April 8, 2013

Company announcements: CIMB, PBBANK, IGB, DRBHCOM, BURSA, IOICORP

CIMB - Changes in Sub. S-hldr's Int. (29B) - Mitsubishi UFJ Financial Group Inc (MUFG)

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameCIMB GROUP HOLDINGS BERHAD  
Stock Name CIMB  
Date Announced8 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCG-130408-60863

Particulars of substantial Securities Holder

NameMitsubishi UFJ Financial Group Inc (MUFG)
Address7-1, Marunouchi 2-Chome
Chiyoda-ku, Tokyo
100-8330, Japan
NRIC/Passport No/Company No.NIL
Nationality/Country of incorporationJapan
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holder1. Aberdeen Asset Management PLC ("Aberdeen") and its subsidiaries
10 Queen's Terrace
Aberdeen, AB10 1YG
Scotland

2. The Bank of Tokyo-Mitsubishi UFJ, Ltd.
7-1, Marunouchi 2-Chome
Chiyoda-ku, Tokyo
100-8330, Japan

3. Mitsubishi UFJ Asset Management Co., Ltd ("MUAM")
4-5, Marunouchi 1-Chome
Chiyoda-ku, Tokyo
100-8212, Japan

4. KOKUSAI Asset Management Co., Ltd ("KOKUSAI")
1-1, Marunouchi 3-Chome
Chiyoda-ku, Tokyo
100-0005, Japan

5. Mitsubishi UFJ Trust and Banking Corporation ("MUTB")
4-5, Marunouchi 1-Chome
Chiyoda-ku, Tokyo
100-8212, Japan

6. Morgan Stanley Investment Management Inc.
1585 Broadway, New York, NY 10036

7. Morgan Stanley Investment Management Company
#16-01 Capital Square
23 Church Street
Singapore 049481

8. Morgan Stanley & Co. International plc
25 Cabot Square, Canary Wharf
London E14 4QA
United Kingdom

9. Fundlogic SAS
61 rue de Monceau
Paris 75008, France

10. AMP Capital Holdings Limited ("AMP") and its subsidiaries
Level 24 AMP Sydney Cove Building
33 Alfred Street Sydney
NSW 2000, Australia

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired02/04/2013
19,500
 

Circumstances by reason of which change has occurred- Acquisition by Morgan Stanley Group

MUFG is deemed interested in the shares by virtue of:-

1. MUFG's wholly-owned subsidiary, Mitsubishi UFJ Trust & Banking Corp, holding more than 15% in Aberdeen Asset Management PLC.

2. The Bank of Tokyo-Mitsubishi UFJ Ltd., being MUFG's wholly-owned subsidiary.

3. Mitsubishi UFJ Asset Management Co., Ltd., being MUFG's wholly-owned subsidiary.

4. MUFG's wholly-owned subsidiary, Mitsubishi UFJ Securities Co., Ltd., holding more than 15% in KOKUSAI Asset Management Co., Ltd.

5. Mitsubishi UFJ Trust & Banking Corp, being MUFG's wholly owned subsidiary

6-9. MUFG's holding more than 15% interest in shares of Morgan Stanley Group.

10. MUFG's wholly owned subsidiary, Mutsubishi UFJ Trust & Banking Corp, Holding 15% in AMP.
Nature of interestIndirect
Direct (units) 
Direct (%) 
Indirect/deemed interest (units)772,315,831 
Indirect/deemed interest (%)10.39 
Total no of securities after change772,315,831
Date of notice05/04/2013

Remarks :
Notice received on 8 April 2013.

c.c. Securities Commission


PBBANK - 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 NamePUBLIC BANK BERHAD  
Stock Name PBBANK  
Date Announced8 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoPB-130408-482E4

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 holder1. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board
- Purchase of 1,060,400 shares on 3 April 2013

2. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (MAYBAN)
- Sale of 50,000 shares on 3 April 2013

3. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (NOMURA)
- Purchase of 22,400 shares on 3 April 2013

4. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (ARIM)
- Purchase of 75,000 shares on 3 April 2013

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired03/04/2013
1,157,800
 
Disposed03/04/2013
50,000
 

Circumstances by reason of which change has occurred1. Purchase of shares
2. Sale and purchase of shares managed by Portfolio Managers
Nature of interestDirect
Direct (units)465,345,381 
Direct (%)13.29 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change465,345,381
Date of notice03/04/2013

Remarks :
The percentage of EPF's direct interests in Public Bank Berhad (PBB) shares of 13.29% is computed based on the total number of PBB shares in issue excluding a total of 29,800,704 PBB shares bought-back by PBB and retained as treasury shares as at 8 April 2013.

Received EPF Form 29B dated 3 April 2013 on 8 April 2013.


PBBANK - OTHERS Public Bank Berhad ("PBB" or "Issuer") Proposed Establishment of a Senior Medium Term Notes Programme for the Issuance of Senior Medium Term Notes (Senior MTNs) of Up to RM5.0 Billion in Nominal Value (Senior MTNs Programme)

Announcement Type: General Announcement
Company NamePUBLIC BANK BERHAD  
Stock Name PBBANK  
Date Announced8 Apr 2013  
CategoryGeneral Announcement
Reference NoPB-130408-57299

TypeAnnouncement
SubjectOTHERS
DescriptionPublic Bank Berhad ("PBB" or "Issuer")
Proposed Establishment of a Senior Medium Term Notes Programme for the Issuance of Senior Medium Term Notes (Senior MTNs) of Up to RM5.0 Billion in Nominal Value (Senior MTNs Programme)

Public Bank Berhad (PBB) wishes to announce that it has obtained approval from the Securities Commission vide their letter dated 5 April 2013 for the establishment of the Senior MTNs Programme.

The Senior MTNs Programme has a tenure of up to twenty (20) years from the date of the first issuance of the Senior MTNs. The Senior MTNs may be issued in series and each issuance shall have a tenure of more than one (1) year as may be determined by the Issuer, provided that the Senior MTNs shall mature on or prior to the expiry of the Senior MTNs Programme.

The proceeds raised from the issuance of the Senior MTNs shall be used to finance the working capital, general banking and other corporate purposes of PBB.

RAM Rating Services Bhd has assigned a final long term rating of AAA to the Senior MTNs to be issued under the Senior MTNs Programme.

Public Investment Bank Berhad is the appointed Principal Adviser/Lead Arranger/Lead Manager and Facility Agent in respect of the Senior MTNs Programme.

This announcement is dated 8 April 2013.



IGB - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company NameIGB CORPORATION BERHAD  
Stock Name IGB  
Date Announced8 Apr 2013  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoIC-130408-3A0AF

Date of buy back08/04/2013
Description of shares purchasedOrdinary shares of RM0.50 each
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)264,700
Minimum price paid for each share purchased ($$)2.290
Maximum price paid for each share purchased ($$)2.300
Total consideration paid ($$)610,341.88
Number of shares purchased retained in treasury (units)264,700
Number of shares purchased which are proposed to be cancelled (units)0
Cumulative net outstanding treasury shares as at to-date (units)83,789,467
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 (%)5.62


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

Announcement Type: General Announcement
Company NameDRB-HICOM BERHAD  
Stock Name DRBHCOM  
Date Announced8 Apr 2013  
CategoryGeneral Announcement
Reference NoDD-130404-54565

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionDRB-HICOM BERHAD (“DRB-HICOM” OR “COMPANY”)

PROPOSED DISPOSAL OF CERTAIN PARCELS OF LAND HELD UNDER TITLE PTD 99396 (HSD 329948) AND PTD 68903 (HSD 290184) MEASURING APPROXIMATELY 613.79 ACRES FOR A TOTAL CASH CONSIDERATION OF RM534.73 MILLION

DISPOSAL OF TWO (2) PARCELS OF LAND HELD UNDER LAND TITLE LOTS NO. 3972 AND 4189, MUKIM OF BATU, DISTRICT OF KUALA LUMPUR MEASURING APPROXIMATELY 9.60 ACRES FOR A TOTAL CASH CONSIDERATION OF APPROXIMATELY RM69.92 MILLION
1. INTRODUCTION
      The Company wishes to announce the following transactions undertaken by its indirect wholly-owned subsidiary companies pursuant to Paragraphs 10.06, 10.12 and Practice Note 14 of Bursa Malaysia Securities Berhad’s (“Bursa”) Main Market Listing Requirements (“MMLR”):
      1.1 Neraca Prisma Sdn Bhd (“NPSB”) had on 8 April 2013 entered into a sale and purchase agreement (“SPA”) for the proposed disposal of certain parcels of freehold land held under title PTD 99396 (HSD 329948), Mukim of Tebrau, Daerah Johor Bahru, Negeri Johor Darul Ta’zim measuring 359.85 acres to Promosi Etika Sdn Bhd (“PESB”) for a total cash consideration of approximately RM313.50 million (“NPSB SPA”).
      1.2 Benua Kurnia Sdn Bhd (“BKSB”) had on 8 April 2013 entered into a SPA for the proposed disposal of certain parcels of freehold land held under title PTD 68903 (HSD 290184) Mukim of Tebrau, Daerah Johor Bahru, Negeri Johor Darul Ta’zim measuring 253.94 acres (“BKSB Land”) to PESB for a total cash consideration of approximately RM221.23 million (“BKSB SPA”).
        1.3 USF-HICOM (Malaysia) Sdn Bhd (“USF”) had on 8 February 2013 entered into a SPA for the disposal of two (2) parcels of freehold land held under title Lots No. 3972 and 4189, Mukim of Batu, District of Kuala Lumpur, measuring approximately 9.6 acres (“USF Land”) to Summer Nights Sdn Bhd (“SNSB”) for a total cash consideration of approximately RM69.92 million (“USF Land Disposal”). The USF Land Disposal was completed on 18 March 2013.

        Paragraphs 1.1 and 1.2 are collectively referred to as the “Proposed Johor Lands Disposal”. The total acreage of approximately 613.79 acres owned partly by NPSB and BKSB are collectively referred to as the “Johor Lands”. NPSB and BKSB are collectively referred to as the “Johor Lands Vendors”.

        PESB and SNSB are collectively referred to as the “Purchasers”. NPSB, BKSB and USF are collectively referred to as the “Vendors”. Johor Lands and USF Land are collectively referred to as “Lands”.

        Pursuant to Paragraph 10.12 (2a) of the MMLR, the Proposed Johor Lands Disposal and the USF Land Disposal (collectively referred to as “Disposals”) are regarded as transactions entered into with the same party or with parties connected with one another as the Purchasers are wholly-owned subsidiary companies of Eco World Development Sdn Bhd (“Eco World”). Hence, pursuant to Paragraph 10.12 (1) of the MMLR, the Proposed Johor Lands Disposal and the USF Land Disposal are to be aggregated and treated as if the Disposals are one transaction as the terms of the Disposals were agreed upon within a period of twelve (12) months.


    2. INFORMATION ON THE VENDORS AND PURCHASERS
        2.1 Information on NPSB
            NPSB was incorporated as a private limited company in Malaysia on 15 September 2005. The authorised share capital of NPSB is RM20,000,000 comprising 20,000,000 ordinary shares of RM1.00 each. The issued and paid-up share capital of NPSB is RM19,785,400 comprising 19,785,400 ordinary shares of RM1.00 each.

            NPSB is principally engaged in property investment and property development. It owns land identified as Lot PTD 99396 (HSD 329948), Mukim of Tebrau, Daerah Johor Bahru, Negeri Johor Darul Ta’zim measuring approximately 693.04 acres

            NPSB is a wholly-owned subsidiary company of Glenmarie Properties Sdn Bhd (“GPSB”) which in turn is a wholly-owned subsidiary company of HICOM Holdings Berhad (“HHB”). HHB is DRB-HICOM’s effectively 100%-owned subsidiary company.
        2.2 Information on BKSB
            BKSB was incorporated as a private limited company in Malaysia on 15 September 2005. The authorised share capital of BKSB is RM25,000,000 comprising 25,000,000 ordinary shares of RM1.00 each. The issued and paid-up share capital of BKSB is RM23,090,600 comprising 23,090,600 ordinary shares of RM1.00 each.
            BKSB is principally engaged in property investment and property development. It owns land identified as Lot PTD 68903 (HSD 290184) and Lot PTD 68905 (HSD 290186), Mukim of Tebrau, Daerah Johor Bahru, Negeri Johor Darul Ta’zim measuring 753.66 acres and 69.92 acres respectively.

            BKSB is a wholly-owned subsidiary company of GPSB.
        2.3 Information on USF

            USF was incorporated as a private limited company in Malaysia on 3 January 1979. The authorised, issued and paid-up share capital of USF is RM30,000,000 comprising 30,000,000 ordinary shares of RM1.00 each. Its principal activity is sale of motor vehicles and their related spare parts and accessories.

            USF is a wholly-owned subsidiary company of USF-HICOM Holdings Sdn Bhd which in turn is a wholly-owned subsidiary company of HHB.
        2.4 Information on PESB

            PESB was incorporated as a private limited company in Malaysia on 17 May 2012. The authorised share capital of PESB is RM100,000 comprising 100,000 ordinary shares of RM1.00 each. The issued and paid-up share capital of PESB is RM 2.00 comprising 2 ordinary shares of RM1.00 each.

            The principal business activities of PESB are development and construction.

        2.5 Information on SNSB

            SNSB was incorporated as a private limited company in Malaysia on 11 May 2012. SNSB has an authorised share capital of RM100,000 comprising 100,000 ordinary shares of RM1.00 each of which RM2.00 shares are issued and fully paid-up.

            The principal business activities of SNSB are development and construction.

        2.6 Information on Eco World
            Eco World was incorporated as a private limited company in Malaysia on 29 December 2011. Eco World has an authorised, issued and paid-up share capital of RM50,000,000 comprising 50,000,000 ordinary shares of RM1.00 each.


            The principal business activities of Eco World are development, construction and investment.

    3. INFORMATION ON THE LANDS
        Proposed Johor Lands Disposal
        USF Land Disposal
        Company
        NPSB
        BKSB
        USF
        Title no / Lot noPTD 99396 (HSD 329948)PTD 68903 (HSD 290184)Lot No. 3972 and Lot No. 4189
        Acreage Sold359.846 ac253.944 acLot 3972 – 7.444 ac

        Lot 4189 – 2.156 ac

        Total = 613.79 ac
        Total = 9.60 ac
        Mukim/District/ StateMukim of Tebrau, District of Johor Bahru, JohorMukim of Batu, Kuala Lumpur
        DescriptionTwo (2) parcels of development land with planning approvalTwo (2) parcels of land
        Existing category of land useAgricultureIndustrial
        Proposed category of land use Mixed residential and commercial development
        TenureFreehold
        EncumbrancesNilThis title is currently charged to Bank Muamalat Malaysia Berhad Nil
        Original cost of investmentRM62.98 million RM44.46 million RM11.15 million
        Date of investment12 July 200612 July 200623 May 1991
        Audited net book value as at 31 March 2012 RM66.20 millionRM46.72 millionRM11.15 million
        Name of independent valuer Hakimi and Associates Sdn Bhd (“H&A”)
        Date of valuation27 March 201312 April 2011
        Method of valuationComparison Method of Valuation
        Market value based on valuation
        PTD No.
        On “as-is” basis

        RM(million)

        On “assumption" basis

        RM(million)

        68903
        143.80
        221.24
        99306
        203.77
        313.50
        “As is” basis refers to unconverted development land with planning approval.

        “Assumption” basis is on the assumption that the land is converted into building title with premium and other statutory fees are fully paid.

        As an industrial property - RM37.63 million

        As development of mixed commercial and residential use - RM54.36 million

      4. DETAILS OF THE SALE CONSIDERATION

          4.1 Basis of arriving at the sale consideration

              The total sale consideration of RM534.73 million for the Proposed Johor Lands Disposal and RM69.92 million for USF Land Disposal were arrived at on a willing buyer-willing seller basis, after taking into consideration the net book values of the Lands, the market values as ascribed by the independent valuer using the comparison method of valuation as well as the mode of settlement which is entirely in cash.

          4.2 Mode of settlement
                a. Proposed Johor Lands Disposal
                    The sale consideration for the Proposed Johor Lands Disposal of approximately RM534.73 million will be satisfied in cash as follows:
                Payment% of total considera-tion
                NPSB SPA
                BKSB SPATimeline
                RM million
                RM million
                Deposit 10%
                31.35
                22.12
                Upon signing of SPA
                Second (2nd) Payment 10%
                31.35
                22.12
                Two (2) months from the unconditional date i.e. the date on which the last conditions precedent is fulfilled or waived (“Unconditional Date”)
                Third (3rd) Payment20%
                62.70
                44.25
                One (1) year from the Unconditional Date
                Fourth (4th) Payment30%
                94.05
                66.37
                Two (2) years from the Unconditional Date
                Fifth (5th) Payment30%
                94.05
                66.37
                Three (3) years from the Unconditional Date
                Total 100%
                313.50
                221.23
                    The 3rd, 4th and 5th payments are collectively referred to as “Johor Lands Balance Consideration”. The payments of the Johor Lands Balance Consideration are secured by bank guarantees which will be delivered by PESB to the Johor Lands Vendors within three (3) business days from receipt of the sub-divided titles by PESB’s financier’s solicitors.
                    In the event PESB is unable to deliver the bank guarantees within the above timeline, PESB is required to pay interest to the Johor Lands Vendors at the rate of 8% per annum calculated on a daily basis on the Johor Lands Balance Consideration until the date of receipt of the bank guarantees for the Johor Lands Balance Consideration.


                b. USF Land Disposal
                    The sale consideration of approximately RM69.92 million in cash was satisfied as follows:
          Payment
          %
          RM million
          Timeline
          Deposit
          10%
          6.99
          Upon execution of the SPA i.e. on 8 February 2013.
          Balance consideration
          90%
          62.62
          On the completion date i.e. 18 March 2013.
          Total
          100%
          69.92
        5. SALIENT TERMS AND THE SPAS

            5.1 Proposed Johor Lands Disposal
                a. BKSB and NPSB have agreed to sell and PESB has agreed to purchase the Johor Lands on “as is where is basis” at the agreed price free from encumbrances.

                b. The sale consideration will be adjusted in the event the actual area of the Johor Lands surveyed by PESB’s surveyor differs by up to 5%. If the difference is more than 5%, the Johor Lands Vendors and PESB will negotiate in good faith on whether to proceed with the transaction or to incorporate adjustment to the sale consideration.


                c. The SPAs in relation to the Proposed Johor Lands Disposal is conditional upon fulfillment of the following conditions precedent:
                    i. Approval from the relevant authorities for the traffic impact assessment (TIA) and the environment impact assessment (EIA) to be obtained by the parties;
                    ii. Approval from the relevant authorities for the “serah balik kurnia semula” to be obtained by the parties based on the PESB’s requirements and conditions which shall include the surrender, re-alienation and sub-division of title for the Johor Lands;

                    iii. Issuance of the separate document of title to the Johor Lands by the relevant land authority; and
                      iv. Approval from the Estate Land Board (“ELB”) for the transfer of the Johor Lands to PESB to be obtained by the Johor Lands Vendors.
                  d. For the BKSB Land, approval from the State Authority for the transfer of the BKSB Land to PESB is required to be obtained by BKSB.

                  e. The conditions precedents are estimated to be fulfilled within 9 months from the date of the SPAs or such other period as may be mutually agreed between the parties (“Approval Period”). PESB may, where legally possible, also waive any conditions precedent no later than fourteen (14) business days from the expiry of the Approval Period and proceed with the purchase of the Johor Lands.

                  f. After receipt of the second payment and subject to receipt of PESB’s financier irrevocable and unconditional letter of undertaking to deliver the bank guarantees for the Johor Lands Balance Consideration within three (3) business days from receipt of the sub-divided titles by PESB’s financier’s solicitors, the Johor Lands Vendors’ solicitors shall release the original sub-divided titles to PESB financiers’ solicitors for presentation of the Transfer and perfection of the charge. The completion date shall be the date on which the bank guarantees are released to the Johor Lands Vendors.

                  g. In the event the Johor Lands Vendors fail to complete the transaction or fails to rectify any breach under the SPAs within the required timeframe, PESB can either:
                      i. seek specific performance for sale of the Johor Lands and other reliefs flowing therefrom at the Johor Lands Vendors’ costs; or
                      ii. terminate the agreement, redeliver the documents (including the title documents) sent by the Johor Lands Vendors to PESB, seek refund of all monies paid to the Johor Lands Vendors and/or the Johor Lands Vendors’ solicitor and in addition, claim 10% of the purchase price as agreed liquidated damages, failing which the Johor Lands Vendors shall pay to PESB interest calculated at the rate of eight per cent (8%) per annum on the monies due until the actual payment and refund is made to PESB. Upon receipt of the said monies from the Johor Lands Vendors, PESB shall redeliver vacant possession of the Johor Lands to the Johor Lands Vendors.

                  h. In the event PESB fails to complete the transaction or fails to rectify any breach under the SPAs within the prescribed timeframe, the Johor Lands Vendors can either:
                      i. seek specific performance for sale of the Johor Lands and other reliefs flowing therefrom at PESB’s costs; or
                      ii. terminate the agreement and forfeit 10% of the purchase price paid as agreed liquidated damages and refund to PESB the balance of the monies already paid to the Johor Lands Vendors and/or the Johor Lands Vendors’ solicitor and, failing which the Johor Lands Vendors shall pay to PESB interest calculated at the rate of eight per cent (8%) per annum on the said balance until the actual payment and refund is made to PESB. Upon receipt of the said monies from the Johor Lands Vendors, PESB shall redeliver the documents including the title documents to the Johor Lands Vendors.
              5.2 USF Land Disposal

                  a. USF has agreed to sell and SNSB has agreed to purchase the USF Land on “as is where is” basis at the agreed price free from encumbrances.
                  b. There is no condition precedent in the SPA.

                  c. Simultaneously with the execution of the SPA, USF has executed the transfer forms to transfer the USF Land to the Purchaser (“Transfer”).
                  d. Upon receipt of the transfer forms by SNSB’s solicitor, SNSB’s solicitor has presented the Transfer to the collector of stamp duty for adjudication. The original title deeds were delivered by USF’s solicitor to SNSB’s solicitor in exchange for the payment of the balance consideration.

                  e. The completion date of the SPA was 18 March 2013, the date on which SNSB paid the balance consideration.

          6. RATIONALE AND UTILISATION OF SALE PROCEEDS

              6.1 Proposed Johor Lands Disposal

                  Given the large landbank the DRB-HICOM group (“Group”) presently owns in the Mukim of Tebrau, the Proposed Johor Lands Disposal allows the Group to immediately capitalise on the increasing demand for land in Johor by selling the Johor Lands at an attractive price. In addition, the staggered deferred sale consideration will also allow the Group to receive cash which will be utilised to fund the development of the remaining landbank of approximately 902.81 acres in Mukim of Tebrau and/or working capital for the Group

              6.2 USF Land Disposal

                  The USF Land Disposal allows USF to unlock the value of its investment in the USF Land at a profit. The sales proceeds have been utilized as working capital for USF and the Group.

          7. FINANCIAL EFFECTS FROM THE DISPOSALS
              7.1 Share capital and substantial shareholders’ shareholdings
                  The Proposed Johor Lands Disposal will not have any effect on the issued and paid-up share capital and substantial shareholders’ shareholdings in DRB-HICOM.
                  The USF Land Disposal does not have any effect on the issued and paid-up share capital and substantial shareholders’ shareholdings in DRB-HICOM.
              7.2 Earnings
                  On the assumption that the Proposed Johor Lands Disposal will be completed on 31 March 2014, the estimated consolidated net gain from the Proposed Johor Lands Disposal is RM89.12 million.

                  The consolidated net gain from the USF Land Disposal in the financial year ended 31 March 2013 is RM54.60 million.

              7.3 Net Assets (“NA”)
                  The Proposed Johor Lands Disposal is not expected to have any material effect on the Group’s NA for the financial year ending 31 March 2014.

                  The USF Land Disposal did not have any material effect on the Group’s NA for the financial year ended 31 March 2013.
          7.4 Gearing
                  The Proposed Johor Lands Disposal is not expected to have any material effect on the gearing of the Group for the financial year ending 31 March 2014.

                  The USF Land Disposal did not have any material effect on the gearing of the Group for the financial year ended 31 March 2013.

          8. APPROVALS REQUIRED
              The Disposals do not require approval from the shareholders of DRB-HICOM or any other relevant authorities except for the approvals set out in section 5.1(c) and 5.1(d) above.

          9. MAJOR SHAREHOLDERS’ AND DIRECTORS’ INTEREST
              None of the major shareholders and Directors of DRB-HICOM and/or persons connected with them have any interest, direct or indirect in the Disposals.

          10. LIABILITIES TO BE ASSUMED BY THE PURCHASERS

              There are no liabilities to be assumed by the Purchasers arising from the Disposals.

          11. STATEMENT BY THE BOARD OF DIRECTORS
              The Board, after having considered all aspects of the Disposals, is of the opinion that the Disposals are in the best interest of the Company.

          12. HIGHEST PERCENTAGE RATIOS
              The highest percentage ratio applicable to the Proposed Johor Lands Disposal and the USF Land Disposal pursuant to paragraph 10.02(g) of the MMLR is 8.68% and 1.13% respectively based on the audited consolidated financial statements of DRB-HICOM as at 31 March 2012.

              Hence, the aggregate percentage ratio for both transactions is 9.81%.

          13. ESTIMATED TIME FRAME FOR COMPLETION

              Barring any unforeseen circumstances, the Proposed Johor Lands Disposal is estimated to be completed in the fourth quarter of the financial year ending 31 March 2014.

              The USF Land Disposal was completed on 18 March 2013.

          14. DOCUMENTS FOR INSPECTION
              The SPAs are available for inspection at the registered office of DRB-HICOM at Level 5, Wisma DRB-HICOM, No. 2, Jalan Usahawan U1/8, Seksyen U1, 40150 Shah Alam, Selangor Darul Ehsan during normal business hours from Mondays to Fridays (except public holidays) for a period of three (3) months from the date of this announcement.
              This announcement is dated 8 April 2013.


            BURSA - 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 NameBURSA MALAYSIA BERHAD  
            Stock Name BURSA  
            Date Announced8 Apr 2013  
            CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
            Reference NoBM-130408-D3C51

            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 RM0.50 each
            Name & address of registered holder1. Citigroup Nominees (Tempatan) Sdn Bhd
            Employees Provident Fund Board
            Level 42, Menara Citibank
            165, Jalan Ampang
            50450 Kuala Lumpur

            2. Citigroup Nominees (Tempatan) Sdn Bhd
            Employees Provident Fund Board (AM INV)
            Level 42, Menara Citibank
            165, Jalan Ampang
            50450 Kuala Lumpur

            3. Employees Provident Fund (EPF) Board
            Tingkat 19, Bangunan KWSP
            Jalan Raja Laut
            50350 Kuala Lumpur

            Details of changes

            Currency: Malaysian Ringgit (MYR)

            Type of transactionDate of change
            No of securities
            Price Transacted (RM)
            Acquired03/04/2013
            467,000
             

            Circumstances by reason of which change has occurredAcquired in open market
            Nature of interestDirect
            Direct (units)467,000 
            Direct (%)0.09 
            Indirect/deemed interest (units) 
            Indirect/deemed interest (%) 
            Total no of securities after change35,754,394
            Date of notice08/04/2013

            Remarks :
            35,754,394 ordinary shares of RM0.50 each represented 6.72% shareholding in Bursa Malaysia Berhad ("Bursa"):-

            (a) 34,254,394 Bursa shares are held under nominees accounts with Citigroup Nominees (Tempatan) Sdn Bhd ("CNT") i.e. 33,380,894 Bursa shares in Account No. 1, and 873,500 Bursa shares in Account No. 2 remained unchanged;

            (b) 1,500,000 Bursa shares are held directly by EPF Board.

            This announcement is made based on Form 29B dated 4 April 2013 which was submitted by CNT to Bursa on 8 April 2013.


            IOICORP - Changes in Sub. S-hldr's Int. (29B) - Lee Yeow Seng

            Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
            Company NameIOI CORPORATION BERHAD  
            Stock Name IOICORP  
            Date Announced8 Apr 2013  
            CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
            Reference NoIC-130408-2A616

            Particulars of substantial Securities Holder

            NameLee Yeow Seng
            AddressNo. 8, Lingkungan 3, Diamond Hill, IOI Resort,
            62502 Putrajaya, Malaysia
            NRIC/Passport No/Company No.781223-14-5501
            Nationality/Country of incorporationMalaysian
            Descriptions (Class & nominal value)Ordinary Shares of RM0.10 each
            Name & address of registered holderDirect Interest:-

            Lee Yeow Seng
            No. 8, Lingkungan 3, Diamond Hill, IOI Resort,
            62502 Putrajaya, Malaysia
            (There is no change in shareholding. Currently held 953,800 shares.)

            Indirect Interest#:-

            Vertical Capacity Sdn. Bhd.
            Two IOI Square, IOI Resort,
            62502 Putrajaya, Malaysia.
            (Purchase of 383,700 shares from the open market on 3 April 2013. Following the purchase, currently held 2,850,357,480 shares.)

            Details of changes

            Currency: Malaysian Ringgit (MYR)

            Type of transactionDate of change
            No of securities
            Price Transacted (RM)
            Acquired03/04/2013
            383,700
             

            Circumstances by reason of which change has occurredPurchase of shares by Vertical Capacity Sdn. Bhd. from the open market.
            Nature of interestIndirect
            Direct (units)953,800 
            Direct (%)0.015 
            Indirect/deemed interest (units)2,850,357,480 
            Indirect/deemed interest (%)44.615 
            Total no of securities after change2,851,311,280
            Date of notice05/04/2013

            Remarks :
            #Deemed interested by virtue of his interest in Progressive Holdings Sdn. Bhd., which in turn holds 100% equity interest in Vertical Capacity Sdn. Bhd.

            We received the Form 29B of Mr Lee Yeow Seng on 8 April 2013.


            IOICORP - Changes in Sub. S-hldr's Int. (29B) - Vertical Capacity Sdn Bhd

            Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
            Company NameIOI CORPORATION BERHAD  
            Stock Name IOICORP  
            Date Announced8 Apr 2013  
            CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
            Reference NoIC-130408-4DCE9

            Particulars of substantial Securities Holder

            NameVertical Capacity Sdn Bhd
            AddressTwo IOI Square, IOI Resort,
            62502 Putrajaya, Malaysia
            NRIC/Passport No/Company No.404154-A
            Nationality/Country of incorporationMalaysian
            Descriptions (Class & nominal value)Ordinary Shares of RM0.10 each
            Name & address of registered holderVertical Capacity Sdn. Bhd.
            Two IOI Square, IOI Resort,
            62502 Putrajaya, Malaysia

            Details of changes

            Currency: Malaysian Ringgit (MYR)

            Type of transactionDate of change
            No of securities
            Price Transacted (RM)
            Acquired03/04/2013
            383,700
             

            Circumstances by reason of which change has occurredPurchase of shares from the open market.
            Nature of interestDirect
            Direct (units)2,850,357,480 
            Direct (%)44.615 
            Indirect/deemed interest (units) 
            Indirect/deemed interest (%) 
            Total no of securities after change2,850,357,480
            Date of notice05/04/2013

            Remarks :
            We received the Form 29B of Vertical Capacity Sdn Bhd on 8 April 2013.


            IOICORP - Changes in Sub. S-hldr's Int. (29B) - Dato' Lee Yeow Chor

            Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
            Company NameIOI CORPORATION BERHAD  
            Stock Name IOICORP  
            Date Announced8 Apr 2013  
            CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
            Reference NoIC-130408-2A615

            Particulars of substantial Securities Holder

            NameDato' Lee Yeow Chor
            AddressNo. 6, Jalan Beverly Utama, IOI Resort,
            62502 Putrajaya, Malaysia
            NRIC/Passport No/Company No.661129-10-5443
            Nationality/Country of incorporationMalaysian
            Descriptions (Class & nominal value)Ordinary Shares of RM0.10 each
            Name & address of registered holderDirect Interest:-

            Dato' Lee Yeow Chor
            No. 6, Jalan Beverly Utama, IOI Resort,
            62502 Putrajaya, Malaysia
            (There is no change in shareholding. Currently held 8,340,400 shares.)

            Indirect Interest#:-

            Vertical Capacity Sdn. Bhd.
            Two IOI Square, IOI Resort,
            62502 Putrajaya, Malaysia.
            (Purchase of 383,700 shares from the open market on 3 April 2013. Following the purchase, currently held 2,850,357,480 shares.)

            Details of changes

            Currency: Malaysian Ringgit (MYR)

            Type of transactionDate of change
            No of securities
            Price Transacted (RM)
            Acquired03/04/2013
            383,700
             

            Circumstances by reason of which change has occurredPurchase of shares by Vertical Capacity Sdn. Bhd. from the open market.
            Nature of interestIndirect
            Direct (units)8,340,400 
            Direct (%)0.131 
            Indirect/deemed interest (units)2,850,357,480 
            Indirect/deemed interest (%)44.615 
            Total no of securities after change2,858,697,880
            Date of notice05/04/2013

            Remarks :
            #Deemed interested by virtue of his interest in Progressive Holdings Sdn. Bhd., which in turn holds 100% equity interest in Vertical Capacity Sdn. Bhd.

            We received the Form 29B of Dato' Lee Yeow Chor on 8 April 2013.


            IOICORP - Changes in Sub. S-hldr's Int. (29B) - Tan Sri Dato' Lee Shin Cheng

            Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
            Company NameIOI CORPORATION BERHAD  
            Stock Name IOICORP  
            Date Announced8 Apr 2013  
            CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
            Reference NoIC-130408-2A60A

            Particulars of substantial Securities Holder

            NameTan Sri Dato' Lee Shin Cheng
            AddressNo. 8, Lingkungan 3, Diamond Hill, IOI Resort,
            62502 Putrajaya, Malaysia
            NRIC/Passport No/Company No.390603-10-5263
            Nationality/Country of incorporationMalaysian
            Descriptions (Class & nominal value)Ordinary Shares of RM0.10 each
            Name & address of registered holderDirect Interest:-

            Tan Sri Dato' Lee Shin Cheng
            No. 8, Lingkungan 3, Diamond Hill, IOI Resort,
            62502 Putrajaya, Malaysia
            (There is no changes in shareholding, currently held 62,630,600 shares.)

            Indirect Interest#:-

            Vertical Capacity Sdn. Bhd.
            Two IOI Square, IOI Resort,
            62502 Putrajaya, Malaysia
            (Purchase of 383,700 shares from the open market on 3 April 2013. Following the purchase, currently held 2,850,357,480 shares.)

            Dato' Lee Yeow Chor
            No. 6, Jalan Beverly Utama, IOI Resort,
            62502 Putrajaya, Malaysia
            (There is no change in shareholding. Currently held 8,340,400 shares.)

            Lee Yeow Seng
            No. 8, Lingkungan 3, Diamond Hill, IOI Resort,
            62502 Putrajaya, Malaysia
            (There is no change in shareholding. Currently held 953,800 shares.)

            Details of changes

            Currency: Malaysian Ringgit (MYR)

            Type of transactionDate of change
            No of securities
            Price Transacted (RM)
            Acquired03/04/2013
            383,700
             

            Circumstances by reason of which change has occurredPurchase of shares by Vertical Capacity Sdn. Bhd. from the open market.
            Nature of interestIndirect
            Direct (units)62,630,600 
            Direct (%)0.98 
            Indirect/deemed interest (units)2,859,651,680 
            Indirect/deemed interest (%)44.761 
            Total no of securities after change2,922,282,280
            Date of notice05/04/2013

            Remarks :
            #Deemed interested by virtue of his interest in Progressive Holdings Sdn. Bhd., which in turn holds 100% equity interest in Vertical Capacity Sdn. Bhd. and shares held by his sons, Dato' Lee Yeow Chor and Lee Yeow Seng under Section 6A of the Companies Act, 1965.

            We received the Form 29B of Tan Sri Dato' Lee Shin Cheng on 8 April 2013.


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