August 13, 2013

Company announcements: GOCEAN, MEXTER, DGSB, KGB, AMEDIA, AMEDIA-WA

GOCEAN - Changes in Sub. S-hldr's Int. (29B) - Heshbon Co., Ltd

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameGREEN OCEAN CORPORATION BERHAD (ACE Market) 
Stock Name GOCEAN  
Date Announced13 Aug 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-130813-16B20

Particulars of substantial Securities Holder

NameHeshbon Co., Ltd
Address673-52, Gyeongseo-dong
Seo-gu Incheon 404-170
Korea
NRIC/Passport No/Company No.N/A
Nationality/Country of incorporationKorea
Descriptions (Class & nominal value)Ordinary shares of RM0.10 each
Name & address of registered holderHeshbon Co., Ltd
673-52, Gyeongseo-dong
Seo-gu Incheon 404-170
Korea

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed05/08/2013
991,500
 
Disposed06/08/2013
228,600
 
Disposed07/08/2013
647,500
 

Circumstances by reason of which change has occurredDisposal of shares
Nature of interestDirect interest
Direct (units)12,132,400 
Direct (%)5.99 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change12,132,400
Date of notice12/08/2013


GOCEAN - Notice of Person Ceasing (29C) - Heshbon Co., Ltd

Announcement Type: Notice of Person Ceasing to be a Substantial Shareholder Pursuant to Form 29C of the Companies Act. 1965
Company NameGREEN OCEAN CORPORATION BERHAD (ACE Market) 
Stock Name GOCEAN  
Date Announced13 Aug 2013  
CategoryNotice of Person Ceasing to be a Substantial Shareholder Pursuant to Form 29C of the Companies Act. 1965
Reference NoCC-130813-4B0E2

Particulars of substantial Securities Holder

NameHeshbon Co., Ltd
Address673-52, Gyeongseo-dong,
Seo-gu Incheon 404-170
Korea
NRIC/Passport No/Company No.N/A
Nationality/Country of incorporationKorea
Descriptions (Class & nominal value)Ordinary shares of RM0.10 each
Date of cessation12/08/2013
Name & address of registered holderHeshbon Co., Ltd
673-52, Gyeongseo-dong,
Seo-gu Incheon 404-170
Korea
CurrencyMalaysian Ringgit (MYR)
Number of securities disposed3,932,400 
Price Transacted ($$) 
Circumstances by reason of which a person ceases to be a substantial securities HolderDisposal of shares
Nature of interestDirect interest
Date of notice12/08/2013


MEXTER - MEXTER - NOTICE OF RIGHTS ENTITLEMENT

Announcement Type: Listing Circular
Company NameMEXTER TECHNOLOGY BERHAD (ACE Market) 
Stock Name MEXTER  
Date Announced13 Aug 2013  
CategoryListing Circular
Reference NoRN-130813-34133

LISTING'S CIRCULAR NO. L/Q : 68525 OF 2013


    Renounceable rights issue of up to 89,452,020 new ordinary shares of RM0.10 each in Mexter Technology Berhad ("Mexter") ("Mexter Share(s)") ("Rights Share(s)") on the basis of one (1) Rights Share for every one (1) existing Mexter Share held, together with up to 89,452,020 free detachable warrants in Mexter ("Warrant(s)") on the basis of one (1) free Warrant for every one (1) Rights Share subscribed for, as at 5.00 p.m. on 26 August 2013 at an issue price of RM0.10 per Rights Share ("Rights Issue with Warrants").

    Kindly be advised of the following :

    1) The above Company's securities will be traded and quoted [ "Ex - Rights Issue" ]
    as from : [ 22 August 2013 ]

    2) The last date of lodgement : [ 26 August 2013 ]

    3) Retention Money : Where securities are not delivered in time for registration by the seller, then the brokers concerned :-

    a) Selling Broker to deduct [ 1/2 ] , of the Selling Price against the Selling Client.

    b) Buying Broker to deduct [ 10% ] of the Purchase Price against the Buying Client.

    c) Between Broker and Broker, the deduction of [ 1/2 ] of the Transacted Price is applicable.


MEXTER - MEXTER - NOTICE OF RIGHTS ENTITLEMENT

Announcement Type: Listing Circular
Company NameMEXTER TECHNOLOGY BERHAD (ACE Market) 
Stock Name MEXTER  
Date Announced13 Aug 2013  
CategoryListing Circular
Reference NoRN-130813-34231

LISTING'S CIRCULAR NO. L/Q : 68526 OF 2013


    Renounceable rights issue of up to 89,452,020 new ordinary shares of RM0.10 each in Mexter Technology Berhad ("Mexter") ("Mexter Share(s)") ("Rights Share(s)") on the basis of one (1) Rights Share for every one (1) existing Mexter Share held, together with up to 89,452,020 free detachable warrants in Mexter ("Warrant(s)") on the basis of one (1) free Warrant for every one (1) Rights Share subscribed for, as at 5.00 p.m. on 26 August 2013 at an issue price of RM0.10 per Rights Share ("Rights Issue with Warrants").

    Kindly be advised of the following :

    1) The Rights commence of trading : [ 27 August 2013 ]

    2) The Date of Despatch of the Prospectus and Provisional Allotment Letter of Offer :
    [ 28 August 2013 ]

    3) The last day and time for Acceptance, Renunciation and Payment :
    [ 10 September 2013 @ 5:00pm ]

    4) The Rights cease quotation : [ 3 September 2013 ]

    The Stock Short Name, Number and ISIN Code [ MEXTER-OR,0075OR and MYQ0075OR003 ] respectively


DGSB - MATERIAL LITIGATION

Announcement Type: General Announcement
Company NameDIVERSIFIED GATEWAY SOLUTIONS BERHAD (ACE Market) 
Stock Name DGSB  
Date Announced13 Aug 2013  
CategoryGeneral Announcement
Reference NoDG-130813-61882

TypeAnnouncement
SubjectMATERIAL LITIGATION
DescriptionUpdates of Material Litigation
ISS Consulting (M) Sdn Bhd (“ISS (M)”) vs. TSH Resources Berhad
Regional Centre for Arbitration at Kuala Lumpur

Further to the updates on material litigation in the 4th quarterly report for the financial year ended 31 March 2013 announced on 20 May 2013, the Board of Directors of Diversified Gateway Solutions Berhad wishes to inform that the matter has been amicably resolved between the parties and pursuant thereto, ISS (M)’s solicitors have on 6 August 2013 written to the Arbitrator to inform him that the parties have reached an amicable settlement and that both parties jointly apply for an order for termination of the arbitration proceedings on the following terms:-

(i) both parties withdraw their respective claims and counterclaims in the arbitration, with no liberty to file afresh;

(ii) both parties shall bear the fees and costs of the arbitrator as well as any costs relating to reservation of rooms for the arbitration in equal shares; and

(iii) both parties shall bear their own costs relating to the arbitration.

The parties are now awaiting the Arbitrator’s response for purposes of finalising the settlement.

This announcement is dated 13 August 2013.


KGB - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):DEALINGS DURING CLOSED PERIOD

Announcement Type: General Announcement
Company NameKELINGTON GROUP BERHAD  
Stock Name KGB  
Date Announced13 Aug 2013  
CategoryGeneral Announcement
Reference NoCA-130813-55504

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS DURING CLOSED PERIOD
DescriptionKELINGTON GROUP BERHAD ("the Company")
- NOTIFICATION OF DEALINGS IN THE COMPANY’S SECURITIES BY PRINCIPAL OFFICERS PURSUANT TO PARAGRAPH 14.08 OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD (“BURSA SECURITIES”)

We wish to announce that the Company has received notification from the following principal officer of the Company on his dealings in the securities of the Company during closed period as defined in the Main Market Listing Requirements of Bursa Securities as shown in the table below:-

Name of Principal Officer

Date of Dealings

No. of Ordinary Shares of RM0.10 each (“OS”) Disposed

% of Issued Share Capital

Price Transacted (RM per OS)

Soo Wei Keong

12 August 2013

44,000

0.03

RM0.47

13 August 2013

37,000

0.02

RM0.47

This announcement is dated 13 August 2013.



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

Announcement Type: General Announcement
Company NameASIA MEDIA GROUP BERHAD  
Stock Name AMEDIA  
Date Announced13 Aug 2013  
CategoryGeneral Announcement
Reference NoOS-130812-28650

TypeAnnouncement
SubjectNEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS)
FUND RAISING
DescriptionASIA MEDIA GROUP BERHAD (“AMEDIA” OR THE “COMPANY”)

RENOUNCEABLE RIGHTS ISSUE OF UP TO 752,400,000 NEW ORDINARY SHARES OF RM0.10 EACH IN AMEDIA (“AMEDIA SHARES” OR “SHARES”) (“RIGHTS SHARES”) ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY ONE (1) EXISTING AMEDIA SHARE HELD, TOGETHER WITH UP TO 188,100,000 FREE NEW WARRANTS 2013/2018 (“ADDITIONAL WARRANTS”) ON THE BASIS OF ONE (1) ADDITIONAL WARRANT FOR EVERY FOUR (4) RIGHTS SHARES SUBSCRIBED AT AN ENTITLEMENT DATE TO BE DETERMINED LATER (“RIGHTS ISSUE OF SHARES WITH WARRANTS”)

We refer to the announcements made on 21 February 2013, 25 February 2013, 26 February 2013, 7 March 2013, 22 March 2013, 2 April 2013, 11 April 2013, 17 April 2013, 3 July 2013, 4 July 2013, 29 July 2013, 31 July 2013 and 1 August 2013 in relation to the Proposals (collectively referred to as “Announcements”). Unless otherwise defined, the definitions set out in the Announcements shall apply herein.

On behalf of the Board, TA Securities wishes to announce that AMEDIA had on today executed a supplemental deed poll constituting the Additional Warrants as well as to supplement the Deed Poll and resolved to fix the issue price of the Rights Shares pursuant to the Rights Issue of Shares with Warrants at RM0.11 each.

The issue price for the Rights Shares has been fixed at RM0.11 each after taking into consideration the following:

(i) the TERP of AMEDIA Shares of RM0.1280, based on the 5D-VWAP of AMEDIA Shares up to and including 12 August 2013 of RM0.1459;

(ii) the prevailing market sentiments of AMEDIA Shares;

(iii) the historical price movement of AMEDIA Shares;

(iv) the par value of AMEDIA Shares of RM0.10 each; and

(v) the funding requirements of the Group, details of which are set out in Section 2.1.6 of the circular to shareholders dated 4 July 2013.

The issue price represents a discount of approximately 14.1% to the TERP of AMEDIA Shares of RM0.1280, based on the 5D-VWAP per AMEDIA Share up to and including 12 August 2013 of RM0.1459.

The Rights Issue of Shares with Warrants is expected to raise gross proceeds of up to RM82.76 million which shall be utilised as follows:

Minimum Scenario
RM’000

Maximum Scenario
RM’000

Expected time frame for utilisation of proceeds (from the date of listing of the Rights Shares)

Capital expenditure

-

60,000

Within 18 months

Repayment of bank borrowings

5,000

5,000

Within 12 months

Working capital

10,953

17,164

Within 18 months

Estimated expenses in relation to the Proposals

600

600

Within 2 weeks

Total estimated proceeds

16,553

82,764

Further details on the utilisation of proceeds are set out in the circular to shareholders dated 4 July 2013.

This announcement is dated 13 August 2013.



AMEDIA - Rights Issue

Announcement Type: Entitlements (Notice of Book Closure)
Company NameASIA MEDIA GROUP BERHAD  
Stock Name AMEDIA  
Date Announced13 Aug 2013  
CategoryEntitlements (Notice of Book Closure)
Reference NoOS-130812-29063

EX-date23/08/2013
Entitlement date27/08/2013
Entitlement time05:00:00 PM
Entitlement subjectRights Issue
Entitlement descriptionRENOUNCEABLE RIGHTS ISSUE OF UP TO 752,400,000 NEW ORDINARY SHARES OF RM0.10 EACH IN AMEDIA (“AMEDIA SHARES” OR “SHARES”) (“RIGHTS SHARES”) ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY ONE (1) EXISTING AMEDIA SHARE HELD AS AT 5.00 P.M. ON 27 AUGUST 2013, TOGETHER WITH UP TO 188,100,000 FREE NEW WARRANTS 2013/2018 (“ADDITIONAL WARRANTS”) ON THE BASIS OF ONE (1) ADDITIONAL WARRANT FOR EVERY FOUR (4) RIGHTS SHARES SUBSCRIBED FOR (“RIGHTS ISSUE OF SHARES WITH WARRANTS”)
Period of interest payment to
Financial Year End
Share transfer book & register of members will be to closed from (both dates inclusive) for the purpose of determining the entitlements
Registrar's name ,address, telephone noTricor Investor Services Sdn Bhd
Level 17, The Gardens North Tower
Mid Valley City
Lingkaran Syed Putra
59200 Kuala Lumpur
Tel: 03-2264 3883
Payment date
a.Securities transferred into the Depositor's Securities Account before 4:00 pm in respect of transfers27/08/2013 
b.Securities deposited into the Depositor's Securities Account before 12:30 pm in respect of securities exempted from mandatory deposit 
c. Securities bought on the Exchange on a cum entitlement basis according to the Rules of the Exchange.
Number of new shares/securities issued (units) (If applicable) 
Entitlement indicatorRatio
Ratio 1 : 1
Rights Issues/Offer Price 0.11

Remarks :
The abridged prospectus, together with the rights subscription form and the notice of provisional allotment (collectively referred to as the “Documents”) relating to the Rights Issue of Shares with Warrants will only be despatched to the shareholders of AMEDIA who have a registered address in Malaysia and whose name appears in AMEDIA’s Record of Depositors at 5.00 p.m. on the Entitlement Date (“Entitled Shareholders”). The Documents will not be despatched to Entitled Shareholders who have not provided the share registrar of AMEDIA, Tricor Investor Services Sdn Bhd, with a registered address in Malaysia in writing by 5.00 p.m. on the Entitlement Date. The Entitled Shareholders who are without a registered address in Malaysia and wish to provide a Malaysian address, should inform their respective stockbrokers to effect the change of address prior to 5.00 p.m. on the Entitlement Date.

The Documents are not intended to be (and will not be) issued, circulated or distributed in countries or jurisdictions other than Malaysia. No action has been or will be taken to ensure that the Rights Issue of Shares with Warrants and the Documents comply with the laws of any country or jurisdiction other than Malaysia.

The Documents will be despatched to the Entitled Shareholders not later than two (2) market days from the Entitlement Date.

This announcement is dated 13 August 2013.


AMEDIA - Important Relevant Dates for Renounceable Rights

Announcement Type: Important Relevant Dates for Renounceable Rights
Company NameASIA MEDIA GROUP BERHAD  
Stock Name AMEDIA  
Date Announced13 Aug 2013  
CategoryImportant Relevant Dates for Renounceable Rights
Reference NoOS-130812-29341

Title / DescriptionRENOUNCEABLE RIGHTS ISSUE OF UP TO 752,400,000 NEW ORDINARY SHARES OF RM0.10 EACH IN AMEDIA (“AMEDIA SHARES” OR “SHARES”) (“RIGHTS SHARES”) ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY ONE (1) EXISTING AMEDIA SHARE HELD AS AT 5.00 P.M. ON 27 AUGUST 2013 (“ENTITLEMENT DATE”), TOGETHER WITH UP TO 188,100,000 FREE NEW WARRANTS 2013/2018 (“ADDITIONAL WARRANTS”) ON THE BASIS OF ONE (1) ADDITIONAL WARRANT FOR EVERY FOUR (4) RIGHTS SHARES SUBSCRIBED FOR (“RIGHTS ISSUE OF SHARES WITH WARRANTS”)
Despatch Date29/08/2013
Date for commencement of trading of the rights28/08/2013
Date for despatch of abridged prospectus and subscription forms29/08/2013
Date for cessation of trading of the rights04/09/2013
Date for announcement of final subscription result and basis of allotment of excess Rights Securities17/09/2013
Listing date of the Rights Securities26/09/2013

Last date and time forDateTime
Sale of provisional allotment of rights03/09/2013
at
05:00:00 PM
Transfer of provisional allotment of rights06/09/2013
at
04:00:00 PM
Acceptance and payment11/09/2013
at
05:00:00 PM
Excess share application and payment11/09/2013
at
05:00:00 PM

Rights Securities will be listed and quoted as the existing securities of the same class:
Yes 
Other important dates as the listed issuer may deem appropriate:
 

Remarks :
The last date and time for acceptance and payment of the Rights Issue of Shares with Warrants as well as the last date and time for excess Rights Shares with Warrants application and payment are as above or such later date and time as the Board of Directors of AMEDIA may decide in its absolute discretion and announce not less than two (2) market days before the stipulated date and time.

This announcement is dated 13 August 2013.


AMEDIA-WA - Others

Announcement Type: Entitlements (Notice of Book Closure)
Company NameASIA MEDIA GROUP BERHAD  
Stock Name AMEDIA-WA  
Date Announced13 Aug 2013  
CategoryEntitlements (Notice of Book Closure)
Reference NoOS-130812-29689

EX-date23/08/2013
Entitlement date27/08/2013
Entitlement time05:00:00 PM
Entitlement subjectOthers
Entitlement descriptionADJUSTMENTS TO THE EXERCISE PRICE AND NUMBER OF OUTSTANDING WARRANTS 2013/2018 IN ASIA MEDIA GROUP BERHAD (“AMEDIA”) CONSTITUTED BY THE DEED POLL DATED 12 DECEMBER 2012 (“DEED POLL”) (“OUTSTANDING WARRANTS”) PURSUANT TO THE RENOUNCEABLE RIGHTS ISSUE OF UP TO 752,400,000 NEW ORDINARY SHARES OF RM0.10 EACH IN AMEDIA (“AMEDIA SHARES” OR “SHARES”) (“RIGHTS SHARES”) ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY ONE (1) EXISTING AMEDIA SHARE HELD AS AT 5.00 P.M. ON 27 AUGUST 2013 (“ENTITLEMENT DATE”), TOGETHER WITH UP TO 188,100,000 FREE NEW WARRANTS 2013/2018 (“ADDITIONAL WARRANTS”) ON THE BASIS OF ONE (1) ADDITIONAL WARRANT FOR EVERY FOUR (4) RIGHTS SHARES SUBSCRIBED FOR (“RIGHTS ISSUE OF SHARES WITH WARRANTS”), IN ACCORDANCE WITH THE PROVISIONS OF THE DEED POLL (“ADJUSTMENTS”)
Period of interest payment to
Financial Year End
Share transfer book & register of members will be to closed from (both dates inclusive) for the purpose of determining the entitlements
Registrar's name ,address, telephone noTricor Investor Services Sdn Bhd
Level 17, The Gardens North Tower
Mid Valley City
Lingkaran Syed Putra
59200 Kuala Lumpur
Tel: 03-2264 3883
Payment date
a.Securities transferred into the Depositor's Securities Account before 4:00 pm in respect of transfers27/08/2013 
b.Securities deposited into the Depositor's Securities Account before 12:30 pm in respect of securities exempted from mandatory deposit 
c. Securities bought on the Exchange on a cum entitlement basis according to the Rules of the Exchange.
Number of new shares/securities issued (units) (If applicable) 
Entitlement indicatorRatio
Ratio 21 : 100
Rights Issues/Offer Price

Remarks :
Following the Rights Issue of Shares with Warrants, the exercise price of the warrants 2013/2018 will be adjusted in accordance with the provisions of the Deed Poll. Any adjustments to the exercise price of the warrants 2013/2018 will be rounded down to the nearest one (1) sen, pursuant to the Deed Poll.

In addition, up to 53,813,210 additional new warrants 2013/2018 arising from the Adjustments (“Adjustment Warrants”) will be alloted and issued on the basis of 21.46 Adjustment Warrants (indicative) for every 100 Outstanding Warrants held by the entitled holders of Outstanding Warrant of the Company, whose names appear in the Record of Depositors at 5.00 p.m. on the Entitlement Date. Any adjustments to the number of Outstanding Warrants will be rounded down to the nearest whole warrant 2013/2018.

The exact adjustment in the exercise price and the number of Outstanding Warrants to be issued can only be finalised after the closing date for the application and acceptances for the Rights Shares with Additional Warrants based on the subscription rate of the Rights Shares.

The Adjustment Warrants will be listed and quoted simultaneously with the Rights Shares on 26 September 2013. The notice to the holders of Outstanding Warrants setting out the details of the Adjustments and the Adjustment Warrants to be issued pursuant to the Rights Issue with Warrants as well as the notice of allotment of the Adjustment Warrants will be despatched in due course.

The holders of Outstanding Warrant who duly exercise their Outstanding Warrants to subscribe for AMEDIA Shares by 5.00 p.m. on the Entitlement Date, will be entitled to the Right Shares and the Additional Warrants pursuant to the Rights Issue of Shares with Warrants.

This announcement is dated 13 August 2013.


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