April 9, 2013

Company announcements: IRMGRP, RCECAP, SAAG, FARMBES

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

Announcement Type: General Announcement
Company NameIRM GROUP BERHAD  
Stock Name IRMGRP  
Date Announced9 Apr 2013  
CategoryGeneral Announcement
Reference NoCS-130409-906D4

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS OUTSIDE CLOSED PERIOD
DescriptionIRM GROUP BERHAD ("IRMGB" or "the Company")
- DEALINGS IN SECURITIES OF IRMGB OUTSIDE CLOSED PERIOD PURSUANT TO PARAGRAPH 14.09 OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD
Pursuant to Paragraph 14.09 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the Company wishes to announce that Mr. Chan Kam Fut, a Director of the Company, had given notice of his dealings in the securities of the Company outside the closed period, details as set out in the table below:-
Ordinary Shares of RM 0.50 each

Direct Interest

Date of TransactionPrice Per ShareNo. of shares acquired/(disposed)Percentage (%)
08/04/20130.155(220,000)0.1692

Indirect Interest

Date of TransactionPrice Per ShareNo. of shares acquired/(disposed)Percentage (%)
08/04/20130.155(430,500)*0.3312

Remarks:-

* Deemed interested by virtue of his shareholding in Luan Seng Bros Trading Co. Sdn. Bhd.

This announcement is dated 9 April 2013


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

Announcement Type: General Announcement
Company NameIRM GROUP BERHAD  
Stock Name IRMGRP  
Date Announced9 Apr 2013  
CategoryGeneral Announcement
Reference NoCS-130409-906D5

TypeAnnouncement
SubjectPRACTICE NOTE 1 / GUIDANCE NOTE 5
NEW DEFAULT
DescriptionIRM GROUP BERHAD (“IRMGB”)
- Default in Payment pursuant to Practice Note 1 (PN1) of the Bursa Malaysia Securities Berhad Main Market Listing Requirements (“Main LR”)
IRM Group Berhad ("IRMGB" or "The Company") wishes to announce that the Company's subsidiary Industrial Resin (Malaysia) Sdn. Bhd. ("IRMSB"), a major subsidiary of the Company has defaulted in its' repayment of the following trade facilities to Hong Leong Bank Berhad (“HLBB”) and Al-Rajhi Banking & Investment Corporation (Malaysia) Berhad (“Al-Rajhi”) (collectively known as “the Banks”):-
No.Facility
Amount Due & Owing As At
9 April 2013
1.Trade FacilityAl-Rajhi – RM5.326million, total trade facility RM7.9million
2.Trade FacilityHLB – RM 447K, total trade facility RM7.6mil

a) Date of default

Al-Rajhi – 20/3/2013
HLBB – 5/4/2013


b) Reasons for the default

Inability to generate sufficient cashflow due to low volume of operations following limited financial facility from banks.

c) Measures by IRMGB to address the default in payment

Measures taken to address the default are as follows:-

1) To dispose the chemical tank farm (“The Proposed Disposal”). The Proposed Disposal has no effect on the current operation of the IRMSB. The Proposed Disposal would be used to par down the Groups borrowings.
2) To renegotiate with all banks to restructure ALL existing banking facilities. The Company has started negotiation with the Banks on 15/3/2013 and official proposal for repayment scheme was submitted to the Banks on 15/3/2013 for their consideration and approval.
3) To negotiate with banks for additional banking facilities to allow the Company to continue its business operation in full capacity.


d) Legal implications of the default including the extent of the listed issuer’s liability in respect of the obligations incurred under the agreements for the indebtedness

The extent of the liability of the Company is limited to the corporate guarantees provided in all the facilities .

e) The business, financial and operational impact of the default

1) Lower volume of production and as a result, lower profitability.
2) A major operational restructuring / retrenchment is on-going to reduce overheads.

f) 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 issuer

Not Applicable

g) 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

Yes

h) 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;

IRMSB is a wholly-owned and a major subsidiary of the Company.

i) where the Default is in respect of a listed issuer, major subsidiary or major associated company, as the case may be -
(i) a statement as to whether the listed issuer is solvent ("Solvency Declaration"). For this purpose, a listed issuer is regarded as "solvent" if the majority directors have formed the opinion that the listed issuer will be able to pay all its debts as and when they fall due within the period of 12 months from the date of the announcement; and
(ii) if the listed issuer is solvent, a statement that the listed issuer undertakes to provide to the Exchange, the Solvency Declaration duly executed by its board of directors within 3 market days from the announcement date

The Company is procuring the solvency declaration from the board of the directors and will provide the same to Bursa Malaysia Securities Berhad by 12 April 2013.

This announcement is dated 9 April 2013.



IRMGRP - Changes in Director's Interest (S135) - Chan Kam Fut

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameIRM GROUP BERHAD  
Stock Name IRMGRP  
Date Announced9 Apr 2013  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoCS-130409-906D3

Information Compiled By KLSE

Particulars of Director

NameChan Kam Fut
Address36, Jalan Buluh Perindu,
Taman Sa,
2nd Mile Jalan Damansara,
59000 Kuala Lumpur,
Wilayah Persekutuan
Descriptions(Class & nominal value)Ordinary Shares of RM 0.50 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Disposed
08/04/2013
650,500
0.155 

Circumstances by reason of which change has occurredDisposal of Shares
Nature of interestDirect and Indirect
Consideration (if any)

Total no of securities after change

Direct (units)
Direct (%)
Indirect/deemed interest (units)228,600 
Indirect/deemed interest (%)0.18 
Date of notice09/04/2013

Remarks :
Overall Interest:-

Indirect Interest
Luan Seng Bros Trading Co. Sdn. Bhd. - 100,000 Ordinary Shares (Deemed interest by virtue of the his shareholding in Luan Seng Bros Trading Co. Sdn. Bhd.)

Chan Yin Jun - 125,000 Ordinary Shares
Chan Yin Kitt - 3,600
(Deemed interest by virtue of his sons' shareholdings)


RCECAP - PROVISION OF FINANCIAL ASSISTANCE

Announcement Type: General Announcement
Company NameRCE CAPITAL BERHAD  
Stock Name RCECAP  
Date Announced9 Apr 2013  
CategoryGeneral Announcement
Reference NoRC-130409-43785

TypeAnnouncement
SubjectPROVISION OF FINANCIAL ASSISTANCE
DescriptionQuarterly disclosure for the period ended 31 March 2013 pursuant to Paragraph 8.23(2)(e) of Bursa Malaysia Securities Berhad Main Market Listing Requirements

RCE Capital Berhad wishes to announce the status of the above in relation to its moneylending business as at 31 March 2013.


This announcement is dated 9 April 2013.


SAAG - WINDING UP / RECEIVER & MANAGER / RESTRAINING ORDER / SPECIAL ADMINISTRATOR

Announcement Type: General Announcement
Company NameSAAG CONSOLIDATED (M) BHD  
Stock Name SAAG  
Date Announced9 Apr 2013  
CategoryGeneral Announcement
Reference NoSC-130409-65310

TypeAnnouncement
SubjectWINDING UP / RECEIVER & MANAGER / RESTRAINING ORDER / SPECIAL ADMINISTRATOR
DescriptionSAAG Consolidated (M) Bhd (“SAAG” or “the Company”)
- Kuala Lumpur High Court Winding-Up Petition No.: 28NCC-304-04/2013) - Ambank (M) Berhad (Petitioner) vs SAAG (Respondent)
Further to the announcement dated 16 January 2013, the Board of Directors of SAAG wishes to announce that the Company has on even date received the following documents :-
a) a copy of the sealed Petition dated 4 April 2013;
b) a copy of the affidavit verifying petition affirmed by Lili Lim 0n % April 2013;
c) a copy of the affidavit veryfying petition affirmed by Christina Lim May Ling on 5 April 2013
by way of service from Gan Partnership, the solicitors acting for the Petitioner.

The Petition is fixed for case management on 18 April 2013 and fixed for hearing on 21 June 2013.

The Company does not envisage remedying due to financial constraints in the Group as announced under PN 17. As such, the Company is not in a position to prepare a defence to avoid eventualities which arises from the said Order.

This announcement is dated 9 April 2013.


FARMBES - Changes in Sub. S-hldr's Int. (29B) - Datuk Fong Kiah Yeow

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameFARM'S BEST BERHAD  
Stock Name FARMBES  
Date Announced9 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-130409-70ED1

Particulars of substantial Securities Holder

NameDatuk Fong Kiah Yeow
AddressNo 70, Jalan Tun Fatimah
Durian Daun
75400 Melaka
NRIC/Passport No/Company No.541219-04-5003
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holderJF APEX Nominees (Tempatan) Sdn Bhd - PLEDGED SECURITIES ACCOUNT FOR F.C.H. Holdings Sdn Bhd
3rd Floor, Wisma APEX
145 A0C Jalan Bukit
43000 Kajang, Selangor Darul Ehsan

MERCSEC Nominees (Tempatan) Sdn Bhd - F.C.H. Holdings Sdn Bhd
3rd Floor, Wisma UMNO
Lorong Bagan Luar Dua
12000 Butterworth, Penang

Kenanga Nominees (Tempatan) Sdn Bhd - PLEDGED SECURITIES ACCOUNT FOR Datuk Fong Kiah Yeow
Level 8, Kenanga International
Jalan Sultan Ismail
50250 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired05/04/2013
46,000
0.577 
Acquired08/04/2013
20,000
0.580 

Circumstances by reason of which change has occurredDeemed interest by virtue of his interest in F.C.H. Holdings Sdn Bhd- Acquisition of shares in open market transaction by JF APEX Nominees (Tempatan) Sdn Bhd
Nature of interestDirect and Deemed Interest
Direct (units)108,000 
Direct (%)0.19 
Indirect/deemed interest (units)20,779,905 
Indirect/deemed interest (%)37.42 
Total no of securities after change20,887,905
Date of notice08/04/2013

Remarks :
The Form 29B was received on 9 April 2013.


FARMBES - Changes in Sub. S-hldr's Int. (29B) - F.C.H. Holdings Sdn Bhd

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameFARM'S BEST BERHAD  
Stock Name FARMBES  
Date Announced9 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-130409-70EB0

Particulars of substantial Securities Holder

NameF.C.H. Holdings Sdn Bhd
AddressBlock 8-16-1, Jalan 15/155B
Arcade Esplanad, Taman Bukit Jalil
57000 Kuala Lumpur
NRIC/Passport No/Company No.57091-T
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holderJF APEX Nominees (Tempatan) Sdn Bhd - PLEDGED SECURITIES ACCOUNT FOR F.C.H. Holdings Sdn Bhd
3rd Floor, Wisma APEX
145 A0C Jalan Bukit
43000 Kajang, Selangor Darul Ehsan

MERCSEC Nominees (Tempatan) Sdn Bhd - F.C.H. Holdings Sdn Bhd
3rd Floor, Wisma UMNO
Lorong Bagan Luar Dua
12000 Butterworth, Penang

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired05/04/2013
46,000
0.577 
Acquired08/04/2013
20,000
0.580 

Circumstances by reason of which change has occurredAcquisition of shares in open market transaction by JF APEX Nominees (Tempatan) Sdn Bhd
Nature of interestDirect
Direct (units)20,779,905 
Direct (%)37.42 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change20,779,905
Date of notice08/04/2013

Remarks :
The Form 29B was received on 9 April 2013.


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