April 3, 2013

Company announcements: PETGAS, ENCORP, STAR, ASTRO, AEON, DIGI, LATEXX

PETGAS - 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 NamePETRONAS GAS BERHAD  
Stock Name PETGAS  
Date Announced3 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoPG-130403-707FB

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 incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Share of RM1.00/share
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)
Disposed29/03/2013
23,100
 
Disposed29/03/2013
36,000
 

Circumstances by reason of which change has occurred1.Sale of shares managed by portfolio manager (NOMURA)
2.Sale of shares managed by portfolio manager (ARIM)
Nature of interestDirect
Direct (units)268,168,500 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change268,168,500
Date of notice01/04/2013

Remarks :
The direct interest of 268,168,500 shares comprising:

a) 255,176,700 shares held by Citigroup Nominees (Tempatan) Sdn. Bhd;

b) 1,497,600 shares held EPF Board;

c) 748,100 shares held by Employees Provident Fund Board ( AMUNDI)

d) 302,500 shares held by Employees Provident Fund Board (KIB);

e) 1,751,900 shares held by Employees Provident Fund Board (HDBS);

f) 346,000 shares held by Employees Provident Fund Board (RHB INV);

g) 532,100 shares held by Employees Provident Fund Board (AM INV);

h) 121,000 shares held by Employees Provident Fund Board (MAYBAN);

i) 4,206,300 shares held by Employees Provident Fund Board (NOMURA);

j) 3,147,300 shares held by Employees Provident Fund Board (CIMB PRI);

k) 339,000 shares held by Employees Provident Fund Board (ARIM);

Received Form 29B on 3 April 2013


ENCORP - OTHERS ENCORP BERHAD (“Encorp”) - Termination Of Joint Venture Agreement Dated 4 April 2007 Between Encorp Must Sdn Bhd, Indi Makmur Sdn Bhd And Lunarhati Sdn Bhd (“JVA”)

Announcement Type: General Announcement
Company NameENCORP BERHAD  
Stock Name ENCORP  
Date Announced3 Apr 2013  
CategoryGeneral Announcement
Reference NoEB-130402-67756

TypeAnnouncement
SubjectOTHERS
DescriptionENCORP BERHAD (“Encorp”)
- Termination Of Joint Venture Agreement Dated 4 April 2007 Between Encorp Must Sdn Bhd, Indi Makmur Sdn Bhd And Lunarhati Sdn Bhd (“JVA”)

Further to Encorp’s announcements dated 4 April 2007, 28 January 2008, 3 April 2009, 2 April 2010, 1 April 2011 and 2 April 2012, Encorp wishes to announce that Encorp Must Sdn Bhd (“EMSB”), a wholly-owned subsidiary of Encorp, Indi Makmur Sdn Bhd (“Indi Makmur”) and Lunarhati Sdn Bhd (“Lunarhati”) had on 3 April 2013 collectively agreed to terminate the JVA for non-fulfillment of the conditions precedent of the JVA.

Upon termination, Indi Makmur and Lunarhati shall refund to EMSB the advance consideration of RM5 million pursuant to the terms of the JVA.

The termination of JVA will not have any material effect on the earnings per share and net assets per share of Encorp for the financial year ending 31 December 2013.

This announcement is dated 3 April 2013.



STAR - Changes in Sub. S-hldr's Int. (29B) - Oversea-Chinese Banking Corporation Limited (OCBC)

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameSTAR PUBLICATIONS (MALAYSIA) BERHAD  
Stock Name STAR  
Date Announced3 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoSP-130403-62465

Particulars of substantial Securities Holder

NameOversea-Chinese Banking Corporation Limited (OCBC)
Address65 Chulia Street, #09-00 OCBC Centre, Singapore 049513
NRIC/Passport No/Company No.193200032W
Nationality/Country of incorporationSingapore
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each fully paid
Name & address of registered holder1. Malaysia Nominees (Tempatan) Sdn Bhd
for A/C Great Eastern Life Assurance (Malaysia) Bhd ("GELM")
(Existing shareholding)
Level 13 Menara OCBC
18 Jalan Tun Perak
50100 Kuala Lumpur

2. Malaysia Nominees (Tempatan) Sdn Bhd
for A/C Overseas Assurance (Malaysia) Bhd ("OACM")
(Existing shareholding )
Level 13, Menara OCBC
18 Jalan Tun Perak
50100 Kuala Lumpur

3. CIMB Group Nominees (Tempatan) Sdn Bhd CIMB Islamic Trustee Berhad for account Pacific Dana Aman (3717 TRO1)
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)
5th Floor Bangunan CIMB
Jalan Semantan, Damansara Heights,
50490 Kuala Lumpur

4. Malaysian Trustees Berhad a/c for BAZ Sdn Bhd
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)
8th Floor, Plaza OSK
Jalan Ampang
50450 Kuala Lumpur

5. AmTrustee Bhd a/c for BAZ Sdn Bhd
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)
22nd Floor, Bangunan AmBank Group
No. 55 Jalan Raja Chulan
50200 Kuala Lumpur

6. CIMB Islamic Trustee Berhad a/c for Pacific ELIT Dana Aman Fund
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

7. CIMB Commerce Trustee Bhd a/c for Pacific ELITE Emerging Markets Fund
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

8. CIMB Commerce Trustee Bhd a/c for Pacific ELITE Global Strategic Fund
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

9. CIMB Commerce Trustee Bhd account for Pacific Millennium Fund
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

10 .CIMB Commerce Trustee Bhd a/c for Pacific ELITE Global Dividend Fund
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

11. CIMB Commerce Trustee Bhd a/c for Pacific Income Fund
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

12. CIMB Islamic Trustee Berhad a/c for Pacific Dynamic Trader Fund
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

13. CIMB Commerce Trustee Bhd a/c for Pacific Recovery Fund
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)
5th Floor Bangunan CIMB
Jalan Semantan, Damansara Heights,
50490 Kuala Lumpur

14. HSBC (Malaysia) Trustee Bhd a/c for Pertubuhan Keselamatan Sosial
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

15.HSBC (Malaysia) Trustee Bhd a/c for Pacific Asia Brands Fund
( Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

16. HSBC (Malaysia) Trustee Bhd a/c for Pacific Global Stars Fund
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

17. HSBC (Malaysia) Trustee Bhd a/c for HSBC Amanah LifeSelect Equity Fund
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)
13th Floor, Bangunan Hsbc, Soth Tower
No. 2 Leboh Ampang
50100 Kuala Lumpur

18. OSK Trustees Bhd a/c for Nirvana Memorial Park Sdn Bhd (Kota Kinabalu)
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

19. OSK Trustees Bhd a/c for Nirvana Memorial Park Sdn Bhd (Kulai)
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

20. OSK Trustees Bhd a/c for Nirvana Memorial Park Sdn Bhd (Sibu)
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

21. OSK Trustees Bhd a/c for Nirvana Memorial Park Sdn Bhd (Semenyih)
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)
6th Floor Plaza OSK
Jalan Ampang
50450 Kuala Lumpur

22. Universal Trustee (Malaysia) Bhd account for Pacific Premier Fund
(Shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by Pacific Mutual Fund Bhd [PMFB])
1 Jalan Ampang
3rd Floor
50450 Kuala Lumpur

23. AmSec Nominees (Tempatan) Sdn Bhd AmTrustee Berhad a/c for Pacific Dividend Fund (UT-PM-DIV)
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

24. AmTrustee Bhd a/c for Malaysia France Institute Sdn Bhd
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

25. AmTrustee Bhd account for Pacific SELECT Balance Fund
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)

26. AmTrustee Bhd account for Pacific SELECT Income Fund
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)
22nd Floor, Bangunan AmBank Group
No. 55 Jalan Raja Chulan
50200 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Transferred01/04/2013
5,900
 
Transferred01/04/2013
5,900
 
Acquired29/03/2013
20,000
 

Circumstances by reason of which change has occurred1. Change of Custodian. 2. Acquisition of shares
(Existing shareholding held by Unit Trust Fund and Private Mandate Portfolio managed by PMFB)
Nature of interestDeemed Interest
Direct (units) 
Direct (%) 
Indirect/deemed interest (units)42,054,000 
Indirect/deemed interest (%) 
Total no of securities after change42,054,000
Date of notice03/04/2013

Remarks :
As GELM, OACM and PMFB are subsidiaries of OCBC, OCBC is deemed to have an
interest under Section 6A(4)(C) of the Companies Act, 1965.


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

Announcement Type: General Announcement
Company NameASTRO MALAYSIA HOLDINGS BERHAD  
Stock Name ASTRO  
Date Announced3 Apr 2013  
CategoryGeneral Announcement
Reference NoAM-130403-6D230

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS OUTSIDE CLOSED PERIOD
DescriptionNOTIFICATION OF DEALINGS IN SHARES BY A PRINCIPAL OFFICER OUTSIDE CLOSED PERIOD

We wish to announce that Astro Malaysia Holdings Berhad ("Company") has on 3 April 2013 received a notification pursuant to Paragraph 14.09 (a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad ("LR") from Latifah Mohamed Yusof who is deemed as a principal officer of the Company for the purpose of Chapter 14 of the LR of her dealing in the shares in the Company outside Closed Period, details of which are set out below:-

Date of TransactionConsideration*Number of Shares Acquired / (Disposed)Number and Percentage held post transaction
3 April 20132.87(100,000)153,000 (representing 0.0029% of the total issued and paid up share capital)

* Average Price Per Share

This announcement is dated 3 April 2013.



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 Announced3 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-130403-41533

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 (CIMB PRI)
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)
Acquired29/03/2013
162,200
 

Circumstances by reason of which change has occurredAcquisition
Nature of interestDirect
Direct (units)34,270,500 
Direct (%)9.7637 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change34,270,500
Date of notice01/04/2013

Remarks :
The total number of 34,270,500 Ordinary Shares of RM1.00 each are held as follows:

1) 22,759,800 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) 2,259,000 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) 4,400,000 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 3 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 Announced3 Apr 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-130403-C4C72

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 (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)
Acquired29/03/2013
2,574,600
 
Acquired29/03/2013
50,000
 

Circumstances by reason of which change has occurred1) & 2) Acquired
Nature of interestDirect
Direct (units)1,226,310,940 
Direct (%)15.77 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change1,226,310,940
Date of notice01/04/2013

Remarks :
The total number of 1,226,310,940 Ordinary Shares of RM0.01 each are held as follows:-
1) 1,120,400,750 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) 1,620,000 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) 4,063,600 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (AM INV);
8) 2,450,000 Ordinary Shares of RM0.01 each are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (MAYBAN);
9) 3,165,000 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) 16,864,600 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 3 April 2013.


LATEXX - GENERAL MEETINGS: OUTCOME OF MEETING

Announcement Type: General Meetings
Company NameLATEXX PARTNERS BERHAD  
Stock Name LATEXX  
Date Announced3 Apr 2013  
CategoryGeneral Meetings
Reference NoCG-130403-57029

Type of MeetingWarrantholders' Meeting
IndicatorOutcome of Meeting
Date of Meeting03/04/2013
Time09:30 AM
VenueRaintree Conference Room
Flemington Hotel
No. 1, Jalan Samanea Saman
34000 Taiping
Perak Darul Ridzuan
Outcome of Meeting

We refer to the announcement dated 11 March 2013 on the notification of Warrantholders’ Meeting in relation to the proposed voluntary withdrawal of Latexx Partners Berhad’s (“Latexx”) listing from the Official List of the Main Market of Bursa Malaysia Securities Berhad (“Bursa Securities”) pursuant to Paragraph 16.06 of the Main Market Listing Requirements of Bursa Securities (“Proposed De-listing”)

The Board of Directors of Latexx is pleased to announce that at the Warrantholders’ Meeting of Latexx held today, the holders of warrants 2007/2017 (“Warrants”) of Latexx had duly passed the resolution as set out in the Notice of Warrantholders’ Meeting dated 12 March 2013.

The resolution on the Proposed De-listing was carried by way of poll at the Warrantholders’ Meeting with the following results:

(i) 36,388,701 Warrants (representing 100% present and voting) voted in favour of the resolution;

(ii) no Warrantholders voted against the resolution;

(iii) no Warrantholders abstained from voting.

Of those present and voting, a total of two (2) Warrantholders voted in favour of the resolution, being a majority (100%) in number voting in favour of the resolution.

This announcement is dated 3 April 2013.



LATEXX - GENERAL MEETINGS: OUTCOME OF MEETING

Announcement Type: General Meetings
Company NameLATEXX PARTNERS BERHAD  
Stock Name LATEXX  
Date Announced3 Apr 2013  
CategoryGeneral Meetings
Reference NoCG-130402-92BD9

Type of MeetingEGM
IndicatorOutcome of Meeting
Date of Meeting03/04/2013
Time09:00 AM
VenueRaintree Conference Room
Flemington Hotel
No. 1, Jalan Samanea Saman
34000 Taiping
Perak Darul Ridzuan
Outcome of Meeting

We refer to the announcement dated 11 March 2013 on the notification of Extraordinary General Meeting (“EGM”) in relation to the proposed voluntary withdrawal of Latexx Partners Berhad’s (“Latexx”) listing from the Official List of the Main Market of Bursa Malaysia Securities Berhad (“Bursa Securities”) pursuant to Paragraph 16.06 of the Main Market Listing Requirements of Bursa Securities (“Proposed De-listing”) (“EGM 1”).

The Board of Directors of Latexx is pleased to announce that at the EGM 1 of Latexx held today, the shareholders of Latexx had duly passed the resolution as set out in the Notice of EGM 1 dated 12 March 2013.

The resolution on the Proposed De-listing was carried by way of poll at the EGM 1 with the following results:

(i) 202,736,898 shares (representing 91.8% present and voting) voted in favour of the resolution;

(ii) 18,101,100 shares (representing 8.2% present and voting) voted against the resolution;

(iii) no shareholders abstained from voting.

Of those present and voting, a total of twenty-one (21) shareholders voted in favour of the resolution, being a majority (95%) in number voting in favour of the resolution.

This announcement is dated 3 April 2013.



LATEXX - GENERAL MEETINGS: OUTCOME OF MEETING

Announcement Type: General Meetings
Company NameLATEXX PARTNERS BERHAD  
Stock Name LATEXX  
Date Announced3 Apr 2013  
CategoryGeneral Meetings
Reference NoCG-130403-5C12F

Type of MeetingEGM
IndicatorOutcome of Meeting
Date of Meeting03/04/2013
Time10:00 AM
VenueRaintree Conference Room
Flemington Hotel
No. 1, Jalan Samanea Saman
34000 Taiping
Perak Darul Ridzuan
Outcome of Meeting

We refer to the announcement dated 11 March 2013 on the notification of Extraordinary General Meeting in relation to the proposed shareholders’ ratification and proposed shareholders’ mandate for recurrent related party transactions of a revenue or trading nature (“EGM 2”).

The Board of Directors of Latexx is pleased to announce that at the EGM 2 in relation to the proposed shareholders’ ratification and proposed shareholders’ mandate for the recurrent related party transactions of a revenue or trading nature held today, the shareholders of Latexx had duly passed all the resolutions as set out in the Notice of EGM 2 of Latexx dated 12 March 2013.

This announcement is dated 3 April 2013.



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

Announcement Type: General Announcement
Company NameLATEXX PARTNERS BERHAD  
Stock Name LATEXX  
Date Announced3 Apr 2013  
CategoryGeneral Announcement
Reference NoCG-130402-F46C4

TypeAnnouncement
SubjectTAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
DescriptionLATEXX PARTNERS BERHAD (“LATEXX” OR “THE COMPANY”)
RECEIPT OF NOTICE OF CONDITIONAL TAKE-OVER OFFER ("EXIT OFFER") FROM SEMPERIT INVESTMENTS ASIA PTE. LTD.

The Board of Directors of Latexx (“Board”) wishes to announce that the Company has today, received a notice of Exit Offer (“Notice”) from RHB Investment Bank Berhad on behalf of Semperit Investments Asia Pte Ltd (“SIA” or “Offeror”), a wholly-owned subsidiary of Semperit Technische Produkte GmbH, which in turn is a wholly-owned subsidiary of Semperit Aktiengesellschaft Holding, in respect of the Offeror’s intention to acquire the following:

(i) all the remaining ordinary shares of RM0.50 each in Latexx (“Latexx Shares”) not already held by SIA (excluding treasury shares);

(ii) all the remaining outstanding warrants 2007/2017 of Latexx (“Warrants”) not already held by SIA (“Offer Warrant(s)”); and

(iii) any new Latexx Shares that may be issued arising from the exercise, before the close of the Exit Offer, of the outstanding Warrants and outstanding options granted by Latexx to its eligible directors and employees under its employees’ share option scheme,

for a cash consideration of RM2.30 per Latexx Share and RM1.77 per Offer Warrant.

In relation to the said Exit Offer, the Board has deliberated on the Notice and is not considering seeking an alternative person to make a take-over offer for the remaining Latexx Shares and Warrants of the Company.

In accordance with Section 15(1) of the Malaysian Code on Take-Overs and Mergers, 2010, the Board had on 5 February 2013 appointed AmInvestment Bank Berhad as the Independent Adviser to advise the Board and holders of Latexx Shares and Warrants on the reasonableness and fairness of the said Exit Offer.

A copy of the Notice is attached herewith and the same will be posted to the holders of the Latexx Shares and Warrants within seven (7) days from the date of this announcement. The press release made by the Offeror is also attached herewith.

This announcement is dated 3 April 2013.



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