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124<br />

Notes <strong>to</strong> the Financial Statements<br />

23. LONG TERM BORROWINGS (cont’d.)<br />

The medium term notes were issued <strong>to</strong> refinance the development of the Group’s plantations, and form<br />

part of the RM100 million Commercial Papers/Medium Term Notes Programme which was approved by<br />

the Securities Commission on 21 Oc<strong>to</strong>ber 2001. The medium term notes which bear interest at 6.3%<br />

(2003: 6.3%) per annum are repayable in 2005 and 2006.<br />

The Islamic Bonds (IBs) and Redeemable Convertible Bonds (RCBs) bear interest at a weighted average<br />

rate of 6.19% (2003: 6.19%) per annum and are denominated in Ringgit Malaysia.<br />

The Commercial Papers (CPs), IBs and RCBs were issued by a Subsidiary, <strong>Boustead</strong> Properties <strong>Berhad</strong><br />

(B Prop). Progress billings from sales of the Mutiara Damansara and Mutiara Rini projects are assigned<br />

<strong>to</strong> Escrow Accounts, Profit Service Account and Principal Service Reserve Account for the repayment of<br />

the principal and interest of the CPs, IBs and RCBs.<br />

The CPs are negotiable promissory notes issued under the Syariah principles of Murabahah (cost-plus)<br />

and Bai Al-Dayn (debt trading), in denominations of RM1 million with an issue size of up <strong>to</strong> RM30 million<br />

nominal value and tenure of 1,2,3,6 or 9 months at the Issuer’s option. As the CPs are non-interest<br />

bearing, the selling price of the CPs are made up of the purchase price and an agreed profit margin.<br />

The IBs are negotiable promissory notes issued under the Syariah principles of Bai Bithaman Ajil,<br />

comprising Primary Notes with non-detachable Secondary Notes. Under an asset purchase agreement,<br />

the Primary Subscribers purchase assets from B Prop at the purchase price and subsequently resell these<br />

assets <strong>to</strong> B Prop under an asset sale agreement at an agreed selling price. The IBs are issued in four<br />

series where the selling price is equivalent <strong>to</strong> the purchase price and profit portion. Primary note is in<br />

RM1 million denominations and are attached <strong>to</strong> the appropriate number of secondary notes. All IBs<br />

redeemed are cancelled immediately and may not be reissued or resold.<br />

The RCBs, issued on a conventional basis, have a nominal value of RM80 million in denominations of<br />

RM1 million, with a tenure of 5 years from the issue date. The RCBs may be converted at the option of<br />

the holder, at the conversion price of RM4.90 per share in<strong>to</strong> a maximum of 16,326,530 new B Prop shares<br />

at any time after issuance <strong>to</strong> the maturity date. Following B Prop’s recent Rights and Bonus Issues, the<br />

conversion price was revised <strong>to</strong> RM4.13 on 4 February 2005. B Prop may redeem all but not part of the<br />

RCBs at any time on or after the expiry of 2 1/2 years from the issue date at an accreted value which<br />

is subject <strong>to</strong> a 130% trigger (30% above the conversion price). At maturity, the RCBs shall be redeemed<br />

at approximately 127% of the issue price. The RCBs carry a coupon rate of 4% per annum which is<br />

payable semi-annually in arrears with the first payment due on 7 January 2004.

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