December 19, 2012

Company announcements: SIME, SEAL, YTL, JAKS, MEDAINC, AIRASIA, ARREIT, SUNREIT

SIME - Changes in Sub. S-hldr's Int. (29B) - AmanahRaya Trustees Berhad - Skim Amanah Saham Bumiputera

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameSIME DARBY BERHAD  
Stock Name SIME  
Date Announced19 Dec 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoSD-121219-01F7B

Particulars of substantial Securities Holder

NameAmanahRaya Trustees Berhad - Skim Amanah Saham Bumiputera
AddressTingkat 4, Balai PNB
201-A, Jalan Tun Razak
50400 Kuala Lumpur
NRIC/Passport No/Company No.766894-T
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary shares of RM0.50 each
Name & address of registered holderAmanahRaya Trustees Berhad - Skim Amanah Saham Bumiputera
Tingkat 4, Balai PNB
201-A, Jalan Tun Razak
50400 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired14/12/2012
1,275,400
 
Acquired17/12/2012
1,412,000
 

Circumstances by reason of which change has occurredAcquisition of shares by AmanahRaya Trustees Berhad - Skim Amanah Saham Bumiputera
Nature of interestDirect
Direct (units)2,217,837,704 
Direct (%)36.91 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change2,217,837,704
Date of notice17/12/2012

Remarks :
The notices of change in substantial shareholding were received from AmanahRaya Trustees Berhad - Skim Amanah Saham Bumiputera on 19 December 2012.


SEAL - OTHERS SEAL INCORPORATED BERHAD ("SEAL" or "the Company") - Supplementary Agreement between Seal Properties (Bayan City) Sdn Bhd and Koperasi Tunas Muda Sungai Ara Berhad

Announcement Type: General Announcement
Company NameSEAL INCORPORATED BERHAD  
Stock Name SEAL  
Date Announced19 Dec 2012  
CategoryGeneral Announcement
Reference NoCC-121219-38767

TypeAnnouncement
SubjectOTHERS
DescriptionSEAL INCORPORATED BERHAD ("SEAL" or "the Company")
- Supplementary Agreement between Seal Properties (Bayan City) Sdn Bhd and Koperasi Tunas Muda Sungai Ara Berhad

We refer to the announcements dated 16 December 2009 and 14 February 2011 respectively in relation to the Joint Venture Agreement and Supplemental Joint Venture Agreement between Seal Properties (Bayan City) Sdn Bhd and Koperasi Tunas Muda Sungai Ara Berhad.

On behalf of the Board of Directors of Seal Incorporated Berhad ("SEAL" or "the Company"), we wish to announce that Seal Properties (Bayan City) Sdn Bhd, a fifty one percent (51%) owned sub-subsidiary of SEAL ("Developer") had on 19 December 2012 entered into a Supplementary Agreement with Koperasi Tunas Muda Sungai Ara Berhad ("Landowner") to release the Developer from its obligation to construct the Hotel on the Hotel Construction Site and Ruang Niaga on the Ruang Niaga Site in consideration of the Developer agreeing to pay the Landowner a sum of RM36,207,800.00 ("the Consideration Sum") and to supplement the terms of Joint Venture Agreement and Supplemental Agreement dated 16 December 2009 and 14 February 2011 respectively subject to the terms and conditions as stated in the Supplementary Agreement.

Please refer to the attached file for full text of the announcement.

This announcement is dated 19 December 2012.



YTL - Changes in Sub. S-hldr's Int. (29B) - EMPLOYEES PROVIDENT FUND BOARD

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameYTL CORPORATION BERHAD  
Stock Name YTL  
Date Announced19 Dec 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoYC-121219-9BECB

Particulars of substantial Securities Holder

NameEMPLOYEES PROVIDENT FUND BOARD
AddressTINGKAT 19, BANGUNAN KWSP, JALAN RAJA LAUT, 50350 KUALA LUMPUR
NRIC/Passport No/Company No.EPF ACT 1991
Nationality/Country of incorporationMALAYSIA
Descriptions (Class & nominal value)ORDINARY SHARES OF RM0.10 EACH
Name & address of registered holderCITIGROUP NOMINEES (TEMPATAN) SDN BHD - EMPLOYEES PROVIDENT FUND BOARD

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed14/12/2012
2,000,000
 

Circumstances by reason of which change has occurredDisposed
Nature of interestDirect
Direct (units)835,143,847 
Direct (%)8.08 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change835,143,847
Date of notice17/12/2012

Remarks :
Form 29B was received on 19 December 2012


YTL - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company NameYTL CORPORATION BERHAD  
Stock Name YTL  
Date Announced19 Dec 2012  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoYC-121219-9BECC

Date of buy back19/12/2012
Description of shares purchasedOrdinary shares of RM0.10 each
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)2,600,000
Minimum price paid for each share purchased ($$)1.900
Maximum price paid for each share purchased ($$)1.900
Total consideration paid ($$)4,940,000.00
Number of shares purchased retained in treasury (units)2,600,000
Number of shares purchased which are proposed to be cancelled (units)
Cumulative net outstanding treasury shares as at to-date (units)363,153,839
Adjusted issued capital after cancellation
(no. of shares) (units)
 
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%)3.39


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

Announcement Type: General Announcement
Company NameJAKS RESOURCES BERHAD  
Stock Name JAKS  
Date Announced19 Dec 2012  
CategoryGeneral Announcement
Reference NoMB-121219-62249

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionJAKS RESOURCES BERHAD (“JRB” OR “COMPANY”)

PROPOSED JOINT VENTURE BETWEEN JAKS POWER HOLDING LIMITED (“JPH”), WUHAN KAIDI ELECTRIC POWER ENGINEERING CO., LTD (“KAIDI”) AND SANJUNG MERPATI SDN BHD (“SMSB”) TO INVEST IN A 2 X 600 MEGAWATT COAL-FIRED THERMAL POWER PLANT (“PROPOSED JOINT VENTURE”)
This announcement is dated 19 December 2012.
1. INTRODUCTION
      Reference is made to the announcement dated 13 December 2012 in relation to the Proposed Joint Venture (“Initial Announcement”).
      Unless otherwise stated, defined terms in this announcement shall carry the same meanings as defined in the Initial Announcement.

      On behalf of the Board of Directors of JRB, AmInvestment Bank wishes to announce that JPH, SMSB, Kaidi and JPP had on 19 December 2012 entered into a supplemental agreement to supplement the JPP SHA to further set out their proposed relationship inter se as shareholders of JPP (“Supplemental Agreement”). Further details of the Supplemental Agreement are set out in the ensuing sections of this Announcement.
        In addition, JPH had also been informed by SMSB that SMSB’s existing shareholders namely Nor Hafizah binti Misman and Nor Hasmah binti Lekoh had on 18 December 2012 collectively disposed of two (2) ordinary shares of RM1.00 each in SMSB (“SMSB Shares”), representing the entire issued and paid-up share capital of SMSB, to Chen Cheong Fat and Rasli bin Musamah, who will each hold one (1) SMSB Share each.

    2. SUPPLEMENTAL AGREEMENT
        The Supplemental Agreement is to supplement the JPP SHA to further set out JPH’s, SMSB’s, Kaidi’s and JPP’s understandings, obligations and undertakings inter se as the shareholders of JPP. The terms of the Supplemental Agreement will, amongst others:-

        (a) enable JPH and SMSB to cap their total capital commitment for the Project whether in the form of equity contribution or otherwise at USD260 million, which is the agreed equity contribution by JPH and SMSB based on the intended capital structure of approximately 20% equity and 80% debt for the funding of the Project;

        (b) facilitate the procurement of financing required by JPH and SMSB for their equity contribution for the Project.

        Details of the salient terms of the Supplemental Agreement are set out below.

    2.1 Salient terms of the Supplemental Agreement
        Notwithstanding anything to the contrary contained in the JPP SHA, the parties mutually agree to the following in respect of the Project:-

        (a) Kaidi undertakes that it shall at its own cost and expense, via certain arrangements, to ultimately procure the provision, directly or indirectly, as the case may be, of all such additional capital, whether in the form of equity or otherwise, into JHDP to be contributed by JPH and SMSB, via JPP, which is in excess of USD260 million or on behalf of JPH and SMSB to satisfy the terms of the financing for the Project;

        (b) Kaidi undertakes that it shall assist the other Shareholders, as and when required, to provide such security and/or funds to enable the other Shareholders to provide proof of funds for entire Shareholders’ funding for JPP and JHDP and completion guarantee as required by the lenders for the Project;

        (c) Kaidi undertakes to procure the provision, directly or indirectly, a bridging loan of USD90 million only to JPH and SMSB as the first equity capital funding into JPP prior to first drawdown of the financing for the Project;

        (d) Notwithstanding the provisions of the JPP SHA, Kaidi undertakes to the Shareholders to undertake some preliminary works as agreed in respect of the Project within the first three (3) months following the execution of the Supplemental Agreement and the total value of the preliminary works to be completed shall be no less than USD30 million (“Preliminary Works”) which shall be solely advanced by Kaidi and reimbursed by JHDP to Kaidi in respect of Preliminary Works undertaken which is outside the scope of works of the EPC Contractor and not payable pursuant to the EPC Contract, on or before first drawdown of the financing for the Project. In the event Kaidi fails to complete the Preliminary Works, the Shareholders shall negotiate and agree on such reasonable extension of time to satisfy the Preliminary Works;

        (e) Kaidi undertakes that it shall commence procuring financing for the Project on behalf of JHDP immediately upon execution of the Supplemental Agreement;

        (f) JPH shall assist JHDP to promptly obtain the relevant licences in Vietnam required in connection with the Project, including obtaining renewal or extension of such licences; and

        (g) JPH shall obtain support and co-operation of the relevant authorities in Vietnam to enable JHDP and JPP to implement the Project.

    3. LIABILITIES TO BE ASSUMED BY KAIDI
        Pursuant to the Supplemental Agreement, Kaidi will be assuming directly or indirectly all additional capital commitment for and on behalf of JPH and SMSB, in excess of USD260 million, to be contributed by JPH and SMSB pursuant to the Proposed Joint Venture.

        Additionally, Kaidi will undertake the Preliminary Works amounting to no less than USD30 million which shall be solely advanced by Kaidi and reimbursed by JHDP to Kaidi in respect of such works which are outside of the scope of the EPC Contract.

        Whilst procuring/assisting to procure financing for the other Shareholders’ equity portion for the Project, Kaidi may also incur additional contingent liabilities for any direct support to the other Shareholders to obtain the said financing.

    4. DOCUMENTS FOR INSPECTION
          The Supplemental Agreement will be made available for inspection at the registered office of the Company at 802, 8th Floor, Block C, Kelana Square, 17, Jalan SS7/26, 47301 Petaling Jaya, Selangor Darul Ehsan from Mondays to Fridays (except public holidays) from the date of this announcement to the date of the EGM of the Company in relation to the Proposed Joint Venture.


      MEDAINC - Notice of Shares Buy Back - Immediate Announcement

      Announcement Type: Notice of Shares Buy Back - Immediate Announcement
      Company NameMEDA INC. BERHAD  
      Stock Name MEDAINC  
      Date Announced19 Dec 2012  
      CategoryNotice of Shares Buy Back - Immediate Announcement
      Reference NoMI-121219-62547

      Date of buy back19/12/2012
      Description of shares purchasedOrdinary shares of RM0.50 each
      CurrencyMalaysian Ringgit (MYR)
      Total number of shares purchased (units)75,000
      Minimum price paid for each share purchased ($$)0.680
      Maximum price paid for each share purchased ($$)0.690
      Total consideration paid ($$)51,090.00
      Number of shares purchased retained in treasury (units)75,000
      Number of shares purchased which are proposed to be cancelled (units)0
      Cumulative net outstanding treasury shares as at to-date (units)2,894,000
      Adjusted issued capital after cancellation
      (no. of shares) (units)
      Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%)0.64


      AIRASIA - Changes in Sub. S-hldr's Int. (29B) - Employees Provident Fund Board

      Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
      Company NameAIRASIA BERHAD  
      Stock Name AIRASIA  
      Date Announced19 Dec 2012  
      CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
      Reference NoCM-121219-8B8BB

      Particulars of substantial Securities Holder

      NameEmployees Provident Fund Board
      AddressTingkat 19, Bangunan KWSP, Jalan Raja Laut, 50350 Kuala Lumpur
      NRIC/Passport No/Company No.EPF ACT 1991
      Nationality/Country of incorporationMalaysia
      Descriptions (Class & nominal value)Ordinary Shares of RM0.10 each
      Name & address of registered holderCitigroup Nominees (Tempatan) Sdn Bhd
      Level 42, Menara Citibank
      165 Jalan Ampang
      50450 Kuala Lumpur

      Details of changes

      Currency: Malaysian Ringgit (MYR)

      Type of transactionDate of change
      No of securities
      Price Transacted (RM)
      Acquired14/12/2012
      824,800
       

      Circumstances by reason of which change has occurredAcquisition of Shares
      Nature of interestDirect and Indirect
      Direct (units)222,423,000 
      Direct (%)
      Indirect/deemed interest (units)5,690,400 
      Indirect/deemed interest (%)0.2 
      Total no of securities after change228,113,400
      Date of notice17/12/2012

      Remarks :
      Direct Interest:-
      1. Employees Provident Fund Board - 222,423,000
      Indirect Interest:-
      1. Employees Provident Fund Board (KIB) - 961,300
      2. Employees Provident Fund Board (HDBS) - 200,000
      3. Employees Provident Fund Board (ALLIANCE) - 1,530,000
      4. Employees Provident Fund Board (ARIM) - 1,240,000
      5. Employees Provident Fund Board (TEMPLETON) - 1,759,100

      This announcement is based on the information in the Notice of Change in the Interests of Substantial Shareholder from Citigroup Nominees (Tempatan) Sdn Bhd on behalf of EMPLOYEES PROVIDENT FUND BOARD dated 17/12/2012 received by the registered office of AirAsia Berhad on 19/12/2012.


      ARREIT - OTHERS Renewal of Lease Period of Land with Silver Bird Group Berhad

      Announcement Type: General Announcement
      Company NameAMANAHRAYA REAL ESTATE INVESTMENT TRUST  
      Stock Name ARREIT  
      Date Announced19 Dec 2012  
      CategoryGeneral Announcement
      Reference NoCC-121219-42945

      TypeAnnouncement
      SubjectOTHERS
      DescriptionRenewal of Lease Period of Land with Silver Bird Group Berhad

      (For consistency, the abbreviations used throughout this announcement shall have the same meaning as defined in the announcement dated 11 June 2012).

      Further to the announcement dated 11 June 2012 in regards to the Lease of Silver Bird Factory (Default in Rental Payment), on behalf of the Board of Directors of AmanahRaya-REIT Managers Sdn Bhd (“the Company”), the Management Company of ARREIT wishes to announce that the Lease Period shall be extended, commencing from 2 January 2013 (“the Commencement Date”) for a further period of seven (7) months and two (2) weeks (“Lease Period”) with an extension of a period of one (1) year at a monthly rental and on terms and conditions to be agreed (“Extension of Lease Period”).

      In consideration of the Lessor agreeing to further extend the lease of the Demised Premises for the duration of the Lease Period, the Lessee shall pay the Lessor the rental of Ringgit Malaysia Six Hundred Eight Thousand (RM608,000.00) per month for the 7.5 month extension where the rental for the Lease Period shall be deducted from the security deposit deposited into the Institutional Trust Account-Syariah (“ITA-S”) (“Security Deposit”). The Lessee shall not be required to place or maintain any sums with the Lessor or any other party as deposits and the provisions in the Lease Agreement in respect of the placement or maintenance of deposits are expressly waived for the Lease Period.

      The Parties shall negotiate the rental for the Extension of Lease Period three (3) months prior to the expiry of the Lease Period.

      The Lessor shall forthwith refund the amount of Ringgit Malaysia Two Million Four Hundred Thirty Two Thousand (RM2,432,000.00) only from the Security Deposit to the Lessee.

      The balance of the Ringgit Malaysia Five Hundred Fifty Four Thousand (RM554,000.00) only shall be retained by the Lessor and will be used for the following purposes:-

      Purpose

      Amount

      Removal of plants and machineries

      Ringgit Malaysia Three Hundred Thousand (RM300,000.00) only.

      Quit rent and assessments

      Ringgit Malaysia One Hundred Seventy Five Three Hundred Thirty Seven Thousand (RM175,337.00) only.

      Any cost or expenses which may or required to be incurred by the Lessor in accordance to the Lease Agreement

      Ringgit Malaysia Seventy Eight Thousand Six Hundred Sixty Three (RM78,663.00) only.

      The above transaction does not have any material impact on the earnings and net assets of the Company for the financial year ending 31 December 2012.

      This announcement is dated 19 December 2012.



      SUNREIT - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):DEALINGS OUTSIDE CLOSED PERIOD

      Announcement Type: General Announcement
      Company NameSUNWAY REAL ESTATE INVESTMENT TRUST  
      Stock Name SUNREIT  
      Date Announced19 Dec 2012  
      CategoryGeneral Announcement
      Reference NoSR-121219-6405D

      TypeAnnouncement
      SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
      DEALINGS OUTSIDE CLOSED PERIOD
      DescriptionSUNWAY REAL ESTATE INVESTMENT TRUST ("SUNREIT")
      - NOTIFICATION UNDER CHAPTER 14 OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD ON DEALINGS IN SECURITIES
      Pursuant to Chapter 14, Paragraph 14.09 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, Sunway REIT Management Sdn Bhd, the management company of SUNREIT, wishes to announce that Tan Sri Dato' Seri Dr Jeffrey Cheah Fook Ling, the Non-Independent Non-Executive Chairman of Sunway REIT Management Sdn Bhd, has given notice that Sunway REIT Management Sdn Bhd has transferred 1,978,300 units to its holding company, Sunway Berhad, details as set out in the Table below.

      Sunway REIT Management Sdn Bhd and Sunway Berhad are companies in which Tan Sri Dato' Seri Dr Jeffrey Cheah Fook Ling has deemed interest pursuant to Section 6A of the Companies Act, 1965. Effectively, there is no change in the deemed interest of Tan Sri Dato' Seri Dr Jeffrey Cheah Fook Ling.

      Deemed Interest
      Date of Transfer
      No. of Units Transferred
      % of Issued Units
      Remarks
      14.12.2012
      1,978,300
      0.07
      Transfer of units from Sunway REIT Management Sdn Bhd to Sunway Berhad

      This announcement is dated 19 December 2012.


      SUNREIT - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):DEALINGS OUTSIDE CLOSED PERIOD

      Announcement Type: General Announcement
      Company NameSUNWAY REAL ESTATE INVESTMENT TRUST  
      Stock Name SUNREIT  
      Date Announced19 Dec 2012  
      CategoryGeneral Announcement
      Reference NoSR-121219-6405C

      TypeAnnouncement
      SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
      DEALINGS OUTSIDE CLOSED PERIOD
      DescriptionSUNWAY REAL ESTATE INVESTMENT TRUST ("SUNREIT")
      - NOTIFICATION UNDER CHAPTER 14 OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD ON DEALINGS IN SECURITIES
      Pursuant to Chapter 14, Paragraph 14.09 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, Sunway REIT Management Sdn Bhd, the management company of SUNREIT, wishes to announce that Sarena Cheah Yean Tih, the Non-Independent Non-Executive Director of Sunway REIT Management Sdn Bhd, has given notice that Sunway REIT Management Sdn Bhd has transferred 1,978,300 units to its holding company, Sunway Berhad, details as set out in the Table below.

      Sunway REIT Management Sdn Bhd and Sunway Berhad are companies in which Sarena Cheah Yean Tih has deemed interest pursuant to Section 6A of the Companies Act, 1965. Effectively, there is no change in the deemed interest of Sarena Cheah Yean Tih.

      Deemed Interest
      Date of Transfer
      No. of Units Transferred
      % of Issued Units
      Remarks
      14.12.2012
      1,978,300
      0.07
      Transfer of units from Sunway REIT Management Sdn Bhd to Sunway Berhad

      This announcement is dated 19 December 2012.


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