April 1, 2015

Company announcements: SMRT, OVERSEA, KANGER, CIMBA40, CIMBC50, CIMB, PARAMON

SMRT - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company NameSMRT HOLDINGS BERHAD (ACE Market) 
Stock Name SMRT  
Date Announced1 Apr 2015  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoCC-150401-5CBCD

Date of buy back01/04/2015
Description of shares purchasedOrdinary Shares
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)6,000
Minimum price paid for each share purchased ($$)0.495
Maximum price paid for each share purchased ($$)0.495
Total consideration paid ($$)2,970.00
Number of shares purchased retained in treasury (units)6,000
Number of shares purchased which are proposed to be cancelled (units)0
Cumulative net outstanding treasury shares as at to-date (units)7,117,600
Adjusted issued capital after cancellation
(no. of shares) (units)
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%)2.828


OVERSEA - OTHERS ACQUISITION OF ENTIRE SHARE CAPITAL OF RICH TASTES (CENTREPOINT) SDN. BHD.(“RTC”), A 65% EQUITY SUBSIDIARY OF RESTORAN OVERSEA JV (INTERNATIONAL) SDN. BHD. (906990-M) ("ROJV"), A WHOLLY OWNED SUBSIDIARY OF OVERSEA ("ACQUISITION")

Announcement Type: General Announcement
Company NameOVERSEA ENTERPRISE BERHAD (ACE Market) 
Stock Name OVERSEA  
Date Announced1 Apr 2015  
CategoryGeneral Announcement
Reference NoCK-150401-59241

TypeAnnouncement
SubjectOTHERS
DescriptionACQUISITION OF ENTIRE SHARE CAPITAL OF RICH TASTES (CENTREPOINT) SDN. BHD.(“RTC”), A 65% EQUITY SUBSIDIARY OF RESTORAN OVERSEA JV (INTERNATIONAL) SDN. BHD. (906990-M) ("ROJV"), A WHOLLY OWNED SUBSIDIARY OF OVERSEA ("ACQUISITION")

The Board of Directors of Oversea wishes to announce that ROJV, a wholly-owned subsidiary of Oversea, had on 1 April 2015 acquired the remaining entire 35% equity interest in RTC from the  JV partners comprising of 115,500 ordinary shares of RM1.00 each fully paid up for a total cash consideration of RM2.00. As a result of the acquisition of the entire 35% equity interest from the JV partners, RTC became a wholly-owned subsidiary of ROJV.

 

1. DETAILS OF THE ACQUISITION

 

1.1 Information on Rich Tastes (Centrepoint) Sdn. Bhd. (“RTC”)

 

RTC was incorporated in Malaysia on 14 July 2011 having its registered address at D-3-1 & D-3A-1, Seri Gembira Avenue, Jalan Senang Ria, 58200 Kuala Lumpur and with an issued and paid up share capital of RM330,000.00. RTC is a 65% equity owned by Restoran Oversea JV (International) Sdn. Bhd. which is in turn a wholly owned subsidiary of Oversea. The remaining 35% equity of the issued and paid up share capital of RTC are held by the following JV parties:-

 

Name of Shareholders No. of Shares Held

 

Henry Choo Hon Fai 16,500

Rich Tastes Sdn . Bhd. 99,000

  -----------

Total  115,500

  =======

 

 

RTC formerly engaged in the operation of a caf at Centrepoint, Bandar Utama, Selangor Darul Ehsan. RTC had ceased its business operation and currently is a dormant company.

 

 1.2 Information on Restoran Oversea JV (International) Sdn. Bhd. (“ROJV”)

 

ROJV was incorporated in Malaysia on 6 July 2010 having its registered address at D-3-1 & D-3A-1, Seri Gembira Avenue, Jalan Senang Ria, 58200 Kuala Lumpur and with an issued and paid up share capital of RM2,600,000.00 divided into 2,600,000 ordinary shares of RM1.00 each. ROJV is principally an investment holding company.

 

 

 1.3 Rationale for the Acquisition

 

The Acquisition will provide ROJV with a dormant company intended for future expansion in its core business of restaurant and caf operators.

 

 1.4 Liaiblities To Be Assumed

There was no Liabilities including contingent liabilities and guarantees, to be  assumed by Oversea arising from the Acquisition

 

 

2. BASIS OF ARRIVING AT THE ACQUISITION CONSIDERATION

 

The Acquisition consideration of RM2.00  was arrived at on a willing buyer willing seller basis.

 

 

3. FINANCIAL EFFECTS ON THE ACQUISITION

 

3.1 Share Capital


The Acquisition is not expected to have any material effect on the issued and paid-up share capital of Oversea.

3.2 Earnings and Net Assets

The Acquisition is not expected to have a material effect on the net assets per share and the earnings of the Company and of the Group for the financial year ending 31 March 2016. 

3.3 Gearing

The Acquisition will not have any material impact on the gearing of Oversea.

4. APPROVAL SOUGHT

 

The Acquisition is not subject to the approval of the shareholders of the Company or from any relevant authorities.

 

5. INTEREST OF DIRECTORS, SUBSTANTIAL / MAJOR SHAREHOLDERS AND PERSONS CONNECTED

 

None of the Directors and/or substantial / major shareholders of Oversea or persons connected to them have any interest, direct or indirect in the Acquisition.

 

6. STATEMENT BY DIRECTORS

The Board of Directors of Oversea is of the opinion that the Acquisition is in the best interest of the Group.

 

The Acquisition is fair, reasonable and on normal commercial terms and are not detrimental to the interest of the minority shareholders.

 

This announcement is dated 1 April 2015

 

 



KANGER - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameKANGER INTERNATIONAL BERHAD (ACE Market) 
Stock Name KANGER  
Date Announced1 Apr 2015  
CategoryGeneral Announcement
Reference NoMI-150401-61921

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionKANGER INTERNATIONAL BERHAD (“KANGER” OR “COMPANY”)

(I) PROPOSED ISSUANCE OF REDEEMABLE CONVERTIBLE NOTES PROGRAMME COMPRISING REDEEMABLE CONVERTIBLE COMMERCIAL PAPERS AND/OR REDEEMABLE CONVERTIBLE MEDIUM TERM NOTES WITH AN AGGREGATE PRINCIPAL AMOUNT OF UP TO RM100.0 MILLION; AND

(II) PROPOSED DIVERSIFICATION OF PRINCIPAL ACTIVITIES TO INCLUDE PROPERTY INVESTMENT AND MANAGEMENT

(COLLECTIVELY REFERRED TO AS THE “PROPOSALS”)

We refer to the announcement made in relation to the Proposals dated 2 January 2015 (“Announcement”). For consistency purposes, the abbreviations used in this announcement are the same as those previously defined in the Announcement unless otherwise defined herein.

 

On behalf of the Board, Kenanga IB is pleased to inform that Advance Opportunities Fund, being the Subscriber of the Notes had, on 1 April 2015 agreed in writing, to amend the Fulfilment Date, as defined in the Subscription Agreement, from “the date falling three calendar months from the date of this Agreement, or such other date as the Parties may agree in writing” to “4 May 2015, or such other date as the Parties may agree in writing”.

 

The abovementioned Fulfilment Date is the date for the parties to fulfil the conditions precedent to the closing of the first sub-tranche of Tranche 1 Notes under the Subscription Agreement, the details of which are set out in the Announcement.

 

Save as stated above, all the terms and conditions of the Subscription Agreement shall remain in full force and effect. 

 

This announcement is dated 1 April 2015.


CIMBA40 - NET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE

Announcement Type: General Announcement
Company NameCIMB FTSE ASEAN 40 MALAYSIA  
Stock Name CIMBA40  
Date Announced1 Apr 2015  
CategoryGeneral Announcement
Reference NoOB-150401-A1249

TypeAnnouncement
SubjectNET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE
DescriptionFund: CIMB FTSE ASEAN 40 Malaysia
Date: 01-Apr-2015
NAV per unit (RM): 1.8926
Units in circulation (units): 1,350,000.00
Management Fee (% p.a.): 0.00
Trustee Fee (% p.a.): 0.08
Index Licence Fee (% p.a.): 0.00
FTSE/ASEAN 40 Index: 10,650.91

Attachments

A40.pdf
10 KB



CIMBC50 - NET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE

Announcement Type: General Announcement
Company NameCIMB FTSE CHINA 50  
Stock Name CIMBC50  
Date Announced1 Apr 2015  
CategoryGeneral Announcement
Reference NoOB-150401-A122A

TypeAnnouncement
SubjectNET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE
DescriptionFund: CIMB FTSE China 50
Date: 01-Apr-2015
NAV per unit (RM): 1.3665
Units in circulation (units): 11,700,000.00
Management Fee (% p.a.): 0.60
Trustee Fee (% p.a.): 0.08
Index Licence Fee (% p.a.): 0.04
FTSE/Xinhua China 25 Index: 19,826.24

Attachments

China50.pdf
123 KB



CIMB - Changes in Sub. S-hldr's Int. (29B) - Mitsubishi UFJ Financial Group Inc (MUFG)

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameCIMB GROUP HOLDINGS BERHAD  
Stock Name CIMB  
Date Announced1 Apr 2015  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCG-150401-47F30

Particulars of substantial Securities Holder

NameMitsubishi UFJ Financial Group Inc (MUFG)
Address7-1, Marunouchi 2-Chome
Chiyoda-ku, Tokyo
100-8330, Japan
NRIC/Passport No/Company No.NIL
Nationality/Country of incorporationJapan
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holder1. Aberdeen Asset Management PLC ("Aberdeen") and its subsidiaries
10 Queen's Terrace
Aberdeen, AB10 1YG
Scotland

2. The Bank of Tokyo-Mitsubishi UFJ, Ltd.("BTMU")
7-1, Marunouchi 2-Chome
Chiyoda-ku, Tokyo
100-8330, Japan

3. Mitsubishi UFJ Asset Management Co., Ltd ("MUAM")
4-5, Marunouchi 1-Chome
Chiyoda-ku, Tokyo
100-8212, Japan

4. KOKUSAI Asset Management Co., Ltd ("KOKUSAI")
1-1, Marunouchi 3-Chome
Chiyoda-ku, Tokyo
100-0005, Japan

5. Mitsubishi UFJ Trust and Banking Corporation ("MUTB")
4-5, Marunouchi 1-Chome
Chiyoda-ku, Tokyo
100-8212, Japan

6. Morgan Stanley Investment Management Inc.
1585 Broadway, New York, NY 10036

7. Morgan Stanley & Co. International plc
25 Cabot Square, Canary Wharf
London E14 4QA
United Kingdom

8. Fundlogic SAS
61 rue de Monceau
Paris 75008, France

9. Morgan Stanley Investment Management Limited
25 Cabot Square, Canary Wharf
London E14 4QA, United Kingdom

10. AMP Capital Holdings Limited ("AMP") and its subsidiaries
Level 24 AMP Sydney Cove Building
33 Alfred Street Sydney
NSW 2000, Australia

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired26/03/2015
16,400
 

Circumstances by reason of which change has occurred- Acquisition by Morgan Stanley Group

MUFG is deemed interested in the shares by virtue of:-

1. MUFG's wholly-owned subsidiary, Mitsubishi UFJ Trust & Banking Corp, holding more than 15% in Aberdeen Asset Management PLC.

2. The Bank of Tokyo-Mitsubishi UFJ Ltd., being MUFG's wholly-owned subsidiary.

3. Mitsubishi UFJ Asset Management Co., Ltd., being MUFG's wholly-owned subsidiary.

4. MUFG's wholly-owned subsidiary, Mitsubishi UFJ Securities Co., Ltd., holding more than 15% in KOKUSAI Asset Management Co., Ltd.

5. Mitsubishi UFJ Trust & Banking Corp, being MUFG's wholly owned subsidiary

6-10. MUFG's holding more than 15% interest in shares of Morgan Stanley Group.

11. MUFG's wholly owned subsidiary, Mitsubishi UFJ Trust & Banking Corp, Holding 15% in AMP.
Nature of interestIndirect
Direct (units) 
Direct (%) 
Indirect/deemed interest (units)723,488,854 
Indirect/deemed interest (%)8.59 
Total no of securities after change723,488,854
Date of notice31/03/2015

Remarks :
Notice received on 1 April 2015.

c.c. Securities Commission.


CIMB - 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 NameCIMB GROUP HOLDINGS BERHAD  
Stock Name CIMB  
Date Announced1 Apr 2015  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCG-150401-1B511

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 ("Citigroup") - Employees Provident Fund Board
Citigroup - Employees Provident Fund Board (KIB)
Citigroup - Employees Provident Fund Board (AFFIN-HWG)
Citigroup - Employees Provident Fund Board (RHB INV)
Citigroup - Employees Provident Fund Board (AM INV)
Citigroup - Employees Provident Fund Board (MAYBAN)
Citigroup - Employees Provident Fund Board (KAF FM)
Citigroup - Employees Provident Fund Board (NOMURA)
Citigroup - Employees Provident Fund Board (PHEIM)
Citigroup - Employees Provident Fund Board (CIMB PRI)
Citigroup - Employees Provident Fund Board (ARIM)
Citigroup - Employees Provident Fund Board (TEMPLETON)
Citigroup - Employees Provident Fund Board (ABERDEEN)

- 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)
Acquired26/03/2015
913,200
 

Circumstances by reason of which change has occurred Citigroup - EPF Board - Aquisition of 913,200 shares
Nature of interestDirect
Direct (units)1,378,849,942 
Direct (%)16.37 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change1,378,849,942
Date of notice27/03/2015

Remarks :
Notice received on 1 April 2015.

c.c. Securities Commission


CIMB - 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 NameCIMB GROUP HOLDINGS BERHAD  
Stock Name CIMB  
Date Announced1 Apr 2015  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCG-150401-FC312

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 ("Citigroup") - Employees Provident Fund Board
Citigroup - Employees Provident Fund Board (KIB)
Citigroup - Employees Provident Fund Board (AFFIN-HWG)
Citigroup - Employees Provident Fund Board (RHB INV)
Citigroup - Employees Provident Fund Board (AM INV)
Citigroup - Employees Provident Fund Board (MAYBAN)
Citigroup - Employees Provident Fund Board (KAF FM)
Citigroup - Employees Provident Fund Board (NOMURA)
Citigroup - Employees Provident Fund Board (PHEIM)
Citigroup - Employees Provident Fund Board (CIMB PRI)
Citigroup - Employees Provident Fund Board (ARIM)
Citigroup - Employees Provident Fund Board (TEMPLETON)
Citigroup - Employees Provident Fund Board (ABERDEEN)

- 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)
Acquired27/03/2015
2,289,600
 
Disposed27/03/2015
501,700
 

Circumstances by reason of which change has occurred Citigroup - EPF Board - Aquisition of 2,289,600 shares
Citigroup - EPF Board (CIMB PRI)-Dispoasal of 501,700 shares
Nature of interestDirect
Direct (units)1,380,637,842 
Direct (%)16.39 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change1,380,637,842
Date of notice30/03/2015

Remarks :
Notice received on 1 April 2015.

c.c. Securities Commission


CIMB - OTHERS SUBSCRIPTION OF NEW SHARES AND ACQUISITION OF EXISTING SHARES IN LOT A SENTRAL SDN BHD BY CIMB REAL ESTATE SDN BHD (“TRANSACTION”)

Announcement Type: General Announcement
Company NameCIMB GROUP HOLDINGS BERHAD  
Stock Name CIMB  
Date Announced1 Apr 2015  
CategoryGeneral Announcement
Reference NoCG-150401-61064

TypeAnnouncement
SubjectOTHERS
DescriptionSUBSCRIPTION OF NEW SHARES AND ACQUISITION OF EXISTING SHARES IN LOT A SENTRAL SDN BHD BY CIMB REAL ESTATE SDN BHD (“TRANSACTION”)

CIMB Group Holdings Berhad (“CIMBGH” or the “Company”) is pleased to announce that CIMB Real Estate Sdn Bhd (“CIMBRE”), a wholly-owned indirect subsidiary of the Company, has, as of today, completed a conditional Subscription Agreement with Lot A Sentral Sdn Bhd (“LASSB”) for the subscription of new shares in LASSB, and a conditional Share Sale Agreement with Mapletree Dextra Pte Ltd and CMREF 1 Sdn Bhd (“CMREF1”) for the acquisition of existing shares in LASSB, for a combined cash consideration of approximately RM646 million, subject to post-closing adjustments. Upon completion of the Transaction, LASSB has become a wholly-owned subsidiary of CIMBRE.

LASSB is a special-purpose company incorporated to own and manage the 40-storey commercial building called “Menara CIMB”. Located in the prime location of Kuala Lumpur Sentral, “Menara CIMB” is the new headquarters for CIMBGH and its subsidiaries.

The Transaction will not have any material effect on CIMBGH’s consolidated net assets and earnings and will not have any effect on CIMBGH’s share capital and substantial shareholders’ shareholdings.

None of the Directors and major shareholders of CIMBGH and/or any persons connected with them have any interest, direct or indirect, in the Transaction.

This announcement is dated 1 April 2015.

Cc Securities Commission



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

Announcement Type: General Announcement
Company NamePARAMOUNT CORPORATION BERHAD  
Stock Name PARAMON  
Date Announced1 Apr 2015  
CategoryGeneral Announcement
Reference NoPC-150401-EC295

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionPROPOSED ACQUISITION OF 12 CONTIGUOUS PARCELS OF FREEHOLD LAND MEASURING IN TOTAL AREA APPROXIMATELY 237.2727 ACRES ALL SITUATED WITHIN THE MUKIM OF DENGKIL, DISTRICT OF SEPANG, STATE OF SELANGOR AT A TOTAL CASH CONSIDERATION OF RM227,383,174.00

Unless otherwise defined in this announcement, the terms used throughout this announcement shall have the same meaning as defined in the announcement dated 2 January 2015.

Further to our earlier announcements dated 2 January 2015, 10 March 2015 and 25 March 2015 in relation to the Proposed Acquisition, the Board of Directors of Paramount Corporation Berhad wishes to announce that the parties have mutually agreed to extend the Cut-Off Date for a further fourteen (14) days until 15 April 2015 to enable the Vendor to fulfill the Conditions Precedent set out in the SPA.

This announcement is dated 1 April 2015.



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