Annual Report 2012 - IOI Group

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34. BORROWINGS (Continued)34.2 USD370 Million Zero Coupon Guaranteed Exchangeable Bonds due 2011 (“2 nd Exchangeable Bonds”) (Continued)The 2 nd Exchangeable Bonds exchanged during the previous financial year were as follows:GroupNominalValue of 2 ndExchangeableBonds(USD)ExchangepriceNo. ofsharesissuedRemarks2011Exchange during the financial year 35,010,000 RM4.58 27,060,115 Ordinary share of RM0.10 eachIn the financial year ended 30 June 2007, the initial exchange price of RM23.50 per ordinary share of RM0.50 each wasadjusted to RM4.70 per ordinary share of RM0.10 each pursuant to the completion of the share split exercise by the Companyon 6 June 2007.In the financial year ended 30 June 2010, the exchange price was further adjusted to RM4.58 per ordinary share of RM0.10following the completion of the Renounceable Rights Issue.The movements of the 2 nd Exchangeable Bonds during the financial year are as follows:GroupRM’0002012At beginning of financial year 255,185Redemption of USD63,975,000 nominal value of the 2 nd Exchangeable Bonds (236,500)Fair value adjustment (33,352)Foreign currency translation differences 14,667At end of financial year –2011At beginning of financial year 396,029Exchange of USD35,010,000 nominal value of the 2 nd Exchangeable Bonds (154,992)Fair value adjustment 38,072Foreign currency translation differences (23,924)At end of financial year 255,185Annual Report 2012IOI CORPORATION BERHAD 199
NOTES TO THEFINANCIAL STATEMENTS34. BORROWINGS (Continued)34.3 USD600 Million Zero Coupon Guaranteed Exchangeable Bonds due 2013 (“3 rd Exchangeable Bonds”)On 15 January 2008, the Company’s wholly-owned subsidiary, IOI Resources (L) Berhad (the “Issuer”), a company incorporatedin the Federal Territory of Labuan under the Offshore Companies Act, 1990, issued USD600 million Zero Coupon GuaranteedExchangeable Bonds due 2013 (“3 rd Exchangeable Bonds”). The 3 rd Exchangeable Bonds were issued at 100% of the principalamount and listed on the Singapore Exchange Securities Trading Limited and the Labuan International Financial Exchangeand will mature on 15 January 2013. The 3 rd Exchangeable Bonds are unconditionally and irrevocably guaranteed by theCompany.The salient features of the 3 rd Exchangeable Bonds are as follows:i. The 3 rd Exchangeable Bonds are exchangeable at any time on and after 25 February 2008 and prior to 31 December2012 by holders of the 3 rd Exchangeable Bonds (the “Bondholders”) into newly issued ordinary shares of the Company(the “IOI Shares”) only, at an initial exchange price of RM11.00 per ordinary share of RM0.10 each at a fixed exchangerate of USD1.00 = RM3.28 (the “Exchange Price”). The Exchange Price is subject to adjustment in certain circumstances.ii.iii.The Issuer or the Company may, at its option, satisfy its obligation to deliver IOI Shares pursuant to the exercise of theright of exchange by a Bondholder, in whole or in part, by paying to the relevant Bondholder an amount of cash in USDollar equal to the product of the number of IOI Shares otherwise deliverable and the volume weighted average of theclosing price of the IOI Shares for each day during the 10 trading days immediately before the exchange date.The 3 rd Exchangeable Bonds are redeemable in whole or in part, at the option of the Issuer at the issue price plusaccrual yield of 1.25% compounded semi-annually (“Accreted Principal Amount”):(a)on or after 15 January 2010, if:●the closing price of the IOI Shares translated into US Dollar at the prevailing screen rate, is at least 130% ofthe Accreted Principal Amount divided by the exchange ratio for a period of any 20 consecutive trading daysin the period of 30 consecutive trading days immediately preceding the date of the notice of redemption; and●the closing price of the IOI Shares is at least 130% of the Accreted Principal Amount divided by the exchangeratio for a period of any 20 consecutive trading days in the period of 30 consecutive trading days immediatelypreceding the date of the notice of redemption; or(b)at any time, if less than USD60 million in aggregate principal amount of the 3 rd Exchangeable Bonds remainoutstanding.iv.Unless the 3 rd Exchangeable Bonds have been previously redeemed, repurchased and cancelled or exchanged, eachBondholder has the right, at such Bondholder’s option, to require the Issuer to repurchase all or any part of its3 rd Exchangeable Bonds at the Accreted Principal Amount on 15 January 2011.During the previous financial year, the Group repurchased and cancelled part of the 3 rd Exchangeable Bonds ofUSD21,650,000 (equivalent to RM69,122,000) from the open market. On 15 January 2011, the Bondholders had exercisedtheir options to require the Issuer to redeem USD440,770,000 (equivalent to RM1,345,891,000) of the 3 rd ExchangeableBonds at their Accreted Principal Amount of 103.81%, which amounted to USD457,559,370 (equivalent toRM1,397,158,000). Subsequent to the redemption, the balance of the 3 rd Exchangeable Bonds outstanding wasUSD4,102,000 (equivalent to RM12,847,000).v. Unless previously redeemed, repurchased and cancelled or exchanged, the 3 rd Exchangeable Bonds will be redeemedat their Accreted Principal Amount of 106.43% on 15 January 2013.200IOI CORPORATION BERHADAnnual Report 2012
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IOI CORPORATION BERHAD (9027-W)IOI
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KEYINDICATORS20%15105IOI CORPORATIO
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OUR VISIONOUR COREVALUESCONTENTSIOI
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CHAIRMAN’SSTATEMENT
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CONTRIBUTION TO SEGMENT RESULTS2012
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Sustainability andCORPORATE SOCIALR
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GROUP FINANCIALOVERVIEWCASH FLOWFOR
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GROUP PERFORMANCEHIGHLIGHTS2012RM
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FIVE-YEAR FINANCIALHIGHLIGHTS2012RM
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MANAGEMENT’SDISCUSSION AND ANALYS
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• Pre-tax Earnings decreased by 1
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20181614121086420-2%Cost of Equity
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plantationAchievements in productiv
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PLANTATION
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PLANTATION STATISTICSCROP STATEMENT
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OPERATIONS REVIEWFor the financial
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esource-based manufacturingThe succ
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RESOURCE-BASED MANUFACTURING
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OLEOCHEMICALSMANUFACTURINGThe princ
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Bottom: IOI Loders CroklaanAmericas
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PROPERTYA green building comprises
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Property
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Left: The new Palm GardenGolf Cours
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OUTLOOK & PROSPECTSThe local proper
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sustainability andCORPORATE SOCIAL
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Top: Beneficial plants.Bottom: Buff
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Operating under the Institute of Sh
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CORPORATE SOCIALRESPONSIBILITYSocia
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SEPTEMBER 2011Palm Garden Hotel, to
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DECEMBER 2011IOI Mall Puchong offer
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APRIL 2012Yayasan TSLSC donated RM2
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BOARD OF DIRECTORS3 4211. DATO’ L
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PROFILE OFDIRECTORSWhen others seet
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Lee Cheng Leang was first appointed
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Quah Poh Keat was first appointed t
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SeniorManagement TeamGroup Chief Ex
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GLOBALPRESENCECANADAONTARIOCANADAON
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LOCATION OFOPERATIONS IN MALAYSIAPe
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CORPORATECALENDARJULY 2011IOI Corpo
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JANUARY 2012IOIP, through its subsi
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MAY 2012IOI Oleochemical’s Penang
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Audit and Risk ManagementCommittee
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x. To review any related party tran
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STATEMENT ONCORPORATE GOVERNANCEInt
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Training and Development of Directo
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Cheah Tek Kuang 2011 Forbes Global
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SHAREHOLDERSDialogue Between the Co
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STATEMENT ONINTERNAL CONTROLINTRODU
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MONITORING• The Group’s policie
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STATEMENT OF DIRECTORS’ INTERESTS
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Notes:(1) Details of the transactin
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DIRECTORS’REPORTThe Directors of
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DIRECTORS’REPORTUSD600 Million Ze
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DIRECTORS’REPORTExecutive Share O
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DIRECTORS’REPORTDirectors’ Inte
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DIRECTORS’REPORTSignificant Event
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INCOMESTATEMENTSFor The Financial Y
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STATEMENTS OFFINANCIAL POSITIONAs A
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STATEMENTS OFCHANGES IN EQUITYFor T
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STATEMENTS OFCHANGES IN EQUITYFor T
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STATEMENTS OFCASH FLOWSFor The Fina
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STATEMENTS OFCASH FLOWSFor The Fina
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NOTES TO THEFINANCIAL STATEMENTS3.
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Page 149 and 150: NOTES TO THEFINANCIAL STATEMENTS5.
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INDEPENDENTAUDITORS’ REPORTTo The
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GROUPPROPERTIESA. PLANTATIONS ESTAT
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GROUPPROPERTIESB. DEVELOPMENT PROPE
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GROUPPROPERTIESB. DEVELOPMENT PROPE
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GROUPPROPERTIESC. INVESTMENT PROPER
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GROUPPROPERTIESD. INDUSTRIAL PROPER
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GROUPPROPERTIESE. OTHER PROPERTIES
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NOTICE ofAnnual general MeetingAGEN
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NOTICE ofAnnual general MeetingNote
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SHAREHOLDERSINFORMATIONAs At 30 Aug
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SHAREHOLDERSINFORMATIONAs At 30 Aug
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1st fold heresTAMPThe Company Secre
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