March 5, 2014

Company announcements: DRBHCOM, HUNZPTY, KIMLUN, PCHEM, IJMLAND, FGV, P&O, MAXIS, BCB

DRBHCOM - 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 NameDRB-HICOM BERHAD  
Stock Name DRBHCOM  
Date Announced5 Mar 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoDD-140305-44341

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
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)
Acquired28/02/2014
170,000
 
Acquired28/02/2014
482,400
 

Circumstances by reason of which change has occurredAcquisition of shares by Citigroup Nominees (Tempatan) Sdn Bhd
Nature of interestDirect
Direct (units)652,400 
Direct (%)8.815 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change170,411,100
Date of notice03/03/2014

Remarks :
The Form 29B was received by the Company on 5 March 2014.


HUNZPTY - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company NameHUNZA PROPERTIES BERHAD  
Stock Name HUNZPTY  
Date Announced5 Mar 2014  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoCP-140305-3882C

Date of buy back05/03/2014
Description of shares purchasedOrdinary shares of RM1.00 each
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)51,100
Minimum price paid for each share purchased ($$)1.920
Maximum price paid for each share purchased ($$)1.930
Total consideration paid ($$)98,586.16
Number of shares purchased retained in treasury (units)51,100
Number of shares purchased which are proposed to be cancelled (units)
Cumulative net outstanding treasury shares as at to-date (units)13,348,252
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 (%)5.45

Remarks :
The amount paid for share purchased is inclusive of commission, clearing house fee and stamp duty.


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

Announcement Type: General Announcement
Company NameKIMLUN CORPORATION BERHAD  
Stock Name KIMLUN  
Date Announced5 Mar 2014  
CategoryGeneral Announcement
Reference NoCK-140305-40030

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionKIMLUN CORPORATION BERHAD (867077-X) ("KIMLUN" or "THE COMPANY")- ACQUISITION BY KIMLUN LAND SDN BHD (926350-P), A WHOLLY OWNED SUBSIDIARY OF KIMLUN CORPORATION BERHAD, OF FORTY ONE (41) 99-YEAR LEASEHOLD VACANT DETACHED LOTS AT SEKSYEN U10 SHAH ALAM, MUKIM OF BUKIT RAJA, DISTRICT OF PETALING JAYA, STATE OF SELANGOR DARUL EHSAN ("ACQUISITION")

1. INTRODUCTION

Pursuant to Paragraph 10.06 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the Board of Directors of Kimlun (“the Board”) wishes to announce that on 5 March 2014, its wholly owned subsidiary, Kimlun Land Sdn Bhd ("KLLSB"), has entered into an Agreement of Sale (“Agreement”) with Bayu Melati Sdn Bhd (“BMSB”) on the purchase of forty one (41) 99-year leasehold vacant detached lots on en bloc basis, the details of which are tabulated in Appendix A hereinafter for a total cash consideration of RM28,987,432.00 (“Purchase Consideration”).

2. INFORMATION ON KLLSB

KLLSB was incorporated in Malaysia on 22 December 2010 under the Companies Act, 1965 as a private limited company. The principal activity of KLLSB is investment holding and property development. The present authorised share capital of KLLSB is RM5,000,000 divided into 5,000,000 ordinary shares of RM1.00 each and the issued and paid-up share capital is RM5,000,000 divided into 5,000,000 ordinary shares of RM1.00 each.

3. INFORMATION ON BMSB

BMSB, a wholly owned subsidiary of Melati Ehsan Holdings Berhad (673293-X), was incorporated in Malaysia on 2 January 1997 under the Companies Act, 1965 as a private limited company. BMSB is principally engaged in infrastructure works, building construction, civil works, turnkey contractor and property development. The present authorised share capital of BMSB is RM5,000,000 divided into 5,000,000 ordinary shares of RM1.00 each and the issued and paid-up share capital is RM1,000,000 divided into 1,000,000 ordinary shares of RM1.00 each.

4. INFORMATION ON THE SUBJECT PROPERTY

The forty one (41) 99-year leasehold vacant detached lots with the leasehold expiring 27 January 2103 (collectively “the Subject Property”) are located in the Seksyen U10 Shah Alam, Mukim of Bukit Raja, District of Petaling Jaya, State of Selangor Darul Ehsan.

The Subject Property with collective land area of approximately 386,499 square feet is strategically located next to Bukit Cherakah Forest Reserve and surrounded by established housing development such as Bukit Jelutong, Sunway Kayangan, Sunway Alam Suria and Cahaya SPK. It is approximately 5 kilometers away from the entrance to Guthrie Corridor Expressway that links to major expressways/highways such as North South Expressway and Federal Highway to Petaling Jaya and Kuala Lumpur.

The registered owner of the Subject Property is Tengku Shahrudin Sdn. Bhd. (“Proprietor”). By a development agreement (“Development Agreement”) and a power of attorney (“PA”), the Proprietor has granted the development right in relation to certain properties including the Subject Property (“Development Properties") to BMSB. Pursuant to the Development Agreement and the PA, BMSB is empowered to, inter alia, sell the Development Properties and execute the sale and purchase agreements, the memoranda of transfer and other documents for the purpose of transferring and vesting the legal title and beneficial ownership of the Development Properties to the end-purchasers.

The Subject Property is endorsed with the following restriction-in-interest:

“Tanah ini tidak boleh dijual, dipajak, digadai atau dipindahmilik dengan apa cara sekalipun melainkan dengan kebenaran Pihak Berkuasa Negeri”

Save and except for HS (M) 3544 PT 7237, Mukim of Bukit Raja, District of Petaling, State of Selangor which is currently charged to Public Bank Berhad (“Encumbered Lot”), the remaining vacant detached lots are free from encumbrances.

Further details of each of the vacant detached lots are tabulated in Appendix A hereinafter.

5. DETAILS OF THE ACQUISITION

5.1 Salient Terms of Agreement

(1) Conditions Precedent (“CP”)

The Acquisition is conditional upon the prior obtaining and fulfilment of the following conditions precedent (collectively “CP”) by BMSB within six (6) months from the date of the Agreement:

(a) The consent of the Selangor State Authority for the sale and transfer of the Subject Property to KLLSB (“State Consent For Transfer”);

(b) The certificate of completion and compliance in respect of infrastructures such as roads and drains (collectively “CCC For Supporting Infrastructure”) servicing the Subject Property together with the “as built” infrastructure plans;

(c) A letter by the Proprietor addressed to KLLSB confirming that:

(i) the Development Agreement and the PA are still valid, effective and binding on the Proprietor and BMSB;

(ii) the Proprietor has ceased to have any more right and interest in or any claim against the Subject Property or any thereof; and

(iii) BMSB is legally free to sell the Subject Property to the Purchaser, and is entitled to receive the Purchase Consideration and all other payments in connection with the Proposed Acquisition,

together with all necessary documents required for the registration of the transfer of the Subject Property in favour of KLLSB or its nominee(s); and

(d) The discharge of the Encumbered Lot from the charge favouring Public Bank Berhad

The Agreement will become unconditional on the date on which KLLSB is in receipt of documentary evidence that all the CPs are fulfilled, and the confirmation from BMSB’s solicitors that they are in receipt of the original title to the Encumbered Lot free from encumbrances (“Unconditional Date”).

(2) Payment of Purchase Consideration

The Purchase Consideration will be satisfied in the following manner:-

(i) 1% of the Purchase Consideration upon the execution of the Agreement;

(ii) 9% of the Purchase Consideration within fourteen (14) days from the Unconditional Date; and

(iii) 90% of the Purchase Consideration shall be payable within three (3) months from the Unconditional Date with an automatic extension period of one (1) month for which an interest of 8% per annum will be imposed.

5.2 Basis of Arriving at the Consideration

The Purchase Consideration of the Subject Property was arrived at after taking into consideration various factors as follows:-

(i) The market value of the Subject Property of RM29,000,000 as appraised by Messrs. CH Williams Talhar & Wong Sdn Bhd, the independent registered valuer appointed by KLLSB, using the comparison method of valuation per its valuation certificate dated 24 February 2014 (“Valuation Certificate”);

(ii) The Subject Property is acquired with complete infrastructure such as road, drains, sewerage plant, telephone manhole/lines, water tee off points/mains, power substations/lines and street lightings and they are ready for immediate development upon approval from the relevant authorities:

(iii) The strategic location of the Subject Property; and

(iv) The Subject Property will be purchased free from all encumbrances and with vacant possession.

5.3 Source of Funds

The Purchase Consideration will be satisfied wholly in cash from internally generated funds and/or external borrowings, breakdown of which is not finalized at this juncture.

5.4 Liabilities to be Assumed

There are no liabilities, including contingent liabilities and guarantees, to be assumed by KIMLUN Group arising from the Acquisition.

5.5 Estimated Time Frame for Completion

Barring unforeseen circumstances, the Acquisition is expected to be completed in the third quarter of year 2014.

5.6 Net Book Value (“NBV”)

KIMLUN Group is unable to disclose the latest audited NBV of any of the parcels of land as it is not privy to such information.

6. RATIONALE FOR THE ACQUISITION AND PROPOSED DEVELOPMENT

The Acquisition provides an opportunity for the Group to increase the size of its land bank in strategic location in order to enhance its future revenue and earnings.

KLLSB plans to build bungalows on the Subject Property for sale. The source of funds to finance the development is likely to be from internally generated funds and bank borrowings.

As the development potential has yet to be detailed or finalised at this preliminary stage, the total development revenue/cost, expected commencement and completion date or expected profits to be derived cannot be readily ascertained.

Given the strategic location of the Subject Property as described in Section 4 above, the management is confident that the housing development to be carried out on the Subject Property will be well received.

7. ECONOMIC OUTLOOK AND PROSPECTS

The Malaysian economy is expected to expand further by 5% - 5.5% in 2014 (2013: 4.5% - 5%), supported by favourable domestic demand and an improving external environment. Growth will be private-led, supported by strong private capital spending while private consumption continues to remain resilient. Although some degree of uncertainty exists in the global environment due to the volatility of capital flows associated with the possibility of reduced global liquidity, Malaysia’s external sector is expected to improve. This is in tandem with the continued recovery of growth across advanced economies as well as stronger regional trade activities which is evident in the second half of 2013. The better outlook of Malaysia’s external sector is premised upon China’s real GDP growth, which is expected to be sustained at around 7.5% while global trade will continue to grow at a steady pace of 5% in 2014.

Domestic demand is expected to continue its strong growth momentum, driven mainly by the private sector. Strong domestic fundamentals, including low unemployment, rising household income and sustained consumer confidence, will support the continued expansion of private consumption. Growth in private investment is expected to remain strong in line with improving external demand and increasing domestic activity. Public expenditure will be largely underpinned by increased spending on supplies and services.

Malaysia’s macroeconomic fundamentals are expected to remain strong. Of significance, labour market conditions are expected to be favourable with the unemployment rate at 3.1%. The labour market is expected to be supported by increased employment particularly in the services-related industries and export-oriented manufacturing industries in tandem with strong domestic consumption and improving external demand. Headline inflation is expected to remain manageable at 2% - 3% in 2014. The increase in the CPI largely reflects fuel price adjustment in September 2013. Global food prices, as reported by the FAO, are expected to remain stable as food commodity markets are projected to be more balanced in 2013 and 2014. Domestic demand-driven inflation is expected to remain modest, amid increased capacity expansion and improved productivity. Producer cost pressure is expected to remain muted given the table energy and commodity prices. Hence, the nominal GNI per capita is expected to increase 6.2% to RM34,126 (2013: 4.2%; RM32,144). In terms of Purchasing Power Parity (PPP), per capital income is expected to increase to 2.6% to reach USD17,173 (2013: 1.3%; USD16,743).

(Source: Economic Report 2013-2014)

In light of these factors, the Board is of the view that the prospects for property development activities in Malaysia will remain positive.


8. RISK FACTORS

The Board is not aware of any risk factors arising from the Acquisition other than the following:

(i) There is no assurance that the approval from the relevant authority will be granted on KLLSB’s proposed development or such approval being granted on conditions which are capable of compliance by KLLSB

(ii) normal market and global economic risks.

9. EFFECTS OF THE ACQUISITION

9.1 Share Capital and Substantial Shareholders

The Acquisition which will be satisfied entirely in cash will not have any effect on the share capital and substantial shareholders’ shareholding of the Company.

9.2 Earnings and Net Assets ("NA")

The Acquisition is not expected to have any material effect on KIMLUN Group's earnings and NA for the financial year ending 31 December 2014. However, the Acquisition is expected to contribute positively to the future earnings and NA of KIMLUN Group.

9.3 Gearing

The Purchase Consideration is to be satisfied by internally generated funds and bank borrowings. The exact mix of internally generated funds and bank borrowings has not been finalized at this juncture. However, for the purpose of this announcement and for illustrative purposes, based on the audited total equity of KIMLUN Group as at 31 December 2012 and the assumption that RM20 million, representing approximately 69% of the total purchase consideration are financed through external borrowings to be procured by KIMLUN Group for the Acquisition, the gearing ratio of KIMLUN Group is expected to increase by 0.07 times to 0.69 times.

10. PERCENTAGE RATIOS

The highest percentage ratio applicable to the Proposed Acquisition is 10.53% pursuant to paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad.

11. INTEREST OF DIRECTORS, MAJOR SHAREHOLDERS AND/OR PERSONS CONNECTED TO THEM

None of the directors, major shareholders of KIMLUN and/or persons connected to them has any interest, direct or indirect, in the Acquisition.

12. DIRECTORS’ STATEMENT

The Board, after having considered the Acquisition, is of the opinion that the Acquisition is in the best interest of the KIMLUN Group.

13. APPROVALS REQUIRED

The Acquisition is not subject to the approval of the shareholders of the Company.

14. DOCUMENT FOR INSPECTION

Copy of the Agreement and Valuation Certificate are available for inspection by members of the Company at the registered office of the Company at Level 18, The Gardens North Tower, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur during business hours from Mondays to Fridays (except Public Holidays) for a period of 3 months from the date of this announcement.

This announcement is dated 5 March 2014

Attachments

Kimlun-Appendix A.pdf
41 KB



PCHEM - 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 NamePETRONAS CHEMICALS GROUP BERHAD  
Stock Name PCHEM  
Date Announced5 Mar 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoPC-140305-9F35C

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 RM0.10 each
Name & address of registered holderCitigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed28/02/2014
1,000,000
 

Circumstances by reason of which change has occurredSale of shares in the open market
Nature of interestDirect
Direct (units)1,000,000 
Direct (%)0.0125 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change970,558,600
Date of notice03/03/2014

Remarks :
Form 29B dated 3 March 2014 was received by the Company on 5 March 2014.


IJMLAND - 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 LAND BERHAD  
Stock Name IJMLAND  
Date Announced5 Mar 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoIL-140305-09B31

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)
Acquired28/02/2014
16,900
 

Circumstances by reason of which change has occurredTransaction of securities
Nature of interestDirect
Direct (units)109,373,500 
Direct (%)7.016 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change109,373,500
Date of notice05/03/2014

Remarks :
Re : Form 29B dated 3 March 2014.


FGV - MATERIAL LITIGATION

Announcement Type: General Announcement
Company NameFELDA GLOBAL VENTURES HOLDINGS BERHAD  
Stock Name FGV  
Date Announced5 Mar 2014  
CategoryGeneral Announcement
Reference NoFG-140305-F5616

TypeAnnouncement
SubjectMATERIAL LITIGATION
DescriptionSEREMBAN HIGH COURT. SIVIL NO. :22-219-2010.
KARIP BIN MOHD SALLEH & 765 OTHERS VS FEDERAL LAND DEVELOPMENT AUTHORITY (“FELDA”) AND FELDA PALM INDUSTRIES SDN. BHD.

Further to the announcement dated 30 January 2014, we would like to update that the Seremban High Court has fixed dates for the continued trial of this matter on 5th , 8th and 9th May 2014.

This announcement is dated 5 March 2014.



P&O - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company NamePACIFIC & ORIENT BERHAD  
Stock Name P&O    
Date Announced5 Mar 2014  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoP&-140305-63013

Date of buy back05/03/2014
Description of shares purchasedOrdinary shares of RM0.50 each
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)26,300
Minimum price paid for each share purchased ($$)1.390
Maximum price paid for each share purchased ($$)1.390
Total consideration paid ($$)36,824.31
Number of shares purchased retained in treasury (units)26,300
Number of shares purchased which are proposed to be cancelled (units)
Cumulative net outstanding treasury shares as at to-date (units)5,436,500
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 (%)0.01


MAXIS - Changes in Sub. S-hldr's Int. (29B) - Employees Provident Fund Board ("EPF Board")

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameMAXIS BERHAD  
Stock Name MAXIS  
Date Announced5 Mar 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoMM-140305-DEE00

Particulars of substantial Securities Holder

NameEmployees Provident Fund Board ("EPF 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 RM0.10 each in Maxis Berhad ("Maxis Shares")
Name & address of registered holderCitigroup Nominees (Tempatan) Sdn Bhd
EPF Board
Level 42, Menara Citibank, 165 Jalan Ampang, 50450 Kuala Lumpur
- in respect of the disposal of 1,572,200 Maxis Shares

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed28/02/2014
1,572,200
 

Circumstances by reason of which change has occurredDisposal
Nature of interestDirect
Direct (units)432,533,700 
Direct (%)5.76 
Indirect/deemed interest (units)40,261,200 
Indirect/deemed interest (%)0.54 
Total no of securities after change472,794,900
Date of notice03/03/2014

Remarks :
This announcement is based on the information in the Notice of Change in the Interests of Substantial Shareholder (Form 29B) dated 3 March 2014 and received by the Company on 5 March 2014.

The registered holders of the 472,794,900 Maxis Shares are as follows:-

Directly held
1. Citigroup Nominees (Tempatan) Sdn Bhd
EPF Board
- in respect of 431,033,700 Maxis Shares

2. EPF Board
- in respect of 1,500,000 Maxis Shares

Held through nominee
3. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (AM INV)
- in respect of 1,782,600 Maxis Shares

4. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (KAF FM)
- in respect of 2,100,000 Maxis Shares

5. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (NOMURA)
- in respect of 17,115,900 Maxis Shares

6. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (CIMB PRI)
- in respect of 16,740,500 Maxis Shares

7. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (ARIM)
- in respect of 1,100,000 Maxis Shares

8. Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident FD BD (TEMPLETON)
- in respect of 1,422,200 Maxis Shares


BCB - Change Of Company Secretary

Announcement Type: Change Of Company Secretary
Company NameBCB BERHAD  
Stock Name BCB  
Date Announced5 Mar 2014  
CategoryChange Of Company Secretary
Reference NoCK-140304-66324

Date of change05/03/2014
Type of changeResignation
DesignationJoint Secretary
License no.MAICSA 7021024
NameTAN BEE HWEE
Working experience and occupation during past 5 years


BCB - Change Of Company Secretary

Announcement Type: Change Of Company Secretary
Company NameBCB BERHAD  
Stock Name BCB  
Date Announced5 Mar 2014  
CategoryChange Of Company Secretary
Reference NoCK-140304-67070

Date of change05/03/2014
Type of changeAppointment
DesignationSecretary
License no.MAICSA 7006751
NameWONG WEI FONG
Working experience and occupation during past 5 years


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