/raid1/www/Hosts/bankrupt/TCRAP_Public/030710.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
A S I A P A C I F I C
Thursday, July 10 2003, Vol. 6, No. 135
Headlines
A U S T R A L I A
ADVANCED ENGINE: Posts 698 Capital Bidder's Statement
ASHBURTON MINERALS: Executes Share Sale Agreement With Delta
ASHBURTON MINERALS: General Meeting Fixed on July 29
AUSTRALIAN PLANTATION: Receives 327 Investment Applications
TOWER LIMITED: Issues Key Dates for Rights Issue
TOWER LIMITED: Applies LR 9.2 Waiver
TRANZ RAIL: Responds to Latest Toll Holdings Offer
TRANZ RAIL: Toll Revised Takeover Offer Document
UECOMM LIMITED: Signs $3M Contract With Metropolitan Fire
C H I N A & H O N G K O N G
AEON ENERGY: Winding Up Petition Slated for Hearing
G-PROP (HOLDINGS): Non-Exec Director Wong Tenders Resignation
HK CONSTRUCTION: Restructuring Long Stop Date Extended
KENTEL DEVELOPMENT: Winding Up Sought by Standard Chartered
NETSTAR INTERNATIONAL: Faces Winding Up Petition
I N D O N E S I A
ASTRA INTERNATIONAL: Signs US$226M SPA With Toyota Motor
ASTRA INTERNATIONAL: Undertakes Series II Debt Buyback
J A P A N
FUJITSU LIMITED: Aims to Cut Debt to Y1.5Tr This Year
FUJITSU LIMITED: New President Unveils Company Goals
MARUBENI CORPORATION: JCR Assigns BBB+ Rating
BUSSAN CREATIVE: Ex-Chief Arrested For Embezzlement
NIPPON TELEGRAPH: NTT Develops "CyberSquash" Internet Access
TOKAI CORPORATION: R&I Downgrades Rating to BB-
K O R E A
CHOHUNG BANK: Union Strike Costs W7.1B Damage
HYNIX SEMICONDUCTOR: E.U. Calls For 35% Duty on DRAM
HYNIX SEMICONDUCTOR: Receives Maverick Shipment From Nextest
SK GLOBAL: Liquidation Threat Angers Creditors
SK GLOBAL: Sovereign's Chandler Brothers Oppose Bailout
M A L A Y S I A
ANCOM BERHAD: Inks Agreements Clarification Addendum With Nylex
ASSOCIATED KAOLIN: Appoints Investigative Audit Firm
ESPRIT GROUP: Restructuring Plan MOU Terminated
FURQAN BUSINESS: Units' Administration, Moratorium Terminated
FURQAN BUSINESS: Inks Supplemental Profit Guarantee Agreement
GEORGE KENT: July 29 52nd AGM Scheduled
KRETAM HOLDINGS: Discloses June Production Figures
LAND & GENERAL: Inactive Unit Served Winding Up Petition
LIEN HOE: ICULS Conversion Admitted to Official List
NYLEX (MALAYSIA): Reaches Amendment Agreement With Ancom
NYLEX (MALAYSIA): SC Approves Unit's Proposed BBA Serial Bonds
PANCARAN IKRAB: Unit Faces Writ of Summons Over Unpaid Taxes
RNC CORP.: Economic Planning Unit OKs Proposed Modifications
SITT TATT: Provides SSA Termination Clarification
SPORTMA CORPORATION: Chi Keong Re-designated to Non-Exec Dir
SUNWAY BUILDING: Suntech Internal Restructuring Completed
TAP RESOURCES: KLSE Grants ICULS Listing, Quotation
TECHNO ASIA: Submits Monthly Report, SA Statutory Declaration
TRANSWATER CORP.: Appoints Bin Ahmad as Audit Committee Member
YCS CORPORATION: Monitoring Accountant Appointment Required
P H I L I P P I N E S
INTERNATIONAL CONTAINER: Appeals P1.0M SEC Fine
MANILA ELECTRIC: Rate Hike Petition Likely be Denied, ING
NATIONAL POWER: Creditors Refuse Debt Transfer Approval
NATIONAL POWER: Government Sells US$750-M Bonds For Napocor
NATIONAL POWER: PSALM Aims to Raise US$250M Bond Issue
UNITED COCONUT: PDIC Names Representatives to Board
* PDIC Issues Notice to Creditors of Closed Banks
S I N G A P O R E
CAB HOLDINGS: S&P Assigns Proposed Secured Bond 'B' Rating
CHARTERED SEMICONDUCTOR: Enters Manufacturing Deal With Infineon
SEATOWN CORPORATION: Unveils 1H02 Financial Statement
T H A I L A N D
AMARIN PLAZA: Articles of Association Amendment Approved
DATAMAT PUBLIC: SET Post `NP' Against Securities
ROYAL CERAMIC: Court Orders Business Reorganization Termination
- - - - - - - -
=================
A U S T R A L I A
=================
ADVANCED ENGINE: Posts 698 Capital Bidder's Statement
-----------------------------------------------------
698 Capital International Limited has this week served the
bidder's statement and offer in relation to its takeover bid for
all the ordinary shares in Advanced Engine Components Limited.
To see full copy of the Cash and Bidder's Statement, go to
http://bankrupt.com/misc/TCRAP_ACE0710.pdf.
According to Wrights Investors' Service, at the end of 2002,
Advanced Engine Components Limited had negative working capital,
as current liabilities were A$7.22 million while total current
assets were only A$3.99 million.
ASHBURTON MINERALS: Executes Share Sale Agreement With Delta
------------------------------------------------------------
Ashburton Minerals Limited is pleased to announce that it
executed Tuesday the formal Share Sale Agreement (SSA) with
Delta Gold Exploration (1995) Pty Ltd (Delta), a wholly owned
subsidiary of Placer Dome Asia Pacific Limited. The SSA reflects
the revised terms of the acquisition of the Drummond Basin Gold
Assets as announced to the Australian Stock Exchange on 30 April
2003.
In summary, the principal terms of the SSA are:
* The Company will acquire all the shares in Wirralie Mines
Pty Ltd (a wholly owned subsidiary of Delta), the owner of the
Drummond Basin Gold Assets;
* A $100,000 non-refundable deposit (paid);
* The Company will replace and maintain the unconditional
performance bonds on the Drummond Basin Tenements, totaling $2.6
million;
* The payment of a $2 million royalty, payable after the
first 50,000 ounces of gold produced at a rate of A$10/oz if the
spot gold price is A$560-600 and $20/oz if the spot gold price
is above A$600/oz;
* Settlement is conditional upon the Company raising $3.6
million through equity or debt financing or a combination of the
two;
* Settlement to take place on or before 31 July 2003.
ASHBURTON MINERALS: General Meeting Fixed on July 29
----------------------------------------------------
Notice is hereby given for a general meeting of Ashburton
Minerals Ltd (Ashburton or Company) to be held at The Celtic
Club, 48 Ord Street, West Perth, Western Australia, on
29 July 2003 at 10:00 in the morning (WST) (Meeting).
Special Business
That shareholders consider and, if thought fit, pass the
following resolutions (with or without modification) as ordinary
resolutions.
1. Issue of Shares pursuant to a Share Purchase Plan
That shareholders ratify the issue of 20.3 million fully paid
ordinary shares in the capital of the Company to various
shareholders pursuant to a share purchase plan, on the terms
set out in the Explanatory Notes.
2. Consolidation of Capital
That shareholders approve a consolidation of the issued capital
of the Company on a 1 for 15 basis and, where the consolidation
results in any security holder having a fractional entitlement,
that the security holder's entitlement be rounded up to the next
whole number.
Please note that all references to numbers of securities in the
Company contained in the following resolutions are on the basis
that the consolidation of capital, as contemplated in Resolution
2, has been effected (unless stated otherwise).
3. Issue of Shares pursuant to a Placement
That shareholders approve the issue of up to 23.34 million fully
paid ordinary shares in the capital of the Company at a price of
between 15 and 25 cents each, on the terms set out in the
Explanatory Notes.
4. Issue of Options to Loyal Shareholders
That shareholders approve the issue of up to 6 million options,
exercisable at between 15 and 25 cents each and expiring on 30
June 2006, to "loyal shareholders", on the terms set out in the
Explanatory Notes.
5. Issue of Shares pursuant to a Broker Placement
That shareholders:
i) approve the issue of up to 2 million fully paid ordinary
shares in the capital of the Company (on a post consolidation
basis); or
ii) subject to the broker placement being undertaken prior to
the Meeting and prior to the consolidation of capital being
effected, ratify the issue of up to 30 million fully paid
ordinary shares in the capital of the Company (on a pre
consolidation basis),
Ashburton Minerals Ltd Notice of General Meeting at a minimum
price equal to 80% of the average market price of the Company's
existing fully paid ordinary shares, on the terms set out in the
Explanatory Notes.
6. Issue of Securities to Macquarie
That shareholders approve the issue of up to 3,333,333 options,
exercisable at between 15 and 25 cents each and expiring on 30
June 2006, to Macquarie Bank Limited on the terms set out in the
Explanatory Notes.
7. Issue of Securities to Montt
That shareholders approve the issue of up to 400,000 fully paid
ordinary shares in the capital of the Company to Montt Capital
Pty Limited (or its nominees) on the terms set out in the
Explanatory Notes.
AUSTRALIAN PLANTATION: Receives 327 Investment Applications
-----------------------------------------------------------
Australian Plantation Timber Limited is pleased to announce that
the Company has received 327 applications for investment in its
2003 prospectus products.
These applications are for approximately 4,000 hectares of
timber applications, with $9.8 million in initial fees. A
proportion of this revenue, and associated costs, will be
accounted for in the financial year to 30 June 2004.
The Troubled Company Reporter - Asia Pacific reported on April
that Australian Plantation booked a profit after tax of $30.5
million for the six months ended 31 December 2002. The profit
comprised a once-off net gain of $30.7 million arising from the
cancellation of debts as part of the Deed of Company Arrangement
(DOCA) approved by creditors and shareholders in the first half
of 2002.
TOWER LIMITED: Issues Key Dates for Rights Issue
------------------------------------------------
The key dates applying to TOWER Limited's Rights Issue are
outlined below:
Existing Shares quoted `ex-Rights' on ASX: Monday 7 July 2003
Record Date (for calculation of entitlements): 5.00pm (NZ time)
Friday 11 July 2003
Opening date of Offer, Rights trading commences on NZX and ASX
and letters of entitlement sent to Shareholders: Monday 14 July
2003
Last letters of entitlement sent to shareholders: Tuesday 15
July 2003
Existing Shares quoted `ex-Rights' on NZX: Monday 14 July 2003
Quotation of Rights ceases on ASX: Monday 28 July 2003
Quotation of Rights ceases on NZX: Friday 1 August 2003
Closing Date for receipt of acceptances and renunciations with
payment due: 3:00pm (NZ time) Tuesday 5 August 2003
Allotment of new Shares and mailing of FASTER
statements/shareholding statements, and new Shares commence
trading on NZX: Thursday 7 August 2003
New Shares commence trading on ASX: Friday 8 August 2003
TOWER LIMITED: Applies LR 9.2 Waiver
------------------------------------
The Market Surveillance Panel has provided the following
announcement for release:
Background
On 3 July 2003 the Panel announced its decision concerning a
waiver from application of LR 9.2 to proposed underwriting
arrangements between TWR and Credit Suisse First Boston/First NZ
Capital Securities for the underwriting of a pro rata
renounceable 4 for 3 Rights Issue at an issue price of
NZ$0.90 per share. It is now proposed that Guinness Peat Group
plc (GPG) underwrite the rights issue (refer Panel announcement
of 7 July 2003). As with the Credit Suisse First Boston/First NZ
Capital Securities underwriting proposal, LR 9.2 would
potentially be triggered as a consequence of certain aspects of
the sub-underwriting arrangements between the GPG and certain
members of its proposed sub-underwriting syndicate.
Application
TWR has applied to the Panel for a waiver from application of LR
9.2 to proposed sub-underwriting arrangements between GPG and
its sub-underwriters. Certain of the proposed sub-underwriters
include some of TWR existing shareholders, one of whom was, in
the past six months, a substantial shareholder in TWR and
accordingly caught by LR 9.2.3(b). In addition, it
is possible that other sub-underwriters from whom GPG secure
commitments could, either prior to or during the rights trading
period, acquire further TWR shares - with the result that by the
time the sub-underwriting commitments are settled, these parties
could hold greater than 5% of the issued shares in TWR.
LR 9.2 applies to any Material Transaction, where a Related
Party is a party to that transaction, or at least one of a
related series of transactions of which the material transaction
forms part. It is proposed that certain Related Parties of TWR
enter into sub-underwriting arrangements with GPG, which
triggered LR 9.2. Accordingly TWR sought a waiver from LR 9.2.
Decision
The Panel has granted the waiver application to permit those
persons who are (or who may become during the rights trading
period) Related Parties of TWR by virtue of also being
substantial security holders (as defined in the Securities
Markets Act 1988) of TWR to enter into sub underwriting
arrangements with the underwriters subject to fulfillment of the
following conditions:
- the offering document for the proposed rights issue
specifically referring to the sub underwriting arrangements put
in place; and
- the independent directors of TWR certifying to the Panel
that the underwriting agreement is on arms length and commercial
terms and that all sub-underwriters are treated on the same
basis.
TRANZ RAIL: Responds to Latest Toll Holdings Offer
--------------------------------------------------
The board of Tranz Rail Limited confirmed Wednesday they had
received a renewed take-over offer from Toll Holdings.
Board Chairman Wayne Walden said the key point he would like to
make to shareholders is that the previous Toll offer and the
Target Company Statement (dated 7 July) sent out by Tranz Rail
have been overtaken by these latest events and therefore are no
longer relevant to the current circumstances.
"This is an entirely new take-over offer and so all previous
communication on past offers should be ignored.
"The board of Tranz Rail will now consider this offer and have
asked Grant Samuel & Associates to carry out a new appraisal on
this latest bid.
"Once that report is received, which will be later this month
then the company will communicate with shareholders.
"The Tranz Rail board will then make a recommendation focused on
the best interest of the company and shareholders," said Mr
Walden.
TRANZ RAIL: Toll Revised Takeover Offer Document
------------------------------------------------
Tranz Rail Limited has provided Toll Group (NZ) Limited's
revised Takeover Offer document.
Summary of Offer
On 7 July 2003, Toll Holdings Limited announced that its
subsidiary Toll Group (NZ) Limited (Offerer), would make a full
offer under the Code for all of the equity securities in Tranz
Rail Holding Limited (Tranz Rail) not already held by the
Offerer (Offer)
The key terms of the Offer are:
- cash consideration of 95 cents per ordinary share in Tranz
Rail
- conditional on receipt of acceptances, which take the
Offerer's voting rights in Tranz Rail to not less than 90%
- conational on Tranz Rail not disposing of any of its
material businesses or assets, or altering its existing debt or
capital structure
- conditional on consent under Overseas Investment
Regulations 1995
- Offer closes at 6.00pm on (closing date) unless extended.
UECOMM LIMITED: Signs $3M Contract With Metropolitan Fire
--------------------------------------------------------
Specialized fiber broadband carrier, Uecomm Limited, announced
Tuesday it had signed a contract worth more than $3 million over
a 10-year period with the Metropolitan Fire & Emergency Services
Board (MFB) in Melbourne.
The MFB is a community safety organization committed to working
in partnership with community stakeholder groups, emergency
service organizations and private industries to achieve a safer
Melbourne.
The contract will see Uecomm's MetroFibre service used as part
of a new MFB secure telecommunications network that links a
number of MFB points of interest throughout Victoria. The MFB
network will support a range of applications and services
ranging from interactive training to enhanced fire truck
dispatch.
The MFB secure network, will also provide MFB with sufficient
bandwidth to explore VoIP and viaoconference technologies.
According to a MFB representative, MetroFibre is ideally suited
to MFB as it allows the organization to operate its own private
optical network. "With Uecomm we're able to converge our
disparate networks into a single, consolidated network which
will result in improvements to information movement and
communications.
"This is a first. No other state fire brigade service has a data
communications network of this scope, size or capacity," said
MFB's representative.
Brendan Park, Uecomm's Products and Marketing Director said that
the deal further establishes Uecomm's position as one of
Australia's preferred fiber broadband carriers to business and
government.
"MFB's business required it to have an extremely reliable
network with the scalability to support multiple applications.
Our network provides MFB with extensive reach, combined with 24-
hour support from our network operations center," said Park.
MFB also manages a range of research, community awareness,
education and safety programs on fire and emergency prevention
and preparedness. With Uecomm's high-speed network, the
organization will be able to run multimedia applications for
training and education programs, further enhancing its status as
an award-winning community education department.
About MFB
The Metropolitan Fire Brigade (MFB) has 1,511 professional
firefighters staffing 47 strategically located fire stations and
specialist departments around the Melbourne metropolitan area.
There are also 226 technical and administrative employees
supporting the protection of property valued at close to $200
billion, vital community infrastructure and, during daylight
hours, around three million people.
The MFB is managed by the Metropolitan Fire and Emergency
Services Board (MFESB), constituted under the Metropolitan Fire
Brigades Act 1958. The organization's name and role changed
along with its Board and management structure following
amendments to the Act in 1997.
================================
C H I N A & H O N G K O N G
================================
AEON ENERGY: Winding Up Petition Slated for Hearing
---------------------------------------------------
The petition to wind up Aeon Energy Limited is set for hearing
before the High Court of Hong Kong on August 6, 2003 at 9:30 in
the morning.
The petition was filed with the court on June 16, 2003 by Bank
of China (Hong Kong) Limited whose registered office is situated
at 14/F., Bank of China Tower, No. 1 Garden Road, Central, Hong
Kong.
G-PROP (HOLDINGS): Non-Exec Director Wong Tenders Resignation
-------------------------------------------------------------
The board of directors of G-Prop (Holdings) Limited announces
that Mr. Wong Kwong Ho (Mr. Wong) has tendered his resignation
as an independent non-executive director of the Company due to
his health reason. The Securities and Futures Commission has on
7th July 2003 granted its consent to the resignation of Mr. Wong
as an independent non-executive director under Rule 7 of the
Hong Kong Code on Takeovers and Mergers and the resignation of
Mr. Wong will take immediate effect.
Upon Mr. Wong's resignation, there is one independent non-
executive director on the Board. An additional independent non-
executive director will be appointed by the Company as soon as
practicable in accordance with Rule 3.10 of the Rules Governing
the Listing of Securities on The Stock Exchange of Hong Kong
Limited.
The Board extends its appreciation to Mr. Wong for his past
contribution to the Company.
The Troubled Company Reporter - Asia Pacific reported last year
that the Company, which develops and invests in real estate,
narrowed its net loss 36% to HK$295.6 million, or HK$1.53 a
share, for the year to March 31 from HK$458.4 million, or
HK$7.61 a share, a year ago.
HK CONSTRUCTION: Restructuring Long Stop Date Extended
------------------------------------------------------
Reference is made to the announcements issued by the Board of
Hong Kong Construction (Holdings) Limited on August 27, 2003,
December 31, 2003 and March 31, 2003 regarding the Company's
debt restructuring agreement and standstill arrangements.
The Board would like to announce that as more time is required
to finalize the terms of the Company's debt restructuring and
standstill arrangements, the Company has requested for, and the
Steering Committee of the Banks has agreed to, a further
extension of the Long Stop Date from July 7, 2003 to July 21,
2003.
Further announcements will be made with regard to this matter as
and when appropriate.
KENTEL DEVELOPMENT: Winding Up Sought by Standard Chartered
-----------------------------------------------------------
Standard Chartered Bank is seeking the winding up of Kentel
Development Limited. The petition was filed on June 10, 2003,
and will be heard before the High Court of Hong Kong on July 30,
2003 at 10:00 in the morning.
Standard Chartered holds its registered office at 3rd Floor, 4-
4A Des Voeux Road Central, Hong Kong.
NETSTAR INTERNATIONAL: Faces Winding Up Petition
------------------------------------------------
The petition to wind up Netstar International (Hong Kong)
Limited is scheduled for hearing before the High Court of Hong
Kong on July 30, 2003 at 10:00 in the morning.
The petition was filed with the court on June 11, 2003 by China
Hi-Tech Group Company Limited whose registered office is
situated at 16-17 Floors, South Wing, China Merchants Plaza
(Shangai), 333 Chengdu Road North, Shanghai 200041, People's
Republic of China.
=================
I N D O N E S I A
=================
ASTRA INTERNATIONAL: Signs US$226M SPA With Toyota Motor
--------------------------------------------------------
Following PT Astra International Tbk (Astra) shareholders'
approval of 22 May 2003 on the plan to sell 46% of the shares in
PT. Toyota-Astra Motor owned by Astra to Toyota Motor
Corporation (TMC), a sale and purchase agreement of the said
shares was signed on 4 July 2003 with a price of US$226 million
(Toyota Divestment Transaction).
The Toyota Divestment Transaction is part of the Toyota business
restructuring, whereby, the Toyota business in Indonesia will be
handled through 2 (two) companies, i.e. distribution company
where Astra and TMC own 51% and 49% respectively; and
manufacturing company where Astra and TMC own 5% and 95%
respectively.
After the completion of the Toyota Divestment Transaction, Astra
will receive US$226 million of which 75%, after 30% tax
deduction or US$118.65 million, would be used to pay Astra's
debt, both Series II and III, in compliance with Astra's debt
restructuring agreement.
"After paying the debt using funds from this Toyota Divestment
Transaction and after other routine payments, it is estimated
that Astra's debt will further decrease to US$ 422.11 million
and Rp605.34 billion by the end of 2003", said Financial
Director of Astra, John Slack.
ASTRA INTERNATIONAL: Undertakes Series II Debt Buyback
------------------------------------------------------
PT Astra International Tbk (Astra) conducted a Debt Buyback
Program of its Series II debt, comprising bank loans and bonds,
both in Rupiah and US$ currencies, since 9 June 2003 pursuant to
the terms and conditions in Astra's debt restructuring
agreement. This Program was offered to all Astra's creditors and
closed on 27 June 2003.
On 8 July 2003, with due observance of its financial conditions,
Astra accepted the offers under the Program buying back an
amount of US$ 113.52 million and Rp7.67 billion at an average
price of 97.50%. The funds used for this Series II debt buyback
were generated from the recently completed Rights Issue.
"With the completion of debt buyback of Series II in July 2003
and Series III in February 2003, Astra's total debt has
decreased by US$123.81 million and Rp67.54 billion in 2003
excluding routine installment payment. The debt position as at
Wednesday has decreased to US$522.30 million and Rp756.71
billion from 31 December 2002's position of US$690 million and
Rp878.14 billion" said Financial Director of Astra, John Slack.
=========
J A P A N
=========
FUJITSU LIMITED: Aims to Cut Debt to Y1.5Tr This Year
-----------------------------------------------------
Computer giant Fujitsu Limited plans to cut group interest-
bearing debt to 1.5 trillion yen (US$12.7 billion) in the year
through March 2004, according to Reuters, citing Fujitsu
President Hiroaki Kurokawa. Kurokawa intends to turn around
Fujitsu, which has been hit by two straight annual net losses
due to a sharp downturn in capital spending for telecom
equipment and the bursting of the information technology (IT)
bubble in the United States.
FUJITSU LIMITED: New President Unveils Company Goals
----------------------------------------------------
Fujitsu Ltd.'s new President Hiroaki Kurokawa issued the
following statements:
As of June 24 I was appointed as Fujitsu's new President and
representative director, and it is my pleasure and privilege to
address you today (July 8, 2003). I'd like to use this
opportunity to explain my general approach to management and my
ambitions for the Company.
Fujitsu's basic mission has not changed: we seek to continually
create value for customers by providing comprehensive solutions
comprising high-quality products and services based on the most
powerful technologies.
I realize that our financial performance since the major
restructuring begun two years ago has been a matter of concern
for our customers and shareholders, and I apologize for that.
While there is no question that we have faced a challenging
business environment, we must not use these circumstances as an
excuse. It is important that we recognize the internal factors
that need improvement and address these areas. I want to
reassure our shareholders and customers that we are making every
effort to reassert Fujitsu's underlying strengths so as to
continue to earn your trust.
Fujitsu's two guiding principles have always been reliability
and creativity. Reliability is a matter of delivering products
of the quality that customers expect, when they expect them.
Creativity is a matter of creating real value for the customer.
I plan to redouble our commitment to these two principles.
I see three key management tasks ahead. The first is that we
must continue to enhance the profitability of our business.
Improving our manufacturing prowess requires that we take a hard
look not only at our production processes, but also at design,
procurement-in short, every process, in order to raise quality
and shorten development cycles. In addition, to realize our
future potential it is imperative that we further develop our
business globally, and for that we need to build an organization
for global expansion.
Second, I am fully aware that our balance sheet has
deteriorated, and we must reduce our interest-bearing
liabilities. To do so, we must first improve the profitability
of our business, but in addition we must make effective use of
our assets to more quickly restore our balance sheet to a solid
financial footing.
Third, we must constantly re-evaluate our business operations
and how we are conducting them. As the networked society expands
and evolves, it is becoming increasingly difficult for one
Company to cover everything by itself. Any Company that aspires
to keep pace with these changes needs to constantly be
reexamining its operating structure.
My management watchwords are customer focus, speed, and
simplicity. Our thoughts and energies need to be focused on the
customer and the front lines of our business. Our profitability
hinges on our performance in the front lines of sales, R&D, and
manufacturing. Many of the problems or issues that could impair
our profitability also originate there. My style is hands-on,
and I intend to regularly get out on the front lines myself,
seeing what works, and helping to fix what doesn't.
If we fall out of synch with our customers or markets, our
business will become irrelevant. I am determined, therefore, to
accelerate our responsiveness to changes in our markets and the
needs of our customers. In order to do so, we should strive to
simplify our management by making fuller use of networks.
I am confident that, by devoting ourselves to these key tasks,
we can quickly make Fujitsu a Company with even more dynamism
and vitality.
Thank you for your continued support.
Hiroaki Kurokawa
President & Representative Director
Fujitsu Limited
MARUBENI CORPORATION: JCR Assigns BBB+ Rating
---------------------------------------------
Japan Credit Rating Agency (JCR) assigned a preliminary BBB+
rating to the shelf registration of Marubeni Corporation.
Shelf Registration:
Maximum: Y500 billion
Valid: two years from July 8, 2003
RATIONALE:
Marubeni's earnings power improved due to cut in expenses as
well as withdrawal from unprofitable businesses. On the other
hand, its interest-bearing debt and total assets were reduced.
However, Marubeni still carries large amount of securities and
real estate against the amount of shareholders' equity.
Reductions in the risk assets are important issue for Marubeni.
It aims to increase the earnings and to improve the financial
structure by allocating the resources to core business areas.
Given the lackluster external environments both in Japan and
abroad and deflationary economy, JCR considers it necessary to
watch carefully the going of the plan.
BUSSAN CREATIVE: Ex-Chief Arrested For Embezzlement
----------------------------------------------------
The Metropolitan Police Department of Tokyo has arrested
Yasuteru Shigeta, a former President of Bussan Creative on
suspicion of embezzling some 134 million yen from corporate
funds in 1999 and 2000, Kyodo News reports. The Company is a
Tokyo-based auto parts importer currently undergoing liquidation
proceedings, and is searching for his accomplice.
NIPPON TELEGRAPH: NTT Develops "CyberSquash" Internet Access
------------------------------------------------------------
Nippon Telegraph and Telephone Corporation (NTT; Head Office:
Chiyoda-ku, Tokyo; President: Norio Wada) has developed
"CyberSquash," an Internet Access Platform that uses electronic
watermark technologies*1 developed by NTT Cyber Solutions
Laboratories (NTT-SL).
The recently developed "CyberSquash" is a new service platform
that makes use of watermark technologies, which in the past have
mainly been used in the field of copyright management. In this
system, watermarks indicating the URL for the desired homepage
are embedded in a printed image, enabling the user to
automatically navigate to the specified homepage simply by
reading that image with a Web camera or a mobile phone with an
i-appli*2 digital camera. Two types of software have been
developed for reading the watermarks: "Squash Reader: Active-X
version," which allows watermarks to be read automatically
simply by pointing the Web camera on a PC at the target image,
and "Squash Reader: i-appli version," which allows the user to
read watermarks by taking a picture of the target image using a
mobile phone equipped with a digital camera. The platform thus
supports Internet access from both PCs and mobile phones with
camera functions.
As corporate Internet applications become increasingly advanced
-- for example, with sales promotion campaigns tied into e-
commerce and homepages -- this platform is expected to see
applications in a broad range of fields, for example in
entertainment and as an effective means of leading users to
homepages via advertising media and various types of sales
promotion tools.
The CyberSquash platform will be provided for a period of
approximately six months, starting from July 8, via NTT-SL's
"Cyber Trial*3" service site (http://www.cyber-trial.com/).In
this trial, watermarks have been embedded in images on the site,
and users can access CyberSquash functions simply by pointing a
web camera at a printout of the image, or by taking a picture
using a mobile phone with a digital camera function. The first
1,000 users will receive a free "SquashCard" (PDF file) -- a
name card featuring a watermark (see attachment 1).
Through this trial, by gathering comments from users that try
the service, NTT hopes to verify the effectiveness and the
reliability of this technology in actual usage environments, and
at the same time to reflect these comments in research and
development that will form the foundations of new services.
1. Background to development of "CyberSquash"
Recently, URLs can be found in many media, including posters,
pamphlets, magazines, and Company profiles. These URLs make it
possible to provide more detailed information via the Internet,
including updated or related information that could not be
included in the print media. There are a number of problems with
this approach, however. For example, it is troublesome to have
to input the URL while reading the printed media, and in many
cases, only the URL for the top page is given when various
pieces of information are shown in the same media, so that
information is difficult to locate on the Web.
"CyberSquash" enables the user to link directly to the targeted
information from a variety of images on a printed page, arriving
at the desired information easily just by reading the image. It
is also possible to pick up related information from a poster or
sign some distance away by photographing the image using a
mobile phone equipped with a digital camera (see attachment 2).
2. Keys to related technologies
(1) Technology for reading electronic watermarks using PCs with
Web cameras
Electronic watermark technologies are used as security
technologies for copyright management and similar applications,
so there has always been a problem with security when providing
general users with software for reading such watermarks. NTT has
divided the electronic watermark reading and processing programs
into two parts, and located the key elements at the Technical
Center to ensure resistance to attacks. In this way, we have
made it possible to distribute user interface programs for
operating the system on regular terminals. We have also
developed the program in the terminals in ActiveX Control*4
format, so that users can read electronic watermarks using only
a Web browser without having to install any special programs.
(2) Technology for reading electronic watermarks using mobile
phones with digital cameras
There have been many problems with attempting to equip camera-
type mobile phones with functions for reading electronic
watermarks, as a result of limitations in processing capacity
and memory volume. Conversely, when using methods in which
photos taken using mobile phones are sent to a server one at a
time to have the watermarks read by the server, in most cases
problems with the camera functions or the photographic
conditions prevented the watermarks from being read correctly.
We have developed an i-application that makes it possible to use
commercial camera-type mobile phones as electronic watermark
readers, by modifying watermark embedding and reading methods
for camera-type mobile phones, but with a limited scope of
application.
3. How to use "CyberTrial"
Anybody can use "Cyber Trial" by accessing the top page and
registering as a user. For details on procedures and the system
environment required to use CyberSquash, please refer to the
CyberSquash manual on the trial site:
[http://squash.cyber-trial.com/howto.html]
4. Outline of "SquashCard" present
The first 1,000 visitors to the "CyberSquash" site who wish to
do so can obtain a "SquashCard" (pdf file) name card containing
a watermark. If the user prints out the SquashCard and
distributes it to friends, those friends can register on a
homepage by taking a picture of the SquashCard using a camera-
type mobile phone with a "Squash Reader" installed, and can then
read a message hidden on the web site. This message can be
changed at any time on a PC, enabling a wide range of
information to be shared.
5. Future Developments
NTT will continue its research and development activities with a
view toward full-scale provision of CyberSquash. By creating a
bridge between the real world and the cyber world using cameras
with digital camera functions, which are becoming increasingly
popular, we will promote research and development that will form
the foundations for services that will offer more fun and
convenience for users, and work with the various companies in
the NTT Group to achieve new ASP*5 services that incorporate
these technologies.
The employee pension fund of the Nippon Telegraph and Telephone
Corp. (NTT) group applied with the Ministry of Health, Labor and
Welfare on Friday for approval to return the portion of assets
it manages on behalf of the government, according to TCR-AP. The
application, by one of the largest employee pension funds in
Japan, is expected to accelerate moves to return the
substitution portions to the government triggered by the
prolonged slump in the stock market.
TOKAI CORPORATION: R&I Downgrades Rating to BB-
-----------------------------------------------
Rating and Investment Information, Inc. (R&I) has removed the
following ratings of Tokai Corporation and has downgraded them
as follows:
ISSUER: Tokai Corp. (TSE Code: 8134)
Senior Long-term Credit Rating
R&I RATING: BB-
(Downgraded from BB+; Removed from the Rating Monitor scheme)
Long-term Bonds (1 Series)
ISSUE: Bonds Rated Issue Date Redemption Issue Amount (Mn)
Unsec. Conv. Bonds No. 4 Oct 03, 1994 Mar 31, 2004 Yen 10,000
R&I RATING: B+
(Downgraded from BB; Removed from the Rating Monitor scheme)
RATIONALE:
Since seriously entering the ADSL (Asymmetric Digital Subscriber
Line) business, Tokai Corp.'s deficits in income and free cash
flow have been expanding. Earnings forecasts for this industry
have become even more uncertain due to intensified competition
for customers. Even in Tokai's main business of LPG, competition
from other energy sources has become intense, and the future
business environment outlook is not optimistic. R&I has
Determined that it is highly probable that the important
management task of improving the financial structure will be
delayed further by continued expansion of the IT and
Communication business, and the senior long-term credit rating
has been downgraded from BB+ to BB-. Furthermore, due to the
excessive level of interest-bearing debt, the rating of Tokai
bonds was downgraded to B+, reflecting subordination of one
notch.
Tokai is involved in many businesses in addition to the sale of
LPG for household use, such as IT and communication services,
construction, and real estate. It is one of the largest
companies in Japan in its main business of LPG, and customer
numbers are steadily increasing. However, on top of intensifying
competition from other LPG companies, power companies, and
utility gas companies, Tokai has been increasing levels of
investment involving the acquisition of existing supply licenses
as customer numbers have risen, and consequently ability to
generate cash flow has remained weak. Tokai is continuing a high
level of investment in the telecommunications field, for example
the ADSL business, which requires a large amount of expenditure
in order to obtain customers because of intensified competition.
The size of the free cash flow deficit has also been expanding
since the full-scale entry into the ADSL business. In the year
ending March 2003, appraisal losses on investments in securities
also contributed to the posting of a 6 billion yen consolidated
net loss, and consolidated retained losses expanded to 12.7
billion yen.
In terms of the ADSL business, Tokai has announced a policy of
continuing to expand its aggressive activities to obtain
customers. Competition for customers between businesses is
intense, and the competitive environment is expected to become
even fiercer in future. The possibility that the number of new
customers and the level of charges will continue to be lower
than anticipated cannot be denied. Devoting management resources
to this high-risk industry has increased business risk for the
group as a whole compared to previous levels. While Tokai has
announced a policy of moving ahead with the large-scale
rationalization of the LPG business from fiscal 2003 onwards, it
will not be easy to achieve both an expansion of the IT and
communication business, with its mounting costs, and improvement
of the financial structure. Considering the financial damage
that has occurred to date, and the future competitive
environment for each business, R&I has determined that
considerable time will be needed in order for drastic financial
improvement to take place.
=========
K O R E A
=========
CHOHUNG BANK: Union Strike Costs W7.1B Damage
---------------------------------------------
Last month's strike by Chohung Bank's union is estimated to have
caused the bank 7.1 billion won (US$6 million) in damage, the
Korea Herald reports. About 3.4 billion won of the total losses
stemmed from a run on deposits during the four-day walkout,
while the inability of the bank to process foreign exchange
transactions slashed the banks' profit by 1.2 billion won.
Chohung also spent some 2.4 billion won in hiring substitute
workers and staging a number of events to attract customers. It
cost the bank an additional 1 billion won to raise interest
rates to recover withdrawn deposits.
HYNIX SEMICONDUCTOR: E.U. Calls For 35% Duty on DRAM
----------------------------------------------------
The European Commission (EC) has made a final decision that
Hynix Semiconductor Inc. should be assessed a duty of about 35
percent on imported DRAMs as a penalty for accepting what the EC
found to be illegal Korean government subsidies, EBN News
reports.
The member countries will vote on the recommendation by late
August. The action comes after the U.S. Commerce Department last
month imposed a 44.71 percent duty against Hynix. The U.S.
International Trade Commission will decide by the end of this
month if the U.S. DRAM industry has been injured, determining
whether the tariff will be enforced.
HYNIX SEMICONDUCTOR: Receives Maverick Shipment From Nextest
------------------------------------------------------------
Nextest Systems Corporation, a leader in the manufacture of
automatic test equipment (ATE) for cost-sensitive
semiconductors, announced the shipment of several Maverick test
systems to Hynix Semiconductor Inc., of Seoul, South Korea.
Hynix, a leading worldwide foundry for DRAM and Flash
semiconductors, will utilize the systems to further develop
their Data Storage Flash memory devices, which will be used in a
number of consumer appliances. Typical applications for Data
Storage Flash include PDAs, digital cameras, MP3 players and a
variety of other digital storage products.
"After a thorough evaluation of test systems, we selected
Nextest and their Maverick test solution because we believe
their applications expertise, system reliability and technology
will help us to bring our products to market sooner," stated
G.H.Bae, Managing Director of Flash Product Development for
Hynix Semiconductor Inc.
Robin Adler, Chief Executive Officer for Nextest, stated, "We
are honored to have Hynix as a new customer and excited that our
Maverick systems have been selected by such a highly recognized
leader in the production of memory semiconductors. With the
expected growth in flash technologies, we look forward to a
long-term relationship with Hynix, and continuing our
collaboration to provide test solutions that reduce both time to
market and test costs."
About Hynix
Hynix, based in Seoul, is globally recognized as one of the
world's largest manufacturer of DRAMS, flash memories, modules,
and systems integrated circuits used worldwide. In addition,
Hynix is also leading in developing ADT (Advanced DRAM
Technology), the next generation in DRAM technology. Currently,
Hynix offers a full range of products from 4M to 512M sync, EDO
to DDR, and from memory modules for Desktop PCs, to low-
power/miniaturized memory products for digital consumers. Hynix
also offers memory modules for high-end servers. Through its
global manufacturing network Hynix is securing a position as a
well-respected DRAM supplier to customers worldwide.
About Nextest
Nextest Systems Corporation is the low-cost leader in the design
and manufacturing of ATE for non-volatile memory, micro-
controllers, ASIC and System-on-a-chip (SOC) semiconductors. Its
products uniquely address the growing demand for increased
speeds, reliability, functionality and capacity, while reducing
time to market and the cost of test. Nextest has approximately
900 systems installed worldwide. Further information is
available at www.nextest.com.
CONTACT:
GEM Design & Public Relations (for Nextest)
Connie Graybeal, 408/871-1052
cberar1@aol.com
SK GLOBAL: Liquidation Threat Angers Creditors
----------------------------------------------
Foreign creditors expressed anger after their South Korean peers
threatened to liquidate SK Global unless they accept an offer to
buy out their loans to the Company at a discounted rate by July
18, AFP Online reported Tuesday. Representatives of foreign
creditors and South Korean creditors will meet again in Hong
Kong on July 8 to try to hammer out their differences.
"This is outrageous. They tell us to take it or leave within 10
days," an executive of a foreign bank in Seoul said on condition
of anonymity.
Hana Bank, the leading local creditor, has warned that foreign
creditors could recover only 10 percent of their loans should SK
Global be placed under court receivership. SK Global's crisis
began earlier this year when the firm admitted to inflating
earnings by more than 1.2 billion dollars in 2001 to hide
losses.
SK GLOBAL: Sovereign's Chandler Brothers Oppose Bailout
-------------------------------------------------------
Richard and Christopher Chandler, owners of investment fund
Sovereign Asset Management, emphasized their objection to SK
Corporation's provision of financial help to its trading unit SK
Global, Asia Pulse reported Monday. Sovereign became the largest
shareholder of SK Corporation in March by purchasing a 14.99-
percent stake in the nation's largest oil refiner.
Last month, 50 domestic SK Global creditors approved a bailout
plan involving a debt-for-equity swap of between 2.3 trillion
and 2.4 trillion won (US$1.9 billion-2.0 billion). The remaining
portion of debts will be refinanced as long-term loans with
annual interest of 5 percent. The bailout package included SK
Corp.'s 850 billion won debt-to-equity swap for the troubled
trading unit, triggering Sovereign's objection.
===============
M A L A Y S I A
===============
ANCOM BERHAD: Inks Agreements Clarification Addendum With Nylex
---------------------------------------------------------------
Ancom Berhad refers to the announcements made on 3 September
2002 and 20 February 2003 in relation to the Proposed Disposals
of the entire issued and paid-up share capital of four (4)
wholly-owned subsidiaries of Ancom, namely Perusahaan Kimia
Gemilang Sdn Bhd (PKG), Fermpro Sdn Bhd (Fermpro), Kumpulan
Kesuma Sdn Bhd (Kesuma) and Wedon Sdn Bhd (Wedon), to Nylex
(Malaysia) Berhad (Nylex) for a total sale consideration of
RM64,427,000 to be satisfied by the issuance of 64,427,000 new
ordinary shares of RM1.00 in Nylex at an issue price of RM1.00
per share credited as fully paid-up (Proposed Disposals).
Aseambankers Malaysia Berhad (Aseambankers) on behalf of the
Board of Directors of Ancom, is pleased to announce that Ancom
and Nylex had entered into an addendum (Addendum) on 7 July 2003
to vary or amend (for the purpose of clarity) certain terms and
conditions of the conditional sale and purchase agreement dated
3 September 2002 (Conditional SPA) and supplemental agreement
dated 20 February 2003 (Supplemental Agreement), which are as
follows:
(i) the condition precedent on the requirement to obtain the
approval of the shareholders of Ancom at a general meeting for
the proposed capital reduction by Nylex has been removed;
(ii) the period for the fulfilment of the condition precedent
to obtain the approval of the shareholders of Nylex at a general
meeting for the proposed capital reduction by Nylex must be met
within twelve (12) months from the date of the Conditional SPA
or such later date(s) as Ancom and Nylex may mutually agree in
writing and if the condition precedent above is not fulfilled
for any reason whatsoever within the twelve (12) months period
above, and has not been waived by the parties to the Conditional
SPA in writing, the Conditional SPA shall be deemed to be
terminated and shall be null and void and of no effect, and
neither party to the Conditional SPA shall have any claim
against the other save and except for any antecedent breach of
the Conditional SPA;
(iii) Nylex shall not be obliged to proceed with the purchase
of all the shares in the Chemical Companies (being PKG, Fermpro,
Kesuma and Wedon) if, inter-alia, the aggregate net profit after
taxation (PAT) of the Chemical Companies (excluding any
corporate overheads and management charges and including 30% of
the PAT of Ancom Kimia Sdn Bhd (AK)) based on their audited
accounts for the financial year ended 31 May 2003 (including the
audited accounts of AK), or if not available, the management
accounts for the financial year ended 31 May 2003 (including the
management accounts of AK) is less than RM7.575 million; and
(iv) Ancom shall not be obliged to proceed with the sale of
all the shares in the Chemical Companies if, inter-alia, the
aggregate net PAT of Nylex and its subsidiaries (other than
Tamco Corporate Holdings Berhad and its subsidiaries and
associated companies and Zonson Sports (Malaysia) Berhad and
excluding any corporate overheads and dividend income from Car
Seats (Malaysia) Sdn Bhd) based on the audited accounts for the
financial year ended 31 May 2003, or if not available, the
management accounts for the financial year ended 31 May 2003 is
less than RM9 million.
The amendments referred to in (iii) and (iv) above are not a
variation to the terms and conditions of the Conditional SPA and
the Supplemental Agreement but are amendments for the purpose of
clarity to provide for absolute figures of the amount of the PAT
of the Chemical Companies as at 31 May 2003 and the amount of
the PAT of Nylex as at 31 May 2003, both of which can now be
determined. Save for the above, all the other terms and
conditions as set out in the Conditional SPA and Supplemental
Agreement remain.
ASSOCIATED KAOLIN: Appoints Investigative Audit Firm
----------------------------------------------------
Associated Kaolin Industries Berhad (Special Administrators
Appointed) refers to the announcement made on 12 May 2003 in
relation to the Proposals, comprising:
i. Proposed Capital Reduction;
ii. Proposed Termination of Aki's Outstanding Warrants
1996/2005;
iii. Proposed Share Exchange of 5,465,023 Ordinary Shares of
RM1.00 each in AKI (Aki Shares) on the basis of one (1) Ordinary
Share of RM1.00 each in Greatpac Holdings Berhad (GHB) (GHB
Shares) for every one (1) AKI Share (Proposed Share Exchange);
iv. Proposed Renounceable Rights Issue of up to 16,395,070
New GHB Shares on the basis of three (3) New GHB Shares for
every one (1) existing GHB share held after the Proposed Share
Exchange at an issue price of RM1.00 per GHB Share (Proposed
Rights Issue);
v. Proposed Special Bumiputera Issue (SBI) of 25,000,000 New
GHB Shares to Bumiputera investors at an issue price of RM1.00
per GHB Share (Proposed SBI);
vi. Proposed Acquisition of the entire equity interest in
Greatpac Sdn Bhd (GPSB) by GHB for a total consideration of
RM72,000,000 to be satisfied by the issuance of 72,000,000 New
GHBb Shares at an issue price of RM1.00 per GHB Share (Proposed
GPSB Acquisition);
vii. Proposed Acquisition of the entire equity interest in
Success Profile Sdn Bhd (Success Profile) by GGB for a total
consideration of RM17,727,272 to be satisfied by the issuance of
17,727,272 New GHB Shares at an issue price of RM1.00 per GHB
Share (Proposed Success Profile Acquisition);
viii. Proposed Debt Restructuring of AKI;
ix. Proposed Waiver from Undertaking a Mandatory General
Offer (Proposed Waiver); and
x. Proposed Transfer of Listing Status of AKI To GHB
(Proposed Transfer Listing).
On behalf of AKI, Commerce International Merchant Bankers Berhad
wishes to announce that AKI had on 4 July 2003 appointed Messrs
BDO Binder as the independent audit firm to carry out the
investigative audit on the losses incurred by AKI and its
subsidiaries pursuant to one of the conditions imposed by the
Securities Commission via its letter dated 7 May 2003. The
investigative audit is to be completed within six (6) months
from the date of the appointment.
ESPRIT GROUP: Restructuring Plan MOU Terminated
-----------------------------------------------
Esprit Group Berhad refers to the announcement dated 6th June
2003 in relation to the Memorandum of Understanding (MOU) that
was entered between the Company and Dato' Nik Mohamed Din Bin
Nik Yusoff, Encik Udani Bin Mohamed Daud, Mr Kuan Ah Hock and
Mr. Tee Kian Chon on 6th June 2003.
The Board of Directors wishes to announce pursuant to Clause 2.1
of the MOU, the MOU has ceased to be of further effect from 6th
July 2003 as the definitive restructuring agreement and the
relevant agreements for the acquisition of shares in the target
companies have not been executed within thirty (30) days as
provided for in the said MOU.
The Company, as and when new development arises, will announce
any further development of its restructuring plan pursuant to
Practice Note 4/2001.
FURQAN BUSINESS: Units' Administration, Moratorium Terminated
-------------------------------------------------------------
On behalf of the Board of the Directors of Furqan Business
Organisation Berhad, Alliance Merchant Bank Berhad is pleased to
announce that the Pengurusan Danaharta Nasional Berhad had via
two (2) of its letters dated 3 July 2003 terminated the
appointment of Mr Lim Tian Huat and Mr George Koshy of Messrs
Ernst & Young as Special Administrators of the following
subsidiary companies, the administration and the moratorium with
effect from 4 July 2003:
(i) Austral Amalgamated Berhad (AAB)
(ii) FBO Land (Setapak) Sdn Bhd (formerly known as Danau Kota
Development Sdn Bhd);
(iii) Likas View Sdn Bhd; and
(iv) FBO Land (Serendah) Sdn Bhd (formerly known as Profound
View Sdn Bhd).
With this termination, FBO is in full control of the AAB and its
subsidiaries.
FURQAN BUSINESS: Inks Supplemental Profit Guarantee Agreement
-------------------------------------------------------------
Referring to the announcement dated 5 June 2003 in relation to
the Profit Guarantee provided by the vendors of Eastern Biscuit
Factory Sdn Bhd (EBF) to Furqan Business Organisation Berhad
(FBO).
Alliance Merchant Bank Berhad is pleased to announce that FBO,
Austral Amalgamated Berhad (Special Administrators Appointed)
(AAB), the vendors of EBF, namely Teong Hoe Holding Sdn Bhd,
Forad Management Sdn Bhd and Dato' Tan Kok Hwa (collectively
referred to as the "Guarantors") and Universal Trustee Berhad
(Stakeholder), have entered into a supplemental profit guarantee
agreement with FBO, AAB and the Stakeholder on 4 July 2003
(Supplemental Agreement) to vary the relevant terms of the
profit guarantee agreement that was entered into between FBO,
AAB, the Guarantors and the Stakeholder on 13 November 2002
(Profit Guarantee Agreement).
The salient terms and conditions of the Supplemental Agreement
are as follows:
(a) The Guarantors unconditionally and irrevocably jointly
and severally guarantee FBO and AAB and their successors-in-
title and assigns that the audited profit before tax (PBT) of
EBF shall not be less than:
(i) RM9.235 million for the financial year ending 31
December 2003;
(ii) RM14.780 million for the financial year ending 31
December 2004; and
(iii) RM18.314 million for the financial year ending 31
December 2005;
(b) Save as amended, all other terms and conditions of the
Profit Guarantee Agreement remain in full force and effect and
shall be read and construed as one instrument and the
Supplemental Agreement shall be deemed to be part of and
incorporated into the Profit Guarantee Agreement.
GEORGE KENT: July 29 52nd AGM Scheduled
--------------------------------------
George Kent (Malaysia) Berhad wishes to inform that its Fifty
Second Annual General Meeting will be held on Tuesday 29 July
2003 at 11:00 a.m. at the Registered Office, George Kent
Technology Centre, Lot 1115, Batu 15 Jalan Dengkil, 47100
Puchong, Selangor Darul Ehsan.
Click http://bankrupt.com/misc/TCRAP_George0710.docto see the
full text of the Notice of the Fifty Second Annual General
Meeting.
KRETAM HOLDINGS: Discloses June Production Figures
--------------------------------------------------
June 2003 Production Figures of Kretam Holdings Berhad Group:
FFB Production 10,663 MT
CPO Production 2,224 MT
Palm Kernel Production 549 MT
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. However to
rationalise its operations, KHB had on 9 November 2001 entered
into an agreement to dispose its interest in Innosabah
Securities to Olympia Industries Bhd (OIB's) subsidiary, Jupiter
Securities Bhd. The agreement with OIB, was however, lapsed on
30 June 2002. Currently, the Company and OIB are still in
negotiations and an announcement will be released to KLSE in due
course.
On 5 April 2002, KHB has proposed a debt-restructuring scheme,
which will entail a proposed capital reconstruction and a
proposed fund-raising exercise. Submission to the relevant
authorities for the restructuring scheme was made on 23 May
2002. Approval from the FIC was obtained on 29 July 2002 and the
conditional shareholders were obtained at an EGM convened on 23
October 2002.
CONTACT INFORMATION: Lot 6, Block 44, Leboh Tiga
90000 Sandakan, Sabah
P.O Box 1292, 90008 Sandakan
Sabah
Tel : 089-218999
Fax : 089-275111/275777
LAND & GENERAL: Inactive Unit Served Winding Up Petition
--------------------------------------------------------
The Directors of Land & General Berhad (L&G) wish to inform the
Exchange that L&G Resort Sdn Bhd (LGR), a wholly-owned
subsidiary of L&G, was served with a Winding-Up Petition on 4
July 2003 in respect of a claim of RM87,977.00 by Gala Frontier
Sdn Bhd (GFSB. The hearing date for the Winding-Up Petition has
been fixed on 10 September 2003.
The claim made by GFSB is in relation to monies payable for boat
services, transportation and diesel charges rendered to LGR. The
said claim does not include any interest. On 9 May 2003, GFSB,
through its solicitors had served a notice under Section 218 of
the Companies Act, 1965 demanding payment of RM 87,977.00.
LGR disputes the claim. The claim was never tried and therefore,
no Court Order was obtained in respect to it. On 19 May 2003,
LGR had, via its solicitors responded to the said notice
disputing the amount claimed and requested for proof of the said
claim. Despite the response made by LGR, GFSB proceeded to
present the Winding-Up Petition to the High Court of Malaya at
Kuala Lumpur on 3 June 2003 and served it on 4 July 2003.
LGR has instructed its solicitors to oppose the Winding-Up
Petition.
Financial Impact arising from the Winding-Up Petition
LGR ceased operations with effect from March 2001 and has since
remained dormant. The total cost of investment by L&G in LGR is
RM2. The cost of investment and inter-company advances has been
fully provided for in prior years. As such, the Directors are of
the opinion that the Winding-Up Petition on LGR will not have
any significant financial impact on the L&G Group.
LIEN HOE: ICULS Conversion Admitted to Official List
----------------------------------------------------
Kindly be advised that the Lien Hoe Corporation Berhad's
additional 250,509 new ordinary shares of RM1.00 each issued
pursuant to the Conversion of RM250,509 Nominal Value of 5 Year
2% 2002/2007 Irredeemable Convertible Unsecured Loan Stocks into
250,509 New Ordinary Shares (Conversion) will be granted listing
and quotation of the Kuala Lumpur Stock Exchange with effect
from 9:00 a.m., Thursday, 10 July 2003.
COMPANY PROFILE
Originally the Company (LHC) and its subsidiaries were engaged
in the manufacture and trading of building materials. In 1982
and 1983, Peak Hua Holdings Bhd (PHH), a company involved in
real estate and securities investment, acquired the majority
shareholding in LHC. LHC then embarked upon a restructuring
exercise, which resulted in diversification into property
development in June 1983. Distribution of scientific/medical
supplies was added in mid 1988 as was the manufacture of
kitchen cabinets and knock down furniture. In 1988 the Company
ceased to be a subsidiary of PHH.
Subsequent to a scheme of financial restructuring in 1990, LHC
branched into property investment and management through
acquisitions. Over the years, LHC has also ventured into timber
logging and hotel property.
Currently, the Group is in the process of implementing a
proposed restructuring scheme which comprises capital reduction
and share consolidation; acquisition of Billiontex Industries
Sdn Bhd, Rusella Teguh Sdn Bhd and Atria Properties Sdn Bhd;
restricted offer for sale; debt restructuring; and rights issue
of warrants. The scheme was approved by the SC on 30 .5.2000
and shareholders of the Company on 23 November 2000.
CONTACT INFORMATION: 18th Floor, Menara Lien Hoe
No. 8, Persiaran Tropicana
Tropicana Golf & Country Resort
47410 Petaling Jaya
Tel : 03-7805 1331;
Fax : 03-7805 3112
NYLEX (MALAYSIA): Reaches Amendment Agreement With Ancom
--------------------------------------------------------
Nylex (Malaysia) Berhad refers to the announcements dated 3
September 2002 and 20 February 2003 in relation to the Proposed
Reorganization Scheme, involving the following:
- Proposed Capital Reconstruction, comprising the Proposed
Capital Reduction, Proposed Capital Distribution and Proposed
Share Consolidation;
- Proposed Acquisitions; and
- Proposed Exemption.
Pursuant thereto, Alliance Merchant Bank Berhad, on behalf of
Nylex, wishes to announce that Ancom Berhad (Ancom) and Nylex
have entered into an Addendum dated 7 July 2003 to vary or amend
(for purposes of clarity) the following terms and conditions in
the Share Sale Agreement dated 3 September 2002 (Conditional
SPA) and Supplemental Agreement dated 20 February 2003
(Supplemental Agreement):
(a) The condition precedent on the requirement for approval
of the general meeting of Ancom for the Proposed Capital
Reduction is removed;
(b) The condition precedent requiring the approval of the
general meeting of Nylex for the Proposed Capital Reduction must
be fulfilled within twelve (12) months from the date of the
Conditional SPA or such later date(s) as Nylex and Ancom may
mutually agree in writing and if the condition precedent above
is not fulfilled for any reason whatsoever within the twelve
(12) months period above, and has not been waived by the parties
to the Conditional SPA in writing, the Conditional SPA shall be
deemed to be terminated and shall be null and void and of no
effect, and neither party to the Conditional SPA shall have any
claim against the other save and except for any antecedent
breach of the Conditional SPA;
(c) In order to establish if Nylex shall be obliged to
proceed with the purchase of the shares in the Acquiree
Companies (being Perusahaan Kimia Gemilang Sdn Bhd, Fermpro Sdn
Bhd, Kumpulan Kesuma Sdn Bhd and Wedon Sdn Bhd), it must now be
determined whether the aggregate profit after taxation of the
Acquiree Companies (adjusted to exclude any corporate overheads
and management charges and including the thirty percent (30%)
profit after taxation of Ancom Kimia Sdn Bhd ("Ancom Kimia")
attributable to Perusahaan Kimia Gemilang Sdn Bhd) as set out in
the audited accounts of the Acquiree Companies (including the
audited accounts of Ancom Kimia) for the financial year ended 31
May 2003, or if such audited accounts are not yet available, the
Acquiree Companies management accounts (including the management
accounts of Ancom Kimia) for the financial year ended 31 May
2003, falls below RM7.575 million instead of merely making a
determination based on the latest available management accounts
of the Acquiree Companies (including the management accounts of
Ancom Kimia) and profit after taxation for the financial year
ended 31 May 2003; and
(d) In order to establish if Ancom shall be obliged to
proceed with the sale of the shares in the Acquiree Companies,
it must now be determined whether the aggregate profit after
taxation (adjusted to exclude any corporate overheads and
dividend income from Car Seats (Malaysia) Sdn Bhd) of the Nylex
Due Diligence Companies (being Nylex and its subsidiary
companies (other than Tamco Corporate Holdings Berhad and its
subsidiary and associated companies and Zonson Sports (Malaysia)
Berhad)) as set out in the audited accounts of the Nylex Due
Diligence Companies for the financial year ended 31 May 2003, or
if such audited accounts are not yet available, the Nylex Due
Diligence Companies' management accounts for the financial year
ended 31 May 2003, falls below RM9 million instead of merely
making a determination based on the latest available management
accounts of the Nylex Due Diligence Companies and profit after
taxation for the financial year ended 31 May 2003.
The amendments referred to in (c) and (d) above are not a
variation to the terms and conditions of the Conditional SPA and
the Supplemental Agreement, but are amendments for purposes of
clarity to provide for absolute figures of the amount of the
profit after taxation of the Acquiree Companies as at 31 May
2003 and the amount of the profit after taxation of Nylex as at
31 May 2003, both of which can now be determined. Save for the
above, all the other terms and conditions as set out in the
Conditional SPA and Supplemental Agreement remain in effect.
NYLEX (MALAYSIA): SC Approves Unit's Proposed BBA Serial Bonds
--------------------------------------------------------------
Pursuant to the announcement on 27 May 2003 in relation to the
Proposed Issue of up to RM80.0 million Nominal Value of Bai'
Bithaman Ajil Serial Bonds (Proposed BBA Serial Bonds) by Tamco
Corporate Holdings Berhad (Tamco), a wholly owned subsidiary of
Nylex (Malaysia) Berhad.
Alliance Merchant Bank Berhad, on behalf of Nylex (Malaysia)
Berhad, is pleased to announce that the Securities Commission
has on 3 July 2003, approved Tamco's Proposed BBA Serial Bonds.
The proceeds of Tamco's Proposed BBA Serial Bonds will be
utilized as follows:
(i) up to RM60.0 million for part settlement of the inter-
company loans due to its parent company, Nylex; and
(ii) the balance for meeting working capital requirements of
Tamco and issuance expenses of this proposed fund raising
exercise.
PANCARAN IKRAB: Unit Faces Writ of Summons Over Unpaid Taxes
------------------------------------------------------------
A Writ of Summons has been served on RC Consultancy Sdn Bhd (a
wholly owned subsidiary of Pancaran Ikrab Berhad) by Kerajaan
Malaysia in respect of unpaid taxes for RM2,321,374.44 together
with interest at 8% per annum, cost and other relief.
The Company has appointed Messrs. Chin Hin Lam & Anthonysamy as
its solicitors to file for appearance and is in the process of
discussion with its solicitors on the possible course of actions
to be taken.
An appropriate announcement will be made in due course.
RNC CORP.: Economic Planning Unit OKs Proposed Modifications
------------------------------------------------------------
RNC Corporation Berhad (Special Administrators Appointed)
refers to the earlier announcements dated 18 April 2003, 22 May
2003 and 13 June 2003, in relation to the modifications to the
Proposed Corporate and Debt Restructuring (Proposed Scheme)
(Proposed Modifications).
On behalf of the Special Administrators of RNC, OSK Securities
Berhad wish to announce that the Economic Planning Unit had via
its letter dated 3 July 2003 approved the Proposed
Modifications.
The Proposed Modifications are still subject to the approvals of
the following authorities:-
i) the Securities Commission; and
ii) the Foreign Investment Committee.
SITT TATT: Provides SSA Termination Clarification
-------------------------------------------------
Pursuant to Sitt Tatt Berhad's announcement dated 2 July 2003,
the Directors wish to clarify certain issues pertaining to the
termination of the Share Sale Agreement between MISL &
Associates Sdn Bhd and the Company dated 10 September 2001
(SSA).
The Profit Guarantee Agreement (PGA) dated 23 January 2002
between the Company and MISL and Associates Sdn Bhd (MISL)
stipulates that MISL is obligated to ensure that CEM Machinery
Pte. Ltd, PMI Plating Services Pte Ltd and Pyramid Manufacturing
Pte Ltd (which are the newly acquired wholly-owned subsidiaries
and collectively referred to as "Acquired Companies") shall
achieve a guaranteed profit of RM69.3 million for 3 financial
years.
MISL has by their solicitors' letter dated 23 June 2003 to the
Company alleged that the appointment of additional directors
onto the board of the Acquired Companies was an interference on
their management and therefore, MISL is not bound under the
terms of the PGA. The Company maintains that the stance taken by
MISL is misconceived and further constitutes a breach and
repudiation of the PGA and SSA. The PGA is an essential feature
in the acquisition of the Acquired Companies. As such, the
Company is of the view that MISL's repudiation of the PGA
entitles the Company to terminate the SSA.
It is a term of the SSA that the Company is entitled to demand
from MISL, the return of the 125,125,000 Ordinary Shares and
34,138,000 Irredeemable Convertible Preference Shares
(collectively referred to as "New Shares"). The Company has
issued a demand to MISL for the return of the New Shares on 2
July 2003. Upon MISL's failure to comply with the said demand,
legal action was commenced on 3 July 2003. On the same day, the
Company obtained from the Court, an interim injunction against
MISL on the following terms:
a) MISL and/or its agents are restrained from selling,
transferring or otherwise dealing with the New Shares and
further;
b) MISL and/or its agents are restrained from exercising all
or any rights pertaining to the New Shares.
SPORTMA CORPORATION: Chi Keong Re-designated to Non-Exec Dir
------------------------------------------------------------
Sportma Corporation Berhad posted this Change in Boardroom
Notice:
Date of change : 04/07/2003
Type of change : Redesignation
Previous Position : Executive Director
New Position : Non-Executive Director
Directorate : Independent & Non Executive
Name : YAP CHI KEONG
Age : 51
Nationality : MALAYSIAN
Qualifications :
1. ASSOCIATE MEMBER OF THE CHARTERED INSTITUTE OF MANAGEMENT
ACCOUNTANTS IN UNITED KINGDOM.
2. CHARTERED ACCOUNTANT OF THE MALAYSIAN INSTITUTE OF
ACCOUNTANTS.
Working experience and occupation : EXTENSIVE EXPERIENCE IN THE
FIELD OF TREASURY MANAGEMENT, CORPORATE RESTRUCTURING AND
GENERAL MANAGEMENT AND IS CURRENTLY INVOLVED IN MANAGEMENT
CONSULTANCY.
Directorship of public companies (if any) :
TAP RESOURCES BERHAD
GRAND HOOVER BERHAD
TAT SANG HOLDINGS BERHAD
Family relationship with any director and/or major shareholder
of the listed issuer : NIL
Details of any interest in the securities of the listed issuer
or its subsidiaries : NIL
Remarks : The office of Mr Yap Chi Keong as Executive Director
has been vacated with effect from 4 July, 2003 and consequent
thereto, Mr Yap Chi Keong has been redesignated as Independent
Non-Executive Director of the Company from the date thereof.
Last week, the Troubled Company Reporter - Asia Pacific reported
that the total default by Sportma on the principal sum plus
interest as at 31 May 2003 amounted to RM235,762,861.29.
Sportma, in respect of revolving credit facilities, trade
financing and overdraft utilizes the default payment.
SUNWAY BUILDING: Suntech Internal Restructuring Completed
----------------------------------------------------------
Further to the announcements dated 13 May 2002, 27 June 2002, 26
August 2002, 18 September 2002, 28 October 2002, 31 October
2002, 14 November 2002, 10 January 2003, 24 March 2003, 14 April
2003, 17 April 2003, 21 April 2003, 26 May 2003, 29 May 2003, 18
June 2003 and 23 June 2003 in relation to the Suntech Corporate
Restructuring Exercise, Hwang-DBS Securities Berhad (Hwang-DBS),
on behalf of the Board of Directors of Sunway Building
Technology Berhad (Board) wishes to announce that an application
had been made by the brokers (acting for SunInc and the
respective parties) to the Kuala Lumpur Stock Exchange (KLSE)
for the approval of the crossing of the Put Options.
Consequently, Suntech, Sunway Holdings Incorporated Berhad
(SunInc), Sunway Construction Berhad (SunCon), Sun-Block PMI Sdn
Bhd, Dolomite Berhad (DB), Mr. Lim Beng Keat, Mr. Huang Jen
Soong and Mr. Wilson Chan had on 7 July 2003 mutually agreed to
waive as one of the conditions precedent set out in the
Restructuring Agreement dated 13 May 2002 (as amended, modified
and supplemented by Supplemental Restructuring Agreement dated
27 June 2002 and Further Supplemental Restructuring Agreement
dated 14 April 2003), the approval of the KLSE for the crossing
of the Options Warrants in the event of the exercise of the Call
Options (Call Option Crossing Approval).
By virtue of the aforesaid waiver, Hwang-DBS, on behalf of the
Board is pleased to announce that:
(i) all conditions precedent to the Suntech Corporate
Restructuring Exercise set out in the Restructuring Agreement
dated 13 May 2002 (as amended, modified and supplemented by
Supplemental Restructuring Agreement dated 27 June 2002 and
Further Supplemental Restructuring Agreement dated 14 April
2003) have been duly fulfilled and satisfied and/or deemed to
have been duly fulfilled and satisfied;
(ii) all conditions precedent to the Disposal of Sunway
Machineries Services Sdn Bhd (SMSB) and Transfer of Suntech
Liabilities to SunCon as set out in the Sale and Purchase
Agreement dated 27 June 2002 between Suntech, Sun-Block PMI Sdn
Bhd and SunCon (SPA-SunCon) have been duly fulfilled and
satisfied and/or deemed to have been duly fulfilled and
satisfied;
(iii) all conditions precedent to the Divestment of City
Leader Sdn Bhd (City Leader) to SunInc as set out in the Sale
and Purchase Agreement dated 27 June 2002 between Suntech and
SunInc (SPA-SunInc) have been duly fulfilled and satisfied
and/or deemed to have been duly fulfilled and satisfied; and
(iv) all conditions precedent to the Acquisition of DB as set
out in the Share Sale Agreement dated 27 June 2002 between
Suntech, Mr. Wilson Chan (in his capacity as the company
secretary of DB and as duly authorized agent for the
shareholders of DB other than Mr. Lim Beng Keat and Mr. Huang
Jen Soong), Mr. Lim Beng Keat and Mr. Huang Jen Soong (SSA-DB)
have been duly fulfilled and satisfied and/or deemed to have
been duly fulfilled and satisfied;
Pursuant thereto, the Restructuring Agreement (as amended,
modified and supplemented by Supplemental Restructuring
Agreement dated 27 June 2002 and Further Supplemental
Restructuring Agreement dated 14 April 2003), SPA-SunCon, SPA-
SunInc and SSA-DB are and shall be deemed to have become
unconditional and that the parties concerned shall proceed to
give effect to, implement and complete the Suntech Corporate
Restructuring Exercise at the time and in accordance with the
relevant agreements and approvals.
In conjunction to the above, the Board is pleased to inform that
Suntech's Internal Restructuring, the Disposal of SMSB and
Transfer of Suntech Liabilities to SunCon, the Divestment of
City Leader to SunInc have duly been completed.
Notice of Offer
In conjunction to the above and in compliance with Section
33B(2) of the Securities Commission Act, 1993 and Part II of the
Malaysian Code on Take-Overs and Mergers, 1998, Hwang-DBS on
behalf of the Board has on 7 July 2003 served a Notice of Offer
to the Board of Directors of DB, to acquire from the two (2)
remaining shareholders of DB, namely, Ng Eng Kok and Huang Jen
Yau (Holders of the Offer Shares), who did not participate in
the Acquisition of DB, for their entire collective shareholdings
of 103,149 ordinary shares of RM1.00 each (Offer Share(s))
representing an aggregate of approximately 0.18% of the total
issued and paid-up share capital of DB, not already owned by
Suntech (Offer), for a cash offer price of RM3.388 for every one
(1) Offer Share OR the issuance of 3.388 new Suntech Shares for
every one (1) Offer Share held by the Holders of the Offer
Shares.
The terms and conditions of the Offer are set out in the Notice
of Offer dated 7 July 2003, a copy of which can be found at
http://bankrupt.com/misc/TCRAP_Suntech0710.doc.
TAP RESOURCES: KLSE Grants ICULS Listing, Quotation
---------------------------------------------------
Kindly be advised that TAP Resources Berhad's RM31,841,589
nominal value of 2% 3 Year Irredeemable Convertible Unsecured
Loan Stocks 2003/2006 (ICULS) issued pursuant to the Debt
Restructuring will be admitted to the Official List of the Kuala
Lumpur Stock Exchange and the listing and quotation of these
ICULS on the Second Board under the "PN 4 Condition' sector will
be granted on a "Ready" basis pursuant to the Rules of the
Exchange with effect from 9:00 a.m., Thursday, 10 July 2003.
The Stock Short Name, Stock Number and ISIN Code of the ICULS
are "TAP-LA", "7038LA" and "MYL7038LAG62" respectively.
The Conversion Price of the ICULS have been fixed at RM1.00 per
share.
The Conversion Period of the ICULS shall commence from 30 June
2003 and end at the close of business at 5:00 p.m. on 29 June
2006.
Kindly also be advised that the ICULS are prescribed securities.
Dealings in the ICULS shall be carried out in accordance with
the Securities Industry (Central Depositories) Act, 1991 and the
Rules of Malaysian Central Depository Sdn Bhd.
Kindly also be reminded that only "free securities" can be
utilized for settlement of trades involving the aforesaid ICULS.
TECHNO ASIA: Submits Monthly Report, SA Statutory Declaration
-------------------------------------------------------------
Pursuant to PN4/2001 in relation to paragraph 8.14 of the
Revamped Listing Requirements of the Kuala Lumpur Stock Exchange
(KLSE), Techno Asia Holdings Berhad, being an affected listed
issuer wishes to announce that in compliance with the obligation
imposed under the said practice note, the monthly report for the
month of June 2003 accompanied by the statutory declaration duly
executed by the Special Administrators had been submitted to the
KLSE on 7th July, 2003.
COMPANY PROFILE
On 2 February 2001, Pengurusan Danaharta Nasional Berhad
appointed Special Administrators (SAs) to the Company.
The financial statements are prepared on a going concern basis,
which is dependent on the outcome of the workout proposal to be
prepared by the SAs to enable the Group and Company to continue
as a going concern.
On 6 August 2001, the SAs entered into a conditional MOU with
Semai Warnasari Sdn Bhd and Dr Yu Kuan Chon with the intention
of setting the key areas of understanding on a corporate
restructuring exercise pending the finalization and approval of
the Workout Proposal.
On 2 February 2001, SAs were appointed for the sub-subsidiary
Prima Moulds Manufacturing Sdn Bhd. On 30 April 2001, SAs were
also appointed for the following subsidiaries; Mount Austin
Properties Sdn Bhd (formerly known as Westmont Mount Austin Sdn
Bhd), Cempaka Sepakat Sdn Bhd, Ganda Edible Oils Sdn Bhd, Litang
Plantations Sdn Bhd, Wisma Dindings Sdn Bhd, Ganda Plantations
(Perak) Sdn Bhd and Techno Asia Venture Capital Sdn Bhd
(formerly known as Westmont Venture Capital Sdn Bhd).
The Company carried on the business of cultivating and
processing oil palm in its early days. The Company later evolved
into an investment holding company with subsidiaries involved in
property development, investment holding, oil palm plantations
and power generation.
The Company changed its name to Techno Asia Holdings to better
reflect its current activities and business as an investment
holding company with diversified business.
The oil palm operations are based in Teluk Intan, Perak and
Lahad Datu, Sabah. The main property development activity is in
the 1,276-acre Taman Mount Austin in Johor Bahru comprising
light industrial, commercial and residential development.
Overseas, the Company is involved in the supply of electricity
to Mombasa in Kenya, Ecuador, Bangladesh and Dominican Republic.
CONTACT INFORMATION: Palm Kernel 1122
No. 17-2, Jalan 5/152
Taman Industri OUG
58200 Kuala Lumpur
Tel : 03-7782 5575
Fax : 03-7783 5575
TRANSWATER CORP.: Appoints Bin Ahmad as Audit Committee Member
--------------------------------------------------------------
Transwater Corporation Bhd issued this Change in Audit Committee
Notice:
Date of change : 07/07/2003
Type of change : Appointment
Designation : Member of Audit Committee
Directorate : Independent & Non Executive
Name : Dato' Mohd Salleh Bin Ahmad
Age : 62
Nationality : Malaysian
Qualifications : Bachelor of Arts (2nd Class Honours),University
of Malaya
Working experience and occupation : Dato' Mohd Salleh began his
career with the Ministry of Finance as Assistant Secretary in
1966. He was promoted to Principal Assistant Secretary in 1969
and was the Deputy Head of Division prior to his departure in
1988. Thereafter he joined the Ministry of Defense and was the
Director of Establishment and Services prior to his current
appointment as the Chief Executive Officer of KOSAS in 1991.
Dato' Mohd Salleh is also a Director in several private
companies.
Directorship of public companies (if any) : Nil
Family relationship with any director and/or major shareholder
of the listed issuer : Nil
Details of any interest in the securities of the listed issuer
or its subsidiaries : Nil
Composition of Audit Committee (Name and Directorate of members
after change) :
1) Lim Hock Chye (Independent Non-Executive) (Chairman)
2) Lee Kok Chuan (Non-Independent Non-Executive)
3) Dato' Mohd Salleh Bin Ahmad (Independent Non-Executive)
The Troubled Company Reporter - Asia Pacific reported last month
that the Securities Commission (SC) has on 18 June 2003,
approved TCB's application in respect of the extension of time
till 24 December 2003 to complete the Proposed Rights Issue with
Warrants and Proposed Transfer of Listing Status. The "Corporate
Proposals" collective refers to:
(1) Acquisition of 100% Equity Interest in Berjaya Systems
Integrators Sdn Bhd by TCB;
(2) Mandatory Offer to Acquire the Remaining 49% Equity
Interest in Hyundai-Berjaya Sdn Bhd;
(3) Proposed Rights Issue With Warrants;
(4) Increase in Authorized Share Capital; and
(5) Proposed Transfer of Listing Status to the Main Board of
the Kuala Lumpur Stock Exchange.
YCS CORPORATION: Monitoring Accountant Appointment Required
-----------------------------------------------------------
YCS Corporation Berhad announced that the auditors have
expressed disclaimer opinion in respect of the Company's and
Group's going concern in its audited accounts for the financial
year ended 30 June 2001. Accordingly, the Company is considered
to be an affected listed issuer pursuant to Paragraph 2.1(c) of
Practice Note No. 4/2001 [PN 4/2001] of the Kuala Lumpur Stock
Exchange Listing Requirements [Affected Listed Issuer]
This announcement serves as the "First Announcement" by the
Company as prescribed in PN4/2001.
OBLIGATIONS OF YCS CORPORATION BERHAD PURSUANT TO PN 4/2001
Persuant to the Practice Note No.4/2001, YCS, as an affected
lister issuer, is required to comply with the following:
(i) Announce the status of its plan to regularize its
financial condition on a monthly basis until further notice from
the KLSE;
(ii) Announce its compliance or failure to comply with a
particular obligation imposed pursuant to PN 4/2001, as and when
such obligation becomes due;
(iii) Submit monthly reports to the KLSE, accompanied by a
statutory declaration by directors;
(iv) Make an announcement to KLSE of a plan to regularize its
financial condition within six (6) months from the date of the
First Announcement;
(v) Submit its plan to regularize its financial condition to
the relevant authorities for approval, including the Securities
Commission (where applicable), within two (2) months from the
date of the announcement mentioned in (iv) above; and
(vi) To obtain all approvals necessary for the implementation
of its plan to regularize its financial condition within four
(4) months from the date of submission of such plan for
approval.
CONSEQUENCE OF NON-COMPLIANCE WITH THE OBLIGATIONS
In the event the Company fails to comply with any of the
obligations imposed on by the Exchange under the PN 4/2001, YCS
may be regarded as a Company whose financial condition does not
warrant continued trading and/or listing.
APPOINTMENT OF MONITORING ACCOUNTANT
The company is required to appoint a monitoring accountant
within two weeks from the date of the First Announcement to
fulfills the criteria set out in paragraph 6.1(b) of PN4/2001.
STATUS OF PLAN TO REGUALARIZE FINANCIAL CONDITION
The company is in the process of formulating proposals to
regularize its financial condition.
=====================
P H I L I P P I N E S
=====================
INTERNATIONAL CONTAINER: Appeals P1.0M SEC Fine
-----------------------------------------------
The Securities and Exchange Commission's (SEC) corporation and
finance department had fined port operator International
Container Terminal Services Inc. (ICTSI) 1 million pesos for
failing to immediately disclose a plan to raise additional
capital, Business World reports.
But ICTSI Executive Vice-President Edgardo Q. Abesamis said the
application of the additional paid-in capital to retained
earnings was not effective until the SEC approved it. He said
right after the approval on June 5, the firm immediately
disclosed it on June 9. Abesamis said ICTSI is filing the appeal
on the department's erroneous order to the SEC commission en
banc, the highest policy making body of the corporate regulator.
MANILA ELECTRIC: Rate Hike Petition Likely be Denied, ING
---------------------------------------------------------
The Manila Electric Co. (Meralco) will ask for another rate
increase in the next six months, but the petition will likely be
denied because of the upcoming elections, reports the Business
World, citing European bank ING.
"With elections scheduled for May 2004, we acknowledge that
chances of another tariff increase in the next 12 months are
slim," ING said in a study.
ING said it expects Meralco's EBITDA for 2003 to fall to 8.279
billion pesos (US$155.13 million) from PhP9.067 billion in 2002.
But for 2004, its EBITDA is expected to rise to PhP10.798
billion, and further improve in 2005 to PhP11.059 billion. While
in 2006, Meralco's EBITDA could hit PhP16.71 billion.
Meralco has 5.5 billion pesos in short-term debts due on July
25, the Troubled Company Reporter-Asia Pacific reported
recently. It is working to extend the deadline on the debt,
which it owes to Citigroup, Bank of the Philippine Islands,
Equitable PCI Bank Inc., and Banco de Oro Universal Bank.
NATIONAL POWER: Creditors Refuse Debt Transfer Approval
-------------------------------------------------------
The Philippine government has failed to secure the approval of
National Power Corp.'s creditors for the transfer of its assets
and liabilities to the Power Sector Assets and Liabilities
Management Corp (PSALM), BusinessWorld newspaper reported,
citing PSALM President Edgardo Del Fonso. PSALM is the residual
Company, which will handle Napocor's remaining assets and
liabilities after the power firm is privatized.
Del Fonso said the government had extended the timetable for the
transfer to end-July from the original end-June deadline. He
explained creditors such as the Asian Development Bank want to
know what guarantees the Department of Finance will give to
PSALM for the 200-billion pesos worth of liabilities, which
would be transferred to the residual firm.
Under the Electric Power Industry Reform Act, the government
shall directly assume only 200 billion pesos of Napocor's debts.
The transfer of the assets and liabilities is a prerequisite for
the privatization of Napocor and the National Transmission Co.
NATIONAL POWER: Government Sells US$750-M Bonds For Napocor
-----------------------------------------------------------
The Philippine government sold US$750 million in bonds on
Tuesday, tapping international markets on behalf of a state-run
utility after the Company's own bond sale failed, ABS-CBN
reported Tuesday. The bond, set to mature in 2014, sold at a
spread of 461 basis points over comparable U.S. Treasuries. It
had a coupon of 8.25 percent, a price of 99.138 and a yield of
8.375 percent. J.P Morgan Chase, Citigroup and Deutsche Bank
managed the sale.
NATIONAL POWER: PSALM Aims to Raise US$250M Bond Issue
------------------------------------------------------
The Power Sector Assets and Liabilities Management Corp.
(PSALM), the agency in charged with the privatization of
National Power Corporation, plans to raise US$250 million via a
bond issue in the third quarter to complete Napocor's financing
requirements for 2003, according to Dow Jones. The announcement
comes just after the government raised US$500 million for
Napocor through a US$750 million global bond overnight Tuesday.
Napocor earlier withdrew its US$500 million global bond offering
- its third cancellation since last year - after investors
sought overly high spread premiums over the Philippines'
sovereign debt.
UNITED COCONUT: PDIC Names Representatives to Board
---------------------------------------------------
The Philippine Deposit Insurance Corp. (PDIC) has named their
eight representatives to the 15-man board of the United Coconut
Planters Bank (UCPB), led by incumbent Chairman Edward Go and
newly appointed President and Chief Executive Officer Jose
Querubin, the Philippine Star said Wednesday.
First to be named to the UCPB board were Go, Querubin and PDIC
director Norberto Nazareno, who will sit as one of the PDIC
representatives to the board of directors. On Tuesday, five more
names were added, led by veteran banker Deogracias Vistan,
former education secretary and Monetary Board member Armand
Fabella and veteran banker Ruben Almedras who used to head Rizal
Commercial Banking Corp. Also in the list of nominees were PDIC
director Rosalinda Casiguran and Noemi Javier who would sit as
"organic PDIC representatives".
Sources said the names have been approved by the PDIC and
submitted to the UCPB as well as the Bangko Sentral ng Pilipinas
(BSP), which would have to approve the nominations after they go
through the usual fit-and-proper examination of the Monetary
Board.
* PDIC Issues Notice to Creditors of Closed Banks
-------------------------------------------------
The Philippine Deposit Insurance Corporation (PDIC) announced
that pursuant to Monetary Board Resolutions (MBR) placing the
following banks under liquidation, notice is hereby given to all
creditors of these banks, including depositors and those whose
claims are under litigation, to file their claims within six
months from May 10, 2003 either with the Office of the
Liquidator at the PDIC building, 2228 Chino Roces Avenue
(formerly Pasong Tamo), Makati City or at the respective offices
of the closed banks.
MBR NO. DATE NAME OF CLOSED BANKS ADDRESS
143 30-Jan-03 Bangko Rural ng Minalabac San Francisco,
(Camarines Sur), Inc. Minalabac,Camarines
Sur
143 30-Jan-03 Cooperative Rural Bank Nuyda Avenue,
of Albay, Inc. Poblacion, Camalig,
Albay
404 20-Mar-03 Rural Bank of San Juan Ili Sur, San Juan,
(La Union), Inc. La Union
404 20-Mar-03 Rural Bank of Bislig Abarca St.,
(Surigao Del Sur), Inc. Mangagoy, Bislig
Surigao Del Sur
404 20-Mar-03 Meycauayan Rural Bank McArthur Highway,
(Bulacan), Inc. Calvario,
Meycauayan, Bulacan
Claim forms are available, free of charge, at the Office of the
Liquidator and at the closed banks' offices. A copy of the
complaint should be attached to the claims under litigation.
=================
S I N G A P O R E
=================
CAB HOLDINGS: S&P Assigns Proposed Secured Bond 'B' Rating
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' debt rating
to the proposed secured bonds due 2006, issued by CAB Holdings
Ltd. (CAB), a wholly owned subsidiary of First Pacific Co. Ltd.
(FPC). The size of the issue is expected to be up to US$165
million. CAB is a special purpose-vehicle that holds and
finances a 51.6% equity interest in PT Indofood Sukses Makmur
Tbk. (Indofood; B/Stable/--), a major Indonesian food processor.
The rating reflects the security over all the shares in Indofood
held by CAB and a debt-service reserve account, and ultimate
recourse, under a guarantee, to FPC. The guarantee by FPC is
only enforceable if the net proceeds from enforcement of the
security are insufficient to discharge all obligations due under
the bonds. If the aggregate market value of the Indofood shares
or other collateral is less than 200% of aggregate outstanding
principal amount of the bonds, the issuer is required to 'top
up' the collateral to 215%. Enforcement of the security over the
Indofood shares is subject to Indonesian legal jurisdiction,
which sometimes can be unpredictable.
As part of its analysis, Standard & Poor's reviewed the results
of FPC. FPC's main businesses include its 51.6% interest in
Indofood, a 24.3% interest in Philippine Long Distance Telephone
Co. (PLDT; BB/Stable/--), and an 80.6% interest in Metro Pacific
Corp. The Salim Group, a large Indonesian conglomerate, is the
largest single shareholder of FPC. FPC has a relatively weak
credit profile, reflecting weak liquidity and limited
discretionary cash flow relative to the heavy amount of group
debt. As at Dec. 31, 2002, its ratio of net debt to capital was
about 75%. The company is currently taking action to lengthen
its debt maturity profile.
Final ratings will be issued on satisfactory execution of
documents, including the discharge of existing security over the
shares in Indofood, and execution of security in favor of the
bondholders.
CHARTERED SEMICONDUCTOR: Enters Manufacturing Deal With Infineon
----------------------------------------------------------------
Chartered Semiconductor Manufacturing, one of the world's top
three dedicated semiconductor foundries, announced it has signed
a multi-year agreement to provide volume manufacturing for
Infineon Technologies AG.
The manufacturing agreement includes Infineon's OptiMOS
technology, with potential extension to its CoolMOS technology.
These processes are used to manufacture power MOSFETs, which are
employed in a variety of computer, communications, consumer,
industrial and automotive applications, where fast switching of
high voltage or high current is required. The OptiMOS process
fits well within the tooling capabilities of Chartered's Fab 2,
but involves significantly fewer masking layers than a typical
CMOS process flow.
The price per wafer is accordingly lower than that for the usual
CMOS products run in Fab 2.
Chartered and Infineon Sign Volume Manufacturing Agreement/2
As part of its capacity extension plans, Infineon will initially
transfer its OptiMOS technology process to Fab 2, where it is
scheduled to be qualified by the end of 2003.
Volume production is scheduled to ramp in 2004. As part of the
agreement, Chartered will also supply non-OptiMOS technologies
to Infineon. "We are looking forward to a successful partnership
with Chartered. Such cooperation's are an important part of our
capacity extension plans and enhance our ability to meet the
increasing demand for Power Management & Supply devices," said
Loh Kin Wah, President & Managing Director of Infineon's Asia-
Pacific Operations.
"Chartered is pleased that another of the world's leading
semiconductor companies has selected Chartered as its long-term
manufacturing partner, and we are excited about our new
agreement with Infineon," said Bruno Guilmart, senior Vice
President of worldwide sales and marketing at Chartered. "More
and more, semiconductor companies are looking for a foundry
partner that can provide flexible and reliable outsourcing
solutions, and our agreement with Infineon reflects our ability
to respond to the needs of industry leaders. And through volume
manufacturing agreements like this one, Chartered continues to
execute to our strategic plan to enhance our growth potential in
the area of mature capacity and improve our cost structure as we
continue our return to profitability."
About Chartered
Chartered Semiconductor Manufacturing, one of the world's top
three dedicated semiconductor foundries, is forging a customized
approach to outsourced semiconductor manufacturing by building
lasting and collaborative partnerships with its customers. The
Company provides flexible and cost-effective manufacturing
solutions for customers, enabling the convergence of
communications, computing and consumer markets. In Singapore,
Chartered operates five fabrication facilities and has a sixth
fab, which will be developed as a 300mm facility.
A Company with both global presence and perspective, Chartered
is traded on both the Nasdaq Stock Market (Nasdaq: CHRT) and on
the Singapore Exchange (SGX-ST: CHARTERED). Chartered's 3,500
employees are based at 11 locations around the world.
Information about Chartered can be found at
www.charteredsemi.com. About Infineon Technologies Infineon
Technologies AG, Munich, Germany, offers semiconductor and
system solutions for the automotive and industrial sectors, for
applications in the wired communications markets, secure mobile
solutions as well as memory products. With a global presence,
Infineon operates in the US from San Jose, CA, in the Asia-
Pacific region from Singapore and in Japan from Tokyo.
In the fiscal year 2002 (ending September), the Company achieved
sales of Euro 5.21 billion with about 30,400 employees
worldwide.
Infineon is listed on the DAX index of the Frankfurt Stock
Exchange and on the New York Stock Exchange (ticker symbol:
IFX). Further information is available at www.infineon.com.
DebtTraders reports that Chartered Semiconductor Mnfg's 2.500
percent convertible bond due in 2006 (CSM06SGN1) trades between
94 and 95.25 For real-time bond pricing, go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=CSM06SGN1
SEATOWN CORPORATION: Unveils 1H02 Financial Statement
-----------------------------------------------------
The Directors of Seatown Corporation Ltd. announced on 1 July
2003 its un-audited half-year financial statement on the
consolidated results for the six months ended 31 March 2003.
In addition to the announcement made on 2 July 2003, the Company
wishes to further announce the following:
1. Whether the figures have been audited, or reviewed and in
accordance with which standard (e.g. Singapore Standard on
Auditing 910 (Engagements to Review Financial Statements), or an
equivalent standard).
The figures have not been audited or reviewed.
2. Comparative figures of the Group's borrowings and debt
securities
(a) Amount repayable in one year or less, or on demand
S$'000 As at 31/3/03 As at 31/3/02
Secured Unsecured Secured Unsecured
32,246 10,549 23,095 5,066
(b) Amount repayable after one year
S$'000 As at 31/3/03 As at 31/3/02
Secured Unsecured Secured Unsecured
750 0 14,895 3,455
(c) Details of any collateral
Securities provided are summarized as follows:
(i) Corporate guarantees from the Company.
(ii) Corporate guarantees from subsidiaries.
(iii) Guarantees from certain directors of the Company and
subsidiaries.
(iv) Pledge of fixed deposits amounting to S$638,000 of
subsidiaries.
(v) Legal mortgages on leasehold properties of subsidiaries.
(vi) Legal mortgage over the development properties, legal
assignment of sales, rental and insurance proceeds from the
development properties of a subsidiary.
(vii) Legal charges over freehold lands belonging to one of
the subsidiaries and a third party, a debenture incorporating
fixed and floating charges over the entire assets of the
subsidiary.
(viii) Negative pledge over a subsidiary's assets.
===============
T H A I L A N D
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AMARIN PLAZA: Articles of Association Amendment Approved
--------------------------------------------------------
Amarin Plaza Public Company Limited reported on the resolutions
made at the Extraordinary Meeting of Shareholders No.1/2003 held
on 7 July, 2003. The details of the resolution are as follows:
1. Certified the minutes of the Ordinary General Meeting of
Shareholders No.1/2003 held on 23 April, 2003.
2. Approved of the amendment to Clause 13 of the Articles of
Association as following details:
Former Articles of Association before amendment
"Clause 13. The Company shall not own its shares or to take
them in pledge unless the Public Limited Companies Act B.E. 2535
has been amended to permit such action, and thereafter may do
so to the fullest extent permitted by applicable law"
New Articles of Association after amendment
"Clause 13. The Company shall not own its shares or to take
them in pledge unless the Public Limited Companies Act B.E. 2535
has been amended to permit such action, and thereafter may do so
to the fullest extent permitted by applicable law, or except for
any of the following cases:
(1) The Company may repurchase its own shares in case where
any shareholder objects a shareholders' resolution in connection
with any amendments to the Articles of Association concerning
the voting rights and dividend entitlements under which the
shareholder considers that it is unfairly treated.
(2) The Company may repurchase its own shares for the
purpose of its financial management where the Company has
accumulated retained earnings and surplus liquidity, provided
that the relevant repurchase activities will not cause any
financial difficulties to the Company.
Those shares repurchased by the Company shall neither be
counted to form a quorum of the shareholders' meeting nor be
eligible for voting and dividend entitlements.
The shares repurchase shall be approved by the shareholders'
meeting. However, if the number of shares to be repurchased by
the Company, are less than 10 percent of the paid-up capital,
the board of directors may consider and approve such shares
repurchase.
The shares repurchase, the disposition of repurchased shares
and the shares written off shall be done by the Company in
compliant with the law."
DATAMAT PUBLIC: SET Post `NP' Against Securities
------------------------------------------------
Datamat Public Company Limited has publicly submitted to the
Stock Exchange of Thailand its reviewed financial statements for
the period ending 31 March 2003. Since its auditor issued a
qualified opinion on its financial statements concerning the
income statements of the overseas subsidiary companies prepared
by its management but have not been reviewed by theirs auditors.
This can be considered that the numbers did not reflect the
actual position of the company and the Securities and Exchange
Commission (SEC) issues an instruction that DTM is obliged to
have its auditor to check and reviewed the financial statements
of the overseas subsidiaries.
If there are any significant transactions that may affect the
financial statements, DTM has to amend its financial statements
within 18 July 2003. However, if there is not any significant
affect to the financial statements, DTM has to ask its auditor
to amend his opinion for the period ending 31 March 2003 and
submit to the SEC within 18 July 2003.
Therefore, the SET posts "NP" sign on DTM's securities from the
first trading session of 8 July 2003 to inform shareholders and
general investors that the SET is waiting for the result of its
auditor.
ROYAL CERAMIC: Court Orders Business Reorganization Termination
---------------------------------------------------------------
According to the Bankruptcy Court issued and ordered approving
the revised business reorganization plan of The Royal Ceramic
Industry Public Company Limited on December 11, 2002.
Royal Ceramic Industry Public Company Limited (RCI) reported
that it has completely implemented the revised business
reorganization plan, which was approved by the Bankruptcy Court
on December 11, 2002.
In view to this, the Court ordered that the Company's business
reorganization be terminated effective July 8, 2003.
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.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
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contained herein is obtained from sources believed to be
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information, contact Christopher Beard at 240/629-3300.
*** End of Transmission ***