April 16, 2013

Company announcements: AEON, DIGI, YUNKONG, TGUAN, INGRESS, JAYCORP

AEON - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameAEON CO. (M) BHD  
Stock Name AEON  
Date Announced16 Apr 2013  
CategoryChange in Boardroom
Reference NoCC-130412-63328

Date of change16/04/2013
NameDatuk Syed Ahmad Helmy Bin Syed Ahmad
Age66
NationalityMalaysian
Type of changeAppointment
DesignationNon-Executive Director
DirectorateIndependent & Non Executive
QualificationsBachelor of Laws (LL.B) Honours from University of Singapore, 1971 
Working experience and occupation February 2013 - Current
Chairman, Advocates & Solicitors Disciplinary Board

October 2009 - December 2012
Court of Appeal Judge, Court of Appeal, Putrajaya

August 2007 - September 2009
High Court Judge, High Court of Malaya, Shah Alam

June 2000 - July 2007
High Court Judge, High Court of Malaya, Johor Bahru

January 1990 - May 2000
Partner, S.A. Helmy & Partners, Advocates & Solicitors

January 1985 - December 1989
Partner, Yahya Helmy & Co, Advocates & Solicitors

February 1981 - December 1984
Legal Assistant, Adlan & Hj Suhaimi, Advocates & Solicitors

June 1977 - December 1980
Partner, Ho Thian Cheh & Co, Advocates & Solicitors

August 1972 - July 1977
Advocates & Solicitors, Singapore 
Directorship of public companies (if any)None 
Family relationship with any director and/or major shareholder of the listed issuerNone 
Any conflict of interests that he/she has with the listed issuerNone 
Details of any interest in the securities of the listed issuer or its subsidiariesNone 


AEON - 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 NameAEON CO. (M) BHD  
Stock Name AEON  
Date Announced16 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-130416-1E165

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 RM1.00 each
Name & address of registered holderCitigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (ABERDEEN)
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)
Acquired11/04/2013
15,800
 

Circumstances by reason of which change has occurredAcquisition
Nature of interestDirect
Direct (units)34,282,300 
Direct (%)9.767 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change34,282,300
Date of notice12/04/2013

Remarks :
The total number of 34,282,300 Ordinary Shares of RM1.00 each are held as follows:

1) 22,259,800 Ordinary Shares of RM1.00 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board
2) 500,000 Ordinary Shares of RM1.00 each are registered in the name of Employees Provident Fund Board
3) 4,286,800 Ordinary Shares of RM1.00 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (NOMURA)
4) 2,567,000 Ordinary Shares of RM1.00 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (CIMB PRI)
5) 64,900 Ordinary Shares of RM1.00 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (TEMPLETON)
6) 4,603,800 Ordinary Shares of RM1.00 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (ABERDEEN)

The Form 29B was received by the Company on 16 April 2013.


DIGI - 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 NameDIGI.COM BERHAD  
Stock Name DIGI  
Date Announced16 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-130416-03275

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 incorporationIncorporated in Malaysia
Descriptions (Class & nominal value)Ordinary Shares of RM0.01 each
Name & address of registered holder1) Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board
2) Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (AM INV)
3) Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (MAYBAN)
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)
Disposed11/04/2013
2,286,700
 
Acquired11/04/2013
1,007,000
 
Acquired11/04/2013
80,000
 

Circumstances by reason of which change has occurred1) Disposed
2) & 3) Acquired
Nature of interestDirect
Direct (units)1,218,126,040 
Direct (%)15.67 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change1,218,126,040
Date of notice12/04/2013

Remarks :
The total number of 1,218,126,040 Ordinary Shares of RM0.01 each are held as follows:-
1) 1,115,071,450 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board;
2) 14,791,000 Ordinary Shares of RM0.01 each are registered in the name of Employees Provident Fund Board;
3) 3,059,800 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (AMUNDI);
4) 2,070,000 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (KIB);
5) 9,315,300 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (HDBS);
6) 2,700,000 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (RHB INV);
7) 5,070,600 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (AM INV);
8) 2,730,000 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (MAYBAN);
9) 3,285,000 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (ALLIANCE);
10) 38,490,890 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (NOMURA);
11) 12,152,000 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (CIMB PRI);
12) 2,800,000 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (ARIM); and
13) 6,590,000 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (ABERDEEN).

The Form 29B was received by the Company on 16 April 2013.


YUNKONG - GENERAL MEETINGS: OUTCOME OF MEETING

Announcement Type: General Meetings
Company NameYUNG KONG GALVANISING INDUSTRIES BHD  
Stock Name YUNKONG  
Date Announced16 Apr 2013  
CategoryGeneral Meetings
Reference NoMB-130416-40803

Type of MeetingEGM
IndicatorOutcome of Meeting
Date of Meeting16/04/2013
Time11:00 AM
VenueMeeting Room 6, Borneo Convention Centre Kuching, The Isthmus, Sejingkat, 93050 Kuching, Sarawak
Outcome of Meeting
YUNG KONG GALVANISING INDUSTRIES BERHAD ("YKGI" OR "COMPANY")

PROPOSED ACQUISITION BY YKGI OF THE REMAINING 45.51% EQUITY INTEREST IN STARSHINE HOLDINGS SDN BHD (“SSH”) NOT ALREADY OWNED BY YKGI, FOR A PURCHASE CONSIDERATION OF RM16,611,579 TO BE SATISFIED VIA THE ISSUANCE OF 33,223,158 NEW ORDINARY SHARES OF RM0.50 EACH IN YKGI (“YKGI SHARES” OR “SHARES”) AT AN ISSUE PRICE OF RM0.50 PER YKGI SHARE (“ISSUE PRICE”) (“PROPOSED ACQUISITION”);

PROPOSED PRIVATE PLACEMENT OF UP TO 39,106,980 NEW SHARES IN YKGI, REPRESENTING UP TO TWENTY PERCENT (20%) OF THE EXISTING ISSUED AND PAID-UP SHARE CAPITAL OF YKGI (“PROPOSED PRIVATE PLACEMENT”);

PROPOSED RESTRICTED ISSUE OF 48,799,998 NEW SHARES IN YKGI TO MARUBENI-ITOCHU STEEL INC. (“PROPOSED RESTRICTED ISSUE”);

PROPOSED BONUS ISSUE OF UP TO 38,184,333 NEW SHARES IN YKGI TO THE ORDINARY SHAREHOLDERS OF YKGI (“BONUS SHARE(S)”) TO BE CREDITED AS FULLY PAID-UP ON THE BASIS OF ONE (1) BONUS SHARE FOR EVERY TEN (10) EXISTING YKGI SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER AFTER THE COMPLETION OF PROPOSED ACQUISITION, PROPOSED PRIVATE PLACEMENT AND PROPOSED RESTRICTED ISSUE (“PROPOSED BONUS ISSUE OF SHARES”); AND

PROPOSED BONUS ISSUE OF UP TO 114,553,000 NEW WARRANTS IN YKGI (“WARRANT(S)”) TO THE ORDINARY SHAREHOLDERS OF YKGI ON THE BASIS OF THREE (3) FREE WARRANTS FOR EVERY TEN (10) EXISTING YKGI SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER AFTER THE COMPLETION OF PROPOSED ACQUISITION, PROPOSED PRIVATE PLACEMENT AND PROPOSED RESTRICTED ISSUE (“PROPOSED BONUS ISSUE OF WARRANTS”)

(COLLECTIVELY REFERRED TO AS “PROPOSALS”)

We refer to the announcement dated 29 March 2013 on the notification of Extraordinary General Meeting (“EGM”) in relation to the Proposals.

On behalf of the Board of Directors of YKGI, AmInvestment Bank Berhad is pleased to announce that all the resolutions as set out in the Notice of EGM dated 1 April 2013 were duly passed by the shareholders of YKGI at the EGM held today.

This announcement is dated 16 April 2013.



YUNKONG - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameYUNG KONG GALVANISING INDUSTRIES BHD  
Stock Name YUNKONG  
Date Announced16 Apr 2013  
CategoryGeneral Announcement
Reference NoMB-130416-55791

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionYUNG KONG GALVANISING INDUSTRIES BERHAD ("YKGI" OR "COMPANY")

PROPOSED ACQUISITION BY YKGI OF THE REMAINING 45.51% EQUITY INTEREST IN STARSHINE HOLDINGS SDN BHD (“SSH”) NOT ALREADY OWNED BY YKGI, FOR A PURCHASE CONSIDERATION OF RM16,611,579 TO BE SATISFIED VIA THE ISSUANCE OF 33,223,158 NEW ORDINARY SHARES OF RM0.50 EACH IN YKGI (“YKGI SHARES” OR “SHARES”) AT AN ISSUE PRICE OF RM0.50 PER YKGI SHARE (“ISSUE PRICE”) (“PROPOSED ACQUISITION”);

PROPOSED PRIVATE PLACEMENT OF UP TO 39,106,980 NEW SHARES IN YKGI, REPRESENTING UP TO TWENTY PERCENT (20%) OF THE EXISTING ISSUED AND PAID-UP SHARE CAPITAL OF YKGI (“PROPOSED PRIVATE PLACEMENT”);

PROPOSED RESTRICTED ISSUE OF 48,799,998 NEW SHARES IN YKGI TO MARUBENI-ITOCHU STEEL INC. (“PROPOSED RESTRICTED ISSUE”);

PROPOSED BONUS ISSUE OF UP TO 38,184,333 NEW SHARES IN YKGI TO THE ORDINARY SHAREHOLDERS OF YKGI (“BONUS SHARE(S)”) TO BE CREDITED AS FULLY PAID-UP ON THE BASIS OF ONE (1) BONUS SHARE FOR EVERY TEN (10) EXISTING YKGI SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER AFTER THE COMPLETION OF PROPOSED ACQUISITION, PROPOSED PRIVATE PLACEMENT AND PROPOSED RESTRICTED ISSUE (“PROPOSED BONUS ISSUE OF SHARES”); AND

PROPOSED BONUS ISSUE OF UP TO 114,553,000 NEW WARRANTS IN YKGI (“WARRANT(S)”) TO THE ORDINARY SHAREHOLDERS OF YKGI ON THE BASIS OF THREE (3) FREE WARRANTS FOR EVERY TEN (10) EXISTING YKGI SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER AFTER THE COMPLETION OF PROPOSED ACQUISITION, PROPOSED PRIVATE PLACEMENT AND PROPOSED RESTRICTED ISSUE (“PROPOSED BONUS ISSUE OF WARRANTS”)


(COLLECTIVELY REFERRED TO AS THE “PROPOSALS”)
(Unless otherwise stated, all abbreviations used herein shall have the same meanings as those mentioned in the announcements dated 18 July 2012, 20 December 2012 and 11 March 2013)

We refer to the announcements made on behalf of the Board of Directors of YKGI (“Board”) dated 18 July 2012, 12 September 2012, 3 October 2012, 20 December 2012, 9 January 2013, 18 January 2013, 30 January 2013, 11 March 2013, 12 March 2013, 20 March 2013, 22 March 2013, 28 March 2013, 29 March 2013, 1 April 2013 and 16 April 2013.

Pursuant to the shareholders’ approval obtained for the Proposals at the Extraordinary General Meeting of YKGI held on 16 April 2013, on behalf of the Board, AmInvestment Bank Berhad wishes to announce that all conditions precedent as stipulated in the SSA entered into for the Proposed Acquisition have been fulfilled. Accordingly, the SSA has become unconditional.

This announcement is dated 16 April 2013.



TGUAN - Changes in Director's Interest (S135) - Ang Toon Piah @ Ang Toon Huat

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameTHONG GUAN INDUSTRIES BERHAD  
Stock Name TGUAN  
Date Announced16 Apr 2013  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoCC-130416-B0E4C

Information Compiled By KLSE

Particulars of Director

NameAng Toon Piah @ Ang Toon Huat
Address57, Pekan Lama
Sungai Lalang
08100 Bedong, Kedah
Descriptions(Class & nominal value)Ordinary shares of RM1.00 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Others
11/04/2013
20,000
1.450 

Description of other type of transactionDisposal of shares via son
Circumstances by reason of which change has occurredDisposal of shares via son
Nature of interestIndirect Interest
Consideration (if any) 

Total no of securities after change

Direct (units)619,000 
Direct (%)0.59 
Indirect/deemed interest (units)231,000 
Indirect/deemed interest (%)0.22 
Date of notice16/04/2013

Remarks :
This notice was received on 16 April 2013.


INGRESS - TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)

Announcement Type: General Announcement
Company NameINGRESS CORPORATION BERHAD  
Stock Name INGRESS  
Date Announced16 Apr 2013  
CategoryGeneral Announcement
Reference NoIC-130416-63022

TypeAnnouncement
SubjectTAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
DescriptionRECEIPT OF NOTICE OF CONDITIONAL TAKE-OVER OFFER FROM RAMDAWI SDN BHD, DATUK RAMELI BIN MUSA AND DATO' DR. AB WAHAB BIN ISMAIL (COLLECTIVELY REFERRED TO AS THE “JOINT OFFERORS”) THROUGH MAYBANK INVESTMENT BANK BERHAD (“MAYBANK IB”)
The Board of Directors of Ingress (“Board”) wishes to announce that the Company has on 16 April 2013 received a notice of the conditional take-over offer from the Joint Offerors through Maybank IB to acquire all the remaining ordinary shares of RM1.00 each in Ingress not already owned by the Joint Offerors (“Offer Shares”) for a cash offer price of RM1.85 per Offer Share (“Offer”).

In accordance with the Malaysian Code on Take-Overs and Mergers, 2010, the Board will appoint an Independent Adviser to advise the Independent Directors and the holders of the Offer Shares on the reasonableness of the Offer. The announcement of the appointment of the Independent Adviser will be made in due course.


The notice will be posted to the holders of the Offer Shares within seven (7) days of its receipt and a copy is enclosed herewith.


This announcement is dated 16 April 2013.

Attachments

Notice of Take-over.pdf
3302 KB



INGRESS - INGRESS-RESUMPTION OF TRADING

Announcement Type: Listing Circular
Company NameINGRESS CORPORATION BERHAD  
Stock Name INGRESS  
Date Announced16 Apr 2013  
CategoryListing Circular
Reference NoTE-130416-45271

LISTING'S CIRCULAR NO. L/Q : 67540 OF 2013

Further to Listing's Circular No. L/Q 67533 of 2013, kindly be advised that trading in the above Company's shares will resume with effect from 9.00 a.m., Wednesday, 17 April 2013.

Your attention is drawn to the Company's announcement dated 16 April 2013.


JAYCORP - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameJAYCORP BERHAD  
Stock Name JAYCORP  
Date Announced16 Apr 2013  
CategoryChange in Audit Committee
Reference NoCC-130416-62346

Date of change16/04/2013
NameDatuk Nur Jazlan bin Tan Sri Mohamed
Age47
NationalityMalaysian
Type of changeResignation
DesignationMember of Audit Committee
DirectorateIndependent & Non Executive
QualificationsN/A 
Working experience and occupation N/A 
Directorship of public companies (if any)1. United Malayan Land Berhad and Group
2. Prinsiptek Corporation Berhad
3. Telekom Malaysia Berhad
4. TSH Resources Berhad
5. Ekowood International Berhad
6. UDA Holdings Bhd 
Family relationship with any director and/or major shareholder of the listed issuerNil 
Any conflict of interests that he/she has with the listed issuerNil 
Details of any interest in the securities of the listed issuer or its subsidiariesNil 
Composition of Audit Committee (Name and Directorate of members after change)Encik Omar Bin Musa (Chairman) - Independent Non-Executive Director
Encik Asgari Bin Mohd Fuad Stephens - Senior Independent Non-Executive Director
Mr Kong Chee Weng - Independent Non-Executive Director


JAYCORP - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameJAYCORP BERHAD  
Stock Name JAYCORP  
Date Announced16 Apr 2013  
CategoryChange in Boardroom
Reference NoCC-130416-62410

Date of change16/04/2013
NameDatuk Nur Jazlan bin Tan Sri Mohamed
Age47
NationalityMalaysian
DesignationNon-Executive Director
DirectorateIndependent & Non Executive
Type of changeResignation
ReasonTo facilitate his selection as a candidate for the forthcoming 13th General Election.
Details of any disagreement that he/she has with the Board of DirectorsNo
Whether there are any matters that need to be brought to the attention of the shareholdersNo
QualificationsN/A 
Working experience and occupation N/A 
Directorship of public companies (if any)1. United Malayan Land Berhad and Group
2. Prinsiptek Corporation Berhad
3. Telekom Malaysia Berhad
4. TSH Resources Berhad
5. Ekowood International Berhad
6. UDA Holdings Bhd 
Family relationship with any director and/or major shareholder of the listed issuerNil 
Any conflict of interests that he/she has with the listed issuerNil 
Details of any interest in the securities of the listed issuer or its subsidiariesNil 


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