GADANG HOLDINGS BERHAD ( GADANG OR THE COMPANY ) PROPOSED SHARE SPLIT; PROPOSED BONUS ISSUE OF SHARES; PROPOSED BONUS ISSUE OF WARRANTS;

Size: px
Start display at page:

Download "GADANG HOLDINGS BERHAD ( GADANG OR THE COMPANY ) PROPOSED SHARE SPLIT; PROPOSED BONUS ISSUE OF SHARES; PROPOSED BONUS ISSUE OF WARRANTS;"

Transcription

1 GADANG HOLDINGS BERHAD ( GADANG OR THE COMPANY ) (I) (II) (III) (IV) (V) (VI) PROPOSED SHARE SPLIT; PROPOSED BONUS ISSUE OF SHARES; PROPOSED BONUS ISSUE OF WARRANTS; PROPOSED ESOS; PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND PROPOSED AMENDMENTS (COLLECTIVELY REFERRED TO AS THE PROPOSALS ) 1. INTRODUCTION On behalf of the Board of Directors of Gadang ( Board or Directors ), RHB Investment Bank Berhad ( RHB Investment Bank ) wishes to announce that the Company proposes to undertake the following:- (i) (ii) Proposed share split involving the subdivision of every one (1) ordinary share of RM1.00 each in Gadang ( Existing Share(s) ) into two (2) ordinary shares of RM0.50 each in Gadang ( Subdivided Share(s) or Gadang Share(s) or Share(s) ) held by the entitled shareholders of the Company whose names appear in the Record of Depositors ( Entitled Shareholder(s) ) on an entitlement date to be determined and announced later ( Entitlement Date ) ( Proposed Share Split ); Proposed bonus issue of 129,311,689 new Subdivided Shares ( Bonus Share(s) ) on the basis of one (1) Bonus Share for every four (4) Subdivided Shares held by the Entitled Shareholders on the Entitlement Date after the completion of the Proposed Share Split ( Proposed Bonus Issue of Shares ); (iii) Proposed bonus issue of 129,311,689 warrants ( Warrant(s) ) on the basis of one (1) Warrant for every four (4) Subdivided Shares held by the Entitled Shareholders on the Entitlement Date after the completion of the Proposed Share Split ( Proposed Bonus Issue of Warrants ); (iv) (v) (vi) Proposed establishment of an employees share option scheme ( ESOS ) of up to fifteen percent (15%) of the issued and paid-up share capital of the Company (excluding treasury shares) at any point in time to be granted to the eligible Directors and employees of Gadang and its subsidiaries ( Gadang Group or the Group ) which are not dormant ( Proposed ESOS ); Proposed increase in the authorised share capital of Gadang from RM400,000,000 comprising 400,000,000 ordinary shares of RM1.00 each to RM500,000,000 comprising 1,000,000,000 ordinary shares of RM0.50 each ( Proposed Increase in Authorised Share Capital ); and Proposed amendments to the Memorandum and Articles of Association of Gadang as a consequence of the Proposed Share Split and Proposed Increase in Authorised Share Capital ( Proposed Amendments ). Further details on the Proposals are set out in the ensuing sections of this announcement. 1

2 2. DETAILS OF THE PROPOSALS 2.1 Proposed Share Split Basis and number of Subdivided Shares The Proposed Share Split entails the subdivision of every one (1) Existing Share into two (2) Subdivided Shares held by the Entitled Shareholders on the Entitlement Date. As at 16 August 2016, being the latest practicable date prior to this announcement ( LPD ), the issued and paid-up share capital of Gadang is RM258,623,378 comprising 258,623,378 Existing Shares. Accordingly, upon completion of the Proposed Share Split, the issued and paid-up share capital of Gadang will be RM258,623,378 comprising 517,246,756 Subdivided Shares. Fractional entitlements arising from the Proposed Share Split, if any, shall be dealt with in such manner as the Board shall in its absolute discretion deem fit and expedient, and in the best interest of the Company Ranking of the Subdivided Shares The Subdivided Shares shall, upon allotment and issue, rank pari passu in all respects with each other, save that the Subdivided Shares will not be entitled to any dividends, rights, allotments and/or any other forms of distributions that may be declared, made or paid prior to the relevant date of allotment and issuance of the Subdivided Shares Listing of and quotation for the Subdivided Shares An application will be made to Bursa Malaysia Securities Berhad ( Bursa Securities ) for the Proposed Share Split. No suspension will be imposed on the trading of the Existing Shares on the Main Market of Bursa Securities for the purpose of implementing the Proposed Share Split. Subject to obtaining all the relevant approvals, the Subdivided Shares shall be listed and quoted on the Main Market of Bursa Securities on the next market day following the Entitlement Date. The notice of allotment for the Subdivided Shares will be issued and despatched to the Entitled Shareholders no later than four (4) market days after the date of listing of and quotation for the Subdivided Shares on the Main Market of Bursa Securities, or such other period as may be prescribed by Bursa Securities. As the Subdivided Shares are prescribed securities under Section 14(5) of the Securities Industry (Central Depositories) Act, 1991 ( SICDA ), the Subdivided Shares will be subjected to the SICDA and the Rules of Bursa Malaysia Depository Sdn Bhd. Accordingly, the Subdivided Shares will be credited into the respective Central Depository System accounts of the Entitled Shareholders and no physical share certificate will be issued. 2

3 2.2 Proposed Bonus Issue of Shares Basis and number of Bonus Shares to be issued Based on the enlarged issued and paid-up share capital of the Company after the Proposed Share Split of RM258,623,378 comprising 517,246,756 Subdivided Shares, the Proposed Bonus Issue of Shares will entail an issuance of 129,311,689 Bonus Shares to be credited as fully paid-up, on the basis of one (1) Bonus Share for every four (4) Subdivided Shares held by the Entitled Shareholders as at the close of business on the Entitlement Date. The Proposed Bonus Issue of Shares shall be implemented after the completion of the Proposed Share Split. Fractional entitlements of the Bonus Shares arising from the Proposed Bonus Issue of Shares, if any, shall be dealt with in such manner as the Board shall in its absolute discretion deem fit and expedient, and in the best interest of the Company. The Company does not intend to implement the Proposed Bonus Issue of Shares in stages. THE REST OF THIS PAGE IS INTENTIONALLY LEFT BLANK 3

4 2.2.2 Capitalisation of reserves The Proposed Bonus Issue of Shares shall be capitalised from the share premium and retained profits of the Company. Based on the Company s latest audited financial statements for the financial year ended ( FYE ) 31 May 2015 and the latest unaudited financial statements for the FYE 31 May 2016, the effects of the Proposed Bonus Issue of Shares on the share premium and retained profits of the Company are as follows:- Company level Audited as at 31 May 2015 (RM 000) Unaudited as at 31 May 2016 (RM 000) Share premium 12,736 38,041 Add: Share premium arising from the issuance 19,984 - of 23,511,000 new ordinary shares in Gadang at an issue price of RM1.85 on 28 April 2016 Less: Amount to be capitalised for the Proposed (32,720) (38,041) Bonus Issue of Shares (1) Balance after the Proposed Bonus Issue of Shares - - Retained profits 15,696 27,471 Add: Total dividends received from the subsidiary companies of Gadang subsequent to FYE 31 May 2015:- - Interim dividend received from 14,700 - Gadang Engineering (M) Sdn Bhd - Interim dividend received from Achwell Property Sdn Bhd 10,400 - Add: Proposed dividends to be received from the subsidiary companies of Gadang subsequent to FYE 31 May 2016:- - Interim dividend to be received from Gadang Engineering (M) Sdn Bhd 25,000 25,000 Less: Total dividends paid subsequent to FYE (11,756) - 31 May 2015 (2) Less: Proposed dividends declared for the FYE - (18,104) 31 May 2016 and to be paid prior to the Entitlement Date (3) Less: Amount to be capitalised for the Proposed (31,936) (26,615) Bonus Issue of Shares (1) Less: Estimated expenses for the Proposals (330) (330) Balance after the Proposed Bonus Issue of Shares 21,774 7,422 Notes:- (1) Calculated based on the issuance of 129,311,689 Bonus Shares multiplied by the par value of RM0.50 per Subdivided Share totalling approximately RM64.66 million. (2) First and final dividend of RM0.05 per Existing Share, amounting to approximately RM11.76 million, which was paid on 23 December (3) Estimated at the proposed first and final single tier dividend of RM0.07 per Existing Share multiplied by the issued and paid-up share capital of 258,623,378 Existing Shares as at the LPD. The proposed dividend in respect of the FYE 31 May 2016 was previously announced on 21 July 2016 and is subject to the approval of the shareholders at the forthcoming annual general meeting. The entitlement date and the payment date of the proposed first and final single tier dividend shall be announced later. 4

5 Based on the latest audited financial statements for the FYE 31 May 2015 and latest unaudited financial statements for the FYE 31 May 2016, as well as after taking into consideration the dividends received from Gadang s subsidiary companies, the Board confirms that the available reserves of the Company required for capitalisation of the Proposed Bonus Issue of Shares are unimpaired by losses on a consolidated basis and are adequate for the capitalisation of the Proposed Bonus Issue of Shares. Furthermore, the Board will obtain a confirmation from the external auditors/reporting accountants on the adequacy of reserves to cover the capitalisation of the Proposed Bonus Issue of Shares, details of which will be disclosed in the circular to shareholders to be issued Ranking of the Bonus Shares The Bonus Shares shall, upon allotment and issue, rank pari passu in all respects with each other and the Existing Shares, save and except that the Bonus Shares will not be entitled to any dividends, rights, allotments and/or other distributions that may be declared, made or paid where the Entitlement Date precedes the date of allotment of such new Bonus Shares Listing of and quotation for the Bonus Shares An application will be made to Bursa Securities for the listing of and quotation for the Bonus Shares on the Main Market of Bursa Securities. Upon obtaining all the approvals, the Bonus Shares will be listed and quoted on the Main Market of Bursa Securities concurrently with the Subdivided Shares on the next market day following the Entitlement Date. 2.3 Proposed Bonus Issue of Warrants Basis and number of Warrants to be issued Based on the enlarged issued and paid-up share capital of the Company after the Proposed Share Split of RM258,623,378 comprising 517,246,756 Subdivided Shares, the Proposed Bonus Issue of Warrants will entail an issuance of 129,311,689 Warrants, on the basis of one (1) Warrant for every four (4) Subdivided Shares held by the Entitled Shareholders as at the close of business on the Entitlement Date. A total of 129,311,689 new Subdivided Shares will be issued upon the full exercise of the Warrants. The Proposed Bonus Issue of Warrants shall be implemented after the completion of the Proposed Share Split. As such, the Warrants to be issued pursuant to the Proposed Bonus Issue of Warrants shall give each holder an option to subscribe for new Subdivided Shares. Fractional entitlements of the Warrants arising from the Proposed Bonus Issue of Warrants, if any, shall be dealt with in such manner as the Board may in its absolute discretion deem fit and expedient, and in the best interest of the Company Basis of determining the exercise price of the Warrants The new Warrants will be issued free to the Entitled Shareholders. The exercise price of the Warrants will be determined by the Board at a later date, after the receipt of all relevant approvals but before the announcement of the Entitlement Date, after taking into consideration the theoretical ex-all price after the Proposed Share Split and Proposed Bonus Issue of Shares. 5

6 In any event, the exercise price of the Warrants will not be lower than the par value of RM0.50 per Gadang Share. For illustration purposes only, the indicative exercise price of the Warrants is assumed to be RM1.06 per Warrant, representing the theoretical ex-all price after the Proposed Share Split and Proposed Bonus Issue of Shares, calculated based on the five (5)-day volume weighted average market price ( VWAP ) of the Existing Shares up to and including the LPD of RM2.66 per Existing Share Utilisation of proceeds The quantum of proceeds that may be raised by Gadang from the exercise of the Warrants by the holders of the Warrants ( Warrantholder(s) ) in the future would depend on the actual number of Warrants exercised by the Warrantholder(s) during the tenure of the Warrants as well as the exercise price of the Warrants, which will be determined at a later date. Such proceeds will be utilised for the working capital requirements of the Gadang Group Ranking of the Warrants and new Shares to be issued arising from the exercise of the Warrants The Warrantholder(s) will not be entitled to any voting rights or right to participate in any form of distribution other than on winding up, compromise or arrangement of Gadang as set out in the deed poll governing the Warrants and/or offer of further securities in Gadang until and unless such Warrantholders exercise their Warrants into new Shares. The new Shares to be issued arising from the exercise of the Warrants will, upon allotment and issuance, rank pari passu in all respects with the existing Shares, save and except that the new Shares to be issued arising from the exercise of the Warrants will not be entitled to any dividends, rights, allotments and/or any other forms of distribution that may be declared, made or paid prior to the relevant date of allotment and issuance of the new Shares arising from the exercise of the Warrants Listing of and quotation for the Warrants and the new Shares to be issued arising from the exercise of the Warrants An application will be made for the admission of the Warrants to the official list of Bursa Securities as well as for the listing of and quotation for the Warrants and the new Shares to be issued arising from the exercise of the Warrants on the Main Market of Bursa Securities Indicative salient terms of the Warrants The Warrants will be traded separately from the existing Shares. The Warrants will be issued in a registered form and constituted by the deed poll to be executed by the Company. The indicative salient terms of Warrants are set out in Appendix I of this announcement. 6

7 2.4 Proposed ESOS The Proposed ESOS will involve granting of options to subscribe for the new Subdivided Shares at a pre-determined price ( ESOS Option(s) ) or Option(s) ), in accordance with the by-laws governing the Proposed ESOS ( By-Laws ). The Options shall be offered to all the eligible employees and Directors of Gadang Group (excluding subsidiaries which are dormant) who meet the eligibility criteria for participation in the Proposed ESOS ( Eligible Person(s) ). The Proposed ESOS will be administered by the ESOS committee to be duly appointed and authorised by the Board ( ESOS Committee ) The salient terms of the Proposed ESOS are as follows:- (i) Maximum number of new Shares available under the Proposed ESOS The maximum number of new Shares to be allotted and issued pursuant to the exercise of the Options that may be granted under the Proposed ESOS shall not in aggregate exceed fifteen percent (15%) of the issued and paid-up share capital of the Company (excluding treasury shares) at any point in time throughout the duration of the Proposed ESOS as provided in the By-Laws. (ii) Basis of allotment and maximum entitlement Subject to any adjustments which may be made under the By-Laws, the aggregate number of new Shares to be allotted and issued to an Eligible Person pursuant to the exercise of the Options shall be at the sole and absolute discretion of the ESOS Committee after taking into consideration, amongst other factors, the performance, contribution, employment grade, seniority and length of services of the said Eligible Person and/or such other factors that the ESOS Committee may in its sole and absolute discretion deem fit, subject to the following:- (a) (b) that the number of new Shares issued pursuant to the exercise of the ESOS Options granted under the Proposed ESOS shall not exceed the amount stipulated in Section 2.4.1(i) of this announcement; and the number of Shares allocated to any Eligible Person who, either singly or collectively, through persons connected with the Eligible Person, holds twenty percent (20%) or more of the issued and paidup share capital of the Company (excluding treasury shares), must not exceed ten percent (10%) of the total number of new Shares to be issued under the Proposed ESOS, provided always that it is in accordance with any prevailing guidelines issued by Bursa Securities, Main Market Listing Requirements of Bursa Securities ( Listing Requirements ) or any other relevant authorities as amended from time to time. The specific entitlements/allotments under the Proposed ESOS shall be approved by the shareholders of Gadang in a general meeting. (iii) Eligibility to participate in the Proposed ESOS The employees, executive directors and non-executive directors of the Gadang Group (excluding subsidiaries which are dormant), who meet the criteria of eligibility for participation in the Proposed ESOS as set out in the By-Laws are eligible to participate in the Proposed ESOS. 7

8 (iv) Duration of the Proposed ESOS Subject to the By-Laws, the Proposed ESOS shall be in force for a period of five (5) years from the date of the Proposed ESOS ( Effective Date ), which shall be the date of Gadang s full compliance with all relevant requirements of the Listing Requirements, including the following:- (a) (b) (c) (d) (e) submission of the final copy of the By-Laws to Bursa Securities together with a letter of compliance pursuant to paragraph 2.12 of the Listing Requirements and a checklist showing compliance with Appendix 6E of the Listing Requirements; receipt of approval-in-principle from Bursa Securities for the listing of and quotation for the new Shares to be issued pursuant to the exercise of Options granted under the Proposed ESOS; procurement of the shareholders approval for the Proposed ESOS at an extraordinary general meeting ( EGM ); receipt of the approval of any other relevant authorities for the Proposed ESOS, if any; and fulfilment of all conditions attached to the above approvals, if any. The Proposed ESOS may be extended or renewed (as the case may be) for a further period of five (5) years, at the sole and absolute discretion of the Board upon the recommendation of the ESOS Committee, provided always that the initial Proposed ESOS period stipulated above and such extension of the Proposed ESOS made pursuant to the By-Laws shall not in aggregate exceed a duration of ten (10) years from the Effective Date or such other period as may be prescribed by Bursa Securities or any other relevant authorities from the Effective Date. For the avoidance of doubt, no further sanction, approval or authorisation of the shareholders of the Company in a general meeting is required for any such extension or renewal (as the case may be) provided that the Company shall serve notices on each grantee of the ESOS Options ( Grantee(s) ) and make an announcement to Bursa Securities (if required). (v) Subscription Price The price payable for the Shares upon the exercise of any ESOS Options granted pursuant to the Proposed ESOS ( Subscription Price ) shall be the higher of:- (a) (b) the five (5)-day VWAP of the Shares, as quoted on Bursa Securities, immediately preceding the date the ESOS Options are offered in writing, with a discount of not more than ten percent (10%), or such lower or higher limit in accordance with any prevailing guidelines issued by Bursa Securities and/or any other relevant authorities, as amended from time to time; or the par value of the Shares at the material time, as determined by the Board upon recommendation of the ESOS Committee which shall be binding and conclusive. 8

9 (vi) Ranking of new Shares arising from the Proposed ESOS and rights of a Grantee The Grantee will not be entitled to any voting rights or right to participate in any form of distribution and/or offer of further securities in the Company until and unless the Grantees exercise their ESOS Options into new Shares. The new Shares to be allotted and issued upon any exercise of the ESOS Options shall, upon such allotment and issuance, rank pari passu in all respects with the then existing Shares, except that the new Shares issued to the Grantee will not be entitled to any dividends, rights, allotments and/or other distribution where the Entitlement Date precedes the date of allotment of such new Shares. (vii) Listing of and quotation for the new Shares arising from the exercise of Options The Company shall make the necessary application to Bursa Securities for the listing of and quotation for the new Shares, representing up to fifteen percent (15%) of the issued and paid-up share capital of Gadang (excluding treasury shares), to be issued pursuant to the exercise of the Options to be granted under the Proposed ESOS. (viii) Retention/Restriction period of Shares Except as provided in the By-Laws, the new Shares allotted and issued to a Grantee pursuant to the exercise of an Option will not be subject to any retention period or restriction on transfer. However, the Grantees are encouraged to hold the new Shares as an investment rather than for immediate realisation to yield profit. Notwithstanding the above, a non-executive director in the Group must not sell, transfer or assign the Shares obtained through the exercise of the Options offered to him/her within one (1) year from the date of the offer of such Options. (ix) Vesting conditions The ESOS Committee has the discretion in determining whether the ESOS Options granted will be on staggered basis over the duration of the Proposed ESOS or in one (1) single grant and/or whether the options are subject to any vesting period and if so the vesting conditions, if any, of which such determination will be carried out at a later date after the establishment of the Proposed ESOS. (x) Termination of the Proposed ESOS Subject to compliance with the requirements of Bursa Securities and any other relevant authorities, the Proposed ESOS may be terminated by the Company at any time before its expiry without obtaining the approvals from the Grantees or its shareholders provided that the Company makes an announcement immediately to Bursa Securities. 9

10 2.4.2 Utilisation of proceeds The proceeds to be received by the Company pursuant to the exercise of the Options under the Proposed ESOS will depend on, amongst others, the number of Options granted and exercised at the relevant point in time as well as the Subscription Price. As such, the amount of proceeds to be received from the exercise of the Options is not determinable at this juncture. However, Gadang intends to utilise the net proceeds from the exercise of the ESOS Options for the working capital requirements of the Group. 2.5 Proposed Increase in Authorised Share Capital Gadang proposes to increase its authorised share capital from RM400,000,000 comprising 400,000,000 Existing Shares to RM500,000,000 comprising 1,000,000,000 Gadang Shares to facilitate the implementation of the Proposed Share Split, Proposed Bonus Issue of Shares, Proposed Bonus Issue of Warrants and Proposed ESOS as well as any future issuance of equity capital, including any other future corporate exercises. 2.6 Proposed Amendments The Proposed Amendments involves amendment to the relevant clause in the Memorandum of Association of Gadang to facilitate the implementation of the Proposed Share Split and Proposed Increase in Authorised Share Capital. 3. RATIONALE AND JUSTIFICATION FOR THE PROPOSALS 3.1 Proposed Share Split The Proposed Share Split will not have any direct impact on the market capitalisation of the Company. However, the Proposed Share Split will result in an adjustment to the market price of the ordinary shares of Gadang and will result in the Subdivided Shares being more affordable, thus potentially appealing to a wider group of public shareholders to participate in the growth of the Company. Furthermore, the Proposed Share Split is expected to improve the trading liquidity of Gadang Shares on the Main Market of Bursa Securities by increasing the number of shares in issue. 3.2 Proposed Bonus Issue of Shares The Proposed Bonus Issue of Shares aims to reward the existing shareholders of the Company for their loyalty and continuing support, by enabling them to have a greater participation in the equity of the Company in terms of number of shares held, whilst maintaining their percentage of equity interest. Similar to the Proposed Share Split, the Proposed Bonus Issue of Shares is expected to improve the trading liquidity of Gadang Shares on the Main Market of Bursa Securities by increasing the number of shares in issue. 3.3 Proposed Bonus Issue of Warrants The Proposed Bonus Issue of Warrants aims to reward the existing shareholders of the Company for their loyalty and continuing support, by providing an option to further increase their equity participation in the Company at a pre-determined price over the tenure of the Warrants. The increase in the number of Shares of the Company pursuant to the exercise of the Warrants is also expected to provide additional working capital to the Group. 10

11 3.4 Proposed ESOS The establishment of the Proposed ESOS is to:- (i) (ii) reward, recognise, motivate and retain the Eligible Persons, who would be given the opportunity to participate in the equity of the Company and thereby, relate their contribution directly to the performance of the Gadang Group; and provide a continuing incentive to the Eligible Persons without adversely affecting the cash flow of the Gadang Group whilst at the same time, contributing positively to its continuing growth through the intended stimulation of greater commitment, productivity and efforts on the part of the Eligible Persons towards the Gadang Group. The Proposed ESOS is also extended to non-executive directors of the Group as they discharge important functions and their services and contributions are valued by the Company. 3.5 Proposed Increase in Authorised Share Capital The Proposed Increase in Authorised Share Capital is to facilitate the implementation of the Proposed Share Split, issuance of new Gadang Shares pursuant to the Proposed Bonus Issue of Shares, Proposed Bonus Issue of Warrants and Proposed ESOS, as well as to facilitate any further issuance of shares in the future. 3.6 Proposed Amendments The Proposed Amendments is undertaken as a consequence of the Proposed Share Split and Proposed Increase in Authorised Share Capital. 4. EFFECTS OF THE PROPOSALS The Proposed Increase in Authorised Share Capital and Proposed Amendments will not have any effect on the issued and paid-up share capital of the Company, net assets ( NA ) per share, gearing, earnings and earnings per share ( EPS ) and shareholdings of the substantial shareholders of Gadang. The pro forma effects of the Proposed Share Split, Proposed Bonus Issue of Shares, Proposed Bonus Issue of Warrants and Proposed ESOS are set out in the following sections, where applicable: 4.1 Issued and paid-up share capital The Proposed ESOS will not have an immediate effect on the existing issued and paid-up share capital of the Company until and unless when the ESOS Options granted under the Proposed ESOS are exercised. However, the issued and paid-up share capital of the Company will increase with time, depending on the number of new Shares to be issued pursuant to the exercise of the ESOS Options that may be granted under the Proposed ESOS. 11

12 For illustrative purposes, the pro forma effects of the Proposed Share Split, Proposed Bonus Issue of Shares, Proposed Bonus Issue of Warrants and Proposed ESOS on the issued and paid-up share capital of Gadang are as follows:- Par value (RM) No. of ordinary shares in Gadang (RM) Existing issued and paid-up share capital of the ,623, ,623,378 Company as at the LPD After the Proposed Share Split ,246, ,623,378 Shares to be issued pursuant to the Proposed Bonus Issue of Shares ,311,689 64,655,845 After the Proposed Bonus Issue of Shares, ,558, ,279,223 Proposed Bonus Issue of Warrants and the Proposed ESOS Shares to be issued assuming full exercise of the ,311,689 64,655,845 Warrants After the full exercise of the Warrants 775,870, ,935,068 Shares to be issued assuming full exercise of the ESOS ,380,520 58,190,260 Options (1) Enlarged issued and paid-up share capital of the Company ,250, ,125,328 Note:- (1) Assuming the full exercise of the Warrants, a maximum grant and full exercise of the ESOS Options of up to fifteen percent (15%) of the enlarged issued and paid-up share capital of the Company. THE REST OF THIS PAGE IS INTENTIONALLY LEFT BLANK 12

13 4.2 NA per share and gearing Based on the audited consolidated balance sheet of Gadang as at 31 May 2015, the pro forma effects of the Proposed Share Split, Proposed Bonus Issue of Shares and Proposed Bonus Issue of Warrants on the NA per share and gearing of Gadang are as follows:- Pro forma I Pro forma II Pro forma III Pro forma IV Audited consolidated as at 31 May 2015 (RM 000) (1) After adjustments for subsequent events (RM 000) After Pro forma I and the Proposed Share Split (RM 000) After Pro forma II, the Proposed Bonus Issue of Shares and the Proposed Bonus Issue of Warrants (RM 000) After Pro forma III and the full exercise of Warrants (RM 000) Share capital 216, , , , ,935 Share premium 12,736 38,894 38,894 (3) - (4) 72,415 Capital reserves 1,347 1,347 1,347 1,347 1,347 Warrant reserve 6, Foreign exchange translation reserve (4,613) (4,613) (4,613) (4,613) (4,613) Retained profits 149, ,589 (2) 137,259 (3) 111, ,497 Shareholders equity / NA 381, , , , ,581 Non-controlling interest 7,030 7,030 7,030 7,030 7,030 Total equity 388, , , , ,611 No. of ordinary shares in issue ( 000) 216, , , , ,870 Borrowings (RM 000) 193, , , , ,012 NA per ordinary share (RM) Gearing (times)

14 Notes:- (1) After adjusting for the following events:- (a) (b) (c) Conversion of 18,742,935 warrants into 18,742,935 Existing Shares at an issue price of RM1.00 each; First and final dividend of RM0.05 per Existing Share, amounting to approximately RM11.76 million paid on 23 December 2015; and Issuance of 23,511,000 Existing Shares at an issue price of RM1.85. (2) After deducting estimated expenses amounting to RM330,000. (3) After capitalising the Proposed Bonus Issue of Shares from the share premium and the remaining amount from retained profits. (4) Based on the indicative exercise price of RM1.06 per Warrant, being the theoretical ex-all price. Save for the potential impact of MFRS2 Share-Based Payment issued by the Malaysian Accounting Standards Board ( MFRS 2 ), details as set out in Section 4.3 below, the Proposed ESOS is not expected to have an immediate effect on the Group s NA, NA per Share and gearing of the Group until such time that the ESOS Options are exercised. The effect on the Group s NA would depend on the number of ESOS Options granted and the fair value of the ESOS Options after taking into account, inter-alia, the Subscription Price as well as any vesting conditions. Whilst the granting of the ESOS Options under the Proposed ESOS is expected to result in recognition of a charge in the income statements of the Group pursuant to MFRS 2, the recognition of such MFRS 2 charge would not have any material impact on the NA of the Group as the corresponding amount will be classified as an equity reserve which forms part of the shareholders equity. In the event that none of the ESOS Options are exercised within the duration of the Proposed ESOS, the outstanding amount in the said equity reserve would be transferred into the Company s retained earnings. On the other hand, if the ESOS Options are exercised, the outstanding amount in the said equity reserve would be transferred into the Company s share capital and/or share premium account. 4.3 Earnings and EPS The Proposed Share Split, Proposed Bonus Issue of Shares and Proposed Bonus Issue of Warrants are not expected to have any material effect on the earnings of the Gadang Group for the FYE 31 May However, there will be a corresponding dilution in the EPS of the Group upon the completion of the Proposed Share Split and the Proposed Bonus Issue of Shares. Further, pursuant to the Proposed Bonus Issue of Warrants, the EPS of the Group may be diluted as a result of the increase in the number of shares in issue as and when the Warrants are exercised into new Shares. The Proposed ESOS is not expected to have any immediate effect on the consolidated EPS of the Group until such time when the ESOS Options are exercised. Any potential effect on the consolidated earnings and EPS in the future will depend on factors such as the number of ESOS Options granted and exercised at any point in time. Under MFRS 2, the cost arising from the issuance of the ESOS Options is measured by the fair value of the ESOS Options, which is expected to vest at the grant date, and is recognised as an expense in the income statement over the vesting period of the ESOS Options, thereby reducing the earnings of the Gadang Group. The extent of such impact cannot be determined at this juncture as it is dependent on several factors including but not limited to the Subscription Price of the ESOS Options to be granted, the market price of the Shares and duration and timing of the exercise period. 4.4 Convertible Securities As at the LPD, there are no options, warrants or convertible securities issued by the Company. 14

15 4.5 Substantial shareholders shareholdings The Proposed ESOS is not expected to have any immediate effect on the shareholdings of the substantial shareholders of the Company until such time when the ESOS Options to be granted are exercised. Any potential effect on the shareholdings of the substantial shareholders would depend on the number of new Shares to be issued pursuant to the exercise of the ESOS Options granted under the Proposed ESOS at the relevant point in time. For illustrative purposes only, the pro forma effects of the Proposed Share Split, Proposed Bonus Issue of Shares and Proposed Bonus Issue of Warrants on the substantial shareholders shareholdings in Gadang are set out below:- Substantial Shareholder Pro forma I Shareholdings as at the LPD * After the Proposed Share Split Direct Indirect Direct Indirect No. of No. of No. of No. of Existing Shares % Existing Shares % Subdivided Shares % Subdivided Shares % Sumber Raswira Sdn Bhd 32,550, ,100, Tan Sri Dato Kok Onn 5,536, (1) 67,537, ,073, (1) 135,074, Meloria Sdn Bhd 34,987, ,974, Puan Sri Datin Chan Ngan Thai - - (2) 34,987, (2) 69,974, Substantial Shareholder Pro forma II Pro forma III After Pro forma I, the Proposed Bonus Issue of Shares and the After Pro forma II and assuming full exercise of the Warrants Proposed Bonus Issue of Warrants Direct Indirect Direct Indirect No. of Subdivided Shares % No. of Subdivided Shares % No. of Subdivided Shares % No. of Subdivided Shares % Sumber Raswira Sdn Bhd 81,375, ,650, Tan Sri Dato Kok Onn 13,841, (1) 168,843, ,609, (1) 202,611, Meloria Sdn Bhd 87,467, ,961, Puan Sri Datin Chan Ngan Thai Notes:- - - (2) 87,467, (1) Deemed interested through Sumber Raswira Sdn Bhd and Meloria Sdn Bhd by virtue of Section 6A of the Companies Act, 1965 ("Act"). (2) Deemed interested through Meloria Sdn Bhd by virtue of Section 6A of the Act. (2) 104,961,

16 5. APPROVALS REQUIRED The Proposals are conditional upon the following approvals being obtained:- (i) Bursa Securities for the following:- (a) (b) (c) the Proposed Share Split; the listing of and quotation for the Subdivided Shares, Bonus Shares, Warrants and new Shares to be issued pursuant to the exercise of Warrants and ESOS Options on the Main Market of Bursa Securities on the Main Market of Bursa Securities; the admission of the Warrants to the Official List of Bursa Securities; (ii) (iii) the shareholders of Gadang at an EGM to be convened; and any other relevant authority and/or party, if required. The Proposed Share Split, Proposed Increase in Authorised Share Capital and Proposed Amendments are inter-conditional upon each other. The Proposed Bonus Issue of Shares, Proposed Bonus Issue of Warrants and Proposed ESOS are conditional upon the Proposed Share Split, Proposed Increase in Authorised Share Capital and Proposed Amendments and not vice versa. However, the Proposed Bonus Issue of Shares, Proposed Bonus Issue of Warrants and Proposed ESOS are not conditional upon each other. In addition, the Proposals are not conditional upon any other corporate exercise undertaken or to be undertaken by Gadang. 6. INTEREST OF DIRECTORS AND MAJOR SHAREHOLDERS AND/OR PERSONS CONNECTED TO THEM 6.1 Proposed Share Split, Proposed Bonus Issue of Shares, Proposed Bonus Issue of Warrants, Proposed Increase in Authorised Share Capital and Proposed Amendments None of the Directors and major shareholders of the Company and/or persons connected to them has any interest, whether direct or indirect, in the Proposed Share Split, Proposed Bonus Issue of Shares, Proposed Bonus Issue of Warrants, Proposed Increase in Authorised Share Capital and Proposed Amendments save for their respective entitlements as shareholders of the Company under the Proposed Share Split, Proposed Bonus Issue of Shares and Proposed Bonus Issue of Warrants, which are also available to all other shareholders of the Company on a pro-rata basis. 6.2 Proposed ESOS All the Directors of Gadang are eligible to participate in the Proposed ESOS and are therefore deemed interested in the Proposed ESOS to the extent of their respective allocations under the Proposed ESOS. Notwithstanding this, the Directors of the Company have deliberated on the Proposed ESOS, and have agreed to present the Proposed ESOS to the shareholders of the Company for their consideration and approval. In respect of any specific allocation of ESOS Options to the Directors of the Company under the Proposed ESOS, the respective Directors shall accordingly abstain from all board deliberation and voting. In addition, the respective Directors shall also abstain from voting in respect of their direct and/or indirect shareholdings, if any, at the EGM to be convened in respect of the resolutions to be tabled for their respective proposed allocation, if any, as well as the specific allocations to any persons connected to them under the Proposed ESOS. 16

17 Further, all the Directors of the Company have undertaken that they will ensure that all persons connected to them will abstain from voting in respect of their direct and/or indirect shareholdings in Gadang, if any, on the relevant resolutions pertaining to the entitlements of the respective Directors and the persons connected to them under the Proposed ESOS to be tabled at an EGM to be convened. 7. BOARD S RECOMMENDATION The Board, having considered all aspects of the Proposals, is of the opinion that the Proposals are in the best interest of the Company. However, in view that individual members of the Board are deemed interested in the Proposed ESOS to the extent of their respective allocations (if any) under the Proposed ESOS, they will abstain from expressing an opinion and making any recommendation on their respective allocations (if any) under the Proposed ESOS. 8. ADVISER RHB Investment Bank has been appointed by the Company to act as the Principal Adviser for the Proposals. 9. ESTIMATED TIMEFRAME FOR COMPLETION Barring any unforeseen circumstances, the Board expects the Proposals to be completed by the end of APPLICATION TO RELEVANT AUTHORITIES Barring any unforeseen circumstances, the applications to the relevant authorities for the Proposals are expected to be submitted within one (1) month from the date of this announcement. This announcement is dated 25 August

18 APPENDIX I The indicative salient terms of Warrants to be issued pursuant to the Proposed Bonus Issue of Warrants, are set out as follows:- Issue size : 129,311,689 Warrants to be issued in conjunction with the Proposed Bonus Issue of Warrants. Form and denomination : The Warrants will be issued in registered form and constituted by the deed poll. Exercise Rights : Each Warrant entitles the Warrantholders, at any time during the Exercise Period, to subscribe for one (1) new Share at the Exercise Price, subject to adjustments in accordance with the provisions of the deed poll. Exercise Period : The Warrants may be exercised at any time within a period of five (5) years commencing from and including the date of issuance of the Warrants and ending at 5.00 p.m. on the Expiry Date. Any Warrants not exercised during the Exercise Period will thereafter lapse and cease to be valid. Exercise Price : The exercise price of the Warrants will be determined by the Board and announced at a later date, after taking into consideration, amongst others, the theoretical ex-all price of the Shares at a price-fixing date to be determined by the Board and the par value of the Shares, subject further to any adjustments in accordance with the provisions of the deed poll. Expiry Date : The day falling immediately before the fifth (5th) anniversary of the date of issuance of the Warrants and if such date is not a market day, then it shall be the market day immediately preceding the said non market day, but excluding those days during that period on which the Record of Depositors and/or the warrants register is or are closed. Mode of exercise : The Warrantholder must complete and sign the exercise notice (which shall be irrevocable) and deliver the duly completed and executed exercise notice to the Company s registrar together with a remittance by way of banker s draft or cashier s order or money order or postal order drawn on a bank or post office operating in Malaysia. Board lot : For the purpose of trading on Bursa Securities, a board lot of Warrants shall comprise of 100 Warrants or as varied from time to time by any relevant authorities carrying the right to subscribe for 100 new Shares. Adjustments in the Exercise Price and/or number of Warrants Rights of the Warrantholders : Subject to the provisions of the deed poll, the Exercise Price and/or number of Warrants shall be adjusted by the Board in consultation with an approved adviser appointed by the Company and/or certification by the auditors of the Company in the event of alteration to the share capital of the Company. : The Warrantholders shall not be entitled to participate in any dividends, rights, allotments and/or other distributions, the entitlement date of which is prior to the date of allotment of the new Shares upon the exercise of the Warrants. The Warrantholders are not entitled to any voting rights or right to participation in any form of distribution and/or offer of securities in the Company until and unless such Warrantholders exercise their Warrants into new Shares. 18

19 APPENDIX I Rights in the event of winding up, liquidation, compromise and/or arrangement : If a resolution is passed for a members voluntary winding up of the Company or there is a compromise or arrangement, whether or not for the purpose of or in connection with a scheme for the reconstruction of the Company or the amalgamation of the Company with one or more companies, then:- (i) for the purposes of such winding-up, compromise or arrangement (other than a consolidation, amalgamation or merger in which the Company is the continuing corporation) to which the Warrantholders, or some persons designated by them for such purpose by a special resolution will be a party, the terms of such winding up, compromise and arrangement shall be binding on all the Warrantholders; or (ii) every Warrantholder shall be entitled (subject to the conditions) at any time within six (6) weeks after the passing of such resolution for a members voluntary winding up of the Company or six (6) weeks after the granting of the court order approving the compromise or arrangement, by the irrevocable surrender of his Warrants to the Company, elect to be treated as if he had immediately prior to the commencement of such winding up, compromise or arrangement exercised the Exercise Rights represented by such Warrants to the extent specified in the exercise notice(s) and be entitled to receive out of the assets of the Company which would be available in liquidation as if he had on such date been the holder of the Shares to which he would have become entitled pursuant to such exercise and the liquidator of the Company shall give effect to such election accordingly. Upon the expiry of the above six (6) weeks, all exercise rights of the Warrants shall lapse and cease to be valid for any purpose. Modification of rights of the Warrantholders : The Company may, from time to time, without the consent or sanction of the Warrantholders but in accordance with the deed poll, modify the deed poll, if such modification made does not materially prejudice the interests of the Warrantholders or is made to correct a manifest error or to comply with prevailing laws of Malaysia, Rules of Bursa Malaysia Depository Sdn Bhd, Securities Industry (Central Depositories) Act, 1991 and/or the Listing Requirements. Subject to the approval of any relevant authority, any modification, alteration or abrogation of the covenants or provisions contained in the deed poll proposed or agreed to by the Company must be sanctioned by special resolution of the Warrantholders, effected by the deed poll, executed by the Company and expressed to be supplemental and comply with the requirements of the deed poll. Listing status : The Warrants shall be listed and quoted on the Main Market of Bursa Securities. Governing Law : The deed poll shall be governed by the laws and regulations of Malaysia. THE REST OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK 19

Further details on the Proposals are set out in the ensuing sections of this announcement.

Further details on the Proposals are set out in the ensuing sections of this announcement. CCK CONSOLIDATED HOLDINGS BERHAD ( CCK OR THE COMPANY ) (I) (II) PROPOSED SUBDIVISION; AND PROPOSED BONUS ISSUE OF WARRANTS (COLLECTIVELY REFERRED TO AS PROPOSALS ) 1. INTRODUCTION On behalf of the Board

More information

PROPOSED INCREASE IN THE AUTHORISED SHARE CAPITAL; AND

PROPOSED INCREASE IN THE AUTHORISED SHARE CAPITAL; AND LAY HONG BERHAD ( LHB OR THE COMPANY ) PROPOSED BONUS ISSUE OF SHARES; PROPOSED SHARE SPLIT; PROPOSED FREE WARRANTS ISSUE; PROPOSED INCREASE IN THE AUTHORISED SHARE CAPITAL; AND PROPOSED AMENDMENT (COLLECTIVELY

More information

SUNWAY BERHAD ( SUNWAY OR THE COMPANY )

SUNWAY BERHAD ( SUNWAY OR THE COMPANY ) SUNWAY BERHAD ( SUNWAY OR THE COMPANY ) (I) (II) PROPOSED BONUS ISSUE OF UP TO 2,804,471,128 NEW ORDINARY SHARES IN SUNWAY ( SUNWAY SHARES OR SHARES ) ( BONUS SHARES ) ON THE BASIS OF FOUR (4) BONUS SHARES

More information

ZECON BERHAD ( ZECON OR COMPANY ) AND ITS SUBSIDIARY COMPANIES ( GROUP )

ZECON BERHAD ( ZECON OR COMPANY ) AND ITS SUBSIDIARY COMPANIES ( GROUP ) ( ZECON OR COMPANY ) AND ITS SUBSIDIARY COMPANIES ( GROUP ) (I) (II) (III) (IV) (V) (VI) PROPOSED PAR VALUE REDUCTION PROPOSED AMENDMENTS PROPOSED BONUS ISSUE OF SHARES PROPOSED RIGHTS ISSUE OF RCULS WITH

More information

Further details on the Proposed Share Split are set out in the ensuing sections of this announcement.

Further details on the Proposed Share Split are set out in the ensuing sections of this announcement. KPJ HEALTHCARE BERHAD ( KPJ OR THE COMPANY ) PROPOSED SHARE SPLIT INVOLVING THE SUBDIVISION OF EVERY 1 ORDINARY SHARE IN KPJ INTO 4 ORDINARY SHARES IN KPJ HELD ON AN ENTITLEMENT DATE TO BE DETERMINED AND

More information

Further details on the Proposed Rights Issue of Warrants are set out in the ensuing sections of this announcement.

Further details on the Proposed Rights Issue of Warrants are set out in the ensuing sections of this announcement. GAMUDA BERHAD ( GAMUDA OR THE COMPANY ) PROPOSED RIGHTS ISSUE OF WARRANTS 1. INTRODUCTION On behalf of the Board of Directors of Gamuda ( Board ), RHB Investment Bank Berhad ( RHB Investment Bank ) wishes

More information

Further details of the Proposed Free Warrants Issue are set out in ensuing sections.

Further details of the Proposed Free Warrants Issue are set out in ensuing sections. DATASONIC GROUP BERHAD ( DATASONIC OR COMPANY ) PROPOSED ISSUANCE OF 675,000,000 FREE WARRANTS IN DATASONIC ON THE BASIS OF ONE (1) FREE WARRANT FOR EVERY TWO (2) EXISTING ORDINARY SHARES IN DATASONIC

More information

amendments to the Memorandum and Articles of Association ( M&A ) of WZ Satu ( Proposed Amendments ).

amendments to the Memorandum and Articles of Association ( M&A ) of WZ Satu ( Proposed Amendments ). WZ SATU BERHAD ( WZ SATU OR THE COMPANY ) (I) (II) (III) (IV) (V) PROPOSED PRIVATE PLACEMENT PROPOSED BONUS ISSUE PROPOSED LONG TERM INCENTIVE PLAN PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL PROPOSED

More information

PROPOSED CHANGE IN THE COMPOSITION AND INCREASE IN THE AUTHORISED SHARE CAPITAL OF THE COMPANY; AND

PROPOSED CHANGE IN THE COMPOSITION AND INCREASE IN THE AUTHORISED SHARE CAPITAL OF THE COMPANY; AND MALAYSIA BUILDING SOCIETY BERHAD ( MBSB OR COMPANY ) (A) (B) (C) PROPOSED RENOUNCEABLE RIGHTS ISSUE OF NEW ORDINARY SHARES OF RM1.00 EACH IN MBSB TOGETHER WITH NEW FREE DETACHABLE WARRANTS TO RAISE GROSS

More information

PROPOSED PRIVATE PLACEMENT OF UP TO TEN PERCENT (10%) OF THE ISSUED AND PAID-UP SHARE CAPITAL OF GADANG ( PROPOSED PRIVATE PLACEMENT )

PROPOSED PRIVATE PLACEMENT OF UP TO TEN PERCENT (10%) OF THE ISSUED AND PAID-UP SHARE CAPITAL OF GADANG ( PROPOSED PRIVATE PLACEMENT ) GADANG HOLDINGS BERHAD ( GADANG OR THE COMPANY ) PROPOSED PRIVATE PLACEMENT OF UP TO TEN PERCENT (10%) OF THE ISSUED AND PAID-UP SHARE CAPITAL OF GADANG ( PROPOSED PRIVATE PLACEMENT ) 1. INTRODUCTION On

More information

PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF TCB ( PROPOSED AMENDMENTS ); AND

PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF TCB ( PROPOSED AMENDMENTS ); AND TALIWORKS CORPORATION BERHAD ( TCB OR THE COMPANY ) (I) PROPOSED SHARE SPLIT INVOLVING THE SUBDIVISION OF EVERY TWO (2) EXISTING ORDINARY SHARES OF RM0.50 EACH IN TCB HELD BY THE ENTITLED SHAREHOLDERS

More information

INARI AMERTRON BERHAD (FORMERLY KNOWN AS INARI BERHAD) ( INARI OR COMPANY )

INARI AMERTRON BERHAD (FORMERLY KNOWN AS INARI BERHAD) ( INARI OR COMPANY ) INARI AMERTRON BERHAD (FORMERLY KNOWN AS INARI BERHAD) ( INARI OR COMPANY ) PROPOSED ESTABLISHMENT OF AN EMPLOYEES SHARE OPTION SCHEME FOR THE ELIGIBLE EMPLOYEES AND DIRECTORS OF INARI AND ITS SUBSIDIARIES

More information

The Split Shares will, upon allotment and issuance, rank pari passu in all respects with each other.

The Split Shares will, upon allotment and issuance, rank pari passu in all respects with each other. EXCEL FORCE MSC BERHAD ( EFORCE OR THE COMPANY ) PROPOSED SHARE SPLIT INVOLVING THE SUBDIVISION OF EVERY 1 EXISTING ORDINARY SHARE IN EFORCE ( EFORCE SHARES ) INTO 2 ORDINARY SHARES IN EFORCE ( SPLIT SHARES

More information

The Scheme will be administered in accordance with the By-Laws by a committee to be duly appointed and authorised by the Board ("ESOS Committee").

The Scheme will be administered in accordance with the By-Laws by a committee to be duly appointed and authorised by the Board (ESOS Committee). SKP RESOURCES BERHAD ("SKP" OR THE "COMPANY") PROPOSED ESTABLISHMENT OF NEW EMPLOYEES SHARE OPTION SCHEME ( ESOS ) OF UP TO 15% OF THE TOTAL NUMBER OF ISSUED SHARES OF SKP TO ELIGIBLE EXECUTIVE DIRECTORS

More information

MALAYSIA AICA BERHAD ("MAICA" OR THE COMPANY")

MALAYSIA AICA BERHAD (MAICA OR THE COMPANY) MALAYSIA AICA BERHAD ("MAICA" OR THE COMPANY") - PROPOSED RIGHTS ISSUE WITH WARRANTS - PROPOSED PRIVATE PLACEMENT - PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL - PROPOSED AMENDMENTS 1. INTRODUCTION On

More information

PROPOSED ESTABLISHMENT OF AN EMPLOYEES SHARE OPTION SCHEME OF UP TO 30% OF THE ISSUED AND PAID-UP SHARE CAPITAL (EXCLUDING TREASURY SHARES) OF LNGRES

PROPOSED ESTABLISHMENT OF AN EMPLOYEES SHARE OPTION SCHEME OF UP TO 30% OF THE ISSUED AND PAID-UP SHARE CAPITAL (EXCLUDING TREASURY SHARES) OF LNGRES LNG RESOURCES BERHAD ( LNGRES OR COMPANY ) PROPOSED ESTABLISHMENT OF AN EMPLOYEES SHARE OPTION SCHEME OF UP TO 30% OF THE ISSUED AND PAID-UP SHARE CAPITAL (EXCLUDING TREASURY SHARES) OF LNGRES 1. INTRODUCTION

More information

Further details of the Proposed Free Warrants Issue are set out in the ensuing sections.

Further details of the Proposed Free Warrants Issue are set out in the ensuing sections. HIBISCUS PETROLEUM BERHAD ( HIBISCUS PETROLEUM OR COMPANY ) PROPOSED FREE WARRANTS ISSUE 1. INTRODUCTION On behalf of the Board of Directors of Hibiscus Petroleum ( Board ), RHB Investment Bank Berhad

More information

(i) the issued share capital of Hartalega is RM881,541,684 comprising 1,652,905,014 Hartalega Shares; and

(i) the issued share capital of Hartalega is RM881,541,684 comprising 1,652,905,014 Hartalega Shares; and HARTALEGA ( HARTALEGA OR THE COMPANY ) PROPOSED BONUS ISSUE 1. INTRODUCTION On behalf of the Board of Directors of Hartalega ( Board ), RHB investment Bank Berhad ( RHB Investment Bank ) wishes to announce

More information

(The Proposed Rights Issue and the Proposed Exemption shall collectively be referred to as the Proposals ).

(The Proposed Rights Issue and the Proposed Exemption shall collectively be referred to as the Proposals ). ASIAN PAC HOLDINGS BERHAD ( ASIAN PAC OR THE COMPANY ) (I) (II) PROPOSED RENOUNCEABLE RIGHTS ISSUE OF UP TO RM99,256,461 NOMINAL VALUE OF 5-YEAR 3% IRREDEEMABLE CONVERTIBLE UNSECURED LOAN STOCKS TO BE

More information

SANICHI TECHNOLOGY BERHAD ( SANICHI OR THE COMPANY ) PROPOSED SHARE CONSOLIDATION; AND PROPOSED BY-LAWS AMENDMENTS

SANICHI TECHNOLOGY BERHAD ( SANICHI OR THE COMPANY ) PROPOSED SHARE CONSOLIDATION; AND PROPOSED BY-LAWS AMENDMENTS SANICHI TECHNOLOGY BERHAD ( SANICHI OR THE COMPANY ) (I) (II) PROPOSED SHARE CONSOLIDATION; AND PROPOSED BY-LAWS AMENDMENTS (COLECTIVELY REFERRED TO AS THE PROPOSALS ) 1. INTRODUCTION On behalf of the

More information

BURSA MALAYSIA BERHAD ( BMB OR COMPANY )

BURSA MALAYSIA BERHAD ( BMB OR COMPANY ) BURSA MALAYSIA BERHAD ( BMB OR COMPANY ) (I) PROPOSED BONUS ISSUE OF UP TO 269,834,150 NEW ORDINARY SHARES IN BMB ( BMB SHARES ) ( BONUS SHARES ) ON THE BASIS OF ONE (1) BONUS SHARE FOR EVERY TWO (2) EXISTING

More information

proposed subdivision of every one (1) GDEX Shares into two (2) Subdivided Shares in GDEX ( Proposed Share Split );

proposed subdivision of every one (1) GDEX Shares into two (2) Subdivided Shares in GDEX ( Proposed Share Split ); GD EXPRESS CARRIER BHD ( GDEX OR THE COMPANY ) (I) (II) (III) PROPOSED SUBDIVISION OF EVERY ONE (1) EXISTING ORDINARY SHARE OF RM0.10 EACH IN GDEX ( GDEX SHARES ) INTO TWO (2) ORDINARY SHARES OF RM0.05

More information

EA HOLDINGS BERHAD ("EAH" OR THE "COMPANY")

EA HOLDINGS BERHAD (EAH OR THE COMPANY) EA HOLDINGS BERHAD ("EAH" OR THE "COMPANY") I. PROPOSED CAPITAL REDUCTION EXERCISE VIA THE REDUCTION AND CANCELLATION OF THE SHARE CAPITAL OF EAH WHICH IS LOST OR UNREPRESENTED BY AVAILABLE ASSETS TO THE

More information

(Collectively, the Proposed Par Value Reduction and Proposed ESOS are referred to as the Proposals )

(Collectively, the Proposed Par Value Reduction and Proposed ESOS are referred to as the Proposals ) TANJUNG OFFSHORE BERHAD ( TANJUNG OR THE COMPANY ) (I) (II) PROPOSED PAR VALUE REDUCTION; AND PROPOSED ESOS (COLLECTIVELY REFERRED TO AS THE PROPOSALS ) 1. INTRODUCTION On behalf of the Board of Directors

More information

The salient terms and conditions of the Proposed SIS, which are governed by the By-Laws are set out as below:

The salient terms and conditions of the Proposed SIS, which are governed by the By-Laws are set out as below: MUHIBBAH ENGINEERING (M) BHD ( MEB OR THE COMPANY ) PROPOSED ESTABLISHMENT OF A NEW SHARE ISSUANCE SCHEME ( SIS ) OF UP TO 10% OF THE TOTAL NUMBER OF ISSUED SHARES IN MEB (EXCLUDING TREASURY SHARES) AT

More information

Further details on the Proposals are set out in the ensuing sections.

Further details on the Proposals are set out in the ensuing sections. MALAYSIA STEEL WORKS (KL) BHD ( MASTEEL OR THE COMPANY ) (I) (II) PROPOSED PRIVATE PLACEMENT OF UP TO 24,450,800 NEW ORDINARY SHARES IN MASTEEL ( MASTEEL SHARE(S) OR SHARE(S) ), REPRESENTING UP TO 10%

More information

(collectively referred to as the Maximum Scenario ).

(collectively referred to as the Maximum Scenario ). YNH PROPERTY BERHAD ( YNH OR THE COMPANY ) (I) (II) (III) PROPOSED BONUS ISSUE; PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND PROPOSED M&A AMENDMENTS (COLLECTIVELY REFERRED TO AS PROPOSALS ) 1. INTRODUCTION

More information

AIRASIA X BERHAD ( AAX OR THE COMPANY )

AIRASIA X BERHAD ( AAX OR THE COMPANY ) AIRASIA X BERHAD ( AAX OR THE COMPANY ) I. PROPOSED RENOUNCEABLE RIGHTS ISSUE OF NEW ORDINARY SHARES OF RM0.15 EACH IN AAX ( AAX SHARES ) ( RIGHTS SHARES ) TOGETHER WITH FREE DETACHABLE WARRANTS ( WARRANTS

More information

proposed amendments to the Memorandum and Articles of Association of GBGAQRS ( Proposed Amendments ).

proposed amendments to the Memorandum and Articles of Association of GBGAQRS ( Proposed Amendments ). ( GBGAQRS OR THE COMPANY ) PROPOSED BONUS ISSUE OF WARRANTS; PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND PROPOSED AMENDMENTS COLLECTIVELY REFERRED TO AS THE PROPOSALS 1.0 INTRODUCTION On behalf

More information

The Proposed ESOS will be administered by a committee to be duly appointed and authorised by the Board ( Option Committee ).

The Proposed ESOS will be administered by a committee to be duly appointed and authorised by the Board ( Option Committee ). EKOVEST BERHAD ( EKOVEST OR COMPANY ) PROPOSED EMPLOYEES SHARE OPTION SCHEME ( ESOS ) FOR THE ELIGIBLE DIRECTORS AND EMPLOYEES OF EKOVEST AND ITS SUBSIDIARIES ( EKOVEST GROUP OR GROUP ) ( PROPOSED ESOS

More information

GAMUDA BERHAD ("GAMUDA" OR THE "COMPANY")

GAMUDA BERHAD (GAMUDA OR THE COMPANY) GAMUDA BERHAD ("GAMUDA" OR THE "COMPANY") I. PROPOSED RENOUNCEABLE RIGHTS ISSUE OF UP TO 759,577,141 WARRANTS IN GAMUDA ("WARRANT(S) F") ON THE BASIS OF ONE (1) WARRANT F AT AN ISSUE PRICE OF RM0.25 PER

More information

Further details on the Proposed Bonus Issue are set out in the ensuing sections.

Further details on the Proposed Bonus Issue are set out in the ensuing sections. ( HUA YANG OR THE COMPANY ) OF 88,000,000 NEW ORDINARY SHARES OF RM1.00 EACH IN HUA YANG ( BONUS SHARE(S) ) ON THE BASIS OF ONE (1) BONUS SHARE FOR EVERY THREE (3) EXISTING ORDINARY SHARES OF RM1.00 EACH

More information

AEON CREDIT SERVICE (M) BERHAD ( ACSM OR COMPANY )

AEON CREDIT SERVICE (M) BERHAD ( ACSM OR COMPANY ) AEON CREDIT SERVICE (M) BERHAD ( ACSM OR COMPANY ) (I) PROPOSED BONUS ISSUE OF 72,000,000 NEW ORDINARY SHARES IN ACSM ( BONUS SHARES ) AT AN ISSUE PRICE OF RM0.50 EACH TO BE CAPITALISED FROM THE COMPANY

More information

Further details of the Proposed Bonus Issue are set out in the ensuing sections of this announcement.

Further details of the Proposed Bonus Issue are set out in the ensuing sections of this announcement. KAWAN FOOD BERHAD ( KAWAN OR COMPANY ) PROPOSED BONUS ISSUE OF 89,879,940 NEW ORDINARY SHARES IN KAWAN 1. INTRODUCTION On behalf of the Board of Directors of ( Board ), Alliance Investment Bank Berhad

More information

proposed amendments to the Memorandum and Articles of Association of ITCB ( Proposed Amendments );

proposed amendments to the Memorandum and Articles of Association of ITCB ( Proposed Amendments ); IRE-TEX CORPORATION BERHAD ( ITCB OR THE COMPANY ) (I) (II) (III) (IV) (V) PROPOSED SHARE SPLIT; PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; PROPOSED AMENDMENTS; PROPOSED PRIVATE PLACEMENT; AND PROPOSED

More information

RCE CAPITAL BERHAD ( RCE OR COMPANY )

RCE CAPITAL BERHAD ( RCE OR COMPANY ) RCE CAPITAL BERHAD ( RCE OR COMPANY ) Proposed Bonus Issue Proposed Rights Issue Proposed Exemption Proposed Increase In Authorised Share Capital Proposed Amendments I Proposed Amendments II 1. INTRODUCTION

More information

fulfils any other criteria and/or falls within such category as may be determined by the Option Committee from time to time.

fulfils any other criteria and/or falls within such category as may be determined by the Option Committee from time to time. MALAYSIA BUILDING SOCIETY BERHAD ( MBSB OR COMPANY ) PROPOSED ESTABLISHMENT OF AN EMPLOYEES SHARE OPTION SCHEME ( ESOS ) OF UP TO 10% OF THE ISSUED AND PAID-UP SHARE CAPITAL (EXCLUDING TREASURY SHARES)

More information

2.1.1 Proposed Employee Share Option Scheme ( Proposed ESOS )

2.1.1 Proposed Employee Share Option Scheme ( Proposed ESOS ) CORPORATION BERHAD ( ) PROPOSED ESTABLISHMENT OF A LONG TERM INCENTIVE PLAN FOR THE ELIGIBLE EMPLOYEES AND DIRECTORS OF AND ITS SUBSIDIARIES ( GROUP ) ( PROPOSED LTIP ) 1. INTRODUCTION On behalf of the

More information

MALAYSIA BUILDING SOCIETY BERHAD ( MBSB OR COMPANY )

MALAYSIA BUILDING SOCIETY BERHAD ( MBSB OR COMPANY ) MALAYSIA BUILDING SOCIETY BERHAD ( MBSB OR COMPANY ) PROPOSED RENOUNCEABLE TWO-CALL RIGHTS ISSUE OF NEW ORDINARY SHARES OF RM1.00 EACH IN MBSB ( MBSB SHARES OR SHARES ) TO RAISE GROSS PROCEEDS OF UP TO

More information

Further details on the Proposed Bonus Issue are set out in the following sections.

Further details on the Proposed Bonus Issue are set out in the following sections. HUA YANG BERHAD ( HYB OR THE COMPANY ) PROPOSED BONUS ISSUE OF 18,000,000 NEW ORDINARY SHARES OF RM1.00 EACH IN HYB ( HYB SHARE(S) OR SHARE(S) ) ( BONUS SHARE(S) ) ON THE BASIS OF ONE (1) BONUS SHARE FOR

More information

PROPOSED RIGHTS ISSUE OF SHARES WITH WARRANTS; AND

PROPOSED RIGHTS ISSUE OF SHARES WITH WARRANTS; AND PCCS GROUP BERHAD ( PCCS OR THE COMPANY ) PROPOSED RIGHTS ISSUE OF SHARES WITH WARRANTS; AND PROPOSED EXEMPTION 1. INTRODUCTION On behalf of the Board of Directors of PCCS ( Board ), Kenanga Investment

More information

Shareholders shall have the following options in respect of the Proposed DRS as may be made available by the Board in its absolute discretion:

Shareholders shall have the following options in respect of the Proposed DRS as may be made available by the Board in its absolute discretion: SUNWAY BERHAD ( SUNWAY OR THE COMPANY ) PROPOSED DIVIDEND REINVESTMENT SCHEME ( PROPOSED DRS ) 1. INTRODUCTION On behalf of the Board of Directors of Sunway ( Board ), Kenanga Investment Bank Berhad (

More information

PROPOSED TERMINATION OF THE EXISTING EXECUTIVE SHARE OPTION SCHEME PROPOSED ESTABLISHMENT OF A NEW EXECUTIVE SHARE OPTION SCHEME

PROPOSED TERMINATION OF THE EXISTING EXECUTIVE SHARE OPTION SCHEME PROPOSED ESTABLISHMENT OF A NEW EXECUTIVE SHARE OPTION SCHEME HONG LEONG INDUSTRIES BERHAD (I) (II) PROPOSED TERMINATION OF THE EXISTING EXECUTIVE SHARE OPTION SCHEME PROPOSED ESTABLISHMENT OF A NEW EXECUTIVE SHARE OPTION SCHEME 1. Introduction On behalf of Hong

More information

(The Proposed Share Split and the Proposed Amendment are collectively referred to as the Proposals.) Basis and number of the Subdivided Shares

(The Proposed Share Split and the Proposed Amendment are collectively referred to as the Proposals.) Basis and number of the Subdivided Shares V.S. INDUSTRY BERHAD ( VSIB OR COMPANY ) (I) (II) PROPOSED SHARE SPLIT; AND PROPOSED AMENDMENT 1. INTRODUCTION On behalf of the Board of Directors of VSIB ( Board ), Maybank Investment Bank Berhad ( Maybank

More information

Note:- (1) As at the LPD, the Company has the following convertible securities:- 216,529,570 outstanding ATS warrants 2014/2019 ( Warrants A );

Note:- (1) As at the LPD, the Company has the following convertible securities:- 216,529,570 outstanding ATS warrants 2014/2019 ( Warrants A ); AT SYSTEMATIZATION BERHAD ( ATS OR THE COMPANY ) PROPOSED SHARE CONSOLIDATION 1. INTRODUCTION On behalf of the Board of Directors of ATS ( Board ), Mercury Securities Sdn Bhd ( Mercury Securities ) wishes

More information

Further details on the Proposed Bonus Issue are set out in the ensuing sections.

Further details on the Proposed Bonus Issue are set out in the ensuing sections. MALAYSIA STEEL WORKS (KL) BHD ( MASTEEL OR THE COMPANY ) PROPOSED BONUS ISSUE OF UP TO 106,810,281 NEW ORDINARY SHARES IN MASTEEL ( MASTEEL SHARE(S) OR SHARE(S) ) ( BONUS SHARE(S) ) ON THE BASIS OF 1 BONUS

More information

(III) PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF EGIB TO FACILITATE THE ISSUANCE OF RCPS ( PROPOSED AMENDMENTS )

(III) PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF EGIB TO FACILITATE THE ISSUANCE OF RCPS ( PROPOSED AMENDMENTS ) EG INDUSTRIES BERHAD ( EGIB OR COMPANY ) (I) PROPOSED RENOUNCEABLE RIGHTS ISSUE OF UP TO 67,296,172 NEW REDEEMABLE CONVERTIBLE PREFERENCE SHARES ( RCPS ) AT AN INDICATIVE ISSUE PRICE OF RM0.95 PER RCPS

More information

(the Proposed Private Placement and the Proposed ESOS are to be collectively referred to as Proposals )

(the Proposed Private Placement and the Proposed ESOS are to be collectively referred to as Proposals ) (formerly known as Palette Multimedia Berhad) (420056-K) (I) (II) Proposed Private Placement; and Proposed ESOS (the Proposed Private Placement and the Proposed ESOS are to be collectively referred to

More information

PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION ( M&A ) OF BHB ("PROPOSED AMENDMENTS")

PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION ( M&A ) OF BHB (PROPOSED AMENDMENTS) BOUSTEAD HOLDINGS BERHAD ( BHB OR COMPANY ) I. PROPOSED RENOUNCEABLE RIGHTS ISSUE OF UP TO 413,671,221 NEW ORDINARY SHARES OF RM0.50 EACH IN BHB ( BHB SHARES ) ( RIGHTS SHARES ) ON THE BASIS OF 2 RIGHTS

More information

In any event, the actual number of Bonus Shares to be issued will depend on the number of MCHB Shares in issue on the Entitlement Date.

In any event, the actual number of Bonus Shares to be issued will depend on the number of MCHB Shares in issue on the Entitlement Date. MATRIX CONCEPTS HOLDINGS BERHAD ( OR COMPANY ) PROPOSED BONUS ISSUE OF UP TO 163,941,084 NEW ORDINARY SHARES IN ( SHARES ) ( BONUS SHARES ) ON THE BASIS OF ONE (1) BONUS SHARE FOR EVERY FOUR (4) EXISTING

More information

proposed amendment to the Memorandum and Articles of Association of Tomypak ( Proposed Amendment ).

proposed amendment to the Memorandum and Articles of Association of Tomypak ( Proposed Amendment ). TOMYPAK HOLDINGS BERHAD ( TOMYPAK OR THE COMPANY ) (I) PROPOSED RIGHTS ISSUE WITH WARRANTS; (II) PROPOSED ESOS; (III) PROPOSED ALLOCATION; (IV) PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND (V) PROPOSED

More information

Further details of the Proposed Bonus Issue are set out below.

Further details of the Proposed Bonus Issue are set out below. ECS ICT BERHAD ( ECSB OR COMPANY ) PROPOSED BONUS ISSUE OF 60,000,000 NEW ORDINARY SHARES OF RM0.50 EACH IN ECSB ( ECSB SHARES OR SHARES ) ( BONUS SHARES ) TO BE CREDITED AS FULLY PAID-UP ON THE BASIS

More information

PROPOSED PRIVATE PLACEMENT OF UP TO 71,097,134 NEW ORDINARY SHARES OF RM0.10 EACH IN RCE TO INVESTOR(S) ( PROPOSED PRIVATE PLACEMENT ); AND

PROPOSED PRIVATE PLACEMENT OF UP TO 71,097,134 NEW ORDINARY SHARES OF RM0.10 EACH IN RCE TO INVESTOR(S) ( PROPOSED PRIVATE PLACEMENT ); AND ANNOUNCEMENT TO BURSA MALAYSIA SECURITIES BERHAD RCE CAPITAL BERHAD ( RCE OR COMPANY ) (A) PROPOSED PRIVATE PLACEMENT OF UP TO 71,097,134 NEW ORDINARY SHARES OF RM0.10 EACH IN RCE TO INVESTOR(S) ( PROPOSED

More information

PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF SEGi ("PROPOSED AMENDMENTS")

PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF SEGi (PROPOSED AMENDMENTS) SEG INTERNATIONAL BHD ("SEGi" OR THE "COMPANY") I. PROPOSED CAPITAL REDUCTION AND REPAYMENT OF RM0.15 IN CASH FOR EACH ORDINARY SHARE OF RM0.25 EACH IN SEGi ("SEGi SHARE(S)") TO THE SHAREHOLDERS OF SEGi

More information

Further details on the Proposed Bonus Issue are set out in the ensuing sections.

Further details on the Proposed Bonus Issue are set out in the ensuing sections. BOUSTEAD PLANTATIONS BERHAD ( BPB OR COMPANY ) PROPOSED BONUS ISSUE OF 640,000,000 NEW ORDINARY SHARES IN BPB ( BPB SHARES ) ( BONUS SHARES ) ON THE BASIS OF 2 BONUS SHARES FOR EVERY 5 EXISTING BPB SHARES

More information

SYARIKAT TAKAFUL MALAYSIA BERHAD ( TAKAFUL MALAYSIA OR COMPANY )

SYARIKAT TAKAFUL MALAYSIA BERHAD ( TAKAFUL MALAYSIA OR COMPANY ) SYARIKAT TAKAFUL MALAYSIA BERHAD ( TAKAFUL MALAYSIA OR COMPANY ) PROPOSED ESTABLISHMENT OF A LONG-TERM INCENTIVE PLAN OF UP TO TEN PERCENT (10%) OF THE ISSUED AND PAID-UP SHARE CAPITAL OF TAKAFUL MALAYSIA

More information

PROPOSED ACCELERATION OF THE CONVERSION PERIOD OF THE IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES ("ICPS") OF YTB ("PROPOSED ACCELERATION OF ICPS")

PROPOSED ACCELERATION OF THE CONVERSION PERIOD OF THE IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES (ICPS) OF YTB (PROPOSED ACCELERATION OF ICPS) YONG TAI BERHAD ("YTB" OR THE COMPANY") PROPOSED ACCELERATION OF THE CONVERSION PERIOD OF THE IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES ("ICPS") OF YTB ("PROPOSED ACCELERATION OF ICPS") 1. INTRODUCTION

More information

The Proposed Bonus Issue, the Proposed Share Split and the Proposed M&A Amendment shall collectively be referred to as the Proposals.

The Proposed Bonus Issue, the Proposed Share Split and the Proposed M&A Amendment shall collectively be referred to as the Proposals. BONIA CORPORATION BERHAD ( BONIA OR COMPANY ) (I) (II) (III) PROPOSED BONUS ISSUE PROPOSED SHARE SPLIT; AND PROPOSED M&A AMENDMENT This announcement is dated 25 April 2014. 1. INTRODUCTION On behalf of

More information

RHB Investment Bank Berhad (Company No P) (A Participating Organisation of Bursa Malaysia Securities Berhad)

RHB Investment Bank Berhad (Company No P) (A Participating Organisation of Bursa Malaysia Securities Berhad) THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the course of action you should take, please consult your stockbroker, bank manager, solicitor, accountant

More information

ANN JOO RESOURCES BERHAD ( ANN JOO OR COMPANY ) PROPOSED RIGHTS ISSUE OF RCPS; PROPOSED DRP; PROPOSED IASC; AND PROPOSED AMENDMENTS

ANN JOO RESOURCES BERHAD ( ANN JOO OR COMPANY ) PROPOSED RIGHTS ISSUE OF RCPS; PROPOSED DRP; PROPOSED IASC; AND PROPOSED AMENDMENTS ANN JOO RESOURCES BERHAD ( ANN JOO OR COMPANY ) (I) (II) (III) (IV) (V) PROPOSED RIGHTS ISSUE OF RCPS; PROPOSED LTIP; PROPOSED DRP; PROPOSED IASC; AND PROPOSED AMENDMENTS (COLLECTIVELY REFERRED TO AS THE

More information

PROPOSED RENOUNCEABLE RIGHTS ISSUE OF NEW ORDINARY SHARES OF RM1.00 EACH IN HLFG ( HLFG SHARES ) TO RAISE GROSS PROCEEDS OF UP TO RM1.

PROPOSED RENOUNCEABLE RIGHTS ISSUE OF NEW ORDINARY SHARES OF RM1.00 EACH IN HLFG ( HLFG SHARES ) TO RAISE GROSS PROCEEDS OF UP TO RM1. HONG LEONG FINANCIAL GROUP BERHAD ( HLFG ) PROPOSED RENOUNCEABLE RIGHTS ISSUE OF NEW ORDINARY SHARES OF RM1.00 EACH IN HLFG ( HLFG SHARES ) TO RAISE GROSS PROCEEDS OF UP TO RM1.1 BILLION 1. INTRODUCTION

More information

BORNEO OIL BERHAD (Company No.: H) (Incorporated in Malaysia)

BORNEO OIL BERHAD (Company No.: H) (Incorporated in Malaysia) THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the course of action to be taken, you should consult your stockbroker, bank manager, solicitor, accountant

More information

DAGANG NEXCHANGE BERHAD (FORMERLY KNOWN AS TIME ENGINEERING BERHAD) ( DNEX OR THE COMPANY )

DAGANG NEXCHANGE BERHAD (FORMERLY KNOWN AS TIME ENGINEERING BERHAD) ( DNEX OR THE COMPANY ) Page 1 of 43 DAGANG NEXCHANGE BERHAD (FORMERLY KNOWN AS TIME ENGINEERING BERHAD) ( DNEX OR THE COMPANY ) PROPOSED RIGHTS ISSUE; PROPOSED SPECIAL ISSUE; PROPOSED ACQUISITIONS; AND PROPOSED ESOS (COLLECTIVELY

More information

Shareholders shall have the following options in respect of an Option to Reinvest announced by the Board under the Proposed DRS:

Shareholders shall have the following options in respect of an Option to Reinvest announced by the Board under the Proposed DRS: CIMB GROUP HOLDINGS BERHAD ( CIMBGH OR THE COMPANY ) PROPOSED DIVIDEND REINVESTMENT SCHEME 1. INTRODUCTION On behalf of the Board of Directors of CIMB Group Holdings Berhad ( Board ), CIMB Investment Bank

More information

PROPOSED AMENDMENTS TO THE CONSTITUTION OF TOP GLOVE ( PROPOSED AMENDMENTS ),

PROPOSED AMENDMENTS TO THE CONSTITUTION OF TOP GLOVE ( PROPOSED AMENDMENTS ), TOP GLOVE CORPORATION BHD ( TOP GLOVE OR THE COMPANY ) (I) (II) (III) PROPOSED BONUS ISSUE OF UP TO 1,280,267,624 NEW ORDINARY SHARES IN TOP GLOVE ( TOP GLOVE SHARES ) ( BONUS SHARES ) ON THE BASIS OF

More information

WILLOWGLEN MSC BERHAD ( WILLOWGLEN OR THE COMPANY ) PROPOSED BONUS ISSUE 1. INTRODUCTION

WILLOWGLEN MSC BERHAD ( WILLOWGLEN OR THE COMPANY ) PROPOSED BONUS ISSUE 1. INTRODUCTION WILLOWGLEN MSC BERHAD ( WILLOWGLEN OR THE COMPANY ) PROPOSED BONUS ISSUE 1. INTRODUCTION On behalf of the Board of Directors of Willowglen ( Board ), Mercury Securities Sdn Bhd ( Mercury Securities ) wishes

More information

PROPOSED PRIVATE PLACEMENT OF UP TO TEN PERCENT (10%) OF THE ISSUED SHARE CAPITAL OF IRIS ( PROPOSED PRIVATE PLACEMENT )

PROPOSED PRIVATE PLACEMENT OF UP TO TEN PERCENT (10%) OF THE ISSUED SHARE CAPITAL OF IRIS ( PROPOSED PRIVATE PLACEMENT ) IRIS CORPORATION BERHAD ( IRIS OR COMPANY ) PROPOSED PRIVATE PLACEMENT OF UP TO TEN PERCENT (10%) OF THE ISSUED SHARE CAPITAL OF IRIS ( PROPOSED PRIVATE PLACEMENT ) 1. INTRODUCTION On behalf of the Board

More information

PROPOSED RIGHTS ISSUE OF SHARES WITH WARRANTS; PROPOSED SHARE ISSUANCE SCHEME; PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND PROPOSED AMENDMENT

PROPOSED RIGHTS ISSUE OF SHARES WITH WARRANTS; PROPOSED SHARE ISSUANCE SCHEME; PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND PROPOSED AMENDMENT SUNZEN BIOTECH BERHAD ( SUNZEN OR THE COMPANY ) (I) (II) (III) (IV) PROPOSED RIGHTS ISSUE OF SHARES WITH WARRANTS; PROPOSED SHARE ISSUANCE SCHEME; PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND PROPOSED

More information

[THE REST OF THIS PAGE IS INTENTIONALLY LEFT BLANK]

[THE REST OF THIS PAGE IS INTENTIONALLY LEFT BLANK] PNE PCB BERHAD ( PNE OR COMPANY ) (I) (II) (III) (IV) (V) (VI) PROPOSED PAR VALUE REDUCTION; PROPOSED BONUS ISSUE; PROPOSED RIGHTS ISSUE WITH WARRANTS; PROPOSED ESOS; PROPOSED INCREASE IN AUTHORISED SHARE

More information

PROPOSED AMENDMENT TO THE MEMORANDUM OF ASSOCIATION OF THE COMPANY ( PROPOSED AMENDMENT )

PROPOSED AMENDMENT TO THE MEMORANDUM OF ASSOCIATION OF THE COMPANY ( PROPOSED AMENDMENT ) BURSA MALAYSIA BERHAD ( BURSA MALAYSIA OR COMPANY ) PROPOSED ESTABLISHMENT OF A SHARE GRANT PLAN OF UP TO TEN PERCENT (10%) OF THE ISSUED AND PAID-UP ORDINARY SHARE CAPITAL OF THE COMPANY (EXCLUDING TRASURY

More information

TO FACILITATE A PLACEMENT EXERCISE ( PROPOSED PLACEMENT );

TO FACILITATE A PLACEMENT EXERCISE ( PROPOSED PLACEMENT ); AXIS REAL ESTATE INVESTMENT TRUST ( AXIS-REIT OR FUND ) (I) (II) PROPOSED UNIT SPLIT INVOLVING THE SUBDIVISION OF EVERY ONE EXISTING UNIT IN AXIS-REIT ( EXISTING UNIT ) HELD BY THE ENTITLED UNITHOLDERS

More information

For illustration purposes, the number of Rights Shares that would be issued under the Proposed Rights Issue would be:-

For illustration purposes, the number of Rights Shares that would be issued under the Proposed Rights Issue would be:- IOI PROPERTIES GROUP BERHAD ( IOIPG OR THE COMPANY ) PROPOSED RIGHTS ISSUE 1. INTRODUCTION On behalf of the Board of Directors of IOIPG ( Board ), AmInvestment Bank Berhad ( AmInvestment Bank ) wishes

More information

the issue of new ordinary shares of RM0.50 each (unless otherwise adjusted) in HLI ( New HLI Shares );

the issue of new ordinary shares of RM0.50 each (unless otherwise adjusted) in HLI ( New HLI Shares ); HONG LEONG INDUSTRIES BERHAD PROPOSED ESTABLISHMENT OF AN EXECUTIVE SHARE GRANT SCHEME 1. INTRODUCTION On behalf of Hong Leong Industries Berhad ( HLI or the Company ), Hong Leong Investment Bank Berhad

More information

PROPOSED PRIVATE PLACEMENT OF UP TO 10% OF THE ISSUED SHARES OF MBL

PROPOSED PRIVATE PLACEMENT OF UP TO 10% OF THE ISSUED SHARES OF MBL MUAR BAN LEE GROUP BERHAD ( MBL OR THE COMPANY ) PROPOSED PRIVATE PLACEMENT OF UP TO 10% OF THE ISSUED SHARES OF MBL 1. INTRODUCTION On behalf of the Board of Directors of MBL ( Board ), Inter-Pacific

More information

APEX HEALTHCARE BERHAD (Company No.: T) (Incorporated in Malaysia under the Companies Act, 1965)

APEX HEALTHCARE BERHAD (Company No.: T) (Incorporated in Malaysia under the Companies Act, 1965) THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the course of action to be taken, you should consult your stockbroker, solicitor, accountant, bank manager

More information

Further details of the Proposed Private Placement are set out in the ensuing sections.

Further details of the Proposed Private Placement are set out in the ensuing sections. JAKS RESOURCES BERHAD ( JRB OR COMPANY ) PROPOSED PRIVATE PLACEMENT OF UP TO 43,836,100 NEW ORDINARY SHARES OF JRB REPRESENTING APPROXIMATELY 10% OF THE EXISTING TOTAL NUMBER OF ISSUED SHARES OF JRB (

More information

PROPOSED PRIVATE PLACEMENT OF UP TO TEN PERCENT (10%) OF THE ISSUED AND PAID-UP SHARE CAPITAL OF MUHIBBAH ( PROPOSED PRIVATE PLACEMENT )

PROPOSED PRIVATE PLACEMENT OF UP TO TEN PERCENT (10%) OF THE ISSUED AND PAID-UP SHARE CAPITAL OF MUHIBBAH ( PROPOSED PRIVATE PLACEMENT ) MUHIBBAH ENGINEERING (M) BHD ( MUHIBBAH OR THE COMPANY ) PROPOSED PRIVATE PLACEMENT OF UP TO TEN PERCENT (10%) OF THE ISSUED AND PAID-UP SHARE CAPITAL OF MUHIBBAH ( PROPOSED PRIVATE PLACEMENT ) 1. INTRODUCTION

More information

(COLLECTIVELY REFERRED TO AS THE PROPOSED AMENDMENTS )

(COLLECTIVELY REFERRED TO AS THE PROPOSED AMENDMENTS ) ATTA GLOBAL GROUP BERHAD ( ATTA OR COMPANY ) (I) (II) (III) (IV) PROPOSED TRUST DEED AMENDMENTS; PROPOSED DEED POLL B AMENDMENTS; PROPOSED DEED POLL C AMENDMENTS; AND PROPOSED BY-LAWS AMENDMENTS. (COLLECTIVELY

More information

PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION ( M&A ) OF S P SETIA ( PROPOSED AMENDMENTS )

PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION ( M&A ) OF S P SETIA ( PROPOSED AMENDMENTS ) S P SETIA BERHAD ( S P SETIA OR COMPANY ) (i) (iii) PROPOSED RENOUNCEABLE RIGHTS ISSUE OF UP TO 1,069,686,243 NEW ISLAMIC REDEEMABLE CONVERTIBLE PREFERENCE SHARES OF RM0.01 EACH IN S P SETIA ( RCPS-i )

More information

Further details on the Proposed Two-Call Rights Issue are set out below in the ensuing sections of this announcement.

Further details on the Proposed Two-Call Rights Issue are set out below in the ensuing sections of this announcement. DUFU TECHNOLOGY CORP. BERHAD ( DUFU OR COMPANY ) PROPOSED RENOUNCEABLE TWO-CALL RIGHTS ISSUE OF UP TO 60,000,000 NEW ORDINARY SHARES OF RM0.50 EACH IN DUFU ( RIGHTS SHARES ) ON THE BASIS OF ONE (1) RIGHTS

More information

Early Closure means closure of Bursa Securities or such relevant Securities Exchange prior to its scheduled closing time; or

Early Closure means closure of Bursa Securities or such relevant Securities Exchange prior to its scheduled closing time; or the Market Day immediately preceding the Expiry Date on which there is no Market Disruption Event or on which there is trading of the Underlying Shares ( Last Valuation Date ) shall be deemed to be the

More information

Details of the Proposed Rights Issue with Warrants are set out in the ensuing sections.

Details of the Proposed Rights Issue with Warrants are set out in the ensuing sections. BORNEO OIL BERHAD ("BORNOIL" OR THE "COMPANY") PROPOSED RENOUNCEABLE RIGHTS ISSUE OF UP TO 2,373,841,596 NEW ORDINARY SHARES OF RM0.10 EACH IN BORNOIL ("BORNOIL SHARE(S)") ("RIGHTS SHARE(S)") AT AN INDICATIVE

More information

PREMIER NALFIN BERHAD ( PREMIER NALFIN OR COMPANY ) PROPOSED RESTRUCTURING SCHEME

PREMIER NALFIN BERHAD ( PREMIER NALFIN OR COMPANY ) PROPOSED RESTRUCTURING SCHEME PREMIER NALFIN BERHAD ( PREMIER NALFIN OR COMPANY ) PROPOSED RESTRUCTURING SCHEME (This announcement should be read in conjunction with the earlier announcements made on 25 June 2015, 13 August 2015 and

More information

Y.S.P. SOUTHEAST ASIA HOLDING BERHAD (Company No X) (Incorporated in Malaysia under the Companies Act, 1965)

Y.S.P. SOUTHEAST ASIA HOLDING BERHAD (Company No X) (Incorporated in Malaysia under the Companies Act, 1965) THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the course of action to be taken, you should consult your stockbroker, solicitor, accountant, bank manager

More information

(Company Registration No C) (Incorporated in the Republic of Singapore)

(Company Registration No C) (Incorporated in the Republic of Singapore) (Company Registration No. 199901514C) (Incorporated in the Republic of Singapore) UNDERTAKING BY ASTI HOLDINGS LIMITED TO FULLY SUBSCRIBE FOR ITS ENTITLEMENT OF 4,833,993,275 ASA RIGHTS SHARES UNDER THE

More information

GENERAL ANNOUNCEMENT. Stock Code : 2771 Date Announced : 6 JULY : Announcement : BOUSTEAD HOLDINGS BERHAD ( BHB )

GENERAL ANNOUNCEMENT. Stock Code : 2771 Date Announced : 6 JULY : Announcement : BOUSTEAD HOLDINGS BERHAD ( BHB ) GENERAL ANNOUNCEMENT Company Name : BOUSTEAD HOLDINGS BERHAD Stock Name : BSTEAD Stock Code : 2771 Date Announced : 6 JULY 2011 Type Subject : Announcement : BOUSTEAD HOLDINGS BERHAD ( BHB ) 1. INTRODUCTION

More information

Proposed rights issue of 19,999,000 new ordinary shares of RM1.00 each at par together with 19,999,000 detachable warrants

Proposed rights issue of 19,999,000 new ordinary shares of RM1.00 each at par together with 19,999,000 detachable warrants General Announcement Reference No CU-990705-41825 Submitting Merchant Bank : PERWIRA AFFIN MERCHANT BANK BERHAD Company Name : BTM RESOURCES BERHAD Stock Name : BTMRES Date Announced : 24/12/1999 Type

More information

SOILBUILD CONSTRUCTION GROUP LTD. PROPOSED PRO RATA AND NON-RENOUNCEABLE NON-UNDERWRITTEN PREFERENTIAL OFFERING OF WARRANTS

SOILBUILD CONSTRUCTION GROUP LTD. PROPOSED PRO RATA AND NON-RENOUNCEABLE NON-UNDERWRITTEN PREFERENTIAL OFFERING OF WARRANTS SOILBUILD CONSTRUCTION GROUP LTD. (Company Registration No. 201301440Z) (Incorporated in the Republic of Singapore) PROPOSED PRO RATA AND NON-RENOUNCEABLE NON-UNDERWRITTEN PREFERENTIAL OFFERING OF WARRANTS

More information

PROPOSED PRIVATE PLACEMENT OF UP TO 10% OF THE TOTAL NUMBER OF ISSUED SHARES OF VIVOCOM (EXCLUDING TREASURY SHARES) ("PROPOSED PRIVATE PLACEMENT")

PROPOSED PRIVATE PLACEMENT OF UP TO 10% OF THE TOTAL NUMBER OF ISSUED SHARES OF VIVOCOM (EXCLUDING TREASURY SHARES) (PROPOSED PRIVATE PLACEMENT) VIVOCOM INTL HOLDINGS BERHAD ("VIVOCOM" OR THE "COMPANY") PROPOSED PRIVATE PLACEMENT OF UP TO 10% OF THE TOTAL NUMBER OF ISSUED SHARES OF VIVOCOM (EXCLUDING TREASURY SHARES) ("PROPOSED PRIVATE PLACEMENT")

More information

(b) all outstanding warrants 2016/2021 ( IDEALUBB Warrants ) with new warrants to be issued by Newco ( Newco Warrants ) on a one-for-one basis;

(b) all outstanding warrants 2016/2021 ( IDEALUBB Warrants ) with new warrants to be issued by Newco ( Newco Warrants ) on a one-for-one basis; IDEAL UNITED BINTANG BERHAD ( IDEALUBB OR THE COMPANY ) PROPOSED INTERNAL REORGANISATION 1. INTRODUCTION On behalf of the Board of Directors of IDEALUBB ( Board ), M&A Securities Sdn Bhd wishes to announce

More information

DUTY FREE INTERNATIONAL LIMITED (Incorporated in the Republic of Singapore) (Company Registration Number: E)

DUTY FREE INTERNATIONAL LIMITED (Incorporated in the Republic of Singapore) (Company Registration Number: E) CIRCULAR DATED 12 APRIL 2017 THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. PLEASE READ IT CAREFULLY. Unless otherwise stated, capitalised terms on this cover are defined in this Circular

More information

CHARISMA ENERGY SERVICES LIMITED (Incorporated in the Republic of Singapore) (Company Registration No D)

CHARISMA ENERGY SERVICES LIMITED (Incorporated in the Republic of Singapore) (Company Registration No D) CHARISMA ENERGY SERVICES LIMITED (Incorporated in the Republic of Singapore) (Company Registration No. 199706776D) (A) PROPOSED RENOUNCEABLE NON-UNDERWRITTEN RIGHTS ISSUE OF UP TO 1,463,211,911 WARRANTS

More information

DAIBOCHI PLASTIC AND PACKAGING INDUSTRY BHD (Company No.: W) (Incorporated in Malaysia under the Companies Act, 1965)

DAIBOCHI PLASTIC AND PACKAGING INDUSTRY BHD (Company No.: W) (Incorporated in Malaysia under the Companies Act, 1965) THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the course of action to be taken, you should consult your stockbroker, solicitor, accountant, bank manager

More information

DENKO INDUSTRIAL CORPORATION BERHAD ( DENKO OR THE COMPANY )

DENKO INDUSTRIAL CORPORATION BERHAD ( DENKO OR THE COMPANY ) DENKO INDUSTRIAL CORPORATION BERHAD ( DENKO OR THE COMPANY ) (I) (II) HEADS OF AGREEMENT IN RELATION TO THE PROPOSED ACQUISITION OF THE ENTIRE EQUITY INTEREST IN INTEGRATED MANUFACTURING SOLUTIONS SDN

More information

PELIKAN INTERNATIONAL CORPORATION BERHAD ( PELIKAN OR THE COMPANY )

PELIKAN INTERNATIONAL CORPORATION BERHAD ( PELIKAN OR THE COMPANY ) PELIKAN INTERNATIONAL CORPORATION BERHAD ( PELIKAN OR THE COMPANY ) (I) (II) PROPOSED RIGHTS ISSUE; AND PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL (COLLECTIVELY REFERRED TO AS THE PROPOSALS ) 1. INTRODUCTION

More information

PHARMANIAGA BERHAD ( M) (Incorporated in Malaysia under the Companies Act, 1965)

PHARMANIAGA BERHAD ( M) (Incorporated in Malaysia under the Companies Act, 1965) THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the course of action you should take, you should consult your stockbroker, bank manager, solicitor, accountant

More information

The Proposed DRP and Proposed Share Buy-Back shall be collectively referred to as the Proposals.

The Proposed DRP and Proposed Share Buy-Back shall be collectively referred to as the Proposals. SILK HOLDINGS BERHAD ( SHB OR THE COMPANY ) (I) (II) PROPOSED DIVIDEND REINVESTMENT PLAN PROPOSED SHARE BUY-BACK 1. INTRODUCTION On behalf of the Board of Directors of SHB ( Board ), Affin Hwang Investment

More information

Further details of the Proposed Private Placement are set out in the ensuing sections.

Further details of the Proposed Private Placement are set out in the ensuing sections. PERAK TRANSIT BERHAD ( PERAK TRANSIT OR THE COMPANY ) PROPOSED PRIVATE PLACEMENT OF NEW ORDINARY SHARES IN PERAK TRANSIT ( PERAK TRANSIT SHARES OR SHARES ) ( PLACEMENT SHARES ), REPRESENTING NOT MORE THAN

More information

PROPOSED PRIVATE PLACEMENT OF UP TO 10% OF THE TOTAL NUMBER OF ISSUED SHARES OF SCIENTEX (EXCLUDING TREASURY SHARES) ("PROPOSED PRIVATE PLACEMENT")

PROPOSED PRIVATE PLACEMENT OF UP TO 10% OF THE TOTAL NUMBER OF ISSUED SHARES OF SCIENTEX (EXCLUDING TREASURY SHARES) (PROPOSED PRIVATE PLACEMENT) SCIENTEX BERHAD ("SCIENTEX" OR THE "COMPANY") PROPOSED PRIVATE PLACEMENT OF UP TO 10% OF THE TOTAL NUMBER OF ISSUED SHARES OF SCIENTEX (EXCLUDING TREASURY SHARES) ("PROPOSED PRIVATE PLACEMENT") 1. INTRODUCTION

More information

TRIVE PROPERTY GROUP BERHAD (FORMERLY KNOWN AS ETI TECH CORPORATION BERHAD) ( TRIVE OR THE COMPANY )

TRIVE PROPERTY GROUP BERHAD (FORMERLY KNOWN AS ETI TECH CORPORATION BERHAD) ( TRIVE OR THE COMPANY ) TRIVE PROPERTY GROUP BERHAD (FORMERLY KNOWN AS ETI TECH CORPORATION BERHAD) ( TRIVE OR THE COMPANY ) (I) (II) PROPOSED REDUCTION OF THE EXISTING ISSUED AND PAID-UP SHARE CAPITAL OF TRIVE INVOLVING THE

More information