Samsung 2006 Annual Report Download - page 116

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financing agreement with 21 banks including Shinhan Bank for
up to US$8,624 million; a credit sales facility agreement with five
Korean banks, including Woori Bank; and an accounts receivable
factoring agreement with Korea Exchange Bank for up to
\150,000 million. In relation to the credit sales facility agreement
with Woori Bank (up to v70,000 million) and Kookmin Bank (up
to \200,000 million), the Company has recourse obligations
on the receivables where the extensions have been granted on
the due dates. In addition, the Company also has loan facilities
with accounts receivables pledged as collateral with four banks,
including Woori Bank for up to \736,000 million.
(N) As of December 31, 2006, Samsung Card Co., Ltd. has credit
loan facilities of up to \1,500 billion and collateral loan facilities
of up to \2,000 billion with Samsung Life Insurance Co., Ltd.
In addition, S-LCD and two other domestic subsidiaries have
general term loan facilities up to \3,320 billion with Korean banks,
including Kookmin Bank.
(P) Samsung Card Co., Ltd. has agreements with various financial
institutions to sell certain eligible financing receivables, subject
to recourse. Remittances of the sold accounts receivables are
collected by the consumer financing subsidiaries and transferred
to the buyers of the receivables on predetermined due dates.
As of December 31, 2006, these transferred financing receivables
which have been accounted for as sales of receivables are nil
(2005: \17,395 million).
In addition, Samsung Card Co., Ltd. has entered into agreements
(“Receivables Sale Agreements”) with several financial institutions,
whereby they will sell certain eligible financing receivables in
accordance with the Act on Asset Backed Securitization of
the Republic of Korea (the “ABS Act”). Pursuant to the
Receivables Sale Agreements, Samsung Card Co., Ltd. formed
Special Purpose Entities (“SPEs”) for the sole purpose of buying
receivables generated by the consumer financing subsidiary.
Under the Receivables Sale Agreements, Samsung Card Co., Ltd.,
irrevocably and with limited recourse, transfer eligible financing
receivables to the SPEs.
These transactions are accounted for as a sale of receivables
and as a result, the related receivables amounting to \4,002,923
million (2005: \4,017,978 million) have been excluded from
the accompanying consolidated balance sheet as of
December 31, 2006.
Note 20 : Capital Stock
Under its Articles of Incorporation, SEC is authorized to issue
500 million shares of capital stock with a par value of \5,000 per
share, of which 100 million shares are cumulative, participating
preferred stock that are non-voting and entitled to a minimum
cash dividend at 9% of par value. In addition, SEC is authorized
to issue to investors, other than current shareholders, convertible
debentures and debentures with warrants with face values up to
\4,000 billion and \2,000 billion, respectively. The convertible
debentures amounting to \3,000 billion and \1,000 billion are
assigned to common stock and preferred stock, respectively.
While debentures with warrants amounting to \1,500 billion and
\500 billion are assigned to common stock and preferred stock,
respectively.
SEC is also authorized, subject to the Board of Directors’ approval,
to issue shares of common or preferred stock to investors other
than current shareholders for issuance of depository receipts,
general public subscription, urgent financing with financial
institutions, and strategic alliance.
SEC is authorized, subject to the Board of Directors’ approval,
to retire treasury stock in accordance with applicable laws up to
the maximum amount of certain undistributed earnings. As of
December 31, 2005, the 8,310,000 shares of common stock and
1,060,000 shares of non-voting preferred stock had been retired
over three trenches, with the Board of Directors’ approval.
SEC has issued global depositary receipts (“GDR”), representing
certain shares of non-voting preferred stock and common stock,
at overseas stock markets, are as follows:
In addition to the above issuances, there have been several
conversions of foreign currency convertible bonds into GDRs and
conversions of the issued GDRs into original shares of common
stock or non-voting preferred stock.
As of December 31, 2006, outstanding global depositary receipts
consist of 24,282,064 shares for common stock (common stock
equivalent: 12,141,032 shares) and 7,760,842 shares for non-voting
preferred stock (preferred stock equivalent: 3,880,421 shares).
As of December 31, 2006, exclusive of retired stocks, 147,299,337
shares of common stock and 22,833,427 shares of preferred
stock have been issued. The preferred shares, which are non-
cumulative and non-voting, were all issued on or before February
28, 1997, and are entitled to an additional cash dividend of 1% of
par value over common stock.
Number of
Shares of Stock
Number of
Shares of GDR
Non-voting preferred stock 7,695,272 15,390,544
Common stock 4,251,338 8,502,678