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30. BORROWINGS (continued) (A) Syndicated Term Loans (continued) (ii) Sale of certain property, plant and equipment of a subsidiary Megasteel agrees to dispose of certain of its subsidiary’s property, plant and equipment as follows: (a) Megasteel shall enter into a sale and purchase agreement with a bona fide purchaser for the sale of certain of its subsidiary’s property, plant and equipment no later than 30 June 2010 or such extended date (“Target Date”) as may be agreed with the Syndicated Term Loans Lenders whose loans represent more than 75% of the value of the RM Term Loans and USD Term Loans inclusive of principal, interests, commission, fees or expenses respectively as defined in the provisional Term Sheet; (b) The sale of the property, plant and equipment shall be subjected to the approvals of shareholders of the Company and other requisite approvals from relevant authorities; (c) Proceeds from the sale of the property, plant and equipment shall be received by 30 September 2010. In the event the sale cannot be completed by 30 September 2010, Megasteel shall have the option to extend the completion date for a further 3 months (“Target Completion Date”); (d) Proceeds (net of transaction costs) from the sale of the property, plant and equipment shall be utilised to prepay or repay the Syndicated Term Loans due in chronological order of maturity; and (e) In the event Megasteel does not procure a sale of the property, plant and equipment by the Target Date or the sale is not completed by the Target Completion Date, then such event shall constitute an event of default. As at 30 June 2010, Megasteel has not entered into any sale and purchase agreement for the sale of the property, plant and equipment. Due to the weak market condition, the realisation of the planned disposal of the Group’s assets required by the Restructured Scheme of the Syndicated Term Loans is expected to be delayed. Nevertheless, the Directors are actively looking for potential buyers for the assets and they are of the opinion that potential buyers will be identified. In the event that the planned disposal is not completed by the stipulated time frame set by the Syndicated Term Loans Lenders, the Directors are of the opinion that they will be able to seek extension of time from the lenders of the Syndicated Term Loans. In the previous financial year, pending the approval of the Restructured Scheme, Megasteel was unable to meet its repayment obligations and was unable to fulfill certain financial covenants for the Syndicated Term Loans. Accordingly, the entire Syndicated Term Loans have been classified as current liabilities in the prior year. 96
31. REDEEMABLE CONVERTIBLE SECURED LOAN STOCKS Pursuant to the completion of the LCB Scheme for implementation on 27 February 2009, the Company had converted a portion of its LCB Class B Bonds and LCB Debts into LCB redeemable convertible secured loan stocks (“RCSLS”) as follows: (a) RM294,747,299 nominal value of LCB Class B(a) Bonds with present value of RM286,834,000 into RM286,834,000 nominal value of LCB Class B(a) RCSLS; (b) RM200,000,000 nominal value of LCB Class B(b) Bonds with present value of RM178,769,000 into RM178,769,000 nominal value of LCB Class B(b) RCSLS; and (c) RM5,252,701 nominal value of LCB Debts with present value of RM5,130,000 into RM5,130,000 nominal value of LCB Class B(c) RCSLS. Salient terms of the RCSLS are as follows: (i) The tranches of RCSLS are as follows: Nominal Coupon Class Value Maturity Date Rate RM’000 (per annum) RCSLS B(a) 286,834 31.12.2015 5.00% RCSLS B(b) 178,769 31.12.2015 7.00% RCSLS B(c) 5,130 31.12.2015 4.25% 470,733 The RCSLS are subject to late payment charge of 1% per annum above the coupon rate. (ii) Conversion right and rate The RCSLS are convertible into new LCB Shares during the conversion period at the conversion price of RM1.00 nominal amount of the RCSLS for every new LCB Share. (iii) Conversion period The RCSLS are convertible into new LCB Shares on or after the issue date (27 February 2009) of the RCSLS but ending on the maturity date (31 December 2015). 97
Page 2 and 3:
CONTENTS Page Notice of Meeting 1 C
Page 4 and 5:
6.1.2 Proposed Shareholders’ Mand
Page 6 and 7:
CORPORATE INFORMATION Board of Dire
Page 8 and 9:
Tan Sri Cheng Yong Kim Non-Independ
Page 10 and 11:
Folk Fong Shing @ Kok Fong Hing Ind
Page 12 and 13:
Supply of Information The Board as
Page 14 and 15:
3. RELATIONS WITH SHAREHOLDERS AND
Page 16 and 17:
AUDIT COMMITTEE REPORT COMPOSITION
Page 18 and 19:
ACTIVITIES DURING THE FINANCIAL YEA
Page 20 and 21:
NOMINATION COMMITTEE Chairman : Mr
Page 22 and 23:
THE GROUP’S BUSINESSES • Aerial
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sebanyak 25%. Kesan positif pengumu
Page 26 and 27:
CHAIRMAN’S STATEMENT On behalf of
Page 28 and 29:
主席报告我谨代表董事部,
Page 30 and 31:
FINANCIAL STATEMENTS 2010 For The F
Page 32 and 33:
DIRECTORS’ INTERESTS (continued)
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OTHER STATUTORY INFORMATION Before
Page 36 and 37:
INCOME STATEMENTS FOR THE FINANCIAL
Page 38 and 39:
BALANCE SHEETS (continued) AS AT 30
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Group STATEMENTS OF CHANGES IN EQUI
Page 42 and 43:
CASH FLOW STATEMENTS FOR THE FINANC
Page 44 and 45:
NOTES TO THE FINANCIAL STATEMENTS 3
Page 46 and 47:
3. SIGNIFICANT ACCOUNTING POLICIES
Page 48 and 49: 3. SIGNIFICANT ACCOUNTING POLICIES
Page 58 and 59: 4. CHANGES IN ACCOUNTING POLICIES (
Page 64 and 65: 5. CRITICAL ACCOUNTING JUDGEMENTS A
Page 66 and 67: 9. PROFIT/(LOSS) FROM OPERATIONS Th
Page 68 and 69: 11. OVER PROVISION FOR LOSS Pursuan
Page 70 and 71: 14. PROPERTY, PLANT AND EQUIPMENT F
Page 72 and 73: 14. PROPERTY, PLANT AND EQUIPMENT (
Page 74 and 75: 14. PROPERTY, PLANT AND EQUIPMENT (
Page 76 and 77: 18. INVESTMENT IN SUBSIDIARIES 74 C
Page 78 and 79: 18. INVESTMENT IN SUBSIDIARIES (con
Page 80 and 81: 18. INVESTMENT IN SUBSIDIARIES (con
Page 82 and 83: 19. INVESTMENT IN ASSOCIATES Group
Page 84 and 85: 20. OTHER INVESTMENTS Long Term Inv
Page 86 and 87: 21. TRADE AND OTHER RECEIVABLES Gro
Page 88 and 89: 22. DEFERRED TAXATION (continued) D
Page 90 and 91: 26. NON-CURRENT ASSETS CLASSIFIED A
Page 92 and 93: 29. PREFERENCE SHARES Megasteel iss
Page 94 and 95: 29. PREFERENCE SHARES (continued) T
Page 96 and 97: 30. BORROWINGS (continued) The weig
Page 100 and 101: 31. REDEEMABLE CONVERTIBLE SECURED
Page 102 and 103: 32. BONDS AND DEBTS Group Company 2
Page 104 and 105: 32. BONDS AND DEBTS (continued) (A)
Page 106 and 107: 33. DEFERRED LIABILITIES 104 Group
Page 108 and 109: 36. EMPLOYEE BENEFITS (a) Defined B
Page 110 and 111: 36. EMPLOYEE BENEFITS (continued) (
Page 112 and 113: 39. RELATED PARTY TRANSACTIONS Rela
Page 114 and 115: 40. SEGMENTAL ANALYSIS (continued)
Page 116 and 117: 40. SEGMENTAL ANALYSIS (continued)
Page 118 and 119: 42. FINANCIAL INSTRUMENTS Financial
Page 120 and 121: 42. FINANCIAL INSTRUMENTS (continue
Page 122 and 123: INDEPENDENT AUDITORS’ REPORT TO T
Page 124 and 125: LIST OF GROUP PROPERTIES AS AT 30 J
Page 126 and 127: Thirty Largest Registered Sharehold
Page 128 and 129: Thirty Largest Registered Warrant H
Page 130 and 131: OTHER INFORMATION (I) MATERIAL CONT
Page 132 and 133: (IV) STATUS OF CONDITIONS IMPOSED B
Page 134: ✄ FORM OF PROXY CDS ACCOUNT NUMBE
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