[Federal Register Volume 63, Number 79 (Friday, April 24, 1998)]
[Notices]
[Pages 20435-20436]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 98-10896]


=======================================================================
-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[File No. 1-14138]


Issuer Delisting; Notice of Application To Withdraw From Listing 
and Registration; (RAPP International Finance Company B.V., 11\1/2\% 
Guaranteed Secured Notes Due 2000; 13\1/4\% Guaranteed Secured Notes 
Due 2005)

April 17, 1998.
    P.T. Riau Andalan Pulp & Paper (``Company''), of which RAPP 
International Company B.V., is a subsidiary, has filed an application 
with the Securities and Exchange Commission (``Commission''), pursuant 
to Section 12(d) of the Securities Exchange Act of 1934 (``Act'') and 
Rule 12d2-2(d) promulgated thereunder, to withdraw the above specified 
securities (``Securities'') from listing and registration on the New 
York Stock Exchange, Inc. (``NYSE'' or ``Exchange'').\1\
---------------------------------------------------------------------------

    \1\ This release supersedes a prior Commission Order, for File 
No. 1-14138, Release No. 34-39876, April 15, 1998, which listed P.T 
Riau Andalan Pulp & Paper rather than RAPP International Finance 
Company B.V. as the issuer. This release clarifies that the 
Securities are listed under RAPP International Finance Company B.V. 
In light of this clarification, the Commission is republishing 
notice of this application.
---------------------------------------------------------------------------

    The reasons cited in the application for withdrawing the Securities 
from listing and registration include the following:
    The Securities are listed for trading on the Luxembourg Stock 
Exchange and, pursuant to a Registration Statement on Form 8-A that 
became effective at the time of issuance, the NYSE. Trading in the 
Securities commenced on the Luxembourg Stock Exchange and the NYSE on 
December 15, 1995.
    In August, 1997, the Company completed a tender offer and consent 
solicitation for any and all of the Securities at a premium over the 
price at which they were then trading. Pursuant to the consent 
solicitation, the Company asked the holders of the Securities to agree 
to substantial amendments to the Indenture under which the Securities 
has been issued. Among other things, the amendments removed from the 
Indenture covenants of the Company (i) to maintain listing of the 
Securities on the NYSE, and (ii) to continue to file reports with the 
Commission even if the Company was no longer subject to the 
Commission's reporting requirements. In its offering/solicitation 
document, the Company advised holders of the Securities that it 
intended to delist the Securities from the NYSE if the proposed 
amendments to the Indenture became operative.
    As a result of the Company's tender offer, all but $6 million of 
the originally issued and outstanding $300 million in Securities were 
tendered by holders. These holders also consented to the proposed 
amendments to the Indenture. The Company has been unable to locate the 
holders who did not tender their Securities and consent to the proposed 
amendments, and the Company believes it would be impractical to locate 
them at the present time.Moreover, the Company believes the holders of 
the Securities are very small in number. In addition, the Company has 
represented that there is essentially no trading in, and therefore no 
market for, the Securities that remain outstanding.
    On February 11,1998, the NYSE advised the Company that it is the 
policy of the NYSE not to object the voluntary applications to delist 
securities such as the one filed by the Company.
    The Company has stated that its application relates solely to the 
withdrawal from listing of the Securities on the NYSE and shall have no 
effect upon the continued listing of the Securities on the Luxembourg 
Stock Exchange.
    Any interested person may, on or before May 8, 1998, submit by 
letter to the Secretary of the Securities and Exchange Commission, 450 
Fifth Street, N.W., Washington, D.C. 20549, facts bearing upon whether 
the application has been made in accordance with the rules of the 
exchange and what terms, if any, should be imposed by the Commission 
for the protection of investors. The Commission, based on the 
information submitted to it, will issue an order grating the 
application

[[Page 20436]]

after the date mentioned above, unless the Commission determines to 
order a hearing on the matter.

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.
Jonathan G. Katz,
Secretary.
[FR Doc. 98-10896 Filed 4-23-98; 8:45 am]
BILLING CODE 8010-01-M