/raid1/www/Hosts/bankrupt/TCRAP_Public/030307.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
Friday, March 07, 2003, Vol. 6, No. 47
Headlines
A U S T R A L I A
ANACONDA NICKEL: Sherritt Group Disposes of All Shares
AUSTAR UNITED: CHAMP Wins UAP Bondholders' Support
AUSTAR UNITED: Welcomes Creditors' Support for CHAMP Proposal
GOODMAN FIELDER: Issues Shares Acquisition Update
GOODMAN FIELDER: States BPC's Offer Price Inadequate
PMP LIMITED: Printing Unit Closes Hawthorn Site
TABCORP HOLDINGS: Merger With Jupiter Prompts S&P to Cut Ratings
C H I N A & H O N G K O N G
GREAT STYLE: Winding Up Sought by Yue Heung
HARVEST UNION: Winding Up Petition Hearing Set
KENLY (HK): Parent Settles Winding Up Petition With KHL
MANSION HOUSE: Sees No Reason for Share Price Increase
NEW PROGRESS: Winding Up Petition Slated for Hearing
PACIFIC FIELD: Winding Up Hearing Scheduled
SKYNET INT'L: Requests Suspension of Trading
I N D O N E S I A
BAHANA PEMBINAAN: In Loan Re-Negotiation With Timah
J A P A N
ALL NIPPON: Aims to Post Profit Rebound Next Year
DAIEI INC.: Gives Revamped Operations Strategy
DAIEI INC.: Strengthens Alliance With Maruetsu
HUIS TEN: Kyushu Sells Discount Tickets for Theme Park Operator
NICHIMEN CORPORATION: Selling Stakes in Auto Business
NIKKO CORDIAL: Changes in Directors
TOKUYAMA SENPAKU: Freight Transportation Firm Enters Bankruptcy
YAMAGISHI KENSETSU: Construction Firm Enters Rehab Proceedings
K O R E A
ANAM SEMICONDUCTOR: Narrows FY02 Net Loss to W121.9B
HYNIX SEMICONDUCTOR: May Sell Non-Memory Ops for KRW500B
SK CORPORATION: Prosecutors Summon Chairman Over Stock Deals
M A L A Y S I A
CONSTRUCTION AND SUPPLIES: Intends Proposals Implementation
GEAHIN ENGINEERING: Changes Registered Address
JASATERA BERHAD: SC Extends Recapitalization Time Completion
KEMAYAN CORPORATION: Replies to KLSE's Writ of Summons Query
KILANG PAPAN: Awaits SC's Decision on Scheme Revision Request
KSU HOLDINGS: Files Suit Against Vendors Over Canceled Agreement
LAND & GENERAL: Seeks Scheme Implementation Time Extension
LION GROUP: Obtains Shares Listing Approval From KLSE
LONG HUAT: Posts Proposed Acquisition Additional Info
MBF HOLDINGS: SC Grants Proposed SOA Conditional Approval
PAN PACIFIC: Lenders' Proposed Debt Workout Approval Pending
RAHMAN HYDRAULIC: Enters Proposed Disposal Agreement With PKNK
REPCO HOLDINGS: Undertakes Due Diligence Exercise on PCDRS
SILVERSTONE CORPORATION: Proposed GWRS Implementation Pending
TECHNO ASIA: Provides Defaulted Payment Status Update
UNITED CHEMICAL: March 12 Securities Listing Deliberation Set
WOO HING: Appoints Independent Auditor for Investigative Audit
P H I L I P P I N E S
BEST WORLD: SEC May Review Case Against Officials
CAMP JOHN: BCDA, CJHDevCo Set to Sign Restructuring Accord
NEGROS NAVIGATION: Regulator Meeting Scheduled on March 5
PHILIPPINE LONG: CEO Clarifies Net Income Forecast
PHILIPPINE LONG: Interim Agreement With WorldCom
S I N G A P O R E
DATACRAFT ASIA: Changes Management Team
ELLIPSIZ LTD: Posts Notice of Shareholder's Interest
ISOFTEL LTD: EGM Set for March 19
PRESSCRETE HOLDINGS: Appoints New Chairman
T H A I L A N D
EASTERN WIRE: Incurs 2002 Net Loss of Bt36.31M
ITALIAN-THAI: 2002 Operating Results Shows Bt6,336.33M Profit
NAKORNTHAI STRIP: Explain Auditor's 2002 F/S Disclaiming Opinion
PREECHA GROUP: Books 2002 Debt Restructuring Profit of Bt181.38M
THAI PETROCHEMICAL: Renews Working Capital Facilities
TPI POLENE: Clarifies 2002 Financial Statements
TPI POLENE: Explains Auditors' Disclaimer Opinion
UNION MOSAIC: Issues Auditor's Disclaimer Opinion Add'l Info
* SET Lifts `SP', Replaces `NP' Sign
* DebtTraders Real-Time Bond Pricing
- - - - - - - -
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A U S T R A L I A
=================
ANACONDA NICKEL: Sherritt Group Disposes of All Shares
------------------------------------------------------
The Sherritt Group ceased to be a substantial shareholder in
Anaconda Nickel Limited on 21 February 2003.
Early this week, the Troubled Company Reporter - Asia Pacific
reported that the Schemes of Arrangement, approved by the WA
Supreme Court on 17 January 2003, between Anacondas two
subsidiaries, Murrin Murrin Holdings Pty Limited and Anaconda
Nickel Holdings Pty Ltd and their respective secured creditors
(Scheme Creditors), became effective on 28 February 2003 and all
conditions and obligations have now been satisfied.
AUSTAR UNITED: CHAMP Wins UAP Bondholders' Support
--------------------------------------------------
On 22 December last year, Castle Harlan Australian Mezzanine
Partners Pty Limited (CHAMP) announced that it was sponsoring a
plan of reorganization of United Australia/Pacific Inc (UAP)
under Chapter 11 of the US Bankruptcy Code. If approved, the
plan (and related arrangements) would have the effect of CHAMP
acquiring a 63.2% interest in United Austar Inc (UAI) and
jointly controlling UAI with UnitedGlobalCom Inc (UGC). UAI owns
80.7% of Austar United Communications Limited (Austar). If the
plan comes into effect, it would be followed by CHAMP/UGC making
"follow-on" takeover offers for the outstanding 19.3% of Austar
shares.
PLAN OF REORGANIZATION IN RESPECT OF UAP
On 19 February 2003, Foreign Investment Review Board approval
was given to CHAMP for both acquisitions under the plan and the
takeover offers.
The creditors of UAP voted in favor of the plan by the necessary
majority in New York on Monday, March 3. The US Bankruptcy Court
is scheduled to hold a hearing on March 18 to decide whether the
plan should be confirmed.
The transaction, however, remains subject to a number of other
conditions, including obtaining the approval of Austar's banking
syndicate. Discussions are continuing with Austar's banks,
however no agreement has been reached.
Assuming the above conditions are met and the US Bankruptcy
Court confirms the plan of reorganization, the plan is expected
to become effective in late March or early April. Pursuant to
the exemption given by ASIC in respect of the plan of
reorganization, CHAMP/UGC will then proceed with takeover offers
for the outstanding 19.3% of Austar shares. The bidder's
statement sent out with the offers will give detailed
information about the offer, CHAMP, funding for the takeover
offers, and CHAMP's and UGC's proposals regarding Austar.
CHAMP has already made much of this information public and
Austar (included in CHAMP' s and Austar's media releases of 22
December 2002), but some less significant elements of it have
not. Although CHAMP is not obliged to provide this information
in the form or to the extent required in a bidder's statement
until that statement is lodged with the ASIC in late March/early
April, in the interests of keeping investors informed, CHAMP is
providing this supplemental information.
UAP is the holder of 63.2% of the shares in United Austar Inc
(UAI) and UAI is the holder of 80.7% of the shares in Austar
United Communications Limited, the holding of UAP in UAI being
UAP's major asset.
AUSTAR UNITED: Welcomes Creditors' Support for CHAMP Proposal
-------------------------------------------------------------
Austar United Communications (AUSTAR) noted on Wednesday that,
further to its company announcement on 22 December 2002,
creditors of United AustralialPacific tnc (UAP) have voted in
favor of the Plan of Reorganization which was filed with the US
Bankruptcy Court in December.
This vote by creditors completes a further stage in the process
by which AUSTAR's major shareholder UnitedGlobatCom tnc (UGC)
and Castle Harlan Australian Mezzanine Partners (CHAMP) are
seeking to become partners in AUSTAR.
The Plan of Reorganization will now be subject to a confirmation
process by the United States Bankruptcy Court in New York, with
a hearing scheduled to take place on 18 March 2003.
About AUSTAR United Communications
AUSTAR United Communications [Australian Stock Exchange "AUN")
is a leading provider of subscription television services in
Australia. Its cure business, AUSTAR Communications, is
Australia's second largest subscription TV operator, providing
principally satellite delivered services to regional and rural
Australia. AUSTAR also provides communications services to
its customers, bundling mobile telephony and internet services
with its television product. AUSTAR's 50% owned joint venture,
XYZ Entertainment, is a significant program provider in
the Australian market and owns and/or distributes Nickelodeon,
Discovery, Channel [V], musicMAX, Arena and The Lifestyle
Channel to over .2 million subscribers. In addition, AUSTAR was
the first company in Australasia to launch digital interactive
television.
GOODMAN FIELDER: Issues Shares Acquisition Update
-------------------------------------------------
Burns, Philp & Company Limited (Burns Philp) refers to the
takeover bid by its wholly owned subsidiary BPC1 Pty Limited
(BPC1), for all the Goodman Fielder Limited (Goodman Fielder)
ordinary shares (the Offer), and the Bidders Statement for the
Offer dated 19 December 2002 (Bidder's Statement).
Burns Philp announced on Tuesday that it was entering into a new
A$1.35 billion nine month term loan facility which would be
available to fund acceptances of the Offer, if the Offer is
declared unconditional (the New Facility).
Burns Philp related that BPC1 and its financiers, Credit Suisse
First Boston, BOS International (Australia) Limited, Rabo
Australia Limited and Australia and New Zealand Banking Group
Limited have now executed the New Facility.
Burns Philp will set out the details of the New Facility in a
Fourth Supplementary Bidder's Statement, which Burns Philp will
lodge with ASIC as soon as practicable.
GOODMAN FIELDER: States BPC's Offer Price Inadequate
----------------------------------------------------
Goodman Fielder Limited advised that, in response to Burns
Philp's proposal on Tuesday, the Board of Directors continues to
recommend that shareholders reject the inadequate and
opportunistic Burns Philp offer of $1.615 (ex dividends)*.
Goodman Fielder's Chairman, Dr Keith Barton, said: "Burns Philp
has made no change to its offer price of $1.615 (ex dividends)*
which the Board continues to consider inadequate. Nor has Burns
Philp disclosed that any shareholder who accepts the Burns Philp
offer by Monday 10 March is entitled to withdraw their
acceptance if the Burns Philp proposal fails, therefore
acceptances before that date are not firm."
Burns Philp announced that it will waive its bid conditions if:
* It receives acceptances giving it more than 50 per cent of
Goodman Fielder shares by Monday 10 March, and
* Following receipt of these acceptances, Goodman Fielder's
Board appoints Burns Philp's nominees to form a majority on
Goodman Fielder's Board.
Goodman Fielder does not intend to appoint a majority of Burns
Philp's nominees to the Goodman Fielder Board in response to
Burns Philp's proposal to waive its bid conditions.
"Burns Philp is asking the Goodman Fielder Board to recommend
the bid by appointing Burns Philp Directors to a controlling
position on the Board. However, Burns Philp has not given the
Goodman Fielder Board any reason to change our recommendation as
the offer price remains inadequate," said Dr Barton.
"Further, Burns Philp has indicated that it proposes to enter
into new bid finance facilities and has new intentions for
Goodman Fielder's businesses, but no statement has been made
about the terms of the new facilities or its intentions."
Goodman Fielder notes that four of the Burns Philp previously
disclosed financiers to the Term A Facility, namely Credit
Agricole, Indosuez Australia Limited, National Australia Bank
and WestLB Ag, are not participants in the proposed new
facility.
* $1.615 (ex Goodman Fielder's 3.5c interim dividend and 20c
special dividend)
PMP LIMITED: Printing Unit Closes Hawthorn Site
-----------------------------------------------
PMP Print, a wholly owned subsidiary of PMP Limited, announced
Wednesday the closure of its Hawthorn, Victoria print production
facility, effective immediately.
According to Mr Craig Amos, PMP Print Director of operations,
the long expected closure follows a decline in the Hawthorn
business with it becoming increasingly uncompetitive.
"While the company regrets the need for redundancies, Hawthorn
simply doesn't have the customer base or technology to remain a
viable business. This situation has progressively worsened in
recent times. Hawthorn is now an unsustainable business -- hence
our decision to cease production immediately," he said.
Mr Amos said the closure was not driven by the strategic review
currently being conducted by the PMP Group.
"This closure is the result of a lengthy process in which we
have explored all other possible options for the Hawthorn
business. It is a standalone decision relating to commercial and
technological issues unique to this site. PMP Print's business
as a whole remains solid and profitable."
A total of 87 operational administrative and support staff based
at the Hawthorn plant have been informed of the decision. Mr
Amos confirmed teal all these affected staff would receive
redundancy packages, professional outplacement assistance and
professional financial planning advice.
"We will work hard to support all employees in making a
successful transition from the Company," he said.
TABCORP HOLDINGS: Merger With Jupiter Prompts S&P to Cut Ratings
----------------------------------------------------------------
Standard & Poor's Ratings Services on Wednesday has placed its
'BB+' credit rating on Jupiters Ltd. on CreditWatch with
positive implications, and its 'BBB+' credit rating on TABCORP
Holdings Ltd. (Tabcorp) on CreditWatch with negative
implications. The CreditWatch placements follow the announcement
that Jupiters and Tabcorp intend to merge, with the board of
Jupiters recommending to its shareholders Tabcorp's proposed
merger terms.
A merger between Tabcorp and Jupiters will form an organization
holding a dominant share of Queensland's casino gaming tables
and machines through three wholly owned Queensland casinos; a
license to operate the only casino in Sydney, with exclusivity
protection until 2007; 50% of the suburban electronic gaming
machine market in Victoria; and the sole license to operate
totalizator wagering on thoroughbred, harness, and greyhound
racing in Victoria.
"With strong market positions, good geographic and product
diversity, and high regulatory barriers to entry, the combined
entity would have a business profile supportive of an
investment-grade rating," said Andrew Lally, associate,
Corporate & Infrastructure Finance Ratings.
"Nevertheless, with about 50% of revenues derived from casino
business, the rating on the combined entity could be lower than
'BBB+'," Mr. Lally added. Under the proposed terms, the merged
entity is likely to initially have EBITDA of at least A$700
million and debt of about A$1.8 billion, resulting in a gross
debt-to-EBITDA ratio of about 2.5x, which would be supportive of
an investment-grade rating, given the likely strong free
operating cash flow.
The merger is subject to satisfactory due diligence by Jupiters
and Tabcorp, receipt of all regulatory approvals (including the
approval of the Queensland government), and approval of
Jupiters' shareholders to the schemes of arrangement. The merger
is not likely to be completed until the end of July, 2003. "In
order to further clarify the likely credit rating of the
combined entity prior to merger completion, Standard & Poor will
assess the strength and stability of the combined businesses'
cash flow, strategy for growth, and appetite for financial risk,
and the appropriateness of the proposed capital structure," Mr.
Lally said.
================================
C H I N A & H O N G K O N G
================================
GREAT STYLE: Winding Up Sought by Yue Heung
-------------------------------------------
Yue Heung Company Limited is seeking the winding up of Great
Style Limited. The petition was filed on January 21, 2003, and
will be heard before the High Court of Hong Kong on March 19,
2003 at 9:30 am.
Yue Heung holds its registered office at Top Floor, Chinachem
Golden Plaza, No. 77 Mody Road, Tsimshatsui East, Kowloon, Hong
Kong.
HARVEST UNION: Winding Up Petition Hearing Set
----------------------------------------------
The petition to wind up Harvest Union Development Limited is
scheduled to be heard before the High Court of Hong Kong on
March 26, 2003 at 9:30 in the morning.
The petition was filed with the court on January 30, 2003 by Lam
Wai Shing Canvas of Unit 803, 8th Floor, Shanghai Industrial
Building, 48-62 Hennessy Road, Wanchai, Hong Kong.
KENLY (HK): Parent Settles Winding Up Petition With KHL
-------------------------------------------------------
The Board of Directors of Ken Holdings Berhad notified the Kuala
Lumpur Stock Exchange that they have reached a settlement with
the petitioners in respect of a petition for winding-up against
one of its subsidiary.
DETAILS OF SETTLEMENT
Kenly was incorporated in Hong Kong on 23 March 1993. The
present and authorized share capital of Kenly is HK$5,000,000/-
divided into 5,000,000 ordinary shares of which 3,500,000
ordinary shares have been issued and fully paid. The principal
activity of Kenly is construction, civil engineering and
specialist engineering services.
Kenly (HK) Limited had on 21 August 2002 received a Petition for
winding-up filed by a minority shareholder, KHL Projects Limited
(KHL) and a director of Kenly, Mr Cheng Leung Yan who is also a
director of KHL (collectively called "the petitioners") arising
from disputes between the parties.
The parent company has reached a settlement on 27 February 2003
with the petitioners where they have agreed to dispose off KHL's
400,000 ordinary shares in Kenly which shall be acquired in the
following manner by the existing shareholders of Kenly namely:
a. Support Capital Sdn Bhd (SCSB), a wholly-owned subsidiary
of KHB, shall acquire 230,400 ordinary shares for a
consideration of HK$57.60;
b. Alliance Investment Holdings Limited (AIH) shall acquire
the balance of 169,600 ordinary shares for a consideration of
HK$42.20.
The consideration was arrived at based on a willing buyer
willing seller basis. In addition, KHL shall be entitled to
receive 40% of amounts recovered and received from a debtor of
Kenly but after the gross amount has been deducted of all
expenses and cost incurred in recovery from the said debtor. The
petitioners have further agreed to execute a consent order and
to withdraw the winding-up petition.
In line with the settlement agreement, the parent company's
shareholding in Kenly shall be increased from 51% to 57.6%
comprising 740,400 shares (21.2%) in Kenly held by SCSB and
1,275,000 shares (36.4%) in Kenly held by KHB.
FINANCIAL EFFECTS OF THE SETTLEMENT
The above settlement is not expected to have a material effect
on the earnings per share and the net tangible assets per share
of the Ken Holding for the financial year ending 31 December
2003.
SHARE CAPITAL AND SUBSTANTIAL SHAREHOLDERS
The settlement is not expected to have any effect on the issued
share capital and substantial shareholders' shareholdings of the
parent company.
APPROVAL REQUIRED
The above settlement is not subject to the approval of
shareholders of KHB or any other relevant authorities.
DIRECTORS' AND SUBSTANTIAL SHAREHOLDERS' INTEREST
None of the Directors or Substantial shareholders of KHB or
persons connected to them has any interest, direct or indirect,
in the proposed settlement.
STATEMENT BY DIRECTORS
The Directors of KHB, having considered all aspects of the
settlement and is of the opinion that the settlement is in the
best interests of Ken Holding.
This amended announcement is made to replace all references to
the word "disposal" which appeared in item 3, 4, 5 and 7 of the
announcement made to the Exchange on 28 February 2003 with the
word "settlement".
MANSION HOUSE: Sees No Reason for Share Price Increase
------------------------------------------------------
Mansion House Group Limited notes the recent increases in the
price of the shares of the Company and states that it is not
aware of any reasons for such increases.
It confirms 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.
According to Wrights Investors' Service, at the end of 2001,
Mansion Holdings had negative working capital, as current
liabilities were HK$76.41 million while total current assets
were only HK$72.16 million. It has paid no dividends during the
previous 3 fiscal years and also reported losses during the
previous 12 months.
NEW PROGRESS: Winding Up Petition Slated for Hearing
----------------------------------------------------
The petition to wind up New Progress Limited is scheduled for
hearing before the High Court of Hong Kong on March 5, 2003 at
9:30 in the morning. The petition was filed with the court on
January 7, 2003 by Bank of China (Hong Kong) Limited of 14th
Floor, Bank of China Tower, No. 1 Garden Road, Central, Hong
Kong.
PACIFIC FIELD: Winding Up Hearing Scheduled
-------------------------------------------
The High Court of Hong Kong will hear on March 19, 2003 at 10:00
in the morning the petition seeking the winding up of Pacific
Field Industries Limited.
Wong Pui Lam of 24/F., Flat E, Tung Po Court, 202 Reclamation
Street, Yaumatei, Kowloon, Hong Kong filed the petition on
January 29, 2003. Tam Lee Po Lin, Nina represents the
petitioner.
Creditors and other interested parties are encouraged to attend
the hearing. They only need to notify in writing Tam Lee Po
Lin, Nina, which holds office on the 27th Floor, Queensway
Government Offices, 66 Queensway, Hong Kong.
SKYNET INT'L: Requests Suspension of Trading
--------------------------------------------
Skynet (International Group) Holdings Limited requested trading
in its shares to be suspended with effect from 9:30 a.m.
Thursday, March 6, 2003, pending the release of an announcement
in respect of a restructuring proposal of the Company.
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I N D O N E S I A
=================
BAHANA PEMBINAAN: In Loan Re-Negotiation With Timah
---------------------------------------------------
PT Bahana Pembinaan Usaha Indonesia (BPUI) has been re-
negotiating with PT Timah Tbk about its non-performing loans of
US$17 billion and Rp61 million, Bisnis Indonesia reports, citing
Roes Aryawijaya, deputy of State Minister for Revenue and State
Companies for Mineral Resources and Strategic Industry.
"Timah and BPUI, indeed, have been renegotiating to settle the
loans. Let's hope we will find the way out soon," Roes said but
declined to comment when asked about BPUI's plan to hand in 100-
hectare land to Timas as an instrument to pay the non-performing
MTN.
The non-performing loans of US$17 million and Rp61 billion
previously were in forms of medium-term notes (MTN) issued by
BPUI in 1996. However, BPUI could not pay the MTN interests and
principals to Timah for it is in the middle of debt
restructuring process. In the end of 2001, Timah hired a lawyer
to settle the issue and provided BPUI with civil sanction or
bankruptcy claim. However, the two companies finally were
willing to renegotiate.
When asked for confirmation, both Prasetyo Saksono and Steve
Kokasih, Corporate Secretary of Timah and BPUI, respectively,
declined to comment.
DebtTraders reported that PT Bahana Pembinaan Usaha's 10.875%
floating rate notes due on 2000 (BAHA00IDN1) are trading at 29
and 33. For real-time bond pricing, go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=BAHA00IDN1
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J A P A N
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ALL NIPPON: Aims to Post Profit Rebound Next Year
-------------------------------------------------
All Nippon Airways Co. Limited (ANA) aims to return to profit
next year by cutting more costs and boosting flights to the
China market, Reuters said on Wednesday.
In February, ANA nearly doubled its group net loss forecast for
the year ending March 31 to 35 billion yen ($298.7 million),
hurt by competition from top carrier Japan Airlines System
Corporation.
In the business year starting in April, it expects a rebound to
a 24 billion yen ($204.8 million) profit and an operating profit
of 36 billion yen against an estimated loss of four billion yen
this year.
The airline, which has posted group net losses in four of the
past five years, aims to pay an annual dividend in 2003 and 2004
for the first time in seven years, the report said.
DAIEI INC.: Gives Revamped Operations Strategy
----------------------------------------------
Daiei Inc. plans to focus more on food operations to bolster its
recovery after officials admitted the Company was failing to
meet its latest targets, Dow Jones said on Wednesday.
The ailing retailer will open at least five food-only
supermarkets - its first store openings in three years. Food
sales have remained one of the few bright spots in Japan's
lagging consumer sector.
Last year, Daiei announced drastic group-wide restructuring
steps and received a 520 billion yen lifeline from its three
main creditors including UFJ Holdings Inc. unit UFJ Bank,
Sumitomo Mitsui Financial Group's Sumitomo Mitsui Banking and
Mizuho Corporate Bank of Mizuho Holdings Incorporated.
DAIEI INC.: Strengthens Alliance With Maruetsu
----------------------------------------------
Daiei Inc. will strengthen its food business through an alliance
with affiliate Maruetsu Inc., to revamp its three-year business
plan, Bloomberg reports.
The ailing supermarket chain operator will buy perishable food
through Maruetsu, in which it holds a 36 percent stake, and hire
Maruetsu President Heihachiro Yoshino as an adviser.
HUIS TEN: Kyushu Sells Discount Tickets for Theme Park Operator
---------------------------------------------------------------
Kyushu Railway Co. (JR Kyushu) will launch a discount campaign
to bring as many as 200,000 visitors between April and September
to struggling Huis Ten Bosch theme park in Nagasaki Prefecture,
Kyodo News said on Wednesday.
JR Kyushu will sell a ticket for the park and a round-trip
ticket between the railway's Hakata station and the park as a
set for 5,000 yen per person on weekdays. The firm has offered
the set for 7,500 yen up to now, which is already lower than
regular prices for the tickets.
NICHIMEN CORPORATION: Selling Stakes in Auto Business
-----------------------------------------------------
Nichimen Corporation will sell stakes in overseas auto
businesses it owns to Toyota Tsusho Corporation Nichimen, which
is merging with rival trader Nissho Iwai Corporation in April,
Bloomberg reports.
The Company will also sell shares it owns in auto companies in
Indonesia and Italy. Nichimen will book a 1.1 billion yen loss
on the sale.
Nichimen and Nissho Iwai recently announced that they would
consolidate under a holding Company in April 2003, the Troubled
Company Reporter-Asia Pacific reports. The consolidation plan is
intended to enhance the capital of the two companies, and allow
the reorganization and streamlining of unprofitable businesses.
Given the weak business and financial profiles of Nichimen and
Nissho Iwai, however, drastic restructuring efforts could
generate additional losses at the companies.
In view of the difficult business conditions facing Japanese
general traders, the firms could find it difficult to achieve
the recurring profits of 100 billion yen they are targeting
within five years of the merger, Standard & Poor's Ratings
Services said.
NIKKO CORDIAL: Changes in Directors
-----------------------------------
Nikko Cordial Corporation announced the changes in its Directors
as follows.
Retiring Director - After General Meeting of Stockholders in
June, 2003 - Director Masashi Hikima
New Director - After General Meeting of Stockholders in June,
2003 - Director Hirofumi Hirano (currently Chairman of Nikko
Principal Investments Ltd.)
Changes in Titles
Chairman & Co-CEO Masashi Kaneko (currently Chairman, President,
and CEO) effective from General Meeting of Stockholders in June
2003
President & Co-CEO Junichi Arimura (currently Executive
Director) effective from General Meeting of Stockholders in June
2003
Changes in Job Responsibilities -- effective from March 10, 2003
CAO & GC Executive Deputy President Tadakatsu Hironaka
(currently GC)
CPO Executive Deputy President Hiroaki Sugioka (currently CPO
and CAO)
*CAO - Chief Administrative Officer
*GC - General Council
*CPO - Chief Personnel Officer
Retiring Auditor -- After General Meeting of Stockholders in
June, 2003
-Hiroshi Tanaka (currently Standing Statutory Auditor)
New Auditor -- After General Meeting of Stockholders in June
2003
-Toshihiro Matsumoto (currently Standing Statutory Auditor of
Nikko Cordial Securities)
The new President will face the challenge of pulling the Company
out of the red in the face of a languishing stock market and
falling trading volumes, according to the Financial Times.
Nikko Cordial booked a net loss of 5.36 billion yen ($454m) for
the three months to December.
TCR-AP reported that Nikko Cordial Corporation fell into the red
for the year ended March 31 due to a drop in brokerage and
underwriting commission fees resulting from a slump in stock
markets.
The Company chalked up a group net loss of 36.36 billion yen
($286 million) in the three months ended March from 2.5 billion
yen a year earlier.
TOKUYAMA SENPAKU: Freight Transportation Firm Enters Bankruptcy
---------------------------------------------------------------
Tokuyama Senpaku K.K. has entered bankruptcy, the Tokyo Shoko
Research Limited reports. The deep-sea domestic freight
transportation firm, located at Tokuyama-shi, Yamagushi, Japan
has 28 million yen in capital against total liabilities of 1.2
billion yen.
YAMAGISHI KENSETSU: Construction Firm Enters Rehab Proceedings
--------------------------------------------------------------
Yamagishi Kensetsu K.K., which has total liabilities of 1.4
billion yen against capital of 386 million yen, recently applied
for civil rehabilitation proceedings, according to Tokyo Shoko
Research. The general construction firm is located at Yokohama-
shi, Kanagawa, Japan.
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K O R E A
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ANAM SEMICONDUCTOR: Narrows FY02 Net Loss to W121.9B
----------------------------------------------------
Anam Semiconductor Inc. posted a net loss of 121.9 billion won
in 2002, versus a loss of 228.5 billion won a year earlier, Dow
Jones reports.
Last September, the Dongbu Group agreed to merge its Dongbu
Electronics Co. unit with Anam. The merger will be completed in
the first half of this year.
According to Wright Investor's Service, at the end of 2001, Anam
Semiconductor Incorporated had negative working capital, as
current liabilities were 251.41 billion Korean Won while total
current assets were only 180.97 billion Korean Won.
HYNIX SEMICONDUCTOR: May Sell Non-Memory Ops for KRW500B
--------------------------------------------------------
Hynix Semiconductor Inc. is in talks with an unnamed U.S.
investment bank led consortium, to sell 5 non-memory production
assets for 500 billion won, the Naeway Economic Daily and Dow
Jones reported on Wednesday. The debt-ridden chipmaker is
discussing various conditions including the sale price,
royalties and employee transfer.
Both sides plan to set up a new company whereby Hynix would
retain a 20 percent-30 percent stake. The remaining 70 percent-
80 percent stake would be owned by the consortium.
SK CORPORATION: Prosecutors Summon Chairman Over Stock Deals
------------------------------------------------------------
Prosecutors summoned son Kil-seung, the Chairman of SK Group,
for questioning over alleged illegal stock deals, according to
Reuters.
The expected summons came less than two weeks after two top
executives of SK Corporation, the core unit of the SK Group,
were arrested on charges of illegal stock transactions. Son also
heads the Federation of Korean Industries, an influential
business lobby group.
According to Wright Investor's Service, at the end of 2001, SK
Corporation had negative working capital, as current liabilities
were 14.35 trillion Korean Won while total current assets were
only 13.34 trillion Korean Won.
===============
M A L A Y S I A
===============
CONSTRUCTION AND SUPPLIES: Intends Proposals Implementation
-----------------------------------------------------------
On 26 February 2001, Construction and Supplies House Berhad
announced that CASH is considered an "affected listed issuer"
pursuant to PN4 issued by the KLSE.
On 28 February 2002, Alliance Merchant Bank Berhad had announced
on behalf of the Board of Directors of CASH that the Company
proposes to implement certain proposals (Proposals) which would
put CASH on a stronger financial footing (Requisite
Announcement).
On 26 August 2002, Alliance, on behalf of the Board of CASH, had
announced that the Company had made the necessary submissions in
respect of the Proposals to the Securities Commission (SC) and
Foreign Investment Committee (FIC) for their consideration.
On 22 November 2002, Alliance announced that the FIC, vide its
letter dated 18 November 2002 which was received by Alliance on
21 November 2002, had stated that it had no objections to the
Proposals, subject to the condition that Newco maintains at
least 30% direct Bumiputera equity at the time of its listing.
On 31 December 2002, Alliance, on behalf of the Board of CASH,
announced that the SC had, via its letter dated 30 December 2002
and received by Alliance on 31 December 2002, approved the
Proposals. After deliberating on the conditions of the approvals
set by the SC, the Board of CASH, in consultation with the
vendor of Permata Sentral (M) Sdn Bhd (PSSB) has made an appeal
to the SC in relation to the issue price of the consideration
shares to be issued by Newco to Dato' Musa bin Haji Sheikh
Fadzir. The above appeal is currently pending.
CASH has also appointed Messrs. Horwath (formerly known as
Horwath Mok & Poon) as the independent audit firm to carry out
the investigative audit on the past losses incurred by CASH and
its subsidiary companies. The appointment of the independent
audit firm is one of the conditions imposed by the SAC for the
approval of the Proposals. In addition, the Board of CASH and
PSSB are also working towards meeting the other conditions set
by the SC in its approval for the Proposals.
GEAHIN ENGINEERING: Changes Registered Address
----------------------------------------------
Geahin Engineering Berhad posted this notice:
Change description : Registrar
Old address : Level 22, Menara Milenium, Jalan Damanlela,
Pusat Bandar Damansara, Damansara Heights,
50490, Kuala Lumpur, Malaysia.
New address : Level 7, Menara Milenium, Jalan Damanlela,
Pusat Bandar Damansara, Damansara Heights,
50490, Kuala Lumpur, Malaysia.
Name of Registrar : Securties Services (Holdings) Sdn. Bhd.
(36869-IT)
Telephone no : 03-20957077
Facsimile no : 03-20949940; 03-20950292.
E-mail address : -
Effective date : 03/03/2003
Remark : Nil
COMPANY PROFILE
The Company (KHB) was formed as part of a scheme to restructure
certain plantation operations of the Syarikat Kretam (Far East)
Holdings Group of Companies. In 1994, the Company diversified
into the property sector in Johor Bahru and hydroelectric power
station development in China. KHB ventured into the finance
sector via acquisition in 1996, of Innosabah Securities Sdn Bhd
(now known as Innosabah Securities Bhd) and Innosabah Options
Futures Sdn Bhd.
JASATERA BERHAD: SC Extends Recapitalization Time Completion
------------------------------------------------------------
Reference is made to the application dated 17 February 2003 by
Public Merchant Bank Berhad (PMBB), on behalf of the Board of
Directors of Jasatera Berhad to the Securities Commission (SC),
seeking for an extension of time up until 4 September 2003 to
complete the implementation of the Revised Proposed
Recapitalization Exercise which was approved by the SC on 5
September 2002.
PMBB, on behalf of the Board of Directors of Jasatera, is
pleased to announce that the SC had via its letter dated 3 March
2003, received on 5 March 2003, approved the extension of time
for the completion of the Revised Proposed Recapitalization
Exercise to 4 September 2003.
KEMAYAN CORPORATION: Replies to KLSE's Writ of Summons Query
------------------------------------------------------------
The Board of Directors of Kemayan Corporation Berhad, in
reference to the Query Letter by KLSE reference ID: NM-030303-
41268 regarding the Writ of Summons on Mazly Realty Sdn Bhd
against Kemayan Resources Sdn Bhd, replied the circumstances
leading to the filing of the Writ of Summons is the transfer in
1996 of the land held under Geran No. 20703, Lot 912, Mukim
Rasah, Daerah Seremban, Negeri Sembilan (the Land) as stated in
the announcement of 28 February 2003.
Mazly Realty Sdn Bhd alleges that the transfer of the Land
pursuant to the Profit Sharing Agreement is invalid.
Below is the KLSE's Query Letter content:
We refer to your announcement dated 28 February 2003 in respect
of the aforesaid matter.
In this connection, kindly furnish the Exchange immediately with
the following additional information for public release:
1) The details of the default or circumstances leading to the
filing of the writ of summons.
Yours faithfully,
INDERJIT SINGH
Senior Manager
Listing Operations
IS/WSW/NMA
KILANG PAPAN: Awaits SC's Decision on Scheme Revision Request
-------------------------------------------------------------
AmMerchant Bank Berhad, on behalf of Kilang Papan Seribu Daya
Bhd (Special Administrators Appointed), announced the Company is
presently awaiting decision from the Securities Commission (SC)
on the Company's application to the SC to revise certain terms
and conditions set by the SC in their approval of the proposed
restructuring scheme.
Save as disclosed above, there is no material change to the
Company's plan to regularize its financial condition.
KSU HOLDINGS: Files Suit Against Vendors Over Canceled Agreement
----------------------------------------------------------------
KSU Holdings Berhad announced that it filed suit on 27 February
2003 in Kuala Lumpur High Court Suit No. D6-22-308-2003 (Suit)
against 51 sellers (EEDB Vendors) of shares in Earnest Equity
Development Berhad (EEDB) and 51 sellers (KAB Vendors) of shares
in Kembangan Alam Berhad (KAB) pursuant to the various share
sale agreements entered into as part of the scheme for the
restructuring of May Plastics Industries Berhad, which involved,
among others, the injection of assets into KSUH, the listing of
KSUH (on 10 May 2002) and the acquisition of 1,010 acres of land
in Beranang, Hulu Langat.
In the Suit, among other reliefs, KSUH has claimed rescissions
of the respective agreements by which the EEDB Vendors and the
KAB Vendors sold their respective shareholdings in EEDB and KAB
to KSUH.
KSUH's claim is that in the respective transactions, it had
relied upon a number of material representations and covenants
given by the EEDB Vendors and KAB Vendors in their respective
share sale agreements, and on the representations made and
inferred from disclosures by 4 of the defendants, Mr Chia Tack
Kee, Mr Oye Kheng Hoon, Mr Chia Onn Kay and Encik Jamaludin bin
Mohd as directors of EEDB and KAB in the KSUH Prospectus dated
30 March 2002 for its listing and the Explanatory Statement to
Shareholders, Scheme Creditors and Warrant Holders pursuant to
Section 177 of the Companies Act 1965 dated 30 November 2000.
The representations made include, among others, that the audited
accounts of EEDB, KSUSB, KAB and LLSB gave a true and fair view
of their respective financial affairs, and the truth,
completeness and accuracy of all information given to KSUH
leading to the share sale agreements when in fact these
representations were made fraudulently by the EEDB Vendors and
the KAB Vendors and were untrue.
Further, KSUH applied for and was granted on 3 March 2003
injunctions to restrain the EEDB Vendors and the KAB Vendors
until the final disposal of the Suit, and whether by themselves,
their servants and/or agents or otherwise howsoever, from
dealing with or disposing of any shares issued by KSUH to them
by reason of their share sale agreements with KSUH. Injunctions
were also granted to restrain the EEDB Vendors and the KAB
Vendors whether by themselves, their servants and/or agents or
otherwise howsoever from exercising at KSUH's Extraordinary
General Meeting on 7 March 2003, voting rights in respect of the
shares issued to them by KSUH by reason of their share sale
agreements with KSUH.
LAND & GENERAL: Seeks Scheme Implementation Time Extension
----------------------------------------------------------
On behalf of the Board of Directors of Land & General Berhad,
Commerce International Merchant Bankers Berhad announced that
the last date for the implementation of the Composite Debt
Restructuring Scheme was 28 February 2003. Accordingly, the
Company had prior to the expiry sought a further extension of
time from the Scheme Creditors (as defined in the announcement
dated 28 February 2002) to implement the Composite Debt
Restructuring Scheme.
The extension of time is required to obtain the necessary
approvals as well as to finalize the documentation to facilitate
the listing of and quotation for the new L&G Shares and
redeemable convertible secured loan stocks to be issued pursuant
to the Composite Debt Restructuring Scheme, between L&G, certain
of its subsidiaries and their respective Scheme Creditors for a
total Scheme Borrowings of Rm450,491,794 involving the
following:
(i) Settlement of Secured Debts Amounting to Rm101,043,377
via the Proposed Issue of 16,883,720 Nominal Value of 5%
Redeemable Convertible Secured Loan Stocks A Series of Rm1.00
Each to be Issued at 100% of its Nominal Value and the Proposed
Conversion of Rm84,159,657 Secured Debts into Secured Term
Loans; and
(ii) Settlement of Unsecured Debts Amounting to Rm349,448,417
via the Proposed Issue of 304,078,917 Nominal Value of 5%
Redeemable Convertible Secured Loan Stocks B Series of Rm1.00
each to be issued at 100% of its Nominal Value and the Proposed
Issue of 45,369,500 New Ordinary Shares of Rm1.00 each in L&G
(L&G Shares) to be issued at Rm1.00 per L&G Share.
LION GROUP: Obtains Shares Listing Approval From KLSE
-----------------------------------------------------
The Boards of Directors of Lion Corporation Berhad (LCB), Lion
Industries Corporation Berhad (LICB), Amsteel Corporation Berhad
(ACB) and Silverstone Corporation Berhad (SCB) (collectively
referred to as the "Lion Group") announced that the Lion Group
had on 28 February 2003 obtained the approvals-in-principle of
the Kuala Lumpur Stock Exchange (Exchange) for the listing of
and quotation for the new shares, warrants (applicable for ACB)
and new shares to be issued pursuant to the exercise of the new
warrants and conversion of redeemable cumulative convertible
preference shares into new shares (applicable for SCB) under the
Group Wide Corporate and Debt Restructuring Scheme (GWRS) (as
particularized in the Circulars to Shareholders issued by the
Lion Group on 9 January 2003).
Shareholders of LCB, LICB, ACB and SCB and potential investors
are requested to refer to the respective Circulars to
Shareholders issued by the Lion Group on 9 January 2003 and the
respective companies' announcements dated 30 January 2003, 5
February 2003, 6 February 2003 and 17 February 2003 for further
details of the GWRS.
LONG HUAT: Posts Proposed Acquisition Additional Info
-----------------------------------------------------
Long Huat Group Berhad, in reply to Query Letter by KLSE
reference ID: MN-030303-40477 dated March 3 in relation to the
Requisite Announcement made on February 28, informed that the
particulars of all liabilities to be assumed by Newco arising
from the proposed acquisition of 100% equity interest in Lee
Swee Kiat Holdings Sdn Bhd will only be determined and finalized
upon the execution of the conditional sale and purchase of
shares agreement (Agreement). The Agreement is to be entered
into prior to the submission of the application to the
Securities Commission.
In addition to the above, Long Huat clarified that the proforma
net tangible assets (NTA) per share and the proforma adjusted
NTA per share of the Newco group after the Proposed Acquisition
and Proposed Disposal should read as RM0.13 and RM0.17
respectively instead of RM13.40 and RM17.12.
Query Letter content:
In this connection, kindly furnish the Exchange with the
following additional information for public release:
1) Particulars of all liabilities to be assumed by Newco,
arising from the proposed acquisition of Lee Swee Kiat Holdings
Sdn Bhd.
Please furnish the Exchange with your reply within two (2)
market days from the date hereof.
Yours faithfully,
TAN YEW ENG
Senior Manager, Listing Operations
TYE/LMN
copy to: Securities Commission (via fax)
MBF HOLDINGS: SC Grants Proposed SOA Conditional Approval
---------------------------------------------------------
Alliance Merchant Bank Berhad, on behalf of the Board of
Directors (Board) of MBf Holdings Berhad, announced that the
Securities Commission (SC) had, vide its letter dated 28
February 2003, granted an approval for MBf-H to proceed with the
implementation of the proposed schemes of arrangements which
comprise the local schemes (Local Schemes) and offshore schemes
(Offshore Schemes) as set out in the Circular to shareholders
dated 19 December 2000 (Proposed SOA) on a two stage basis
(Proposed Two Stage Implementation) subject to the following
conditions:
(i) MBf-H must ensure that the Proposed Two Stage
Implementation must comply with all the relevant laws and does
not contravene the court sanction and the approval of the
shareholders for the Proposed SOA (which was obtained on 10
January 2001); and
(ii) MBf-H is required to make a detailed announcement on the
implications of the Proposed Two Stage Implementation whether or
not it is implemented.
Details of the Proposed Two-Stage Implementation
Proposed Two Stage Implementation entails the implementation of
all proposals within the Proposed SOA and issuance of all
instruments for the same save for the following:
(i) proposed issuance of redeemable convertible secured loan
stocks series A (RCSLS-A) by Newco A, a wholly-owned subsidiary
company of MBF Asia Capital Corporation Holdings Limited (MACC-
H);
(ii) proposed issuance of redeemable convertible secured loan
stocks series B (RCSLS-B) by Newco B, a wholly-owned subsidiary
company of MBF Asia Capital Corporation Limited (MACC-L).
Both RCSLS-A and RCSLS-B are hereinafter collectively referred
to as "RCSLS-USD".
MACC-H and MACC-L had respectively, on 11 December 2002,
received a summons each from J.P. Morgan Europe Limited
(formerly known as Chase Manhattan International Limited) (JP
Morgan), to attend a Hong Kong Court hearing scheduled for 18
March 2003 for:
(i) an order that they be restrained from causing or
procuring the allotment and issue or distribution or transfer or
delivery to JP Morgan any RCSLS-USD purportedly in pursuance of
the Offshore Scheme save and except that the principal terms of
such RCSLS-USD as constituted under a Trust Deed comply strictly
with the terms and conditions set out in the Offshore Schemes;
(ii) damages for breach of certain terms of the Offshore
Schemes;
(iii) further or alternatively, an order that the new
ordinary shares of RM1.00 each in MBf-H to be issued pursuant to
the Proposed SOA (New MBf-H Shares), warrants and RCSLS-USD
proposed to be allotted and issued or distributed to JP Morgan
be so allotted and issued or distributed or transferred or
delivered to JP Morgan pursuant to the Proposed SOA within
fourteen (14) days from the date of the Hong Kong High Court's
decision on the summons.
To ensure that the summons filed do not impede the
implementation of the rest of the proposals within the Proposed
SOA, it is the Board of MBf-H's intention that upon signing of
all relevant legal documentation for the Local Scheme that they
will implement the other proposals under the Proposed SOA, save
for the issuance of the RCSLS-USD which will be deferred to a
later date, pending resolution of the issues of contention in
the Hong Kong High Court.
Clause 5.2.2 of the Sale and Purchase Agreement dated 15
December 2000 for the sale of 480,000,000 ordinary shares
representing approximately 95.96% of the issued and paid-up
share capital in MBf Carpenters Limited representing MACC-H's
entire equity interests in MBf Carpenters Limited by MACC-H to
MBf-H (Sale of MBf Carpenters) stipulates that the purchase
consideration of AUD64,080,000 or AUD0.1335 per share for the
same in terms of RM shall be determined at the then prevailing
exchange rate of AUD:RM on completion date which is the date
when all required approvals have been obtained (Completion
Date).
The Completion Date is crucial for MBf-H to determine the New
MBf-H Shares, MBf-H Debt A and warrants attached to be issued
pursuant to the Sale of MBf Carpenters.
Presently, the outstanding approvals for the Proposed SOA, which
includes the Sale of MBf Carpenters which have yet to be
obtained are the following:
(i) Kuala Lumpur Stock Exchange's (KLSE) approvals for the
following:
ú listing of and quotation for the securities to be
issued pursuant to the Proposed SOA and proposed employees'
share option scheme; and
ú Proposed Two-Stage Implementation;
collectively, hereinafter referred to as the "KLSE's Approval".
Applications for the above were made to the KLSE on 11 February
2003; and
(ii) Hong Kong High Court's directions pursuant to the
abovesaid summons and decision thereon.
MBf-H will use an exchange rate of AUD1.00:RM1.70 to determine
the purchase consideration in RM terms for the acquisition of
MBf Carpenters Limited as at stage 1 of the Proposed Two Stage
Implementation. The exchange rate AUD1.00:RM1.70 represents
approximately 25% discount to the prevailing exchange rate of
AUD1.00:RM2.3065. MBf-H shall then, as at the Completion Date,
determine the exact number and value of all instruments to be
issued for the Sale of MBf Carpenters using the exchange rate of
AUD:RM as at the Completion Date.
Rationale for the Proposed Two-Stage Implementation
As a consequence of the above and in order to prevent the entire
proposals within the Proposed SOA from being held up when the
issues of contention relate only to the RCSLS-USD, MBf-H had
decided to proceed with the Proposed Two-Stage Implementation.
MBf-H's undertaking
The Board of MBf-H has vide its letters dated 14 January 2003
and 28 February 2003, provided written undertakings to the SC
and KLSE respectively that the Company will comply with the
final decision of the Hong Kong High Court pertaining to the
summons and ensure that the entire proposals within the Proposed
SOA will be completed.
Save for the above, there is no further development on the
status of MBf-H's plan to regularize its financial condition
pursuant to PN4/2001 issued by the KLSE, subsequent to the
Company's announcement dated 5 February 2003.
PAN PACIFIC: Lenders' Proposed Debt Workout Approval Pending
------------------------------------------------------------
The Board of Directors of Pan Pacific Asia Berhad announced that
the Company is still awaiting the approval from the Securities
Commission and the lenders with regards to the proposed debt
restructuring exercise.
However, as announced on 28 February 2003 by Alliance Merchant
Bank Berhad, the approval of the Ministry of International Trade
and Industry has been obtained.
RAHMAN HYDRAULIC: Enters Proposed Disposal Agreement With PKNK
--------------------------------------------------------------
On 16 June 2000, Pengurusan Danaharta Nasional Berhad
(Danaharta) pursuant to the Pengurusan Danaharta Nasional Berhad
Act 1998 (Act), appointed Mr Yeo Eng Seng, Mr Adam Primus
Varghese Bin Abdullah and Mdm Wong Lai Wah of Messrs Ernst &
Young as Special Administrators of Rahman Hydraulic Tin Berhad.
The Special Administrators of RHTB have prepared a workout
proposal pursuant to Section 44 of the Act to restructure RHTB,
which inter alia, includes the Proposed Disposal. On 28 June
2002, the workout proposal was duly approved pursuant to the
Act.
Further to the announcement dated 14 June 2002 by the Company on
the proposed disposal of the Pinang Tunggal Estate together with
buildings erected thereon and motor vehicles to Perbadanan
Kemajuan Negeri Kedah (PKNK), the Company had on 5 March 2003
entered into a Sale and Purchase Agreement (SPA) with PKNK and
the EHOS participants (EHOS Participants) to effect the Proposed
Disposal at a nominal price of RM1.00 (Disposal Price).
DETAILS OF THE PROPOSED DISPOSAL
Particulars
The land held under Grant no. 32473, Lot no. 26, Mukim of Pinang
Tunggal, District of Kuala Muda, where the EHOS land is located,
is a freehold land and is currently charged to and vested in
Danaharta. The said land is also subject to a private caveat
lodged by Subramaniam a/l Kuppu vide presentation No. 4493/99 on
3 November 1999.
Rationale for Proposed Disposal and Basis of Arriving at the
Disposal Price
The EHOS Land is disposed to sixty nine (69) EHOS Participants
who are mainly employees or ex-employees of Pinang Tunggal
Estate who are identified when the EHOS was initiated in 1991.
The EHOS is primarily exercised as a welfare scheme to enable
the EHOS Participants to establish a house. The Disposal Price
of RM1.00 represents the nominal amount receivable by RHTB under
the EHOS.
Information on the Property
The EHOS land held under Grant no. 32473, Lot no. 26, Mukim of
Pinang Tunggal, District of Kuala Muda, is part of the Pinang
Tunggal Estate land. The said land (excluding the EHOS land) is
sold to PKNK vide a Sale and Purchase Agreement dated 11 June
2002, please refer to the announcement dated 14 June 2002 for
details of the sale to PKNK. The EHOS land is currently vacant.
The Security Commission has on 31 January 2003 approved the
disposal of the Pinang Tunggal Estate land (excluding the EHOS
land) to PKNK.
The pro-rated net book value and the original cost of the EHOS
land based on the latest audited accounts as at 31 December 2001
of the Company is approximately RM270,000 and RM8,000
respectively.
Salient terms and conditions of the SPA
The salient terms and conditions of the SPA are set out below:
a) The SPA is subject to the following conditions:
i) The RHTB workout proposal being approved pursuant to the
Act; and
ii) The completion of the Sale and Purchase Agreement for
the disposal of Pinang Tunggal Estate dated 17 February 2003
between RHTB and Perbadanan Kemajuan Negeri Kedah.
b) The EHOS Participants shall submit the requisite
documents, specified in the SPA to the Company or the
Stakeholders and further procuring the approvals of RHTB and the
Stakeholders wherever specified in the SPA, not later than 2
years from the date the conditions mentioned in (a) above are
fulfilled.
c) The requisite documents and the consent required above
includes amongst others the following:
i) the EHOS Participant's plan for the implementation and
execution of the EHOS including but not limited to proposed
source of financing, proposed layout scheme and allocation of
units of houses to be erected pursuant to the EHOS to the
respective EHOS Participants
ii) the EHOS Participants' nomination of a qualified and
reliable property developer to undertake all building works
under the EHOS (hereinafter be referred to as the "Developer")
iii) upon RHTB or the Stakeholders' approval of the
implementation and execution plans of the EHOS and the
nomination of developer for implementation of the EHOS as prided
in item (i) and (ii) above respectively, the EHOS Participants
shall execute and procure RHTB or the Stakeholders and the
developer to execute a development agreement in respect of the
EHOS land to authorize the developer to commence the
construction works on the EHOS land upon the terms and
conditions to be agreed upon by RHTB or the Stakeholders
(iv) the EHOS Participants shall thereon submit the
requisite plans and applications to the relevant authorities to
develop the EHOS land and thereon procure the approval of the
relevant authorities of the said requisite plans and
applications
(v) furtherance to item (iv) above, the EHOS Participants
shall forward to RHTB or the Stakeholders a quarterly status
report on the application for approval from the relevant
authorities on the requisite plans and applications submitted by
the EHOS Participants
(vi) upon receipt of all requisite approvals from the
relevant authorities and the appointment of the contractor by
the developer, the confirmation of the commencement date of the
construction and building works pursuant to the EHOS
(vii) all relevant documents, details or particulars in
relation to the EHOS as requested by RHTB or the Stakeholders
for their consideration and/or record purposes
(d) The EHOS Participants shall nominate the Stakeholders to
be approved and appointed by the parties hereto as a trustee of
the EHOS Participants within seven (7) days from the date of the
SPA to deal and communicate with RHTB and PKNK on behalf of the
EHOS Participants collectively and the EHOS Participants hereby
covenants that any decision or agreement made or any action
taken by the Stakeholders appointed by virtue of this Clause
shall be binding in all respects upon the EHOS Participants and
the EHOS Participants shall bear all consequences arising
therefrom.
(e) The EHOS Participants shall, at their own costs and
expenses, commence the construction works of the houses and all
other buildings (if any) together with the infrastructures and
amenities under the EHOS and further procure the issuance of the
certificate of fitness for occupation within two (2) years from
the date the approvals mentioned in clause c(iv) is issued by
the relevant authority within the time frame stipulated in
clause (b) hereof.
(f) PKNK shall within a reasonable time after the
registration of the land in PKNK's name apply for sub-division
and issuance of one separate individual title of undivided
shares for the EHOS land at RHTB's cost and expense.
(g) Upon the issuance of the individual title of undivided
shares for the EHOS land, PKNK shall cause the transfer of the
EHOS land in favor of the Stakeholders for the benefit of the
EHOS Participants. All costs and expenses incurred in relation
to the transfer of the EHOS land to the Stakeholder shall be
borne by RHTB in accordance to the SPA.
(h) PKNK shall deliver vacant possession as is where is basis
of the EHOS land to the EHOS Participants upon the execution of
the memorandum of transfer in favor of the EHOS Participants
pursuant to clause (f)
(i) The EHOS Participants undertake as follows:
1) that they shall cause the caveat mentioned in clause 2.1
above to be removed within seven (7) days from the date hereof
and the cost or removing the caveat shall be borne by them
2) that the EHOS Participants shall not enter any caveats
over the said land from the date hereof till the sub-division
and the transfer of the EHOS land in their respective names
EFFECTS OF THE PROPOSED DISPOSAL
The Proposed Disposal will not have any effect on the issued and
paid up share capital and shareholding structure of RHTB as the
Disposal Price is nominal and is satisfied entirely by way of
cash. The estimated loss on the Proposed Disposal is RM270,000,
which will not materially affect the Net Book Value of the RHTB
group.
DIRECTORS AND SUBSTANTIAL SHAREHOLDERS' INTEREST
The Special Administrators have written to the directors and
substantial shareholders to ascertain whether they or any
persons connected to them has any interest, direct or indirect,
in the Proposed Disposal. As at the date of this announcement,
the SA have not received any confirmation from the directors and
substantial shareholders.
DOCUMENTS FOR INSPECTION
The SPA dated 5 March 2003 is available for inspection at the
registered office of RHTB at level 14 Uptown 1, No. 1 Jalan
SS21/58, Damansara Uptown, 47400 Petaling Jaya, Selangor Darul
Ehsan, during normal office hours from Monday to Friday (except
public holidays) from the date hereof for a period of two weeks.
STATEMENT BY SPECIAL ADMINISTRATORS
After taking into consideration the current financial position
of the RHTB Group and the rationale for the Proposed Disposal,
the Special Administrators of RHTB are of the opinion that the
Proposed Disposal is in the best interest of the RHTB Group and
its creditors.
ESTIMATED TIMEFRAME FOR COMPLETION
Baring unforeseen circumstances and subject to all required
approvals, the Proposed Disposal is expected to be completed
within two (2) years from the date the conditions in Clause 2.4
(a) is fulfilled.
REPCO HOLDINGS: Undertakes Due Diligence Exercise on PCDRS
----------------------------------------------------------
Further to the Company's announcement on 11 February 2003, Repco
Holdings Berhad (Special Administrators Appointed) announced
that it is currently carrying out the due diligence exercise in
connection with the proposed corporate and debt restructuring
scheme (PCDRS) to be submitted to the Securities Commission and
the relevant authorities.
In addition, the Company also wishes to announce that it had, on
20 February 2003, received notification from the Exchange that
the Listing Sub-Committee of the Exchange will, on 12 March
2003, hear/deliberate on whether or not the securities of the
Company should be de-listed from the Official List of the
Exchange. The Company shall be attending the said meeting with
its advisors to make oral representations to the Exchange in
order to support its appeal against the de-listing of its
securities.
SILVERSTONE CORPORATION: Proposed GWRS Implementation Pending
-------------------------------------------------------------
In accordance with Paragraph 8.14 of the Listing Requirements of
the KLSE and Paragraph 4.1(b) of Practice Note 4/2001 (PN4), the
Directors of Silverstone Corporation Berhad (formerly known as
Angkasa Marketing Berhad) announced that the proposed group wide
restructuring scheme announced on 5 July 2000, 8 October 2001
and 26 March 2002 (Proposed GWRS) is now pending implementation
following the occurrence of the events herein below stated:
a) as announced on 6 February 2003, the Company has lodged
the court order with the Companies Commission of Malaysia (CCM)
in respect of an order granted by the High Court of Malaya (High
Court) on 30 January 2003 pursuant to Section 176(3) of the
Companies Act, 1965 (Act) sanctioning the proposed scheme of
arrangement of the Company with its scheme creditors;
b) as announced on 17 February 2003, the High Court has
granted an order pursuant to Section 64 of the Act, confirming
the Company's proposed capital reconstruction exercise under the
Proposed GWRS (Order). The Order has been lodged with the CCM on
21 February 2003; and
c) the KLSE had on 28 February 2003 approved in principle the
listing of and quotation for up to 323,606,250 new ordinary
shares of RM1.00 each in the Company to be issued upon the
implementation of the Company's proposed debt and corporate
restructuring scheme.
TECHNO ASIA: Provides Defaulted Payment Status Update
-----------------------------------------------------
Mr. Lim Tian Huat and Mr. Chew Cheng Leong of Messrs. Ernst &
Young were appointed Special Administrators (SAs) over Techno
Asia Holdings Berhad and a subsidiary company, Prima Moulds
Manufacturing Sdn. Bhd. (PMMSB) on 2 February, 2001. The Special
Administrators were subsequently appointed over the following
subsidiary companies of TECASIA on 30 April, 2001:
1. Mount Austin Properties Sdn. Bhd.;
2. Cempaka Sepakat Sdn. Bhd.;
3. Ganda Edible Oils Sdn. Bhd.;
4. Litang Plantations Sdn. Bhd.;
5. Wisma Dindings Sdn. Bhd.;
6. Ganda Plantations (Perak) Sdn. Bhd.; and
7. Techno Asia Venture Capital Sdn. Bhd.
(collectively known as the "Affected Subsidiary Companies")
Further to the announcement dated 30 January, 2003 in respect of
Practice Note 1/2001, TECASIA wishes to announce that the
Company and its subsidiaries, namely Mount Austin Properties
Sdn. Bhd (Special Administrators Appointed), PMMSB (Special
Administrators Appointed), Prima Moulds Sdn. Bhd. and Ganda
Energy and Holdings, Inc continue to default in payments of
their loan interest and principal sums owing to several
financial institutions. The outstanding amounts as at 31
January, 2003 are detailed at
http://www.bankrupt.com/misc/TCRAP_TecAsia0307.gif.
Interest shown include interest from 1 July 2001 to 31 January
2003 pending implementation of the restructuring scheme which
was approved by the Securities Commission as announced on 20
December 2002 and 26 December 2002.
Measures Taken to Address the Default
TECASIA is considered as an "affected listed issuer" pursuant to
PN4/2001.
Further to the measures undertaken as announced on 30 January,
2003, there has been no major changes to the status of TECASIA's
plan to regularize its financial position.
Implications in respect of the Default in Payments
TECASIA wishes to announce that Pengurusan Danaharta Nasional
Berhad (PDNB) had granted another extension of twelve (12)
months to the moratorium previously in effect for TECASIA and
PMMSB pursuant to Section 41(3). The said extension will expire
on 1 February, 2004. As for the Affected Subsidiary Companies,
PDNB had on 26 April, 2002 granted an extension of twelve months
to the moratorium previously in effect for the Affected
Subsidiary Companies pursuant to Section 41(3) and the said
extension will expire on 30 April, 2003. All legal actions
initiated against TECASIA and other affected subsidiaries will
be stayed and any petition for winding-up, or any appointment of
a receiver, receiver and manager or provisional liquidator
cannot proceed during the moratorium period.
UNITED CHEMICAL: March 12 Securities Listing Deliberation Set
-------------------------------------------------------------
Alliance Merchant Bank Berhad, on behalf of the Board of
Directors of United Chemical Industries Berhad, announced that
UCI had on 14 February 2003 submitted its proposed restructuring
scheme to the Securities Commission and Foreign Investment
Committee and on 17 February 2003 to the Ministry of
International Trade and Industry.
Subsequent to the above, the KLSE had, via its letter dated 20
February 2003, notified UCI that the Listing Sub-Committee of
the KLSE will hear/deliberate on 12 March 2003 on whether the
securities of the Company should be de-listed from the Official
List of the KLSE. In this regard, UCI on 25 February 2003
written to inform the KLSE that UCI's representatives and
advisers will be present to make oral representations to the
Listing Sub-Committee at the said date.
WOO HING: Appoints Independent Auditor for Investigative Audit
--------------------------------------------------------------
Further to Commerce International Merchant Bankers Bhd's
Announcement dated 9 January 2003, the Special Administrators of
Woo Hing Brothers (Malaya) Berhad announced that BDO Binder has
been appointed on 3 March 2003 as the independent audit firm to
perform investigative audit on the Company's past losses as part
of the requirements of the Securities Commission's approval
obtained on 7 January 2003.
=====================
P H I L I P P I N E S
=====================
BEST WORLD: SEC May Review Case Against Officials
-------------------------------------------------
The Securities and Exchange Commission (SEC) may review its case
against officials of Best World Resources Corporation (BWRC),
embroiled in an insider trading and price manipulation scandal
that almost caused the stock market to collapse in 1999, the
Manila Times reports.
The SEC is preparing a new strategy to strengthen the
commission's case against BWRC officials. The strategy would be
submitted this week to the commission en banc, said Jose Tomas
Syquia, who heads the SEC's compliance and enforcement
department.
The Department of Justice (DOJ) recently criticized the SEC's
failure to present sufficient evidence against BWRC officials,
including majority shareholder Dante Tan, and dropped the SEC
charges.
CAMP JOHN: BCDA, CJHDevCo Set to Sign Restructuring Accord
----------------------------------------------------------
The Bases Conversion Development Agency (BCDA) and the Camp John
Hay Development Corporation (CJHDevCo) are set to sign an
agreement this week to restructure Camp John Hay's 1.1 billion
pesos back rentals, the Malaya Newspaper said on Thursday.
Under the terms of the new accord, 70 percent of the 700 million
pesos amount to be restructured will be paid within 12-months,
50 million pesos will be paid immediately on signing of the
Memorandum of Agreement, with the balance paid according to an
agreed schedule of payments. The payments will be mostly in
cash, with some small part of it paid in properties.
The BCDA is the government agency that overseas the
redevelopment of former military bases. Camp John Hay is a
former U.S. military rest and recreation center in the mountain
resort city of Baguio.
NEGROS NAVIGATION: Regulator Meeting Scheduled on March 5
---------------------------------------------------------
The regular meeting of the Board of Directors of Negros
Navigation Company, Inc. will be on March 5, 2003, at which at
least a majority of the members of the Board of Directors was
present and acting throughout, the Board approved the calling of
the annual meeting of the stockholders of the Corporation on
April 30, 2003. The record date therefore was set on April 10,
2003.
For more information, go to
http://www.pse.org.ph/html/disclosure/pdf/dc2003_0651_NN.pdf
PHILIPPINE LONG: CEO Clarifies Net Income Forecast
--------------------------------------------------
The Philippine Long Distance Telephone Co. (PLDT) responded to
the news article "PLDT sees P5.9B net income." PLDT President
and CEO, Mr. Manuel V. Pangilinan responded to a question
regarding analysts' estimates of PLDT's 2002 net income by
saying that he expected PLDT's 2002 net income to be at the
higher end of a range of P5.3 to P5.9 B.
Pangilinan stressed that PLDT would announce its full year 2002
audited financial results by March 25, 2003.
PHILIPPINE LONG: Interim Agreement With WorldCom
------------------------------------------------
Philippine Long Distance and Telephone Company (PLDT) has
entered into an interim agreement with WorldCom covering the
period from February 28 to March 31, 2003 in respect of
termination of WorldCom's U.S. outbound traffic to PLDT.
The interim agreement was entered into by the parties to provide
continuity of flow of traffic while they are in the process of
negotiating for new termination rates consistent with the Order
issued by the NTC dated February 7, 2003. The affectivity of the
new termination rates agreed by the parties shall retroact to
February 1, 2003.
For a copy of the press release, go to
http://bankrupt.com/misc/tcrap_pldt0306.pdf
=================
S I N G A P O R E
=================
DATACRAFT ASIA: Changes Management Team
---------------------------------------
Datacraft Asia Limited announced the following changes in
management team as part of streamlining of its human resources
and information technology operations.
Ms Lynette Saldanha is appointed as the Human Resource Director
of Datacraft with effect from 1 March 2003. This is in addition
to her function as Head of DD Way (a Dimension Data / Datacraft
Asia global transformation programmed). Ms Saldanha takes over
Mr Albert Yeung who will be relinquishing his position as Human
Resource Director.
Details of the new appointment are contained in a separate
announcement.
The function of information technology operations will be
assumed as part of the Professional Services Group in the
Company. Mr David Cheah has thus relinquished his position as
Chief Information Officer of Datacraft.
The $34.8 million loss that Datacraft Asia suffered for the 15-
month period to September was worse than GK Goh's expectation of
US$29.3 million loss, TCRAP reports. The disappointment stems
from lower revenue and EBITDA margin, and higher provisions for
writing down the value of the Company's i-commerce assets.
Offsetting these weaknesses was higher forex gains and lower
depreciation and amortization.
ELLIPSIZ LTD: Posts Notice of Shareholder's Interest
----------------------------------------------------
Ellipsiz Ltd. posted a notice of changes in substantial
shareholder Pau Ning Yu'g interests:
Date of notice to company: 05 Mar 2003
Date of change of interest: 03 Mar 2003
Name of registered holder: Pao Ning Yu
Circumstance(s) giving rise to the interest: Sales in open
market at own discretion
Information relating to shares held in the name of the
registered holder:
No. of shares which are the subject of the transaction: 50,000
% of issued share capital: 0.0253
Amount of consideration (excluding brokerage and stamp duties)
per share paid or received: S$0.125
No. of shares held before the transaction: 16,940,416
% of issued share capital: 8.5558
No. of shares held after the transaction: 16,890,416
% of issued share capital: 8.5305
Holdings of Substantial Shareholder including direct and deemed
interest
Deemed Direct
No. of shares held before the transaction: 0 16,940,416
% of issued share capital: 0 8.5558
No. of shares held after the transaction: 0 16,890,416
% of issued share capital: 0 8.5305
Total shares: 0 16,890,416
The Troubled Company Reporter-Asia Pacific reported that
Ellipsiz Limited posted a net loss of S$23.1 million for the
fiscal year 2002 ending in June, citing Kelive analysts.
Ellipsiz's cash position was also eroded by some S$15 million
from S$59.4 million to S$44 million as a result of the
significantly weaker operations.
Looking ahead, management stated that outlook for the Company
remains murky and it is currently working on a new business
model for the Advanced Packaging Solutions Group, which has a
burn rate of S$600k to S$800k per month for MicroFab alone.
ISOFTEL LTD: EGM Set for March 19
---------------------------------
The Extraordinary General Meeting of iSoftel Limited will be
held at Block 25 Kallang Avenue, #03-06 Kallang Basin Industrial
Estate, Singapore 339416 on 19 March 2003 at 11.00 a.m. for the
purpose of considering and, if thought fit, passing,
with or without modifications, the following resolutions:
AS ORDINARY RESOLUTIONS:
(1) The Transaction
That (i) the acquisition of the Vendor Shares; (ii) the
subscription for the New DPS Shares; (iii) the acquisition of
the Option Shares; (iv) the granting of the Loan; and (v) the
granting of the Shareholder's Loan on the terms and subject to
the conditions of the Agreement be and are hereby approved and
the Directors of the Company and each of them be and are hereby
authorized to execute and deliver all agreements, deeds or
documents or do all acts and things as they or he may consider
necessary or expedient to give effect to the Transaction or the
Agreement (as the case may be), in each case, with such
modifications (if any) as they or he shall think fit in the
interests of the Company.
(2) The Share Issue
That contingent upon the passing of Resolution No. 1 above, the
Directors of the Company be and are hereby authorized to issue:
(i) an aggregate of up to 26,405,870 new ordinary shares of
S$0.05 each in the capital of the Company credited as fully
paid-up to the Vendors (other than Mr Harry Fox) pursuant to the
terms and conditions of the agreement; and (ii) such number of
new ordinary shares of S$0.05 each in the capital of the Company
credited as fully paid-up to the Vendors (other than Mr Harry
Fox) pursuant to the terms and conditions of the Agreement,
notwithstanding that the issue thereof may take place after the
next or any ensuing annual general meeting of the Company. For
the avoidance of doubt, the issuance of the new ordinary shares
pursuant to this Resolution shall not be considered as part of
the shares issued pursuant to any general mandate given to the
Directors at any annual general meeting of the Company.
All capitalized terms used in this Notice, which are not defined
herein, shall have the same meanings ascribed to them in the
Circular to Shareholders dated 4 March 2003.
Notes:
1. A member of the Company entitled to attend and vote at the
Extraordinary General Meeting is entitled to appoint
a proxy to attend and vote in his stead.
2. A proxy need not be a member of the Company.
3. If a proxy is appointed, the proxy form must be deposited at
the registered office of the Company at 9 Raffles
Place, #12-01 Republic Plaza, Singapore 048619 not less than 48
hours before the time set for holding the
Extraordinary General Meeting.
The Board of Directors announced in September 2001 that the
first half-year results of the Company and Group are expected to
be worse than anticipated. The businesses of the Company and
Group, faced with significant slowdown in the telecommunications
industry, more particularly, in the US and Asian markets, have
declined substantially in the last two quarters. The Group also
is facing the growing trend of delayed investments from
customers who, in anticipation of the continued worsening
economic situation, have opted for prudence and prefer to defer
any new expansionary investment plans.
PRESSCRETE HOLDINGS: Appoints New Chairman
------------------------------------------
Masnet Announcement No. 60 on 3 March 2003 was related to the
appointment of Dr. Neo Roland Bah as Chairman / Chief Executive
Officer of Presscrete Holdings Ltd.
The Company clarified that Dr. Neo Roland Bah's shareholding in
the listed issuer and its subsidiaries should be 66.5 percent
(deemed) instead of 22.5 percent (deemed) as stated therein.
The Troubled Company Reporter-Asia Pacific reported that
Presscrete Holdings Limited posted a net loss of S$1.302 million
in the first half of 2002 from 3.254 million a year earlier due
to lower interest charges arising from the deconsolidation of
unit Ceramic Technologies Pte Ltd's debts.
Ceramic Technologies was placed under judicial management in
January 2002.
===============
T H A I L A N D
===============
EASTERN WIRE: Incurs 2002 Net Loss of Bt36.31M
----------------------------------------------
Eastern Wire Public Co., Ltd. performance for the year 2002
showed the net loss of Bt36.31 million compared to the
performance of last year, which had net profit of Bt1,434.17
million. Factors affecting the Company's performance are
specified as follows:
1. In 2001, Profit from the company and its subsidiary's debt
restructuring plan was recorded at Bt1,522.45 million, resulting
the company had net profit of Bt1,434.17 Million. However, there
was no record on such item in year 2002.
2. The total sales revenue rose from Bt421.95 Million in the
year 2001 to Bt467.65 Million in this year or increased 10.83%
due to the continuous increase for the demand of both
construction sector, particularly in the steel market, and
automobile sector since last year. The consequence the
government's policy of trying to stimulate spending of itself
and private section made demand of the total market for both
sectors 5% expanding. In 2002 the company had policy to increase
sales and production volume so as to cope with such increase of
demand, and to expand the company's market shares. In addition,
rising prices of finished goods, which was affected by
increasing of raw material and production cost, drove the sales
volume gone up.
3. The Company's Cost of goods sold increased Bt26.03 Million
from Bt403.68 Million in the year 2001 to Bt429.70 million in
year 2002 or rose 6.45%. The increase of Cost of goods sold was
mainly the consequence of increasing in sale volumes, as well as
increasing in prices of the cost of raw material from both local
and overseas sources
4. There was an additional Expense of liability from commitment
as co-debts amounting Bt26.54 million. As a company's creditor
filed a petition to the court to have the company's subsidiary
entered into the debt obligation, for which the company borrowed
money from him. Even though the case have still been pending in
the Court of First Instance, in 2002 the company was required to
note such item according to the accounting standard No 21.
5. Selling and administrative expenses decreased from Bt57.59
Million in the year 2001 to Bt50.89 Million in the year 2002 or
fell 11.64 % while increasing in sales volumes. As The company's
policy to pay high attention in controlling the company's
spending, resulting the company's expenses substantially
reduced. In addition, according to the Rehabilitation Plan
which was approved by the Central Court, the company's debts in
term of foreign currency was converted to Thai Baht, resulting
loss of currency exchange in 2002 reduced Bt7 million from the
previous year.
6. The company's Interest expenses decreased from Bt79.05
million in the year 2001 to Bt0.72 million in the year 2002 or
dropped 99.09%. Due to the Company's rehabilitation plan
approved by the Central Court in June 2001, the interest expense
from the financial institution was not clearly cut. Therefore,
only the expenses from normal trade account were noted.
As if the company's performance in 2002 showed worst off when
comparing with those of the previous year, however, the net
profit of the year 2001 was derived from the outcome of the
company's Debt Restructuring. In fact, the company's net losses
prior to profit from debt restructuring reduced from Bt88.28
million in the year 2001 to Bt36.31 million in this year or
decreased 58.87%. It obviously showed some improvement of the
performance from both sales revenue and controlling costs. In
year 2003 despite of uncertainty of some factors such as oil and
raw material rising prices and War, with the government's
economy policy and protection policy for Thailand market, the
company still expects further growth rate in demand of both
construction and automobile sector.
Finally the Company is still making every effort to increase
sale volume and reduce costs in order to generate profit,
increase capability for competition and maximize the company's
benefit.
ITALIAN-THAI: 2002 Operating Results Shows Bt6,336.33M Profit
-------------------------------------------------------------
Italian Thai Development Public Company Limited informed that
its operating results for the year 2002 showed a net profit of
Bt6,336.33 million, which is an increase of more than 20 percent
compared to the same period of 2001.
The reason for the increased revenue recognized from the
construction services is due to the increased number of the
construction projects. Gross margin also increases from its
abilities to reduce the cost of services.
Moreover, in 2002 its restructuring process has been completed,
which enable the Company to book gain for debt restructuring
amounting to Bt5,947.6 million.
NAKORNTHAI STRIP: Explain Auditor's 2002 F/S Disclaiming Opinion
----------------------------------------------------------------
With reference to the financial statement of Nakornthai Strip
Mill Public Company Limited for the year ended December 31,
2002, Maharaj Planner Company Limited, in its capacity as the
Plan Administrator of Nakornthai Strip Mill Public Company
Limited, posted the following explanation for the audit
opinions:
1. Auditor does not express an opinion on Creditors filed claims
significantly greater than the Company's account.
Explanation : The company is presently under the process of
rehabilitation under Central Bankruptcy Court of Thailand. The
claims filed against the Company by certain creditors greater
than the book are pending judgment of Official Receivers and
pending appeal under the Bankruptcy Court. However, the amount
of such claims are subject to payment schedule approved under
the restructuring plan. The final payment of the debts
are subject to the plan been effective upon fulfillment of
condition precedent.
At present, the company is in the process of fulfilling the
condition precedents. Hence the company has not adjusted any
additional liability for the excess claim.
2. Auditor does not express an opinion on "Deferred Charges"
Explanation : The deferred charges includes transaction cost
incurred in relation to issuance of some debt instruments. The
company's approved restructuring plan, calls for part of such
instruments to be converted to equity of the company. Such
conversion is also subjected to fulfillment of certain condition
precedent as per the approved plan. At present the company is in
the process of fulfilling the condition precedents. Hence, at
this point it is not possible to determine the amount of write
off necessitated against.
PREECHA GROUP: Books 2002 Debt Restructuring Profit of Bt181.38M
----------------------------------------------------------------
Preecha Group Public Company Limited, in reference to its
audited financial statement for the year 2002, stated
that the company and its subsidiaries have operations net profit
of Bt52.21 million. In comparison, the company had operations
net profit of Bt162.60 million at the year 2001.
The Company's debt restructuring process brought the company a
profit of Bt181.38 million in the year 2002, compared to the
debt restructuring profit of Bt470.64 million in 2001.
THAI PETROCHEMICAL: Renews Working Capital Facilities
-----------------------------------------------------
Effective Planners Limited (EPL), the Plan Administrator of Thai
Petrochemical Industry Public Company Limited (TPI), said
Wednesday that the Company was able to optimize production and
procurement of feedstocks due to the availability for the entire
year of US$79.67 million in additional working capital
facilities provided by TPI's Steering Committee of Creditors in
consultation with EPL.
These recently renewed facilities resulted in TPI being able to
run its refinery at an average of 97,000 barrels per day (bpd)
in 2002, compared to 67,000 bpd in 2001. The refinery has run at
an average of 98,000 bpd so far in 2003.
EPL's petrochemical experts, TPI's engineers and independent
consultants have concluded that production beyond these levels
for a sustained period of time would result in losses.
A widely used plant optimization tool supports these conclusions
for petrochemical producers called "PIMS" (Process Industries
Modeling System) which upon EPL's recommendation has been
upgraded and installed at the entire TPI refinery complex.
By incorporating PIMS monitoring functionality throughout the
operation together with data on feedstock and output prices,
this advanced linear program system helps to determine the most
efficient production levels, configuration and type of feedstock
required to optimize output.
"The necessary variables are inputted to PIMS which, by using a
complex array of sophisticated mathematical algorithms, produces
a plan for production which shows the plant configuration and
operating rates which will maximize the attainable profit for
the month in question. This is normally reviewed and adjusted
for feasibility by experienced planning personnel and eventually
an 'optimum' plan is agreed. This is a complex process and
cannot be achieved by 'gut-feel' or intuitive logic alone,"
stated Mr. Peter Gothard, Managing Director at Effective
Planners Limited.
These conclusions as well as margin enhancing improvements in
crude oil selection, inventory management and coordination
procedures follow EPL's implementation of a centralized
production planning group at TPI.
"As nearly 80 percent of TPI's costs originate from the complex
processes involved in buying and transporting raw materials, we
have always believed it imperative to generate greater
efficiencies in TPI's entire production planning network," added
Mr. Gothard.
TPI now has a new pricing committee, improved sales approval
procedures and sales management disciplines. A crude and
feedstock procurement committee was established to optimize key
purchasing decision-making.
Similar overhauls and upgrades aimed at making TPI's operations
more efficient have been introduced in the company's finance and
accounting departments. EPL has implemented concrete measures to
reduce the number of audit qualifications in the TPI and
subsidiaries consolidated financial statements; it has
established a Budget and Cost Review Committee to improve
management accountability, TPI's budget processes and assisted
in a general operating cost reduction program to increase gross
and net profit margins.
"We are continually reviewing all facets of TPI's operations to
ensure that the company is run efficiently, profitably and
safely. It is also important that the company take into
consideration any environmental impact of its operations in the
Rayong area and we have taken steps to ensure that TPI is
continually managed with a view to protecting the environment,"
stated Mr. Gothard.
EPL is the Plan Administrator of TPI and is a wholly-owned
subsidiary of Ferrier Hodgson, which operates throughout the
Asia Pacific region and specializes in financial restructuring,
corporate recovery, insolvency management and related services.
FH established a Bangkok office in March 1998. Since then, the
firm has developed a solid and growing presence in Bangkok with
50 specialists in diverse sectors including banking,
petrochemical, telecommunications, hotel, property and
transportation. In Thailand, FH has been involved in projects
acting for creditors (including major bank lenders) and
shareholders, with the total financial debts of transactions
exceeding US$12 billion.
CONTACT INFORMATION: Aziam Burson-Marsteller
James/Waraporn/ Satida
Tel. 0 2252 9871
TPI POLENE: Clarifies 2002 Financial Statements
-----------------------------------------------
TPI Polene Public Company Limited provided information regarding
the consolidated and the Company's financial statements for the
year ended December 31, 2002, which was audited by the auditor
of the Company.
The net operating results and the reclassification
of some transactions presented in the audited financial
statements have no material change from those in the preliminary
financial statements submitted on January 30, 2003.
TPI POLENE: Explains Auditors' Disclaimer Opinion
-------------------------------------------------
TPI Polene Public Company Limited (TPIPL) informed that
according to the SEC's recommendations, TPIPL have made the
adjustments to its financial statements and TPIPL's statutory
auditors have already audited and/or reviewed the restated
financial statements. The details of the adjustments to the
financial statements to comply with the generally accepted
accounting principles practiced in Thailand can be summarized as
follows:
1. Adjustments to the financial statements for the year 2000
2002
The adjustments made by TPIPL as per the statuary auditors'
report on November 15, 2002 are as follows:
1.1 Recording loss on impairment of an investment in the
related company in the consolidated and the Company's financial
statements for the year 2000 for the amount of Bt1,576 million.
1.2 Canceling income on the reversal of the accrued default
interest payable in the consolidated and the Company's financial
statements for the year 2001 for the amount of Bt2,068 million
and Bt1,931 million, respectively.
2. Adjustments to the financial statements for Q3/2002
TPIPL recorded loss on impairment of mixer trucks of TPIPL's
subsidiary, in the consolidated and the Company's financial
statements for Q3/2002 for the amount of Bt145.1 million as per
the statutory auditors' report on November 15, 2002.
However, the main reason that TPIPL's statutory auditors did not
express an opinion is directly related to the uncertainty of
TPIPL to continue as a going concern. In order to crystallize
this issue, TPIPL is in the process of equity fund raising for
the amount of at least US$180 million by way of public offering
during March 19-25, 2003. In the event that TPIPL is able to
successfully implement and complete its equity funds raising
within August 15, 2003 and if the TPIPL's financial statements
have not been significantly affected by other factors, the
statutory auditors will be able to express an opinion on TPIPL's
financial statements after the completion of the equity fund
raising.
In respect of the issue regarding the appraisal on TPIPL's
buildings and equipment, TPIPL hired the independent appraiser
to appraise the mentioned assets in November 1997. TPIPL
believes that the appraisal value is credible. According to the
accounting standards no. 32 in relation to property, plant and
equipment, TPIPL can reappraise the assets every 5 years, TPIPL,
therefore, will reappraise the mentioned assets in the year
2003. TPIPL believes that the reappraisal value in the year 2003
will not be much different from the existing appraisal value of
such assets as the current foreign exchange rate is not much
different from it was at the time of the appraisal in November
1997.
UNION MOSAIC: Issues Auditor's Disclaimer Opinion Add'l Info
------------------------------------------------------------
The Union Mosaic Industry Public Company Limited, in reference
to the dispatched Financial Statement as at December 31st, 2002
that has been audited by the Certified Public Accountant with
disclaimer of opinion, post additional explanation on Auditor's
Disclaimer of Opinion, as follows:
1. Subsidiaries that are audited by the other Certified Public
Account:
The company have manage its subsidiaries to prepare the
Financial Statement according to the same accounting standard
and accounting policy as the company by the year 2003.
2. The value's assessment of machines, which are not proceeded
by the Company:
Since machines are used especially for manufacturing floor tiles
and wall tiles, it is difficult to make an assessment and cost
very high. The Company has the opinion the estimated price is
reasonable and they are available for the expansion in the
future.
3. The present economic situation is improved, as it can be seen
from the Company's performance, which has shown decreased in
loss as compared with the year of 2001.
Trend of construction materials in the year of 2003 is heading
for the better result, meaning the Company will have no problem
to carry on the business. And total sales of the year 2002 have
been increased by 20 percent from the year of 2001.
* SET Lifts `SP', Replaces `NP' Sign
------------------------------------
Previously, the Stock Exchange of Thailand posted the "SP"
(Suspension) sign on the securities of the following listed
companies from 4 March 2003 because the companies have publicly
submitted the SET their audited financial statements for the
year ending 31 December 2002 with the Disclaimer of Opinion on
their financial statements. The SET has been waiting for the
clarification about making financial statements.
1. Eastern Wire Public Company Limited (EWC)
2. Asia Hotel Public Company Limited (ASIA)
3. Wongpaitoon Group Public Company Limited (WFC)
Currently, those companies have disseminated their financial
statements and the abovementioned clarification to investors
through the SET therefore, the SET has posted the "NP" sign
on their securities from the first trading session of 5 March
2003 until such time as those companies will submit their
amended financial statements or conclude that they are not
necessary to amend their financial statements. However, the SET
has still suspended trading of their securities until the
causes of delisting are eliminated.
* DebtTraders Real-Time Bond Pricing
------------------------------------
Issuer Coupon Maturity Bid - Ask Weekly change
----- ------ -------- --------- -------------
Asia Pulp & Paper FRN due 2001 1.0 - 2.0 0.0
Asia Pulp & Paper 11.75% due 2005 31.0 - 32.0 -0.5
APP China 14.0% due 2010 29.5 - 30.5 -0.5
Asia Global Crossing 13.375% due 2006 12.0 - 13.0 0.0
Bayan Telecom 13.5% due 2006 14.0 - 16.0 0.0
Daya Guna Sumudera 10.0% due 2007 2.5 - 4.5 0.0
Hyundai Semiconductor 8.625% due 2007 67.0 - 71.0 0.0
Indah Kiat 11.875% due 2002 36.0 - 38.0 0.0
Indah Kiat 10.0% due 2007 27.25 - 28.25 +0.25
Paiton Energy 9.34% due 2014 79.5 - 80.5 +0.25
Tjiwi Kimia 10.0% due 2004 23.0 - 24.0 +0.5
Bond pricing, appearing in each Friday's edition of the
Troubled Company Reporter - Asia Pacific, is provided by
DebtTraders in New York. DebtTraders is a specialist in global
high yield securities, providing clients unparalleled services
in the identification, assessment, and sourcing of attractive
high yield debt investments. For more information on
institutional services, contact Scott Johnson at 1-212-247-5300.
To view our research and find out about private client accounts,
contact Peter Fitzpatrick at 1-212-247-3800. Real-time pricing
available at www.debttraders.com
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 2003. All rights reserved. ISSN: 1520-9482.
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