04 มิถุนายน 2546

THE COPY OF APPROVED DEBT RESTRUCTURING PLAN

Date : 04/06/2003 17:31 UMI : THE COPY OF APPROVED DEBT RESTRUCTURING PLAN June 3rd, 2003 To The President The Union Mosaic Industry Public Company Ltd. At For.Por. Kor.1(Por.Kor.3)127/2546 Subject:To inform about an approval of debt restructuring plan of debtor: The Union Mosaic Industry Public Company Ltd. As the Union Mosaic Industry Public Company Ltd. has submitted debt restructuring plan to Thai Asset Management Corporation ("TAMC") dated May 19th and 26th , 2003 (that including debts of TAMC and Tisco Finance Public Company ("TISCO")) for consideration. TAMC has already considered the said plan and approved in principle according to the condition as follows: 1. Debt that is used in debt restructuring Finance Institutes Principals Proportion TAMC. 1,328,262,138 90.46% TISCO 140,000,000 9.54% Total 1,468,262,138 100.00% 2. Principle of debt restructuring Details Total Repayment Repayment (for TAMC only) 2.1 Long term debt10 years, amount 700,000,000 633,254,425.44 700,000,000 Baht with repayment Of principal according to the offer of debtor and the paid Interest per month in rate as follows: - Year no.1- 3, rate: MLR-1% per year - Year no. 4 and after, rate: MLR per year 2.2 Payment in cash 200,000,000 Baht 200,000,000 180,929,835.84 within 90 days from the day of Signing an agreement to debt restructuring 2.3 Issuing convertible debenture without 160,000,000 144,744,000 collateral amount160,000,000 Baht as to pay debt for group of creditors with terms and conditions as follows: 1) Term 5 years, par value 1,000 Baht per issue 2) Interest rate : MLR-1% per year, payment every 6 months 3) Conversion ratio of paid-up capital increase of debtor : 1 convertible debenture per 100 common stocks 4) Right to purchase back convertible debentures: Right for existing shareholders to purchase convertible debenture from TAMC and / or TISCO in an amount of 64,000,000 Baht within 3 years in the purchasing back price as follows: - Amount 32,000,000 Baht, the existing shareholders can purchase convertible debenture at the face value equal to 1,000 Baht/issue accrued interest counted from the date of the last paid interest up to the date of existing shareholder apply right (if any). - The rest of amount 32,000,000 Baht, existing shareholders can purchase convertible debentures at the face value that equal to 1,500 Baht/issue and accrued interest counted from the date of last paid interest up to the date of existing shareholders apply right(if any). And debtor shall be responsible for various expenses concerning the issuing of the said convertible debenture. 2.4 The rest of principal amount408,262,138 Baht and all accrued interest shall be written off when debtor has followed and finished the plan in item 2.2 and 2.3. 2.5 Debt guarantee of Miss Paweena Laowiwatwong shall be written off as debtor has followed and finished according to the plan. The above mention principle and condition is the only primary principle and condition, in the final a contract of debt restructuring will be made again and the condition of this debt restructuring is considered to be finalized according to debt restructuring contract. For your consideration and acknowledgement. Your sincerely, (Mr. Prasert Uekamollsukho) Vice President Business Restructuring Department For the President