July 18, 2013

Company announcements: FRB

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

Announcement Type: General Announcement
Company NameFORMIS RESOURCES BERHAD  
Stock Name FRB  
Date Announced18 Jul 2013  
CategoryGeneral Announcement
Reference NoMI-130718-40583

TypeAnnouncement
SubjectTAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
DescriptionFORMIS RESOURCES BHD (“FRB” OR THE “COMPANY”)

CONDITIONAL MANDATORY TAKE-OVER OFFER BY FORMIS HOLDINGS BERHAD (“FHB” OR THE “OFFEROR”), A WHOLLY-OWNED SUBSIDIARY OF FRB, TO ACQUIRE THE FOLLOWING:
I. ALL THE REMAINING ORDINARY SHARES OF RM0.10 EACH IN MICROLINK SOLUTIONS BERHAD (“MICROLINK”) (“MICROLINK SHARES”) WHICH ARE NOT ALREADY OWNED BY FHB; AND
II. ALL THE NEW MICROLINK SHARES THAT MAY BE ALLOTTED AND ISSUED UP TO THE CLOSE OF THE OFFER (AS DEFINED HEREIN) PURSUANT TO THE EXERCISE OF ANY OUTSTANDING OPTIONS GRANTED UNDER MICROLINK’S EXISTING EMPLOYEE SHARE OPTION SCHEME (“ESOS”),
FOR A CASH CONSIDERATION OF RM0.60 FOR EVERY ONE (1) MICROLINK SHARE (“OFFER”)
The terms used herein shall, unless otherwise stated, bear the same meaning as those defined in the announcement dated 7 May 2013 in relation to the Offer.
We refer to the announcements dated 7 May 2013, 28 May 2013, 17 June 2013, 5 July 2013, 8 July 2013, 12 July 2013, 15 July 2013, 16 July 2013 and 17 July 2013 in relation to the Offer.

Pursuant to Section 33 of the Malaysian Code on Take-Overs and Mergers 2010, on behalf of the Offeror, RHB Investment Bank wishes to announce that FHB has dealt in Microlink Shares on 17 July 2013, details of which are as follows:

Name
Transaction date
No. of Microlink Shares
Nature of transaction
Transacted price
(RM per Microlink Share)
Acquired
Disposed
FHB
17 July 2013
233,900
-
Open market transactions
0.60

The level of acceptances of the Offer as at 5.00 p.m. (Malaysian time) on 17 July 2013 are as follows:

No. of Microlink Shares
% of Microlink Shares*
Microlink Shares held as at 28 May 2013 (“Posting Date”)
  1. by Offeror
  2. by person acting in concert (“PAC”)

Total Microlink Shares held by the Offeror and its PAC as at the Posting Date
39,044,600
-

39,044,600
29.20
-

29.20
Microlink Shares for which acceptances under the Offer (which are complete and valid in all respects) have been received by the Offeror after the Posting Date and up to 5.00 p.m. (Malaysian time) on 17 July 2013
942,824
0.71
Microlink Shares acquired or agreed to be acquired by the Offeror and its PAC after the Posting Date and up to 5.00 p.m. (Malaysian time) on 17 July 2013
21,673,700
16.21
Total Microlink Shares held by the Offeror and its PAC as at 17 July 2013
61,661,124
46.12
Microlink Shares for which acceptances under the Offer (which are subject to verification) have been received by the Offeror after the Posting Date and up to 5.00 p.m. (Malaysian time) on 17 July 2013
-
-
Note:
* Based on the issued and paid-up share capital of Microlink as at 17 July 2013 of 133,702,900 Microlink Shares.

A copy of the press notice on the abovementioned matter is attached.

This announcement is dated 18 July 2013.



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