December 26, 2013

Company announcements: VITROX, TEBRAU, HIBISCS, JETSON, GADANG, WCT, BERTAM, YOKO

VITROX - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameVITROX CORPORATION BERHAD  
Stock Name VITROX  
Date Announced26 Dec 2013  
CategoryGeneral Announcement
Reference NoMI-131226-65980

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionVITROX CORPORATION BERHAD (“VITROX” OR THE “COMPANY”)

PROPOSED ESTABLISHMENT OF AN EMPLOYEES’ SHARE OPTION SCHEME OF UP TO TEN PERCENT (10%) OF THE ISSUED AND PAID-UP SHARE CAPITAL OF VITROX (“PROPOSED ESOS”);
PROPOSED INCREASE IN THE AUTHORISED SHARE CAPITAL; AND
PROPOSED AMENDMENT TO THE MEMORANDUM OF ASSOCIATION;

(COLLECTIVELY REFERRED TO AS THE “PROPOSALS”)
We refer to the announcements dated 16 December 2013 and 20 December 2013 in relation to the Proposals (“Announcements”). Unless otherwise stated, the definitions used herein shall have the same meanings as set out in the Announcements.

On behalf of the Board of Directors of ViTrox, Kenanga Investment Bank Berhad ("KIBB") wishes to announce that Bursa Malaysia Securities Berhad ("Bursa Securities") has vide its letter dated 26 December 2013 resolved to approve the listing of such number of additional new ordinary shares of RM0.10 each, representing up to 10% of the issued and paid-up share capital of ViTrox (excluding treasury shares) to be issued pursuant to the exercise of options under the Proposed ESOS subject to the following:

1. KIBB is required to submit a confirmation to Bursa Securities of full compliance of the ESOS pursuant to Paragraph 6.43(1) of the Main Market Listing Requirements of Bursa Securities and stating the effective date of implementation together with a certified true copy of the resolution passed by the shareholders in general meeting; and

2. ViTrox is required to furnish Bursa Securities on a quarterly basis a summary of the total number of ESOS shares listed as at the end of each quarter together with a detailed computation of listing fees payable.

In the event the new ordinary shares to be issued pursuant to the exercise of ESOS will be listed and quoted as the existing securities of the same class, quotation of the new ordinary shares will commence on the next market day after the following:

(i) Submission of the share certificate together with a covering letter containing the summary of the ESOS to Bursa Malaysia Depository Sdn Bhd ("Bursa Depository") before 10.00 a.m. on the market day prior to the listing date;

(ii) Receipt of confirmation from Bursa Depository that the additional new shares are ready for crediting into the securities account of the respective account holders; and

(iii) An announcement in accordance with Paragraph 13.2 of PN28 is submitted via Bursa Link before 3.00 p.m. on the market day prior to the listing date.

In the event the new ordinary shares to be issued pursuant to the exercise of ESOS will be separately quoted from the existing securities i.e. "A" shares, the listing and quotation of the new ordinary shares will take place two (2) market days upon receipt of an application for quotation by Bursa Securities as specified under Part C of Annexure PN28-B.

ViTrox is required to ensure full compliance of all the requirements pertaining to the ESOS as provided under the Main Market Listing Requirements of Bursa Securities.

This announcement is dated 26 December 2013.


TEBRAU - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameTEBRAU TEGUH BERHAD  
Stock Name TEBRAU  
Date Announced26 Dec 2013  
CategoryGeneral Announcement
Reference NoML-131226-68604

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionTEBRAU TEGUH BERHAD (“TTB” OR “COMPANY”)

(I) PROPOSED RIGHTS ISSUE WITH WARRANTS;
(II) PROPOSED ESOS;
(III) PROPOSED EXEMPTION;
(IV) PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND
(V) PROPOSED M&A AMENDMENTS

On behalf of the Board of Directors of TTB (“Board”), AmInvestment Bank Berhad (“AmInvestment”) and Hong Leong Investment Bank Berhad (“HLIB”) wishes to announce that TTB is proposing to undertake the following:

(i) proposed renounceable rights issue of up to 669,727,143 ordinary shares of RM0.50 each in TTB (“Rights Shares”) on the basis of 1 Rights Share for every 1 existing ordinary share of RM0.50 each held in TTB (“TTB Shares” or “Shares”) at an issue price of RM1.00 per Rights Share together with up to 334,863,571 free detachable warrants (“Warrants”) on the basis of 1 free Warrant for every 2 Rights Shares subscribed on an entitlement date to be determined later (“Proposed Rights Issue with Warrants”);

(ii) proposed exemption under Paragraph 16.1 of Practice Note 9 of the Malaysian Code on Take-Overs and Mergers, 2010 (“Code”) to Iskandar Waterfront Holdings Sdn Bhd (“IWH”) from the obligation to extend a mandatory take-over offer for the remaining TTB Shares not already held by it which may arise pursuant to the Proposed Rights Issue with Warrants (“Proposed Exemption”);

(iii) proposed establishment of an employees’ share option scheme (“ESOS”) for eligible employees and directors of TTB and its subsidiaries (“TTB Group”) (“Proposed ESOS”);

(iv) proposed increase in the authorised share capital of the Company from RM500,000,000 comprising 1,000,000,000 TTB Shares to RM2,000,000,000 comprising 4,000,000,000 TTB Shares (“Proposed Increase In Authorised Share Capital”); and

(v) proposed amendments to the Memorandum and Articles of Association (“M&A”) of TTB (“Proposed M&A Amendments”).

The Proposed Rights Issue with Warrants, Proposed Exemption, Proposed ESOS, Proposed Increase in Authorised Share Capital and the Proposed M&A Amendments are collectively referred to as the “Proposals”.

Please refer to the attachment for further information.

This announcement is dated 26 December 2013.

Attachments

TTB - Announcement.pdf
350 KB


HIBISCS - Results from Block 50 Oman Drilling

Announcement Type: General Announcement
Company NameHIBISCUS PETROLEUM BERHAD  
Stock Name HIBISCS  
Date Announced26 Dec 2013  
CategoryGeneral Announcement
Reference NoHP-131226-64728

TypeReply to query
Reply to Bursa Malaysia's Query Letter - Reference IDIJ-131226-34446
SubjectResults from Block 50 Oman Drilling
DescriptionReply to Bursa Securities' Query Dated 26 December 2013
Query Letter Contents We refer to the Company's announcements dated 24 December 2013, in respect of
the aforesaid matter.

In this connection, kindly furnish Bursa Malaysia Securities Berhad ("Bursa
Securities") with the following additional information for public release:-

The financial impact to the Group arising from the outcome of the drilling of
MNN#1 well, including the total cost incurred for the drilling of the MNN#1
well and the amount to be written off, if any; and
The estimated total cost to be incurred for the drilling programme of the
second exploration well in Block 50 Oman and the source of funds.

Please furnish Bursa Securities with your reply within one (1) market day from
the date hereof.


Yours faithfully




HENG TECK HENG
Head, Issuers
Listing Division
Regulation
HTH/IJ
c.c:- General Manager and Head, Market Surveillance, Securities Commission
(via fax)

Further to its announcement on 24 December 2013, Hibiscus Petroleum Bhd (“Hibiscus”) would like to clarify the following :-

 

1. Financial impact to the Hibiscus Group arising from the MNN #1 well result under Block 50 Oman concession

 

Masirah Oil Limited (“Masirah”), the entity which holds rights to the Block 50 concession, is held by Lime Petroleum Plc (“Lime”) (64%) and Petroci Holding (36%). Hibiscus holds 35% in Lime. Hibiscus accounts for its 35% interest in Lime as Investment in Joint Venture in its consolidated Statement of Financial Position and recognises its share of Lime’s profit or loss in its consolidated Income Statement.

 

The total estimated costs incurred by Masirah for the MNN #1 well recently drilled is approximately USD18.3 million (RM60 million). Hibiscus and Lime have both adopted the full cost method of accounting wherein oil and gas expenditure incurred is accumulated in respect of each identifiable area of interest and capitalized (and not expensed) to the extent certain conditions are satisfied 1.

 

In this instance, the area of interest is the Block 50 Oman concession, and in line with the adopted accounting policy, we believe that Lime would be capitalizing the costs of the MNN #1 well and would not be writing off the cost to its Income Statement at this stage. Until and unless the area is abandoned (and as there are no plans to abandon the area currently), there is no requirement for costs to be written off. In this event, Hibiscus would not be recognizing its share of the cost of the MNN #1 well in its Income Statement at this time.

 

In addition, exploration and evaluation (“E & E”) assets are assessed for impairment when facts and circumstances suggest that the carrying amount of an E & E asset may exceed its recoverable amount. For Lime/Masirah, as there is a plan to drill a second well in the near future, and with the existence of other prospects within the Block 50 Oman concession, at this stage, we believe that it is too premature to conclude on potential impairment, if any. The impact of the MNN #1 well result on the impairment assessment will be fully evaluated by Lime/Masirah and the results will be disclosed in Lime’s audited consolidated financial statements for the financial year ending 31 December 2013. Hibiscus would then account for impairment losses as part of its share of Lime’s profit or loss, if any.

 

In relation to its investment in Lime, Hibiscus shall assess the carrying value of its investment with its recoverable amount as at 31 December 2013, in accordance with its accounting policy. The results of its assessment will be disclosed in its next Quarterly Report.

 

2. Estimated total cost of the second exploration well and sources of funds

 

The total estimated cost for the second exploration well is expected to be approximately USD25 million (RM83 million). The cost of this well is expected to be fully funded by cash already available in Masirah. The shareholders of Masirah, namely Lime and Petroci Holding, had injected the required funds into Masirah prior to the commencement of the 2-well drilling programme in Oman. It should be noted that the second well is subject to the approval of the relevant regulatory authorities in Oman.

 

 

 

Footnote :-

 

1 These conditions include :-

o the rights to tenure of the area of interest are current; and

o at least one of the following conditions are also met:

 i. the exploration and evaluation (“E & E”) expenditures are expected to be recouped through successful development and exploitation of the area of interest, or alternatively, by its sale; and

 ii. E & E activities in the area of interest have not at the reporting date reached a stage which permits reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest are continuing.


JETSON - Notice of Person Ceasing (29C) - Shapadu Capital Sdn. Bhd (Amended Announcement)

Announcement Type: Notice of Person Ceasing to be a Substantial Shareholder Pursuant to Form 29C of the Companies Act. 1965
Company NameKUMPULAN JETSON BERHAD  
Stock Name JETSON  
Date Announced26 Dec 2013  
CategoryNotice of Person Ceasing to be a Substantial Shareholder Pursuant to Form 29C of the Companies Act. 1965
Reference NoCS-131226-925C6

Particulars of substantial Securities Holder

NameShapadu Capital Sdn. Bhd
AddressLot 10 Jalan Pelabur 23/1
Seksyen 23
40000 Shah Alam
Selangor Darul Ehsan
NRIC/Passport No/Company No.913522-H
Nationality/Country of incorporationIncorporated in Malaysia
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Date of cessation16/12/2013
Name & address of registered holderShapadu Capital Sdn. Bhd.
Lot 10 Jalan Pelabur 23/1
Seksyen 23
40000 Shah Alam
Selangor Darul Ehsan
CurrencyMalaysian Ringgit (MYR)
Number of securities disposed1,000,000 
Price Transacted ($$) 
Circumstances by reason of which a person ceases to be a substantial securities HolderDisposal of Shares
Nature of interestDirect
Date of notice17/12/2013

Remarks :
The number of securities disposed was 1,000,000 instead of 4,209,100.
The amended Form 29C was received by the Company on 26 December 2013.

GADANG - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):NON RELATED PARTY TRANSACTIONS

Announcement Type: General Announcement
Company NameGADANG HOLDINGS BHD  
Stock Name GADANG  
Date Announced26 Dec 2013  
CategoryGeneral Announcement
Reference NoMB-131226-39926

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionGADANG HOLDINGS BERHAD ("GADANG" OR "COMPANY")

PROPOSED JOINT VENTURE BETWEEN ACHWELL PROPERTY SDN BHD, A WHOLLY-OWNED SUBSIDIARY OF GADANG, AND CAPITAL CITY PROPERTY SDN BHD FOR AN INTEGRATED DEVELOPMENT COMPRISING A RETAIL PODIUM, OFFICE SUITES TOWER BLOCKS AND HOTEL SUITES TOWER BLOCKS IN BANDAR JOHOR BAHRU, DISTRICT OF JOHOR BAHRU, STATE OF JOHOR DARUL TAKZIM (“PROPOSED JOINT VENTURE”)
On behalf of the Board of Directors of Gadang, AmInvestment Bank Berhad wishes to announce that Achwell Property Sdn Bhd (“APSB” or “Landowner”), a wholly-owned subsidiary of Gadang, had on 26 December 2013 entered into a joint venture agreement (“Agreement”) with Capital City Property Sdn Bhd (“CCPSB” or “Developer”) for the proposed development and construction of an integrated development on eighty-four (84) parcels of land located in Bandar Johor Bahru, District of Johor Bahru, State of Johor Darul Takzim (“Said Land”). The total land area for the development, including amongst others, roads and other common areas, is approximately 12.0 acres.
The proposed integrated development, subject to the approval of the relevant authorities, is expected to generate an estimated gross development value (“GDV”) of RM1.8 billion which entails the following proposed components, will be completed not later than sixty-six (66) months from the Commencement Date (as defined in Section 2.3.3 of the attachment):-

(i) a retail podium of ten (10) levels (inclusive of a lower ground level) of retail and car park floors measuring in aggregate approximately 261,239 square metres;
    (ii) three (3) tower blocks of office (SOHO) suites comprising fifteen (15) levels of office (SOHO) suites measuring in aggregate approximately 18,140 square metres per block; and
      (iii) two (2) tower blocks of hotel suites measuring in aggregate approximately 23,548 square metres and 33,817 square metres respectively;

      (collectively referred to as “the Project”).

      Under the terms of the Agreement, CCPSB shall pay to APSB a total value equivalent to 16.7% of the final GDV of the Project, up to a maximum sum of RM323,999,999 inclusive of the market value of the Said Land of RM57,500,000. Based on the estimated GDV of the Project of RM1.8 billion, APSB’s entitlement is RM300,600,000. The final GDV will be determined upon completion of the Project.

      Please refer to the attachment for further details in relation to the Proposed Joint Venture.
        This announcement is dated 26 December 2013.

        Attachments

        Gadang ann 2013-12-26 _final.pdf
        110 KB


        WCT - 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 NameWCT HOLDINGS BERHAD  
        Stock Name WCT  
        Date Announced26 Dec 2013  
        CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
        Reference NoWW-131226-35717

        Particulars of substantial Securities Holder

        NameEmployees Provident Fund Board
        AddressTingkat 19, Bangunan KWSP, Jalan Raja Laut, 50350 Kuala Lumpur
        NRIC/Passport No/Company No.EPFACT1991
        Nationality/Country of incorporationMalaysia
        Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
        Name & address of registered holderCitigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (88,468,810 Shares)
        Employees Provident Fund Board (1,722,125 Shares)
        Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board(Amundi)(1,896,000 Shares)
        Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board(HDBS)(5,018,895 Shares)
        Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (KAF FM) (3,600,000 Shares)
        Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (NOMURA) (6,657,000 Shares)
        Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (PHEIM) (940,000 Shares)
        Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (CIMB PRI) (14,742,750 Shares)
        Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (ARIM) (2,200,000 Shares)

        Details of changes

        Currency: Malaysian Ringgit (MYR)

        Type of transactionDate of change
        No of securities
        Price Transacted (RM)
        Disposed20/12/2013
        998,400
         

        Circumstances by reason of which change has occurredDisposal of shares
        Nature of interestDirect
        Direct (units)125,245,580 
        Direct (%)11.46 
        Indirect/deemed interest (units) 
        Indirect/deemed interest (%) 
        Total no of securities after change125,245,580
        Date of notice26/12/2013

        Remarks :
        Form 29B dated 23 December 2013 was received on 26 December 2013.

        BERTAM - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):NON RELATED PARTY TRANSACTIONS

        Announcement Type: General Announcement
        Company NameBERTAM ALLIANCE BERHAD  
        Stock Name BERTAM  
        Date Announced26 Dec 2013  
        CategoryGeneral Announcement
        Reference NoCK-131226-48508

        TypeAnnouncement
        SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
        NON RELATED PARTY TRANSACTIONS
        DescriptionBERTAM ALLIANCE BERHAD ("BERTAM")
        SUBSCRIPTION OF 4,900,000 ORDINARY SHARES OF RM1.00 EACH IN GJH PRESTIGE SDN BHD ("GJH PRESTIGE"), REPRESENTING 49% OF THE TOTAL ISSUED AND PAID UP CAPITAL OF GJH PRESTIGE, BY BERTAM DEVELOPMENT SDN BHD ("BERTAM DEVELOPMENT"), A WHOLLY-OWNED SUBSIDIARY OF THE COMPANY

        Please refer to the attachment for the details of the announcement.

        Attachments

        Bertam - Subscription of shares in GJH Prestige Sdn Bhd .pdf
        56 KB


        YOKO - Notice of Shares Buy Back - Immediate Announcement

        Announcement Type: Notice of Shares Buy Back - Immediate Announcement
        Company NameYOKOHAMA INDUSTRIES BERHAD  
        Stock Name YOKO  
        Date Announced26 Dec 2013  
        CategoryNotice of Shares Buy Back - Immediate Announcement
        Reference NoCC-131226-3B2B2

        Date of buy back26/12/2013
        Description of shares purchasedOrdinary shares of RM0-50 each
        CurrencyMalaysian Ringgit (MYR)
        Total number of shares purchased (units)20,000
        Minimum price paid for each share purchased ($$)1.200
        Maximum price paid for each share purchased ($$)1.210
        Total consideration paid ($$)24,276.83
        Number of shares purchased retained in treasury (units)20,000
        Number of shares purchased which are proposed to be cancelled (units)
        Cumulative net outstanding treasury shares as at to-date (units)1,391,400
        Adjusted issued capital after cancellation
        (no. of shares) (units)        		 
        Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%)1.6

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