July 31, 2013

Company announcements: ZELAN, AFG, HAPSENG, L&G, IJM, KEURO

ZELAN - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameZELAN BERHAD  
Stock Name ZELAN  
Date Announced31 Jul 2013  
CategoryGeneral Announcement
Reference NoMI-130731-59821

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionZELAN BERHAD (“ZELAN” OR “COMPANY”)

(I) PROPOSED SHAREHOLDERS’ MANDATE;

(II) PROPOSED PAR VALUE REDUCTION;

(III) PROPOSED SHARE PREMIUM REDUCTION;

(IV) PROPOSED M&A AMENDMENT; AND

(V) PROPOSED RIGHTS ISSUE WITH WARRANTS

(COLLECTIVELY REFERRED TO AS THE “PROPOSALS”)

On behalf of the Board of Directors of Zelan (“Board”), AFFIN Investment Bank (“AFFIN Investment”) wishes to announce that the Company proposes to undertake the following corporate exercises:

(i) proposal to obtain a mandate from its shareholders, if deemed fit in the future, to dispose up to 56,671,000 ordinary shares of RM1.00 each in IJM Corporation Berhad (“IJM”) (“IJM Shares”), representing approximately 4.05% of the issued and paid-up share capital of IJM as at 19 July 2013, for cash to buyers to be identified and at prices to be determined later (“Proposed Shareholders’ Mandate”);

(ii) proposed reduction of RM0.40 of the par value of each existing ordinary share of RM0.50 each in Zelan (“Zelan Share” or “Share”) pursuant to Section 64 of the Companies Act 1965 (“Act”) (“Proposed Par Value Reduction”);

(iii) proposed reduction of the share premium account of Zelan pursuant to Section 60 and Section 64 of the Act (“Proposed Share Premium Reduction”);

(The Proposed Par Value Reduction and Proposed Share Premium Reduction are hereinafter referred to as the “Proposed Capital Restructuring”)

(iv) proposed amendment to the memorandum and articles of association of Zelan (“M&A”) to amend the authorised share capital of Zelan from RM400,000,000 comprising 800,000,000 Zelan Shares to RM150,000,000 comprising 1,500,000,000 ordinary shares of RM0.10 each in Zelan (“New Zelan Shares”) to facilitate the implementation of the Proposed Par Value Reduction and Proposed Rights Issue with Warrants (“Proposed M&A Amendment”); and

(v) proposed renounceable rights issue of 281,631,485 New Zelan Shares (“Rights Shares”) together with 281,631,485 new free detachable warrants (“Warrants”) on the basis of 1 Rights Share for every 2 New Zelan Shares together with 1 free Warrant for every 1 Rights Share subscribed in Zelan held on an entitlement date to be determined and announced later after the completion of the Proposed Capital Restructuring (“Proposed Rights Issue with Warrants”).

Further details on the Proposals are set out in the attachment.

This announcement is dated 31 July 2013.

Attachments

Zelan Announcement (Final).pdf
340 KB



AFG - Change of Address

Announcement Type: Change of Address
Company NameALLIANCE FINANCIAL GROUP BERHAD  
Stock Name AFG  
Date Announced31 Jul 2013  
CategoryChange of Address
Reference NoAF-130723-52126

Change descriptionRegistrar 
Old address No. 10-1, Jalan Sri Hartamas 8
Sri Hartamas
50480 Kuala Lumpur 
New addressNo. 2-1, Jalan Sri Hartamas 8
Sri Hartamas
50480 Kuala Lumpur 
Name of RegistrarShareworks Sdn Bhd 
Telephone no03- 6201 1120 
Facsimile no03- 6201 3121 
E-mail addressshareworks@unifi.my 
Effective date01/08/2013 

Remarks :
The telephone and facsimile numbers remained unchanged.


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 Announced31 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoAF-130731-0EB09

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 holderi) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (Acquisition of 1,000,000 shares)
Level 42, Menara Citibank
165 Jalan Ampang
50450 Kuala Lumpur

ii) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (NOMURA) (Disposal of 42,200 shares)

iii) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (CIMB PRI) (Acquisition of 135,100 shares)

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired25/07/2013
1,000,000
 
Disposed25/07/2013
42,200
 
Acquired25/07/2013
135,100
 

Circumstances by reason of which change has occurredi) Acquired
ii) Disposed
Nature of interestDirect Interest
Direct (units)216,217,040 
Direct (%)13.97 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change216,217,040
Date of notice26/07/2013

Remarks :
The Form 29B dated 26 July 2013 was received on 30 July 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 Announced31 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoAF-130731-0EEC5

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 (Acquisition of 1,759,200 shares)
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)
Acquired26/07/2013
1,759,200
 

Circumstances by reason of which change has occurredAcquired
Nature of interestDirect Interest
Direct (units)217,976,240 
Direct (%)14.08 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change217,976,240
Date of notice29/07/2013

Remarks :
The Form 29B dated 29 July 2013 was received on 31 July 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 Announced31 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoAF-130731-11665

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 holderMitsubishi UFJ Trust and Banking Corporation("MUTB") (Acquisition of 54,300 ordinary shares)
4-5, Marunouchi 1-Chome, Chiyoda-ku, Tokyo, 100-8212, Japan

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired25/07/2013
54,300
 

Circumstances by reason of which change has occurredAcquisition by MUTB.

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)78,383,355 
Indirect/deemed interest (%)5.06 
Total no of securities after change78,383,355
Date of notice30/07/2013

Remarks :
The Form 29B dated 30 July 2013 was received on 31 July 2013.


HAPSENG - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):RELATED PARTY TRANSACTIONS (Amended Announcement)

Announcement Type: General Announcement
Company NameHAP SENG CONSOLIDATED BERHAD  
Stock Name HAPSENG  
Date Announced31 Jul 2013  
CategoryGeneral Announcement
Reference NoHS-130731-34598

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
DescriptionHap Seng Consolidated Berhad [“HSCB” or the “Company”]

I) Proposed disposal of 510,000 ordinary shares of RM1.00 each [“HSSV Ordinary Shares”] and 51,102 redeemable preference shares of RM1.00 each [“HSSV RPS”] representing 51% of the issued and paid-up capital of Hap Seng Star (Vietnam) Sdn Bhd [“HSSV”] [“Proposed Disposal”]; and

II) Proposed granting of a put option by Prestige Sports Cars (HK) Limited [“PSC” or the “Purchaser”] to Hap Seng Star Sdn Bhd [“HSS” or the “Seller”] for the disposal of up to 49% of the issued and paid-up capital of HSSV comprising 490,000 HSSV Ordinary Shares and 49,098 HSSV RPS, which is exercisable after the completion of the Proposed Disposal [the “said Option”].

[I and II are collectively referred to as the “Proposals”]
We refer to our announcement of 30 July 2013 on the above and wish to state that the Exercise Price of the said Option is RM147,000,000 instead of RM149,000,000.

cc: Securities Commission


L&G - GENERAL MEETINGS: OUTCOME OF MEETING

Announcement Type: General Meetings
Company NameLAND & GENERAL BERHAD  
Stock Name L&G    
Date Announced31 Jul 2013  
CategoryGeneral Meetings
Reference NoL&-130731-64444

Type of MeetingEGM
IndicatorOutcome of Meeting
Date of Meeting31/07/2013
Time03:00 PM
VenueThe Saga Room, the Sri Damansara Club, Lot 23304, Persiaran Perdana, Bandar Sri Damansara, 52200 Kuala Lumpur
Outcome of Meeting

LAND & GENERAL BERHAD (“L&G”)

(I) Proposed renounceable rights issue of RM77,779,589 nominal value of five (5)-year, 1%, irredeemable convertible unsecured loan stocks (“ICULS”) at 100% of the nominal value of RM0.13 each on the basis of RM0.13 nominal value of the ICULS for every one (1) existing ordinary share of RM0.20 each in L&G held on an entitlement date to be determined and announced later (“Proposed Rights Issue of ICULS”); and


(II) Proposed acquisition of one (1) block of thirteen (13)-storey stratified office floors being constructed over a piece of freehold land held under Geran 825, Lot No. 3, Presint 3, town and district of Putrajaya, state of Wilayah Persekutuan Putrajaya by Maple Domain Sdn Bhd, a wholly-owned subsidiary of L&G, from Mayland Avenue Sdn Bhd, a wholly-owned subsidiary of Malaysia Land Properties Sdn Bhd, for a total cash consideration of RM72,485,000 (“Proposed Acquisition”).

The announcement released on 15 July 2013 in relation to the Notice of Extraordinary General Meeting in respect of the Proposed Rights Issue of ICULS and Proposed Acquisition refers.

On behalf of the Board of Directors of L&G, we are pleased to inform that all the following resolutions tabled at the EGM which were voted by way of poll, were duly passed.

The poll results are as tabulated below.

Resolutions

FOR

AGAINST

No of Votes

%

No of Votes

%

Ordinary Resolution 1 – Proposed Rights Issue of ICULS

53,085,700

80.77

12,641,700

19.23

Ordinary Resolution 2 – Proposed Acquisition

52,965,700

80.85

12,761,700

19.42

This announcement is dated 31 July 2013.



IJM - Changes in Sub. S-hldr's Int. (29B) - Kumpulan Wang Persaraan (Diperbadankan)

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameIJM CORPORATION BERHAD  
Stock Name IJM  
Date Announced31 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoIC-130731-AF778

Particulars of substantial Securities Holder

NameKumpulan Wang Persaraan (Diperbadankan)
AddressAras 4, 5 & 6, Menara Yayasan Tun Razak, 200, Jalan Bukit Bintang, 55100 Kuala Lumpur
NRIC/Passport No/Company No.KWAPACT6622007
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM1 Each
Name & address of registered holderKumpulan Wang Persaraan (Diperbadankan), Aras 4, 5 & 6, Menara Yayasan Tun Razak, 200, Jalan Bukit Bintang, 55100 Kuala Lumpur.

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed24/07/2013
25,100
 
Acquired24/07/2013
2,176,000
 
Acquired25/07/2013
470,000
 

Circumstances by reason of which change has occurredTransaction of Securities
Nature of interestDirect
Direct (units)110,524,880 
Direct (%)7.896 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change110,524,880
Date of notice31/07/2013

Remarks :
Re : Form 29B dated 30 July 2013.


IJM - 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 NameIJM CORPORATION BERHAD  
Stock Name IJM  
Date Announced31 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoIC-130731-AF76A

Particulars of substantial Securities Holder

NameEmployees Provident Fund Board
AddressTingkat 19, Bangunan KWSP, Jalan Raja Laut, 50350 Kuala Lumpur
NRIC/Passport No/Company No.Not Applicable
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM1 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)
Disposed26/07/2013
716,700
 

Circumstances by reason of which change has occurredTransaction of Securities
Nature of interestDirect
Direct (units)151,332,389 
Direct (%)10.811 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change151,332,389
Date of notice31/07/2013

Remarks :
Re : Form 29B dated 29 July 2013.


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

Announcement Type: General Announcement
Company NameKUMPULAN EUROPLUS BERHAD  
Stock Name KEURO  
Date Announced31 Jul 2013  
CategoryGeneral Announcement
Reference NoMI-130731-64190

TypeAnnouncement
SubjectNEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS)
FUND RAISING
DescriptionKUMPULAN EUROPLUS BERHAD (“KEB” OR THE “COMPANY”)

PROPOSED PRIVATE PLACEMENT OF UP TO 52,099,176 NEW ORDINARY SHARES OF RM1.00 EACH IN THE COMPANY (“PLACEMENT SHARES”) REPRESENTING UP TO TEN PERCENT (10%) OF THE EXISTING ISSUED AND PAID-UP SHARE CAPITAL OF KEB AT AN ISSUE PRICE OF RM1.11 PER PLACEMENT SHARE (“PROPOSED PRIVATE PLACEMENT”)

We refer to the announcements dated 9 July 2013, 10 July 2013, 23 July 2013, 25 July 2013 and 29 July 2013 in relation to the Proposed Private Placement. Unless otherwise stated, the terms used herein shall have the same meaning as defined in the said announcements in relation to the Proposed Private Placement.

On behalf of the Board, RHB Investment Bank Berhad wishes to announce that the Proposed Private Placement has been completed following the listing of and quotation for 52,000,000 Placement Shares on the Main Market of Bursa Malaysia Securities Berhad on 31 July 2013.


This announcement is dated 31 July 2013.



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