September 26, 2014

Company announcements: F&N, YTL, KTB, TIMECOM, ENGTEX, COASTAL, LCTH, AIRASIA, GAMUDA, TAKAFUL

F&N - Changes in Sub. S-hldr's Int. (29B) - AmanahRaya Trustees Berhad-Skim Amanah Saham Bumiputera

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameFRASER & NEAVE HOLDINGS BHD  
Stock Name F&N    
Date Announced26 Sept 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoF&-140926-71715

Particulars of substantial Securities Holder

NameAmanahRaya Trustees Berhad-Skim Amanah Saham Bumiputera
AddressTingkat 4, Balai PNB
201-A, Jalan Tun Razak
50400 Kuala Lumpur
NRIC/Passport No/Company No.766894-T
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)ordinary share of RM1.00 each
Name & address of registered holderAmanahRaya Trustees Berhad-Skim Amanah Saham Bumiputera
Tingkat 4, Balai PNB
201-A, Jalan Tun Razak
50400 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired18/09/2014
11,900
 

Circumstances by reason of which change has occurredPurchase of shares
Nature of interestDirect
Direct (units)67,548,600 
Direct (%)18.466 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change67,548,600
Date of notice18/09/2014

Remarks :
The Form 29B was received by the Company on 26 September 2014.


YTL - 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 NameYTL CORPORATION BERHAD  
Stock Name YTL  
Date Announced26 Sept 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoYC-140926-4C655

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 (-582,300)
CITIGROUP NOMINEES (TEMPATAN) SDN BHD - EMPLOYEES PROVIDENT FUND BOARD (KAF FM) (+350,000)

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed23/09/2014
582,300
 
Acquired23/09/2014
350,000
 

Circumstances by reason of which change has occurredDisposed & Acquired
Nature of interestDirect
Direct (units)781,833,147 
Direct (%)7.54 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change781,833,147
Date of notice24/09/2014

Remarks :
Form 29B was received on 26 September 2014


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

Announcement Type: General Announcement
Company NameKONSORTIUM TRANSNASIONAL BERHAD  
Stock Name KTB  
Date Announced26 Sept 2014  
CategoryGeneral Announcement
Reference NoKT-140915-39490

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
DescriptionKonsortium Transnasional Berhad ("KTB" or "Company") - Disposal of Property by Tanjong Keramat Temerloh Utara Omnibus Berhad (Company No.: 3792-X)

Introduction

The Board of Directors of Konsortium Transnasional Berhad ("KTB" or "the Company") wish to announce that its wholly-owned subsidiary, Tanjong Keramat Temerloh Utara Omnbus Berhad ("TKB") had on 26 September 2014 entered into a Sale and Purchase Agreement ("SPA") with MHSB Development Sdn Bhd ("Purchaser") for the disposal of the property (more particularly described below) for a total cash consideration of Ringgit Malaysia Seven Hundred Thousand (RM700,000.00) only ("Disposal") which is a related party transaction.

Details on the Disposal & Salient Terms of the SPA

Under the terms and conditions of the SPA, TKB will dispose of the property which is an industrial land together with a workshop and single storey office building with a postal address of Lot 3, Kawasan Perindustrian Songsang, Jalan Jerantut, 28000 Temerloh, Pahang measuring approximately 4,047 square metres ("Property") held under H.S.(D) 1564, PT No. 360, Mukim Songsang, Daerah Temerloh, Negeri Pahang for a total cash consideration of RM700,000.00.

The total cash consideration of RM700,000.00 under the SPA shall be paid in the following manner:-

(a) a 10% deposit of RM70,000.00 upon execution of the SPA; and

(b) the balance sum amounting to RM630,000.00 within three (3) months from the date of which the original letter of consent to transfer the Property issued by the relevant authority has been received by the Purchaser's solicitors ("Completion Date"), failing which TKB shall automatically grant to the Purchaser an extension of one (1) month to pay the balance sum. In consideration of such extension, the Purchaser shall pay to TKB interest at the rate of 8.0% per annum on the balance sum calculated daily from the expiry of the last day of the Completion Date.

The total cash consideration for the Disposal was arrived on a willing buyer willing seller basis after taking into consideration the valuation by an independent valuer. The market value of the Property is RM700,000.00 as appraised by Messrs. D. Henry Valuers Realtors, a registered independent valuer on 7 April 2014. The comparison method was applied for the said valuation.

The details of the original cost of investment and the audited net book value ("NBV") of the Properry are as follows:-

Original cost of investment

(RM'000)

NBV of the Property as at 31 December 2013

(RM'000)

140

37

Based on the original cost of investment and NBV of the Property as at 31 December 2013, there would be an estimated gain of RM663,000 arising from the Disposal. The Disposal is expected to be completed within six (6) months from the date of the SPA.

The Timeframe for Full Utilisation of the Proceed from the Disposal

The estimated timeframe for the full utilisation of the proceed arising from the Disposal is two (2) months.

Brief Description of the Property

The Property is owned by TKB and it is a parcel of an industrial land which is currently being used as a workshop by TKB. The Property is a leasehold land with a building and structure comprising a workshop and a single storey office building. The leasehold of the Property is for a term of 66 years, expiring on 27 April 2043. The unexpired term is about 29 years.

The postal address of the Property is Lot 3, Kawasan Perindustrian Songsang, Jalan Jerantut, 28000 Temerloh, Pahang. It is situated within Kawasan Perindustrian Songsang and is located about 10 kilometres north-west of the Temerloh town.

The Property is rectangular in shape and has a land area of 4,046.85 square metres. The single storey building comprising of the workshop and the office building is constructed basically of timber rafters and purlins, supported by timber posts mounted onto heavy duty concrete floor. It has a gross floor area of about 642.42 square metres.

The Property was acquired by TKB on 27 July 1975 and the approximate age of the Property is 35 years. The Property is free from all encumbrances with vacant possession and subject to the existing conditions of the title of the Property.

Brief Information on TKB

TKB was incorporated on 20 October 1960 with an authorised share capital of RM2,000,000.00 comprising 2,000,000 ordinary shares of RM1.00 each of which 1,054,653 ordinary shares of RM1.00 each have been issued and fully paid-up. Currently TKB is a wholly-owned subsidiary of the KTB and the principal activity of TKB is providing the service of public bus transportation.

Brief Information on the Purchaser

MHSB Development Sdn Bhd was incorporated on 13 November 1992 with an authorised share capital of RM5,000,000.00 comprising 5,000,000 ordinary shares of RM1.00 each of which 4,000,002 ordinary shares of RM1.00 each have been issued and fully paid-up. Currently MHSB Development Sdn Bhd is a wholly-owned subsidiary of Nadicorp Holdings Sdn Bhd and its principal activity is property development.

Rationale for the Disposal

The Disposal will enable TKB to utilize the proceed for working capital purposes and the estimated timeframe for full utilisation of the proceed from the Disposal is two (2) months.

The workshop operations on the Property will be ceased as TKB has appointed an independent contractor to provide the service of repair and maintenance for its fleet of buses.

Financial Effect on the Disposal

a. Share Capital and Substantial Shareholders' Shareholdings

The Disposal will not have any material effect on the issued and paid-up capital and substantial shareholders' shareholdings in the Company.

b. Net Assets per Share and Gearing

The Disposal will not have any material effect on the net assets per share and gearing of the Company for the financial year ending 31 December 2014.

c. Earning per Share

The proforma effect of the Disposal on the earning per share of the Company based on the audited financial statements as at 31 December 2013 are as follows:-

As at 31 December 2013

After Disposal

No. of shares in issue ('000)

402,797

402,797

Profit for the year (RM'000)

13,857

14,520

Earning per share (sen)

3.44

3.60

Conditions of the Disposal

The Disposal is not subject to the approval of the shareholders but since the Property is subject to a restriction-in-interest, the consent of YAB Menteri Besar Pahang has to be obtained for the transfer of the Property.

Highest Percentage Ratio

The highest percentage ratio pursuant to paragraph 10.02(g) of the Listing Requirements is 0.5%.

Similar Transaction with the Same Related Party in the past 12 months

Kenderaan Klang Banting Berhad ("KKBB"), a wholly-owned subsidiary of KTB had on 25 July 2014 entered into a Sale and Purchase Agreement for the disposal of a three storey shop-office to the Purchaser for a total consideration of Ringgit Malaysia Seven Hundred Thousand only (RM700,000.00). The highest percentge ratio for the said disposal pursuant to paragraph 10.02(g) of the Listing Requirements is 0.3%.

KKBB had also on 3 September 2014 entered into a Sale and Purchase Agreement for the disposal of an industrial land together with open sided workshop and single storey office building to the Purchaser for a total cash consideration of Ringgit Malaysia Two Million Five Hundred Thousand only (RM2,500,000.00). The highest percentage ratio for the said disposal pursuant to paragraph 10.02(g) of the Listing Requirements is 1.9%.

Save for the abovementioned disposals, there has been no other similar property transaction entered between KTB and and its Group of companies with the Purchaser during the twelve (12) months preceding the date of this announcement.

Directors and Substantial Shareholders' Interests

YBhg Tan Sri Mohd Nadzmi Mohd Salleh is the Executive Chairman of Nadicorp Holdings Sdn Bhd ("NHSB") and also the Chairman and Managing Director of KTB and Director of Kumpulan Kenderaan Malaysia Berhad ("KKMB"). KKMB is a wholly-owned subsidiary of NHSB and is the major shareholder of KTB with an 48.47% equity stakes as at 15 September 2014.

NHSB is also a substantial shareholder of KTB with an 25.03% equity stakes as at 15 September 2014. NHSB is a wholly-owned subsidiary of Nadi Corporation Sdn Bhd ("NCSB") and YBhg Tan Sri Mohd Nadzmi Mohd Salleh holds 100% equity in NHSB via his shareholding in NCSB.

YM Tengku Mohd Hasmadi Tengku Hashim is the Executive Director of KTB. He is a person connected to YBhg Tan Sri Mohd Nadzmi Mohd Salleh by virtue of him being a person who is accustomed to act in accordance with the directions and instructions of YBhg Tan Sri Mohd Nadzmi Mohd Salleh.

YBhg Tan Sri Mohd Nadzmi Mohd Salleh and YM Tengku Mohd Hasmadi Tengku Hashim are deemed interested in the Disposal and have abstained and will continue to abstain from all deliberations and voting in relation to the Disposal.

Statement by the Audit Committee

The Audit Committee of the Company, having considered all aspect of the Disposal, is of the opinion that the Disposal is under normal commercial terms and conditions not more favourable than those generally available to other eligible public. Based on the aforesaid basis, the Audit Committee of the Company is of the view that the Disposal is in the best interest of the Company, is fair, reasonable and on normal commercial terms and is not detrimental to the interest of the minority shareholders of the Company.

Statement by the Board of Directors

The Directors of the Company (excluding the interested directors) are of the opinion that the Disposal is fair and reasonable and in the best interest of the Company and that the consideration for the Disposal was arrived on a willing buyer willing seller basis after taking into account the market value of the Property.

Documents Available for Inspection

A copy of the SPA dated 26 September 2014 and the valuation report prepared by Messrs. D. Henry Valuers Realtors are available for inspection at the registered office of the Company at No. 38, Jalan Chow Kit, 50350 Kuala Lumpur during normal office hours from Monday to Friday (except public holidays) for a period of 3 months from the date of this announcement.

This announcement is dated 26 September 2014.



TIMECOM - 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 NameTIME DOTCOM BERHAD  
Stock Name TIMECOM  
Date Announced26 Sept 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoTD-140926-ED82B

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 RM0.50 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)
Acquired23/09/2014
49,600
 

Circumstances by reason of which change has occurredAcquisition of shares in open market
Nature of interestDirect interest
Direct (units)31,228,800 
Direct (%)5.45 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change31,228,800
Date of notice24/09/2014

Remarks :
Form 29B was received by the Company on 26 September 2014.


ENGTEX - NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS):BONUS ISSUES

Announcement Type: General Announcement
Company NameENGTEX GROUP BERHAD  
Stock Name ENGTEX  
Date Announced26 Sept 2014  
CategoryGeneral Announcement
Reference NoOD-140926-40891

TypeAnnouncement
SubjectNEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS)
BONUS ISSUES
DescriptionENGTEX GROUP BERHAD (“ENGTEX” OR “COMPANY”)

(I) PROPOSED BONUS ISSUE;

(II) PROPOSED IASC; AND

(III) PROPOSED AMENDMENT

(COLLECTIVELY REFERRED TO AS THE “PROPOSALS”)

On behalf of the Board of Directors of Engtex, AFFIN Hwang Investment Bank Berhad (formerly known as HwangDBS Investment Bank Berhad) wishes to announce that the Company intends to undertake the following proposals:

(i) a bonus issue of up to 148,500,000 ordinary shares of RM0.50 each in Engtex (“Engtex Shares”) (“Bonus Shares”) on the basis of 1 Bonus Share for every 2 existing Engtex Shares held by the entitled shareholders of Engtex as at 5.00 p.m. on an entitlement date to be determined and announced later (“Proposed Bonus Issue”);

(ii) an increase in the authorised share capital of Engtex from RM200,000,000 comprising 400,000,000 Engtex Shares to RM500,000,000 comprising 1,000,000,000 Engtex Shares to facilitate the Proposed Bonus Issue (“Proposed IASC”); and

(iii) an amendment to the Memorandum of Association of Engtex to facilitate the Proposed IASC (“Proposed Amendment”).

Further details on the Proposals are set out in the attachment.

This announcement is dated 26 September 2014.

 



COASTAL - OTHERS Coastal Contracts Bhd ("Coastal" or "Company") - Vessel Sales Worth Approximately RM444 Million

Announcement Type: General Announcement
Company NameCOASTAL CONTRACTS BHD  
Stock Name COASTAL  
Date Announced26 Sept 2014  
CategoryGeneral Announcement
Reference NoCC-140926-EAF0C

TypeAnnouncement
SubjectOTHERS
DescriptionCoastal Contracts Bhd ("Coastal" or "Company") - Vessel Sales Worth Approximately RM444 Million

Coastal is pleased to announce that its wholly-owned subsidiaries have secured contracts for the sales of seven units Offshore Support Vessels for an aggregate value of approximately RM444 million.

Including the new contracts and after adjusting for revenue recognition from vessels delivered to buyers up to 26 September 2014, Coastal Group has about RM1.4 billion worth of vessels sales orders awaiting delivery to customers up to 2015.

The revenue stream from the latest contracts is expected to contribute positively to the earnings per share and net assets per share of Coastal Group for the financial years ending 31 December 2014 and 31 December 2015.

None of the directors and/or substantial shareholders of the Company and persons connected with them have any interest, direct or indirect, in the above transactions.



LCTH - Change in Principal Officer

Announcement Type: Change in Principal Officer
Company NameLCTH CORPORATION BERHAD  
Stock Name LCTH  
Date Announced26 Sept 2014  
CategoryChange in Principal Officer
Reference NoCA-140910-51912

Date of change26/09/2014
NameTan Ta Chen
Age36
NationalityMalaysian
Type of changeAppointment
DesignationChief Financial Officer
QualificationsBachelor of Commerce in Accounting by Nelson Marlborough Institute of Technology, New Zealand (formerly known as Nelson Polytechnic) and also a member of CPA Australia.
Working experience and occupation -Accounts Executive with Natuzi Trading Pte Ltd(2000 -2003)
-Finance Manager with Various Resources (M) Sdn BHd(2003 – 2008)
-Group Accountant with Equator Life Science Berhad(now known as Ideal Sun City Holdings Berhad) (2008-2011)
-Group Accountant with JCY HDD Technology Sdn Bhd (a subsidiary of JCY International Berhad) (2011-2014)
Family relationship with any director and/or major shareholder of the listed issuerNil
Any conflict of interests that he/she has with the listed issuer or its subsidiariesNil
Details of any interest in the securities of the listed issuer or its subsidiariesNil


AIRASIA - 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 NameAIRASIA BERHAD  
Stock Name AIRASIA  
Date Announced26 Sept 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCM-140926-6BE27

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
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)
Disposed23/09/2014
7,494,600
 

Circumstances by reason of which change has occurredDisposal of Shares
Nature of interestDirect and Indirect
Direct (units)200,219,300 
Direct (%)7.19 
Indirect/deemed interest (units)41,083,600 
Indirect/deemed interest (%)1.48 
Total no of securities after change241,302,900
Date of notice23/09/2014

Remarks :
Direct Interest:-
1. Employees Provident Fund Board - 200,219,300

Indirect Interest:-
1. Employees Provident Fund Board (AMUNDI) - 7,000,000
2. Employees Provident Fund Board (HDBS) - 8,551,500
3. Employees Provident Fund Board (RHB INV) - 4,500,000
4. Employees Provident Fund Board (AM INV) - 10,470,000
5. Employees Provident Fund Board (KAF FM) - 3,116,300
6. Employees Provident Fund Board (ARIM) - 1,450,000
7. Employees Provident Fund Board (TEMPLETON) - 5,995,800

This announcement is based on the information in the Notice of Change in the Interests of Substantial Shareholder from Citigroup Nominees (Tempatan) Sdn Bhd on behalf of EMPLOYEES PROVIDENT FUND BOARD dated 24/09/2014 received by the registered office of AirAsia Berhad on 26/09/2014.


GAMUDA - 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 NameGAMUDA BERHAD  
Stock Name GAMUDA  
Date Announced26 Sept 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoGG-140926-40F66

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 RM1.00 each
Name & address of registered holderCitigroup Nominees (Tempatan) Sdn Bhd
- EPF Board





Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired23/09/2014
842,900
 

Circumstances by reason of which change has occurredAcquisition
Nature of interestDirect
Direct (units)172,695,205 
Direct (%)7.43 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change172,695,205
Date of notice24/09/2014

Remarks :
Notice was received on 26 September 2014.


TAKAFUL - 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 NameSYARIKAT TAKAFUL MALAYSIA BERHAD  
Stock Name TAKAFUL  
Date Announced26 Sept 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoST-140926-37963

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)
Acquired23/09/2014
1,900
 

Circumstances by reason of which change has occurredAcquisition
Nature of interestDirect
Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change12,737,720
Date of notice24/09/2014

Remarks :
The Notice of Changes in Substantial Shareholder's Interest (Form 29B) was received on 26 September 2014.


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