/raid1/www/Hosts/bankrupt/TCRAP

/raid1/www/Hosts/bankrupt/TCRAP_Public/020327.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 Wednesday, March 27, 2002, Vol. 5, No. 61 Headlines A U S T R A L I A ANSETT AUSTRALIA: ANZ Denies Asset Stripping Claim ANSETT AUSTRALIA: Asset Stripping Allegations Groundless AUSTRALIAN MAGNESIUM: Stanwell Implements Alcan Ex2 Cell Tech CHROME GLOBAL: AGM Time Extension Granted DIGITAL NOW: Releases Feb Ops Report to US Bankruptcy Court NORMANS WINES: Joint Administrators Update Receivership Status PACIFIC DUNLOP: Posts Board Members Resignations WESTERN METALS: Alternate Director Resigns C H I N A & H O N G K O N G DIGITAL WORLD: Operations Loss Swells to HK$37,315 MERIDIAN SUCCESS: Winding Up Petition Pending NORTHEAST ELECTRICAL: Solicitor Seeks Court Hearing Suspension PRINCETOWN INVESTMENTS: Winding Up Petition to be Heard SEAPOWER TRADING: Winding Up Petition Slated for Hearing STAR EAST: Preference Shares Mandatory Redemption Completed SUNLIGHT CITY: Winding Up Sought by Bank of China WAH LEE: Proposes Change of Name to `Guo Xin Group Limited' I N D O N E S I A POLYSINDO EKA: Signs MOA to Restructure Debt TIMAH TBK: Hopes to Sell Ailing Affiliate Stakes J A P A N DACVIVRE CO: Sponsors Invest Y2B to Aid Rehabilitation MITSUBISHI MOTORS: Will Break Even This Year, COO Says NIPPON EXPRESS: R&I Downgrades L-T Rating to AA OMRON CORPORATION: Notifies of Closure of Production Units SHIBUSAWA WAREHOUSE: S&P Lowers Rating to Double-'B'-Plus-Pi SNOW BRAND: Employees Publish Apology in National Papers SNOW BRAND: Will Sell Additives Business to Nissho Iwai TAISEI FIRE: Postpones Rehabilitation Scheme K O R E A HYNIX SEMICONDUCTOR: Creditors Reviewing Micron's Proposal KOREA ELECTRIC: Amends Board of Director's Resolution KOREA ELECTRIC: 3,810 Striking Union Employees Face Dismissal SSANGYONG MOTOR: Returns to Profit; Ending 10-Year Losses M A L A Y S I A AMSTEEL CORPORATION: Plaintiffs Withdraw Suit Against Unit DAMANSARA REALTY: Interim Injunction Hearing Adjourned HAI MING: Creates Remuneration, Nomination Committees LAND & GENERAL: Provisional Liquidator Appointed MEASUREX CORPORATION: Subsidiaries Placed Under Liquidation METROPLEX BERHAD: Debt Talks With CDRC Underway MULPHA INTERNATIONAL: Liquidates Inactive Hong Kong Unit PSC INDUSTRIES: Reaches Banking Facility Settlement RAHMAN HYDRAULIC: Registrar Permits Writ of Summon Removal RASHID HUSSAIN: Warrants Suspension Lifted TECHNO ASIA: Posts Boardroom Changes TENCO BERHAD: Repayment Proposals Forwarded to Lenders P H I L I P P I N E S NATIONAL POWER: Defers Baselco Disconnection; Settles Debt NATIONAL POWER: Cuts Meralco Penalties S I N G A P O R E BBR HOLDINGS: Issues Profit Warning BIL INTERNATIONAL: S&P Cuts Rating to 'BB', on CreditWatch L & M GROUP: Debt Restructuring Scheme Update LKN-PRIMEFIELD: Currently in Talks With Bondholders T H A I L A N D A.C.C. REAL: Files Reorganization Petition at Bankruptcy Court CENTRAL PAPER: Discloses Warrant Exercise Results COGENERATION PUBLIC: Cancels Dividend Payment, Delists Shares - - - - - - - - ================= A U S T R A L I A ================= ANSETT AUSTRALIA: ANZ Denies Asset Stripping Claim -------------------------------------------------- Air New Zealand will vigorously defend itself against any allegations that it stripped assets from Ansett Australia, says the Managing Director of Air New Zealand, Ralph Norris. "We are disappointed to see the Ansett administrators reviving allegations of asset stripping and inappropriate charging after reaching agreement with us to settle all claims between Ansett and Air New Zealand," Mr Norris said. "The allegations are nothing more than groundless rumors which were circulated when anger over the loss of Ansett was at its peak. We refuted them at the time, and continue to do so. "Air New Zealand knows of no grounds for action against our company by the Ansett administrators, and will be asking them to provide us with their reasons for advising creditors that this matter justifies further investigation. "For the record, we repeat what we said about the allegations in September last year. It remains the position of Air New Zealand," Mr Norris said. * ALLEGATION: Air New Zealand put $A200 million of its aviation fuel bills through Ansett's accounts. FACTS: The two airlines bought fuel on a competitive tender basis from oil companies at various airports, combining their purchasing power to get the best prices, but each airline had a separate account and oil companies billed the airlines separately based on aircraft registration numbers which identified the correct airline to be billed beyond doubt. * ALLEGATION: Air New Zealand grabbed Ansett jet engines and spares and flew them to New Zealand. FACTS: Ansett leased a Canadian Boeing 767 which went to Air New Zealand's Christchurch engineering depot to be prepared for Ansett, since Ansett's engineering department was overloaded. The engines needed reconditioning. Air New Zealand replaced them with two fully reconditioned Air New Zealand engines to get the planes into the air, earning money for Ansett as quickly as possible. The original Canadian engines are being refurbished at Air Canada's expense and will be swapped for the Air New Zealand replacement engines shortly. Two other Air New Zealand engines are currently at the Ansett facilities in Melbourne, one is used by Ansett engineering in the recalibration of their engine test cell, the other is held in reserve to provide support for Air New Zealand's operations to Australia, or to assist any other operator needing support. Arrangements to exchange engines and other rotable parts are usual, even among competing airlines, and were made in this instance to gain the best possible outcomes for both Air New Zealand and Ansett. Normal commercial terms applied to this exchange of services between the two legal entities. * ALLEGATION: Air New Zealand improperly cleared out Ansett bank accounts in the last few weeks before a Voluntary Administrator was called in. FACTS: Air New Zealand funded Ansett losses from the time it obtained a 100 percent shareholding in the company. The amounts advanced to Ansett by Air New Zealand fluctuated during the year as money was advanced to allow Ansett to make loan repayments and fund losses. Some repayments were made to Air New Zealand after Ansett refinanced unencumbered aircraft in its fleet. When Ansett went into voluntary administration on September 14 it still owed Air New Zealand more than $A80 million under the funding arrangements to cover its losses. ANSETT AUSTRALIA: Asset Stripping Allegations Groundless -------------------------------------------------------- Ansett Administrators Mark Mentha and Mark Korda corrected media reports they may pursue legal action against former Ansett Australia parent company Air New Zealand over alleged asset stripping. The Ansett Group of Companies Second Report by Administrators released last week referred under Section 6 Investigations, to Potential Courses of Action Available to the Administrators. "Media reports were inaccurate in interpretation regarding references to investigations progressed since our first report to creditors," said Mark Korda. "To date we have found nothing to support the allegations of asset stripping or alleged inappropriate charging of fuel and other operating costs," he said. AUSTRALIAN MAGNESIUM: Stanwell Implements Alcan Ex2 Cell Tech ------------------------------------------------------------- Australian Magnesium Corporation Limited (AMC) will adopt what it believes to be the world's most productive and efficient electrolytic magnesium cell technology, Alcan Ex2 cell technology, at the Stanwell Magnesium Project. Chief Executive Officer Rod Sharp said the project optimization decision has been under active consideration by AMC for more than a year, as AMC monitored the on-going development of this advanced technology. The Stairwell Magnesium Project will now incorporate design and construction of 40 Alcan Ex2 cells instead of the planned 64 Alcan MKIII cells. "The key consideration in AMC's decision to adopt the Ex2 Cell was the desire to use the most modern, productive and energy efficient cell technology available in the world", Mr Sharp said, "and this new generation cell has now proved itself in commercial operations in North America and Japan." A "Higher cell productivity, less cell rebuilds and reduced materials and metals handling in the cell house are expected to lead to operating and capital cost savings. This should reinforce AMC's position in the lowest cost quartile of world magnesium producers." "Importantly, the decision also provides the opportunity for a more efficient ramp up during the plant commissioning phase between 2004-06." The Ex2 cell is around 60 percent more productive than the MKIII cell and only 40 Ex2 Cells will be required to produce 90,000 tpa of magnesium metal compared to 64 MKIII cells. "The Ex2 cell is modern, environmentally-progressive, and, with the potential to improve productivity, complements AMC's patented front end dehydration technology which holds many of the same attributes," Mr Sharp said. On 11 February, TCR-AP reported that the Company's consolidated loss for the six months was $3.1 million, a 72 per cent improvement on a loss of $11.3 million in the previous corresponding half year. The loss was in line with forecasts and incorporated a number of expenses and costs related to AMC's funding activities last year. CHROME GLOBAL: AGM Time Extension Granted ----------------------------------------- Chrome Global Limited advised that an extension for the time for holding the Annual General Meeting has been granted to a date not later than 9 April 2002. Chrome Global Limited has been through a period of administration and now proposes to complete a number of transactions pursuant to the Deed of Company Arrangement. The extension was required in order to allow Chrome Global Limited to prepare the required documentations and comply with the statutory notice periods. DIGITAL NOW: Releases Feb Ops Report to US Bankruptcy Court ----------------------------------------------------------- Digital Now, Inc (DNI) released the monthly filing it is required to make to the United States Bankruptcy Court whilst it is under Chapter 11 Administration. This filing covers the month of February 2002. The filing consists of a monthly operating report that includes: (a) Financial Background Information; (b) Income Statement; and (c) Cash Distribution Summary Report. Please note all figures are in US dollars and the year to date figures relate to the period from 1 January 2002. Although the documents are publicly available from the Bankruptcy Court in the interests of keeping the local shareholders informed of the Company's financial situation the Company has elected to make this release to the Australian Stock Exchange. The Company expects to make further announcements regarding various transactions entered into as part of the Company restructure while in Chapter 11. NORMANS WINES: Joint Administrators Update Receivership Status -------------------------------------------------------------- Tim Burfield and Anthony Stevens Smith, joint and several administrators of Normans Wines Limited, announced that the receivers and managers of Normans are yet to finalize the receivership. While a surplus from the receivership is anticipated, the amount of such surplus is not yet known. Until the receivership is completed and my investigations have progressed further, the Administrators are unable to give any indication of the likelihood or timing of any distribution to unsecured creditors. No interest payments will be made in relation to convertible notes until further notice. At a creditors meeting on 24 September 2001 called under Section 439A of the Corporations Act, the creditors resolved to wind up Normans and appoint Anthony Stevens Smith and Tim Burfield as Joint Liquidators. Should you have any further queries in relation to this matter please contact Adam Nikitins of my office on (08) 8233 7037. PACIFIC DUNLOP: Posts Board Members Resignations ------------------------------------------------ Pacific Dunlop Limited announced the resignations of Mr Ian Webber and Mr Tony Daniels from the Board, effective 20 March 2002. Mr Webber has served on the Board as a non-executive Director since 1991. Mr Daniels has been a non-executive Director since 1997 and assumed the role of Acting Chief Executive Officer from April to December 2001. The Chairman of Pacific Dunlop, Dr Ed Tweddell, paid tribute to the contributions of both retiring Directors during their respective terms on the Board and, more particularly, during the recent period of the restructuring of the Group. WESTERN METALS: Alternate Director Resigns ------------------------------------------ Western Metals Limited advised that, effective 13 March 2002, Mr Bill Manning has resigned as the Alternate Director for Dr Ian Gould. Last year Western Metals Limited entered a standstill agreement with its US Noteholders, which was followed on January with a related standstill agreement with Australian Hedge, counterparties. Agreement has been reached with the Noteholders and Counter-parties for an extension of the current standstill agreement until 22 March 2002. ================================ C H I N A & H O N G K O N G ================================ DIGITAL WORLD: Operations Loss Swells to HK$37,315 -------------------------------------------------- Digital World Holdings Limited announced on 21/3/2002: (stock code: 109) Year end date: 30/6/2002 Currency: HKD Auditors' Report: Neither Review of Interim Report by: Audit Committee (Unaudited) (Unaudited) Last Current Corresponding Period Period from 1/7/2001 from 1/7/2000 to 31/12/2001 to 31/12/2000 ('000) ('000) Turnover : 33,175 60,181 Profit/(Loss) from Operations : (37,315) (22,072) Finance cost : (213) (23) Share of Profit/(Loss) of Associates : (604) (567) Share of Profit/(Loss) of Jointly Controlled Entities : N/A N/A Profit/(Loss) after Tax & MI : (38,132) (18,840) % Change over Last Period : N/A EPS/(LPS)-Basic : (5.87 cents) (4.41 cents) -Diluted : N/A N/A Extraordinary (ETD) Gain/(Loss) : N/A N/A Profit/(Loss) after ETD Items : (38,132) (18,840) Interim Dividend per Share : Nil Nil (Specify if with other options) : Nil Nil B/C Dates for Interim Dividend : N/A Payable Date : N/A B/C Dates for (-) General Meeting : N/A Other Distribution for Current Period: N/A B/C Dates for Other Distribution : N/A Remark: LOSS PER SHARE The calculation of the basic loss per share is based on the net loss for the period of HK$38,132,000 (2000: HK$18,840,000) and on the weighted average number of ordinary shares in issue during the period of 649,893,048 (2000: 427,465,841) shares in issue adjusted for the effect of the Company's consolidation of shares on 22nd March, 2001. Diluted loss per share for the period ended 31st December, 2001 has not been calculated as no diluting events existed during the period. Diluted loss per share for the period ended 31st December, 2000 has not been shown as the outstanding warrants had an anti-dilutive effect on the basic loss per share for the period. MERIDIAN SUCCESS: Winding Up Petition Pending --------------------------------------------- Meridian Success International Limited is facing a winding up petition, which is slated to be heard before the High Court of Hong Kong on March 27, 2002 at 9:3.0 am. The petition was filed on January 7, 2002 by Bao Steel Hong Kong Trading Company Limited of Flat 2901, 29th Floor, Office Tower, Convention Plaza, 1 Harbour Road, Wanchai, Hong Kong NORTHEAST ELECTRICAL: Solicitor Seeks Court Hearing Suspension -------------------------------------------------------------- Northeast Electrical Transmission & Transformation Machinery Manufacturing Company Limited (the Company) announced the status of the hearing on the US$40 million syndicated loan at the High Court of Hong Kong on 20 March 2002: Upon an urgent negotiation, the Company submitted a new repayment proposal to the banking consortium at the night of 19 March 2002. The banking consortium accepted the proposal after an urgent discussion and confirmed that an application for an adjournment of the hearing would be made when the case was heard on 20 March 2002. The Company did not appoint a representative to attend the hearing. The solicitor representing the banking consortium confirmed the Company that the solicitor representing creditors had requested the master to adjourn the hearing for a month to 24 April 2002 in order to consider the repayment. The master accepted and said that a judge of the High Court of Hong Kong should rule the application for the adjournment of the hearing on 25 March 2002 because the master does not have express power to order an adjournment. As requested by the Company, dealings in H shares of the Company were suspended starting on 25 March 2002. Save as aforesaid, the court did not have other rulings on the matter. Further announcement in relation to the progress of the above matter will be made as and when appropriate. PRINCETOWN INVESTMENTS: Winding Up Petition to be Heard ------------------------------------------------------- The petition to wind up Princetown Investments Limited is scheduled for hearing before the High Court of Hong Kong on May 15, 2002 at 9:30 am. The petition was filed with the court on January 30, 2002 by Bank of China (Hong Kong) Limited whose registered office is situated at 14th Floor, Bank of China Tower, 1 Garden Road, Central, Hong Kong. SEAPOWER TRADING: Winding Up Petition Slated for Hearing -------------------------------------------------------- The petition to wind up Seapower Trading Company Limited is set for hearing before the High Court of Hong Kong on May 29, 2002 at 9:30 am. The petition was filed with the court on February 9, 2002 by Bank of China (Hong Kong) Limited whose registered office is situated at 14th Floor, Bank of China Tower, 1 Garden Road, Central, Hong Kong. STAR EAST: Preference Shares Mandatory Redemption Completed ----------------------------------------------------------- The directors of Star East Holdings Limited (the Company) announced that further to the press announcement of the Company dated 18th February, 2002, the mandatory redemption of all of the 2,567,000 outstanding redeemable preference shares of HK$0.10 each issued by the Company pursuant to a shareholders' resolution dated 12th March, 1997 (Preference Shares) has been completed on Thursday, 21st March, 2002 in accordance with the terms of such issue. Trading in the Preference Shares on The Stock Exchange of Hong Kong Limited (the Stock Exchange) has ceased after 4:00 p.m. on Monday, 18th March, 2002 and the listing of the Preference Shares has been withdrawn from the Stock Exchange with effect from 4:00 p.m. on 21st March, 2002. Holders of all of the 2,567,000 outstanding Preference Shares have duly lodged the certificates for their Preference Shares, together with all relevant documents (if any), to the Company at or before 12:00 noon on 21st March, 2002. A cheque of the redemption price in Hong Kong dollars has either been directly collected by each of the holders (as per their request) at the Company's principal place of business in Hong Kong at 29th Floor, Paul Y. Centre, 51 Hung To Road, Kuhn Tong, Colon, Hong Kong, or been posted to each of them by the Company at or before 4:00 p.m. on the same date. All of the Preference Shares have forthwith been cancelled by the Company. Early this month, the Company announced a Capital Reorganization Proposal, comprising: (i) a reduction of its issued ordinary share capital by canceling HK$0.095 paid up on each issued ordinary share of HK$0.10 ("Share") and crediting the amount arising from such cancellation to the contributed surplus account of Star East; (ii) the cancellation of all of the authorized but unissued share capital; (iii) a subsequent increase of the authorized share capital of Star East to HK$50,000,000 by the creation of 8,248,624,845 shares of HK$0.005 each (based on the number of Shares currently in issue as at the date of this announcement); and (iv) a cancellation of an amount of HK$1,850,000,000 standing to the credit of the ordinary share premium account of Star East on the effective date of the Capital Reorganization and crediting such cancelled amount to the contributed surplus account of Star East. As at 30th September, 2001, Star East and its subsidiaries had a consolidated accumulated deficit of about HK$2,273,000,000. The Directors believe it is unlikely that Star East will generate sufficient profits in the immediate future to eliminate this deficit and that it would be inappropriate for Star East to pay dividends while this deficit remains. SUNLIGHT CITY: Winding Up Sought by Bank of China ------------------------------------------------- Bank of China (Hong Kong) Limited is seeking the winding up of Sunlight City Group (HK) Holding Limited. The petition was filed on January 22, 2002, and will be heard before the High Court of Hong Kong on April 17, 2002. Bank of China holds its registered office at 14th Floor, Bank of China Tower, 1 Garden Road, Central, Hong Kong. WAH LEE: Proposes Change of Name to `Guo Xin Group Limited' ----------------------------------------------------------- The Directors of Wah Lee Resources Holdings Limited propose to change the name of the Company to "Guo Xin Group Limited". The Group is engaged in the distribution of brand name air- conditioning systems, audio-visual products and photographic products as an authorized distributor, trading of other electrical consumer products under various brand names mainly in the PRC, the manufacture of photographic products and operating an e-commerce platform offering on-line reservation services of airline tickets, hotels or packaged tours. The Directors consider the change of name appropriate in view of the recent restructuring of the Company in December 2001 since the name signifies the Group will have a new commencement after such restructuring and will continue emphasizing its business in the PRC. The proposed change of name is subject to the passing of a special resolution by the shareholders of the Company at the annual general meeting of the Company to be held at Room 4101, 41st Floor, Far East Finance Center, 16 Harcourt Road, Admiralty, Hong Kong on 17 April 2002 at 4:00 p.m. and the approval by the Registrar of Companies in Bermuda. The Company will carry out the necessary filing procedures with the Registrar of Companies in Hong Kong. The existing share certificates of the Company under the name of "Wah Lee Resources Holdings Limited" shall after the proposed change of name becoming effective continue to be evidence of title to the Shares and will be valid for trading, settlement and delivery for the same number of Shares in the new name of the Company. Once the change of name has become effective, any new share certificate of the Company will be issued in the new name of the Company. A circular containing the proposal for change of name of the Company will be dispatched to the shareholders of the Company as soon as practicable ================= I N D O N E S I A ================= POLYSINDO EKA: Signs MOA to Restructure Debt -------------------------------------------- Publicly-listed producer of textile chemicals and fibers Polysindo Eka Perkasa Engineering Tbk (POLY) has signed a memorandum of agreement to restructure its debt, AsiaPulse reports, referring to Corporate Secretary Tunaryo's report to Jakarta Stock Exchange. The agreement involves debt rescheduling for 8 years, interest write-offs for three years and conversion of part of its debt principal into shares, Mr Tunaryo said. He added that the Company will pay interest as stated in the agreement this year, though it failed to provide a figure for the debt and interest. TIMAH TBK: Hopes to Sell Ailing Affiliate Stakes ------------------------------------------------ State-owned PT Timah Tbk will likely divest three affiliated firms in a bid to stay afloat after being hit by plummeting tin prices and out of control illegal tin mining, IndoExchange reports, quoting from Corporate Secretary Prasetyo Budi Saksono. "Our plans for the short term, which covers the period of between six months to one year, include the divestment of our stakes in...non-core non-profitable affiliated companies," Budi Saksono said. Prasetyo added the three affiliated firms were 20-percent-owned insurance firm PT Asuransi Jiwa Tugu Mandiri; 41.87-percent- owned PT Kutaraja Tembaga Raya; and 37.5 percent-held Singapore- based Plimsoll Corp Pte Ltd. Ailing Timah declined to say how much it hopes to earn from the stake sales. Some media reports said the company was hoping to earn Rp50bn from the divestments. Timah also said that there would be no layoffs this year, but for next year, there's no guarantee. ========= J A P A N ========= DACVIVRE CO: Sponsors Invest Y2B to Aid Rehabilitation ------------------------------------------------------ Mycal Corporation unit DacVivre Co will sign a contract with 14 firms for them to invest a total of Y2 billion in the Company to aid its rehabilitation, Kyodo News reported Monday, citing DacVivre President Osamu Usui. The sponsors including Development Bank of Japan (DBJ), Michinoku Bank and real estate firm Takeda, will set up a corporate rebuilding fund as part of its rehabilitation plan. MITSUBISHI MOTORS: Will Break Even This Year, COO Says ------------------------------------------------------ Mitsubishi Motors Corp. (MMC) will break even in the current business year, which ends Sunday, Japan Times said Tuesday, citing Chief Operating Officer Rolf Eckrodt. MMC promised to break even in 2002 after the tremendous losses it incurred in the previous 12 months. The Company posted a net loss of Y75.6 in 2000 and suffered Y31.49 billion net loss in the first half of the current business year. MMC said it would cut its procurement costs by 15 percent by 2003 and cut 9,500 jobs by March 31, 2004. Eckrodt said that the Company's restructuring efforts are on the right track. NIPPON EXPRESS: R&I Downgrades L-T Rating to AA ----------------------------------------------- Rating and Investment Information, Inc. (R&I) on Thursday downgraded Nippon Express Co., Ltd's Senior Long-term Credit Rating; Long-Term Bonds (4 Series) to AA from AA+; Domestic Commercial Paper Rating to a-1+ (Affirmed). RATIONALE: R&I is downgrading the ratings for Nippon Express Co., Ltd., by one notch in view of the increasing severity of the earnings environment in the distribution sector as a whole and the prospect that cash flow generation capacity will continue to be constrained over the medium-to long term. Nippon Express, whose clients come from all sectors of the Japanese economy, is particularly liable to feel the impact of trends throughout the mega-economy. The trucking division, the mainstay business, faces severe pressure for discounts in freight rates and service costs, especially from clients in smokestack industries, and its profit levels have been falling steadily. Further, the "Pelican Arrow" home delivery service, which formerly followed a strategy of expansion of scale to adapt to the trend to smaller, more frequent deliveries, continues to face a severe profit prospect. The airfreight forwarder business, as well, has seen a serious decline in shipment levels because of the slowdown in the US economy. The earnings of this growth business, which had been one of the mainstays of earnings, have declined sharply. Nevertheless, the rating already reflected the fact that this business tends to be greatly impacted by trends in the US economy, and the current fluctuation in earnings is not seen as such a great problem. Another forwarder business, transactions with JR's cargo service, and the marine transportation and port-harbor transportation businesses have ensured large shares of their respective markets as rival firms have withdrawn from the business, and they now constitute relatively stable earnings sources. This is supported by the strength of the firm's operational base as it does business with some of the most important Japanese businesses. Nippon Express' key strategies for dealing with the adverse operational environment are to introduce a regional block system and to develop the "Global Logistics 21 (GL21)" plan. The introduction of a full regional block system should help make profit management more thorough as it will ensure the volume of shipments in each region, one of the special strengths of Nippon Express, and at the same time it will enhance area marketing in the domestic market. The GL21 plan will also make it possible to make full use of the firm's excellent overseas networks, and the intention is to win the entrustment of clients' entire distribution business and thus expand the scale of business. It will be necessary to monitor whether the Company can provide a menu of services that covers areas from regional distribution services within Japan to a full worldwide land, sea and air transportation service. According to Wright Investor's Service, at the end of 2001, Nippon Express Co Limited had negative working capital, as current liabilities were Y499.93 billion while total current assets were only Y498.92 billion. OMRON CORPORATION: Notifies of Closure of Production Units ---------------------------------------------------------- The Board of Directors of Omron Corporation announced that a meeting was held on March 25, 2002, passing a resolution to close three production subsidiaries: Omron Hitoyoshi Co., Ltd., Omron Amakusa Co., Ltd. and Omron Nomura Matsuno Co., Ltd. Details are as follows. 1. Events leading to the closure Since their establishment in 1972, both Omron Hitoyoshi Co., Ltd. and Omron Amakusa Co., Ltd. have consistently operated as production facilities for relays, a control component. Omron Nomura Matsuno Co., Ltd., which also commenced operations in 1972, has primarily operated as production facilities for control devices for industrial use, such as timers, counters and thermostats. However, global cost competition in the markets for these products has intensified, and production volume has substantially declined due to the recession. As a result, sales of these products have slackened considerably. Even if policies were implemented for future improvements, the current economic climate has made it difficult to continue operating the facilities. Therefore, the three production subsidiaries will be closed as part of Omron's ongoing restructuring efforts in order to minimize losses. 2. Profile of the production subsidiaries to be closed Omron Hitoyoshi Co., Ltd. Location: 1130 Ganjoji-machi, Hitoyoshi-shi, Kumamoto President: Yoichi Yamaoka Established: April 1972 Paid-in Capital: 60 million Major Shareholders: Omron Corporation 67.1 percent; other Omron Group companies 32.9 percent Estimated Closing Date: June 30, 2002 Omron Amakusa Co., Ltd. Location: 2101 Ooaza-aitsu, Matsushima-cho, Amakusa-gun, Kumamoto President: Yoichi Yamaoka Established: December 1972 Paid-in Capital: 60 million Major Shareholders: Omron Corporation 68.1 percent; other Omron Group companies 31.9 percent Estimated Closing Date: June 30, 2002 Omron Nomura Matsuno Co., Ltd. Established: November 1972 (Current Company name adopted following merger between Omron Nomura Co., Ltd. and Omron Matsuno Co., Ltd. in 1994) Paid-in Capital: Y97 million Major Shareholders: Omron Corporation 76.8 percent; other Omron Group companies 23.2 percent Estimated Closing Date: June 20, 2002 3. Outlook As the closure of the three production subsidiaries will have an insignificant effect on Omron's consolidated and non- consolidated sales and earnings, it will not influence Omron's consolidated and non-consolidated earnings forecast for the fiscal year ending March 31, 2002. SHIBUSAWA WAREHOUSE: S&P Lowers Rating to Double-'B'-Plus-Pi ------------------------------------------------------------ Standard & Poor's said on Monday that it had lowered its rating on Japan's Shibusawa Warehouse Co Ltd to double-'B'-plus-pi from triple-'B'-minus-pi, based on the diminishing prospects for a recovery in the Company's profitability over the next few years. With demand and prices expected to continue to decline in Japan's warehousing service and real estate markets over the next couple of years, Shibusawa's profitability is unlikely to recover without drastic cost reduction measures. As a result, its cash flow generation will also remain weak. Shibusawa derives over 90 percent of its sales from its warehousing services segment, which has experienced a roughly 20 percent fall in operating profits before depreciation over the past four years. This is attributable to a decline in both sales volume and prices amid weak economic conditions in Japan, particularly in the capital-intensive land transportation business, which accounts for over half of Shibusawa's segment sales. "To improve its efficiency in land transportation, Shibusawa plans to introduce a system of specialization in certain customer or service segments among its employees," said Junko Miyakawa, a credit analyst at Standard & Poor's in Tokyo. "However, this is unlikely to lead to an improvement in its profitability amid the current difficult business environment," she added. In the property leasing business, which has traditionally been a relatively stable source of earnings for Shibusawa, the Company has also experienced a decrease in revenues and operating profits over the past few years. This reflects the small size of the Company's property portfolio, which has left it at a competitive disadvantage compared with its peers. Shibusawa is a midsize Japanese warehouse Company, with revenues of Y58.1 billion ($437.6 million) at March 2001. The Company's operating margin before depreciation stood at 6.4 percent in the first half of fiscal 2001 (ended September 2001), down 9.1 percent from the previous year. EBITDA interest coverage fell to 10 times (x) in fiscal 2000 (ended March 2001) from 21 times (x) three years earlier. According to Wright Investor's Service, as of March 2001, the Company's long-term debt was Y30.93 billion and total liabilities were Y69.95 billion. SNOW BRAND: Employees Publish Apology in National Papers -------------------------------------------------------- A group of young middle-ranking workers at beleaguered food group Snow Brand Milk Products Co. has published an apology for the group's involvement in two food scandals in Sunday newspapers, Just-Food News reported Monday. The move is being interpreted as a sign that its employees have lost all confidence in management and feel they need to act on their own to restore public confidence. The Company caused a national food poisoning outbreak in 2001. This year subsidiary firm Snow Brand Foods was involved in a meat mislabeling fraud. The apology says that "all employees" of the group are "deeply sorry for the series of vicious acts we have committed". SNOW BRAND: Will Sell Additives Business to Nissho Iwai ------------------------------------------------------- Snow Brand Foods Co., a subsidiary of Snow Brand Milk Products Co., will sell its imported food additives operation to trading house Nissho Iwai Corp. on March 31, Dow Jones Newswires reported. Nissho Iwai expects the sale price to be between one and two billion yen ($7.6 to $15.1 million). The deal marks the first sale of a Snow Brand Food business division ahead of the Company's planned liquidation in April. Snow Brand Food suffered a sharp decline in sales after its January admission that it disguised imported beef as domestic product in order to trim its inventory and claim government mad- cow subsidies. This angered the public and forced parent Snow Brand Milk Products Co. to pull the plug on its subsidiary. Since the scandal came to light, a number of other Japanese meat packing firms have admitted to mislabelling meat for financial gain. TAISEI FIRE: Postpones Rehabilitation Scheme -------------------------------------------- Failed non-life insurer, Taisei Fire & Marine Insurance Co (TFMIC), will postpone a rehabilitation scheme until late June from late March as it originally planned, Kyodo News reported March 21, citing receiver Kazuhiko Shimokobe. The Company has received a greater-than-expected number of payout claims from overseas creditors due to the terror attacks in the United States, making it difficult to calculate the amount of debts it holds. ========= K O R E A ========= HYNIX SEMICONDUCTOR: Creditors Reviewing Micron's Proposal ---------------------------------------------------------- Hynix Semiconductor's main creditors, Korea Exchange Bank (KEB) and Hanvit Bank (HB) are reviewing the latest terms proposed by Micron Technology on the sale of its memory chip operations, AFX News reported Monday, citing an unnamed Korea Exchange Bank official. According to the official, the creditors have not yet decided when to hold a creditor steering committee session or a meeting of all creditors to decide on the deal. KOREA ELECTRIC: Amends Board of Director's Resolution ----------------------------------------------------- Korea Electric Power Corporation (KEPCO) on March 6 amended the Board of Director's Resolution: Relating to the Convocation of the General Shareholder's Meeting Date of resolution of the Board of Directors: March 5, 2002 Purpose Amendment of the resolutions of the board of directors' meeting dated February 22, 2002 in order to exclude the appointment of the directors from the agenda to be submitted to and resolved at the 41st ordinary general shareholder's meeting in accordance with the government policy. Proposed Date and Time of the General Shareholders' Meeting Date: March 22, 2002 Time: 10:00 a.m. Proposed Place for the General Shareholders' Meeting Grand Hall in head office of KEPCO, 167, Samsung-dong, Kangnam- ku, Seoul, Korea Agenda and Major contents Agenda for the above general shareholders' meeting: 1: Approval of balance sheet, profit and loss statement and statement of appropriation of retained earnings for the 41st fiscal year 2: Appointment of Directors' be amended as 'Agenda 1: TCR-AP reported last month that Korea Electric Power Corp. (KEPCO) has launched a restructuring step featuring an 8 percent reduction in its head office manpower. KEPCO is planning to relocate 8 percent or 196 staff members of the 2,215 employees at its head office and research center to regional offices. It is also planning to reduce additional workforce at the head office by sending others to its power generation subsidiaries due to spin off soon. DebtTraders reports that Korea Electric Power Corp's 8.250% bond due in 2005 (KORE05KRN1) trades between 105.181 and 106.022. For real-time bond pricing, go to http://www.debttraders.com/price.cfm?dt_sec_ticker=KORE05KRN1 KOREA ELECTRIC: 3,810 Striking Union Employees Face Dismissal ------------------------------------------------------------- Korea Electric Power Corp (KEPCO) will fire 3,810 unionized workers at its five power generation units for failing to return to work by the 9:00 am deadline on March 25, AFX News reported Monday. A disciplinary committee will hold three meetings to determine the final list of workers to be sacked. The first session is scheduled for April 3. The government is trying to sell the units by the end of 2009 under a privatization scheme. Workers of the power generation units, which have been spun off from KEPCO, went on a strike last month to protest the government's privatization plans. SSANGYONG MOTOR: Returns to Profit; Ending 10-Year Losses --------------------------------------------------------- Ssangyong Motor Co. posted a net profit of W15.2 billion (US$11.44 million) in 2001, ending ten years of losses dating back to 1991, Korea Herald reported Tuesday. In the first two months of 2002, the firm's sales surged 51 percent to W489.5 billion, and its operating profit jumped 168 percent to W39.2 billion, compared to the same period in 2001. Encouraged by these figures, Ssangyong is expecting to achieve W3 trillion in sales and W135 billion in net profit in 2002. The Company credited the growing popularity of its Rexton, Musso and Korando models for its improved financial structure as well as debt-for-equity swaps and increased productivity through streamlining. =============== M A L A Y S I A =============== AMSTEEL CORPORATION: Plaintiffs Withdraw Suit Against Unit ---------------------------------------------------------- The Board of Directors of Amsteel Corporation Berhad (the Company), in reference to Kuala Lumpur High Court Suit No. D4- 22-3325-99: Hj Ariffin bin Hj Ismail and Tafco Development Sdn Bhd v. Ambang Maju Sdn Bhd (AMSB), a subsidiary of the Company, and others, announced that the suit commenced by the Plaintiffs against AMSB and the other Defendants in the High Court has been withdrawn by the Plaintiffs on 20 March 2002, without prejudice, and with the Defendants' costs to be paid by the Plaintiffs. Profile The Amsteel Group has business operations in the steel, property and hotel, plantation and motor industries. It also operates departmental stores, hypermarkets and retail and food businesses. Its departmental stores operate under the Parkson name. Business operations are located both locally and overseas. Presently, the Group is in the midst of implementing its restructuring scheme announced in July 2000. The objective of the scheme is to consolidate, stabilize and restructure and rationalize the Group cash flow and funding and to reorganize and restructure the Group's business. DAMANSARA REALTY: Interim Injunction Hearing Adjourned ------------------------------------------------------ Damansara Realty Berhad, in reference to the announcement made on 18 March 2002 in regard to KL High Court Suit No. D7-22-1947- 01: Damansara Realty Berhad Vs AMMB International (L) Ltd & Nine Others (Lenders), informed that the hearing of the application for Interim Injunction has been adjourned to 25 September 2002 to allow for possible settlement of the Johor City Development Sdn Bhd's RM400 million Bank Guarantee Facility under the ongoing Johor Corporation's debt workout exercise. Profile Currently, the Group is undergoing a reconstruction and restructuring exercise (RRE), which includes an interim financing exercise, which was completed on 18 January 2000. On 21 July 2000 and 12 December 2000 the Company announced revisions to the RRE. The RRE is now proposed to include: capital reduction, share exchange of the Company's shares into shares in Newco, redemption of "A" redeemable convertible cumulative preference shares, acquisition of 100 percent in Johor City Development Sdn Bhd (JCD), 20 percent in Bertam Properties Sdn Bhd, Larkin Business Park, Gebeng Land, 20 percent in Damansara Realty (Pahang) Sdn Bhd, restricted offer for sale by Johor Corporation, transfer of the Company's listing status to Newco and private placement of Newco's shares. The proposed acquisitions are expected to provide downstream synergies to the Company's current operations since the additional assets are either engaged in property development activities and/or construction or would provide land bank in growth areas for property development activities to be undertaken by the Group in the future. Subsequently, on 19 July 2001 and 27 July 2001, the Company announced that JCD has defaulted in its first principal repayment of RM76M and interest servicing obligation of approx. RM6.70M under its RM400M bank guarantee facility in which the Company is a joint obligor. HAI MING: Creates Remuneration, Nomination Committees ----------------------------------------------------- Hai Ming Holdings Bhd announced the formation of the Remuneration and Nomination Committees with effect from 25th March 2002. The composition of the Committees is: A. Remuneration Committee Mr Wong Mun Wai (Non-Independent & Executive Director) Mr See Wee Chern @ See Chan Wee Chern (Independent & Non- Executive Director) Mr Goh Jooi Lai (Independent & Non-Executive Director) B. Nomination Committee Mr See Wee Chern @ See Chan Wee Chern ((Independent & Non- Executive Director) Mr Goh Jooi Lai (Independent & Non-Executive Director) Mr Lau Boon Seong (Independent & Non-Executive Director) Profile The Hai Ming Group is principally involved in the manufacture of tissue and woodfree paper related products and the wholesale of paper, paper products and stationery. The Group's factories are located in Klang, Chemor, Kuching and Kota Kinabalu. Currently, its total tissue production capacity estimated at 6,000 m/t per annum is at full production. Due to the withdrawal of bank credits in 1999, the woodfree division's production output is only about 3,000 m/t per annum. Approx. 90 percent of the Group's turnover is derived locally and the balance is derived from exports to Singapore and Brunei. The Company is registered with the Corporate Debt Restructuring Committee (CDRC) to restructure the Group's borrowings. The Company and seven of its subsidiary companies have entered into a conditional debt restructuring agreement with its bank lenders on 30 October 2001 involving total debts of RM53,588,638 to be fully settled by the issuance of new Hai Ming Holdings shares, 4.5 percent 5-year redeemable convertible secured loan stock, 4.5 percent 5-year irredeemable convertible unsecured loan stock and cash payment. At the same time, the Company also proposes to acquire Koh Poh Seng Plywood Co (M) Sdn Bhd (KPS) which is principally involved in the manufacturing and trading of timber, plywood, cement and its related products. Vendors of KPS will end up with a 72.13 percent share holding in Hai Ming following the debt restructuring and the proposed acquisition of KPS. LAND & GENERAL: Provisional Liquidator Appointed ------------------------------------------------ The Board of Directors of Land & General Berhad informed that on 22 March 2002 the Court allowed the Winding Up Petition on Lang Furniture Sdn Bhd (LFS), a wholly owned subsidiary of L&G, on certain terms. LFS may be wound up by the Court under the provisions of the Companies Act, 1965 and the Official Receiver, Malaysia may be appointed as Provisional Liquidator of LFS. MEASUREX CORPORATION: Subsidiaries Placed Under Liquidation ----------------------------------------------------------- Measurex Corporation Berhad (MCB), further to the announcement dated 19 March 2002 (Ref No. CC-020319-5D6CD) on the Petition of Winding-Up by Court by Judicial Managers in relation to all the Companies under Judicial Management, announced that on 22 March 2002, MCB had received a copy each of the Court Order (via facsimile) for Measurex Holdings Pte Ltd (MH)(a subsidiary of MCB), Measurex Engineering Pte Ltd(ME)(a subsidiary of MH) and Measurex Precision Pte Ltd (MP)(a subsidiary of MH) from the Judicial Managers' lawyer ordering the discharge of their respective Judicial Management Orders. The Judicial Managers' lawyer also had advised MCB on the same date that MH, MP and ME have been placed under liquidation. METROPLEX BERHAD: Debt Talks With CDRC Underway ----------------------------------------------- Metroplex Berhad (MB) is still actively negotiating with its lenders to restructure its debts under the ambit of the Corporate Debt Restructuring Committee (CDRC). MB will make a further announcement to the Kuala Lumpur Stock Exchange once a workout proposal is finalized and a debt restructuring agreement is entered into between MB and its lenders. Profile Metroplex and its Group of Companies is engaged in various operations. Its hotel and leisure business includes resort and gaming operations at Subic Bay in the Philippines, Legend Hotel in Kuala Lumpur as well as cruise and casino operations under the Empress Cruise Lines. Under its property investment and development unit, the better known assets are The Mall and projects such as Pantai Hills Estate, Pantai Hills Flats, and Pantai Towers. Originally around Kuala Lumpur and in the Klang Valley, projects have expanded to Batang Kali, Pahang where the Legend Farmstead is being developed. Besides these developments, the Company has also in its pipeline the Baron Court and the Carlton Court condominiums at Taman Kosas in Ulu Langat, Selangor. MULPHA INTERNATIONAL: Liquidates Inactive Hong Kong Unit -------------------------------------------------------- The Board of Directors of Mulpha International Berhad (MIB) announced that Enacon Asia Limited (EAL), a wholly-owned subsidiary of MIB, has been liquidated as it was inactive. EAL, incorporated in Hong Kong, has an authorized share capital of 10,000 ordinary shares of HK$1 each, of which all have been issued and paid-up. The liquidation of EAL has no material effect on the share capital, earnings and net tangible assets of the Company and Group. None of the Directors, substantial shareholders of the Company and Group or persons connected to them have any interest, direct or indirect, in the liquidation of EAL. PSC INDUSTRIES: Reaches Banking Facility Settlement --------------------------------------------------- PSC Industries Berhad (PSCI or the Company) announced that the Company reached an agreement with one of its lenders for the settlement of its banking facility, over a period of 5 years, by March 2007. The settlement also includes a 29 percent waiver of the interest accruing from 1 January 2001 to February 2002 amounting to RM190,000-00 PSCI earlier announced on 31 January 2002 and 8 March 2002 of its settlement arrangements with its other lenders on its banking facilities, of which the debt waiver and savings amounted to RM751,016-76. RAHMAN HYDRAULIC: Registrar Permits Writ of Summon Removal ---------------------------------------------------------- Rahman Hydraulic Tin Berhad (Special Administrators Appointed) (the Company), in reference to the Writ of Summons issued by the High Court of Malaya at Kuala Lumpur, Suit No. D4-22-988 Year 2001, announced that the application to strike-out Mr Leong Yew Chin's Statement of Claim and Writ of Summons has been allowed with costs by the learned Deputy Registrar. TCR-AP reported last month that the Special Administrators of the Company invited potential investors with strong asset backing and financial resources to undertake the proposed restructuring of the Company and/or its businesses and/or acquisition of its assets to attend a briefing on the procedure for the submission of proposals. RASHID HUSSAIN: Warrants Suspension Lifted ------------------------------------------ Rashid Hussain Berhad advised that trading in RHB Warrants 1999/2002 and RHB Warrants 2001/2002 resumed with effect from 9.00 a.m., Wednesday, 27 March 2002. The Securities Commission (SC) and the Company's shareholders and holders of RHB Warrants 1999/2002 had on 14 February 2002 and 20 March 2002 respectively approved the proposed extension of RHB Warrants 1999/2002 by approximately seven (7) years from 24 March 2002 to expire on 16 August 2009. The SC and the Company's shareholders and holders of RHB Warrants 2001/2002 had on 20 February 2002 and 20 March 2002 respectively approved the proposed extension of RHB Warrants 2001/2002 by five (5) years from 24 March 2002 to expire on 24 March 2007. Please note that the stock short name and stock code of RHB's Warrants 1999/2002 and RHB's Warrants 2001/2002 are as follows: Stock Short Name Stock Code RHB Warrants 1999/2002 RHB - WB 1309X RHB Warrants 2001/2002 RHB - WC 1309WC TECHNO ASIA: Posts Boardroom Changes ------------------------------------ Techno Asia Holdings Berhad (Special Administrators Appointed) informed that the following Directors have been appointed with effect from 20 March 2002 and will hold the positions as indicated: Rohaida Bte Abd Rahim - Independent Non Executive Director Khairil Ismahafiz Bin Muhadzir - Non-Executive Director Lee Sieng Meng - Non-Executive Director Yap Ah Leng - Non-Executive Director The Board of Directors now comprises of: Tuan Haji Muhadzir Bin Mohd. Isa - Chairman cum Managing Director Chye Kit Choong - Executive Director Nowawi Bin Abdul Rahman - Independent Non-Executive Director Wong Tunk Hing - Independent Non-Executive Director Lim Ong Kim - Non Executive Director Rohaida Bte Abd Rahim - Independent Non-Executive Director Khairil Ismahafiz Bin Muhadzir - Non-Executive Director Lee Sieng Meng - Non-Executive Director Yap Ah Leng - Non-Executive Director TENCO BERHAD: Repayment Proposals Forwarded to Lenders ------------------------------------------------------ Tenco Berhad informed that Messrs Ernst & Young, the financial advisors of the Company, have forwarded the Company's repayment proposals to the Lenders. The Lenders are expected to revert in due course. Profile Tenco is a manufacturer and supplier of industrial gases and industrial chemicals and adhesives, which are widely used, in the manufacturing sector. It also markets a wide range of building products for the building and construction industry. Tenco's operations are based mainly in Malaysia, with sales offices in Singapore and Canada. In July 2001 the Company announced that it had defaulted on interest payments due on 30 June 2001 in respect of a debt restructuring agreement dated 31 January 2000. The Group has appointed Messrs Ernst & Young as its financial adviser to embark on a financial restructuring exercise for a review and re-schedule of the interest repayment. ===================== P H I L I P P I N E S ===================== NATIONAL POWER: Defers Baselco Disconnection; Settles Debt ---------------------------------------------------------- The National Power Corp. (Napocor) has deferred Monday's scheduled disconnection of the Basilan Electric Cooperative (Baselco) after it partially settled its debts, according to Business World on Tuesday, quoting Napocor President Roland Quilala. Napocor was supposed to disconnect Baselco at 12 noon Monday because of the cooperative's debt liabilities totaling P205 million (US$4 million). "We remain committed to our thrust to implement a stricter monitoring and collection scheme of our receivables, especially those owed to us by the electric cooperatives," Quilala said. NATIONAL POWER: Cuts Meralco Penalties -------------------------------------- The National Power Corp. (Napocor) has lessened the penalties on Manila Electric Co (Meralco) for its failure to comply with a power purchase agreement in January to P1.2 billion from P3.3 billion, after Meralco requested a re-calculation of its fine, Business World and AFX News reported Monday. Meralco said it purchased only 1,200 megawatts out of 3,600 MW in January as prescribed under a 10-year agreement with Napocor. Napocor President Roland Quilala said nothing final has come out of Napocor's ongoing talks with Meralco. ================= S I N G A P O R E ================= BBR HOLDINGS: Issues Profit Warning ----------------------------------- The Board of Directors of BBR Holdings (S) Ltd (the Company) announced on Monday, that in reference to the half-year financial statement announcement made on 30 September 2001 wherein the Directors stated, inter alia, in their commentary on the current year prospects that, "in view of the current depressed economic outlook in Asia as well as globally that has significantly impacted on the local economy and the outlook for the construction industry, the Directors expect market conditions to remain competitive and difficult for the year and therefore the group's operating performance will remain weak for the rest of the year", announced Monday that the Company now expects the losses in the second half of FY 2001 to be higher than that reported in the first half of FY 2001. The additional losses are mainly due to the provisions for certain litigation cases stated in the circular to members dated 11 March 2002 (the Circular), additional provision for doubtful debts, cost overruns, non-recoverable inter-Company debts due from subsidiaries that had gone into liquidation and losses arising from the disposals of fixed assets. In addition, the Directors wish to draw attention to section 7.6 of the Circular that stated the expected losses for the LRT project will be S$4.5 million, the Directors expect that losses to be higher. The Directors are currently reviewing and analyzing the results, detailed explanation for the losses will be available in the forthcoming announcement. However, the additional losses will not have any impact on the implementation of the Scheme of Arrangement (Scheme) between the Company's wholly-owned subsidiary, BBR Construction Systems Pte Ltd (BBRCS) and certain creditors of BBRCS because funds have been set aside for the payment in cash and an issue of up to 584,000,000 new ordinary shares of S$0.05 each in the capital of the Company to the relevant participating creditors pursuant to the Scheme. Notwithstanding the further losses stated above, the Directors' recommendation under section 13 of the Circular for the forthcoming Extraordinary General Meeting to be held on 28 March 2002 remains the same. BIL INTERNATIONAL: S&P Cuts Rating to 'BB', on CreditWatch ---------------------------------------------------------- Standard & Poor's announced on March 22 that it has cut its rating on BIL International Ltd (former Brierley Investments) to 'BB' from 'BB+' and has retained the Company on CreditWatch with negative implications. BIL International has been on CreditWatch since September 2001 pending the refinancing of US$300 million in debt due on July 23, 2002. "The downgrade predominantly reflects the Company's modest asset coverage of debt at about 1.9 times based on market values, high top-management turnover, disappointing profitability, and shortcomings in liability management." "It also reflects the Company's concentrated investment portfolio, with two listed investments making up about 60 pct of the market value," S&P credit analyst Ee-Lin Tan said. "BIL has recently paid down some debt with proceeds from the divestment of assets, and expects to refinance its US$300 million obligation with a successful conclusion of talks with its bankers but leaving things to the last minute heightens risk and demonstrates financial policy inadequacy." An international investment Company headquartered in Singapore, BIL International Limited (BIL) has a primary listing on the Singapore Exchange, with secondary listings on the London, New Zealand and Australian Stock Exchanges. The Company's primary role is as an active investor with strategic shareholdings and active investment management aimed at extracting and maximizing shareholder value. L & M GROUP: Debt Restructuring Scheme Update --------------------------------------------- L&M Group Investments Ltd disclosed on Monday that L&M Concrete Specialists Pte Ltd (Concrete), a wholly owned subsidiary of L&M, had on 13 March 2002 taken up an application in the High Court of Singapore proposing to implement a scheme of arrangement with its unsecured creditors to restructure debts owed by Concrete to such creditors. At the hearing on 20 March 2002 at the High Court of Singapore, the Court granted leave for Concrete to convene a meeting of the Unsecured Creditors to be held on 24 April 2002 at 10.00 a.m. at 28 Tuas Crescent Singapore 638719 (the Meeting) for the purpose of considering and if thought fit approving the Scheme subject to such modifications as may be made. A. The Scheme of Arrangement Concrete was formed to carry on business as builders and contractors for construction work of any kind and specializing in grouting, chemical grouting, soil stabilization, waterproofing works, carrying out structural repairs and pre- packed concrete and to carry out the other objects more particularly set forth in the Memorandum of Association of Concrete. The Scheme is proposed to restructure the debts of Concrete. 1. Proposed Principal Terms of the Scheme The payment of all claims by the Unsecured Creditors participating in the Scheme (the Participating Creditors) shall be made by way of issuance of new ordinary shares of S$0.10 each in the capital of L&M (New Shares) as full and final settlement of all claims of the Participating Creditors on the following terms: (i) The issue price of each New Share shall be the higher of: (aa) 10 percent discount to the weighted average price of the ordinary shares in the capital of L&M (the Shares) for trades done on the Singapore Exchange Securities Trading Limited (the SGX-ST) on the day that the Scheme is approved by the Participating Creditors; or (bb) the nominal value of the New Share at the date of issuance of the New Shares; provided that the weighted average price shall be calculated on the trades done for a full market day or if trading in the Shares is not available for a full market day, the weighted average price shall be based on the trades done on the preceding market day up to the time the Scheme is approved by the Participating Creditors (the Issue Price). (ii) The number of New Shares allotted to each of the Participating Creditors shall be equivalent to the respective claims of each of the Participating Creditors based on the Issue Price. (iii) The New Shares shall be issued as fully paid-up Shares and shall rank pari passu with the issued Shares. (iv) The issuance of the New Shares shall be subject to the approval of the shareholders of L&M. L&M shall endeavor to obtain such approval within 2 months from the date of the approval of the Scheme by the Unsecured Creditors. (v) The issuance of the New Shares shall also be subject to the in-principle approval by the SGX-ST for the admission of all the New Shares to the Official List of the SGX-ST and the listing and quotation of all the New Shares on the SGX-ST. L&M shall endeavor to obtain such approval within 2 months from the date of the approval of the Scheme by the Unsecured Creditors. (vi) Subject to the conditions stated in paragraphs (iv) and (v) (the Conditions), the completion of the subscription of the New Shares shall take place within 7 days after the fulfillment of all (and not part only) the Conditions in the manner provided in the Scheme. 2. Moratorium under the Scheme It is proposed that during the period commencing on (and including) the date on which the order of the High Court sanctioning the Scheme is lodged with the Registrar of Companies and Businesses) till the Scheme is deemed terminated (as provided in the terms and conditions of the Scheme) (the Moratorium Period), all creditors of Concrete shall refrain from, inter alia, commencing or continuing any legal or other proceeding against Concrete. 3. Rationale for the Scheme The present financial difficulties of Concrete arose primarily from the following: (i) the difficult conditions caused by the present recession; (ii) the withholding of liquidated damages for certain projects due to the non-completion of projects within the stipulated time frame; (iii) the unexpected increase in costs of materials, labor and fixed overheads, resulting in reduction of profit; (iv) deterioration of the cash flow position of Concrete due to major creditors of Concrete being unwilling to grant credit terms and proceeding to demand repayment of debts owing by Concrete to such creditors; and (v) payment for work done in respect of progress payments, variations and retention for various projects were below expectation as compared with claims submitted by Concrete. In accordance with the audited accounts of Concrete as at 31 December 2000, the breakdown of the liabilities of Concrete are as follows: S$ Trade payables 3,643,205 Other payables and accruals 3,307,789 Owing to holding Company 999,524 Owing to related corporations 19,053,614 Total owing 27,004,132 Less : Trade receivables 12,648,186 Other receivables 436,173 Due from related corporations 10,170,025 Total receivables 23,254,384 Excess of payables over receivables 3,749,748 This "excess of payables over receivables" increased the severe cash flow difficulties for Concrete. Based on the unaudited accounts of Concrete for the year ended 31 December 2001, the accumulated losses of Concrete is approximately S$4,000,000.00. The rationale for the Scheme is as follows: (i) The directors of Concrete believe that the undertaking and business of Concrete is fundamentally sound and has good prospects for the future if it is allowed an opportunity to trade through its current difficulties. With the continued support from L&M and the issuance of the New Shares, Concrete believes that it would be able to continue operating as a going concern. (ii) A judicial management or liquidation will be of no benefit to any of the creditors of Concrete as there will be no beneficial return to the creditors of Concrete arising from such judicial management or liquidation. (iii) In liquidation, the issuance of New Shares would be jeopardized. Further, Concrete would not be given the opportunity to continue to operate as a going concern. In the event of liquidation, there will be no amount realizable by the creditors of Concrete. (iv) In a judicial management, Concrete will be placed in the hands of a third party and this may not be favorably perceived by Concrete's trade creditors, who may or may not wish to continue to trade with Concrete. 4. Approvals required Concrete has appointed Mr Koh Teng Kiat to act as scheme manager of the Scheme. The following approvals, amongst others, are required to effect the Scheme: (i) the approval of the Scheme by a majority in number representing 75 percent in value of the Unsecured Creditors present and voting at the Meeting; (ii) the approval of the shareholders of L&M for the issue of the New Shares; and (iii) the approval of the SGX-ST for the admission of all the New Shares to the Official List of the SGX-ST and the listing and quotation of all the New Shares on the SGX-ST. An application will be made to the SGX-ST for the listing and quotation of the New Shares. A circular to the shareholders of L&M will be issued to convene an Extraordinary General Meeting to seek their approval for the same. LKN-PRIMEFIELD: Currently in Talks With Bondholders --------------------------------------------------- LKN-Primefield Limited on Monday, referring to its un-audited full year financial statement announcement made on 22 March 2002 and the Trust Deed dated 13 March 2001 (the Trust Deed) executed by the Company in favor of HSBC Trustee (Singapore) Limited relating to the redeemable fixed rate bonds due 2006 issued by the Company in connection with the debt restructuring scheme implemented by the Company and certain of its subsidiaries, announced the following: Under the terms of the Trust Deed, the Company had covenanted not to permit the gearing ratios of its Total Consolidated Liabilities or of its Total Consolidated Borrowings to its Consolidated Shareholders' Funds (all capitalized terms as defined in the Trust Deed) to exceed 7:1 or 6:1 respectively. However, due to the drastic drop in the Consolidated Shareholders' Funds from $62.3m as at 31/12/2000 to $6.3m as at 31/12/2001, the Group's gearing ratios exceed these ratios stipulated in the Trust Deed, as the gearing ratios in terms of liabilities and borrowings are 61.8 and 54:1 respectively. The Management is currently arranging to negotiate with the Bondholders and expects to announce the outcome of the negotiation at the end of April 2002. =============== T H A I L A N D =============== A.C.C. REAL: Files Business Reorg Petition at Bankruptcy Court -------------------------------------------------------------- Real estate developer A.C.C. Real Estate Company Limited (DEBTOR)'s Petition for Business Reorganization was filed to the Central Bankruptcy Court: Black Case Number 1054/2544 Red Case Number 1047/2544 Petitioner: B.N.K. ENGINEERING COMPANY LIMITED BY MR. TANITSORN SUTTAVANIT, THE AUTHORISED COMMITTEE #1ST, MR. PRASERT PREECHADONG #2ND Planner: M - THAI CORPORATE RESTRUCTURING COMPANY LIMITED Debts Owed to the Petitioning Creditor: Bt904,605,564.28 Date of Court Acceptance of the Petition: September 18, 2001 Date of Examining the Petition: October 15, 2001 at 9.00 A.M. Court has set the Date for the Hearing on November 12, 2001 Court Order for Business Reorganization and Appointment of Planner: November 12, 2001 Announcement of Court Order for Business Reorganization and Appointment of the Planner in Matichon Public Company Limited and Siam Rath Company Limited: November 21, 2001 Announcement of Court Order for Business Reorganization and Appointment of the Planner in Government Gazette: December 4, 2001 Deadline for the Planner to submit the Reorganization Plan to the Official Receiver: March 4, 2002 Contact: Mr. Apirak Tel, 6792525 ext. 113 CENTRAL PAPER: Discloses Warrant Exercise Results ------------------------------------------------- Central Paper Industry Public Co., Ltd (CPICO) informed that there are 119,994,600 units of Right Warrants No.1 (CPICO-W1) , on the Exercise Date of March 15, 2002. All warrant holders exercised rights to purchase new ordinary shares. Therefore, there are 119,994,600 units remaining Rights Warrants No.1(CPICO-W). CPICO issued 120 million units of warrant No.1 (CPICO-W1) with 10 years term offering to the existing shareholders during July 11-18, 2000. The exercise is fixed on every 3 months of the normal working hours of the Company's share registrar on the date 15th or the next working day of March, June, September and December of each year through the maturity date. The Exercise Date shall be on 15th September 2000 while the last Exercise Date shall be on 15th June 2010 respectively. 1 unit of warrant give the right to the holder to purchase 1 share of the company in the Exercise Price of Bt10 per share. COGENERATION PUBLIC: Cancels Dividend Payment, Delists Shares ------------------------------------------------------------- The Cogeneration Public Company Limited notified The Stock Exchange of Thailand and the Shareholders, the resolutions of the Board of Directors Meeting No. 3/2002 held on March 22, 2002: 1. The Board resolved to recommend the annual report of the year 2001 to the shareholders for approval. 2. The Board resolved to recommend the Company's appropriation of retained earning to the shareholders for approval as follow: 2.1 Since to the Company carries retained inappropriate deficit, the legal reserve will not be allocated and dividend will not be distributed 3. The Board resolved to recommend to the shareholders to appoint the Company's auditor for the fiscal year 2002 and fix the auditor's remuneration. 4. The Board resolved to recommend the re-election of the retiring directors to resume the directorship of the Company for another term and fix the directors' remuneration to the shareholders for approval. 5. The Board resolved to set the Annual General Meeting of the Year 2002 on April 29, 2002. The time and venue are set at 14.00 hours at The Laurel Room of the Evergreen Laurel Hotel, 88 South Sathorn Road, Bangkok with the following agenda; 5.1 To consider and approve the minutes of the AGM of the year 2001. 5.2 To acknowledge the annual report of the Board of Directors of the year 2001. 5.3 To consider and approve the Financial Statements for the year-ended December 31, 2001. 5.4 To consider and approve the Company's Appropriation of Retained Earnings. 5.5 To consider and approve the appointment of the Company's auditor and its remuneration for the fiscal year 2002. 5.6 To consider and approve the appointment of the directors to replace the directors who will retire from office and to approve the directors' remuneration and meeting allowance. 5.7 To consider other business (if any). The Board also resolved to set the closure of share register on April 9, 2002 at noon until the Meeting is adjourned. 6. The Board resolved to set an Extraordinary General Meeting to approve the delisting of shares as detailed in the Form 10-6. S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter -- Asia Pacific is a daily newsletter co-published by Bankruptcy Creditors' Service, Inc., Trenton, NJ USA, and Beard Group, Inc., Washington, DC USA. Lyndsey Resnick, Maria Vyrna Nineza-Merlin, Maria Cristina Pernites-Lao, Editors. Copyright 2002. All rights reserved. ISSN: 1520-9482. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR -- Asia Pacific subscription rate is $575 for 6 months delivered via e-mail. 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