May 14, 2014

Company announcements: LBS, CHOOBEE, PETGAS, PDZ

LBS - Changes in Director's Interest (S135) - DATUK LIM HOCK SEONG

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameLBS BINA GROUP BERHAD  
Stock Name LBS  
Date Announced14 May 2014  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoLB-140514-45767

Information Compiled By KLSE

Particulars of Director

NameDATUK LIM HOCK SEONG
AddressNo. 5, Legenda Puteri 3, Jalan PJU 1A/58A, Damansara Legenda, 47410 Petaling Jaya, Selangor Darul Ehsan.
Descriptions(Class & nominal value)Ordinary Shares of RM1.00 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Acquired
14/05/2014
74,900
 

Circumstances by reason of which change has occurredOpen market purchase
Nature of interestIndirect
Consideration (if any) 

Total no of securities after change

Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Date of notice14/05/2014

Remarks :
Other securities of LBS held as at 14.05.2014:-
Total LBS shares :2,309,500(own name), 265,644,860 shares (held through Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd)) and 88,000 shares (held through spouse)
Total LBS 2008/2018 Warrants : 38,378,946 warrants (held through Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd)).


LBS - Changes in Director's Interest (S135) - MEJ. (K) DATO' SRI LIM HOCK SING

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameLBS BINA GROUP BERHAD  
Stock Name LBS  
Date Announced14 May 2014  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoLB-140514-45766

Information Compiled By KLSE

Particulars of Director

NameMEJ. (K) DATO' SRI LIM HOCK SING
Address83, Jalan SS7/2, Kelana Jaya, 47301 Petaling Jaya, Selangor Darul Ehsan.
Descriptions(Class & nominal value)Ordinary Shares of RM1.00 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Acquired
14/05/2014
74,900
 

Circumstances by reason of which change has occurredOpen market purchase
Nature of interestIndirect
Consideration (if any) 

Total no of securities after change

Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Date of notice14/05/2014

Remarks :
Other securities of LBS held as at 14.05.2014:-
Total LBS shares : 2,125,000 (own name), 265,644,860 shares (held through Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd)) and 158,000 shares (held through spouse)
Total LBS 2008/2018 Warrants : 54,800 warrants (held through spouse)and 38,378,946 warrants (held through Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd)).


LBS - Changes in Sub. S-hldr's Int. (29B) - DATUK LIM HOCK SEONG

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameLBS BINA GROUP BERHAD  
Stock Name LBS  
Date Announced14 May 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoLB-140514-45758

Particulars of substantial Securities Holder

NameDATUK LIM HOCK SEONG
AddressNo. 5, Legenda Puteri 3 (Jalan PJU 1A/58A) Damansara Legenda, 47410 Petaling Jaya, Selangor Darul Ehsan.
NRIC/Passport No/Company No.650626-10-6355
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holder1. Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd), Plaza Seri Setia, Level 1-4, No. 1, Jalan SS9/2, 47300 Petaling Jaya, Selangor Darul Ehsan.
2. Amsec Nominees (Tempatan) Sdn Bhd, Qualifier : AmFinance Berhad of 15th Floor, Bangunan AmBank Group, 55, Jalan Raja Chulan, 50200 Kuala Lumpur for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
3. Public Nominees (Tempatan) Sdn Bhd of P.O. Box 11167, 50738 Kuala Lumpur, Qualifier : Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
4. CIMB Group Nominees (Tempatan) Sdn Bhd of Level 2 Wisma Amanah Raya Berhad, Jalan Semantan, Damansara Heights, 50490 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
5. Mayban Nominees (Tempatan) Sdn Bhd, 14th Floor, Menara Maybank, 100, Jalan Tun Perak, 50050 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
6. MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd, Level 11 & 12, Menara MIDF, 82, Jalan Raja Chulan, 50200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
7. Kenanga Nominees (Tempatan) Sdn Bhd, 8th Floor, Kenanga Internasional, Jalan Sultan Ismail, 50250 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
8. ABB Nominee (Tempatan) Sdn Bhd, 17th Floor, Menara Affin, No. 80, Jalan Raja Chulan, 50200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd (Sea Park)).
9. EB Nominees (Tempatan) Sdn Bhd, 17th Floor, Wisma Cyclecarri, 288, Jalan Raja Laut, 50350 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
10. Mayban Securities Nominees (Tempatan) Sdn Bhd), Level 5, Maybanlife Tower, Dataran Maybank, No. 1, Jalan Maarof, 59000 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
11. JF Apex Nominees (Tempatan) Sdn Bhd, 6th Floor, Menara Apex, Off Jalan Semenyih, Bukit Mewah, 43000 Kajang, Selangor Darul Ehsan, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
12. M&A Nominee (Tempatan) Sdn Bhd, Level 1-3, No. 45 & 47 and 43-6, The Boulevard, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
13. Alliancegroup Nominees (Tempatan) Sdn Bhd, Level 17, Menara Multu-Purpose, Capital Square, No. 8, Jalan Munshi Abdullah, 50100 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
14. Datuk Lim Hock Seong, No. 5, Legenda Puteri 3, Jalan PJU 1A/58, Damansara Legenda, 47410 Petaling Jaya, Selangor Darul Ehsan.

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired14/05/2014
74,900
 

Circumstances by reason of which change has occurredOpen market purchase
Nature of interestIndirect
Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change267,954,360
Date of notice14/05/2014


LBS - Changes in Sub. S-hldr's Int. (29B) - MEJ. (K) DATO' SRI LIM HOCK SING

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameLBS BINA GROUP BERHAD  
Stock Name LBS  
Date Announced14 May 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoLB-140514-45759

Particulars of substantial Securities Holder

NameMEJ. (K) DATO' SRI LIM HOCK SING
Address83, Jalan SS7/2, Kelana Jaya, 47301 Petaling Jaya, Selangor Darul Ehsan.
NRIC/Passport No/Company No.630530-10-7291
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holder1. Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd), Plaza Seri Setia, Level 1-4, No. 1, Jalan SS9/2, 47300 Petaling Jaya, Selangor Darul Ehsan.
2. Amsec Nominees (Tempatan) Sdn Bhd, Qualifier : AmFinance Berhad of 15th Floor, Bangunan AmBank Group, 55, Jalan Raja Chulan, 50200 Kuala Lumpur for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
3. Public Nominees (Tempatan) Sdn Bhd of P.O. Box 11167, 50738 Kuala Lumpur, Qualifier : Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
4. CIMB Group Nominees (Tempatan) Sdn Bhd of Level 2 Wisma Amanah Raya Berhad, Jalan Semantan, Damansara Heights, 50490 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
5. Mayban Nominees (Tempatan) Sdn Bhd, 14th Floor, Menara Maybank, 100, Jalan Tun Perak, 50050 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
6. MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd, Level 11 & 12, Menara MIDF, 82, Jalan Raja Chulan, 50200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
7. Kenanga Nominees (Tempatan) Sdn Bhd, 8th Floor, Kenanga Internasional, Jalan Sultan Ismail, 50250 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
8. ABB Nominee (Tempatan) Sdn Bhd, 17th Floor, Menara Affin, No. 80, Jalan Raja Chulan, 50200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd (Sea Park)).
9. EB Nominees (Tempatan) Sdn Bhd, 17th Floor, Wisma Cyclecarri, 288, Jalan Raja Laut, 50350 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
10. Mayban Securities Nominees (Tempatan) Sdn Bhd), Level 5, Maybanlife Tower, Dataran Maybank, No. 1, Jalan Maarof, 59000 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
11. JF Apex Nominees (Tempatan) Sdn Bhd, 6th Floor, Menara Apex, Off Jalan Semenyih, Bukit Mewah, 43000 Kajang, Selangor Darul Ehsan, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
12. M&A Nominee (Tempatan) Sdn Bhd, Level 1-3, No. 45 & 47 and 43-6, The Boulevard, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
13. Alliancegroup Nominees (Tempatan) Sdn Bhd, Level 17, Menara Multu-Purpose, Capital Square, No. 8, Jalan Munshi Abdullah, 50100 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired14/05/2014
74,900
 

Circumstances by reason of which change has occurredOpen market purchase
Nature of interestIndirect
Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change267,769,860
Date of notice14/05/2014


LBS - Changes in Sub. S-hldr's Int. (29B) - DATUK LIM HOCK GUAN

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameLBS BINA GROUP BERHAD  
Stock Name LBS  
Date Announced14 May 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoLB-140514-4575A

Particulars of substantial Securities Holder

NameDATUK LIM HOCK GUAN
Address83, Jalan SS7/2, Kelana Jaya, 47301 Petaling Jaya, Selangor Darul Ehsan.
NRIC/Passport No/Company No.611230-10-6533
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holder1. Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd), Plaza Seri Setia, Level 1-4, No. 1, Jalan SS9/2, 47300 Petaling Jaya, Selangor Darul Ehsan.
2. Amsec Nominees (Tempatan) Sdn Bhd, Qualifier : AmFinance Berhad of 15th Floor, Bangunan AmBank Group, 55, Jalan Raja Chulan, 50200 Kuala Lumpur for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
3. Public Nominees (Tempatan) Sdn Bhd of P.O. Box 11167, 50738 Kuala Lumpur, Qualifier : Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
4. CIMB Group Nominees (Tempatan) Sdn Bhd of Level 2 Wisma Amanah Raya Berhad, Jalan Semantan, Damansara Heights, 50490 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
5. Mayban Nominees (Tempatan) Sdn Bhd, 14th Floor, Menara Maybank, 100, Jalan Tun Perak, 50050 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
6. MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd, Level 11 & 12, Menara MIDF, 82, Jalan Raja Chulan, 50200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
7. Kenanga Nominees (Tempatan) Sdn Bhd, 8th Floor, Kenanga Internasional, Jalan Sultan Ismail, 50250 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
8. ABB Nominee (Tempatan) Sdn Bhd, 17th Floor, Menara Affin, No. 80, Jalan Raja Chulan, 50200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd (Sea Park)).
9. EB Nominees (Tempatan) Sdn Bhd, 17th Floor, Wisma Cyclecarri, 288, Jalan Raja Laut, 50350 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
10. Mayban Securities Nominees (Tempatan) Sdn Bhd), Level 5, Maybanlife Tower, Dataran Maybank, No. 1, Jalan Maarof, 59000 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
11. JF Apex Nominees (Tempatan) Sdn Bhd, 6th Floor, Menara Apex, Off Jalan Semenyih, Bukit Mewah, 43000 Kajang, Selangor Darul Ehsan, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
12. M&A Nominee (Tempatan) Sdn Bhd, Level 1-3, No. 45 & 47 and 43-6, The Boulevard, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
13. Alliancegroup Nominees (Tempatan) Sdn Bhd, Level 17, Menara Multu-Purpose, Capital Square, No. 8, Jalan Munshi Abdullah, 50100 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
14. RHB Capital Nominees (Tempatan) Sdn Bhd), Level 10, Tower 1, RHB Centre, Jalan Tun Razak, 50400 Kuala Lumpur, Qualifier : Pledged Securities Account for Datuk Lim Hock Guan.
15. Datuk Lim Hock Guan, No. 83, Jalan SS7/2, Kelana Jaya, 47301 Petaling Jaya, Selangor Darul Ehsan.

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired14/05/2014
74,900
 

Circumstances by reason of which change has occurredOpen market purchase
Nature of interestIndirect
Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change270,163,660
Date of notice14/05/2014


LBS - Changes in Sub. S-hldr's Int. (29B) - GATERICH SDN BHD (FORMELY KNOWN AS INTELRICH SDN BHD)

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameLBS BINA GROUP BERHAD  
Stock Name LBS  
Date Announced14 May 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoLB-140514-45748

Particulars of substantial Securities Holder

NameGATERICH SDN BHD (FORMELY KNOWN AS INTELRICH SDN BHD)
AddressPlaza Seri Setia, Level 1-4, Jalan SS9/2, 47300 Petaling Jaya, Selangor Darul Ehsan.
NRIC/Passport No/Company No.517406-V
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holder1. Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd), Plaza Seri Setia, Level 1-4, No. 1, Jalan SS9/2, 47300 Petaling Jaya, Selangor Darul Ehsan.
2. Amsec Nominees (Tempatan) Sdn Bhd, Qualifier : AmFinance Berhad of 15th Floor, Bangunan AmBank Group, 55, Jalan Raja Chulan, 50200 Kuala Lumpur for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
3. Public Nominees (Tempatan) Sdn Bhd of P.O. Box 11167, 50738 Kuala Lumpur, Qualifier : Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
4. CIMB Group Nominees (Tempatan) Sdn Bhd of Level 2 Wisma Amanah Raya Berhad, Jalan Semantan, Damansara Heights, 50490 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
5. Mayban Nominees (Tempatan) Sdn Bhd, 14th Floor, Menara Maybank, 100, Jalan Tun Perak, 50050 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
6. MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd, Level 11 & 12, Menara MIDF, 82, Jalan Raja Chulan, 50200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
7. Kenanga Nominees (Tempatan) Sdn Bhd, 8th Floor, Kenanga Internasional, Jalan Sultan Ismail, 50250 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
8. ABB Nominee (Tempatan) Sdn Bhd, 17th Floor, Menara Affin, No. 80, Jalan Raja Chulan, 50200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd (Sea Park)).
9. EB Nominees (Tempatan) Sdn Bhd, 17th Floor, Wisma Cyclecarri, 288, Jalan Raja Laut, 50350 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
10. Mayban Securities Nominees (Tempatan) Sdn Bhd), Level 5, Maybanlife Tower, Dataran Maybank, No. 1, Jalan Maarof, 59000 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
11. JF Apex Nominees (Tempatan) Sdn Bhd, 6th Floor, Menara Apex, Off Jalan Semenyih, Bukit Mewah, 43000 Kajang, Selangor Darul Ehsan, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
12. M&A Nominee (Tempatan) Sdn Bhd, Level 1-3, No. 45 & 47 and 43-6, The Boulevard, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
13. Alliancegroup Nominees (Tempatan) Sdn Bhd, Level 17, Menara Multu-Purpose, Capital Square, No. 8, Jalan Munshi Abdullah, 50100 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired14/05/2014
74,900
 

Circumstances by reason of which change has occurredOpen market purchase
Nature of interestDirect
Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change265,644,860
Date of notice14/05/2014


LBS - Changes in Sub. S-hldr's Int. (29B) - DATO' SRI LIM HOCK SAN

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameLBS BINA GROUP BERHAD  
Stock Name LBS  
Date Announced14 May 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoLB-140514-45768

Particulars of substantial Securities Holder

NameDATO' SRI LIM HOCK SAN
AddressNo. 9, Legenda Putera (Jalan PJU 1A/57) Damansara Legenda, 47410 Petaling Jaya, Selangor Darul Ehsan.
NRIC/Passport No/Company No.580104-10-5215
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holder1. Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd), Plaza Seri Setia, Level 1-4, No. 1, Jalan SS9/2, 47300 Petaling Jaya, Selangor Darul Ehsan.
2. Amsec Nominees (Tempatan) Sdn Bhd, Qualifier : AmFinance Berhad of 15th Floor, Bangunan AmBank Group, 55, Jalan Raja Chulan, 50200 Kuala Lumpur for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
3. Public Nominees (Tempatan) Sdn Bhd of P.O. Box 11167, 50738 Kuala Lumpur, Qualifier : Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
4. CIMB Group Nominees (Tempatan) Sdn Bhd of Level 2 Wisma Amanah Raya Berhad, Jalan Semantan, Damansara Heights, 50490 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
5. Mayban Nominees (Tempatan) Sdn Bhd, 14th Floor, Menara Maybank, 100, Jalan Tun Perak, 50050 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
6. MIDF Amanah Investment Nominees (Tempatan) Sdn Bhd, Level 11 & 12, Menara MIDF, 82, Jalan Raja Chulan, 50200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
7. Kenanga Nominees (Tempatan) Sdn Bhd, 8th Floor, Kenanga Internasional, Jalan Sultan Ismail, 50250 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
8. ABB Nominee (Tempatan) Sdn Bhd, 17th Floor, Menara Affin, No. 80, Jalan Raja Chulan, 50200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd (Sea Park)).
9. EB Nominees (Tempatan) Sdn Bhd, 17th Floor, Wisma Cyclecarri, 288, Jalan Raja Laut, 50350 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
10. Mayban Securities Nominees (Tempatan) Sdn Bhd), Level 5, Maybanlife Tower, Dataran Maybank, No. 1, Jalan Maarof, 59000 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
11. JF Apex Nominees (Tempatan) Sdn Bhd, 6th Floor, Menara Apex, Off Jalan Semenyih, Bukit Mewah, 43000 Kajang, Selangor Darul Ehsan, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
12. M&A Nominee (Tempatan) Sdn Bhd, Level 1-3, No. 45 & 47 and 43-6, The Boulevard, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
13. Alliancegroup Nominees (Tempatan) Sdn Bhd, Level 17, Menara Multu-Purpose, Capital Square, No. 8, Jalan Munshi Abdullah, 50100 Kuala Lumpur, Qualifier : Pledged Securities Account for Gaterich Sdn Bhd (Formerly known as Intelrich Sdn Bhd).
14. Citigroup Nominees (Tempatan) Sdn Bhd, Level 16, Menara Citibank, Jalan Ampang, 50450 Kuala Lumpur, Qualifier : Pledged Securities Account for Dato' Lim Hock San
15. Alliancegroup Nominees (Tempatan) Sdn Bhd, Menara Multi-Purpose Capital Square, 8, Jalan Munshi Abdullah, 50100 Kuala Lumpur, Qualifier : Pledged Securities Account for Dato' Lim Hock San
16. Dato' Lim Hock San, No. 9, Legenda Putera (Jalan PJU 1A/57) Damansara Legenda, 47410 Petaling Jaya, Selangor Darul Ehsan.

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired14/05/2014
74,900
 

Circumstances by reason of which change has occurredOpen market purchase
Nature of interestIndirect
Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change276,320,960
Date of notice14/05/2014


CHOOBEE - GENERAL MEETINGS: NOTICE OF MEETING

Announcement Type: General Meetings
Company NameCHOO BEE METAL INDUSTRIES BHD  
Stock Name CHOOBEE  
Date Announced14 May 2014  
CategoryGeneral Meetings
Reference NoCC-140514-34389

Type of MeetingAGM
IndicatorNotice of Meeting
DescriptionChoo Bee Metal Industries Berhad
Notice of 2014 Annual General Meeting
Date of Meeting13/06/2014
Time11:30 AM
VenueTropicana Grand Ballroom & Banquet, No. 8, Level 6, Coliseum Square, Jalan Raja Dr. Nazrin Shah, 30250 Ipoh, Perak Darul Ridzuan.
Date of General Meeting Record of Depositors09/06/2014

Attachments

CBMI - AGM Notice.pdf
121 KB



PETGAS - 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 GAS BERHAD  
Stock Name PETGAS  
Date Announced14 May 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoPG-140514-B4D1F

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 incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Share of RM1.00/share
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)
Disposed08/05/2014
300,000
 
Acquired08/05/2014
30,400
 

Circumstances by reason of which change has occurred1.Sale of shares on the open market
2.Purchase of shares managed by portfolio manager (RHB INV)
Nature of interestDirect
Direct (units)267,717,500 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change267,717,500
Date of notice09/05/2014

Remarks :
The direct interest of 267,717,500 shares comprising:

a) 253,144,000 shares held by Citigroup Nominees Tempatan) Sdn. Bhd;

b) 1,497,600 shares held EPF Board;

c) 155,500 shares held by Employees Provident Fund Board (KIB);

d) 272,800 shares held by Employees Provident Fund Board (RHB INV);

e) 532,100 shares held by Employees Provident Fund Board (AM INV);

f) 6,641,400 shares held by Employees Provident Fund Board (NOMURA);

g) 4,974,100 shares held by Employees Provident Fund Board (CIMB PRI);

h) 500,000 shares held by Employees Provident Fund Board (ARIM);

Received Form 29B on 14 May 2014


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

Announcement Type: General Announcement
Company NamePDZ HOLDINGS BHD  
Stock Name PDZ  
Date Announced14 May 2014  
CategoryGeneral Announcement
Reference NoCQ-140514-62800

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionPDZ HOLDINGS BERHAD (“PDZ” OR THE “COMPANY”)
PROPOSED ACQUISITION BY PDZ OF 20% EQUITY INTEREST IN EFOGEN SDN BHD
COMPRISING 4,000,000 ORDINARY SHARES OF RM1.00 EACH FROM JOHANY BIN
JAAFAR, FOR A CASH CONSIDERATION OF RM18,000,000 (“PROPOSED ACQUISITION”)

PDZ HOLDINGS BERHAD (“PDZ” OR THE “COMPANY”)

 

PROPOSED ACQUISITION BY PDZ OF 20% EQUITY INTEREST IN EFOGEN SDN BHD COMPRISING 4,000,000 ORDINARY SHARES OF RM1.00 EACH FROM JOHANY BIN JAAFAR, FOR A CASH CONSIDERATION OF RM18,000,000 (“PROPOSED ACQUISITION”)

 

 

  1. INTRODUCTION

     

    M&A Securities Sdn Bhd on behalf of the Board of Directors of PDZ (“Board”) wishes to announce that PDZ (“Purchaser”) had on 14 May 2014, entered into a conditional share acquisition agreement (“SAA”) with Johany bin Jaafar (“Vendor”) for the proposed acquisition of 20% equity interest in Efogen Sdn Bhd (“ESB”) comprising 4,000,000 ordinary shares of RM1.00 each (“Sale Shares”), for a cash consideration of RM18,000,000 (“Purchase Consideration”).

     

     

  2. THE PROPOSED ACQUISITION

     

    2.1 Details of the Proposed Acquisition

     

    PDZ proposes to acquire 20% equity interest in ESB from the Vendor for a cash consideration of RM18,000,000 on terms as set out in the SAA. The Sale Shares shall be acquired from the Vendor by PDZ free from all claims, charges, liens, encumbrances and equity whatsoever together with all rights attaching thereto including all dividends, rights and distributions declared, paid or made in respect thereof upon completion of the SAA.

     

      1. Information on ESB

         

        ESB was incorporated in Malaysia as a private limited company under the Companies Act, 1965 on 21 November 2002. As at the date of this announcement, the authorised share capital of ESB is RM150,000,000 comprising 45,000,000 ordinary shares of RM1.00 each and 105,000,000 redeemable cumulative preference shares of RM1.00 each (“RCPS”) , of which 20,000,000 ordinary shares of RM1.00 each have been issued and fully paid-up. 

         

        ESB is principally involved in the chartering of vessels for oil and gas offshore support services, providing geophysical services to the oil and gas industry, trading in related information technology software and hardware apparatus as well as providing consultancy and maintenance services in related fields. The subsidiaries of ESB are as follows:

         

 

Subsidiaries

Principal activities

Effective ownership interest (%)

 

 

 

 

(a)

Efogen Marine Sdn Bhd

Vessel owner and charter

100

(b)

Efogen (B) Sdn Bhd

Information technology service provider

^70

(c)

Efogen Ship Management Sdn Bhd

Vessel management

100

(d)

Efogen Deep Sea Supply Limited

Investment holding

*51

(e)

Efogen Nuha Limited

Vessel owner and charter

100

(f)

Sea Weasel Limited (51% subsidiary of Efogen Deep Sea Supply Limited)#

Vessel owner and charter

26

 

 

 

 

 

 

 

Notes:

 

^ The remaining equity interest of 30% in Efogen (B) Sdn Bhd is owned by Mohd Suffian bin Mohd Salleh

*  The remaining equity interest of 49% in Efogen Deep Sea Supply Limited is owned by DESS Invest Limited

#  The remaining equity interest of 49% in Sea Weasel Limited (subsidiary of Efogen Deep Sea Supply Limited) is owned by  GMV-Efogen Sdn Bhd

 

The Directors of ESB are Tan Sri Abdul Rashid bin Abdul Manaf, Johany bin Jaafar and Mohd Rosly bin Mohd Salleh.

 

The shareholders of ESB and their respective shareholdings are set out below:

 

Shareholders of ESB

No. of ordinary shares held

%

 

 

 

Tan Sri Abdul Rashid bin Abdul Manaf

12,000,000

60.0

Johany bin Jaafar

8,000,000

40.0

Total

20,000,000

100.0

 

      1. Information of the Vendor

         

        Johany bin Jaafar, aged 46, is the Managing Director/Chief Executive Officer of ESB. He is also the Vice President of the Malaysia Offshore Support Vessels Owners’ Association which was set up to provide a collective platform for expressing common industry concern and enhancing industry harmonization for the members’ interest and welfare

         

        Johany founded ESB in November 2002 and is instrumental in bringing ESB to its current level. He has vast knowledge and experience in the oil and gas industry and had worked in international oil and gas companies such as Halliburton Energy.  

 

    1. Basis of arriving at the Purchase Consideration

       

      The Purchase Consideration was arrived at on a willing-buyer willing-seller basis after taking into consideration the following:-

       

  1. The ESB group of companies (“ESB Group”)’s audited net assets (“NA”) as at 30 April 2013 of RM26.3 million and unaudited NA as at 28 February 2014 of RM30.3 million;

     

  2. the ESB’s Group audited profit after taxation and minority interest (“PATMI”) for financial year ended (“FYE”) 30 April 2013 of RM5.2 million and unaudited PATMI for 10 month financial period ended (“FPE”) 28 February 2014 of RM4.0 million;

     

  3. the estimated and forecasted PATMI of the ESB Group for FYE 30 April 2014 and FYE 30 April 2015 of RM5.1 million and RM11.7 million respectively (which has been reviewed by KPMG vide its letter dated 24 February 2014); and

     

  4. the Vendor’s warranty and guarantee of the ESB Group’s PATMI for FYE 30 April 2015 of at least RM11.74 million (details of which is set out in Section 2.6.6 below).


 

    1. Sources of funding and mode of consideration

       

      The Purchase Consideration will be satisfied entirely in cash, which will be financed through internally-generated funds and bank borrowings, the breakdown of which is not determined at this juncture. The Purchase Consideration shall be paid in the manner set out below:

       

 

 

Timing

 

Purchase

Consideration

RM

 

 

 

 

(a)

Deposit

Payable within 7 business days from the date  of the SAA

5,000,000.00

 

 

 

 

(b)

Balance Purchase Consideration

Payable on the Completion Date (as defined in Section 3(a) below)

13,000,000.00

 

 

 

 

 

Total Purchase Consideration

 

18,000,000.00

 

    1. Liabilities to be Assumed

       

      The PDZ group of companies (“PDZ Group”) will not be assuming any additional liabilities arising from the Proposed Acquisition. The liabilities of the ESB Group will be settled by the ESB Group in the normal course of business.

       

    2.  Additional financial commitment

       

      There is no other additional financial commitment incurred/to be incurred by PDZ in relation to the Proposed Acquisition.

       

    3. Salient terms and conditions of the SAA

       

      The salient terms of the SAA in relation to the Proposed Acquisition, inter-alia, are set out below:

       

      1. Purchase Consideration

         

  1. Subject to the terms and conditions of the SAA, the Vendor agrees to sell, and the Purchaser agrees to purchase, the Sale Shares, free from all pledges or liens or any other encumbrances and with all rights now or hereinafter attaching thereto including but without limitation to all bonuses, rights, dividends and distributions declared paid or made in respect thereof as from the date of the SAA, for the Purchase Consideration.

     

  2. The Purchase Consideration shall be satisfied entirely by way of cash.

     

  3. Within seven (7) Business Days from the date of the SAA, the Purchaser shall pay to the Vendor’s Solicitors as stakeholders, a deposit sum amounting to Ringgit Malaysia Five Million (RM5,000,000.00) only (“Deposit Sum”), as deposit and towards account of the Purchase Price. The Vendor’s Solicitors shall only release the Deposit Sum to the Vendor on the Unconditional Date (as defined herein), or in the event the SAA is terminated, to forthwith refund the Deposit Sum to the Purchaser.


 

      1. Conditions Precedent

 

Notwithstanding anything to the contrary contained in the SAA, completion of the sale and purchase of the Sale Shares is conditional upon the following conditions being satisfied within a period of sixty (60) days from the date of the SAA or within such further period as may be mutually agreed upon by the parties thereto in writing (“Unconditional Date”), namely:

  1. the approval or consent of any third party to the sale and purchase of the Sale Shares (if required) in accordance with the terms of any contract or agreement entered into between ESB and such third party or between the Vendor and such third party;

     

  2. the approval or consent of any authorities to the sale and purchase of the Sale Shares (if required) in accordance with the terms or conditions of any licenses or permits of a material nature granted to ESB by such authorities;

     

  3. the approval or consent of any financier (if required) in accordance with the terms of any banking or financing facilities granted to ESB;

     

  4. the approval or consent of the other shareholder in, and the board of directors of, ESB for the sale of the Sale Shares by the Vendor to the Purchaser, and for the appointment of one person named by the Purchaser to become a director of ESB immediately on the Completion Date;

     

  5. the approval or waiver of any regulatory requirement by any other relevant authorities, if required;

     

  6. the valuation report undertaken and issued by Grant Thornton supporting ESB’s enterprise value of at least RM90,000,000 (Ringgit Malaysia Ninety Million) as represented by the Vendor or expressing such other value acceptable to the Purchaser;

     

  7. evidence to the satisfaction of the Purchaser that all the RCPS have been properly and duly cancelled and that there are no shares in the capital of ESB other the 20,000,000 ordinary shares of RM1.00 each (“Issued Shares”) ;

     

  8. the written irrevocable pledge of the existing shareholders of ESB not to issue new shares of ESB beyond the Issued Shares by whatever means without the prior approval of the Purchaser being obtained pending and after the completion of the SAA;

     

  9. the written undertaking of the existing shareholders of ESB not to dispose their shares in ESB or any part thereof howsoever pending and after the completion of the SAA without the prior written approval of the Purchaser being obtained

     

    (collectively "Approvals");

     

  10. the Purchaser having conducted a legal and financial due diligence review on the affairs of ESB Group and being reasonably satisfied with the due diligence findings and the valuation of ESB thereof;

     

  11. resolution of any material issues arising from the said due diligence findings to the satisfaction of the Purchaser; and

     

  12. the finalisation and execution in escrow of a new shareholders agreement among the shareholders of ESB in such form and substance acceptable to the Purchaser.

 

      1. Completion

 

Unless otherwise agreed by the parties in writing, completion of the SAA shall take place on a business day not later than fourteen (14) days after the date the SAA shall become unconditional, or on such later date as the parties hereto shall mutually agree in writing ("Completion Date") whereupon:

 

  1. the Purchaser shall effect payment of the balance of the Purchase Consideration amounting to Ringgit Malaysia Thirteen Million (RM13,000,000.00) only (“Balance Purchase Consideration”) by way of cheque in favour of the Vendor. and

     

  2. subject to receipt of the Balance Purchase Consideration by the Vendor or the Vendor’s Solicitors, the Vendor’s Solicitors shall simultaneously release the completion documents to the Purchaser, whereby the Purchaser shall be entitled to instruct the Secretary of ESB and the Vendor shall complete the transfer of the Sale Shares and the appointment as director of ESB the person nominated by the Purchaser as its representative.

     

      1. Representations and warranties

         

        The Vendor represents that there is an on-going legal suit brought by Petronics Sdn Bhd against ESB in relation to shipyard for the sum of RM2.5 million, and that ESB is defending the said legal suit. Notwithstanding the aforesaid and without prejudice to all the other rights and remedies of the Purchaser hereunder, the Vendor hereby warrants, covenants and undertakes that he shall indemnify and keep the Purchaser fully indemnified at all times against any damage or losses the Purchaser may suffer or incur as a result or consequence of the loss of ESB in or relating to the said legal suit.

         

      2.  Covenants by the Vendor

 

The Vendor agrees and covenants with the Purchaser that for as long as the Purchaser shall hold the Sale Shares, the Vendor shall procure that the Purchaser shall be entitled to nominate one (1) board member, or such number of board seats as may be proportionate to the shareholdings of the Purchaser vis- -vis the Vendor and other shareholder(s) of ESB.

 

      1. Right of First Refusal

 

  1. After the completion of the sale and purchase of the Sale Shares, in the event that either the Vendor or the Purchaser wishes to sell, transfer, assign or otherwise dispose of all or part of its shareholding in ESB (“Transferring Shareholder”), the Transferring Shareholder must first offer in writing such shares to remaining ESB shareholder (the “Remaining Shareholder”).

 

  1. In the event the offer in sub-clause (i) is not accepted within thirty (30) days, the Transferring Shareholder shall be entitled to sell, transfer, assign or otherwise dispose of such shares to a third party but such disposal shall be on terms not more favourable than those offered to the Remaining Shareholder.


 

      1. Profit Guarantee

         

        The Vendor further warrants and guarantees that the consolidated net operating profit after tax and minority interest of ESB for the financial year ending 30 April 2015 shall not be less than Ringgit Malaysia Eleven Million Seven Hundred and Forty Thousand (RM11,740,000.00) and the Vendor shall personally make good any shortfall and be liable to fully indemnify the Purchaser.

         

         

        3. RATIONALE FOR THE PROPOSED ACQUISITION

         

        The Proposed Acquisition represents a first step towards PDZ’s plans to grow its present core business in the container liner, shipping and shipping management services business into providing offshore supply vessel services to the oil and gas industries. Upon completion of the Proposed Acquisition, PDZ’s equity stake in ESB will be at 20% equity stake or 4,000,000 ordinary shares of RM1.00 each in ESB. Accordingly, PDZ will then account ESB’s financial results proportionally into PDZ’s group accounts using the equity method of accounting, reflecting a boost on PDZ’s financial performance and thus is expected to enhance its shareholders value in the Company. PDZ will then be able to account the investment of equity interest in ESB using the equity method of accounting.

         

        ESB has recorded audited net profits on a consolidated basis for the past two (2) financial years ended  30 April 2012 and 30 April 2013, and the Company will be able to equity-account the earnings of ESB as an associate company of PDZ going forward. Accordingly, if the ESB Group continues to record profits, the Proposed Acquisition will contribute positively to the future earnings of PDZ.

         

         

        4.  EFFECTS OF THE PROPOSED ACQUISITION

         

        4.1 Share Capital and Substantial Shareholders’ shareholdings

         

        The Proposed Acquisition will not have any effect on the share capital and substantial shareholders’ shareholdings of PDZ as the Proposed Acquisition does not involve any issuance of new shares in PDZ.

         

        4.2 NA and NA per share and Gearing

         

        The Proposed Acquisition is not expected to have any material effect on the NA and NA per share of the PDZ Group for the financial year ending 30 June 2014. The Proposed Acquisition is expected to contribute positively to the NA and NA per share of the PDZ Group in the future financial years. However, the effect of the Proposed Acquisition on the gearing of the PDZ Group will be dependent on the final breakdown of internal funds and borrowings to be used to finance the Proposed Acquisition.

         

        4.3 Earnings and earnings per share

         

        The Proposed Acquisition, is not expected to have any immediate material effect on the earnings and earnings per share of the PDZ Group for the financial year ending 30 June 2014 as the Proposed Acquisition shall only be completed by the third quarter of 2014.

         

        However, the Proposed Acquisition is expected to contribute positively to the earnings and earnings per share of the PDZ Group for the future financial years.  

         


 

5. PROSPECTS AND RISK FACTORS

 

Presently, the PDZ Group is involved in the involved in the container liner, shipping and shipping management services business segments. Perkapalan Dai Zhun Sdn Bhd, a wholly owned subsidiary of PDZ, operates five (5) vessels covering the domestic trade (between East/West Malaysia, Brunei & Singapore) and Myanmar (between Singapore, Port Klang & Yangon)

 

The Proposed Acquisition is expected to create new opportunities within the enlarged PDZ Group by providing access to the ESB’s oil and gas business segment. This will enable PDZ to tap into the contracts and businesses of ESB, whereby PDZ will then be able to offer its range of shipping and container liners for the support of ESB’s oil and gas off-shore support services.

 

The positive outlook on the demand for marine transportation and support services in Malaysia stems mainly from the continuing role of fossil fuels as the main energy source as well as the growing demand for oil in the petrochemical industry. Moving forward, the outlook for the marine transportation and support services market is expected to remain positive. The growth in the marine transportation and support services market is expected to follow closely the projected growth in the midstream sector of the oil and gas industry in Malaysia.

 

(Source: Management of PDZ)

 

Based on the above, the Board is confident that the future prospects of the enlarged PDZ Group will be positive in view of the following:

 

(a) Upon completion of the Proposed Acquisition, the enlarged PDZ Group will be in an even stronger position to capitalise and benefit from the continued growth in the oil and gas industry as well as the shipping and maritime industry in Malaysia; and

 

(b) The Proposed Acquisition enables the enlarged PDZ Group to compete more effectively within the oil and gas industry as well as the shipping and maritime industry in Malaysia in terms of cost and product range. With the integration of ESB and PDZ’s operations, productivity is expected to improve.

 

The risk factors of the Proposed Acquisition are set out as follows:

 

5.1 Non-completion of the Proposed Acquisition

 

The Proposed Acquisition is conditional upon the conditions precedent being met. In the event the conditions precedents are not met, the Proposed Acquisition will not be completed and the PDZ Group will not be able to meet its objectives as stated in Section 4 of this announcement. Nevertheless, the Board will take reasonable steps to ensure that every effort is made to obtain all the necessary approvals for the Proposed Acquisition and satisfaction of the conditions precedent.

 

As ESB operates in the oil and gas industry, the enlarged PDZ Group will be exposed to inherent risk factors within the industry as set out below:

 

5.1.1 Dependency on the offshore oil and gas industry

 

The operations of ESB are dependent on the level of activity in the exploration, development and production of oil and natural gas, including the level of capital spending in the offshore oil and gas industry. Such activities are affected by factors such as volatility in demand for and supply of oil, fluctuations in current and future oil prices, the number, size and locations of oil fields, the demand for and supply of alternative fuels or energy supply.

 

The prices of alternative fuels or energy supply, changes In capital expenditure by customers in the offshore oil and gas industry, and general economic, social and political conditions. These activities are also affected by laws, regulations, policies and directives relating to energy, investment and taxation and other laws and regulations by the various governments from which ESB must obtain licences and permits in order to continue to operate,

 

In the event that there is deterioration in the offshore oil and gas industry and offshore support services industry, or in global or regional economic conditions, oil and gas companies may defer or reduce their planned expenditure which may reduce the demand for its vessels and services. This may result in a decrease in business activities, and consequently ESB’s results of operations and financial condition may be materially and adversely affected.

 

5.1.2 Operational Risks

 

The extraction and transport of oil and gas at sea is subject to inherent risks, such as blowouts, equipment defects, discharge of pollutants and oil spills, malfunctions, failures and misuses that could cause significant environmental damage, personal injury or loss of life and commercial damage. The offshore oil and gas industry is subject to regulations which aim to limit and control these risks, and to govern the removal and cleanup of pollutants that may harm the environment.

 

5.1.3 Regulatory Risks

 

The laws and regulations applicable to the offshore oil and gas industry, including ESB, have generally become more stringent and penalties and potential liability have increased and may increase further In the future. Any additional regulations could increase the cost of ESB’s operations or those of its customers and reduce the area of operations for the offshore oil and gas industry, which could, in turn, materially and adversely affect ESB’s business, financial condition, results of operation and prospects by reducing demand for its services.

 

ESB’s operations are subject to local and international regulations in jurisdictions where their vessels operate, as well as in the countries in which its vessels are registered. ESB is required by customers as well as by governments and regulatory agencies, to maintain standards in the course of providing their services. These regulations govern, among other things, workers' health and safety, manning, construction, and the operations of its vessels, In the event of any change in these standards, they may have to incur additional expenses to comply with such changes.

 

Any failure to maintain standards may result in the cancellation of ESB’s present contracts, failure to win new contracts or regulatory authorities imposing fines, penalties or sanctions, revocation of ESB’s licenses and permits or prohibition from continuing its operations, each of which could have a material and adverse effect on its business. Failure to maintain rise standards could also result in injuries, death, damage to property and to the environment. and potential liability arising from such events. as well as damage to ESB’s reputation.

 

5.1.4 Environmental risks and liabilities

 

ESB is subject to environmental regulations pursuant to a variety of international conventions and state and municipal laws and regulations. Compliance with such regulations can require significant expenditures and a breach may result in the imposition or fines and penalties, some of which may be material. Environmental legislation is evolving in a manner expected to result in stricter standards and enforcement, larger fines and liability and potentially increased capital expenditures and operating costs. Environmental laws may result in a material increase in costs of operating ESB’s fleet or otherwise materially and adversely affect its financial condition, results of operations and prospects.

 

5.1.5 Competition risk

 

The offshore support services industry is a competitive industry comprising a diversified group of players ranging from large multinational companies to small and medium-sized enterprises. As such, ESB’s face competition from existing and new domestic and international offshore support service providers in the markets in which ESB’s operate. ESB also faces competition from foreign vessel suppliers which have joint venture arrangements with local licensed vessel suppliers that provide various maritime services to oil field operators.

 

The principal competitive factors in the markets that ESB serves include price, quality of service, safety track record, reputation of vessel operators and crews, and the quality and availability of the type of vessels required by the customers. Competitors may have longer operating histories and greater financial, technical, marketing and other resources than ESB does. Should its existing or new competitors offer services at a lower cost or engage in aggressive pricing in order to increase their market share, its turnover may decline if ESB is not able to match costs or aggressive pricing. ESB may have to provide more competitive pricing in order to attract new customers and retain its existing customers.

 

5.1.6 Technology risk

 

The offshore oil and gas industry is a highly technical and technology based industry. As ESB’s customers move their offshore operations into deeper waters, they may demand more powerful vessels equipped with greater technological capabilities and larger capacities to support their operations. In addition. ESB may also need to improve its technical know-how and technological understanding associated with large and complex projects. If ESB is unable to meet customer requirements, this may affect its customers' confidence, and hence its revenue and profitability could be materially and adversely affected,

 

ESB continually seeks to stay on top of new technologies and to implement new technologies into major projects in a safe and cost competitive way. There is a risk that such new technologies may not function as expected and thus resulting in modifications or delays, which could have a material adverse impact on ESB’s business, financial condition, results of operations and prospects. There can be no assurance that ESB will be successful in coping with any future technological change and innovation to avoid any material adverse effect on its operations.

 

 

6.  APPROVALS REQUIRED

 

Save for any approvals that may be required pursuant to the conditions precedent in the SAA as set out in Section 2.6.2 above, the Proposed Acquisition is not subject to any approvals by any other relevant authorities or the shareholders of PDZ.

 

 

7. INTERESTS OF DIRECTORS', MAJOR SHAREHOLDERS AND/OR PERSONS CONNECTED TO THEM

 

None of the Directors, major shareholders of PDZ and/or persons connected to them, as defined in the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”), has any interest, direct or indirect, in the Proposed Acquisition.

 

 

8.  DIRECTORS’ RECOMMENDATION

 

The Board, after having considered all aspects of the Proposed Acquisition is of the opinion that the Proposed Acquisition is in the best interest of the Company, fair, reasonable and on normal commercial terms and is not detrimental to the interests of the shareholders of PDZ.

 

 

9. HIGHEST PERCENTAGE RATIO PURSUANT TO PARAGRAPH 10.02(F) OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA SECURITIES

 

The highest percentage ratio as set out in Paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Securities is 23.95%.

 

 

10. ESTIMATED TIMEFRAME FOR COMPLETION

 

Barring unforeseen circumstances and subject to the fulfilment of the conditions as set out in the SAA, the Directors expect the Proposed Acquisition to be completed by the end of the third quarter of 2014.

 

 

11.  DOCUMENTS FOR INSPECTION

 

A copy of the SAA will be made available for inspection at the registered office of PDZ at 8-3, Jalan Segambut, 51200 Kuala Lumpur during normal office hours on Mondays to Fridays (except public holidays) for a period of three (3) months from the date of this announcement.

 

 

This announcement is dated 14 May 2014.

 



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