March 28, 2014

Company announcements: KIANJOO, TM, TATGIAP, SENDAI

KIANJOO - PROPOSED MAJOR DISPOSAL AND PROPOSED DISTRIBUTION

Announcement Type: General Announcement
Company NameKIAN JOO CAN FACTORY BERHAD  
Stock Name KIANJOO  
Date Announced28 Mar 2014  
CategoryGeneral Announcement
Reference NoCU-140328-41000

TypeReply to query
Reply to Bursa Malaysia's Query Letter - Reference IDIJ-140326-62095
SubjectPROPOSED MAJOR DISPOSAL AND PROPOSED DISTRIBUTION
DescriptionKIAN JOO CAN FACTORY BERHAD ("KIAN JOO" OR THE "COMPANY")

REPLY TO QUERY IN RELATION TO THE PROPOSED MAJOR DISPOSAL AND PROPOSED DISTRIBUTION
Query Letter Contents We refer to the Company's announcement dated 24 March 2014, 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:-

Date of all the three agreements namely the Business Sale Agreement ("BSA"),
Properties Sale Agreements ("PSA") and Assets Sale Agreement ("ASA");
All the salient terms including the conditions precedents of the BSA, PSA and
ASA respectively;
Names of the regulatory bodies for which approvals are required, including the
name of the foreign regulators and the reason on why the foreign regulators'
approval is required;
Basis in determining the pricing for the mandatory general offer of Box-Pak
(Malaysia) Berhad;
Price-earnings ratio and price-to-book ratio applicable to the Offer Price
based on the EPS and Net Assets per share for the financial year ended 31
December 2013;
Proportion contribution of the financial resources by Ekuiti Merdu Sdn Bhd
("Ekuiti Merdu") and Alleyways Sdn Bhd ("Alleyways") respectively and
confirmation on the adequacy of financial resources by each party;
Roles and responsibilities of Ekuiti Merdu and Alleyways respectively in the
Proposed Major Disposal;
Breakdown of the shareholders' shareholdings in Alleyways;
Background information including the past working experiences of the directors
of Aspire and shareholders of Alleyways respectively;
Tabulation of all the properties held by the Company, including the
description, location, area, tenure, expiry date (if leasehold), date of last
revaluation undertaken and the Net Book Value ("NBV") based on the latest
audited financial statements;
Quantification (in percentage) of the NBV of all the Company's properties over
the Total Assets of the Group based on the latest audited financial statements;
Detailed clarification on Mr See Teow Koon's dissentment particularly on the
disposal consideration and Aspire's proof of funds together with the Board's
view;
Confirmation on whether Mr Chee Kay Leong and Can-One Berhad, which is the
major shareholder holding 32.9% in Kian Joo Can Factory Berhad ("Kian Joo"),
are deemed as "person connected" pursuant to Paragraph 1.01 of the Main Market
Listing Requirements together with the basis/reasons thereof; and
Besides the Letter of Offer from Aspire, it is noted that Toyota Tsusho
Corporation ("TTC") has made the non-binding Letter of Interest ("LOI") on 17
March 2014 to acquire 51% of Kian Joo shares. In this regard, please provide
the Board's view on why Kian Joo is in no position to consider the LOI.

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


Yours faithfully




HENG TECK HENG
Vice President, Issuers
Listing Division
Regulation
IJ
c.c:- General Manager and Head, Market Surveillance, Securities Commission
(via fax)
(Unless otherwise defined, all terms used in this announcement have the same meaning ascribed in the announcement dated 24 March 2014)
Reference is made to the query letter from Bursa Malaysia Securities Berhad dated 26 March 2014, which we received on 27 March 2014 in respect of the Company's announcement dated 24 March 2014 ("Announcement") in relation to the above.

On behalf of Kian Joo, we are pleased to furnish the additional information as requested:

1. We wish to inform that all the agreements namely BSA, PSA and ASA, collectively referred to as the “Agreements” are dated 24 March 2014.

2. All conditions precedent to the BSA have been set out in Section 2.1 of the Announcement. For clarity, please be informed that the parties have entered into 11 PSAs relating to the transfer of properties owned by Kian Joo to Aspire. Of the 11 PSAs, the terms and conditions contained in the PSAs are identical (save for the property involved) (“Identical PSAs”) except one which requires the consent of the State Authority for the transfer contemplated therein (“Non-Identical PSA”). For the conditions precedent/salient terms of the PSAs (including the Identical PSAs and Non-Identical PSA) and ASA, please refer to Appendix I.

3. The approvals required for the Proposed Disposal has been set out in Section 8 of the Announcement. The regulatory bodies which approvals required are:
    (i) MITI

    (ii) State Authority (relating to the transfer of property)

    (iii) Management Board of Vietnam Singapore Industrial Park is required for the transfer of shares in Kian Joo’s subsidiary in Vietnam namely Kian Joo Can (Vietnam) Co., Ltd. to Aspire.

4. We understand from Aspire that the pricing for the mandatory general offer (“MGO”) of Box-Pak (Malaysia) Berhad will be fixed in accordance with the provisions of the Malaysian Code on Take-Overs and Mergers, 2010. For illustration purposes, assuming an indicative issue price of RM2.29, which is calculated based on twenty (20)-day volume weighted average market prices of Kian Joo preceding the Offer by Aspire to Kian Joo.

5. The price-earnings ratio and price-to-book ratio are 12.39 times and 1.41 times based on the EPS of 26.64 sen and NA per share of RM2.34 as at FYE 31 December 2013 respectively.

6. Kindly refer to Appendix II.

7. Kindly refer to Appendix II.

8. Kindly refer to Appendix II.

9. Kindly refer to Appendix II.

10. Kindly refer to Appendix III.

11. Kindly refer to Appendix III.

12. The clarification, if any from Mr See Teow Koon will be provided in the Circular to be despatched to the shareholders of Kian Joo in due course. The Board’s view on the Aspire’s proof of fund has been set out in Section 17 of the Announcement.

13. Mr. Chee Khay Leong and Can One Berhad are not deemed as “person connected” pursuant to Paragraph 1.01 of the Main Market Listing Requirements (“Paragraph 1.01”) because they do not fall within any of the subsections set out under the definition of “person connected” in Paragraph 1.01.

14. The non-binding Letter of Interest (“LOI”) from Toyota Tsusho Corporation is for the ordinary shares of Kian Joo. Kian Joo does not own those shares, hence it is not in a position to consider the LOI.

Attachments

APPENDICES.pdf
310 KB



TM - 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 NameTELEKOM MALAYSIA BERHAD  
Stock Name TM  
Date Announced28 Mar 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoTM-140328-91409

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 Share of RM0.70 each
Name & address of registered holder1) Employees Provident Fund Board
Tingkat 19, Bangunan KWSP
Jalan Raja Laut, 50350 Kuala Lumpur.

2) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

3) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (AMUNDI)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

4) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (KIB)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

5) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (HDBS)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur

6) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (RHB INV)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

7) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (AM INV)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

8) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (KAF FM)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

9) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (NOMURA)
Level 42, Menara Citibank
165 Jalan Ampang, 50450 Kuala Lumpur.

10) Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (ARIM)
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)
Acquired25/03/2014
893,900
 
Disposed25/03/2014
2,000,000
 
Disposed25/03/2014
500,000
 
Disposed25/03/2014
100,000
 

Circumstances by reason of which change has occurred1. Acquisition of 893,900 shares by Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board

2. Disposal of shares by the following portfolio managers:
(a) Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (HDBS) - 2,000,000;
(b) Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (KAF FM) - 500,000;
(c) Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (ARIM) - 100,000
Nature of interestDirect
Direct (units)291,914,300 
Direct (%)8.16 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change291,914,300
Date of notice26/03/2014

Remarks :
The notice was received by Telekom Malaysia Berhad on 28 March 2014.


TATGIAP - Notice of Interest Sub. S-hldr (29A) - Poscon Engineering Sdn. Bhd.

Announcement Type: Notice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Company NameTATT GIAP GROUP BERHAD  
Stock Name TATGIAP  
Date Announced28 Mar 2014  
CategoryNotice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Reference NoCC-140328-27022

Particulars of Substantial Securities Holder

NamePoscon Engineering Sdn. Bhd.
Address6779, Jalan Kampung Gajah
12200 Butterworth, Penang
NRIC/Passport No/Company No.328954-P
Nationality/Country of incorporationMALAYSIA
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderJasa Dunia Sdn. Bhd.
6779, Jalan Kampung Gajah
12200 Butterworth, Penang

Date interest acquired & no of securities acquired

CurrencyMalaysian Ringgit (MYR)
Date interest acquired25/03/2014
No of securities10,301,199
Circumstances by reason of which Securities Holder has interestIndirect interest held through Jasa Dunia Sdn. Bhd.
Nature of interestIndirect
Price Transacted ($$)

Total no of securities after change

Direct (units)
Direct (%)
Indirect/deemed interest (units)10,301,199 
Indirect/deemed interest (%)9.92 
Date of notice28/03/2014

Remarks :
The notice of interest of substantial shareholder was received on 28 March 2014.


TATGIAP - Notice of Interest Sub. S-hldr (29A) - Jasa Dunia Sdn. Bhd.

Announcement Type: Notice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Company NameTATT GIAP GROUP BERHAD  
Stock Name TATGIAP  
Date Announced28 Mar 2014  
CategoryNotice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Reference NoCC-140328-50172

Particulars of Substantial Securities Holder

NameJasa Dunia Sdn. Bhd.
Address6779, Jalan Kampung Gajah
12200 Butterworth, Penang
NRIC/Passport No/Company No.958866-X
Nationality/Country of incorporationMALAYSIA
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderJasa Dunia Sdn. Bhd.
6779, Jalan Kampung Gajah
12200 Butterworth, Penang

Date interest acquired & no of securities acquired

CurrencyMalaysian Ringgit (MYR)
Date interest acquired25/03/2014
No of securities10,301,199
Circumstances by reason of which Securities Holder has interestAcquisition of shares
Nature of interestDirect
Price Transacted ($$)

Total no of securities after change

Direct (units)10,301,199 
Direct (%)9.92 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Date of notice28/03/2014

Remarks :
The notice of interest of substantial shareholder was received on 28 March 2014.


TATGIAP - Notice of Interest Sub. S-hldr (29A) - Tan Ai Eng

Announcement Type: Notice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Company NameTATT GIAP GROUP BERHAD  
Stock Name TATGIAP  
Date Announced28 Mar 2014  
CategoryNotice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Reference NoCC-140328-20121

Particulars of Substantial Securities Holder

NameTan Ai Eng
Address6779, Jalan Kampung Gajah
12200 Butterworth, Penang
NRIC/Passport No/Company No.661107-07-5546
Nationality/Country of incorporationMALAYSIAN
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderJasa Dunia Sdn. Bhd.
6779, Jalan Kampung Gajah
12200 Butterworth, Penang

Date interest acquired & no of securities acquired

CurrencyMalaysian Ringgit (MYR)
Date interest acquired25/03/2014
No of securities10,301,199
Circumstances by reason of which Securities Holder has interestIndirect interest held through Jasa Dunia Sdn. Bhd.
Nature of interestIndirect
Price Transacted ($$)

Total no of securities after change

Direct (units)
Direct (%)
Indirect/deemed interest (units)10,301,199 
Indirect/deemed interest (%)9.92 
Date of notice28/03/2014

Remarks :
The notice of interest of substantial shareholder was received on 28 March 2014.


TATGIAP - Notice of Interest Sub. S-hldr (29A) - Dato' Hong Yeam Wah

Announcement Type: Notice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Company NameTATT GIAP GROUP BERHAD  
Stock Name TATGIAP  
Date Announced28 Mar 2014  
CategoryNotice of Interest of Substantial Shareholder Pursuant to Form 29A of the Companies Act. 1965
Reference NoCC-140328-24419

Particulars of Substantial Securities Holder

NameDato' Hong Yeam Wah
Address6779, Jalan Kampung Gajah
12200 Butterworth, Penang
NRIC/Passport No/Company No.570914-07-5055
Nationality/Country of incorporationMALAYSIAN
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderJasa Dunia Sdn. Bhd.
6779, Jalan Kampung Gajah
12200 Butterworth, Penang

Date interest acquired & no of securities acquired

CurrencyMalaysian Ringgit (MYR)
Date interest acquired25/03/2014
No of securities10,301,199
Circumstances by reason of which Securities Holder has interestIndirect interest held through Jasa Dunia Sdn. Bhd.
Nature of interestIndirect
Price Transacted ($$)

Total no of securities after change

Direct (units)
Direct (%)
Indirect/deemed interest (units)10,301,199 
Indirect/deemed interest (%)9.92 
Date of notice28/03/2014

Remarks :
The notice of interest of substantial shareholder was received on 28 March 2014.


TATGIAP - Notice of Person Ceasing (29C) - Perbadanan Nasional Berhad

Announcement Type: Notice of Person Ceasing to be a Substantial Shareholder Pursuant to Form 29C of the Companies Act. 1965
Company NameTATT GIAP GROUP BERHAD  
Stock Name TATGIAP  
Date Announced28 Mar 2014  
CategoryNotice of Person Ceasing to be a Substantial Shareholder Pursuant to Form 29C of the Companies Act. 1965
Reference NoCC-140328-65835

Particulars of substantial Securities Holder

NamePerbadanan Nasional Berhad
AddressLevel 16, Menara PNS
Tower 7, Avenue 7
Bangsar South City
No. 8, Jalan Kerinchi
59200 Kuala Lumpur
NRIC/Passport No/Company No.9157-K
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Date of cessation25/03/2014
Name & address of registered holderPerbadanan Nasional Berhad
Level 16, Menara PNS
Tower 7, Avenue 7
Bangsar South City
No. 8, Jalan Kerinchi
59200 Kuala Lumpur
CurrencyMalaysian Ringgit (MYR)
Number of securities disposed10,301,199 
Price Transacted ($$) 
Circumstances by reason of which a person ceases to be a substantial securities HolderDisposal of shares
Nature of interestDirect
Date of notice28/03/2014

Remarks :
The notice of person ceasing to be a substantial shareholder was received on 28 March 2014.


SENDAI - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):DEALINGS OUTSIDE CLOSED PERIOD

Announcement Type: General Announcement
Company NameEVERSENDAI CORPORATION BERHAD  
Stock Name SENDAI  
Date Announced28 Mar 2014  
CategoryGeneral Announcement
Reference NoEC-140328-8EEB4

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS OUTSIDE CLOSED PERIOD
DescriptionPursuant to Paragraph 14.09 (a) of the Main Market Listing Requirements of Bursa Securities Berhad, the following Director / Principal Officer has transacted dealings in the securities of EVERSENDAI CORPORATION BERHAD as set out in Table 1 hereunder

Table 1

Name of Director

Date of
Acquisition

Consideration (Average Price
per share)

Number of
Shares

% of Issued
Shares

Tan Sri Nathan a/l Elumalay

28 March 2014

1.000

80,000

0.010%


This announcement is dated 28 March 2014.


SENDAI - Changes in Director's Interest (S135) - Tan Sri Nathan a/l Elumalay

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameEVERSENDAI CORPORATION BERHAD  
Stock Name SENDAI  
Date Announced28 Mar 2014  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoEC-140328-8EEBD

Information Compiled By KLSE

Particulars of Director

NameTan Sri Nathan a/l Elumalay
Address7, Persiaran Bruas, Damansara Heights,
50490 Kuala Lumpur
Descriptions(Class & nominal value)Ordinary Shares of RM0.50 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Acquired
28/03/2014
80,000
1.000 

Circumstances by reason of which change has occurredPurchase through open market.
Nature of interestDirect
Consideration (if any)RM80,038 

Total no of securities after change

Direct (units)548,420,920 
Direct (%)70.86 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Date of notice28/03/2014

Remarks :
We received the notice on even date.


SENDAI - Changes in Sub. S-hldr's Int. (29B) - Tan Sri Nathan a/l Elumalay

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameEVERSENDAI CORPORATION BERHAD  
Stock Name SENDAI  
Date Announced28 Mar 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoEC-140328-8EEA9

Particulars of substantial Securities Holder

NameTan Sri Nathan a/l Elumalay
Address7, Persiaran Bruas,
Damansara Heights,
50490 Kuala Lumpur
NRIC/Passport No/Company No.560331-10-5241
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderTan Sri Nathan a/l Elumalay
7, Persiaran Bruas,
Damansara Heights,
50490 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired28/03/2014
80,000
1.000 

Circumstances by reason of which change has occurredAcquisition of shares
Nature of interestDirect
Direct (units)548,420,920 
Direct (%)70.86 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change548,420,920
Date of notice28/03/2014

Remarks :
This announcement is based on the information in the Notice of Change in the Interest of Substantial Shareholder (Form 29B) dated 28 March 2014 received by the Company on even date.


No comments:

Post a Comment