December 27, 2013

Company announcements: OSKVI, BENALEC, YOKO

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

Announcement Type: General Announcement
Company NameOSK VENTURES INTERNATIONAL BERHAD (ACE Market) 
Stock Name OSKVI  
Date Announced27 Dec 2013  
CategoryGeneral Announcement
Reference NoOV-131227-65341

TypeAnnouncement
SubjectTAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
DescriptionOSK VENTURES INTERNATIONAL BERHAD (“OSKVI” OR THE “COMPANY”)
- RECEIPT OF NOTICE OF CONDITIONAL MANDATORY TAKE-OVER OFFER BY OSK EQUITY HOLDINGS SDN BHD THROUGH RHB INVESTMENT BANK BERHAD

The Board of Directors of OSKVI ("Board") wishes to announce that OSKVI has on even date received a notice of conditional mandatory take-over offer ("Notice") by OSK Equity Holdings Sdn Bhd ("OSKE" or "Offeror") through RHB Investment Bank Berhad to acquire the following:-

i. all the remaining ordinary shares of RM0.50 each in OSKVI ("OSKVI Share(s)") not already held by the Offeror, Tan Sri Ong Leong Huat @ Wong Joo Hwa ("Tan Sri Ong" or "Ultimate Offeror") and the persons acting in concert with them ("PACs") (excluding treasury shares);

ii. all the outstanding Warrants 2010/ 2015 in OSKVI ("Warrant(s)") not already held by the Offeror, the Ultimate Offeror and the PACs ("Offer Warrant(s)"); and

iii. all the new OSKVI Shares that may be issued prior to the closing date of the offer arising from the exercise of the outstanding Warrants,

at a cash consideration of RM0.58 per OSKVI Share and RM0.15 per Offer Warrant, respectively ("Offer").

All the remaining OSKVI Shares not already held by the Offeror, the Ultimate Offeror and the PACs (excluding treasury shares) and all the new OSKVI Shares that may be issued prior to the closing date of the Offer arising from the exercise of the outstanding Warrants shall be collectively referred to as the "Offer Share(s)".

The Offer Shares and the Offer Warrants shall be collectively referred to as the "Offer Securities".

Tan Sri Ong, who is the Non-Independent Non-Executive Director of OSKVI, is deemed interested in the Offer by virtue of him being a director and a substantial shareholder of OSKE. Ms Ong Yee Min, who is an Executive Director of OSKVI, is deemed interested in the Offer by virtue of her being a daughter of Tan Sri Ong. Tan Sri Ong and Ms Ong Yee Min (collectively referred to as the “Interested Directors”) have abstained and will continue to abstain from deliberating and voting at all relevant board meetings of OSKVI in relation to the Offer.

In accordance with the Malaysian Code on Take-Overs and Mergers, 2010, the Board (save for the Interested Directors) will appoint an independent adviser to advise the Board (save for the Interested Directors) and holders of the Offer Securities ("Holders") in relation to the Offer ("Independent Adviser"). The appointment of the Independent Adviser will be announced in due course.

A copy of the Notice is attached herewith and the same will be posted to the Holders within seven (7) days from the date of this announcement.

This announcement is dated 27 December 2013.

Attachments

Offer Notice.pdf
924 KB



OSKVI - OTHERS OSK VENTURES INTERNATIONAL BERHAD ("OSKVI" or "The Company") - ARTICLE ENTITLED: "OSKVI COULD BE TAKEN PRIVATE FOLLOWING OFF-MARKET DEALS"

Announcement Type: General Announcement
Company NameOSK VENTURES INTERNATIONAL BERHAD (ACE Market) 
Stock Name OSKVI  
Date Announced27 Dec 2013  
CategoryGeneral Announcement
Reference NoCS-131227-F57A7

TypeAnnouncement
SubjectOTHERS
DescriptionOSK VENTURES INTERNATIONAL BERHAD ("OSKVI" or "The Company")
- ARTICLE ENTITLED: "OSKVI COULD BE TAKEN PRIVATE FOLLOWING OFF-MARKET DEALS"
Reference is made to the article appearing in Focus Malaysia dated 27 December 2013 entitled "OSKVI Could Be Taken Private Following Off-Market Deals" and the statement "...... the company could soon be taken private" appearing in the first paragraph of the article.
The Board of Directors of OSKVI wishes to inform that OSKVI has on even date received a notice of conditional mandatory take-over offer ("Notice") by OSK Equity Holdings Sdn Bhd ("OSKE" or "Offeror") through RHB Investment Bank Berhad to acquire the following:-
    i. all the remaining ordinary shares of RM0.50 each in OSKVI ("OSKVI Share(s)") not already held by the Offeror, Tan Sri Ong Leong Huat @ Wong Joo Hwa ("Tan Sri Ong" or "Ultimate Offeror") and the persons acting in concert with them (excluding treasury shares);

    ii. all the outstanding Warrants 2010/ 2015 in OSKVI ("Warrant(s)") not already held by the Offeror, the Ultimate Offeror and the PACs ("Offer Warrant(s)"); and

    iii. all the new OSKVI Shares that may be issued prior to the closing date of the offer arising from the exercise of the outstanding Warrants,
      at a cash consideration of RM0.58 per OSKVI Share and RM0.15 per Offer Warrant, respectively ("Offer").

      Kindly refer to the announcement made on 27 December 2013 and the Notice attached therein for further information on the Offer.

      This announcement is dated 27 December 2013.


      BENALEC - GENERAL MEETINGS: OUTCOME OF MEETING

      Announcement Type: General Meetings
      Company NameBENALEC HOLDINGS BERHAD  
      Stock Name BENALEC  
      Date Announced27 Dec 2013  
      CategoryGeneral Meetings
      Reference NoCK-131227-55548

      Type of MeetingAGM
      IndicatorOutcome of Meeting
      Date of Meeting27/12/2013
      Time10:00 AM
      VenueGlenmarie Ballroom, Lobby Level, Holiday Inn Kuala Lumpur Glenmarie, 1 Jalan Usahawan U1/8, Seksyen U1, 40250 Shah Alam, Selangor Darul Ehsan
      Outcome of Meeting

      The Board of Directors of Benalec Holdings Berhad ("Benalec") is pleased to announce that the shareholders of Benalec had at its Eighth Annual General Meeting held on 27 December 2013, approved all resolutions set out in the Notice of Eighth Annual General Meeting dated 5 December 2013 which were voted by way of poll, the results of which are set out in the attachment below.



      YOKO - Change in Boardroom

      Announcement Type: Change in Boardroom
      Company NameYOKOHAMA INDUSTRIES BERHAD  
      Stock Name YOKO  
      Date Announced27 Dec 2013  
      CategoryChange in Boardroom
      Reference NoCC-131227-57421

      Date of change27/12/2013
      NameKHOO KHAY CHYE
      Age67
      NationalityMalaysian
      Type of changeDemised
      DesignationNon-Executive Director
      DirectorateIndependent & Non Executive
      QualificationsGraduated from Institute of Motor Industry, UK and received his commission as a military officer at the Royal Military College 
      Working experience and occupation Mr Khoo served in the Malaysian Electrical and Mechanical Engineering Corp, Malaysian Armed Forces and held the rank of Captain. After serving the forces for 8 years, he joined Swedish Motor Assemblies Sdn. Bhd, held the positions of Production Engineer, Material, Maintenance and Purchasing Manager, General Manager and became its Advisor for 8 years. Mr Khoo was also the Technical Service and Supply Manager of Rank Xerox, General Manager of HICOM Freightmate and Executive Director of Yap Swee Leong Sdn. Bhd. 
      Directorship of public companies (if any)None 
      Family relationship with any director and/or major shareholder of the listed issuerNone 
      Any conflict of interests that he/she has with the listed issuerNone 
      Details of any interest in the securities of the listed issuer or its subsidiariesNone 

      Remarks :
      Following the demised of Mr Khoo Khay Chye, Mr Khoo shall ceased as a member of Remuneration & Nomination Committee and Audit & Risk Management Committee.


      No comments:

      Post a Comment