/raid1/www/Hosts/bankrupt/TCRAP_Public/030813.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
A S I A P A C I F I C
Wednesday, August 13 2003, Vol. 6, No. 159
Headlines
A U S T R A L I A
ANACONDA NICKEL: Faces Writ Filed by Glenmurrin
COLES MYER: Appoints Steven Cain Food, Liquor Business Head
POWERTEL LIMITED: Discloses TVG Tenth Bidder's Statement
TRANZ RAIL: Outstanding Share Options Amounts to 2,832,313
TRANZ RAIL: Toll Takeover Offer Period Extended Until Sept 26
WATTLE GROUP: Administrator Pleads Guilty
WESTERN METALS: Posts Case Profile
C H I N A & H O N G K O N G
BEST ENTRE: August 20 Winding Up Hearing Scheduled
EVER ELITE: Petition to Wind Up Pending
GRAND FIELD: Unit Sells Shares, Inks Deed of Debt Assignment
HK CONSTRUCTION: Restructuring Agreement Long Stop Date Extended
KING FAIR: Winding Up Sought by Kan Ka Yin
LAI SUN: Unaware of Why Shares Price Increased
ONFEM HOLDINGS: Units Winding Up Likely After Proposal Fails
PALIBURG HOLDINGS: Price, Turnover Movements Unexplainable
PCCW-HKT TELEPHONE: Fitch Assigns HKD2.8B Bank Facility 'BBB+'
SILVER DRAGON: Widens Operations Loss to HK$262.105M
SKYNET (INT'L: Seeks Circular Dispatch Time Extension
I N D O N E S I A
BANK LIPPO: IBRA Divesting 52.05% of Shares
BANK LIPPO: Incurs Rp.26.35B Net Income
J A P A N
MARUBENI CORPORATION: Moody's Raises Outlook to Stable
SUMITOMO MITSUI: Special Purpose Fund to Assume Bad Debts
* Major Airlines Line Up for Loan from Development Bank of Japan
K O R E A
HYUNDAI MOTOR: 'Bonus' Payment to Workers Illegal, Say Observers
KIA MOTORS: Sees KRW300 Billion Losses if Strikes Continue
KOREA ELECTRIC: Sales Up But Profits Down Year-on-year
SK CORPORATION: No.1 Investor Urges Sale of Non-core Units
SK GLOBAL: Final Hearing on Togut Segal Engagement August 20
M A L A Y S I A
ANCOM BERHAD: Implements Proposed Private Placement
AUTOINDUSTRIES VENTURES: Posts Dealings During Closed Period
GULA PERAK: Discloses Securities Dealings in Closed Period
KIARA EMAS: SC OKs MTHB's Requirements Exemption Application
PARK MAY: Proposes Disposal to Regularize Financial Position
PROMET BERHAD: De-Registers Zimbawe Unit Zimmal
SELOGA HOLDINGS: Changes Registered Address, Secretary
SITT TATT: SIBB Appointed as SPA, Deed of Settlement Adviser
SRIWANI HOLDINGS: Obtains DRA Time Extension From Creditors
TA ENTERPRISE: SC Grants Proposed Extension Approval
TA ENTERPRISE: SC Stresses Applications Conditions Fulfillment
TAT SANG: Securities De-listing Appeal Decision Pending
TONGKAH HOLDINGS: Quoted Securities Disposed
WING TIEK: Unit Grants Purchase Agreement Time Extension
* RAM Lifts Rating Watch on Hoteliers; Sutera's Bonds Downgraded
S I N G A P O R E
KEPPEL LAND: To Sell SG$500M Hospitality Operation Soon
T H A I L A N D
COUNTRY (THAILAND): Explains Q202/03 Performance Differences
COUNTRY (THAILAND): Issues Q203 Reorganization Progress Report
MILLENNIUM STEEL: SEC Approves Second Securities Swap With NTS
SIAM SYNTECH: N-Park Submits Tender Offer Intent Letter
- - - - - - - -
=================
A U S T R A L I A
=================
ANACONDA NICKEL: Faces Writ Filed by Glenmurrin
-----------------------------------------------
Solicitors for Glenmurrin Pty Ltd (Glenmurrin), have informed
Anaconda Nickel Limited (Anaconda) that they have been
instructed to issue a writ claiming a total sum of US$25.76
million, together with interest, damages and costs, against
Anaconda, Murrin Murrin Holdings Pty Ltd and Anaconda
Operations Pty Ltd in the Supreme Court of Western Australia by
Friday 8 August 2003.
The claims arise out of alleged breaches of joint venture
agreements during the construction phase of the Murrin Murrin
Nickel Cobalt Project (the Project) dating back to 1997. The
Glenmurrin claim was first disclosed to shareholders and the
market in the notes to the annual report in 1998 and has
been disclosed in each subsequent report.
Anaconda CEO Peter Johnston said, "Glencore wants to preserve
its position by lodging its claim before the 6-year statute of
limitations on such claims expires this Friday. Anaconda will
defend the claim, if the writ is served."
Glenmurrin is a wholly owned subsidiary of Glencore
International AG, and is a 40% joint venture participant in the
Project. Murrin Murrin Holdings Pty Ltd is a wholly owned
subsidiary of Anaconda, and is a 60% joint venture participant
in the Project. Anaconda Operations Pty Ltd is the manager of
the Murrin Murrin Nickel Cobalt Project.
COLES MYER: Appoints Steven Cain Food, Liquor Business Head
-----------------------------------------------------------
Coles Myer CEO John Fletcher announced Tuesday the appointment
of former Asda executive Steven Cain as Group Managing Director,
Food, Liquor and Fuel. Mr Cain, 38, will take up the role in
October when Alan Williams will retire.
Mr Fletcher said that Mr Cain had extensive commercial and
operational experience in supermarket leadership as an executive
of UK supermarket chain, Asda, during its performance
turnaround.
Mr Cain was a key member of the leadership team put together by
Asda Chief Executive Archie Norman when he was appointed to the
company in 1999. Mr Cain had worked for Mr Norman in finance for
three years at UK non-food retailer, Kingfisher Plc. Over the
next seven years, Mr Cain held the positions of Own Brand
Marketing Controller, Grocery Trading Director, Deputy Trading
Director, Store Development Director and Group Marketing
Director.
"The Asda team of which Steven was a part is recognized as
having led one of the most remarkable turnarounds in retailing
history, culminating in the sale of the business to Walmart in
1999," Mr Fletcher said.
When he left Asda, Mr Cain was appointed to lead UK
communications company Carlton Plc, becoming the youngest ever
Chief Executive of a FTSE 100 company. He left Carlton in 2000
following the announcement of a proposed merger with United
News Media, and has co-founded a start-up company, Going Green,
to retail the UK's greenest car.
"We are delighted to have someone with Steven's leadership,
supermarket and consumer goods expertise and experience to take
over the helm of Coles Myer's food and liquor businesses, Coles,
Bi-Lo, Liquorland and Fuel and Convenience.
"Steven will be joining the Coles Myer leadership team at a very
exciting time for the company as we introduce a range of new
initiatives to enhance our customer offering, improve our
business and drive shareholder value," Mr Fletcher said.
Mr Cain is married with three young children.
"Steven will take over the Food, Liquor and Fuel leadership
baton from Alan Williams, whose contribution to the business has
been unparalleled.
"As head of Coles Supermarkets and then as Chief Operating
Officer of the Food and Liquor Group, Alan has lead the business
through a period of tremendous expansion and sustained success,
including a decade of compound double-digit earnings growth.
"In the last few months, Alan has overseen the introduction of
new marketing campaigns in both Coles and Bi-Lo as well as the
completion and launch of our new fuel alliance with Shell," Mr
Fletcher said.
The Troubled Company Reporter - Asia Pacific reported on June 27
that the Standard & Poor's Ratings Services downgraded its long-
term corporate credit rating on Coles Myer Ltd. (CML), and its
guaranteed issues and programs, to 'BBB' from 'BBB+', and the
rating on its reset preference shares to 'BB+' from 'BBB-'.
POWERTEL LIMITED: Discloses TVG Tenth Bidder's Statement
--------------------------------------------------------
TVG Consolidation Holdings SPRL has extended the Offers for
ordinary shares in Powertel Limited set out in the Bidder's
Statement dated 16 June 2003 to 7pm Sydney time on 25 August
2003.
Pursuant to s647(3) of the Corporations Act, the Company
disclosed the tenth supplementary bidder's statement of TVG
Consolidation dated August 8, 2003, which incorporated a notice
of variation under s650D of the Corporations Act and a notice
under s630(2)(b) of the Corporations Act.
Go to http://bankrupt.com/misc/TCRAP_PWT0813.pdfto see the
tenth bidder's statement as well as the notice under ASX Listing
Rule 3.2.
TRANZ RAIL: Outstanding Share Options Amounts to 2,832,313
----------------------------------------------------------
On 17 July 2003 Tranz Rail Holdings Limited gave notice that the
total number of options outstanding at that 16 July 2003 was
2,898,930. Since that date the following options have lapsed,
bringing the total as at 12 August 2003 to 2,832,313.
10,000 options ($5.97) lapsed on 23 July 2003
10,000 options ($6.90) lapsed on 23 July 2003
10,000 options ($7.95) lapsed on 23 July 2003
10,000 options ($9.19) lapsed on 23 July 2003
10,000 options ($10.61) lapsed on 23 July 2003
2,617 options ($3.50) lapsed on 5 August 2003
4,000 options ($3.50) lapsed on 10 August 2003
10,000 options ($5.78) lapsed on 10 August 2003
TRANZ RAIL: Toll Takeover Offer Period Extended Until Sept 26
-------------------------------------------------------------
Toll Holdings Limited has provided a letter to be forwarded to
Tranz Rail Holdings Limited share and option holders confirming
extension of Tolls Offer period to 6pm on 26 September 2003.
Other than the extension of the offer period, all other terms of
the offer remain the same.
Dear Tranz Rail shareholder,
Notice of Variation of Takeover Offer for Tranz Rail Holdings
Limited (Tranz Rail) pursuant to Rule 27(d) of the Takeovers
Code
We refer to our offer dated 26 July 2003 to acquire up to 100%
of the shares and options of Tranz Rail (the Offer).
Toll Group (NZ) Limited wish to advise that the Offer is being
varied by extending the date by which acceptances of the Offer
must be received to 6pm on 26 September 2003. Other than the
extension of the offer period all other terms of the Offer
remain the same. If you have already accepted the Offer, those
acceptances will remain valid.
Yours faithfully,
Toll Group (NZ) Limited
WATTLE GROUP: Administrator Pleads Guilty
-----------------------------------------
Mr Robert Edward Corbett, a director of the Brisbane-based
Anscor Pty Ltd (Anscor), has pleaded guilty in the Brisbane
District Court to 48 charges of being knowingly concerned in the
promotion of prescribed interests, in contravention of the
Corporations Act.
Mr Corbett was charged following an investigation by the
Australian Securities and Investments Commission (ASIC) into the
failed Wattle Group. The charges relate to 12 investors who lost
approximately $1.99 million invested in the Wattle scheme
between February 1996 and March 1998.
The Wattle Group raised more than $160 million from over 2,700
investors across Australia. Anscor received commissions from the
Wattle Group of 50% p.a on investor funds it sourced.
The matter, which was prosecuted by the Commonwealth Director of
Public Prosecutions, was adjourned for a sentence hearing on 12
September 2003.
Mr Corbett was granted bail on his own undertaking but was
required to surrender his passport and is prohibited from
applying for a new passport or international travel documents.
Background
The Wattle Group was an unlicensed investment scheme operated by
Mr Geoffrey Robert Dexter. The scheme involved Mr Dexter
obtaining unsecured loan funds from investors on the promise of
high rates of return, generally 50% p.a.
ASIC took action to close down the scheme, and on 7 May 2001, Mr
Dexter was convicted of multiple fraud charges and jailed for 10
years. Six other promoters of the scheme were also charged with
similar offences.
In April 2002, Mr Marshall John Cobb, of Tax Invest Australia
Pty Ltd, was sentenced in the Canberra Magistrates Court to a
two-year, $2,000 good behavior bond and ordered to pay a penalty
to the Commonwealth of $10,000 within a two-year period. ASIC
also banned Mr Cobb from being a representative of either a
dealer in securities or an investment adviser for one year, in
November 1999.
In July 2002, Mr Howard Jeffrey Owen, of Fin Invest Pty Ltd, was
sentenced in the Sydney Downing Center District Court to 300
hours community service and a 12-month $1,000 good behavior
bond.
In July 2003, Mr Bruce Raymond Walden, of Australian Secured
Mortgages Pty Ltd, was sentenced in the Brisbane District Court
to a $2,000, three-year good behavior bond.
On 25 July 2003, Mr Kenneth Edwin Parker, the General Manager of
Anscor, was sentenced in the Brisbane District Court to a
$1,000, three-year good behavior bond.
On 7 August 2003, Mr Rodney James Mackay and Mr John Andrew
Allen, of Mackay & Allen Pty Ltd, pleaded guilty in the Brisbane
District Court and will be sentenced on 5 September 2003.
WESTERN METALS: Posts Case Profile
----------------------------------
PricewaterhouseCoopers issued this case profile:
Territory : Australia
Company Name: Western Metals Receivership
Lead Partner: David McEvoy
Case Manager: John McDonough
Date of Appointment: 22 July 2003
PricewaterhouseCoopers Office
Location: Melbourne
PO Box : GPO Box 1331L
Street Address: 215 Spring Street
City : MELBOURNE
State : VIC
Postcode: 3000
DX : DX 77 Melbourne
Phone : (03) 8603 1000
Fax : (03) 8603 6044
Appointor: Guardian Trust Australia Limited
Type of Appointment : Receivers and Managers
Lead Partner - Full Name : David Laurence McEvoy
Second Partner - Full Name: Stephen Longley
Case Information (Last Updated 07/08/2003)
Other Key Information
Report as to Affairs received from directors:
Not due until 5 August 2003, although it is expected this date
may need to be extended given the complexity of each company's
affairs.
Dates of trading by insolvency practitioner: 18 July 2003 until
present day
Business sold/ceased trading : Not applicable
Job closure: Not applicable
Background Information
Western Metals Ltd is an Australian publicly listed mining
company, which operates, through subsidiaries, significant
copper, zinc and lead operations in Queensland and Western
Australia. It was placed into Voluntary Administration on 18
July 2003 when it became evident it could not obtain additional
capital support to improve its financial position which had
suffered as a result of depressed base metal commodity prices,
particularly for zinc, and an appreciating Australian dollar.
This made it impossible for the company to service and amortize
its heavy debt burden.
On Tuesday 22 July 2003, secured creditors moved to appoint
restructuring experts David McEvoy and Stephen Longley of
PricewaterhouseCoopers as Receivers and Managers to manage the
orderly realization process for the following companies:
* Western Metals Limited - the publicly listed holding company
* Western Metals Copper Limited - operates a copper mining and
processing plant at Mount Gordon, which is north of Mt Isa in
Queensland
* Western Metals Zinc NL - which operates an underground zinc
and lead mine at Lennard Shelf, near Broome in Western Australia
* Aberfoyle Limited - operated a lead and zinc mine at Hellyer
in Tasmania until 2000 which is now a tailings recovery project
* Western Metals Marketing Pty Ltd
The Administrators will continue to act, however, their role is
now reduced as they are no longer in control of the company's
operations.
Current status of assignment and actions required by creditors
Current status of the receivership
The Receivers' strategy is to work with the company's senior
management team in order to facilitate the continuation of
operations while offers are sought for the businesses as going
concerns. In this regard it is imperative the Receivers get the
support of employees, suppliers and customers as the businesses
are fundamentally efficient and competitive.
Concurrently, the Receivers will canvass parties who have
expressed an interest in looking at restructuring opportunities
for the companies.
Notwithstanding the challenging market conditions which
currently prevail, the Western Metal operations are quality
assets, with strategic significance to several competitors.
Accordingly, the Receivers are confident that with the
continuing support of staff a going concern sale can be
achieved, thus preserving jobs, not to mention the flow on
affect for suppliers.
Actions required by Suppliers - ongoing supplies
Any goods ordered during the period of the receivership will be
paid for provided that the order is in writing and signed by the
Receivers and Managers or one of their authorized
representatives, specimens of whose signatures have been
circulated to creditors and can also be found in the "Suppliers"
section of the published documents in this website. Furthermore,
the Receivers have agreed to pay for all goods and services
properly authorized and/or accepted by the Administrators prior
to their appointment.
The Receivers would be grateful if suppliers of goods and
services would meet such orders to enable the business of the
company to continue with as little disruption as possible.
Suppliers are requested to observe the following accounting
procedures:
1. Close the accounts against the company in respect of goods
supplied and services rendered up to and including the date of
the appointment of the Administrators and issue final statements
to the usual address.
2. Open new accounts for the companies you deal with styled
with (Receivers and Managers Appointed) after the company name
for all goods supplied and services rendered to the company.
3. Include the Receivers' purchase order number on all
invoices for goods and services supplied during the
receivership. All invoices and statements are to be issued to
the company's normal billing address.
If any orders placed with you by the company prior to the
Receivers' appointment have not yet been completed, they should
not be completed unless:
1. you receive written confirmation from the Receivers or
their authorized representative that the goods or services are
still required by the company, or
2. they were properly authorized by the Administrators.
Actions required by Creditors - amounts due at the date of
receivership/administration
It is too early to give any indication of the prospects of a
return to unsecured creditors. In this regard, I advise that all
claims relating to the period prior to the appointment of
Voluntary Administrators on 18 July 2003 should be forwarded to
the Administrators, C/- Ferrier Hodgson, 26 St Georges Terrace,
Perth,WA, 6000. Any queries relating to amounts owing by the
companies for the period prior to 18 July 2003, including all
matters relating to the creditors meetings convened by the
Administrators, should be made to Ferrier Hodgson on (08) 9221
2460.
Suppliers who may have a valid and legal claim to assets of the
company by way of any security, lien or retention of title
clauses are requested to notify the Receivers of the details of
their claim within seven days.
No adoption of contracts or liabilities
The Receivers expressly refrain from adopting any contracts or
liabilities of the company in existence at the date of their
appointment unless you are formally notified to that effect by
the Receivers. All contracts are currently the subject of review
and advice as to the position of them will be forthcoming in the
near future. In the meantime, no implication of the adoption of
any contract or liability by the Receivers should be drawn if
payments are made for any current use of goods or services.
Next milestone and estimated timetable
It is anticipated that the sale process for the company's
operations will not be concluded until at least the end of
September 2003.
Likely outcome for creditors and timetable
Queries regarding the likely outcome for creditors and timing of
creditors meetings etc should be made to Ferrier Hodgson at 26
St Georges Terrace, Perth,WA, 6000 or on (08) 9221 2460.
(www.pwcrecovery.com)
================================
C H I N A & H O N G K O N G
================================
BEST ENTRE: August 20 Winding Up Hearing Scheduled
---------------------------------------------------
The High Court of Hong Kong will hear on August 20, 2003 at
10:00 in the morning the petition seeking the winding up of Best
Entre Bakery Limited.
Yu Wai Ying of Room 3206, 32/F., Yiu Yan House, Yiu On Estate,
Ma On Shan, New Territories, Hong Kong filed the petition on
July 9, 2003. Tam Lee Po Lin, Nina represents the petitioner.
Creditors and other interested parties are encouraged to attend
the hearing. They only need to notify in writing Tam Lee Po
Lin, Nina, which holds office on the 27th Floor, Queensway
Government Offices, 66 Queensway, Hong Kong.
EVER ELITE: Petition to Wind Up Pending
---------------------------------------
The petition to wind up Ever Elite Development Limited is set
for hearing before the High Court of Hong Kong on September 3,
2003 at 9:30 in the morning.
The petition was filed with the court on July 18, 2003 by Ho Man
Chun Victor of Room 3119, Yuk Ping House, Long Ping Estate, Yuen
Long, New Territories, Hong Kong.
GRAND FIELD: Unit Sells Shares, Inks Deed of Debt Assignment
------------------------------------------------------------
Reference is made to Grand Field Group Holdings Limited's
announcements dated 27th February 2003 and 4th June 2002 and the
circular to the shareholders of the Company dated 8th July 2002
regarding the Chongqing gas pipeline business through a sino-
foreign joint venture, Chongqing Joint Venture (Chongqing JV).
DISPOSAL OF CHINTEX GAS COMPANY LIMITED
(1) Share Transfer Agreement
Date of Agreement : 31st July 2003
Vendor : Grand Field Group Investments (BVI) Limited (Grand
Field (BVI))
Buyer : Mr. Zeng Qing Chun (Mr. Zeng)
Consideration : HK$1.00
Pursuant to the Share Transfer Agreement, Grand Field (BVI)
agreed to transfer 100% interest of Chintex to Mr. Zeng at a
total consideration of HK$1.00.
(2) Deed of Assignment of Debt
Date of Assignment : 31st July 2003
Assignor : Grand Field (BVI)
Assignee : Logistic China Enterprises Limited (Logistic China)
Consideration : HK$32,000,000.00
Pursuant to the Deed of Assignment of Debt, the Assignor agreed
to assign the shareholders' loan of HK$72,059,698 due by Chintex
to the Assignee at a total consideration of HK$32,000,000.00
Grand Field (BVI) is a wholly owned subsidiary of the Company.
Chintex Gas Company Limited (Chintex), a limited company
incorporated in Hong Kong and formerly known as Chintex Oil and
Gas Company Limited, is wholly owned by Grand Field (BVI).
Chintex is interested in 75% equity interest in Sino Richest
Limited (Sino Richest) and has no other assets or operation.
Sino Richest owns 80% equity interest in Chongqing JV and has no
other assets or operation.
Pursuant to the S&P Agreement dated 30th May 2002, Chintex had
acquired 30%, 30%, 15% equity interest of Sino Richest from
Logistic China, Worldgate Developments Limited (Worldgate
Developments) and Mr. Wong Chi Keung, Ivan (Mr. Wong)
respectively. The aggregate consideration was HK$63,000,000 (in
the proportion of HK$25,200,000, 25,200,000 and 12,600,000
payable to Logistic China, Worldgate Developments and Mr. Wong
respectively) and was settled by way of issue of an aggregate
315,000,000 ordinary shares of the Company at HK$0.20 each
(Consideration Shares). The Consideration Shares were issued to
Logistic China, Worldgate Developments and Mr. Wong in the
proportion of 126,000,000 Shares, 126,000,000 Shares and
63,000,000 Shares, representing approximately 6.2%, 6.2% and
3.1% of the then enlarged issued share capital. Details of the
S&P Agreement were set out in the Circular.
Mr. Zeng is the ultimate beneficial owner of Logistic China. Mr.
Zeng and Logistic China are not connected persons of the Company
(as defined in the Rules Governing the Listing of Securities on
the Stock Exchange) (the Listing Rules). Following the
completion of the Share Transfer Agreement and the Deed of
Assignment of Debt (the Disposal), the Company will not own any
interest in Sino Richest, and Logistic China and Worldgate
Developments will be interested in 75% and 25% respectively of
the equity interest in Sino Richest.
REASON FOR THE DISPOSAL
Following the acquisition of the 75% equity interest of Sino
Richest in 2002, the Company had liaised with Mr. Tang Xiao Hua,
the Chief Official of Chongqing Nan Chuan City Economic
Commission to set up a wholly-foreign owned enterprise or the
Chongqing JV to pursue the gas pipeline business. China Party
and Sino Richest are interested in 20% and 80% respectively in
Chongqing JV.
As stated in the announcement dated 27th February 2003, the
business license and approval certificate of the Chongqing JV
were issued on 10th June 2002. As the China Party failed to
fulfill the capital injection requirement pursuant to the joint
venture agreement, Sino Richest had also not committed the
capital injection. The Chongqing JV was thus not legally formed.
The business license and approval certificate of the Chongqing
JV were no longer valid since 10th September 2002 and the
Chongqing JV has not commenced any operation. As a result, the
Company could not legally carry out the natural gas pipeline
network business operation. The Company had tried to source new
partner but was unable to find a suitable partner to carry out
the Chongqing gas pipeline business. On the other hand, Mr. Zeng
intended to acquire the entire interest held by Grand Field BVI
rather than to be the partner. The Company considered that it
would be difficult and risky to carry out the pipeline business
in Chongqing alone without any local business partner. As a
result, the Board considered that the disposal of the Chongqing
gas investment would be in the interest of the Company.
The principal activity of the Company is property development.
At the time of acquisition, the Board believed that the gas
pipeline investment in Chongqing presented an excellent
opportunity for the Company to diversify its existing business
into natural gas business in the PRC. The Company has no
intention to change its principal business. The Company is of
the view that Disposal will not have any material impact on the
Company's operation. In view of the Disposal, the Company will
continue to consider diversifying into natural gas business or
other similar gas pipeline business in the PRC or other
investments that are with growth and market potential.
The principal activity of Chintex is solely investment holding.
For the financial years ended 31st December 2002 and 2001, the
net losses of Chintex were HK$270,899 and HK$4,295,303
respectively and the net liabilities of Chintex were
HK$72,061,887 and HK$8,790,988 respectively.
BASIS OF CONSIDERATION
The total consideration of the Disposal of HK$32,000,001.00
comprised of the HK$1.00 consideration under the Share Transfer
Agreement and the HK$32,000,000.00 under the Deed of Assignment
of Debt (Total Consideration). The Total Consideration was
arrived at after arm's length negotiations between the Buyer and
the Company. The consideration of HK$32,000,000.00 for the
assignment of debt was in essence the consideration to dispose
the entire equity interest in Chintex to the Buyer.
As at 31st July 2003, Chintex owed Grand Field Group
HK$72,059,698 and had net liabilities of approximately HK$9
million. According to the Deed of Assignment of Debt, such
amount was assigned to Logistic China at a consideration of
HK$32,000,000, resulting in a realized loss of approximately
HK$40 million. The net liabilities of approximately HK$9 million
however will be eliminated in the Company level after
consolidation. As a result, a net realized loss of approximately
HK$31 million will arise following completion of the Disposal.
Such realized loss will be reflected in the Company's annual
report for the year ended 31st December 2003. The Board is of
the view that the Total Consideration is fair and reasonable,
taking into account that the Company would not be able to pursue
the Chongqing gas pipeline business alone. The Company further
considers that should the Disposal not be proceeded, the Company
will bear the risk of making full provision of diminution for
the Chongqing JV investment.
The sum of HK$32,000,000.00 has been received by the Company. It
was agreed that the remaining consideration of HK$1.00 will be
payable by way of cash on or before 14th August 2003.
Based on the above, the Board confirms that the Disposal is fair
and reasonable and is of the view that it is in the interest of
the Company.
Pursuant to paragraph 2 of the Listing Agreement, the board of
directors (the "Board") of the Company would like to inform the
shareholders of the Company of the Disposal.
HK CONSTRUCTION: Restructuring Agreement Long Stop Date Extended
----------------------------------------------------------------
Reference is made to the announcements issued by the board of
directors of Hong Kong Construction (Holdings) Limited on
27 August 2002, 20 and 31 December 2002, 31 March 2003, and 3,
7, 21 and 28 July 2003 (Prior Announcements) regarding the
Company's debt restructuring and standstill arrangements.
The Board advises that negotiation in connection with the
Company's debt restructuring and standstill arrangements is
still ongoing. Since more time is required to finalize the terms
thereof, the Company has requested for, and the steering
committee of the Banks has agreed to, a further extension
of the Long Stop Date from 11 August 2003 to 18 August 2003.
Further announcement will be made with regard to this matter as
and when appropriate.
KING FAIR: Winding Up Sought by Kan Ka Yin
------------------------------------------
Kan Ka Yin is seeking the winding up of King Fair Watch
Manufacturing Limited. The petition was filed on July 28, 2003,
and will be heard before the High Court of Hong Kong on
September 10, 2003 at 9:30 in the morning.
Kan Ka Yin holds its registered office at Kan Ka Yin of 4/F.,
Block B, 179 Kowloon City Road, Kowloon, Hong Kong.
LAI SUN: Unaware of Why Shares Price Increased
----------------------------------------------
Lai Sun Development Company Limited has noted the recent
increase in the price of the shares of the Company and wish to
state that it is aware of any reasons for such increase.
The Company also confirmed that, save for the matters disclosed
in the announcement of the Company dated 8th August, 2003 in
relation to a discloseable transaction, there are no
negotiations or agreements relating to intended acquisitions or
realizations which are discloseable under paragraph 3 of the
Listing Agreement, neither is the Board aware of any matter
discloseable under the general obligation imposed by paragraph 2
of the Listing Agreement, which is or may be of a price-
sensitive nature.
ONFEM HOLDINGS: Units Winding Up Likely After Proposal Fails
------------------------------------------------------------
Onfem Holdings informed that two subsidiaries, Condo Engineering
(China) and Condo Curtain Wall Company, were likely to be wound
up as it had failed to agree with minority shareholders and
creditors on debt restructuring proposals, the Standard reports.
Onfem said no agreement was reached in transferring the minority
shareholders' legal and beneficial interests in holding company,
Wellstep Management, and other measures, so the debt
restructuring was unlikely to proceed.
Only 96.3% of Condo Curtain's unsecured creditors accepted the
proposal, below the required 98%, though Condo Engineering had
received enough creditor acceptance, Onfem added.
Onfem did not plan to negotiate further with creditors on the
extension of a deadline for fulfilling the conditions of the
proposals, so the proposals would probably lapse and the units
were expected to be wound up in court.
PALIBURG HOLDINGS: Price, Turnover Movements Unexplainable
----------------------------------------------------------
The Board of Directors of Paliburg Holdings Limited has noted
the recent increases in the price and trading volume of the
ordinary shares of the Company and wishes to state that the
Directors are not aware of any reasons for such increases, save
for:
(1) the information disclosed in the Announcement of 2002
Group Results dated 17th April, 2003 and the subsequent
announcement dated 7th July, 2003 made by the Company; and
(2) the exercise of the exchange rights attaching to 400,000,000
Series B Exchangeable Preference Shares of Almighty
International Limited (Almighty), a wholly owned subsidiary of
Century City International Holdings Limited (Century) (the
ultimate listed holding company of the Company), held by Select
Wise Holdings Limited (Select Wise) on 11th August, 2003,
pursuant to which 100,000,000 ordinary shares of the Company are
transferred from Almighty to Select Wise (the Share Exchange).
Select Wise is a company controlled by Ms. Lo Po Man, a director
of certain subsidiaries of Regal Hotels International Holdings
Limited (Regal), the listed subsidiary of the Company, and the
daughter of Mr. Lo Yuk Sui, the chairman of Century, the Company
and Regal and the controlling shareholder of Century. Details
relating to the transactions involving the issuance of Series B
Exchangeable Preference Shares of Almighty to Select Wise were
disclosed in the joint announcement dated 2nd August, 2002 made
by Century, the Company and Regal.
Immediately before the Share Exchange, as disclosed pursuant to
Part XV of the Securities and Futures Ordinance, Select Wise
directly and indirectly holds interests in 203,546,000 ordinary
shares of the Company, representing approximately 5.39% of the
existing issued ordinary share capital of the Company, and
derivative interests in 500,000,000 ordinary shares of the
Company, representing approximately 13.23% of the existing
issued ordinary share capital of the Company. Immediately
following the Share Exchange, Select Wise directly and
indirectly holds interests in 303,546,000 ordinary shares of the
Company, representing approximately 8.03% of the existing issued
ordinary share capital of the Company, and derivative interests
in 400,000,000 ordinary shares of the Company, representing
approximately 10.59% of the existing issued ordinary share
capital of the Company.
Immediately before and after the Share Exchange, Century and its
associates (as defined in the Rules Governing the Listing of
Securities on The Stock Exchange of Hong Kong Limited (the
Listing Rules)) hold approximately 69.52% and 66.87% of the
existing issued ordinary shares of the Company respectively.
Based on the existing shareholding structure of the Company, the
percentage of the existing issued ordinary shares of the Company
held by the public remains above the minimum 25% as required by
Rule 8.08 of the Listing Rules after the Share Exchange.
Save as above, the Directors confirm that there are no
negotiations or agreements relating to intended acquisitions or
realizations which are discloseable under paragraph 3 of the
Listing Agreement, neither is the Board of Directors of the
Company aware of any matter discloseable under the general
obligation imposed by paragraph 2 of the Listing Agreement,
which is or may be of a price-sensitive nature.
PCCW-HKT TELEPHONE: Fitch Assigns HKD2.8B Bank Facility 'BBB+'
-------------------------------------------------------------
Fitch Ratings, the international rating agency, on Friday
assigned PCCW-HKT Telephone Limited's ("HKTC") HKD2.8 billion
revolving credit/term loan facility a rating of 'BBB+'. The
Outlook is Stable.
The facility comprises two tranches: Tranche A is a HKD1.4bn
term loan facility and Tranche B a HKD1.4bn revolving credit
facility. The loans, which mature seven years from the first
drawdown date under Tranche A, are unsecured and rank pari passu
with all of HKTC's other present and future unsecured and
unsubordinated debts. The proceeds of the loans will be used for
general corporate purposes.
SILVER DRAGON: Widens Operations Loss to HK$262.105M
----------------------------------------------------
China Silver Dragon Group Limited released its Results
Announcement (Summary) for the year-end date 31 March 2003:
Currency: HKD
Auditors' Report: Qualified
(Restated)
(Audited)
(Audited) Last
Current Corresponding
Period Period
from 1/4/2002 from 1/4/2001
to 31/3/2003 to 31/3/2002
Note ('000) ('000)
Turnover : 123,464 256,546
Profit/(Loss) from Operations : (262,105) (40,273)
Finance cost : (1,141) (6,884)
Share of Profit/(Loss) of
Associates : (729) (5,733)
Share of Profit/(Loss) of
Jointly Controlled Entities : N/A N/A
Profit/(Loss) after Tax & MI : (263,410) (63,395)
% Change over Last Period : N/A %
EPS/(LPS)-Basic (in dollars) : (0.0905) (0.0242)
-Diluted (in dollars) : N/A N/A
Extraordinary (ETD) Gain/(Loss) : N/A N/A
Profit/(Loss) after ETD Items : (263,410) (63,395)
Final Dividend : Nil Nil
per Share
(Specify if with other : N/A N/A
options)
B/C Dates for
Final Dividend : N/A
Payable Date : N/A
B/C Dates for (-)
General Meeting : N/A
Other Distribution for : N/A
Current Period
B/C Dates for Other
Distribution : N/A
Remarks:
LOSS PER SHARE
The calculation of basic loss per share is based on the net loss
from ordinary activities attributable to shareholders for the
year of HK$263,410,000 (2002: HK$63,395,000) and the weighted
average of 2,909,128,537 (2002: 2,625,048,000) shares in issue
during the year.
Diluted loss per share amounts for the years ended 31 March 2003
and 2002 have not been disclosed because no diluting events
existed during these years.
The comparative basic loss per share amount has been adjusted to
reflect the bonus issue of shares during the year.
Subsequent to the balance sheet date, every 20 issued and
unissued existing ordinary shares of the Company were
consolidated into one consolidated share (the "Share
Consolidation"). Taking into account of the Share
Consolidation, the basic loss per share is adjusted to HK$1.81
(2002: HK$0.48), calculated based on the net loss from ordinary
activities attributable to shareholders for the year of
HK$263,410,000 (2002: HK$63,395,000) and on the adjusted
weighted average number of 145,456,426 (2002: 131,252,400)
shares in issue during the year.
SKYNET (INT'L: Seeks Circular Dispatch Time Extension
-----------------------------------------------------
Reference is made to the joint announcement dated 6 May 2003
issued by Skynet (International Group) Holdings Limited and
Monetary Success Investments Limited. Reference is also made to
the joint announcements dated 27 May 2003, 9 June 2003, 30 June
2003 and 22 July 2003 issued by the Company and Monetary Success
Investments Limited in respect of delay in dispatch of the
circular to be issued jointly by the Company and Monetary
Success Investments Limited in relation to the Proposal,
involving:
(i) Scheme of Arrangement and Securities Exchange Offer and
Delisting of Shares of Skynet (International Group) Holdings
Limited and Listing of Shares of a New Holding Company of
Skynet (International Group) Holdings Limited,
(ii) Subscription of Shares and Convertible Notes
in the New Holding Company of Skynet (International Group)
Holdings Limited Involving Change of Controlling Shareholder,
(iii) Termination of the Lombard Prior Agreements and
the Hidden Prior Agreements,
(iv) Entry into the Restructuring Agreements involving
Acquisition of Shares in Skynet Limited, and
(v) Disposal Of Shares In Cyber On-Air Group Company Limited
The joint announcement dated 9 June 2003 made by the Company and
Monetary Success Investments Limited in respect of, among
others, delay in dispatch of the Circular, sets out an expected
timetable regarding the hearing of summons in chambers before
the Court, the dispatch of the Circular, the Court Meeting and
the Special General Meeting. As disclosed in the joint
announcement dated 22 July 2003 made by the Company and Monetary
Success Investments Limited, the Company has applied to the
Stock Exchange for a waiver from strict compliance with Rule
14.13(2) of the Listing Rules to dispatch the Circular. The
Stock Exchange has granted a waiver from strict compliance
with Rule 14.13(2) of the Listing Rules and granted an extension
of the deadline for the dispatch of the Circular to be on or
before 11 August 2003.
Since the Company is in the process of finalizing the
information as required under the Listing Rules, the Circular
cannot be dispatched in time on or before 11 August 2003. Unless
Newco obtains the approval of listing from the Listing
Committee, the date of the directions hearing in respect of the
Scheme before the Court cannot be determined and the Circular
will not be able to be dispatched no later than the seventh day
after the directions hearing in respect of the Scheme before the
Court. In light of the foregoing, the timetable in respect of
the above events cannot be determined as at the date hereof.
Further announcement will be made by the Company when the
timetable in respect of the above events can be ascertained.
The Company has applied to the Stock Exchange for a waiver from
strict compliance with Rule 14.13(2) of the Listing Rules to
dispatch the Circular on or before 2 September 2003.
=================
I N D O N E S I A
=================
BANK LIPPO: IBRA Divesting 52.05% of Shares
-------------------------------------------
The Indonesian Bank Restructuring Agency (IBRA) announces the
divestment plan of Republic of Indonesia's shares in PT Bank
Lippo Tbk (Bank Lippo) amounting to 52.05%. The divestment will
be conducted through a sale to the strategic investor (Strategic
Sale).
The following is the proposed schedule of the activities related
to the divestment process of Bank Lippo's shares:
* Distribution of the Teaser Letter and the Confidentiality
Agreement on the second week of August 2003;
* Period for Submission of Bidders Registration and
acceptance of Letter of Interest (LoI) and the Confidentiality
Agreement starting from the third week of August until second
week of September 2003;
* Distribution of the Information Memorandum to the Bidders
starting from the fourth week of August until second week of
September 2003;
* The acceptance of Preliminary Non Binding Bids on the
second week of September 2003;
* Notification of the Short-listed Bidders on the second week
of September 2003;
* Due Diligence by Short-listed Bidders commencing from the
third week of September 2003 until the first week of October
2003;
* The acceptance of Final Binding Bids on the second week of
October 2003;
* Notification of the Preferred Bidder on the second week of
October 2003;
* Fit and Proper Test process by Bank Indonesia commencing
from the second week of October 2003 until the last week of
October 2003;
* Winner notification and signing of the Sale and Purchase
Agreement on the last week of October 2003.
Notes: IBRA reserves the right to alter the above schedule at
any time without any prior notice, if necessary, in accordance
with the developments of divestment process.
Following this announcement, IBRA through its advisors will
distribute the Teaser Letter and the Confidentiality Agreement
to the Bidders.
To become a Strategic Investor, the Bidders must satisfy the
following criteria among others:
1. Commercial Bank that is acceptable to the Indonesian law
and regulations, if in the form of a consortium, its leading
investor has to be a commercial bank;
2. Having an unqualified financial audit report, and sources
of funds to acquire the shares shall not have been originated
from borrowing or other financing facilities in whatsoever form
from banks or other parties in Indonesia, and shall be neither
from nor for the purpose of money laundering;
3. Determined by Bank Indonesia to have passed the fit and
proper test;
4. Compliance with the policy of FSPC (KKSK) No.
KEP.03/K.KKSK/11/2000 dated 10 November 2000;
5. Committed to the further development and enhancement of
Bank Lippo, Indonesian banking industry, and Indonesia's
national interest; and
6. To submit an offer price and other terms and conditions
that are acceptable to IBRA.
The road show for the divestment of the Republic of Indonesia's
shares in Bank Lippo will be conducted at the end of August
2003.
In order to ensure a transparent process of the divestment of
shares of Bank Lippo, IBRA will inform to public any important
progress that has occurred, to the extent that the announcement
of such information is in accordance with the terms and
conditions of the divestment process.
Note:
This information does not constitute a public offering of the
shares of PT Bank Lippo Tbk. and no registration statement has
been filed with Bapepam.
BANK LIPPO: Incurs Rp.26.35B Net Income
---------------------------------------
The Indonesia Bank Restructuring Agency (IBRA) acquired a
majority shareholding in PT Bank Lippo Tbk after its
recapitalization on May 28, 1999.
Based on Bank Lippo's consolidated financial statements (un-
audited) as of June 30, 2003, it recorded a net income of
Rp.26.35 billion.
The total of Bank Lippo's assets as at June 30, 2003 was
Rp.23.42 trillion with a capital adequacy ratio (CAR) of 23.2%.
Bank Lippo had also successfully reduced its non-performing
loans (Non-performing Loans or NPL) from 2.93% per December 31,
2000 to 2.89% per June 30, 2003, and therefore Bank Lippo can be
deemed that it has met the Bank Indonesia's minimum requirement
of 5% net NPL by June 2003.
In addition, Bank Lippo has increased its loan portfolio,
primarily is the Consumer and Small and Medium-scale Enterprise
segments.
=========
J A P A N
=========
MARUBENI CORPORATION: Moody's Raises Outlook to Stable
------------------------------------------------------
International ratings agency, Moody's Investors Service, revised
its outlook on trading house, Marubeni Corporation, from
negative to stable.
It said: "[The revision] reflects Moody's view on the
stabilizing credit profile of the company as evidenced by its
return to profitability after large net losses for fiscal 2001
and the likelihood of continuing core lender support to the
Japanese trading company sector."
Japan Today did not give any other details.
SUMITOMO MITSUI: Special Purpose Fund to Assume Bad Debts
---------------------------------------------------------
Some of Japan's biggest financial groups will set up next month
a 10-billion-yen vehicle called the Daystar Fund that will
purchase bad loans from financial institutions, Japan Times said
Tuesday.
Mitsui Sumitomo Insurance Co. and Sumitomo Mitsui Banking
Corporation are the principal partners in the venture, along
with Daiwa Securities SMBC Principal Investments Co., which will
offer its expertise on corporate rehabilitation. Mitsui
Sumitomo and Sumitomo Mitsui will each hold 30% in the fund,
while Daiwa Securities will take the remaining stakes.
Initially, the fund will purchase bad loans mainly from SMBC,
but it will consider buying sour loans from regional banks if
requested, SMBC officials told Japan Times.
* Major Airlines Line Up for Loan from Development Bank of Japan
----------------------------------------------------------------
The Development Bank of Japan confirmed Tuesday it is
considering an aid package consisting of lower-than-usual
interest for Japan Airlines Systems Corp. and All Nippon Airways
Co., according to the Associated Press.
The report said the two carriers had requested the state-run
bank for emergency loans, as air travel remains sluggish months
after the war in Iraq and the SARS outbreak. The bank said the
final amount is still undecided.
Japan Airlines System Spokeswoman Yoshie Ohtaka said the carrier
expects a loan similar to the one granted Japanese airlines
following the terrorist attacks in the U.S. nearly two years
ago.
Losses for fiscal 2002 at All Nippon Airways widened to 28
billion yen ($236 million) from a loss of 9.5 billion yen a year
ago. Japan Airlines System posted a profit for fiscal 2002 but
expects a loss of 43 billion yen ($363 million) for this fiscal
year, according to the Associated Press.
=========
K O R E A
=========
HYUNDAI MOTOR: 'Bonus' Payment to Workers Illegal, Say Observers
----------------------------------------------------------------
The planned bonus that Hyundai Motor Co. is contemplating to
give its 50,000 workers would violate the country's "no-work-no-
pay" labor policy, industry observers told Digital Chosun Ilbo
recently.
The unnamed sources said this bonus is actually meant to
compensate employees' expected wage cut due to the prolonged
strikes and not as gratuity for meeting production targets,
which management is claiming as the reason for the payment. The
so-called bonus is estimated to cost Hyundai Motor KRW150
billion.
KIA MOTORS: Sees KRW300 Billion Losses if Strikes Continue
----------------------------------------------------------
The plan by labor unions to intensity their strike actions could
lift Kia Motor's losses to as much as KRW300 million, according
to Korea Herald. Already, according to the company, losses from
the sporadic strikes that started July 23 have reached KRW200
billion, equivalent to 14,109 automobiles in lost production.
The strike, which has been on and off the last 20 days, stems
from a disagreement between management and union on key issues
including a controversial shortened workweek system. The
workers union recently threatened to hold a general strike
Saturday unless its demand for the immediate introduction of the
five-day workweek is met by Thursday, the paper said.
Last Saturday, the union, which claimed that management has an
"insincere" attitude toward the negotiations, staged a full-
fledged one-day strike. At the negotiating table, the labor
union asked for the immediate adoption of the shortened workweek
system without any strings attached while management demanded
that productivity should be jacked up by 5 percent in exchange.
According to Kia, a subsidiary of Hyundai Motor Co., the planned
general strike would increase losses to as much as KRW340
billion and customers could be waiting up to 55 days before
getting their cars.
KOREA ELECTRIC: Sales Up But Profits Down Year-on-year
------------------------------------------------------
State-run power monopoly, Korea Electric Power Corp., reported
an 8.9% year-on-year increase in first-half sales, resulting in
net profits of KRW1.28 billion on KRW10.71 trillion sales.
The net profit for this year, however, was 26.8% below last
year's figures for the same period, while operating profit
suffered a 30.1% setback. These drops could be attributed to
high international oil prices, an increase of electricity
purchases from power-generating companies and foreign exchange
losses, the company told Asia Pulse.
SK CORPORATION: No.1 Investor Urges Sale of Non-core Units
----------------------------------------------------------
Korea's top oil refiner, SK Corporation, received an unsolicited
advice Monday from its largest shareholder, Monaco-based
Sovereign Asset Management Ltd., according to Korea Herald.
"SK Corp. is an oil and gas company and should concentrate on
that area," said Oh Hogen, chairman of Lazard Asia Ltd., a
financial adviser to Sovereign, during a press conference at the
Westin Chosun hotel in downtown Seoul.
"SK Corp. is a virtual holding company for SK Group companies
and thus shows an excessively high debt-to-equity ratio. It
should dispose of its stake holdings in affiliates that have
nothing to do with its core business," Mr. Oh said.
Sovereign is the single largest shareholder of SK Corp., the
flagship firm of the country's third-largest conglomerate,
holding a 14.99 percent stake through its subsidiary, Crest
Securities Co. Asked whether Sovereign was also referring to
the stakes in SK Telecom, the nation's largest mobile carrier,
Mr. Oh said that it was up to SK Corp. management to make the
decision.
"Ever since Sovereign started snapping up SK Corp. shares in
March and April, the fund has called on the oil refiner to
reform its governance system and stop providing support for its
insolvent trading affiliate, SK Global Co. When SK Corp.'s
board approved a bailout proposal for the ailing sister firm in
June, including a 850 billion won ($714.3 million) debt-for-
equity swap, Sovereign urged the refiner to scrap the plan,
which the fund argued did not make commercial sense," Korea
Herald said.
"If SK Corp. breaks away from the SK Group and goes its own way,
uncertainties surrounding the company will disappear as well as
the so-called 'SK discount' that depresses the share prices of
SK Group units," Mr. Oh said. "Then, SK Corp.'s shareholder
value will rise by more than $1 billion."
He added, "The SK Group's history is riddled with unfair cross-
unit transactions. The abnormal practice of transferring healthy
units' value to shaky affiliates is the problem of all Korean
chaebol, including the SK Group."
Mr. Oh also asked the resignation of three members of SK Corp.'s
board -- SK Group Chairman Son Kil-seung, SK Corp. Chairman Chey
Tae-won and SK Corp. President Kim Chang-geun -- due to their
conviction for their involvement in SK Global's large-scale
accounting fraud.
"Under Korea's commercial law, Sovereign can call for a
shareholders meeting beginning in late September," he said.
"Sovereign will convene a shareholders meeting every year in
order to appoint new directors with ethics and ability."
SK GLOBAL: Final Hearing on Togut Segal Engagement August 20
------------------------------------------------------------
On an interim basis, pending a final hearing at 2:00 p.m. on
August 20, 2003, U.S. Bankruptcy Court Judge Blackshear
authorizes SK Global America Inc., to employ Togut, Segal &
Segal as its U.S. bankruptcy counsel.
Albert Togut, Esq., and Scott E. Ratner, Esq., lead the team of
TS&S lawyers charged with:
* Advising the Debtor of its powers and duties as a debtor-in-
possession;
* Assisting in the preparation of financial statements, the
schedules of assets and liabilities, the statement of financial
affairs, and other reports and documentation required by the
Bankruptcy Code and the Federal Rules of Bankruptcy Procedure;
* Representing the Debtor at all hearings on matters pertaining
to its affairs as a debtor-in-possession;
* Prosecuting and defending litigated matters that may arise
during this Chapter 11 case;
* Negotiating, formulating, and confirming a plan of
reorganization for the Debtor;
* Counseling and representing the Debtor concerning the
assumption or rejection of executory contracts and leases,
administration of claims, and numerous other bankruptcy related
matters arising from this case;
* Counseling the Debtor about various litigation and
reorganization matters relating to this Chapter 11 case; and
* Performing such other bankruptcy services that are desirable
and necessary for the efficient and economic administration of
this Chapter 11 case.
TS&S charges $550 to $675 per hour for work performed by
partners, and $115 to $470 per hour for hours logged by
paralegals and associates. (SK Global Bankruptcy News, Issue No.
2; Bankruptcy Creditors' Service, Inc., 609/392-0900)
===============
M A L A Y S I A
===============
ANCOM BERHAD: Implements Proposed Private Placement
---------------------------------------------------
Ancom Berhad refers to the announcements dated 2 July 2002, 30
October 2002, 8 January 2003 and 8 May 2003 in relation to the
Proposed Private Placement of up to 10% of the issued and paid-
up share capital of Ancom.
On behalf of the Board of Directors of Ancom, Aseambankers
Malaysia Berhad, wishes to announce that the Company has placed
out 11,700,000 new ordinary shares of RM1.00 each in Ancom
(Placement Shares), representing approximately ten percent (10%)
of the issued and paid-up share capital of Ancom as at 7 August
2003 (excluding treasury shares) pursuant to the Proposed
Private Placement to several identified placees at an issue
price of RM1.00 per Placement Share.
The identified placees are not connected to any of the Directors
or substantial shareholders of Ancom.
On July 14, the Troubled Company Reporter - Asia Pacific
reported that proposes to undertake a reorganization of its
subsidiaries. Go to
http://bankrupt.com/misc/TCRAP_Ancom0714.doc,for further
details on the Proposed Reorganization.
AUTOINDUSTRIES VENTURES: Posts Dealings During Closed Period
------------------------------------------------------------
Pursuant to Paragraph 14.08 (a) of the Kuala Lumpur Stock
Exchange (KLSE) Listing Requirements, this is to notify you of
the intention of Datuk Haji Sarip Bin Hamid, the Director of the
Company to deal in the Company's securities (Ordinary Shares)
during the closed period.
In accordance with Paragraph 14.08(c) of the KLSE Listing
Requirements, the Director will inform KLSE on the details of
his dealings within one (1) full trading day after the
transaction.
His current shareholdings in the Company are as follows:
Name of Direct Direct Indirect Indirect
registered No. of Percentage No. of Percentage
owner Ordinary (%) of Ordinary (%) of
Shares Shareholding Shares Shareholding
Held Held
Cimsec Nominees 3,791,630 9.48 - -
(Tempatan) Sdn Bhd
-Danaharta Urus
Sdn Bhd for
Sarip Bin Hamid
Al Wakalah Nominees - - 5,500,000 13.75
(Tempatan) Sdn Bhd
(pledged securities
account for Asteria
Consolidated Sdn Bhd)
Asteria Consolidated - - 2,000,000 5.0
Sdn Bhd
On March 19, the Troubled Company Reporter - Asia Pacific
reported the position of the Group in respect of its default in
payments in the month of March, 2003 amounts RM14,616,064.04.
GULA PERAK: Discloses Securities Dealings in Closed Period
----------------------------------------------------------
Gula Perak Berhad announced that it had on 11 August 2003
received a notice from Tan Sri Dato' (Dr) Elyas bin Omar that he
has entered into dealings in the securities of the Company
during the closed period, pending announcement of the Company's
result for the first quarter ended 30 June 2003. Details can be
found at http://bankrupt.com/misc/TCRAP_Gulak0813.pdf.
Notice of his intention to deal in the securities of the Company
during the closed period has been furnished to the Exchange on 1
August 2003.
On May 28, the Troubled Company Reporter - Asia Pacific reported
that the Securities Commission (SC) had approved the further
extension of time for another five (5) months from 25 May 2003
to 25 October 2003 to complete the Proposed Debt Restructuring,
comprising of:
(i) the Bank Guarantee Facility of RM154.5 million pursuant
to RM150 million nominal value of 3% 1995/2000 Guaranteed
Redeemable Bonds;
(ii) RM25 million Revolving Credit Facility; and
(iii) RM21 million Syndicated Term Loan for KSB Requirements
& Rest Sdn Bhd, a subsidiary of GPB.
KIARA EMAS: SC OKs MTHB's Requirements Exemption Application
------------------------------------------------------------
On behalf of Major Team Holdings Berhad (MTHB), AmMerchant Bank
Berhad (AmMerchant Bank) wishes to announce that the Securities
Commission (SC) has via its letter dated 7 August 2003 approved
MTHB's application for an exemption from the following
requirements:
1. The registration and issuance of a Bahasa Malaysia
Prospectus pursuant to Chapter 26 of the SC's Prospectus
Guidelines (Guidelines); and
2. The requirement to publish an advertisement of the summary
Prospectus in a widely circulated Bahasa Malaysia newspaper
pursuant to Chapter 1 of the Guidelines.
On August 5, Kiara Emas Asia Industries Berhad entered into a
Supplemental Agreement to the conditional Sale and Purchase
Agreement dated 17 January 2002 (SPA), with Major Team Holdings
Sdn. Bhd. (MTHSB) respect of the Proposed Acquisition, which is
part of the "Proposals". The rest are:
i. Proposed Shareholders' Scheme
ii. Proposed Creditors' Scheme
iii. Proposed Disposal
iv. Proposed Special Issue
v. Proposed Restricted Issue
vi. Proposed Mandatory Offer
vii. Proposed Transfer Of Listing Status.
PARK MAY: Proposes Disposal to Regularize Financial Position
------------------------------------------------------------
Further to the announcement dated 28 May 2003, on behalf of the
Park May Berhad, AmMerchant Bank Berhad would like to announce
that the Company has on 8 August 2003 entered into a conditional
share sale agreement (Conditional SSA) with MTDE, a wholly-owned
subsidiary of MTD, for the proposed disposal of the Company's
entire equity interest of 20% in Rangkaian Segar comprising
3,334,000 Shares (Sale Shares) to MTDE for a cash consideration
of RM25,000,000.
In addition, Park May has on even date entered into a
conditional sale and purchase agreement (Conditional SPA) with
Sonali for the proposed disposal of the Property to Sonali for a
cash consideration of RM1,910,000.
DETAILS OF THE PROPOSED DISPOSALS
PROPOSED DISPOSAL OF RANGKAIAN SEGAR
Background Information on Rangkaian Segar
Rangkaian Segar was incorporated in Malaysia under the Companies
Act, 1965 (Act) as a private limited company in October 1996.
Both the authorized and issued and paid-up share capital of
Rangkaian Segar is RM16,670,000 comprising 16,670,000 Shares.
Rangkaian Segar is principally involved in the business of
establishing an intelligent network for the implementation and
operation of an electronic payment system based on the
utilization of smartcard technology. Rangkaian Segar currently
operates two (2) electronic payment systems, namely Touch 'n Go
system and SmartTag system.
The net tangible assets (NTA) of Rangkaian Segar based on its
audited financial statements as at 31 December 2002 is
RM487,980. Rangkaian Segar registered a loss after taxation of
RM1,384,122 for the financial year ended 31 December 2002.
The Sale Shares are secured through a debenture dated 30 May
2002 against a RM120.0 million Commercial Paper / Medium Term
Notes (CP/MTN) Programme entered into between Park May and Affin
Discount Berhad on 23 January 2002. Malaysian Trustees Berhad
(MTB) acts as trustee for the CP/MTN. The amount of CP/MTN
outstanding under the programmed based on the audited financial
statements of Park May for the financial year ended 31 December
2002 is RM115.0 million.
Background Information on MTDE
MTDE was incorporated in Malaysia under the Act as a private
limited company on 11 July 1996 under the name of Laksamana
Hebat Sdn Bhd. It assumed its present name on 6 September 1996.
The present authorized share capital is RM5,000,000 comprising
4,000,000 Shares and 1,000,000 redeemable preference shares of
RM1.00 each (RPS). The present issued and paid-up share capital
of MTDE is RM2 comprising 2 Shares. Out of the 1,000,000 RPS,
RM300,000 have been issued. In compliance with MASB 24, the
300,000 RPS issued have been reclassified as liability.
MTDE is principally involved in investment holding. It is a
wholly-owned subsidiary of MTD.
Salient Terms Of The Conditional SSA
The salient terms of the Conditional SSA are as follows:
(a) MTDE is to acquire the Sale Shares free from all charges
or liens or any other encumbrances whatsoever thereto and with
all rights now or thereafter attaching thereto including without
limitation, all bonuses, rights, dividends and other
distributions declared, paid or made in respect of the Sale
Shares with effect from the date of the Conditional SSA.
(b) the Proposed Disposal Of Rangkaian Segar is conditional
upon compliance with and fulfillment of all of the following
conditions precedent (unless waived by mutual agreement of the
parties) within six (6) months from the date of the Conditional
SSA, subject to an extension of three (3) months upon expiry
thereof or within such other period that may be mutually agreed
by both parties in writing (Compliance Period), namely :
(i) receipt of the approval of the Securities Commission
(SC) in respect of the sale of the Sale Shares by Park May, if
required;
(ii) receipt of the approval of the Foreign Investment
Committee (FIC) in respect of the purchase of the Sale Shares by
MTDE, if required;
(iii) receipt of the approval of the shareholders of Park
May in respect of the sale and purchase of the Sale Shares upon
the terms and conditions of the Conditional SSA, if required;
(iv) receipt by MTDE of MTB's approval in writing in
respect of the sale and transfer of the Sale Shares to MTDE and
MTB's undertaking in writing to discharge and release the Sale
Shares to MTDE free of encumbrances upon receipt by MTB of a sum
that is no more than RM25.0 million (Redemption Sum);
(v) receipt by the relevant party of the approval of any
other relevant authorities, if required in law; and
(vi) receipt by Park May or Rangkaian Segar of a certified
true copy of the resolution of MTDE's Board of Directors
ratifying their acceptance of the terms and conditions of the
joint venture agreement between Park May and the other
shareholders of Rangkaian Segar dated 12 May 1998 (JVA) and
their agreement to be bound by the terms and conditions of the
JVA with effect from the date on which the Sale Shares are duly
registered in MTDE's name without any liability of any nature
for matters or events prior to the date on which the Sale Shares
are registered in MTDE's name.
(c) the total consideration payable for the Sale Shares shall
be RM25.0 million (Total Consideration) only to be paid in cash
in the following manner:
(i) upon execution of the Conditional SSA, MTDE shall pay a
deposit equivalent to ten percent (10%) of the Total
Consideration (Deposit) to Park May's solicitors as stakeholders
who shall deal with the Deposit in the manner authorized in the
Conditional SSA; and
(ii) the balance of the Total Consideration less the
Deposit (Balance) of RM22,500,000 shall be paid by MTDE to the
stakeholders on completion date who shall deal with the Balance
in the manner authorized in the Conditional SSA.
(d) Subject to Park May complying with and performing all its
obligations for completion, the stakeholders are authorized to,
on completion date, deal with the Total Consideration or any
part of it received by the stakeholders and all interest
accrued, in the following manner:
(i) firstly, to pay MTB the Redemption Sum in exchange for
the release of the Sale Shares free of any encumbrances; and
(ii) then, release the remaining balance to Park May.
(e) The Conditional SSA may be terminated in the event of
insolvency of either party, any breach, non-compliance and/or
non-observance by either party of any of the provisions,
conditions, undertakings or covenants of the Conditional SSA
and/or in the event Park May fails to complete the transaction
and/or in the event MTDE fails to pay the Balance in accordance
with item 2.1.3(c) above provided that there is no delay,
breach, default and/or omission by Park May.
(f) In the event of a notice of termination by Park May in
accordance with the terms of the Conditional SSA, Park May may
forfeit and retain the Deposit, if received by Park May, as
agreed liquidated damages and return any part of the Total
Consideration received by or on behalf of Park May to MTDE. The
stakeholders are authorized to release the Deposit and the
interest accrued in respect of the Deposit to Park May and to
release all other money held by them as stakeholder to MTDE.
(g) In the event of a notice of termination by MTDE in
accordance with the terms of the Conditional SSA, Park May must
return any part of the Total Consideration received by or on
behalf of Park May to MTDE and pay a further sum equivalent to
the Deposit as agreed liquidated damages to MTDE. The
stakeholders are authorized to and shall release all money held
by them as stakeholder to MTDE.
(h) MTDE acknowledges and declares that from the date on
which the Sale Shares are registered in MTDE's name, MTDE agrees
to be bound by, and undertakes to take all necessary steps to
ratify its acceptance of, the terms and conditions of the JVA as
if it were a party to the JVA with effect from the date on which
the Sale Shares are registered in MTDE's name without any
liability of any nature for matters or events prior to the date
on which the Sale Shares are registered in MTDE's name.
Original Cost Of Investment
Park May's original cost of investment in the Sale Shares was
RM3,334,000 incurred on 12 May 1998.
Basis Of Arriving At The Disposal Consideration
The consideration for the Proposed Disposal Of Rangkaian Segar
of RM25,000,000 was arrived at on a willing buyer-willing seller
basis after taking into consideration the enterprise value of
Rangkaian Segar using the discounted cashflow methodology on the
net cashflows projected to be receivable from the services
agreements of Rangkaian Segar.
The consideration represents a premium of RM24,902,404 to the
proportionate NTA of Rangkaian Segar of RM97,596.
Liabilities To Be Assumed
There will be no liabilities to be assumed by MTDE pursuant to
the Proposed Disposal Of Rangkaian Segar in accordance with the
terms of the Conditional SSA.
PROPOSED DISPOSAL OF PROPERTY
Background Information on Sonali
Sonali was incorporated in Malaysia under the Act as a private
limited company on 26 January 1995. Its authorized share capital
is RM1,000,000.00 comprising 1,000,000 Shares, of which 500,000
Shares have been issued and fully paid-up. Sonali is principally
involved in dealing and retailing in ready-made garments.
Background Information on the Property
The Property is a piece of leasehold land measuring
approximately 3,821 square meters in area with a three (3)
storey building erected thereon held under Title No. P.N. 30696,
Lot No. 651, Section 55, Town of Kuala Lumpur, District of Kuala
Lumpur, State of Wilayah Persekutuan located at Lot 67, Lorong
Scott, Brickfields, Kuala Lumpur. Park May is the registered and
beneficial owner of the Property.
The Property has a leasehold interest of sixty (60) years
expiring on 18 May 2057. The building, which is approximately 6
years of age, is currently not in use. The building has an
approximate floor area of 1,579 square meters.
The Property is also secured against the CP/MTN programmed. The
Property is subject to restriction in interest that it cannot be
transferred, leased, mortgaged or charged without the consent of
the relevant State Authority. Based on the audited financial
statements of Park May for the financial year ended 31 December
2002, the audited net book value of the Property is
approximately RM1.007 million.
Salient Terms of the Conditional SPA
The salient terms of the Conditional SPA are as follows:
(a) the Proposed Disposal Of Property is conditional upon
Park May having obtained the following approvals on or before
the expiry of six (6) months from the date of the Conditional
SPA or such other extended period as shall be mutually agreed
between the parties:
(i) the waiver to seek the approval of or the approval of
the SC to dispose off the Property to Sonali;
(ii) the approval of the State Authority for the transfer
of the Property to Sonali; and
(iii) approvals from such other relevant authorities, if
any, which shall be required to transfer the Property.
(b) the consideration is to be satisfied as follows:
(i) RM38,200 representing 2% of the consideration as
earnest sum;
(ii) RM152,800 representing 8% of the consideration to be
paid by Sonali upon execution of the Conditional SPA; and
(Collectively to be referred to as "Deposit Sum")
(iii) the remaining balance of RM1,719,000 representing
90% of the consideration to be paid to Park May's solicitors as
stakeholders within three (3) months from the date when the
Conditional SPA becomes unconditional (Completion Date).
(c) If Sonali fails to complete the purchase within the
Completion Date, Park May shall grant to Sonali a further period
of one (1) month to complete the purchase provided always that
Sonali pays interest on the balance of the consideration or on
such unpaid portion thereof at the rate of eight per cent (8%)
per annum calculated on a day to day basis from the Completion
Date to the date of actual payment (Late Payment Interests).
(d) in the event that Sonali fails or neglects to pay the
remaining balance of the consideration of RM1,719,000 other than
through any delay, act of default or omission on the part of
Park May, Park May shall be entitled to forfeit the Deposit Sum,
any sum in excess thereof (if any) shall be refunded free of
interest to Sonali and the Conditional SPA shall terminate and
be of no further effect. In the event that such refund (if any)
is not made within fourteen (14) days of such termination of the
Conditional SPA, Park May shall be liable to pay to Sonali
interest at the rate of eight per cent (8%) per annum on such
sum as is to be refunded calculated on a daily basis until
actual receipt by Sonali.
(e) in the event of default by Park May as defined in the
Conditional SPA, Sonali shall be entitled at the cost and
expense of Park May to:
(i) take proceedings to enforce specific performance of
the Conditional SPA and to all reliefs flowing therefrom; or
(ii) demand for a refund of all monies paid towards the
consideration and an amount equivalent to ten per cent (10%) of
the consideration by way of agreed liquidated damages which
shall be paid within fourteen (14) days from the date of receipt
of the written notice from Sonali or Sonali's solicitors and in
the event the monies is not paid within fourteen (14) days
thereof, Park May shall pay interest on the monies at the rate
of eight per cent (8%) per annum until receipt of full payment
by Sonali.
(f) In the event vacant possession of the Property is not
delivered immediately upon full settlement of the consideration
and Late Payment Interests (if any), Park May shall pay
immediately to Sonali liquidated damages to be calculated from
day to day at the rate of eight per cent (8%) per annum of the
consideration from the date of full payment of the consideration
until the date when vacant possession of the Property is duly
delivered to Sonali.
(g) In the event the Property is destroyed by fire or any
other causes due to no fault or omission of Sonali or his
servants, agents or nominees, prior to the full payment of the
consideration, Sonali is entitled to rescind the Conditional SPA
and to the refund of all or whatsoever money paid to Park May
under the Conditional SPA free of interest and thereafter the
Conditional SPA is null and void and neither party shall have
any claim against one another save and except for any antecedent
breach. In the event that such refund is not made within
fourteen (14) days of such termination of the Conditional SPA,
Park May shall be liable to pay to Sonali interest at the rate
of eight per cent (8%) per annum on such sum as is to be
refunded calculated on a daily basis until actual receipt by
Sonali.
(h) Park May undertakes to pay any real property gains tax
(RPGT) in respect of the sale of the Property and to indemnify
Sonali or Sonali's solicitors against any claims or demands
whatsoever resulting from Park May's non-compliance with any of
the provisions of the RPGT Act, 1976 in respect of the Property.
(i) Sonali is to acquire the Property free from all
encumbrances, caveats or other restraints with vacant possession
but subject to all conditions of title whether expressed or
implied and upon all the terms and conditions of the Conditional
SPA.
Original Cost Of Investment
The Property was purchased by Park May on 1 September 1996 at a
cost of RM1,270,316.85.
Basis Of Arriving At The Disposal Consideration
The consideration for the Proposed Disposal Of Property of
RM1,910,000 was arrived at on a willing buyer-willing seller
basis after taking into consideration the Open Market Value
(OMV) of the Property of RM2,900,000 as ascribed by a firm of
independent professional valuers, Messrs. Rahim & Co., on 15
October 2002 using the Comparison Method of Valuation.
The consideration which is the best offer received by the
Company to-date represents a discount of RM990,000 or
approximately 34% to the OMV of the Property.
Liabilities To Be Assumed
There will be no liabilities to be assumed by Sonali pursuant to
the Proposed Disposal Of Property in accordance with the terms
of the Conditional SPA.
PROPOSED UTILISATION OF PROCEEDS FROM THE PROPOSED DISPOSALS
The total proceeds arising from the Proposed Disposals of
RM26,910,000 is expected to be utilized in the manner set out in
Table 1 of the Appendix at
http://bankrupt.com/misc/TCRAP_Pmay0813.doc.
RATIONALE FOR THE PROPOSED DISPOSALS
The Proposed Disposals form part of the Group's asset disposal
programmed formulated to rationalize its investments and more
importantly, to partly assist in regularizing the financial
position of the Park May group of companies ("Park May Group" or
"Group"). Currently, the Company is an affected listed issuer
under Practice Note No. 4/2001 of the Listing Requirements of
the Kuala Lumpur Stock Exchange whereby the Company is required
to formulate a detailed restructuring plan to regularize its
financial condition.
The Proposed Disposals will enable Park May to raise cash
expeditiously to reduce its borrowings which will result in
annual interest savings of approximately RM1,595,000 based on an
average interest rate of 6.0% per annum.
It is also expected that the proceeds from the Proposed
Disposals will provide Park May with greater flexibility in
formulating a restructuring scheme which will help turnaround
and place the restructured Group on a stronger financial
footing. Based on the audited financial statements for the
financial year ended 31 December 2002, the net tangible
liabilities (NTL) of the Group is RM26.030 million with total
borrowings of approximately RM115.70 million.
EFFECTS OF THE PROPOSED DISPOSALS
Share Capital
The Proposed Disposals will not have any effect on the issued
and paid-up share capital of Park May.
NTL
Based on the audited balance sheets of the Park May Group as at
31 December 2002 and on the assumption that the Proposed
Disposals had been effected on that date, the proforma effects
of the Proposed Disposals on the Group's NTL are set out in
Table 2 of the Appendix of this announcement.
Earnings
Based on the audited balance sheets of the Park May Group as at
31 December 2002, the Proposed Disposals will give rise to a net
gain on disposal of approximately RM25,476,404 at the Group
level.
As already mentioned in Section 2.5 of this announcement, an
amount of RM26,581,560 will be utilized to partly redeem the
outstanding CP/MTN. This is expected to result in annual
interest savings of approximately RM1,595,000 based on an
average interest rate of 6.0% per annum.
Substantial Shareholders' Shareholdings
The Proposed Disposals will not have any effect on the
substantial shareholders' shareholdings in Park May.
APPROVALS REQUIRED FOR THE PROPOSED DISPOSALS
The Proposed Disposal Of Rangkaian Segar is subject to, inter-
alia, the following:
(i) the approval of the SC, if required;
(ii) the approval of the FIC, if required;
(iii) the approval of the shareholders of Park May, if
required;
(iv) the approval of MTB and its undertaking to discharge and
release the Sale Shares to MTDE free of encumbrances upon its
receipt of the Redemption Sum; and
(v) the approval of any other relevant authorities, if
required.
The Proposed Disposal Of Property is subject to, inter-alia, the
following:
(i) the waiver to seek the approval of or the approval of the
SC to dispose off the Property to Sonali;
(ii) the approval of the State Authority for the transfer of
the Property to Sonali; and
(iii) approvals from such other relevant authorities, if any,
which shall be required to transfer the Property.
The Proposed Disposal Of Rangkaian Segar and Proposed Disposal
Of Property are not inter-conditional upon each other.
DEPARTURE FROM SC'S POLICIES AND GUIDELINES ON THE ISSUE/OFFER
OF SECURITIES (SC GUIDELINES)
The Proposed Disposals do not depart from the SC Guidelines.
DIRECTORS' AND SUBSTANTIAL SHAREHOLDERS' INTEREST
None of the directors and substantial shareholders of the Group
as well as persons connected with them have any interest, direct
and/or indirect, in the Proposed Disposals.
DIRECTORS' RECOMMENDATION
Having considered the rationale and effects of the Proposed
Disposals, the Board of Directors is of the opinion that the
Proposed Disposals are in the long-term interest of the Group.
ADVISER
AmMerchant Bank has been appointed as Adviser to Park May for
the Proposed Disposals.
ESTIMATED TIME FRAME FOR APPLICATION TO THE RELEVANT AUTHORITIES
AND COMPLETION
Pursuant to paragraph 12.05(a)(iii) of Chapter 12 of the SC
Guidelines, the Proposed Disposals would give rise to a
significant change in the business direction of the Park May
Group and accordingly, the SC's approval is required for the
Proposed Disposals. However, the Company will seek a waiver from
having to seek the SC's approval for the Proposed Disposals
pursuant to paragraph 8 of Guidance Note 12 of the SC
Guidelines.
The Proposed Disposals are expected to be completed in the
fourth quarter of 2003.
DOCUMENTS AVAILABLE FOR INSPECTION
The following will be made available for inspection at the
registered office of Park May at Lot 18115, Batu 5, Jalan Kelang
Lama, 58100 Kuala Lumpur during normal business hours from
Mondays to Fridays (except public holidays) for a period of
three (3) months from the date of this announcement:
(a) the Conditional SSA;
(b) the Conditional SPA; and
(c) the valuation report prepared by Messrs. Rahim & Co. on
the Property.
PROMET BERHAD: De-Registers Zimbawe Unit Zimmal
-----------------------------------------------
The Board of Promet Berhad wishes to announce that on 1 August,
2003, PROMET has received a confirmation from Messrs. KPMG,
Chartered Accountants (Zimbabwe) confirming that Zimmal Promet
Limited, a wholly owned subsidiary of PROMET, has been
successfully de-registered on 2 August, 2002 pursuant to Section
320(3) of the Companies Act (Chapter 24:03) in Zimbabwe.
The de-registration of the subsidiary did not have any material
financial and operational impact on the Group.
SELOGA HOLDINGS: Changes Registered Address, Secretary
------------------------------------------------------
Seloga Holdings Berhad posted these notices:
Change of Address
Change description : Registered
Old address : 19, Jalan Thamby Abdullah Satu,
Brickfields, 50470 Kuala Lumpur.
New address : Level 11-2, Faber Imperial Court,
Jalan Sultan Ismail,
50250 Kuala Lumpur.
Name of Registrar : n/a
Telephone no : 03-26924271
Facsimile no : 03-27325399,03-27325388
E-mail address : megacorp@gt.com.my
Effective date : 11/08/2003
Change of Company Secretary
Date of change : 11/08/2003
Type of change : Resignation
Designation : Secretary
License no. : MAICSA7032495
Name : Lee Yoke Sum
Working experience and occupation during past 5 years :
Chartered Secretary
On May 19, the Troubled Company Reporter - Asia Pacific reported
that the Company has obtained the approval of the Securities
Commission for an extension of time of two(2) months to 23 June
2003 for the implementation of the Proposals, which comprises
the following:
* Two-Call Rights Issue;
* Restricted Issue;
* Settlement of Joint Venture;
* Debt Settlement Scheme;
* Segi-Seloga Jaya JV; and
* ESOS.
SITT TATT: SIBB Appointed as SPA, Deed of Settlement Adviser
------------------------------------------------------------
On 1 August 2003, Sitt Tatt Berhad announced the execution of
the SPA and Deed on 31 July 2003. In this connection, the Board
of Directors of Sitt Tatt wishes to announce that Tan Sri Datuk
Dr Mohan M. K. Swami, J.P. (TSDDMS) and Dato' Pang Wee Pat, J.P.
(DPWP) had informed the Company that they have appointed
Southern Investment Bank Berhad (SIBB) as the adviser pursuant
to the obligations arising from the Sale and Purchase Agreement
(SPA) and Deed of Settlement (Deed) between TSDDMS, DPWP and the
Vendors (Agreements).
These obligations and further information on the Agreements are
set out below by SIBB, on behalf of TSDDMS and DPWP.
Introduction
On 31 July 2003, TSDDMS and DPWP (the Purchasers) entered into
the SPA with MISL & Associates Sdn Bhd (MISL), Datuk Mazlan Bin
Jamaludin, Kor Hiang Ling, Lim Lek Teck, Lai Moon Kwai and Lim
Chih Li @ Lin Zhili (the Vendors) and Bintang Ketara Sdn Bhd to
acquire the entire equity interest in MISL comprising 1,002
ordinary shares of RM1.00 each (MISL Shares) (MISL Sale Shares)
(Proposed MISL Acquisition) for a total purchase consideration
of RM1,002.
MISL is the legal and beneficial owner of the following shares:
a) 43,459,500 ordinary shares of RM1.00 each in Sitt Tatt
(Sitt Tatt Shares) free from moratorium (Cross Shares);
b) 34,138,000 Irredeemable Convertible Preference Shares
(ICPS) in Sitt Tatt, of which 50% is held under moratorium; and
c) 62,562,500 Sitt Tatt Shares held under moratorium.
TSDDMS and DPWP had also on even date, executed the Deed with
the Vendors and MISL for the Purchasers to acquire the Cross
Shares for the sum of RM52,151,400 or at RM1.20 per Sitt Tatt
Share (Proposed Cross Shares Acquisition).
It is envisaged that the Proposed Cross Shares Acquisition will
be completed before the Proposed MISL Acquisition. The Proposed
MISL Acquisition and Proposed Cross Shares Acquisition are
hereinafter collectively referred to as the Proposed
Acquisitions.
Information on the Proposed Acquisitions
The MISL Shares to be acquired will be free from all
encumbrances, claims, charges, liens and equities and with all
rights attaching thereto as from the date of completion of the
SPA as follows:
(i) The Vendors are agreeable to sell and the Purchasers are
agreeable to purchase all the MISL Sale Shares on the terms and
conditions as set out in Section 2.1 below; and
(ii) The Purchasers and MISL have reached a full and final
settlement of all their differences on the terms and conditions
as set out in Section 2.2 below and wish to discontinue the
legal proceedings against the Vendors (Legal Action) and to
procure the discontinuance of the legal suit of Mr Ong Seang San
against MISL, the Vendors and Mr Lim Een Hong (OSS Legal Suit).
Salient terms and conditions of the SPA
The obligations of the parties to complete the sale and purchase
of the MISL Sale Shares under the SPA are conditional upon the
following:
(a) for the completion of the sale and purchase of MISL Sale
Shares before the end of the moratorium period, the approval of
the Securities Commission (SC) and the waiver of any
undertakings given by the Vendors to the SC not to transfer the
MISL Sale Shares before the end of the moratorium period;
(b) the waiver of the SC (if required) for any takeover
obligations arising from the Purchasers acquiring the MISL Sale
Shares or howsoever arising;
(c) the withdrawal of Suit no. D4-22-1121-2003 commenced by
Mr Ong Seang San against inter alia MISL and the Vendors
prohibiting any dealing with the MISL Sale Shares;
(d) such other consents or approvals as may be required of
any third party or governmental, regulatory body or competent
authority having jurisdiction over the sale of the MISL Sale
Shares or the transaction contemplated under the SPA; and
(e) the completion of the Proposed Cross Shares Acquisition,
whereby MISL will sell to the Purchasers 43,459,500 Sitt Tatt
Shares free from moratorium by crossing the amount over the
Kuala Lumpur Stock Exchange (KLSE), (hereinafter the conditions
set out in paragraphs (a), (b), (c), (d), and (e) above shall be
collectively referred to as the Conditions Precedent and
individually referred to as a Condition Precedent).
Notwithstanding the Conditions Precedent set out in Section 2.1
above, the Purchasers may at their sole and absolute discretion
waive the fulfillment of Condition Precedent.
Salient terms and conditions of the Deed
The salient terms of the Deed, inter alia, are as follows:
Stay of proceeding: In consideration of, among other things, the
terms contained in the Deed the parties shall, immediately upon
the execution of the Deed:
(i) suspend or adjourn any action or proceeding against each
other in respect of the Legal Action and shall procure their
nominees, officers, agents and servants to do the same and the
Purchasers shall procure that the OSS Legal Suit be suspended or
adjourned;
(ii) adhere and abide by a complete suspension or adjournment
on any action against each other for any matter whatsoever in
and/or arising from or concerning the Legal Action by way of any
claim, suit or arbitration, by way of enforcement or attempted
enforcement of security, contempt of court proceedings or any
other proceedings or the appointment of any receiver, judicial
manager, special accountant or administrator against each other
and shall procure their nominees, officers, agents and servants
to do the same; and
(iii) withhold the making of any police reports or reports of
any sort to any regulatory or governmental authority, complaint
or disciplinary proceeding against each other's current
nominees, agents, servants, solicitors, directors or officers
for any matter whatsoever in and/or arising from or concerning
the Legal Action.
Withdrawal of proceeding: In consideration of, among other
things, the terms contained in the Deed, the parties hereby
agree to, immediately on the completion date of 6 August 2003,
being the date the parties shall exercise their best endeavors
to complete the sale and purchase of the 43,459,500 Sitt Tatt
Shares at RM1.20 per share (Completion Date), and in any event
by the cut-off date being 10 September 2003 (Cut-Off Date):
(i) withdraw and discontinue the Legal Action and procure the
withdrawal and discontinuance of the OSS Legal Suit, with no
liberty to file afresh and with no order as to costs and no
order as to damages and shall procure their nominees, officers,
agents and servants to do the same save that where Mr Lim Een
Hong is required on the OSS Legal Suit to cooperate in such
withdrawal and discontinuance with no order as to costs and
damages, and MISL is unable to procure him to do the same, MISL
and the Vendors shall agree to the discontinuance and withdrawal
of the OSS Legal Suit with no order as to costs or damages to
MISL and the Vendors;
(ii) irrevocably release acquit and discharge each other and
any of them from and against all obligations, liabilities,
duties, responsibilities, claims, actions, proceedings, demands
which each party may now have or might have had or could have
had (contingent or actual) against the other or any of them in
relation to the subject matter of any of the Legal Action and
the OSS Legal Suit, and shall procure their nominees, officers
and servants to do the same; and
(iii) not to act as a complainant, in any civil or criminal
proceedings against each other and shall exercise all powers and
ability within their control so as to procure the withdrawal of
all reports, including the police report lodged by Mr Lim Een
Hong and if Mr Lim Een Hong does not withdraw the police report,
the Vendors shall render all assistance possible including where
applicable acting as witnesses in favor of the Purchasers and Mr
Ong Seang San.
Sale and Purchase:
(i) MISL agrees to sell as legal and beneficial owners, and
the Vendors agree to procure the sale of, and the Purchasers
agree to purchase, the 43,459,500 Sitt Tatt Shares held by MISL
(Cross Shares) at RM1.20 per Sitt Tatt Share on the Completion
Date or in any event not later than the Cut-Off Date, free from
all security interests, moratorium, other third party rights and
all charges, lien, encumbrances, equities or other adverse
claims or interests;
(ii) the Purchasers shall at least one (1) business day (or
such other period as may be imposed by law, regulations or the
requirements of any regulatory authorities or the KLSE) prior to
the Completion Date instruct their brokers to arrange a cross
transaction over the KLSE for the sale and purchase of the Cross
Shares at the consideration sum on the Completion Date and shall
notify MISL of the particulars of their broker arranging the
transaction in writing; and
(iii) Upon receipt of the notice from the Purchasers, MISL
shall procure their brokers (whose particulars MISL shall inform
in writing to the Purchasers as soon as practicable upon the
signing of the Deed) to transact the sale of the Cross Shares on
the Completion Date at the consideration sum with the brokers of
the Purchasers.
Background Information on TSDDMS and DPWP
Information on TSDDMS
TSDDMS graduated in medicine from Mysore University and
commenced his medical career in 1978 in Sabah, Malaysia. On 23
November 1994, TSDDMS was appointed as a Director in Sitt Tatt
and was later appointed as the Executive Chairman on 18 February
1998. He was re-designated to Executive Deputy Chairman in
September 2000 and had subsequently resigned on 16 January 2001
but remained as Adviser to the Sitt Tatt group. However, he was
re-appointed to the Board as a Director and Executive Deputy
Chairman in April 2001 until todate. Currently, he is also the
Executive Chairman of Chase Perdana Berhad.
Information on DPWP
DPWP graduated with an Honors degree in Economics from the
University of Malaya and a Master in Business Administration
from the University of Hull, United Kingdom. He joined the Sitt
Tatt Board as a Director and was appointed Senior Executive
Director on 30 August 1999. Presently, he is the Managing
Director of Sitt Tatt group of companies and has held the
position since July 2001.
Mandatory Offer Implication
Upon the SPA becoming unconditional, the Purchasers will
collectively hold direct and indirect interests of 107,265,727
Sitt Tatt Shares representing approximately 55.12% interest in
Sitt Tatt.
Pursuant to Section 6 Part II of the Malaysian Code on Take-
Overs and Mergers 1998, the Purchasers will be obliged to make
an unconditional mandatory offer to the other shareholders of
Sitt Tatt for the remaining Sitt Tatt Shares, not already held
by them.
SIBB has been appointed by the Purchasers as their adviser for
the mandatory offer obligation arising from the Proposed Cross
Shares Acquisition and the Proposed MISL Acquisition.
SRIWANI HOLDINGS: Obtains DRA Time Extension From Creditors
-----------------------------------------------------------
On behalf of Sriwani Holdings Berhad, Commerce International
Merchant Bankers Berhad announces that SHB has obtained the
approval of all the financial institution lenders and creditors
under the Proposed Debt Restructuring Scheme for an extension of
time to 31 August 2003 for fulfillment of all condition
precedents as stipulated in the Debt Restructuring Agreement
dated 28 June 2002.
The "Proposals" collectively refers the following:
* Proposed Capital Reduction and Consolidation;
* Proposed Restricted Issue;
* Proposed Rights Issue;
* Proposed Debt Restructuring Scheme;
* Proposed Assets Injection; and
* Proposed Additional Issue.
TA ENTERPRISE: SC Grants Proposed Extension Approval
----------------------------------------------------
TA Enterprise Berhad refers to the announcement on 21 May 2003
pertaining to the Proposed Extension of the Duration and
Exercise Period for the Outstanding TAE Warrants 1999/2004 by an
Additional Five (5) Years from 24 June 2004 to expire at 5:00pm
on 24 June 2009.
Hwang-DBS on behalf of the Board of Directors of TAE wishes to
announce the Securities Commission's (SC) approval on the
aforesaid matter (via its letter dated 7 August 2003), which is
subject to the following conditions:
(i) TAE has to comply with the requirements as stipulated in
the SC's press release dated 30 October 1998, as well as the
opinion by Messrs Iza Ng Yeoh & Kit dated 4 June 2003;
(ii) TAE has to insert a clause in the supplementary deed
poll which clearly specifies that, a notice, on the extension of
time and exercise period of the TAE Warrants 1999/2004, will be
dispatched to the holders of TAE Warrants 1999/2004 within
thirty (30) days from 24 June 2004 (being the expiry date of the
TAE Warrants 1999/2004); and
(iii) TAE has to ensure timely and appropriate announcement
to be made to the Kuala Lumpur Stock Exchange in relation to the
implementation of the Proposed Extension.
In addition, Hwang-DBS is required to inform the SC upon
completion of TAE's Proposed Extension.
TA ENTERPRISE: SC Stresses Applications Conditions Fulfillment
--------------------------------------------------------------
TA Enterprise Berhad refers to the announcement dated 9 July
2003 in relation to the Company's application to the Securities
Commission (SC) seeking modification / waiver of certain
conditions imposed on Botly Securities Sdn Bhd (BSSB), a wholly
owned subsidiary of TAE, pertaining to the following
applications:
- Proposed Acquisitions by BSSB of the stockbroking
businesses of
1. Borneo Securities Sdn Bhd (Borneo)
2. Kota Bharu Securities Sdn Bhd (KBS)
3. Ta Securities Berhad (TAS)
- Proposed Conversion of the stockbroking businesses of
Borneo, KBS and TAS into branch offices of BBSB
- Proposed Relocation of the stockbroking business of BBSB
from Ipoh to Kuala Lumpur
- Application by Botly to attain the Universal Broker (UB)
Status
- Proposed Opening of additional branch offices by BSSB at
Johor Bahru, Kota Kinabalu, Kuching and Seremban
The Board of Directors of TAE wishes to announce that the
Securities Commission (SC) via its letter dated 8 August 2003
had stated the following:
1. BSSB must convert the stockbroking businesses of TAS, KBS,
and Borneo into Branch Offices within six (6) months from the
date of SC's approval.
The SC has decided to maintain the conversion period at six (6)
months. Nonetheless, the SC has stated that BSSB could apply for
an extension of time should it be unable to comply with the
condition within the stipulated time frame.
2. BSSB must increase its Bumiputera Shareholding to at least
30% within three (3) years from the date of the SC's approval.
The SC maintained that this condition must be fulfilled.
However, TAE / BSSB could apply for a further extension of time
should it be unable to comply with the condition within the
stipulated three (3) year time frame.
3. Datuk Tony Tiah Kian shall provide a statutory declaration to
the SC on the respective shareholding in TAE (being the
shareholder of BSSB) in which he and persons connected with him
are holding, whether beneficial or otherwise and whether
directly or indirectly, including details of such shareholdings,
before BSSB can commence operations as a UB.
The SC had stated that it would have no objection if Datuk Tony
Tiah Thee Kian provides a written declaration instead of a
statutory declaration in relation to the respective shareholding
in TAE in which he and persons connected with him are holding,
whether beneficial or otherwise and whether directly or
indirectly, including details of such shareholdings.
4. Datuk Tiah Thee Kian and persons connected to him shall
reduce their shareholding in TAE collectively to not more than
20% before BSSB can commence operations as a UB.
The SC maintains that this condition must be fulfilled.
TAT SANG: Securities De-listing Appeal Decision Pending
-------------------------------------------------------
The Board of Directors of Tat Sang Holdings Berhad wishes to
announce that further to their appeal letter dated 1 August
2003, in relation to the decision of the Exchange to de-list
TATSANG's securities from the Official List of Exchange on 11
August 2003, the KLSE has issued a letter dated 8 August 2003
that the removal of the securities of TATSANG from the Official
List of the Exchange shall be deferred pending the decision on
the appeal by the KLSE Committee.
TONGKAH HOLDINGS: Quoted Securities Disposed
--------------------------------------------
Tongkah Holdings Berhad had on 9 August 2003 been notified by PB
Trustee Services Berhad (the trustee in respect of the Company's
RM186,558,296 Nominal Value of 5 year 1%-2% Redeemable Secured
Convertible Bonds A 1999/2004 and RM275,980,363 Nominal Value of
5 year 1%-2% Redeemable Secured Convertible Bonds B 1999/2004
(collectively "Bonds")) that they have on 4 August 2003 and 5
August 2003, disposed of some of the Company's securities held
in public listed companies, which are pledged with them in
relation to the Bonds.
The proceeds of sale are retained in the sinking fund accounts
maintained pursuant to the respective trust deeds relating to
the Bonds. Go to http://bankrupt.com/misc/TCRAP_Tongkah0813.doc
for information on the securities disposed.
WING TIEK: Unit Grants Purchase Agreement Time Extension
--------------------------------------------------------
Wing Tiek Holdings Berhad refers to the announcement made on 29
May 2003 in relation to the Agreement for the Sale and Purchase
of a Dumb Barge known as "MV Sky III"
The Board wishes to inform that its wholly-owned subsidiary,
Victory Skyline Sdn Bhd (VS), on a request from Quest Design
Solutions Limited (QDSL) has agreed to grant an extension period
of sixty (60) days for QDSL to pay the balance purchase
consideration of US$270,000.00 for the purchase of the dumb
barge known as "MV SKY III" on condition that an interest of 10%
per annum be charged for this period.
Accordingly, QDSL has accepted the extension of time with the
new condition imposed.
The Troubled Company Reporter - Asia Pacific reported that
Proposed Debt Restructuring Scheme of Wing Tiek Holdings
Berhad (WTHB), Wing Tiek Steel Pipe Sdn Bhd (WTSP), Wing Tiek
Metal Industries Sdn Bhd (WTMI), Wing Tiek Ductile Iron Pipe Sdn
Bhd (WTDIP), Wing Bee Hardware Sdn Bhd (WBH) and Victory Skyline
Sdn Bhd (VS) was passed at the Court-convened Scheme Creditors'
meetings held on July 21, 2003.
* RAM Lifts Rating Watch on Hoteliers; Sutera's Bonds Downgraded
----------------------------------------------------------------
On 2 May 2003, Ratings Agency Malaysia Berhad (RAM) had placed
the ratings of hoteliers on Rating Watch, with a negative
outlook. The rating action had been premised on the highly
uncertain ramifications of the virulent Severe Acute Respiratory
Syndrome (SARS) on the tourism industry. Following the
successful containment of the disease, however, the World Health
Organization lifted the last travel advisory - on Taiwan - on 5
July 2003.
Almost crippled by the outbreak of SARS, the Malaysian tourism
industry has recently exhibited signs of a revival. Although
many have yet to recover to pre-SARS levels, occupancy rates for
most hotels rated by RAM have been gradually picking up in June
and July. Most hoteliers are hopeful that the rising occupancy
rates will hold in the coming months given that most economic
activities have returned to normal. Even so, RAM expects the
tourism industry to only gather significant momentum towards the
end of 2003. Based on observations of past crises, tourism
usually achieved full recovery within 6 months.
With the recent rejuvenation of hoteliers, RAM is lifting the
Rating Watch on the following ratings:
Company Hotel Rating assigned
CDL Hotels Sdn Bhd The Regent (Kuala Lumpur) P2(s)
Inter Heritage Sdn Bhd Sheraton Imperial (Kuala Lumpur) C1
Sunway City Bhd Sunway Lagoon Resort Hotel (Petaling Jaya)
Sunway Hotel (Penang)
Sunway Hotel (Seberang Jaya) A2
Ikatan Perkasa Sdn Bhd The Datai (Langkawi) A1(s)
Gula Perak Bhd Dynasty Hotel (Kuala Lumpur)
Empress Hotel (Sepang) B2(s)
Sutera Harbour Resort Sdn Bhd
Magellan Sutera Hotel (Kota Kinabalu) BBB2(s) - Tranche 1
Pacific Sutera Hotel (Kota Kinabalu) BBB3(s) - Tranche 2
AAA(bg) - Tranche 3
However, the ratings on Sutera Harbour Resort Sdn Bhd's (SHRSB)
Tranche 1 and Tranche 2 bonds have been downgraded from a
respective A2(s) and A3(s) to BBB2(s) and BBB3(s) concurrently.
During the period under review, SHRSB performed below the
expectations. Apart from the SARS outbreak that had taken a
heavy toll on the average occupancy rates of SHRSB's hotels, its
golf course operations and membership sales as well as proceeds
from the sale of properties were substantially below the earlier
projections. The full redemption of the bonds is expected to
hinge very much on proceeds from the golf course operations and
membership sales as well as the properties, all of which are
anticipated to present formidable challenges.
Meanwhile, the Rating Watch for the following companies will be
maintained due to other developments:
Company Rating assigned Outlook
Pernas International Holdings Bhd BBB3(s) Developing
FACB Resorts Bhd B1(s) Negative
CONTACT ANALYSTS: Chan Lai Fong/Lim Siew Ching
Phone: 03-7628 1038/03-7628 1773
E-mail: laifong@ram.com.my/siewching@ram.com.my
=================
S I N G A P O R E
=================
KEPPEL LAND: To Sell SG$500M Hospitality Operation Soon
--------------------------------------------------------
Keppel Land Managing Director Kevin Wong told Business Times
recently the group is selling its hospitality business, which it
considers non-core.
The disposal of the loss-making unit worth an estimated SG$500
million will allow the group to focus on becoming a regional
property developer, the report said.
"The hospitality business is considered non-core. At the right
time and whenever appropriate, we'll dispose of it, not just in
Indonesia but elsewhere as well," Mr. Wong told Business Times.
Keppel Land has a total of 12 hotels and resorts in Indonesia,
Myanmar, Vietnam and China. The hospitality and services
division extended its loss to SG$8.6 million in 2002 from SG$8
million a year earlier, the report said.
===============
T H A I L A N D
===============
COUNTRY (THAILAND): Explains Q202/03 Performance Differences
------------------------------------------------------------
Property Planner Company Limited, the Plan Administrator for
Country (Thailand) Public Company Limited, informed the material
differences in the Company's Performance from the second quarter
of the year 2003 and 2002 as follows:
1. In this period, total revenues increased as a result of
recapturing of rental deposits and interest income from loans to
subsidiaries.
2. There were decreases in selling and administrative
expenses in this period due to decrease in deferred expenses,
depreciation expenses, and other expenses.
3. Interest expenses increased due to interest expenses from
the rehabilitation plan payables and short-term loans.
4. In this period, there was decrease in loss from
subsidiaries and there was loss from debt restructuring as a
result from the transferring of asset to creditors to settle
debt in accordance with the rehabilitation plan.
COUNTRY (THAILAND): Issues Q203 Reorganization Progress Report
--------------------------------------------------------------
Mr. Khumsup Lochaya, Director of Property Planner Company
Limited, the Plan Administrator of Country (Thailand) Public
Company Limited, issued the Company's Business Reorganization
Progress Report for June 30, 2002:
Rehabilitation Activities:
Jun. 15, 2001. The Sukhumvit Asset Management Co., Ltd.
(creditor) filed a petition for reorganization of the Company's
business with the Central Bankruptcy Court.
Jul. 16, 2001. The Central Bankruptcy Court issued an order for
business reorganization and appointed "Neo World Consultant Co.,
Ltd." to be the Planner.
Jan. 21, 2002. The Planner submitted rehabilitation plan to
Central Bankruptcy Court.
Mar. 5, 2002. The Company held a meeting with the creditors to
consider the company's rehabilitation plans and the creditors
approved the plan.
May 20, 2002. The Central Bankruptcy Court considered the plan
and ordered the acceptance of the Company's rehabilitation plan.
Aug. 16, 2002. The Company reduced the registered capital from
the existing amount of Bt1,500,000,000 to Bt1,212,500,000, Par
Value at Bt10.
Aug. 19, 2002. The Company reduced the registered capital from
the existing amount of Bt1,212,500,000 to Bt1,212,500, Par Value
at Bt10.
Sep. 29, 2002. The Company increased the registered capital from
the existing amount of Bt1,212,500 to Bt10,000,000,000, Par
Value at Bt10.
Jan. 24, 2003. The Company transferred collateral's assets at La
San as payment to Creditor Group 2 as specified in the
restructuring plans.
Mar. 6, 2003. The Company transferred collateral's assets at
Plague Sa as payment to Creditor Group 1 as specified in the
restructuring plans.
Apr. 22, 2003. Issuance of newly registered common shares to
creditors as payment. (Exchange of Debt to Equity)
Apr. 29, 2003. The Company transferred collateral's assets at
Hua Hin, Prajuabkirikun as payment to Creditor Group 1 as
specified in the restructuring plans.
May 21, 2003. The Company transferred collateral's assets at Mae
Sign, Chiang Rai as payment to Creditor Group 1 as specified in
the restructuring plans.
Jun. 20, 2003. The Company transferred collateral's assets at
Mae Rim, Chiang Mai as payment to Creditor Group 1 as specified
in the restructuring plans.
MILLENNIUM STEEL: SEC Approves Second Securities Swap With NTS
--------------------------------------------------------------
Millennium Steel Public Company Limited (company) had filed form
(Form 69-1) for the second public offering to N.T.S Steel Group
Public Company Limited (NTS) securities holders in order to
facilitate such remaining NTS securities holders who has not yet
subscribed their securities for the same type and class of
securities with respects to a 1:1 securities swap ratio, and no
cash payment for securities subscription.
The company informed that on August 8, 2003, the Office of the
Securities and Exchange Commission (SEC) has already approved
the company second public offering to NTS securities holders,
starting from August 18, 2003 to October 10, 2003, during 9:00
a.m. to 3:00 p.m. of the company business day, at Shinawatra
Tower 3, 22nd Floor, 1010 Viphavadi Rangsit Road, Ladyao,
Chatuchak, Bangkok 10900, Telephone no. 0-2949-2883-5, Telefax
no. 0-2949-2889.
The initiating a second public offering are as follows:
Types of Securities Amount (Shares/Units) Percentage of the
Issued and Sold-out NTS Securities
Ordinary shares 71,255,961 3.71
Warrant 1 6,590,744 1.38
Warrant 2 9,252,779 1.38
SIAM SYNTECH: N-Park Submits Tender Offer Intent Letter
-------------------------------------------------------
Natural Park Public Company Limited (N-Park) submitted the
Statement of Intention to Make a Tender Offer (Form 247-3) for
securities of Siam Syntech Construction Public Company Limited
to the Office of the Securities and Exchange Commission on this
date. Below is a copy of the statement:
Statement of Intention to make a Tender Offer
1. Date of submission of the statement of intention:
August 11, 2003
2. Name of the person making the statement of intention to make
a tender offer : Natural Park Public Company Limited
Tel. 0-2658-7680
Fax. 0-2658-7677
3. Intention to make a tender offer to purchase securities of
Siam Syntech Construction Public Company Limited
4. Details of securities for which a tender offer will be made
( / ) a tender offer for all securities of the business
( ) a partial tender offer in accordance with Part 5 of
the Notification of the Securities and Exchange
Commission No. Kor. Jor. 53/2545
5. Securities held prior to making a tender offer and other
securities which will be acquired in the future under any other
agreements (information as of the date of submission of this
statement)
6. Name of the preparer of the tender offer
Finansa Securities Limited
8th Floor, TISCO Tower
48/14-15 North Sathorn Road, Bangrak, Bangkok 10500
Tel. 0-2697-3800
Fax. 0-2638-0301
7. Name of other advisors (if any)
Bunchong and Vidhya Law Office Ltd. (as the legal advisor for
the opinion relating to criminal records of
N-Park and its management)
9th floor, Wall Street Tower
33/35, 33/39-40 Surawongse Road, Bangrak, Bangkok 10500
Tel. 0-2236-2334
Fax. 0-2236-3916
8. Date on which an official tender offer is expected to be
filed: August 15, 2003
9. Summary of a contract/ agreement/ memorandum of understanding
entered into by the person making the statement of intention
prior to the submission of this statement of intention for the
purpose of buying and selling significant amount of securities
of the Company, irrespective of whether such contract/
agreement/ memorandum of understanding was entered into for the
purpose of buying and selling securities in the tender offer
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
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re-mailing and photocopying) is strictly prohibited without
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