capital : Bt25,000,000 by paid up 50% amounting to
Bt12,500,000.
Investment ratio: 10% of registered capital, totaling
Bt1,250,000.
T.H. Apparal Co., Ltd. (former name was Thai Haward Co., Ltd.)
announced the closure of company due to the economic crisis and
caused Japanese joint investors to withdraw the capital. T.H.
Apparal Co., Ltd. has now closed and completed the process of
liquidation. After settling the account, SPI will receive the
return on capital amounting to Bt1,300,000. And thus, earning
the profit from this investment amounting to Bt50,000.
U.B. HAWORTH: Business Reorganization Petition Filed In Court
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Manufacturer and distributor office furniture U.B. Haworth
(Thailand) Company Limited's (DEBTOR) Petition for Business
Reorganization was filed in the Central Bankruptcy Court:
Black Case Number 970/2543
Red Case Number 1016/2543
Petitioner: U.B. HAWORTH (THAILAND) COMPANY LIMITED
Planner: Pipat and Associates Office Limited
Debts Owed to the Petitioning Creditor: Bt876,568,412
Date of Court Acceptance of the Petition: November 27, 2000
Date of Examining the Petition: December 25, 2000 at 9.00 A.M.
Court Order for Business Reorganization and appointment of the
Planner: December 26, 2000
Announcement of Court Order for Business Reorganization and
Appointment of the Planner in Matichon Public Company Limited
and Siam Rath Company Limited: January 5, 2001
Announcement of Court Order for Business Reorganization and
Appointment of the Planner in Government Gazette: January 30,
2001
Deadline for Planner to submit the Business Reorganization Plan
to Official Receiver: April 30, 2001
Appointment of the Meeting of Creditors for the plan
consideration: July 3, 2001at 9.30 AM
The Meeting of Creditors had a resolution accepting the
reorganization plan pursuant to Section 90/46
Court had issued the order accepting the reorganization plan:
August 9, 2001 and Appointed Thamniti and Trust Company Limited
to be as a Plan Administrator
Announcement of Court Order for accepting the Business
Reorganization Plan and Appointment of the Plan Administrator in
Matichon Public Company Limited and Siam Rath Company Limited:
September 5, 2001
Announcement of Court Order for accepting the Business
Reorganization Plan and Appointment of the Plan Administrator in
Government Gazette: September 25, 2001
Contact: Miss Bang-Orn Tel, 6792525 ext 113
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter -- Asia Pacific is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Trenton, NJ
USA, and Beard Group, Inc., Washington, DC USA. Lyndsey Resnick,
Maria Vyrna Nineza-Merlin, Editors.
Copyright 2000. All rights reserved. ISSN: 1520-9482.
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