/raid1/www/Hosts/bankrupt/TCRAP_Public/021226.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
Thursday, December 26, 2002, Vol. 5, No. 254
Headlines
A U S T R A L I A
CAPE RANGE: Shareholders OK All Resolutions
CAPRAL ALUMINIUM: Finalizes Granville Site Sale to ING
CONTACT ENERGY: S&P Lowers Long-term Ratings to 'BBB'
EFTNET TECHNOLOGIES: Closes Pracom Business Sale Agreement
FOREST ENTERPRISES: Appoints Des King as New Director
FORTLAND HOTEL: Posts Q302 Activities Summary
GLOBAL TECHNOLOGY: Finalizing Delisting Process
REDFLEX HOLDINGS: Raises $16M Working Capital
UNITED AUSTRALIA: CHAMP to Acquire Stake in Satellite TV
C H I N A & H O N G K O N G
ANANDA WING: Narrows Loss by 45.5%
DONG FANG: Widens Operations Loss to HK$21.8M
G-VISION INTERNATIONAL: H102 Operations Loss Widens to HK$35M
GOOD PLAN: Winding Up Sought by Bank of China
HONG KONG CONSTRUCTION: No Change in Restructuring Agreement
LAI SUN: To Finalize Debt Restructuring Plans Soon
MANUEL PROPERTIES: Winding Up Petition to be Heard
ORIENT RESOURCES: Trims Net Loss to HK$13.9M
SINO-I.COM: Price, Turnover Movements Inexplicable
SOUTH EAST: Net Loss Increases to HK$10.8M
SUNLINK LIMITED: Winding Up Petition Pending
YIU CHING: Winding Up Hearing Scheduled in February
I N D O N E S I A
ASTRA INTERNATIONAL: Unit to Repay US$7.77M Debt December 30
J A P A N
HOKKAIDO INTERNATIONAL: Gets Y2B Fresh Capital
MITSUBISHI MOTORS: Merging European Units; Turnaround on Track
MIZUHO HOLDINGS: Dissolves Subsidiary
NIPPON TELEGRAPH: FinMin Seeks Approval to Sell Stake Next Year
NTT DOCOMO: Status of New FOMA 3G Handsets
SUMITOMO METAL: Issues New Shares With Kobe Steel
* Pressure Builds on Japan's Consumer Finance Companies
K O R E A
CHOHUNG BANK: Government's Stake Sale Plan Hits New Road Block
DAEWOO MOTOR: GM in Talks to Buy Plant in China
HYNIX SEMICONDUCTOR: Decision on Reform Plan Likely This Week
M A L A Y S I A
ANGKASA MARKETING: SC Gives Proposals Conditional Approval
ANGKASA MARKETING: Ordinary Resolution Approved at EGM
AOKAM PERDANA: Submits Proposals to SC, FIC, MITI
CSM CORPORATION: KLSE Suspends Trading
GEAHIN ENGINEERING: Creditors Reject Proposed Workout Scheme
GEAHIN ENGINEERING: SC Grants RCSLS Compliance Exemption
LION CORP.: Proposed Renewal of Shareholders' Mandate Approved
LION CORPORATION: Guarantor Banks Consortium Redeems Bonds
MALAYSIAN RESOURCES: Proposes Scheme of Arrangement, Compromise
PAN PACIFIC: All Resolutions Duly Passed at 12th AGM
PICA (M) CORP.: Seeks Requisite Announcement Time Extension
PLANTATION & DEVELOPMENT: SC OKs Proposed Restructuring Scheme
SRI HARTAMAS: Ordinary, Special Resolutions Passed at AGM, EGM
SURIA CAPITAL: Requisite Announcement Time Extension Pending
TIMBERMASTER INDUSTRIES: Submits Appeal Letter to SC
P H I L I P P I N E S
GLASGOW CREDIT: Creditors Support Winding Up Petition
MANILA ELECTRIC: May Hire Citigroup and BPI as Advisors
PHILIPPINE LONG: Enters New Revenue-Sharing Deal With Globe
PHILIPPINE LONG: Unveils Capex Budget For Businesses
S I N G A P O R E
ASIA PULP: Unveils Preliminary Restructuring Agreement
FLEXTECH HOLDINGS: Placement, Management Subscription Agreement
NATSTEEL LTD: 98 Holdings Gets Shareholders' Acceptances
T H A I L A N D
HEMARAJ LAND: Converts Warrants to Common Shares
INTER FAREAST: SET Grants Listed Securities
MEDIA OF MEDIAS: Announces 2003 Holidays
MODERN HOME: Restructures Capital as Rehab Plan Compliance
TAMBA INDUSTRY: Files Business Reorganization Petition
- - - - - - - -
=================
A U S T R A L I A
=================
CAPE RANGE: Shareholders OK All Resolutions
-------------------------------------------
Cape Range Wireless Limited advised that at the General Meeting
of Shareholders held Friday, December 20, 2002, all three
resolutions were approved by shareholders.
The directors will now proceed to arrange for the issue of the
securities as approved by Shareholders.
According to Wrights Investors, at the end of 2001, the Company
had negative working capital, as current liabilities were A$3.25
million while total current assets were only A$1.16 million. It
has reported losses during the previous 12 months and has not
paid any dividends during the previous 2 fiscal years.
CAPRAL ALUMINIUM: Finalizes Granville Site Sale to ING
------------------------------------------------------
Capral Aluminium Limited announced Friday the successful
finalization of the sale of its 21 hectare site located on the
corner of Unwin and Shirley Streets at Granville in Sydney to
ING Industrial Fund.
Details of the agreement to sell were previously announced on 19
April 2002.
Capral has leased back the office building and training center
located at the front of the site for a 5 year term with
subsequent renewal options.
CONTACT INFORMATION: G L'Estrange
MANAGING DIRECTOR
Nigel Chalk
DIRECTOR
Telephone: (02) 9682 0657
Mobile 0404 818 288
CONTACT ENERGY: S&P Lowers Long-Term Ratings to 'BBB'
-----------------------------------------------------
Standard & Poor's Ratings Services on Monday lowered its long-
term rating on Contact Energy Ltd. to 'BBB' from 'BBB+'. The
short-term rating is 'A-2'. Both ratings remain on CreditWatch
with negative implications, where they were placed on Nov. 26,
2002. The lowering of the rating follows the announcement that
Contact Energy was the successful bidder for NGC Holdings Ltd.'s
(A-/Stable/A-2) 357MW Taranaki Combined Cycle Power Station
(TCC) located near New Plymouth in New Zealand's North Island.
The acquisition remains conditional on Commerce Commission
approval.
"The debt funding of the TCC acquisition increases Contact
Energy's financial risk and delays an improvement in its
financial profile that supported the rating at the higher
level," said Laurie Conheady, associate director. Corporate &
Infrastructure Finance Ratings. "The weakened financial profile
is offset somewhat by the operational and strategic benefits the
TCC plant brings to Contact Energy's generation portfolio."
The fully debt financed acquisition of TCC will increase the
company's debt commitments by about 60% to NZ$1.2 billion and
lower its interest and debt coverage ratios. The weakening of
its financial profile is not dramatic due to the earnings
accretive nature of the investment. However, material
improvement in the profile will only occur once debt is paid
down over the next few years.
Contact Energy's business position benefits from the TCC
acquisition in a number of ways. The additional generation
capacity provides a more appropriate level of hedge cover for
its growing retail load, access to a much sought-after gas
supply, and added flexibility in the operation of its generation
portfolio. Moreover, the acquisition delays the need for
Contact Energy to pursue its proposed Otahuhu C power plant and
avoids the construction, market, and financial risks such a
project would entail. The retention of the CreditWatch negative
reflects the weakening creditworthiness of Contact Energy's
major shareholder, Edison Mission Energy (BB-/Negative/--), and
Contact Energy's announcement of proposed new governance
measures. Shareholders will be asked to vote on the proposals at
Contact Energy's annual meeting on Feb. 11, 2003, at which
time the CreditWatch will be resolved.
EFTNET TECHNOLOGIES: Closes Pracom Business Sale Agreement
----------------------------------------------------------
The Directors of Eftnet Technologies Limited are please to
advise that they have on Monday, 23 December 2002, settled with
Pracom Technical Services Pty Ltd the acquisition of the
business of that company in accordance with the terms of the
Business Sale Agreement dated 1 November 2002.
The Directors also announced that the minimum subscription level
of $4,500,000 under the prospectus dated 25 November 2002 has
been exceeded. Accordingly the directors have proceeded to allot
shares to applicants under offers A and B received and processed
to date.
The closing date under Offer A has been extended until 6 January
2003. Offer B closed oversubscribed on 20 December 2002. Offer
C, the round up offer to existing shareholders, is scheduled to
close on 31 January 2003.
FOREST ENTERPRISES: Appoints Des King as New Director
-----------------------------------------------------
The Chairman of Forest Enterprises Australia Ltd, Mr Rob Stewart
announced Monday that Mr Des King has been appointed as a non-
executive director of the Company.
Des has many years experience in senior management roles within
the forestry industry and is currently the Chief Executive
Officer of Private Forests Tasmania, a government statutory
body. Mr King reports to the Private Forests Tasmania Board and
has held that position for seven years.
Mr King has worked in the forestry industry for fifty years, in
both the public and private sectors, and in a range of roles
encompassing logging, forest management, hardwood and softwood
sawmilling, export woodchipping and industry development.
Mr King had his own contracting business prior to joining one of
Tasmania's export woodchip companies in 1972. He progressed from
logging supervision to appointment as General Manager of that
operation in 1983.
As part of the Petersville Sleigh Group, his role in the Forest
Resources entity included management of two of Tasmania's
largest hardwood sawmills. Subsequent acquisitions of hardwood
sawmills in NSW and Victoria made this the largest hardwood
sawmilling business in Australia at that time.
In 1993 Mr King left Forest Resources after the purchase of that
business by Boral and worked for the Tasmanian Department of
State Development on projects associated with further processing
of wood and timber in Tasmania.
"Mr King's vast industry experience will be invaluable as we
further embark on our mission of being a major integrated
forestry company. Such initiatives will undoubtedly include
reviewing business opportunities within Australia and developing
markets for the Group's forestry products both domestically and
overseas" Mr Stewart said.
CONTACT INFORMATION: Rob Stewart
CHAIRMAN
Ph 0417 056 630
FORTLAND HOTEL: Posts Q302 Activities Summary
---------------------------------------------
Fortland Hotel Property Trust announced as at 30 September 2002
the Trust had total borrowings of $10.44 million, which equates
to 61.7% of total tangible assets. The diminution in the ratio
is due to revaluation decrements of the investment properties
and not as a result of incurring or authorizing any additional
borrowings.
As advised in the 2002 Annual Report, the Trust's debt facility
has been extended until 31 December 2002 on the same terms and
conditions, allowing the restructuring process mentioned above
to continue. A further extension beyond 31 December 2002 is
currently being sought.
To see a copy of the quarterly report, go to
http://www.bankrupt.com/misc/TCRAP_FHT1226.pdf.
GLOBAL TECHNOLOGY: Finalizing Delisting Process
-----------------------------------------------
The Directors of Global Technology Australasia Limited wish to
inform the shareholders that they have been informed by Global
Technology Limited that it is their intent to put forward a
proposal to acquire the minority interests in the company
as part of a procedure to delist the company from the Australian
Stock Exchange.
The directors anticipate that the details of the offer and
delisting process will be finalized and notified to shareholders
during January 2003.
CONTACT INFORMATION: Mr Robert Edge
(03) 9291 7500.
REDFLEX HOLDINGS: Raises $16M Working Capital
---------------------------------------------
The directors of Redflex Holdings Limited are pleased to
announce that the company has raised over $16 million of working
capital through a Share Purchase Plan previously announced,
share placements, and a loan facility with the National
Australia Bank.
Applications for placements of shares worth approximately A$8.7
million to existing shareholders and new investors have been
accepted. The placements were approved by shareholders at the
AGM on 25 November 2002, and are in addition to the proceeds of
the Share Purchase Plan that raised over A$1.5 million. Shares
will be issued at $0.4626, the same price as shares issued under
the Share Purchase Plan. No further applications will be
accepted.
Also, the National Australia Bank has confirmed the offer of a
US$3.3million (approximately A$5.9 million) loan facility
following internal due diligence. Formal documentation for the
loan is currently being prepared. The facility replaces the
proposed USA funding facility announced on 9 September 2002.
The directors are confident that the funds raised by the Share
Purchase Plan, the subsequent placements, and the National
Australia Bank loan facility are sufficient to meet current
commitments for traffic camera rollout in the USA and to provide
a working capital buffer to underpin all aspects of the
business. Directors anticipate that future growth will be funded
by internal cashflow and expanded debt facilities, and
consequently the directors have no intention at this stage to
make further placements.
CEO Graham Davie said "The level of support from existing
shareholders and the general investment community is very
gratifying, and highlights the potential of the Redflex Traffic
and Communications businesses in global markets. We are also
pleased to have the NAB on board and look forward to a long
relationship with the bank"
The majority of funds raised will be used to finance traffic
enforcement systems installed under the Build-Own-Operate model
in the USA, where Redflex provides all infrastructure and
receives ongoing revenues from contracts which typically run for
5 years with optional extension periods. Committed contracts
will more than double the installed base in the USA, with
further orders anticipated in the near future.
Redflex Holdings Limited provides internationally competitive
products and capabilities in traffic management, road safety,
defense, transport, security and communications.
UNITED AUSTRALIA: CHAMP to Acquire Stake in Satellite TV
--------------------------------------------------------
Australian private-equity investment firm Castle Harlan
Australian Mezzanine Partners Pty. Ltd. (CHAMP) announced that
it is sponsoring, on behalf of the CHAMP I funds, a plan of
reorganization for United Australia Pacific, Inc. (UAP), which
was filed on Sunday, December 22, 2002 in U.S. Bankruptcy Court
in New York. If approved, the plan would make CHAMP beneficially
the largest shareholder in publicly traded Austar United
Communications Ltd. (Austar).
Austar is the only provider of satellite pay TV in non-urban
Australia, with more than 400,000 subscribers, and has exclusive
pay television rights in all but the major Australian cities
(i.e. excluding Sydney, Melbourne, Adelaide, Brisbane and Perth,
in addition to all of the sparsely settled state of Western
Australia). Austar reported A$241.0 million in revenue for
the nine months ended September 30, 2002.
Under the plan, CHAMP is offering US$34.5 million (approximately
A$61 million) for UAP's majority interest in United Austar, Inc.
(a Colorado company that beneficially owns 80.7 percent of
Austar). The offer represents approximately seven percent of the
face value of UAP's outstanding bonds.
The plan has been recommended by the UAP secured creditors'
committee. It is expected that a creditors' vote on the plan
will occur in late February 2003. The plan's acceptance is
subject to approval by Australia's Foreign Investment Review
Board and by Austar's bank lenders.
"Assuming the UAP plan is approved, CHAMP and UnitedGlobalCom,
Inc., a publicly traded U.S. firm and the other major beneficial
shareholder in Austar, will then together beneficially own 80.7
percent of Austar. The balance of Austar will still be owned by
the public," CHAMP Chairman Bill Ferris said.
Following acceptance of the UAP plan of reorganization, CHAMP
will appoint representatives to the Austar board. John Porter
will continue as Austar's chief executive officer.
As a condition of its approval for the transaction, the
Australian Securities and Investments Commission has required
that, following approval of the UAP plan, probably in early
March 2003, CHAMP make a follow-on offer for the remainder of
Austar that is publicly owned. The follow-on offer price will be
equivalent to the price CHAMP will have paid to UAP bondholders
for the Austar shares they control. At today's exchange rate,
that price would be A$0.17 per share.
After completion of the follow-on offer to shareholders, CHAMP
and UnitedGlobalCom will fully underwrite an Austar equity
rights issue of A$63.5 million, also priced at the follow-on
price referred to above. Austar will use the proceeds for
working capital.
CHAMP manages and advises more than A$830 million in private-
equity capital in several funds available for investment in
LBO's, growth and development opportunities and venture capital
in Australia, New Zealand and the broader Australasian region.
The CHAMP I Funds have approximately A$550 million for
investment in larger buyouts.
CHAMP is one of Australia's oldest and most successful private-
equity firms. It is 50 percent owned by Castle Harlan, Inc., the
New York merchant bank, and 50 percent by the founders of
CHAMP's predecessor firm.
Since the final closing of the CHAMP I Funds in mid-2000, its
Australian acquisitions have included Australian Pacific Paper
Products, a leading Australian maker of diapers and adult
incontinence products; Penrice Soda Products, the only
Australian manufacturer of soda ash and sodium bicarbonate;
Sheridan Australia, the leading Australian manufacturer,
designer and marketer of bed and bath linens; and Bradken,
Australia's leading manufacturer of ground-engaging tools used
by the mining and construction sectors and also Australia's
largest producer of bogey systems for railway freight cars.
Castle Harlan was founded in 1987 by John K. Castle, former
president and chief executive officer of Donaldson, Lufkin &
Jenrette, the investment banking firm, and Leonard M. Harlan,
founder and former chairman of The Harlan Company.
Since its inception, Castle Harlan has completed acquisitions
exceeding US$5 billion. It is currently raising its fourth
investment fund, targeted at US$1.25 billion.
================================
C H I N A & H O N G K O N G
================================
ANANDA WING: Narrows Loss by 45.5%
----------------------------------
Ananda Wing On Travel (Holdings) Limited released its interim
report, reviewed by both Audit Committee and Auditors, on
18 December 2002:
(stock code: 01189 )
Year end date: 31/12/2002
Currency: HKD
(Unaudited)
(Unaudited) Last
Current Corresponding
Period Period
from 1/4/2002 from 1/4/2001
to 30/9/2002 to 30/9/2001
Note ('000) ('000)
Turnover : 927,319 1,122,849
Profit/(Loss) from Operations : (50,006) (99,600)
Finance cost : (7,218) (6,677)
Share of Profit/(Loss) of
Associates : (14,258) (17,232)
Share of Profit/(Loss) of
Jointly Controlled Entities : N/A N/A
Profit/(Loss) after Tax & MI : (72,470) (133,053)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.0046) (0.0157)
-Diluted (in dollars) : (0.0046) N/A
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (72,470) (133,053)
Interim Dividend : NIL NIL
per Share
(Specify if with other : N/A N/A
options)
B/C Dates for
Interim Dividend : N/A
Payable Date : N/A
B/C Dates for (-)
General Meeting : N/A
Other Distribution for : N/A
Current Period
B/C Dates for Other
Distribution : N/A
Remarks:
1. All turnover and profit/(loss) were from continuing
operations.
2. The loss per share is calculated based on the net loss for
the period of HK$72,470,000 (HK$133,053,000 for the six months
ended 30 September 2001) and the weighted average of
15,600,810,120 shares (8,494,869,683 shares for the six months
ended 30 September 2001) in issue.
The computation of diluted loss per share figure for the six
months ended 30 September 2002 does not assume the conversion of
convertible notes issued in April 2002 since their conversion
would result in a decrease in loss per share for the six months
ended 30 September 2002 and there were no other potential
dilutive securities in existence for the six months ended 30
September 2002. There were no potential dilutive securities in
existence in the six months ended 30 September 2001.
3. The financial year end has been changed from 31 March to 31
December for the subsequent financial years in order to coincide
with the financial year end of China Strategic Holdings Limited,
the ultimate controlling shareholder of Ananda Wing On Travel
(Holdings) Limited.
The next set of the audited financial statements of the Company
and its subsidiaries after the change of the financial year end
will be prepared for the nine months period from 1 April 2002 to
31 December 2002. The audited financial statements of the Group
for the nine months ending 31 December 2002 will be published on
or before 30 April 2003.
DONG FANG: Widens Operations Loss to HK$21.8M
---------------------------------------------
Dong Fang Gas Holdings Limited announced on 18 December 2002:
(stock code: 00432)
Year end date: 31/3/2003
Currency: HKD
Auditors' Report: N/A
Review of Interim Report by: Auditors
(Unaudited)
(Unaudited ) Last
Current Corresponding
Period Period
from 1/4/2002 from 1/4/2001
to 30/9/2002 to 30/9/2001
Note ('000) ('000)
Turnover : 79,456 139,270
Profit/(Loss) from Operations : (21,771) (10,923)
Finance cost : (16,599) (13,832)
Share of Profit/(Loss) of
Associates : (2,129) (50,452)
Share of Profit/(Loss) of
Jointly Controlled Entities : N/A N/A
Profit/(Loss) after Tax & MI : (43,433) (96,277)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.0105) (0.0664)
-Diluted (in dollars) : (0.0105) (0.0664)
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (43,433) (96,277)
Interim Dividend : Nil Nil
per Share
(Specify if with other : N/A N/A
options)
B/C Dates for
Interim Dividend : N/A
Payable Date : N/A
B/C Dates for (-)
General Meeting : N/A
Other Distribution for : N/A
Current Period
B/C Dates for Other
Distribution : N/A
Remarks:
LOSS PER SHARE
The calculation of the basic loss per share is based on the net
loss for the period of approximately HK$43,433,000 HK$96,277,000
for the six months ended 30 September 2001) and on the weighted
average of 4,155,532,713 (1,450,612,577 for the six months ended
30 September 2001) ordinary shares in issue during the period.
The computation of diluted loss per share for both periods do
not assume as the exercise of the potential ordinary shares as
their exercise would result in a decrease in loss per share.
G-VISION INTERNATIONAL: H102 Operations Loss Widens to HK$35M
-------------------------------------------------------------
G-Vision International (Holdings) Limited released its interim
financial report, which was reviewed by the Audit Committee, as
follows:
(stock code: 00657)
Year end date: 31/03/2003
Currency: HKD
Auditors' Report: N/A
Review of Interim Report by: Audit Committee
(Unaudited)
(Unaudited ) Last
Current Corresponding
Period Period
from 01/04/2002 from 01/04/2001
to 30/09/2002 to 30/09/2001
Note ($) ($)
Turnover : 67,631,000 107,635,000
Profit/(Loss) from Operations : (35,029,000) (15,466,000)
Finance cost : (262,000) (392,000)
Share of Profit/(Loss) of
Associates : 0 (2,000)
Share of Profit/(Loss) of
Jointly Controlled Entities : 0 0
Profit/(Loss) after Tax & MI : (35,075,000) (15,800,000)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.072) (0.033)
-Diluted (in dollars) : N/A N/A
Extraordinary (ETD) Gain/(Loss) : 0 0
Profit/(Loss) after ETD Items : (35,075,000)
(15,800,000)
Interim Dividend : NIL NIL
per Share
(Specify if with other : N/A N/A
options)
B/C Dates for
Interim Dividend : N/A
Payable Date : N/A
B/C Dates for (-)
General Meeting : N/A
Other Distribution for : N/A
Current Period
B/C Dates for Other
Distribution : N/A
Remarks:
1. Certain comparative figures have been reclassified to conform
with current period's presentation.
2. LOSS FROM OPERATIONS
The loss from operations included a loss on disposal of
property, plant and equipment amounting to HK$16,440,000.
3. BASIC LOSS PER SHARE
The calculation of basic loss per share is based on the net loss
for the period of HK$35,075,000 (six months ended 30 September
2001: HK$15,800,000) and on the 484,853,527 shares (six months
ended 30 September 2001: 484,853,527 shares) in issue during the
period.
No diluted loss per share has been presented for the period as
the exercise and conversion of the share options would result in
a decrease in the loss per share for the period.
GOOD PLAN: Winding Up Sought by Bank of China
---------------------------------------------
Bank of China (Hong Kong) Limited is seeking the winding up of
Good Plan Development Limited. The petition was filed on
November 26, 2002, and will be heard before the High Court of
Hong Kong on February 12, 2003 at 9:30 am.
Bank of China (Hong Kong) Limited (the successor corporation to
Hua Chiao Commercial Bank Limited pursuant to Bank of China
(Hong Kong) Limited (Merger) Ordinance (Cap. 1167) holds its
registered office at 14th Floor, Bank of China Tower, 1 Garden
Road, Central, Hong Kong.
HONG KONG CONSTRUCTION: No Change in Restructuring Agreement
------------------------------------------------------------
The Directors of Hong Kong Construction(Holdings) Limited have
noted the recent increase on price of the shares of the Company
and wishes to state that the Board is not aware of any reasons
for such fluctuation.
The Board also update the shareholders on progress regarding the
Restructuring Agreement. The Board advises that discussions are
continuing to between the Company and its Banks, there has not
been any material change since the last announcement made on
August 27, 2002, and a formal announcement would be made when
Formal Documentation is entered into.
LAI SUN: To Finalize Debt Restructuring Plans Soon
--------------------------------------------------
Keith Wu, executive director of Lai Sun Development Co Ltd, is
seeking to finalize debt restructuring plans with the company's
creditors and banks within the next three months, AFX-Asia
reports.
"We are considering possible plans including repaying debt by
cash, by share swap or by bond issue," Wu said, adding that debt
restructuring aims to provide sufficient cash flow to meet the
group's operating expenses.
The company's shareholders have approved a resolution regarding
the sale of a 32.75 percent in Asia Television Ltd and a 50
percent stake in ATV.com to ATV chief executive Chan Wing-kee
and Dragon Goldwill International Ltd, Wu said.
He added that the transaction is expected to be completed by
April.
Lau Shu-yan, another executive director, said the Company has no
plans to dispose of property assets to reduce debt for now.
"Sale of property assets will lower the group's rental income."
"The group's Majestic Hotel has secured a HK$600 million loan
agreement with banks," he said, adding that Majestic Hotel has
net cash flow of HK$110 million and that group has no plans to
sell the hotel at a major discount.
According to DebtTraders, Lai Sun's 4.000% convertible bonds due
on 2002 (LAIS02HKS1) are trading at 27 and 35. Go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=LAIS02HKS1
for more real-time bond pricing information.
MANUEL PROPERTIES: Winding Up Petition to be Heard
--------------------------------------------------
The petition to wind up Manuel Properties Limited is scheduled
to be heard before the High Court of Hong Kong on January 22,
2003 at 9:30 in the morning.
The petition was filed with the court on November 11, 2002 by
Bank of China (Hong Kong) Limited (the successor corporation to
Sin Hua Bank Limited pursuant to Bank of China (Hong Kong)
Limited (Merger) Ordinance (Cap. 1167) of 14th Floor, Bank of
China Tower, 1 Garden Road, Central, Hong Kong.
ORIENT RESOURCES: Trims Net Loss to HK$13.9M
--------------------------------------------
Orient Resources Group Company Limited posted this financial
report:
(stock code: 00467 )
Year end date: 31/3/2003
Currency: HKD
Auditors' Report: N/A
Review of Interim Report by: Audit Committee
(Unaudited)
(Unaudited) Last
Current Corresponding
Period Period
from 01/04/2002 from 01/04/2001
to 30/09/2002 to 30/09/2001
Note ('000) ('000)
Turnover : 20,532 69,537
Profit/(Loss) from Operations : (11,767) (23,724)
Finance cost : (2,224) (1,865)
Share of Profit/(Loss) of
Associates : 20 31
Share of Profit/(Loss) of
Jointly Controlled Entities : N/A N/A
Profit/(Loss) after Tax & MI : (13,971) (25,558)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.0146) (0.0298)
-Diluted (in dollars) : N/A N/A
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (13,971) (25,558)
Interim Dividend : NIL NIL
per Share
(Specify if with other : N/A N/A
options)
B/C Dates for
Interim Dividend : N/A
Payable Date : N/A
B/C Dates for (-)
General Meeting : N/A
Other Distribution for : N/A
Current Period
B/C Dates for Other
Distribution : N/A
SINO-I.COM: Price, Turnover Movements Inexplicable
--------------------------------------------------
Sino-i.com Limited has noted the recent increases in the price
and the volume of the shares of the Company and stated that it
is not aware of any reasons for such increases.
The Company also confirmed that there are no negotiations or
agreements relating to intended acquisitions or realizations
which are discloseable under paragraph 3 of the Listing
Agreement, neither is the Board aware of any matter discloseable
under the general obligation imposed by paragraph 2 of the
Listing Agreement, which is or may be of a price-sensitive
nature.
SOUTH EAST: Net Loss Increases to HK$10.8M
------------------------------------------
South East Group Limited announced on 19 December 2002:
(stock code: 00726 )
Year end date: 31/3/2003
Currency: HKD
Auditors' Report: N/A
Review of Interim Report by: Audit Committee
(Unaudited )
(Unaudited ) Last
Current Corresponding
Period Period
from 01/04/2002 from 01/04/2001
to 30/09/2002 to 30/09/2001
Note ('000) ('000)
Turnover : 41,317 17,784
Profit/(Loss) from Operations : (10,609) (4,450)
Finance cost : (232) (678)
Share of Profit/(Loss) of
Associates : N/A N/A
Share of Profit/(Loss) of
Jointly Controlled Entities : N/A N/A
Profit/(Loss) after Tax & MI : (10,841) (5,128)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.0328) (0.016)
-Diluted (in dollars) : N/A N/A
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (10,841) (5,128)
Interim Dividend : Nil Nil
per Share
(Specify if with other : N/A N/A
options)
B/C Dates for
Interim Dividend : N/A
Payable Date : N/A
B/C Dates for (-)
General Meeting : N/A
Other Distribution for : N/A
Current Period
B/C Dates for Other
Distribution : N/A
Remarks:
1. TAXATION
No provision for Hong Kong and overseas profits tax has been
made for the 6 months ended 30 September 2002 as the Group has
no assessable profits for the period concerned.
2. DIVIDENDS
The Board of Directors does not recommend the payment of a
dividend for the 6 months ended 30 September 2002.
3. LOSS PER SHARE
The calculation of loss per share is based on the unaudited
consolidated loss attributable to shareholders of HK$10,841,000
(2001: loss of HK$5,128,000) and on 330,571,880 (2001:
330,571,880) shares in issue during the year on the assumption
that the capital reorganization would have been completed in the
6 months financial period ended 30 September 2001.
SUNLINK LIMITED: Winding Up Petition Pending
------------------------------------------
Sunlink Limited is facing a winding up petition, which is slated
to be heard before the High Court of Hong Kong on January 29,
2003 at 10:00 am.
The petition was filed on November 25, 2002 by Fonkwang
Development Limited whose registered office is situated at Room
503, 5th Floor, Dominion Centre, 43-59 Queen's Road East,
Wanchai, Hong Kong. YUNG, YU, YUEN & CO. represents the
petitioner.
YIU CHING: Winding Up Hearing Scheduled in February
---------------------------------------------------
The High Court of Hong Kong will hear on February 12, 2003 at
9:30 in the morning the petition seeking the winding up of Yiu
Ching Industrial Limited.
Bank of China (Hong Kong) Limited (the successor corporation to
Hua Chiao Commercial Bank Limited pursuant to Bank of China
(Hong Kong) Limited (Merger) Ordinance (Cap. 1167) of 14th
Floor, Bank of China Tower, 1 Garden Road, Central, Hong Kong
filed the petition on November 26, 2002.
Creditors and other interested parties are encouraged to attend
the hearing. They only need to notify in writing W.I. CHEUNG &
CO., Solicitors for the Petitioner, Rooms 2505-10 Wing On House,
71 Des Voeux Road Central
Hong Kong.
=================
I N D O N E S I A
=================
ASTRA INTERNATIONAL: Unit to Repay US$7.77M Debt December 30
------------------------------------------------------------
PT Astra International unit PT Astra Graphia will make voluntary
advance installments totaling US$7.77 million on Dec 30 on debt
payments due in 2003, AFX-Asia reports, citing Corporate
Secretary Handoyo Gunawan.
The installments are due on June 30 and Dec 31, 2003 under the
restructuring agreement signed at end-1999.
Handoyo said that after the planned installments in December
this year, the total outstanding debt principal will be reduced
by US$55.11 million to US$27.15 million, from the original debt
amount of US$82.26 million when the 1999 agreement was signed.
=========
J A P A N
=========
HOKKAIDO INTERNATIONAL: Gets Y2B Fresh Capital
----------------------------------------------
Hokkaido International Airlines, widely known as Air Do,
received 2 billion yen in capital injection from a fund set up
by the Development Bank of Japan (DBJ), All Nippon Airways (ANA)
and other businesses, Japan Today reports.
The fund was launched with 2,024 million yen put up by the DBJ,
ANA, North Pacific Bank and 24 other firms, including 16 based
in Hokkaido, to reconstruct the insolvent airline.
MITSUBISHI MOTORS: Merging European Units; Turnaround on Track
--------------------------------------------------------------
Mitsubishi Motors Corporation (MMC) announced the merger of
Mitsubishi Motors Europe (MMC's European holding Company) and
Mitsubishi Motor Sales Europe (MMC's European distribution
Company). As of today, they become one single entity called
Mitsubishi Motors Europe B.V. (MME), a 100 percent owned MMC
Company.
Based in Amsterdam, the new MME will handle sales, marketing and
distribution of Mitsubishi Motors passenger cars, parts and
accessories in Europe, as well as head and oversee the local
production of cars (NedCar, IPF) and the local production of
engines at the new engine plant (MDC Power GmbH) jointly with
DaimlerChrysler.
"This new structure will be clearer for all our partners with a
unified, logical and lean organization," said Steven Torok,
MMC's executive Vice President in charge of car operations. "It
also stresses a new identity with MME as a strategic entity
within the turned-around MMC."
The announcement concludes a milestone year for MMC in Europe.
Despite an overall European market decline, MMC forecasts full-
year sales to stabilize above the 200,000-unit level. MMC
expects to halve its losses in FY2002 compared to FY2001 by
focusing on profit-generating models, reorganizing its sales
network and reorganizing production at its NedCar plant in the
Netherlands, which is set to produce a new compact car for
Europe from 2004 as part of MMC's alliance with DaimlerChrysler.
MME will operate out of brand new premises in Amsterdam, where
its Dutch distributor and affiliate, Mitsubishi Motor Sales
Netherlands joins it, as well as Mitsubishi Trucks Europe.
Mitsubishi Motors Corporation www.mitsubishi-motors.co.jp was
established in 1970 and is one of the few automobile companies
in the world that produces a full line of automotive products
ranging from 660-cc mini cars and passenger cars to commercial
vehicles and heavy-duty trucks and buses. The Company also
operates consumer-financing services and provides this to its
customer base. Automobile operations accounted for 98 percent of
fiscal 2000 revenues and financing business, 2 percent. The
Company has one hundred and eighty nine consolidated
subsidiaries worldwide. Overseas sales accounted for 56.8
percent of fiscal 2000 revenues. Mitsubishi Heavy Industries,
Ltd. is the major shareholder with 25.62 percent of issued
stock.
DaimlerChrysler AG is planning to inject another 250 million
euros into Mitsubishi Motors Co. next year to reduce
Mitsubishi's debt-to-equity ratio to 65 percent from around 80
percent.
It would help Mitsubishi to pay back short-term bonds in the
next year and cover the costs of developing 12 new models by the
end of 2004.
Contact:
Mitsubishi Motors Corporation
Fumio Nishizaki
f-nishizaki@mitsubishi-motors.co.jp
03-5232-7342
MIZUHO HOLDINGS: Dissolves Subsidiary
-------------------------------------
Mizuho Holdings, Inc. has decided to take necessary steps to
dissolve its subsidiary Fuji Investment Management Company
(Dublin) Limited.
1. The Subsidiary to be Dissolved
Corporate Name Fuji Investment Management Company
(Dublin) Limited
Location JP Morgan House I.F.S.C. Dublin 1 Ireland
Representative Takahito Aoyagi
2. Reason for Dissolution
Because of reorganization of the global investment management
operations of Fuji Investment Management Co., Ltd. ('FIMCO'), a
subsidiary of Mizuho Holdings, Inc.
3. Outline of the Subsidiary
Business Fund Management Services
Date of Establishment April 1998
Share Capital USD 240 thousand
Numbers of Stocks issued 240 thousand Stocks
Total Asset (December 2001) USD 192 thousand
Number of Employees 0
(November 2002)
Shareholders 100 percent owned by Fuji
Investment Management
Company (Europe) Limited (a
subsidiary of FIMCO)
Recent Performance Net Loss after Tax USD 78
thousand
(Fiscal Year Ended in December 2001)
4. Scheduled Date of Dissolution
By June 2003
5. This decision will have no material effect on the profit and
loss for this fiscal year of Mizuho Holdings, Inc. (consolidated
or non-consolidated)
NIPPON TELEGRAPH: FinMin Seeks Approval to Sell Stake Next Year
---------------------------------------------------------------
Japan's Ministry of Finance is seeking approval to sell one
million shares or 6 percent stake in Nippon Telegraph &
Telephone Corporation next year starting April, after failing to
sell any shares in the phone Company since 2000, Bloomberg
reported Friday.
The sale, which would cut the Ministry's holding to 39.1
percent, may not take place next year as Japan's Topix Index is
close to an 18-year low. This year, two government share sales,
stakes in Japan Tobacco Inc. and West Japan Railway Co., were
postponed.
"The ministry will put more importance on the overall market
conditions rather than raising cash from the sale,'' said
Yasumasa Goda, an analyst at Merrill Lynch Japan Ltd., who rates
NTT `neutral'. "As long as investors continue having a negative
market outlook, the ministry will not sell the shares."
NTT DOCOMO: Status of New FOMA 3G Handsets
------------------------------------------
On December 10, NTT DoCoMo, Inc. announced the specifications of
its new N2051, F2051 and P2102V 3G handsets, as well as its new
i-motion mail(TM) service for e-mailing photo and video clip
attachments.
NTT Docomo informed that it is currently proceeding with final
quality adjustments, aiming at introducing the new models to the
market sometime in or after next January.
The Company will inform immediately when the exact launch dates
are fixed.
*FOMA is a registered trademark of NTT DoCoMo, Inc. in Japan and
other countries.
*i-motion mail is a trademark of NTT DoCoMo, Inc. in Japan.
According to the Troubled Company Reporter-Asia Pacific, NTT
DoCoMo Inc. may raise dividends or buy back and retire some of
its own stock from the market to boost the faltering price of
its shares, citing NTT President Keiji Tachikawa.
Contact:
NTT DoCoMo
Takumi Suzuki
suzukitaku@nttdocomo.co.jp
+81 3 5156 1111
SUMITOMO METAL: Issues New Shares With Kobe Steel
-------------------------------------------------
Kobe Steel Limited and Sumitomo Metal Industries Limited will
issue new shares through a third-party allotment in line with
the planned tie-up between both firms and Nippon Steel
Corporation, according to Kyodo News on Saturday.
Kobe Steel will issue 107 million common shares at 56 yen per
share for 5.99 billion yen, which will be equally allotted to
Nippon Steel and Sumitomo Metal Industries.
Sumitomo Metals is planning to reduce its interest-bearing debt
to below 1 trillion yen by March 2006 from the 1.65 trillion yen
of March 2002, mainly by using (1) an expected 235 billion yen
in cumulative recurrent profit for the years between fiscal year
ending March 2003 and fiscal year ending March 2006; and (2) an
expected 255 billion yen from asset streamlining during the same
period, the Troubled Company Reporter-Asia Pacific reports,
citing Fitch Agency.
Fitch believes the Company's assumed recurrent profit will be
difficult to achieve so long as the basic problem of excessive
capacity remains unresolved in a deteriorating world economy.
With regard to its asset streamlining assumption, Fitch believes
Sumitomo Metals may be unable to dispose of its assets at the
anticipated prices as deflation continues to plague the Japanese
economy.
* Pressure Builds on Japan's Consumer Finance Companies
-------------------------------------------------------
Standard & Poor's Ratings Services announced that the recent
slide in market confidence toward Japan's consumer finance
companies caused by instances of fraud at Acom Co. Ltd.
(BBB+/Stable/A-2) would have only a limited impact on the
companies' credit quality. As a result, given the companies'
generally robust financial profiles, Standard & Poor's does not
expect an immediate revision of its ratings or outlooks on the
consumer finance companies.
On Dec. 12, 2002, Acom announced that it had overcharged some
borrowers that had applied for debt restructuring. The
announcement triggered a slide in market confidence in consumer
finance companies, which could seriously affect terms and
conditions of their financing, which is crucial to their
business activities.
The consumer finance industry has been facing an intensifying
business environment, requiring close monitoring. Currently,
Standard & Poor's has assigned ratings to five companies. Of
these, the outlook on the long-term ratings on three of them--
Acom, Promise Co. Ltd. (BBB+/Stable/A-2), and Takefuji Corp. (A-
/Stable/--)--are stable. If the business environment swings in a
negative direction, Standard & Poor's may revise these outlooks
to negative. For the other two companies, the rating on Sanyo
Shinpan Finance Co. Ltd. (BBB/Negative/A-2) carries a negative
outlook reflecting its business risks, while the rating on Aiful
Corp. (BBBpi/--/--) is based on public information.
"Consumer finance companies have been taking counter measures
against deterioration in the business environment, but their
efforts are unlikely to be sufficient," Nana Otsuki, a director
at Standard & Poor's in Tokyo, said.
"For example, the rate of increase in credit costs for consumer
finance companies, which is closely correlated to the rate of
increase in individual bankruptcies, has been exceeding our
estimations of growth calculated from nationwide bankruptcy
trends. This suggests that the companies' efforts to minimize
the impact of possible deterioration in the business environment
have not been effective so far," Ms. Otsuki added.
Furthermore, if a consumer finance company were to disclose
further malpractices in the future, the impact would not be
limited to this entity alone, but would also affect confidence
in the wider industry, possibly creating pressure for further
regulatory revisions of the upper limit of lending interest
rates. Therefore, any revision to the outlooks on the ratings on
the companies would be applied across the board, unless specific
factors insulate one company from the effects of the industry-
wide downswing.
The following developments may trigger an outlook revision on
the rated consumer finance companies:
-- Heightened probability that maximum lending interest rates
under the Acceptance of Contributions, Money Deposits, and
Interest Law will be reduced by a larger extent than the
companies can easily absorb;
-- Acceleration of credit-related charges;
-- Consumer finance companies' return on assets consistently
falls below a level compatible with their current ratings
(currently about 1%-2%);
-- Considerable deterioration in the companies' financial
profiles;
-- More severe reputation damage and a further deterioration
in market confidence affecting the companies' abilities to
secure financing.
At the same time, the major companies in the consumer finance
industry have generally robust financial profiles, based on
their low debt leverage, high profitability, and stable
financing.
"The creditworthiness of the industry in general would be
supported by a halt in the deterioration in the business
environment or the abilities of companies to take effective
measures against further damage to their reputations," Ms.
Otsuki said.
Standard & Poor's will also take into consideration each
company's efforts to avoid an increase in credit-related
charges, such as by revising their credit evaluation standards
to focus on credit management at branch levels, and to take
appropriate steps to counter changes in the financing
environment.
=========
K O R E A
=========
CHOHUNG BANK: Government's Stake Sale Plan Hits New Road Block
--------------------------------------------------------------
As President-elect Roh Moo-hyun opposes the plan to privatize
Cho Hung Bank, the government's plan to sell its 80.04 percent
stake in the bank is unlikely to go ahead as scheduled, a report
from the Dgital Cosun said. An official in the financial policy
team of the President-elect's camp said Friday that Roh believes
it is inappropriate to sell the bank, considering the bank's
improving financial status.
Late last month, Roh sent a letter to the Korea Financial
Industry Union, an industry-specific union embraced by Cho
Hung's labor union, saying that the independent survival of the
bank would have to be guaranteed. In the same letter, the then-
Presidential candidate said that the government should withdraw
its plan to sell the entire stake, to stem the potential
confusion that could result from the union's opposition to the
sale.
Meantime, an official at the Ministry of Finance and Economy
(MOFE) said that the ministry has heard nothing official on the
Cho Hung sale. The MOFE pointed out that the Public Fund
Oversight Committee, the organization in charge of privatizing
public fund-injected fund, is the one to make any decision on
the sale.
Both of the bidders for the bank, the Shinhan Financial Group-
led consortium and the one led by Cerberus, a United States
investment fund, have declared their intent to acquire a
governing stake in the bank.
About Shinhan
South Korea's major financial institutions, Shinhan offers
retail, corporate, and international banking services. It was
the first South Korean bank to provide online banking to its
customers, and it intends to expand its eShinhan division to
include online stock trading and insurance services. Shinhan has
more than 300 domestic branches and about half a dozen overseas,
most of which specialize in retail banking. The bank is
restructuring itself as a financial holding Company to manage
its banking, insurance, investment, and securities units. To
strengthen its position in South Korea's financial services
market, it may buy another bank. Citigroup owns about 10 percent
of Shinhan Bank. (M&A REPORTER-ASIA PACIFIC, Vol. No.1, Issue
No. 253, December 23, 2002)
DAEWOO MOTOR: GM in Talks to Buy Plant in China
-----------------------------------------------
General Motors Corporation (GM) is negotiating with partner
Shanghai Automotive Industry Corp. to acquire Daewoo Motor Co.'s
engine plant in China, as part of the reorganization of the
bankrupt carmaker's operations on the mainland, reports
Bloomberg News, citing GM representative Phil Murtaugh.
Both firms recently signed an agreement with the Shandong
provincial government to buy Yantai Body for 900 million yuan,
making it the U.S. automaker's fourth plant in China. The
purchase saved the plant from possible closure because the
carmaker didn't have a permit to sell its cars nationwide, said
Shanghai Automotive President Hu Maoyuan.
General Motors completed the $1.17 billion acquisition of
factories and other assets from Daewoo Motor in October by
forming GM Daewoo Auto & Technology Company.
HYNIX SEMICONDUCTOR: Decision on Reform Plan Likely This Week
-------------------------------------------------------------
Creditors of Hynix Semiconductor Inc. will likely decide on a
restructuring plan anytime this week, the Korea Economic Daily
and Dow Jones reports, citing an unnamed creditor source.
If the lenders decide to approve the current proposal as it is,
the chipmaker will announce a 21-to-1 capital write down in
February. The planned 1.9 trillion won debt-for-equity swap by
creditors will likely take place in March, the newspaper says.
===============
M A L A Y S I A
===============
ANGKASA MARKETING: SC Gives Proposals Conditional Approval
----------------------------------------------------------
Reference is made to the announcements made by OSK Securities
Berhad (OSK), on behalf of the Board of Directors of Angkasa
Marketing Berhad (AMB) (Board), on 5 August 2002, 24 September
2002 and 2 December 2002 in relation to the Proposed Disposal
and Proposed Settlement.
On behalf of the Board, OSK is pleased to announce that the
Securities Commission (SC) has vide its letter dated 16 December
2002, which was received on 17 December 2002, approved the
Proposals, as set out in the announcement dated 5 August 2002,
and the utilization of the proceeds of Rmb94.665 million
(equivalent to approximately RM43.461 million), as set out in
Table I below, subject to the following conditions:
(a) the Board is required to provide a written declaration to
the SC stating that the Proposals have been carried out based on
terms and conditions that are fair to AMB and in the best
interest of AMB;
(b) the external auditor of AMB is required to check the
proposed write-off of the value of the assets and confirm to the
SC that it has been carried out in accordance with the
applicable accounting standards;
(c) AMB is required to make a full disclosure of the
following in the circular to the shareholders:
(i) the basis of determination of the consideration for the
Proposed Disposal and the Proposed Settlement;
(ii) the justifications for the lower consideration for the
settlement of the inter-company advances as compared to the
balance outstanding and the waiver of the interest on the inter-
company advances;
(iii) the basis of determination of the adjusted unaudited
net tangible liabilities as at 31 May 2002, including reasons
and justification for the write-off of the said assets;
(iv) the justifications for the deferred payments for the
settlement of inter-company advances and non-accrual of interest
on the said deferred payments; and
(d) the utilization of proceeds from the Proposals is subject
to the following conditions:
(i) the SC's approval is required for any revision in the
utilization of proceeds as set out in Table I below;
(ii) any extension of time from the time frame set by AMB
for the said utilization of proceeds will have to be approved by
a final and conclusive resolution by the Board and is required
to be announced to the Kuala Lumpur Stock Exchange; and
(iii) appropriate disclosure regarding the status of the
utilization of proceeds has to be made in the quarterly and
annual report of AMB until the said proceeds have been fully
utilized.
OSK and the relevant parties are also required to provide
written confirmations to the SC upon completion of the
Proposals, confirming that the abovementioned conditions have
been adhered to.
The Board has agreed to the conditions imposed by the SC.
TABLE I- UTILISATION OF PROCEEDS
Rmb'000 RM'000
Repayment of bank borrowings 93,903 43,111
Defray estimated expenses in relation
to the Proposals 762 350
94,665 43,461
ANGKASA MARKETING: Ordinary Resolution Approved at EGM
------------------------------------------------------
Angkasa Marketing Berhad announced that at the Extraordinary
General Meeting of the Company held on 19 December 2002, the
shareholders of the Company have approved the following ordinary
resolution:
Ordinary Resolution
- Proposed Shareholders' Mandate for Recurrent Related Party
Transactions of a Revenue or Trading Nature
That approval be given for the Company and its subsidiaries to
enter into the recurrent related party transactions of a revenue
or trading nature which are necessary for its day-to-day
operations and with those related parties as detailed in the
Circular to Shareholders of the Company dated 4 December 2002
subject to the following:
i) the transactions are in the ordinary course of business
and are on terms not more favorable than those generally
available to the public and are not to the detriment of the
minority shareholders of the Company; and
ii) disclosure is made in the annual report of the aggregate
value of transactions conducted pursuant to the shareholders'
mandate during the financial year;
AND THAT authority conferred by this Ordinary Resolution shall
continue to be in force until :
i) the conclusion of the next annual general meeting of the
Company at which time it will lapse, unless by a resolution
passed at the meeting, the authority is renewed;
ii) the expiration of the period within which the next annual
general meeting after that date is required to be held pursuant
to section 143(1) of the Companies Act, 1965 ("Act") (but shall
not extend to such extension as may be allowed pursuant to
section 143(2) of the Act); or
iii) revoked or varied by resolution passed by the
shareholders in general meeting;
whichever is the earlier,
AND THAT the Directors be and are hereby authorized to complete
and do all such acts and things (including executing such
documents as may be required) to give effect to the transactions
contemplated and/or authorized by this Ordinary Resolution.
CONTACT INFORMATION: Level 46, Menara Citibank
165, Jalan Ampang
50450 Kuala Lumpur
Tel : 03-21622155
Fax : 03-21623448
AOKAM PERDANA: Submits Proposals to SC, FIC, MITI
-------------------------------------------------
On behalf of the Board of Directors of Aokam Perdana Berhad,
Southern Investment Bank Berhad wishes to announce that the
application in relation to the Proposals has been made to the
Securities Commission, Foreign Investment Committee and Ministry
of International Trade and Industry on 19 December 2002.
This announcement is dated 19 December 2002.
CONTACT INFORMATION: B-11-3, Megan Phileo Promenade
189, Jalan Tun Razak
50400 Kuala Lumpur
Tel : 03-2166 3466;
Fax : 03-2166 3455
CSM CORPORATION: KLSE Suspends Trading
--------------------------------------
CSM Corporation Berhad has failed to implement its plan to
regularize its financial condition pursuant to paragraph 8.14 of
the Listing Requirements and paragraph 5.0 of Practice Note
4/2001. The Kuala Lumpur Stock Exchange advised that the trading
in the Company's securities will be suspended with effect from
9:00am, Tuesday, 31 December 2002 until further notice.
COMPANY PROFILE
The Company's activities are focused in manufacturing, trading
and distribution of food and allied products, property
management, investment and development. Formed as a wholly-owned
subsidiary of Cold Storage Holdings PLC (CSH), the Company
commenced operations in February 1974, upon completion of a
reorganization of the CSH Group in Malaysia. As part of the
reorganization the Company acquired the Malaysian assets of Cold
Storage Singapore Pte Ltd and was then converted into a public
company and listed on KLSE. Current production
capacity/production output is 236 m/t of butter per month.
Recently, the Company entered into a JV with Saujana Pertiwi Sdn
Bhd for development of mixed residential and commercial
properties on leasehold land measuring approx. 19.56 acres
located at Kelana Jaya, Selangor (Kelana Perdana Project). The
first phase, the Bayu Sutera Condominium comprising 260 units
residential apartments, was launched in December 1999.
Trading, manufacturing and property management will remain the
focus of the Group, in addition to property development that is
envisaged to improve in years to come.
Group operations are located in Kuala Lumpur, Penang, Ipoh,
Malacca, Johor, Kuantan, Sabah and Sarawak.
Following its shareholders' deficit position for financial year
ending 31 December 2000 and default with its bank lenders, the
Group is undertaking a corporate and debt restructuring
exercise, which may include the divestment of certain assets of
the Group, restructuring of the Group's borrowings and new
assets injection. The Group has appointed an independent
financial advisor and merchant banker to advise on the
restructuring proposals. The Group together with its advisors
are currently formulating a restructuring scheme to regularize
its financial conditions and address its debt obligations. The
KLSE has granted the Company a three-month extension until 25
October 2001 to make an announcement on its plan to regularize
its financial condition.
CONTACT INFORMATION: 10th Floor Jaya Shopping Center
Jalan Semangat
46100 Petaling Jaya
Tel : 03-7958 8888,
Fax : 03-7958 1289
GEAHIN ENGINEERING: Creditors Reject Proposed Workout Scheme
------------------------------------------------------------
In reference to the November 25 2002 announcement in relation to
the Court Convened Meeting of Scheme Creditors of Geahin
Engineering Berhad Convened Pursuant to Section 176 of the
Companies Act, 1965, Geahin Engineering Berhad wishes to
announce that the scheme creditors did not approve the Proposed
Restructuring Scheme during the Court Convened Meeting held at
Dewan Pulau Pinang, Level 4 Menara PGRM, 8 Jalan Pudu Ulu, 56100
Kuala Lumpur, Malaysia on Friday.
GEAHIN ENGINEERING: SC Grants RCSLS Compliance Exemption
--------------------------------------------------------
On behalf of Geahin Engineering Berhad, Public Merchant Bank
Berhad is pleased to announce that the Securities Commission
(SC) has approved Geahin's application for an exemption from
having to comply with the rating requirements for the redeemable
convertible secured loan stocks (RCSLS) and the redeemable
unsecured loan stocks (RULS) to be issued by Maxbiz Corporation
Sdn Bhd (Maxbiz) pursuant to the PRS.
SC's approval is subject to the following conditions:
(i) Geahin is required to obtain the approval from a majority
of the RCSLS and RULS holders pursuant to Section 176 of the
Companies Act, 1965 that they do not require rating on said
RCSLS and RULS;
(ii) PMBB to provide a written confirmation to the SC on the
compliance on the above condition (i); and
(iii) PMBB to submit a comprehensive application to obtain
SC's approval on the issuance of the RCSLS and RULS pursuant to
the SC Guidelines on the Offering of Private Debt Securities.
LION CORP.: Proposed Renewal of Shareholders' Mandate Approved
--------------------------------------------------------------
Lion Corporation Berhad announced that at the Extraordinary
General Meeting of the Company held on 19 December 2002, the
shareholders of the Company have approved the following ordinary
resolution:
Ordinary Resolution
-Proposed Renewal of Shareholders' Mandate and Proposed General
Mandate for Recurrent Related Party Transactions of a Revenue or
Trading Nature
That approval be given for the Company and its subsidiary
companies to enter into the recurrent related party transactions
of a revenue or trading nature which are necessary for its day-
to-day operations as detailed in Section 3.3 (Recurrent
Transactions) and with those related parties as detailed in
Section 3.2 of the Circular to Shareholders of the Company dated
4 December 2002 subject to the following:
i) the transactions are in the ordinary course of business
and are on terms not more favorable than those generally
available to the public and are not to the detriment of the
minority shareholders of the Company; and
ii) disclosure is made in the annual report of the breakdown
of the aggregate value of transactions conducted pursuant to the
shareholders' mandate during the financial year, amongst others,
based on the following information:
a) the type of the Recurrent Transactions made; and
b) the names of the related parties involved in each type
of the Recurrent Transactions made and their relationship with
the Company.
AND THAT authority conferred by this Ordinary Resolution shall
continue to be in force until:
i) the conclusion of the next annual general meeting of the
Company at which time it will lapse, unless by a resolution
passed at the meeting, the authority is renewed;
ii) the expiration of the period within which the next annual
general meeting after that date is required to be held pursuant
to section 143(1) of the Companies Act, 1965 (Act) (but shall
not extend to such extension as may be allowed pursuant to
section 143(2) of the Act); or
iii) revoked or varied by resolution passed by the
shareholders in general meeting;
whichever is the earlier,
AND THAT the Directors be and are hereby authorized to complete
and do all such acts and things (including executing such
documents as may be required) to give effect to the transactions
contemplated and/or authorized by this Ordinary Resolution
LION CORPORATION: Guarantor Banks Consortium Redeems Bonds
----------------------------------------------------------
The Board of Directors of Lion Corporation Berhad
announced that Lion Corporation Berhad's RM350 million nominal
value of 3% Bank Guaranteed Bonds 1997/2002 were fully redeemed
by the consortium of guarantor banks on 19 December 2002.
COMPANY PROFILE
The Company was originally established in Singapore in 1939
under the name of Lion Teck Chiang Chiang Foundry Company to
carry on the business of an iron foundry. As the Company
expanded its activities to cover the manufacture of rubber
compound for tyre retreading, furniture products as well as
steel slotted angles, panels and shelves, the operation was
expanded overseas. In 1972, Lion (Teck Chiang) Sdn Bhd was
incorporated in Malaysia to restructure all these operations.
Since then, the Company has ventured into other areas including
agriculture, horticulture, motor vehicle assembly, security
equipment production and office furniture manufacturing. In
1986, it acquired the business licensed to produce hot rolled
coils, which is one of the key raw materials used in higher
value added manufacturing, engineering, industrial and
construction-related applications. The RM2.5b plant is currently
the only producer of such products in the country with annual
rated capacity of 2m m/t.
The Company is presently undertaking a Group-wide restructuring
scheme aimed at consolidating, stabilising and rationalizing the
cash flow and funding of the Group and optimizing utilization of
the Group's businesses. The Company and its subsidiary, Lion
Construction & Engineering Sdn Bhd, have obtained a Court Order
to convene scheme meetings with their respective financial
institution scheme creditors on or before 1.10.2002.
The Company has been granted an extension of time to 11.6.2002
to obtain all necessary approvals from the regulatory
authorities for the proposed GWRS.
CONTACT INFORMATION: Level 46, Menara Citibank
165, Jalan Ampang
50450 Kuala Lumpur
Tel : 03-21622155
Fax : 03-21623448
MALAYSIAN RESOURCES: Proposes Scheme of Arrangement, Compromise
---------------------------------------------------------------
Further to the earlier announcement on 25 September 2002,
Malaysian Resources Corporation Berhad informed that Milmix Sdn
Bhd (Milmix), formerly known as MRCB Construction Sdn Bhd, a
wholly-owned subsidiary of the Company, held a court convened
scheme meeting with its Unsecured Creditors on 18th December,
2002 at 10am at Sri Pentas 2, Level 5, Plaza Alam Sentral, No. 1
Jalan Indah, 40000 Shah Alam, Selangor Darul Ehsan for the
purpose of considering and if thought fit approving a scheme of
arrangement and compromise to facilitate settlement of debts
with the Unsecured Creditors (Scheme of Arrangement and
Compromise).
MRCB wishes to announce that the Scheme of Arrangement and
Compromise has been approved by the Unsecured Creditors in
accordance with Section 176 of the Companies Act, 1965. Milmix
will be applying to court for sanction for the approved Scheme
of Arrangement and Compromise in due course.
PAN PACIFIC: All Resolutions Duly Passed at 12th AGM
---------------------------------------------------
The Board of Directors of Pan Pacific Asia Berhad wishes to
announce that all of the following resolutions have been
approved by the shareholders of PPAB at the Twelfth Annual
General Meeting held on Friday, 20 December 2002 at 8:30 a.m.:
Ordinary Resolution 1
To receive the Audited Financial Statements for the year ended
30 June 2002 together with the Directors' and Auditors' Reports
thereon.
Ordinary Resolution 2
To re-elect Datuk Dr. Philip Ling Lee Kang who is retiring in
accordance with Article 85 of the Company's Articles of
Association.
Ordinary Resolutions 3 and 4
To re-elect the following Directors who are retiring in
accordance with Article 89 of the Company's Articles of
Association:
i. Mr Tan Choon Peow (Resolution 3)
ii. Mr Lim Cheng Teng (Resolution 4)
Ordinary Resolution 5
To re-appoint Messrs. Ernst & Young, the retiring Auditors, and
to authorize the Directors to fix their remuneration.
Ordinary Resolution 6
To consider and, if thought fit, pass the Ordinary Resolution to
give authority to the Directors to allot and issue shares
pursuant to Section 132D of the Companies Act, 1965.
COMPANY PROFILE
Prior to its public issue, Pan Pacific undertook a restructuring
exercise involving the acquisition of stockbroking companies. In
1995, the Company embarked on timber-related activities when it
completed a restructuring exercise which involved the
acquisition of five timber companies: Caritimas Sdn Bhd, Kawood
Sdn Bhd, Leaderade Sdn Bhd, Propagate Industry Sdn Bhd and
Wansuria Sdn Bhd. At the same time, the Company divested its
interest in stockbroking company, South Johor Securities Sdn
Bhd.
On 26.12.2000, Pan Pacific entered into a conditional Share Sale
Agreement with K & N Kenanga Bhd for the proposed disposal of
the entire issued and paid-up share capital of Peninsula
Securities Sdn Bhd (PSSB). On 24 August 2001, the shareholders
of Pan Pacific approved the proposed disposal of PSSB to K & N
Kenanga. The disposal was subsequently completed on 30.8.2001.
Pursuant to the revamped listing requirements of Practice Note
4/2001 which requires affected listed issuers to announce plans
to regularize their financial condition, the Company has
commenced negotiations with one of its major financiers for its
debt restructuring. Pan Pacific also plans to utilize part of
the proceeds from its divestment of the stockbroking subsidiary
to establish a manufacturing facility for biodegradeable
packaging for food and beverages.
CONTACT INFORMATION: Suite 6.2, Level 6, Menara Pelangi
Jalan Kuning, Taman Pelangi
80400 Johor Bahru
Tel : 07-3343008
Fax : 07-3339163
PICA (M) CORP.: Seeks Requisite Announcement Time Extension
-----------------------------------------------------------
Further to the announcement of Pica (M) Corporation Berhad
on 19 November 2002, in view that PICA has yet to receive all
the lenders' decisions on the proposed debt restructuring
scheme, it is envisaged that PICA is unlikely to meet the
deadline to make the Requisite Announcement by 28 December 2002.
Hence, Commerce International Merchant Bankers Berhad, on behalf
of PICA, had on 17 December 2002 submitted an application to the
KLSE for a further extension of time of two (2) months to 28
February 2003 to make the Requisite Announcement of its plan to
regularize its financial condition.
CONTACT INFORMATION: Level 25, Wisma KiaPeng
3 Jalan Kia Peng
50450 Kuala Lumpur
Tel : 03-21618800
Fax : 03-21611714
PLANTATION & DEVELOPMENT: SC OKs Proposed Restructuring Scheme
--------------------------------------------------------------
AmMerchant Bank Berhad (formerly known as Arab-Malaysian
Merchant Bank Berhad), on behalf of Plantation & Development
(Malaysia) Berhad, announced to the Kuala Lumpur Stock Exchange
(KLSE) that the Securities Commission (SC) has approved the
valuation of Lot PT 9137, Lots PT 9139 to 9153 and Lot PT 10576,
the land bank of the Everange Sdn Bhd (Everange) Group, at
RM460,000,000 (SC's Approved Valuation), as opposed to
RM745,000,000 proposed by the Company. Pursuant to the Proposed
Restructuring Scheme of P&D, the Everange Group will be injected
into Fountain View Development Berhad (formerly known as
Fountain View Development Sdn Bhd) (Fountain View), and Fountain
View is proposed to assume the listing status of P&D. In this
respect, P&D had submitted a revised proposed restructuring
scheme, which incorporates the SC's Approved Valuation (Revised
Scheme) to the SC for approval.
REVISIONS TO THE PROPOSED RESTRUCTURING SCHEME
Proposed Acquisition Of Everange
Incorporating the SC's approved valuation of the land bank of
the Everange Group, the adjusted audited consolidated NTA value
of the Everange Group as at 31 December 2001 would be
RM161,696,240. The purchase consideration of the Everange Group
would thus be revised to RM161,696,000 based on the adjusted NTA
and a discount of RM240 and is proposed to be satisfied via the
issuance of the following:
£ 150,000,000 new Fountain View Shares at an issue price of
RM1.00 each, credited as fully paid-up; and
£ RM11,696,000 nominal amount of 3-year 3.5% ICULS at 100% of
its nominal amount.
The summary of the revisions to the Proposed Acquisition Of
Everange is in Table 1.
Proposed Issue Of Free Fountain View Warrants
The Directors of P&D and Everange have also proposed for an
issuance of 174,660,934 free Fountain View Warrants to all the
shareholders of Fountain View upon completion of the Revised
Scheme (before the conversion of the loan stocks of Fountain
View). The issuance of Fountain View Warrants will be on the
basis of two (2) Fountain View Warrants for every three (3)
Fountain View Shares held. The principal terms of the Fountain
View Warrants are set out in Table 2.
The Proposed Issue Of Fountain View Warrants will provide an
opportunity for the holders of Fountain View Shares, which
include the existing shareholders of P&D, to further increase
their equity participation in the future profitability and long-
term growth of the Fountain View Group. Further, when exercised,
the Fountain View Warrants will provide additional funds to
finance the operations of the Fountain View Group.
Fountain View will also apply to the KLSE for the listing of and
quotation for the Fountain View Warrants and all Fountain View
Shares to be issued on the exercise of the Fountain View
Warrants.
There are no other revisions to the Proposed Restructuring
Scheme of P&D.
EFFECTS OF THE REVISED SCHEME
Issued And Paid-Up Share Capital
The proforma effects of the Revised Scheme on the issued and
paid-up share capital of P&D and Fountain View are set out in
Table 3.
Shareholding Structure
The effects of the Revised Scheme on the proforma shareholding
structure of P&D and Fountain View are set out in Table 4.
Net Tangible Assets
The proforma effects of the Revised Scheme on the NTA position
of P&D and Fountain View are set out in Table 5.
Earnings
Barring unforeseen circumstances, the Revised Scheme is expected
to contribute positively to the earnings of the proforma
Fountain View Group.
Gearing
The proforma effects of the Revised Scheme on the gearing of P&D
and Fountain View are set out below in Table 6.
OTHER DEVELOPMENTS
P&D, also wishes to announce to the KLSE that the High Court Of
Malaya (in Originating Summons No. MT3-24-1698-2002) had on 17
December 2002 granted an extension to P&D for the convening of
the meetings of the members of P&D and Redztikah Sdn Bhd, a
subsidiary of P&D, for a period of 120 days, from 27 December
2002 to 25 April 2003.
There is no other material development in the Proposed
Restructuring Scheme of P&D subsequent to the announcement dated
10 December 2002.
Tables 1 to 6 are found at
http://www.bankrupt.com/misc/TCRAP_P&D1226.pdf
SRI HARTAMAS: Ordinary, Special Resolutions Passed at AGM, EGM
--------------------------------------------------------------
The Special Administrators of Sri Hartamas Berhad are pleased to
announce:
1. That all the Ordinary Resolutions as set out in the notice of
Annual General Meeting dated 27th November 2002 have been duly
passed at the 32nd Annual General Meeting of the Company held on
20th December 2002 at 10.00 a.m.
2. That the Special Resolution to amend the Articles of
Association of the Company as set out in the notice of
Extraordinary General Meeting dated 27th November 2002 has been
duly approved at the Extraordinary General Meeting of the
Company held on 20th December 2002 at 10.30 a.m.
SURIA CAPITAL: Requisite Announcement Time Extension Pending
------------------------------------------------------------
Reference is made to the announcement on 29 November 2002 in
which we had announced that the KLSE had vide a letter dated 28
November 2002, approved Suria Capital Holdings Berhad's
application for an extension of time of one (1) month from 23
November 2002 to 22 December 2002 to make the Requisite
Announcement.
As further discussions are expected to be held between the
Federal Economic Planning Unit and SURIA to finalize the terms
of the agreements in relation to the proposed injection of Sabah
Ports Authority into SURIA (Proposed Privatization), the
Requisite Announcement is not expected to be made by 22 December
2002.
SURIA had sought a further extension of time from the KLSE to 22
February 2003 to make the Requisite Announcement, the approval
of the KLSE of which is currently pending.
Pursuant to Practice Note 10/2001, the KLSE may have trading in
the Company's securities suspended and subsequently delisted if
the Company fails to comply with any of the obligations imposed
on it.
TIMBERMASTER INDUSTRIES: Submits Appeal Letter to SC
----------------------------------------------------
On behalf of Timbermaster Industries Berhad (Special
Administrators Appointed) and the Vendors, Aseambankers Malaysia
Berhad wishes to announce that the Company had on 18 December
2002 submitted an application to the Securities Commission (SC)
to appeal on certain terms and conditions stated in the letter
of approval from the SC dated 2 December 2002.
Refer to the Troubled Company Reporter - Asia Pacific, December
13, 2002, Vol. 5, No. 247 issue for further details of the SC's
conditions on Proposed Restructuring Scheme.
=====================
P H I L I P P I N E S
=====================
GLASGOW CREDIT: Creditors Support Winding Up Petition
-----------------------------------------------------
Creditors of Glasgow Credit and Collection Services Inc.
expressed its support for an offer of settlement submitted by
the firm to the Securities and Exchange Commission (SEC)
proposing the voluntary and permanent winding up of its
operations after it has substantially paid up its loan
obligations, the Manila Bulletin said on Monday, citing Glasgow
President Manuel Roldan Jr.
Earlier, the SEC asked the Anti-money Laundering Council to
unfreeze the funds of Glasgow in five banks, paving the way for
the payment of close to P700 million to its creditors. Roldan
said that payouts would be completed by the end of this month.
Glasgow was issued a cease-and-desist order (CDO) in July 2002
by the SEC in the wake of its crackdown on several investment
firms to pay back its creditors. The CDO was after unverified
allegations that the firm might have been involved in the sale
of securities, which was not allowed under the terms of its
incorporation.
MANILA ELECTRIC: May Hire Citigroup and BPI as Advisors
-------------------------------------------------------
Manila Electric Company (Meralco) may hire Citigroup and Bank of
the Philippine Island (BPI) to advise on how to meet a potential
28 billion peso ($521 million) refund, DebtTraders reports.
If Meraclo raise the entire potential amount by debt, its total
debt-to-EBITDA will go up to nine times from its current 5.7
times. We believe Quezon is less affected due to Quezon's
competitive tariff, and strong assets coverage on a liquidation
scenario.
PHILIPPINE LONG: Enters New Revenue-Sharing Deal With Globe
-----------------------------------------------------------
Philippine Long Distance Telephone Co. (PLDT) and Globe Telecom
entered a new revenue-sharing scheme on local calls, the Manila
Times reports, citing PLDT Vice President for Carrier Relations
Center Alfredo Carrera.
The new agreement increases Globe's payment to PLDT to 50
centavos for every minute of call passing through the latter's
network.
"We have agreed in principle to amend our existing revenue
sharing agreement from P2 to P2.50," Carrera said.
Officials at both firms stressed that the new rates will not in
any way affect the rates they charge their subscribers.
The new rates would be implemented starting January 1, 2003 and
will take effect only for a year as both companies have also
agreed to increase the CMTS to LEC access charge by another 50
centavos per minute to 3 pesos on January 1, 2004.
On the other hand, the current P4.50-per-minute access charge
being paid by PLDT to Globe will remain unchanged until the end
of next year.
DebtTraders reports that Philippine Long Distance Telephone's
11.375 percent bond due in 2012 (TELP12PHS1) trades between 92
and 94. For real-time bond pricing, go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=TELP12PHS1
PHILIPPINE LONG: Unveils Capex Budget For Businesses
----------------------------------------------------
The Philippine Long Distance Telephone Co. (PLDT) has a budget
of 6 to 7 billion pesos in capital expenses for its fixed line
business and 7 billion for its wireless business in 2003, AFX
Asia said on Friday, quoting PLDT President Manuel Pangilinan.
The budget is in line with PLDT's thrust to improve revenue from
its fixed line business amid expectations of more moderate
growth in the mobile phone business.
Pangilinan said he expects growth in PLDT's mobile business,
which was "higher than anticipated" this year, to somewhat
moderate in 2003.
"It looks like fair weather for cellular with an expected lower
net (subscriber) additions next year.
"For this year, it has grown higher than anticipated, although
incremental percentage growth is lower than last year. But this
is no cause for alarm as it posted phenomenonal growth in 2001,"
he added, but gave no specific figures.
PhilRatings reported in November that the PLDT has put in place
several credit facilities to cover a significant portion of its
debt that will mature in 2002-2004, addressing the issue of re-
financing risk in a timely manner. This likewise shows the
Company's strong financial flexibility even with its relatively
significant debt level at present. PLDT aims to reduce its debt
in the next few years. In addition, as a result of the
completion of the debt restructuring of Piltel in June 2001,
PLDT's required support for Piltel has been addressed and the
market gains made by Piltel from its "Talk `N Text" brand are
expected to improve its operating results moving forward.
=================
S I N G A P O R E
=================
ASIA PULP: Unveils Preliminary Restructuring Agreement
------------------------------------------------------
Asia Pulp & Paper Company Limited (APP) announced the terms of
preliminary agreements with respect to the restructuring of its
Indonesian operations (the Preliminary Agreements) signed in
Jakarta on December 18, 2002. Parties to the Preliminary
Agreements include APP's principal Indonesian subsidiaries PT
Indah Kiat Pulp & Paper Tbk Indah Kiat, PT Pabrik Kertas Tjiwi
Kimia Tbk Tjiwi Kimia, PT Pindo Deli Pulp & Paper Mills Pindo
Deli and PT Lontar Papyrus Pulp & Paper Industry Lontar Papyrus
(collectively the "PIOCs), and their holding Company PT Purinusa
Eka Persada Purinusa and creditors including the Indonesian Bank
Restructuring Agency IBRA.
Details of agreed drafts of the Preliminary Agreements presented
to representatives of creditor committees representing a number
of APP Group's principal creditors in the proposed restructuring
of the Group's outstanding debt were announced on December 5,
2002. Since that date, final versions of the Preliminary
Agreements have been developed following intensive negotiations
between APP, IBRA, representatives of Export Credit Agencies of
Japan, Germany, Austria, Canada, Spain, Sweden, Italy, France,
Denmark, Finland and the United States (the "ECAs and
representatives of Japanese trading companies, Nissho Iwai
Corporation and Mitsubishi Corporation (the "Trading
Companies.
Representatives of the ECAs and the Trading Companies attended
the signing and subsequent press conference and made a number of
public statements indicating their level of support for the
Preliminary Agreements and the IBRA-led debt restructuring
process. APP has also been informed that Nippon Export and
Investment Insurance, Hermes Kreditversicherungs-AG, Export
Kredit Namden, the Export-Import Bank of the United States,
Nissho Iwai Corporation and Mitsubishi Corporation have sent
letters of support for the debt restructuring contemplated by
the Preliminary Agreements.
IBRA, the ECAs, the Trading Companies and each of the PIOCs
propose to negotiate definitive restructuring documentation that
will contain detailed debt restructuring terms and
implementation provisions based on the terms set out in the
Preliminary Agreements Definitive Restructuring Documentation.
Representatives of other creditors of the PIOCs will also be
invited to participate in these negotiations. The Preliminary
Agreements contemplate that Definitive Restructuring
Documentation will be signed by each of the PIOCs and its
creditors by March 31, 2003 (or later as agreed) and implemented
in an agreed manner thereafter. The Preliminary Agreements
remain subject to Indonesian Financial Sector Policy Committee
approval, and will be binding only on those creditors that sign
the Preliminary Agreements.
For a copy of the summary of the principal commercial terms set
out in the Preliminary, please visit
http://bankrupt.com/misc/tcrap_app1223.pdf
FLEXTECH HOLDINGS: Placement, Management Subscription Agreement
---------------------------------------------------------------
On 23 September 2002, Flextech Holdings Limited announced that
it was conducting a comprehensive review and restructuring of
its business, operations and borrowings. The announcement listed
various initiatives proposed to be taken by the Company as part
of such restructuring, including the extension and variation of
the terms of the Company's loan stock (which extension and
variation was approved by an Extraordinary Resolution of the
holders of the loan stock on 11 November 2002).
The announcement also stated that another proposed initiative of
the Company was to secure fresh funds from an issuance by FHL of
new equity to key management personnel and investors. This was
originally intended to be in the form of unlisted preference
shares, as it was thought that in the then current financial and
market conditions, an issuance of new ordinary shares would not
be feasible.
It was also a requirement of the holders of the loan stock, as a
term of their agreement to the extension and variation of the
loan stock, that fresh equity injections in an aggregate amount
of not less than S$6,800,000 should be made into the Company on
or before 30 April 2003 (the Loan Stock Requirement).
2. ISSUANCE OF NEW SHARES
The Company is pleased to announce that, upon a review of the
present market conditions, it has decided to effect the new
equity issuance in the form of new ordinary shares. In this
connection, the Company has entered into the 2 following
agreements to allot and issue, in the aggregate, 62,500,000 new
ordinary shares of S$0.15 each in the capital of the Company
Ordinary Shares at an issue price of S$0.16 per share:
2.1 A placement agreement dated 18 December 2002 (the "Placement
Agreement with UOB Kay Hian Private Limited (the "Placement
Agent where under the Placement Agent has agreed to subscribe
and/or procure subscriptions for 56,250,000 Ordinary Shares.
The obligations of the parties under the Placement Agreement are
conditional upon, inter alia:
(a) The approval of the SGX-ST being obtained for the listing of
the new Ordinary Shares to be issued pursuant to the Placement
Agreement;
(b) The Management Subscription Agreement (as described below)
being entered into;
(c) The approval of the Company's shareholders being obtained
for the allotment and issuance of the Ordinary Shares pursuant
to the Placement Agreement and the Management Subscription
Agreement (as described below); and
(d) If requested by the Placement Agent, a confirmation by the
Securities Industry Council that the Placement Agreement (and
the undertaking of the Placement Agent's obligations thereunder)
will not require the Placement Agent to make a mandatory take-
over offer under Rule 14 of the Singapore Code on Takeovers and
Mergers.
The conditions to the Placement Agreement are to be satisfied on
or before 24 April 2003. Conditions, which have not been
satisfied may be waived (save for the condition described in (c)
above) by the Placement Agent. If the conditions are not
satisfied or waived, the Placement Agent shall be entitled to
terminate the Placement Agreement.
2.2 A subscription agreement dated 18 December 2002 (the
"Management Subscription Agreement with certain management and
staff of the Company and its subsidiaries (excluding ASTI
Holdings Limited and its subsidiaries) (the "Subscribers to
subscribe for a total of 6,250,000 Ordinary Shares, as an
indication of their commitment to and confidence in the Company
and its subsidiaries.
The obligations of the parties under the Management Subscription
Agreement are conditional upon, inter alia:
(a) The approval of the SGX-ST being obtained for the listing of
the new Ordinary Shares to be issued pursuant to the Management
Subscription Agreement; and
(b) The approval of the Company's shareholders being obtained
for the allotment and issuance of the Ordinary Shares pursuant
to the Management Subscription Agreement and the Placement
Agreement.
If the conditions to the Management Subscription Agreement (save
for the condition described in (b) above) are not satisfied or
waived on or before 30 April 2003, the Management Subscription
Agreement will ipso facto cease and determine.
3. USE OF PROCEEDS
The net proceeds from the issuance of all the Ordinary Shares
(after deducting expenses related to the issuance and
subscription of such shares) is estimated to be S$9,700,000. The
funds from the above issuances of Ordinary Shares will be used
to meet the financial obligations of the Company and for working
capital purposes (or for such other purposes as the directors of
the Company shall, in their absolute discretion, deem fit).
4. EFFECTS
4.1 Upon the completion of the above share issuances, the Loan
Stock Requirement would have been fulfilled.
4.2 Upon the above issuances of all the Ordinary Shares being
completed, the Company's resultant issued and paid up capital
would increase from its current 108,846,984 Ordinary Shares to
171,346,984 Ordinary Shares.
4.3 The net tangible assets of the Company and its subsidiaries
will increase by S$9,700,000 when all the Ordinary Shares have
been issued.
5. SHAREHOLDERS' APPROVAL
The Company will, in due course, issue a circular to its
shareholders explaining the rationale for the Placement
Agreement and the Management Subscription Agreement, and
convening an extraordinary general meeting to seek its
shareholders' approval for the transactions contemplated in the
2 agreements (specifically the issuance of Ordinary Shares
thereunder).
NATSTEEL LTD: 98 Holdings Gets Shareholders' Acceptances
--------------------------------------------------------
98 Holdings Pte Ltd said, in a statement to the Singapore
Exchange (SGX), it has received more acceptances from
shareholders for its proposal to acquire Natsteel Ltd at SGD2.06
per share, bringing its ownership to 32.15 percent. However,
this is still below the required 50 percent plus one vote to
make its offer unconditional.
Last Wednesday, 98 Holdings raised its offer to acquire Natsteel
to SGD2.06 per share from SGD2.05, the fourth time it has
revised its bid, and extended the closing date of its offer to
January 3.
About Natsteel
NatSteel mixes steelmaking and other activities to make it one
of Singapore's largest industrial groups. NatSteel's operations
include steel (roughly 64 percent of sales), electronics,
building products, chemicals, engineering products and services,
and property development. The Company has steel minimills in
China, Malaysia, the Philippines, Singapore, and Vietnam. Its
electronics division consists of many contract manufacturers, as
well as a major investment in modem maker U.S. Robotics. In 2002
the Company sold its NatSteel Broadway (printed circuit boards,
plastic and metal components) unit to Flextronic International
for about $367 million. (M&A REPORTER-ASIA PACIFIC, Vol. No.1,
Issue No. 253, December 23, 2002)
===============
T H A I L A N D
===============
HEMARAJ LAND: Converts Warrants to Common Shares
------------------------------------------------
With reference to the Issuance of Warrants, the exercise price
is Baht 3.00 per share at the ratio of 1 Warrant to 1 common
share. The warrant holders can exercise right every quarter on
the 15th of March, June, September, and December of each year
through its maturity of 10 years. And the notification period is
14 days prior to each of the exercise date.
Hemaraj Land and Development Public Company Limited reported the
results of warrant conversion to common shares as at December
16, 2002.
There are 470,897,971 remaining warrants, and the Company have a
paid-up capital Baht 3,547,423,850. The total number of issued
shares will be 354,742,385 shares.
INTER FAREAST: SET Grants Listed Securities
-------------------------------------------
The Stock Exchange of Thailand (SET), starting from December
23,2002, allowed the securities of Inter Fareast Engineering
Public Company Limited (IFEC) to be listed on the SET after
finishing capital increase procedures.
IFEC is a listed company under REHABCO sector and is in
the rehabilitation process, therefore, the SET has still suspend
trading all securities of IFEC until the causes of delisting
are eliminated. However, the company could request the SET to
allow continued trading under the REHABCO category after it
completed the conditions specified by the SET
Name : IFEC
Issued and Paid up Capital
Old : 53,794,780 Baht
New : 407,792,810 Baht
Allocate to : Creditors under the Rehabilitation Plan
Number of Share : 35,399,803 common shares
Ratio : -
Price per share : 10 Baht
Subscription
/Payment Date : November 26, 2002
MEDIA OF MEDIAS: Announces 2003 Holidays
----------------------------------------
K.Y.S Holding Co. Limited, the Plan Administrator of Media of
Medias (Public) Company Limited, announced the Company's holiday
schedule for the year 2003, as follows:
Wednesday 1 January New Year's Day
Monday 17 February Substitution Makha Bucha Day
Monday 7 April Substitution Chakri Day
Monday 14 April Song kran Festival Day
Tuesday 15 April Song kran Festival Day
Thursday 1 May National Labor Day
Monday 5 May Coronation Day
Thursday 15 May Visakha Bucha Day
Monday 14 July Buddhist Lent Day
Tuesday 12 August H.M. The Queen's Birthday
Thursday 23 October King Chulalongkorn Day
Firday 5 December H.M. The King's Birthday
Wednesday 10 December Constitution Day
Wednesday 31 December New Year's Eve
MODERN HOME: Restructures Capital as Rehab Plan Compliance
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With reference to the fact that Modern Home Development Public
Co., Ltd. has filed the petition for business rehabilitation of
the Company with the Central Bankruptcy Court on September 25,
2000 and the Central Bankruptcy Court has granted an order to
approve the rehabilitation plan on September 27, 2001 and also
appointed Modern Home Planner Co., Ltd. as the Plan
Administrator.
The processes of increasing and decreasing the capital of the
Company should be informed by the Plan Administrator to the
registrar for recording such information. Therefore, the
Company reports the details of such processes for the benefit of
recording the information as follows:
As per the Rehabilitation Plan, the Company should restructure
its capital by decreasing and increasing the capital totaling 4
times in accordance with the rehabilitation plan. During the
period on November 2001, the Company has effected the first
registration to decrease and increase the capital. The
registered capital should be increased from Baht 620,100 to Baht
5,000,000,000. Other than the increase of the registered
capital, the Company also effected the increase of capital to
increase the paid-up capital from Baht 620,100 to Baht
2,098,710,360 (Baht 2,098,090,260 paid-up capital was increased)
in order to be consistent with the allocation of shares for
repayment.
As the result of this increase of capital, the Company will have
the registered capital of Baht 5,000,000,000 while the paid-up
capital is in the amount of Baht 2,098,710,360. After the
Company's increase of registered and paid-up capital, the
ordinary shares were allocated to repay the debts to the
creditors according to the rehabilitation plan in the amount of
209,809,026 shares that equal to Baht 2,098,090,260.
Furthermore, during the period of September 2002, the additional
paid-up capital should be increased for repayment of debt to the
creditors because the amount of debts and valuation of
collateral security are consistent and the ordinary shares to be
additionally increased and reserved for Bankers Trust
International Plc. in the case the Supreme Court has the
decision that Bankers Trust International Plc. wins the case and
the reservation of ordinary shares to repay the debt to Chaiyot
group of person.
Therefore, the Company has applied for the registration of
increasing the paid-up capital from Baht 2,098,710,360 to Baht
2,175,583,500 by issuing 7,687,314 new ordinary shares totaling
Baht 76,873,140. Then, the Company has the paid-up capital
after the increasing of capital in the total amount of Baht
2,175,583,500. Now, the Company has already applied for
registration to increase the paid-up capital to the public
company registrar of the Department of Business Development, the
Ministry of Commerce.
In addition, during the period of December 2002, the additional
paid-up capital should be increased for repayment of debt to
Bank Thai Public Co.,Ltd. Therefore, the Company has applied
for the registration of increasing the paid-up capital from Baht
2,175,583,500 to Baht 2,188,680,840 by issuing 1,309,734 new
ordinary shares totaling Baht 13,097,340. Then, the Company has
the paid-up capital after the increasing of capital in the total
amount of Baht 2,188,680,840. Now, the Company has already
applied for registration to increase the paid-up capital to the
public company registrar of the Department of Business
Development, the Ministry of Commerce. Notwithstanding, the
paid-up capital, which are increased during the period of
November 2001, September 2002, and the period of December 2002
are the first increase of capital in accordance with the
rehabilitation plan.
Other than the Company's increase of the paid-up capital as
mentioned above, the Company will also decrease the paid-up
capital and the registered capital at the next step (as the
second decrease of capital according to the rehabilitation
plan). The registered capital, paid-up capital and the number
of shares of the creditors or each of shareholders will also be
effected. Therefore, the Company will determine the date for
closing the shareholder register book on the date of 10th
January, 2003 at 12.00 a.m. until the decreasing of capital will
be completed. Furthermore, the decrease of capital according
to the rehabilitation plan and the order of the Central
Bankruptcy Court will be proceeded in accordance with the
regulations and details as follows:
Decrease of the paid-up capital to delete the shares, which are
not repaid to the creditors and decrease of the registered
capital of the Company
The Company will proceed for the second decrease of capital
whereby the registered capital will be reduced from Baht
5,000,000,000 to Baht 84,977,256 and the paid-up capital will be
reduced from Baht 2,188,680,840 to Baht 84,977,256 or equaling
to 8,497,725 shares.
Nevertheless, the processes of the above mentioned proceeding
will be made according to the order of the Central Bankruptcy
Court given on October 17, 2001.
TAMBA INDUSTRY: Files Business Reorganization Petition
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The Petition for Business Reorganization of Tamba Industry
Company Limited (DEBTOR), engaged in import and sale of chemical
products used in many industries, was filed to the Central
Bankruptcy Court:
Black Case Number 1056/2543
Red Case Number 13/2544
Petitioner : TAMBA INDUSTRY COMPANY LIMITED
Planner: Mr. Paramiat Kajonvittaya
Debts Owed to the Petitioning Creditor : 60,839,128.48 Baht
Date of Court Acceptance of the Petition : December 19, 2000
Date of Examining the Petition: January 16, 2001 at 9.00 AM
Court Order for Business Reorganization and Appointment of
Planner : January 16, 2001
Announcement of Court Order for Business Reorganization and
Appointment of the Planner in Matichon Public Company Limited
and Siam Rath Company Limited: January 29, 2001
Announcement of Court Order for Business Reorganization and
Appointment of the Planner in Government Gazette : February 22,
2001
Deadline for the Planner to submit the Reorganization Plan to
Official Receiver : May 22, 2001
Planner postponed the date of submitting the reorganization plan
#1st to June 22, 2001
Planner postponed the date of submitting the reorganization plan
#2nd to July 22, 2001
Appointment date for the Meeting of Creditors to consider the
plan : August 30, 2001 at 9.30 am. Convention Room 1104, 11th
Floor, Bangkok Insurance Building, South Sathorn Road
The Meeting of Creditors had a resolution not accepting the
reorganization plan pursuant to Section 90/48
Court had issued an Order Cancelled the Petition for Business
Reorganization on September 25, 2001
Announcement of Court Order Cancelled the Petition for Business
Reorganization in Matichon Public Company Limited and Siam Rath
Company Limited: October 9, 2001
Announcement of Court Order Cancelled the Petition for Business
Reorganization in Government Gazette : October 25, 2001
Contact : Mr. Chat Tel : 6792525 ext 124
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.
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