October 2, 2014

Company announcements: SKPRES, TECNIC

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

Announcement Type: General Announcement
Company NameSKP RESOURCES BHD  
Stock Name SKPRES  
Date Announced2 Oct 2014  
CategoryGeneral Announcement
Reference NoMI-141002-65413

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
DescriptionSKP RESOURCES BERHAD (“SKP” OR THE “COMPANY”)

PROPOSED ACQUISITION BY SKP OF THE ENTIRE ISSUED AND PAID-UP SHARE CAPITAL OF PLASTICTECNIC (M) SDN BHD, SUN TONG SENG MOULD-TECH SDN BHD, AND BANGI PLASTICS SDN BHD, ALL WHOLLY-OWNED SUBSIDIARIES OF TECNIC GROUP BERHAD, FOR AN AGGREGATE PURCHASE CONSIDERATION OF RM200.0 MILLION TO BE SATISFIED VIDE THE ISSUANCE OF 172,413,793 NEW ORDINARY SHARES OF RM0.10 EACH IN SKP (“SKP SHARE(S)”) AT AN ISSUE PRICE OF RM0.58 PER SKP SHARE AND RM100.0 MILLION IN CASH

On behalf of the Board of Directors of SKP, RHB Investment Bank Berhad wishes to announce that the Company had on 2 October 2014, entered into a conditional share purchase agreement with Tecnic Group Berhad (‘Tecnic”) for the acquisition of:

(i) 3,500,000 ordinary shares of RM1.00 each in Plastictecnic (M) Sdn Bhd (“PSB”), representing the entire issued and paid-up share capital of PSB;

(ii) 3,000,000 ordinary shares of RM1.00 each in Sun Tong Seng Mould-Tech Sdn Bhd (“STSM”), representing the entire issued and paid-up share capital of STSM; and

(iii) 2,300,000 ordinary shares of RM1.00 each in Bangi Plastics Sdn Bhd (“BPSB”), representing the entire issued and paid-up share capital of BPSB,

for an aggregate purchase consideration of RM200.0 million to be satisfied vide the issuance of 172,413,793 new SKP Shares at an issue price of RM0.58 per SKP Share and RM100.0 million in cash (“Proposed Acquisitions”).

Please refer to the attachment for further details of the Proposed Acquisitions.

This announcement is dated 2 October 2014.



TECNIC - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameTECNIC GROUP BERHAD  
Stock Name TECNIC  
Date Announced2 Oct 2014  
CategoryGeneral Announcement
Reference NoMI-141002-66989

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionTECNIC GROUP BERHAD (“TECNIC” OR “THE COMPANY”)

I. PROPOSED DISPOSALS;
II. PROPOSED DISTRIBUTION;
III. PROPOSED AMENDMENT

(COLLECTIVELY, THE “PROPOSALS”)

On behalf of the Board of Directors of Tecnic, RHB Investment Bank Berhad wishes to announce that the Company is proposing to undertake the following:

(a) proposed disposal of Tecnic’s entire equity interests in Plastictecnic (M) Sdn Bhd, Sun Tong Seng Mould-Tech Sdn Bhd and Bangi Plastics Sdn Bhd to SKP Resources Berhad (“SKP”) for a total disposal consideration of RM200.0 million to be satisfied via RM100.0 million in cash (“Cash Proceeds”) and issuance of 172,413,793 new ordinary shares of RM0.10 each in SKP at an issue price of RM0.58 per SKP Share (“Consideration Shares”);

(b) proposed distribution of 95% of the Cash Proceeds which amounts to RM95.0 million and any cash balances as at the entitlement date to be determined later and the Consideration Shares to the entitled shareholders of Tecnic; and

(c) proposed amendment to the Memorandum of Association of Tecnic to facilitate the proposed reduction of the par value of the ordinary shares of RM1.00 each in Tecnic (“Tecnic Share”) by cancellation of RM0.90 of the par value of every then existing Tecnic Shares,

(Collectively referred to as the “Proposals”).

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

This announcement is dated 2 October 2014.



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