April 2, 2013

Company announcements: INGENCO, GENETEC, N2N, DRBHCOM, GENP, AFG, HUAAN

INGENCO - NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS):FUND RAISING

Announcement Type: General Announcement
Company NameINGENUITY CONSOLIDATED BERHAD (ACE Market) 
Stock Name INGENCO  
Date Announced2 Apr 2013  
CategoryGeneral Announcement
Reference NoML-130402-64950

TypeAnnouncement
SubjectNEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS)
FUND RAISING
DescriptionINGENUITY CONSOLIDATED BERHAD (formerly known as Ingenuity Solutions Berhad) (“INGENCO” OR “COMPANY”)

PRIVATE PLACEMENT OF NEW ORDINARY SHARES OF RM0.10 EACH IN INGENCO (“INGENCO SHARES”), REPRESENTING UP TO 30% OF THE ISSUED AND PAID-UP SHARE CAPITAL OF INGENCO (“PRIVATE PLACEMENT”)
All abbreviations herein shall have the same meanings as those used in the earlier announcement dated 2 March 2012 unless stated otherwise.
We refer to the earlier announcements in relation to the Proposals.

On behalf of the Board of Directors of INGENCO (“Board”), Hong Leong Investment Bank Berhad (formerly known as MIMB Investment Bank Berhad)wishes to announce that the Board has determined the issue price for the first tranche of the Private Placement comprising 100,000,000 Placement Shares at RM0.10 per Placement Share, being the par value of INGENCO Shares, which represents a premium of approximately 5.6% to the five (5)-day VWAMP of INGENCO Shares, up to and including 1 April 2013 of RM0.0947 per INGENCO Share.

This announcement is dated 2 April 2013.


GENETEC - PRACTICE NOTE 1 / GUIDANCE NOTE 5:NEW DEFAULT

Announcement Type: General Announcement
Company NameGENETEC TECHNOLOGY BERHAD (ACE Market) 
Stock Name GENETEC  
Date Announced2 Apr 2013  
CategoryGeneral Announcement
Reference NoGT-130402-61309

TypeAnnouncement
SubjectPRACTICE NOTE 1 / GUIDANCE NOTE 5
NEW DEFAULT
DescriptionGENETEC TECHNOLOGY BERHAD (“GENETEC” OR “COMPANY”)

DEFAULT IN PAYMENT PURSUANT TO GUIDANCE NOTE 5 ("GN 5") OF THE ACE MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD (“AMLR”)

1. Introduction

Genetec wishes to inform that its indirect subsidiaries, namely Systems South, Inc., Genetec Technology Automation, Inc. and IP Systems, Inc. (all incorporated in the United States of America (“USA”)), all of which are directly held by its subsidiary, Genetec Global Technologies, Inc (Systems South, Inc., Genetec Technology Automation, Inc. and IP Systems, Inc. shall be referred to “USA subsidiaries”), have been notified vide the letters dated 28 March 2013 from Womble, Carlyle, Sandridge and Rice, acting for Wells Fargo Bank, National Association (“Wells Fargo”), of the default under the following loan/credit facilities granted by Wells Fargo which total outstanding amount is currently USD$1,786,504 (equivalent to RM5,538,163):

(a) Line of Credit of USD1.0 million granted to Systems South, Inc.;

(b) Line of Credit of USD1.0 million granted to Genetec Technology Automation, Inc.; and

(c) Line of Credit of USD2.6 million granted to IP Systems, Inc.

2. Reason for the Default

The USA subsidiaries have been incurring losses over the last 3 quarters of the financial year ended 31 March 2013 due to low volume of business amidst the continuous challenging economic and business climate in the USA. The loss making position has resulted in cash flow difficulties and constraints in these USA subsidiaries.

3. Measures by Genetec to address the Default

Genetec is in the process of negotiating and working out a repayment manner and schedule with Wells Fargo which includes expediting the realization of collaterals such as receivables and assets. In addition, Genetec is taking measures to mitigate and manage the challenges faced by the USA subsidiaries which include operational cost reduction involving a downsizing of the operations and workforce.

4. Legal implications of the Default including the extent of Genetec’s liability in respect of the obligations incurred under the agreements for the indebtedness

Pursuant to the Default, Wells Fargo has the right to enforce its rights under the loan documents which include enforcing the various collaterals given to secure the loan/credit facilities granted by Wells Fargo to the USA subsidiaries, which collateral includes the corporate guarantee given by Genetec.

5. Business, financial and operational impact of the Default on the listed corporation

The Default has no reasonably foreseeable material and adverse impact on the business, financial condition and operations of Genetec as the businesses and operations of the USA subsidiaries are managed independently from the Malaysian businesses and operations.

6. In the event the Default is in respect of secured loan stocks or bonds, the lines of action available to the guarantors or security holders against the listed corporation

Not Applicable.

7. In the event the Default is in respect of payments under a debenture, to specify whether the Default will empower the debenture holder to appoint a receiver or receiver and manager

Not Applicable.

8. Whether the Default constitutes an event of default under a different agreement for indebtedness (cross default) and the details for such other default, where applicable

If pursuant to the Default, a demand is made by Wells Fargo on Genetec under the corporate guarantee and Genetec fails to pay the guaranteed amount as

demanded, such failure by Genetec may trigger a cross default of other credit/loan facilities given to other companies within the Genetec group of companies,

for which Genetec also stands as a guarantor or security party. As at the date of this announcement, Wells Fargo has not made a demand on Genetec as the

corporate guarantor.

9. Where the Default is in respect of a subsidiary or associated company, a confirmation as to whether the subsidiary or associated company is a major subsidiary or major associated company, as the case may be

The USA companies are loss making entities and are therefore not major subsidiaries (as defined in the AMLR) of Genetec.

10. Where the Default is in respect of a listed corporation, major subsidiary or major associated company, as the case may be -

(i) a statement as to whether the listed corporation is solvent (“Solvency Declaration”). For this purpose, a listed corporation is regarded as being “solvent” if the majority directors have formed the opinion that the listed corporation will be able to pay all its debts as and when they fall due within a period of 12 months from the date of the announcement; and

(ii) if the listed corporation is solvent, a statement that the listed corporation undertakes to provide to the Exchange, the Solvency Declaration duly executed by its board of directors within 3 market days from the announcement date

Not applicable as the Default is not in respect of Genetec or a major subsidiary of Genetec.

This announcement is dated 2 April 2013.



N2N - OTHERS PRESS RELEASE – THE PHILIPPINE STOCK EXCHANGE OFFERS ONLINE TRADING FACILITY TO BROKERS

Announcement Type: General Announcement
Company NameN2N CONNECT BERHAD (ACE Market) 
Stock Name N2N  
Date Announced2 Apr 2013  
CategoryGeneral Announcement
Reference NoCM-130402-8966B

TypeAnnouncement
SubjectOTHERS
DescriptionPRESS RELEASE – THE PHILIPPINE STOCK EXCHANGE OFFERS ONLINE TRADING FACILITY TO BROKERS

N2N Connect Berhad (“N2N”) is honoured to be selected as a technology partner for the Philippine Stock Exchange (“PSE”) after several rounds of thorough evaluation and selection and is pleased to announce that PSE has rolled out its online trading platform tagged as PSETradex for trading participants, after completing the successful series of test runs of the online trading system provided by N2N.

“We have provided trading solutions to several brokers in Asia and in the Middle East from institutional trading, market making, algorithm trading to retail and mobile trading across diverse platform on Microsoft Windows, iOS, Android, Symbian, and Linux, etc. We look forward to assist PSE in repeating the success which we already extended to other exchanges and brokers. We expect the new online trading facility to serve as a catalyst to promote further growth of internet and electronic trading in the Philippine,” Mr Andrew Tiang, Managing Director of N2N said.

Attached is the press release by PSE dated 1 April 2013.



DRBHCOM - 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 NameDRB-HICOM BERHAD  
Stock Name DRBHCOM  
Date Announced2 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoDD-130402-45706

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
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)
Disposed28/03/2013
265,400
 

Circumstances by reason of which change has occurredDisposal of shares by Citigroup Nominees (Tempatan) Sdn Bhd
Nature of interestDirect
Direct (units)265,400 
Direct (%)7.376 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change142,590,300
Date of notice02/04/2013


GENP - 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 NameGENTING PLANTATIONS BERHAD  
Stock Name GENP  
Date Announced2 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoGP-130402-4E434

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 50 SEN EACH
Name & address of registered holderCITIGROUP NOMINEES (TEMPATAN) SDN BHD
EMPLOYEES PROVIDENT FUND BOARD
LEVEL 42, MENARA CITIBANK,
165 JALAN AMPANG,
50450 KUALA LUMPUR [Disposal]

CITIGROUP NOMINEES (TEMPATAN) SDN BHD
EMPLOYEES PROVIDENT FD BD (HDBS)
LEVEL 42, MENARA CITIBANK,
165 JALAN AMPANG,
50450 KUALA LUMPUR [Acquisition (i)]

CITIGROUP NOMINEES (TEMPATAN) SDN BHD
EMPLOYEES PROVIDENT FD BD (MAYBAN)
LEVEL 42, MENARA CITIBANK,
165 JALAN AMPANG,
50450 KUALA LUMPUR [Acquisition (ii)]

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed28/03/2013
33,800
 
Acquired28/03/2013
5,000
 
Acquired28/03/2013
3,000
 

Circumstances by reason of which change has occurredDISPOSAL & ACQUISITIONS
Nature of interestDIRECT
Direct (units) 
Direct (%)15.364 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change116,575,300
Date of notice29/03/2013

Remarks :
Form 29B dated 29 March 2013 was received on 2 April 2013.


AFG - 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 NameALLIANCE FINANCIAL GROUP BERHAD  
Stock Name AFG  
Date Announced2 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoAF-130401-6F616

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
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)
Disposed27/03/2013
328,400
 

Circumstances by reason of which change has occurredDisposed
Nature of interestDirect Interest
Direct (units)202,867,040 
Direct (%)13.1 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change202,867,040
Date of notice28/03/2013

Remarks :
The Form 29B dated 28 March 2013 was received on 1 April 2013.


AFG - 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 NameALLIANCE FINANCIAL GROUP BERHAD  
Stock Name AFG  
Date Announced2 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoAF-130401-71086

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

and Fundlogic SAS
61 rue de Monceau, Paris 75008, France
("Morgan Stanley Group") (Disposal of 1,800 ordinary shares)

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed26/03/2013
1,800
 

Circumstances by reason of which change has occurredDisposal by Morgan Stanley Group.

MUFG is deemed interested in AFG shares by virtue of :

1) MUFG’s wholly owned subsidiary, Mitsubishi UFJ Trust and Banking Corporation holding more than 15% in Aberdeen Asset Management PLC

2) Mitsubishi UFJ Asset Management Co., Ltd, being MUFG’s wholly owned subsidiary

3) Mitsubishi UFJ Trust and Banking Corporation, being MUFG’s wholly owned subsidiary

4) MUFG's holding more than 15% interest in shares of Morgan Stanley Group

5) MUFG’s wholly owned subsidiary, Mitsubishi UFJ Trust and Banking Corporation holding 15% in AMP Capital Holdings Limited
Nature of interestIndirect Interest
Direct (units) 
Direct (%) 
Indirect/deemed interest (units)79,411,507 
Indirect/deemed interest (%)5.13 
Total no of securities after change79,411,507
Date of notice29/03/2013

Remarks :
The Form 29B dated 29 March 2013 was received on 1 April 2013.


AFG - 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 NameALLIANCE FINANCIAL GROUP BERHAD  
Stock Name AFG  
Date Announced2 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoAF-130402-F796F

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
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)
Disposed28/03/2013
396,200
 

Circumstances by reason of which change has occurredDisposed
Nature of interestDirect Interest
Direct (units)202,470,840 
Direct (%)13.08 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change202,470,840
Date of notice29/03/2013

Remarks :
The Form 29B dated 29 March 2013 was received on 2 April 2013.


AFG - 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 NameALLIANCE FINANCIAL GROUP BERHAD  
Stock Name AFG  
Date Announced2 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoAF-130402-FC0F4

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 holderi) Mitsubishi UFJ Trust and Banking Corporation ("MUTB") (Acquisition of 216,500 ordinary shares)
4-5, Marunouchi 1-Chome, Chiyoda-ku, Tokyo, 100-8212, Japan

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

and Fundlogic SAS
61 rue de Monceau, Paris 75008, France
("Morgan Stanley Group") (Disposal of 6,500 ordinary shares)

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired27/03/2013
216,500
 
Disposed27/03/2013
6,500
 

Circumstances by reason of which change has occurredAcquisition by MUTB.
Disposal by Morgan Stanley Group.

MUFG is deemed interested in AFG shares by virtue of :

1) MUFG’s wholly owned subsidiary, MUTB holding more than 15% in Aberdeen Asset Management PLC

2) Mitsubishi UFJ Asset Management Co., Ltd, being MUFG’s wholly owned subsidiary

3) MUTB, being MUFG’s wholly owned subsidiary

4) MUFG's holding more than 15% interest in shares of Morgan Stanley Group

5) MUFG’s wholly owned subsidiary, MUTB holding 15% in AMP Capital Holdings Limited
Nature of interestIndirect Interest
Direct (units) 
Direct (%) 
Indirect/deemed interest (units)79,621,507 
Indirect/deemed interest (%)5.14 
Total no of securities after change79,621,507
Date of notice01/04/2013

Remarks :
The Form 29B dated 1 April 2013 was received on 2 April 2013.


HUAAN - OTHERS SINO HUA-AN INTERNATIONAL BERHAD ("HUA-AN" OR "THE COMPANY") - PROPOSED RENEWAL OF SHAREHOLDERS' MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE - PROPOSED RENEWAL OF AUTHORITY FOR SHARE BUY-BACK OF UP TO 10% OF THE ISSUED AND PAID-UP SHARE CAPITAL OF THE COMPANY

Announcement Type: General Announcement
Company NameSINO HUA-AN INTERNATIONAL BERHAD  
Stock Name HUAAN  
Date Announced2 Apr 2013  
CategoryGeneral Announcement
Reference NoCS-130402-77CCC

TypeAnnouncement
SubjectOTHERS
DescriptionSINO HUA-AN INTERNATIONAL BERHAD ("HUA-AN" OR "THE COMPANY")
- PROPOSED RENEWAL OF SHAREHOLDERS' MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE
- PROPOSED RENEWAL OF AUTHORITY FOR SHARE BUY-BACK OF UP TO 10% OF THE ISSUED AND PAID-UP SHARE CAPITAL OF THE COMPANY
The Board of Directors of Hua-An wishes to announce that the Company will be seeking approval from its shareholders for the following proposals at the forthcoming Seventh Annual General Meeting:-
(a) Proposed Renewal of Shareholders' Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature; and
(b) Proposed Renewal of Authority for Share Buy-Back of up to 10% of the Issued and Paid-Up Capital of the Company.

A circular setting out the details of the above proposals will be despatched to the shareholders of the Company in due course.

This announcement is dated 2 April 2013.


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