December 7, 2012

Company announcements: LIONCOR, NICORP, DIJACOR, AXIATA, PATIMAS

LIONCOR - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):RELATED PARTY TRANSACTIONS

Announcement Type: General Announcement
Company NameLION CORPORATION BERHAD  
Stock Name LIONCOR  
Date Announced7 Dec 2012  
CategoryGeneral Announcement
Reference NoMB-121207-67953

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
DescriptionLION CORPORATION BERHAD (“LCB” OR “COMPANY”)

PROPOSED DISPOSAL OF 189,338,125 ORDINARY SHARES OF RM1.00 EACH IN LION INDUSTRIES CORPORATION BERHAD (“LICB”) (“LICB SHARES”), REPRESENTING 26.38% EQUITY INTEREST IN LICB (EXCLUDIG TREASURY SHARES) BY LCB AND ITS WHOLLY-OWNED SUBSIDIARIES, PMB JAYA SDN BHD (“PMB JAYA”) AND BRIGHT STEEL SDN BHD (“BSSB”), TO TAN SRI WILLIAM H.J. CHENG (“TSWC”) AND DYNAMIC HORIZON HOLDINGS LIMITED (“DYNAMIC HORIZON”) FOR AN AGGREGATE CONSIDERATION OF RM265,000,000 (OR APPROXIMATELY RM1.40 PER LICB SHARE) (“PROPOSED DISPOSAL OF LICB SHARES”)
On behalf of the Board of Directors of LCB (“Board”), AmInvestment Bank Berhad (“AmInvestment Bank”), wishes to announce the following:-
      (i) LCB and its wholly-owned subsidiary, PMB Jaya Sdn Bhd (“PMB Jaya”) had on, 7 December 2012, entered into a conditional share sale agreement (“LCB PMB Jaya SSA”) to dispose of a total of 181,856,809 ordinary shares of RM1.00 each in Lion Industries Corporation Berhad (“LICB”) (“LICB Shares”) (“LICB Sale Shares By LCB PMB Jaya”) representing approximately 25.34% equity interest in LICB (excluding treasury shares) to Tan Sri Cheng Heng Jem (“TSWC”) and Dynamic Horizon Holdings Limited (“Dynamic Horizon”) for a total cash consideration of RM254,529,000 or approximately RM1.40 per LICB Share (“Proposed Disposal of LICB Shares By LCB PMB Jaya”);
        (ii) Bright Steel Sdn Bhd (“BSSB”), a wholly-owned subsidiary of LCB had on,7 December 2012, entered into a conditional share sale agreement (“BSSB SSA”) to dispose of 7,481,316 LICB Shares (“LICB Sale Shares By BSSB”) representing approximately 1.04% equity interest in LICB (excluding treasury shares) to TSWC for a cash consideration of RM10,471,000 or approximately RM1.40 per LICB Share (“Proposed Disposal of LICB Shares By BSSB”);
        The LCB PMB Jaya SSA and BSSB SSA shall collectively be referred to as “SSA”, the LICB Sale Shares By LCB PMB Jaya and LICB Sale Shares by BSSB shall collectively be referred to as “LICB Sale Shares” and the Proposed Disposal of LICB Shares By LCB PMB Jaya and Proposed Disposal of LICB Shares By BSSB shall collectively be referred to as “Proposed Disposal of LICB Shares”.

        Please refer to the attachment for further details on the Proposed Disposal of LICB Shares.


    LIONCOR - OTHERS LION CORPORATION BERHAD (“LCB” OR “COMPANY”) PROPOSED LCB DEFERMENT

    Announcement Type: General Announcement
    Company NameLION CORPORATION BERHAD  
    Stock Name LIONCOR  
    Date Announced7 Dec 2012  
    CategoryGeneral Announcement
    Reference NoMB-121207-57587

    TypeAnnouncement
    SubjectOTHERS
    DescriptionLION CORPORATION BERHAD (“LCB” OR “COMPANY”)

    PROPOSED LCB DEFERMENT
    This announcement is dated 7 December 2012.
    On behalf of the Board of Directors of LCB (“Board”), AmInvestment Bank Berhad (“AmInvestment Bank”) wishes to announce that LCB had issued notices of meetings dated 7 December 2012 to the holders of the LCB Bonds, the LCB Debt and the LCB redeemable convertible secured loan stocks (“RCSLS”) (“LCB Lenders”) to seek the indulgence and approval of the relevant LCB Lenders for inter alia, the proposed deferment of the following from 31 December 2012 to 31 December 2013:-

    (i) redemption of the outstanding nominal value of the LCB Class B(a) Bonds and LCB Class B(b) Bonds amounting to RM295.85 million;

    (ii) repayment of the outstanding nominal value of the LCB Class B Debts amounting to USD0.49 million; and

    (iii) the payment of the principle and coupon on the LCB Class B(a) RCSLS, LCB Class B(b) RCSLS and LCB Class B(c) RCSLS amounting to RM254.27 million;

    (Collectively referred to as “Proposed LCB Deferment”).

    The meetings of the LCB Lenders are scheduled to be held on 28 December 2012.


    NICORP - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):RELATED PARTY TRANSACTIONS

    Announcement Type: General Announcement
    Company NameNAIM INDAH CORPORATION BERHAD  
    Stock Name NICORP  
    Date Announced7 Dec 2012  
    CategoryGeneral Announcement
    Reference NoCK-121207-CD7BC

    TypeAnnouncement
    SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
    RELATED PARTY TRANSACTIONS
    DescriptionNAIM INDAH CORPORATION BERHAD (“NICORP” OR “THE COMPANY”)
    - STATUS UPDATE ON THE HEADS OF AGREEMENT DATED 9 FEBRUARY 2012 ENTERED INTO BETWEEN NICORP AND GENERASI CIPTA SDN. BHD. ("GENCIP")

    We refer to our announcements dated 10 February 2012, 7 March 2012, 10 May 2012, 30 August 2012 and 14 November 2012 in relation to the Heads of Agreement dated 9 February 2012 entered into between NICORP and GENCIP ("HOA"). Unless otherwise defined herein, all terms in this announcement shall have the same meaning as defined in the Announcements.

    The Board of Directors of NICORP wishes to announce that pursuant to Clause 3.2 of the HOA, NICORP and GENCIP vide its letter dated 7 December 2012, have mutually agreed to extend the duration of the HOA from 9 December 2012 to 8 June 2013 to finalise the structure that will mutually benefit and protect the interest of the shareholders and stakeholders for both parties.

    The reason for the delay in finalsing the structure and sign Definitive Agreement in the 10 months since the signing of the HOA is due to the shareholders of Sagajuta (Sabah) Sdn Bhd (“SAGAJUTA”) are presently contemplating of detaching and excluding a few of its fixed assets (from the units in the 1Borneo mall belong to SAGAJUTA) (“Pink Lots”) from its proposed reverse takeover (“RTO”) exercise which should invariably reduce its total injection value.

    In the next 6 months, SAGAJUTA will also be reorganizing its group structure by rationalizing its entire group operations from the earlier structure of 62 subsidiaries and 3 associate companies to 6 subsidiaries and 1 associate company including the Pink Lots. Hence, SAGAJUTA has been tirelessly working with their auditors to reorganize, rearrange and consolidate the respective accounts accordingly. This has inevitably taken a toll on NICORP’s planned RTO timeline.

    NICORP will liaise with GENCIP closely on the progress and finalise the Definitive Agreement in due course.

    The Board of Directors of NICORP will make the necessary announcements as per the Main Market Listing Requirements of Bursa Malaysia Securities Berhad upon finalisation of the proposals as stated in the Company’s announcement dated 10 February 2012.

    This announcement is dated 7 December 2012.



    DIJACOR - OTHERS DIJAYA CORPORATION BERHAD (“DIJAYA” OR “THE COMPANY”) NEW SUBSIDIARY, TRIPLE THREE PROPERTIES SDN BHD

    Announcement Type: General Announcement
    Company NameDIJAYA CORPORATION BERHAD  
    Stock Name DIJACOR  
    Date Announced7 Dec 2012  
    CategoryGeneral Announcement
    Reference NoDC-121207-47061

    TypeAnnouncement
    SubjectOTHERS
    DescriptionDIJAYA CORPORATION BERHAD (“DIJAYA” OR “THE COMPANY”)
    NEW SUBSIDIARY, TRIPLE THREE PROPERTIES SDN BHD

    The Board of Directors of Dijaya wishes to announce that Tropicana Ivory Sdn Bhd (“TISB”), a 55% owned subsidiary of Tropicana Development (Penang) Sdn Bhd (“TDPSB”), which in turn is a 100% owned subsidiary of Dijaya, had on 7 December 2012:-

    a)������������ acquired two (2) existing ordinary shares of RM1.00 each in the share capital of Triple Three Properties Sdn Bhd (Company No. 1015560-P) (“TTPSB”),a shelf company for a cash consideration of RM2.00 only (the “Acquisition”); and

    b)������������ subscribed for five hundred and eighty three (583) new ordinary shares of RM1.00 each in TTPSB for a cash consideration of RM583.00 only (the “Subscription”),

    in aggregate representing 100% of the total issued and paid-up share capital of TTPSB for a total cash consideration of RM585.00 only (the Acquisition and the Subscription are hereinafter collectively referred to as the “Investment”). As a result of the Investment, Dijaya has an effective 55% equity interest in TTPSB via TISB and TDPSB.

    Further details of the Investment are set out in the attachment below.

    This announcement is dated 7 December 2012.



    AXIATA - OTHERS AXIATA GROUP BERHAD - INCORPORATION OF COMPANY

    Announcement Type: General Announcement
    Company NameAXIATA GROUP BERHAD  
    Stock Name AXIATA  
    Date Announced7 Dec 2012  
    CategoryGeneral Announcement
    Reference NoAG-121207-E26DC

    TypeAnnouncement
    SubjectOTHERS
    DescriptionAXIATA GROUP BERHAD - INCORPORATION OF COMPANY
    We wish to inform that Axiata Group Berhad (“Axiata”), had on 7 December 2012 completed the incorporation of AXIATA INVESTMENTS (CAMBODIA) LIMITED (“AIC”) (Company No. LL09344), a private company limited by shares, under the Labuan Companies Act, 1990.

    AIC was incorporated with an authorised share capital of USD100,000.00 divided into 100,000 ordinary shares of which its issued and paid-up share capital is USD2.00. The nature of business to be carried by AIC is as an investment holding company.

    The incorporation of AIC is not expected to have any material effect on the earnings and Net Tangible Assets of Axiata for financial year ending 31 December 2012.

    None of the Directors and/or major shareholders of Axiata and/or persons connected to them have any direct or indirect interest in the incorporation of AIC.

    This announcement is dated 7 December 2012.


    PATIMAS - Changes in Sub. S-hldr's Int. (29B) - Robert Daniel Tan Kim Leng

    Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
    Company NamePATIMAS COMPUTERS BERHAD  
    Stock Name PATIMAS  
    Date Announced7 Dec 2012  
    CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
    Reference NoCC-121207-0193E

    Particulars of substantial Securities Holder

    NameRobert Daniel Tan Kim Leng
    Address8 Jalan SS22/20A, Damansara Jaya, 47400 Petaling Jaya
    NRIC/Passport No/Company No.570310-04-5517
    Nationality/Country of incorporationMalaysian
    Descriptions (Class & nominal value)Ordinary Shares of RM0.10 each
    Name & address of registered holder1) Forum Pintar Sdn Bhd
    2) EB Nominees (Tempatan) Sendirian Berhad

    Details of changes

    Currency: Malaysian Ringgit (MYR)

    Type of transactionDate of change
    No of securities
    Price Transacted (RM)
    Disposed03/12/2012
    10,000,000
    0.020 
    Disposed04/12/2012
    15,000,000
    0.020 
    Disposed05/12/2012
    17,000,000
    0.020 
    Disposed06/12/2012
    6,000,000
    0.020 

    Circumstances by reason of which change has occurredForced Sale
    Nature of interestIndirect
    Direct (units)45,940 
    Direct (%)0.0056 
    Indirect/deemed interest (units)58,650,710 
    Indirect/deemed interest (%)7.0937 
    Total no of securities after change58,696,650
    Date of notice07/12/2012

    Remarks :
    The total 58,696,650 ordinary shares of RM0.10 each held are as follows:-

    1) 58,650,710 ordinary shares of RM0.10 each are registered in the name of EB Nominees (Tempatan) Sendirian Berhad [Pledged Securities Account for Forum Pintar Sdn Bhd (BB)];

    2) 45,940 ordinary shares of RM0.10 each are registered in the name of Robert Daniel Tan Kim Leng.


    PATIMAS - Changes in Director's Interest (S135) - Dato' Yap Wee Hin

    Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
    Company NamePATIMAS COMPUTERS BERHAD  
    Stock Name PATIMAS  
    Date Announced7 Dec 2012  
    CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
    Reference NoCC-121207-109F2

    Information Compiled By KLSE

    Particulars of Director

    NameDato' Yap Wee Hin
    AddressNo. 56, Jalan Balau, Damansara Heights, 50490 Kuala Lumpur
    Descriptions(Class & nominal value)Ordinary Shares of RM0.10 each

    Details of changes

    Currency: Malaysian Ringgit (MYR)

    Type of transaction
    Date of change
    No of securities
    Price Transacted (RM)
    Disposed
    03/12/2012
    10,000,000
    0.020 
    Disposed
    04/12/2012
    15,000,000
    0.020 
    Disposed
    05/12/2012
    17,000,000
    0.020 

    Circumstances by reason of which change has occurredForced Sale
    Nature of interestIndirect
    Consideration (if any) 

    Total no of securities after change

    Direct (units)199,610 
    Direct (%)0.0241 
    Indirect/deemed interest (units)85,011,240 
    Indirect/deemed interest (%)10.282 
    Date of notice05/12/2012

    Remarks :
    The total 85,210,850 ordinary shares of RM0.10 each held are as follows:-

    1) 64,650,710 ordinary shares of RM0.10 each are registered in the name of EB Nominees (Tempatan) Sendirian Berhad [Pledged Securities Account for Forum Pintar Sdn Bhd (BB)];

    2) 20,360,530 ordinary shares of RM0.10 each are registered in the name of Lee Kwee Huang; and

    3) 199,610 ordinary shares of RM0.10 each are registered in the name of Yap Wee Hin.

    The percentage of direct and indirect interest in Ordinary Shares excludes 6,100,000 Ordinary Shares of RM0.10 each bought-back by the Company and retained as treasury shares.

    The notification forms were received by the Company on 7 December 2012.


    PATIMAS - Changes in Sub. S-hldr's Int. (29B) - Forum Pintar Sdn Bhd

    Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
    Company NamePATIMAS COMPUTERS BERHAD  
    Stock Name PATIMAS  
    Date Announced7 Dec 2012  
    CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
    Reference NoCC-121207-EFFC7

    Particulars of substantial Securities Holder

    NameForum Pintar Sdn Bhd
    AddressLot 6.05, Level 6, KPMG Tower, 8 First Avenue, Bandar Utama, 47800 Petaling Jaya, Selangor Darul Ehsan
    NRIC/Passport No/Company No.445536-X
    Nationality/Country of incorporationMalaysian
    Descriptions (Class & nominal value)Ordinary Shares of RM0.10 each
    Name & address of registered holderEB Nominees (Tempatan) Sendirian Berhad

    Details of changes

    Currency: Malaysian Ringgit (MYR)

    Type of transactionDate of change
    No of securities
    Price Transacted (RM)
    Disposed03/12/2012
    10,000,000
    0.020 
    Disposed04/12/2012
    15,000,000
    0.020 
    Disposed05/12/2012
    17,000,000
    0.020 
    Disposed06/12/2012
    6,000,000
    0.020 

    Circumstances by reason of which change has occurredForced Sale
    Nature of interestDirect
    Direct (units)58,650,710 
    Direct (%)7.0937 
    Indirect/deemed interest (units)
    Indirect/deemed interest (%)
    Total no of securities after change58,650,710
    Date of notice07/12/2012


    PATIMAS - Changes in Director's Interest (S135) - Robert Daniel Tan Kim Leng

    Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
    Company NamePATIMAS COMPUTERS BERHAD  
    Stock Name PATIMAS  
    Date Announced7 Dec 2012  
    CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
    Reference NoCC-121207-090C7

    Information Compiled By KLSE

    Particulars of Director

    NameRobert Daniel Tan Kim Leng
    Address8 Jalan SS22/20A, Damansara Jaya, 47400 Petaling Jaya
    Descriptions(Class & nominal value)Ordinary Shares of RM0.10 each

    Details of changes

    Currency: Malaysian Ringgit (MYR)

    Type of transaction
    Date of change
    No of securities
    Price Transacted (RM)
    Disposed
    03/12/2012
    10,000,000
    0.020 
    Disposed
    04/12/2012
    15,000,000
    0.020 
    Disposed
    05/12/2012
    17,000,000
    0.020 
    Disposed
    06/12/2012
    6,000,000
    0.020 

    Circumstances by reason of which change has occurredForced Sale
    Nature of interestIndirect
    Consideration (if any) 

    Total no of securities after change

    Direct (units)45,940 
    Direct (%)0.0056 
    Indirect/deemed interest (units)58,650,710 
    Indirect/deemed interest (%)7.0937 
    Date of notice07/12/2012

    Remarks :
    The total 58,696,650 ordinary shares of RM0.10 each held are as follows:-

    1) 58,650,710 ordinary shares of RM0.10 each are registered in the name of EB Nominees (Tempatan) Sendirian Berhad [Pledged Securities Account for Forum Pintar Sdn Bhd (BB)];

    2) 45,940 ordinary shares of RM0.10 each are registered in the name of Robert Daniel Tan Kim Leng.

    The percentage of direct and indirect interest in Ordinary Shares excludes 6,100,000 Ordinary Shares of RM0.10 each bought-back by the Company and retained as treasury shares.


    PATIMAS - Changes in Sub. S-hldr's Int. (29B) - Dato' Yap Wee Hin

    Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
    Company NamePATIMAS COMPUTERS BERHAD  
    Stock Name PATIMAS  
    Date Announced7 Dec 2012  
    CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
    Reference NoCC-121207-F8C7F

    Particulars of substantial Securities Holder

    NameDato' Yap Wee Hin
    AddressNo. 56, Jalan Balau, Damansara Heights, 50490 Kuala Lumpur
    NRIC/Passport No/Company No.581031-10-5285
    Nationality/Country of incorporationMalaysian
    Descriptions (Class & nominal value)Ordinary Shares of RM0.10 each
    Name & address of registered holder1) Forum Pintar Sdn Bhd
    2) EB Nominees (Tempatan) Sendirian Berhad

    Details of changes

    Currency: Malaysian Ringgit (MYR)

    Type of transactionDate of change
    No of securities
    Price Transacted (RM)
    Disposed03/12/2012
    10,000,000
    0.020 
    Disposed04/12/2012
    15,000,000
    0.020 
    Disposed05/12/2012
    17,000,000
    0.020 
    Disposed06/12/2012
    6,000,000
    0.020 

    Circumstances by reason of which change has occurredForced Sale
    Nature of interestIndirect
    Direct (units)199,610 
    Direct (%)0.0241 
    Indirect/deemed interest (units)79,011,240 
    Indirect/deemed interest (%)9.5563 
    Total no of securities after change79,210,850
    Date of notice07/12/2012

    Remarks :
    The total 79,210,850 ordinary shares of RM0.10 each held are as follows:-

    1) 58,650,710 ordinary shares of RM0.10 each are registered in the name of EB Nominees (Tempatan) Sendirian Berhad [Pledged Securities Account for Forum Pintar Sdn Bhd (BB)];

    2) 20,360,530 ordinary shares of RM0.10 each are registered in the name of Lee Kwee Huang; and

    3) 199,610 ordinary shares of RM0.10 each are registered in the name of Yap Wee Hin.


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