Exhibit 4.24
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CONFIDENTIAL
Pentalpha Macau Commercial Offshore Ltd
Flat C 15/F
Macau Finance Centre
244-246 Rua de Pequim
Macau 20 June 2002
Attention: Mr Samuel K S Leung
Our Ref: MMO CBA 020231
Dear Sir
BANKING FACILITIES
ACCOUNT NO. 001-144781
With reference to our recent discussions, we are pleased to confirm our
agreement to granting you the undermentioned banking facilities. These
facilities will be made available on the specific terms and conditions outlined
below and upon the satisfactory completion of the security detailed below. These
facilities are also subject to review at any time and in any event by 15
September 2002, and subject to our overriding right of withdrawal and repayment
on demand, including the right to call for cash cover on demand for prospective
and contingent liabilities.
Overdraft (A/C No. 001-144781-001) MOP515,000*
Interest on the overdraft facility will be charged
on daily balances at 1% per annum over our best lending
rate, (BLR is currently 5.25% per annum, but
subject to fluctuation at our discretion) and
payable monthly in arrears to the debit of your
current account.
Export Facilities HKD6,500,000*
Purchase of D/P bills on approved drawees
Within which (HKD6,500,000)*
Purchase of D/A bills on approved drawees up to 90
days
* Combined Overdraft and Export (DA) Facilities at a total of HKD6,500,000
within which Overdraft not to exceed MOP515,000.
We may, at our sole and absolute discretion, refuse to allow drawings under the
facilities if the drawee is considered by us to be unacceptable and / or if the
transaction in question does not meet our operational requirements in respect of
these facilities.
The Hongkong and Shanghai Banking Corporation Limited
PO Box 476, 639 Avenida da Praia Grande, Macau
Tel: (853) 553669 Fax: (853) 322831 Tlx: 88205 HSBCM OM
Incorporated in the Hong Kong SAR with limited liability
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Packing Credit HKD2,000,000
Up to 70% of valid export Documentary Credits
in your favour deposited with us and within 90
days ahead of the shipment date.
Interest on HKD export DA/DP loans and packing credit facility will be charged
on a daily basis at 1% per annum over our BLR, and payable monthly in arrears
to the debit of your current account.
Interest on foreign currency loans will be charged on a daily basis at the
prevailing interest rates, published by us as Trade Finance Rates, subject to
fluctuation at our discretion and payable monthly in arrears to the debit of
your current account.
Commission in lieu of exchange and HKD bill commission rate will be charged as
follows:
. For the first USD50,000 or its equivalent : 1/4%
. Balance in excess of USD50,000 or its equivalent : 1/8%
Export bills collection commission will be charged as follows:
. DC/non-DC collection bills
For the first USD50,000 or its equivalent : 1/8%
(minimum HKD300)
Balance in excess of USD50,000 or its equivalent : 1/16%
. DC bills sent to local banks on with recourse
For the first USD50,000 or its equivalent : 1/4%
(minimum HKD350)
Balance in excess of USD50,000 or its equivalent : 1/8%
. DC bills sent to local banks on without recourse
For the first USD50,000 or its equivalent : 1/8%
(minimum HKD350)
Balance in excess of USD50,000 or its equivalent : 1/16%
Accrual of Interest and Other Sums
Please note that interest and other sums expressed to be chargeable or payable
on a periodic basis will nonetheless accrue from day to day and amounts so
accrued may be demanded at any time.
The Hongkong and Shanghai Banking Corporation Limited
PO Box 476, 639 Avenida da Praia Grande, Macau
Tel: (853) 553669 Fax: (853) 322831 Tlx: 88205 HSBCM OM
Incorporated in the Hong Kong SAR with limited liability
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Security
As security for the foregoing facilities, we require:-
1) Legally notarised livranca for HKD8,500,000 signed by Pentalpha Macau
Commercial Offshore Limited and endorsed by Global-Tech Appliances Inc
together with a letter of authority to insert the maturity date at our
option and board resolution.
2) Corporate guarantee for HKD8,500,000 signed by Global-Tech Appliances Inc
in our favour together with board resolution.
In this connection, we enclose the following:
.. a livranca and a letter authorising us to insert the maturity date therein
.. a standard corporate guarantee form together with a draft board resolution
.. a draft English translation of board resolution
The livranca must be signed in the presence of a Macau Public/Private Notary.
Please complete these documents and return them to us at your earliest
convenience.
Please note that all costs and expenses (including legal fees) incurred by us in
connection with the extension of these facilities and any matters arising are to
be reimbursed by you on demand.
Please note that amounts which are overdue or overlimit (as well as amounts
demanded and not paid) in respect of all or any of these facilities will bear
interest at such rate charged by us from time to time on unauthorised overdrafts
(UOD is currently 5% over our BLR). Pastdue interest on loans will on the other
hand be charged at 3% over the agreed interest rate.
Payments by the borrower/guarantor shall be made to the Bank without any
set-off, counter-claim, withholding or condition of any kind except that if the
borrower/guarantor is compelled by law to make such withholding, the sum payable
by the borrower/guarantor shall be increased so that the amount actually
received by the Bank is the amount it would have received if there had been no
withholding.
Please arrange for the authorised signatories of your company to initial the
foot of pages 1-3 and to sign at the foot of the last page and return to us the
duplicate copy of this letter to signify your confirmation as to the correctness
of the security to be held, and your understanding and acceptance of the terms
and conditions under which these facilities are granted.
The Hongkong and Shanghai Banking Corporation Limited
PO Box 476, 639 Avenida da Praia Grande, Macau
Tel: (853) 553669 Fax: (853) 322831 Tlx: 88205 HSBCM OM
Incorporated in the Hong Kong SAR with limited liability
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Article 66 of the Financial System Act of Macau
Section 83 of the Hong Kong Banking Ordinance
Please note that Article 66 of the Financial System Act of Macau and Section 83
of the Hong Kong Banking Ordinance have imposed on us as a bank certain
limitations on advances to persons related to our directors or employees. In
acknowledging this Facility Letter you should advise us whether you are in any
way related to any of our directors or employees within the meaning of Article
66 and Section 83 and in the absence of such advice we will assume that you are
not so related. We would also ask, should you become so related subsequent to
acknowledging this Facility Letter, that you immediately advise us in writing.
These facilities will remain open for acceptance until the close of business on
11 July 2002 and if not accepted by that date will be deemed to have lapsed.
We look forward to the development of a mutually beneficial and lasting
relationship.
Yours faithfully
/s/ Synster H T Lee
Synster H T Lee
Corporate Banking Manager
RC/hi
Enc
The Hongkong and Shanghai Banking Corporation Limited
PO Box 476, 639 Avenida da Praia Grande, Macau
Tel: (853) 553669 Fax: (853) 322831 Tlx: 88205 HSBCM OM
Incorporated in the Hong Kong SAR with limited liability