IOICORP - TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
Announcement Type: General Announcement
| Company Name | IOI CORPORATION BERHAD |
| Stock Name | IOICORP |
| Date Announced | 21 Nov 2013 |
| Category | General Announcement |
| Reference No | MI-131121-67102 |
| Type | Announcement |
| Subject | TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS) |
| Description | IOI CORPORATION BERHAD ("IOI CORP") UNCONDITIONAL TAKE-OVER OFFER BY IOI PLANTATION SDN BHD ("IOI PLANTATION" OR THE “OFFEROR”), A WHOLLY-OWNED SUBSIDIARY OF IOI CORP, TO ACQUIRE ALL THE REMAINING ORDINARY SHARES OF RM0.25 EACH IN UNICO-DESA PLANTATIONS BERHAD ("UNICO") ("UNICO SHARES") NOT ALREADY HELD BY THE OFFEROR (“OFFER SHARES”) AT A CASH OFFER PRICE OF RM1.17 PER OFFER SHARE ("OFFER") |
We refer to the previous announcements made in relation to the Offer. On behalf of IOI Plantation, RHB Investment Bank Berhad wishes to announce that, IOI Plantation had received valid acceptances for 419,802,818 (48.98%) Offer Shares from the holders of the Offer Shares, resulting in IOI Plantation holding more than 90% of the voting shares of Unico (including those Unico Shares which were already acquired or held by IOI Plantation) as at 5.00 p.m. (Malaysian time) on 21 November 2013. In accordance with Paragraph 16.02(3) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad ("Bursa Securities") ("Listing Requirements"), Bursa Securities will suspend the trading of Unico Shares upon the expiry of five (5) market days from the date of the announcement to be made by Unico, pursuant to Paragraph 9.19(48) of the Listing Requirements. The suspension will be effected from 9.00 a.m. (Malaysian time) on Friday, 29 November 2013. As stated in the offer document dated 23 October 2013, in the event that Unico does not comply with the public shareholding spread requirement pursuant to paragraph 8.02(1) of the Listing Requirements, IOI Plantation does not intend to maintain the listing status of Unico on the Official List of Bursa Securities. Accordingly, IOI Plantation will procure Unico to file an application with Bursa Securities to withdraw Unico's listing from the Official List of Bursa Securities pursuant to Paragraphs 16.07 and 16.08 of the Listing Requirements. Once Unico is delisted, shareholders who have not accepted the Offer (“Dissenting Shareholders”) will hold unlisted Unico Shares. In such a situation, Dissenting Shareholders will not be able to realise their investments in Unico Shares through trading on Bursa Securities. The Offer will remain open for acceptances until 5.00 p.m. (Malaysian time) on Monday, 25 November 2013. The level of acceptances of the Offer as at 5.00 p.m. (Malaysian time) on 21 November 2013 is set out in the attached press notice ("Press Notice"). Please refer to the attached Press Notice for further details. This announcement is dated 21 November 2013. | |
UMW - Quarterly rpt on consolidated results for the financial period ended 30/9/2013
Announcement Type: Financial Results
| Company Name | UMW HOLDINGS BERHAD |
| Stock Name | UMW |
| Date Announced | 21 Nov 2013 |
| Category | Financial Results |
| Reference No | UH-131120-57056 |
| Financial Year End | 31/12/2013 |
| Quarter | 3 |
| Quarterly report for the financial period ended | 30/09/2013 |
| The figures | have not been audited |
- Default Currency
- Other Currency
Currency: Malaysian Ringgit (MYR)
SUMMARY OF KEY FINANCIAL INFORMATION30/09/2013 |
INDIVIDUAL PERIOD | CUMULATIVE PERIOD | ||||
CURRENT YEAR QUARTER | PRECEDING YEAR CORRESPONDING QUARTER | CURRENT YEAR TO DATE | PRECEDING YEAR CORRESPONDING PERIOD | ||
$$'000 | $$'000 | $$'000 | $$'000 | ||
| 1 | Revenue | 3,456,643 | 3,957,519 | 10,315,120 | 11,766,473 |
| 2 | Profit/(loss) before tax | 245,641 | 595,780 | 1,121,533 | 1,549,276 |
| 3 | Profit/(loss) for the period | 178,968 | 473,346 | 856,124 | 1,203,923 |
| 4 | Profit/(loss) attributable to ordinary equity holders of the parent | 101,452 | 299,125 | 572,103 | 743,404 |
| 5 | Basic earnings/(loss) per share (Subunit) | 8.68 | 25.60 | 48.97 | 63.63 |
| 6 | Proposed/Declared dividend per share (Subunit) | 25.00 | 15.00 | 35.00 | 25.00 |
AS AT END OF CURRENT QUARTER | AS AT PRECEDING FINANCIAL YEAR END | ||||
| 7 | Net assets per share attributable to ordinary equity holders of the parent ($$) | 4.3014 | 4.1499 | ||
Definition of Subunit:
In a currency system, there is usually a main unit (base) and subunit that is a fraction amount of the main unit.
Example for the subunit as follows:
| Country | Base Unit | Subunit |
| Malaysia | Ringgit | Sen |
| United States | Dollar | Cent |
| United Kingdom | Pound | Pence |
UNICO - TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
Announcement Type: General Announcement
| Company Name | UNICO-DESA PLANTATIONS BERHAD |
| Stock Name | UNICO |
| Date Announced | 21 Nov 2013 |
| Category | General Announcement |
| Reference No | UP-131121-68331 |
| Type | Announcement |
| Subject | TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS) |
| Description | UNCONDITIONAL TAKE-OVER OFFER BY IOI PLANTATION SDN BHD ("IOI PLANTATION" OR THE “OFFEROR”), A WHOLLY-OWNED SUBSIDIARY OF IOI CORPORATION BERHAD, TO ACQUIRE ALL THE REMAINING ORDINARY SHARES OF RM0.25 EACH IN UNICO ("UNICO SHARES") NOT ALREADY HELD BY THE OFFEROR (“OFFER SHARES”) AT A CASH OFFER PRICE OF RM1.17 PER UNICO SHARE ("OFFER") |
We refer to the previous announcements made in relation to the Offer. We wish to inform that the Company has today received a press notice from RHB Investment Bank Berhad, on behalf of IOI Plantation, to inform that, IOI Plantation had received valid acceptances for 419,802,818 (48.98%) Offer Shares from the holders of the Offer Shares, resulting in IOI Plantation holding more than 90% of the voting shares of Unico (including those Unico Shares which were already acquired or held by IOI Plantation) as at 5.00 p.m. (Malaysian time) on 21 November 2013. In accordance with Paragraph 16.02(3) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad ("Bursa Securities") ("Listing Requirements"), Bursa Securities will suspend the trading of Unico Shares upon the expiry of five (5) market days from the date of this announcement, which is made pursuant to Paragraph 9.19(48) of the Listing Requirements. The suspension will be effected from 9.00 a.m. (Malaysian time) on Friday, 29 November 2013. As stated in the offer document dated 23 October 2013, in the event that Unico does not comply with the public shareholding spread requirement pursuant to paragraph 8.02(1) of the Listing Requirements, IOI Plantation does not intend to maintain the listing status of Unico on the Official List of Bursa Securities. Accordingly, IOI Plantation will procure Unico to file an application with Bursa Securities to withdraw Unico's listing from the Official List of Bursa Securities pursuant to Paragraphs 16.07 and 16.08 of the Listing Requirements. Once Unico is delisted, shareholders who have not accepted the Offer (“Dissenting Shareholders”) will hold unlisted Unico Shares. In such a situation, Dissenting Shareholders will not be able to realise their investments in Unico Shares through trading on Bursa Securities. The Offer will remain open for acceptances until 5.00 p.m. (Malaysian time) on Monday, 25 November 2013. The level of acceptances of the Offer as at 5.00 p.m. (Malaysian time) on 21 November 2013 is set out in the attached press notice ("Press Notice"). Please refer to the attached Press Notice for further details. This announcement is dated 21 November 2013. | |
KPS - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):RELATED PARTY TRANSACTIONS
Announcement Type: General Announcement
| Company Name | KUMPULAN PERANGSANG SELANGOR BERHAD |
| Stock Name | KPS |
| Date Announced | 21 Nov 2013 |
| Category | General Announcement |
| Reference No | KP-131121-68288 |
| Type | Announcement | ||||||||
| Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) RELATED PARTY TRANSACTIONS | ||||||||
| Description | KUMPULAN PERANGSANG SELANGOR BERHAD (“PERANGSANG SELANGOR” OR “COMPANY”) OFFER TO PURCHASE 100% EQUITY IN SYARIKAT PENGELUAR AIR SELANGOR HOLDINGS BERHAD (“SPLASH HOLDINGS”) BY KUMPULAN DARUL EHSAN BERHAD (“KDEB”), A COMPANY WHOLLY-OWNED BY THE SELANGOR STATE GOVERNMENT VIA MENTERI BESAR SELANGOR (INCORPORATED)(“MBI”)(“OFFER” OR “PROPOSED PURCHASE”) | ||||||||
1. INTRODUCTION
The details of the indicative terms and conditions of the Proposed Purchase are set out below. 2.1 Valuation Principles
(iii) SPLASH Equity includes all forms of investments and contributions by shareholders (e.g. ordinary or preference shares, advances and, where applicable, debt-equity instruments are also taken into account).
b. Commercial loans, if applicable; and c. Government loans, if applicable.
(ii) The payment ascribed to the equity contribution referred to in paragraph 2.2(i) above shall, subject to such adjustments as are provided for therein, be notified by KDEB to the holders of the SPLASH Equity and paid to holders of the SPLASH Equity on a pro rata basis in accordance with the respective proportions of their holdings in the SPLASH Equity after the conditions set out in paragraph 2.3 below have been fulfilled or (to the extent permitted by law) waived by KDEB.
The Proposed Purchase is conditional upon the following: -
(iv) All corporate approvals required by the shareholders of SPLASH Holdings including, if applicable, the approval of minority shareholders of the companies at a general meeting of shareholders to be convened; (v) Approval and consent of the Federal Government and all related agencies e.g. the Ministry of Energy, Green Energy and Water (“KeTTha”), the Economic Planning Unit and /or the Public Private Partnership Unit (“UKAS”); (vi) Approval and consent of the Selangor State government and all related agencies e.g. Selangor Economic Planning Unit (“UPEN”) etc; (vii) Approval of the National Water Services Commission (“SPAN”), the Securities Commission (“SC”), Bursa Malaysia Securities Berhad, if applicable; (viii) Approval of the Acqua SPV and other creditors of SPLASH Holdings and SPLASH, where applicable; (ix) The approval of any other authorities or parties, if required. Save as disclosed below, to the best of our knowledge, there are no other Directors of Perangsang Selangor, major shareholders of Perangsang Selangor and/or person connected to them who are interested in the Proposed Purchase: (i) KDEB, by virtue of it being a major shareholder of Perangsang Selangor and penultimate holding company of VCSB; (ii) Perbadanan Kemajuan Negeri Selangor (“PKNS”), by virtue of it being connected party to KDEB and a substantial shareholder of Perangsang Selangor; (iii) Tabung Warisan Negeri Selangor (“TWNS”), by virtue of it being a connected party to KDEB and a shareholder of Perangsang Selangor; (iv) YM Raja Haji Idris Raja Kamarudin, a Non-Independent and Non-Executive Director and Chairman of Perangsang Selangor, is also a director of KDEB; and (v) Encik Suhaimi Bin Kamaralzaman, the Group Chief Executive Officer / Managing Director of Perangsang Selangor, is also a director of KDEB. (KDEB, PKNS and TWNS are collectively referred to as “Interested Major Shareholders”). (YM Raja Haji Idris Raja Kamarudin and Encik Suhaimi Bin Kamaralzaman are collectively referred to as the “Interested Directors”)
The shareholders of Perangsang Selangor and potential investors are advised to exercise caution when dealing in the Company’s shares, as there is no certainty the Proposed Purchase may proceed or may result in a binding agreement. | |||||||||
KPS - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):RELATED PARTY TRANSACTIONS
Announcement Type: General Announcement
| Company Name | KUMPULAN PERANGSANG SELANGOR BERHAD |
| Stock Name | KPS |
| Date Announced | 21 Nov 2013 |
| Category | General Announcement |
| Reference No | KP-131121-66707 |
| Type | Announcement | ||||||||
| Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) RELATED PARTY TRANSACTIONS | ||||||||
| Description | KUMPULAN PERANGSANG SELANGOR BERHAD (“PERANGSANG SELANGOR” OR “COMPANY”) OFFER TO PURCHASE 100% EQUITY IN TITISAN MODAL SDN BHD (“TMSB”) BY KUMPULAN DARUL EHSAN BERHAD (“KDEB”), A COMPANY WHOLLY-OWNED BY THE SELANGOR STATE GOVERNMENT VIA MENTERI BESAR SELANGOR (INCORPORATED)(“MBI”)(“OFFER” OR “PROPOSED PURCHASE”) | ||||||||
1. INTRODUCTION
The details of the indicative terms and conditions of the Proposed Purchase are set out below. 2.1 Valuation Principles
(iii) TMSB Equity includes all forms of investments and contributions by shareholders (e.g. ordinary or preference shares, advances and, where applicable, debt-equity instruments are also taken into account).
b. Commercial loans, if applicable; and c. Government loans, if applicable.
(ii) The payment ascribed to the equity contribution referred to in paragraph 2.2(i) above shall, subject to such adjustments as are provided for therein, be notified by KDEB to the holders of the TMSB Equity and paid to holders of the TMSB Equity on a pro rata basis in accordance with the respective proportions of their holdings in the TMSB Equity after the conditions set out in paragraph 2.3 below have been fulfilled or (to the extent permitted by law) waived by KDEB.
The Proposed Purchase is conditional upon the following: -
(iv) All corporate approvals required by the shareholders of TMSB including, if applicable, the approval of minority shareholders of the companies at a general meeting of shareholders to be convened; (v) Approval and consent of the Federal Government and all related agencies e.g. the Ministry of Energy, Green Energy and Water (“KeTTha”), the Economic Planning Unit and /or the Public Private Partnership Unit (“UKAS”); (vi) Approval and consent of the Selangor State government and all related agencies e.g. Selangor Economic Planning Unit (“UPEN”) etc; (vii) Approval of the National Water Services Commission (“SPAN”), the Securities Commission (“SC”), Bursa Malaysia Securities Berhad, if applicable; (viii) Approval of the Acqua SPV and other creditors of TMSB and ABASS, where applicable; (ix) The approval of any other authorities or parties, if required. Save as disclosed below, to the best of our knowledge, there are no other Directors of Perangsang Selangor, major shareholders of Perangsang Selangor and/or person connected to them who are interested in the Proposed Purchase : (i) KDEB, by virtue of it being a major shareholder of Perangsang Selangor and penultimate holding company of TMSB; (ii) Perbadanan Kemajuan Negeri Selangor (“PKNS”), by virtue of it being connected party to KDEB and a substantial shareholder of Perangsang Selangor; (iii) Tabung Warisan Negeri Selangor (“TWNS”), by virtue of it being a connected party to KDEB and a shareholder of Perangsang Selangor; (iv) YM Raja Haji Idris Raja Kamarudin, a Non-Independent and Non-Executive Director and Chairman of Perangsang Selangor, is also a director of KDEB; and (v) Encik Suhaimi Bin Kamaralzaman, the Group Chief Executive Officer / Managing Director of Perangsang Selangor, is also a director of KDEB. (KDEB, PKNS and TWNS are collectively referred to as “Interested Major Shareholders”). (YM Raja Haji Idris Raja Kamarudin and Encik Suhaimi Bin Kamaralzaman are collectively referred to as the “Interested Directors”)
The shareholders of Perangsang Selangor and potential investors are advised to exercise caution when dealing in the Company’s shares, as there is no certainty the Proposed Purchase may proceed or may result in a binding agreement. | |||||||||
MPCORP - MATERIAL LITIGATION
Announcement Type: General Announcement
| Company Name | MALAYSIA PACIFIC CORPORATION BERHAD |
| Stock Name | MPCORP |
| Date Announced | 21 Nov 2013 |
| Category | General Announcement |
| Reference No | CC-131121-67819 |
| Type | Announcement |
| Subject | MATERIAL LITIGATION |
| Description | Malaysia Pacific Corporation Berhad (“MPCB” or “the Company”) -Joint Venture Agreement dated 20 August 2008 between AmanahRaya Development Sdn. Bhd. (“ADSB”) and Oriental Pearl City Properties Sdn. Bhd. (“Oriental”). |
We refer to the announcements dated 29 February 2012, 26 March 2012, 25 May 2012, 6 June 2012, 1 October 2012, 31 January 2013, 24 October 2013, 25 October 2013, 30 October 2013 and 31 October 2013 pertaining to the subject matter. The terms herein shall bear the same meaning as defined in the said announcements. The Board of Directors wishes to announce that on 18 November 2013, the High Court has allowed ADSB to withdraw the Writ of Summon dated 19 October 2013 against MPCORP and Oriental with liberty to file afresh and with costs of RM5,000 to be paid to the Company and Oriental. The Company and Oriental (“Plaintiff”) has filed an Injunction Application dated 15 November 2013 (Kuala Lumpur High Court Originating Summons No.: 24NCC-265-11/2013) against ADSB and the Court has essentially granted the following interim injunction order: a) ADSB is restrained until the disposal of the Notice of Application dated 15 November 2013, from filing, presenting and/or proceeding with any statutory notice pursuant to Section 218 of the Companies Act, 1965 against the Plaintiffs; and b) ADSB is restrained until the disposal of the Notice of Application dated 15 November 2013, from filing, presenting and/or proceeding with any winding-up petition pursuant to Section 218 of the Companies Act, 1965 against the Plaintiffs. Court further directed that: a) the Defendant to file its reply by 26 November 2013; b) the Plaintiffs to file its reply by 29 November 2013; and c) the Hearing of the Notice of Application is fixed on 2 December 2013. Further announcement will be made of at any material development changes as and when appropriate. This announcement is dated 21 November 2013. | |
PUNCAK - OTHERS PUNCAK NIAGA HOLDINGS BERHAD (416087-U)("PUNCAK" OR "THE COMPANY") 1. CONSOLIDATION OF THE SELANGOR WATER INDUSTRY - INDICATIVE TERMS AND CONDITIONS FOR PROPOSED PURCHASE OF 100% EQUITY IN PUNCAK NIAGA (M) SDN BHD ("PNSB") 2. CONSOLIDATION OF THE SELANGOR WATER INDUSTRY - INDICATIVE TERMS AND CONDITIONS FOR THE PROPOSED PURCHASE OF 70% EQUITY IN SYARIKAT BEKALAN AIR SELANGOR SDN BHD ("SYABAS") OTHER THAN EQUITY ALREADY OWNED BY KUMPULAN DARUL EHSAN BERHAD ("KDEB")
Announcement Type: General Announcement
| Company Name | PUNCAK NIAGA HOLDINGS BERHAD |
| Stock Name | PUNCAK |
| Date Announced | 21 Nov 2013 |
| Category | General Announcement |
| Reference No | PN-131121-7973E |
| Type | Announcement |
| Subject | OTHERS |
| Description | PUNCAK NIAGA HOLDINGS BERHAD (416087-U)("PUNCAK" OR "THE COMPANY") 1. CONSOLIDATION OF THE SELANGOR WATER INDUSTRY - INDICATIVE TERMS AND CONDITIONS FOR PROPOSED PURCHASE OF 100% EQUITY IN PUNCAK NIAGA (M) SDN BHD ("PNSB") 2. CONSOLIDATION OF THE SELANGOR WATER INDUSTRY - INDICATIVE TERMS AND CONDITIONS FOR THE PROPOSED PURCHASE OF 70% EQUITY IN SYARIKAT BEKALAN AIR SELANGOR SDN BHD ("SYABAS") OTHER THAN EQUITY ALREADY OWNED BY KUMPULAN DARUL EHSAN BERHAD ("KDEB") |
The Company wishes to announce that it has on even date received two (2) hand-delivered letters at 5.00 p.m. in respect of the above matter from Kumpulan Darul Ehsan Berhad ("KDEB"). For full details of the announcement, please refer to the attached file. This announcement is dated 21 November 2013. | |
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