GOLDIS - General Announcement
Announcement Type: General Announcement
Company Name: GOLDIS BERHAD
Stock Name: GOLDIS
Date Announced: 13/10/2010
Announcement Detail:
Type: Announcement
Subject: Dealings by Principal Officers of Goldis Berhad Outside Closed Period Pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad
Contents: Pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the following Principal Officers have dealings in the securities of the company pursuant to a Bonus Issue.
Company Name: GOLDIS BERHAD
Stock Name: GOLDIS
Date Announced: 13/10/2010
Announcement Detail:
Type: Announcement
Subject: Dealings by Principal Officers of Goldis Berhad Outside Closed Period Pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad
Contents: Pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the following Principal Officers have dealings in the securities of the company pursuant to a Bonus Issue.
GOLDIS - General Announcement
Announcement Type: General Announcement
Company Name: GOLDIS BERHAD
Stock Name: GOLDIS
Date Announced: 13/10/2010
Announcement Detail:
Type: Announcement
Subject: Dealings by Directors of Goldis Berhad Outside Closed Period Pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad
Contents: Pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the following Directors have dealings in the securities of the company pursuant to a Bonus Issue.
Company Name: GOLDIS BERHAD
Stock Name: GOLDIS
Date Announced: 13/10/2010
Announcement Detail:
Type: Announcement
Subject: Dealings by Directors of Goldis Berhad Outside Closed Period Pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad
Contents: Pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the following Directors have dealings in the securities of the company pursuant to a Bonus Issue.
UBG - General Announcement
Announcement Type: General Announcement
Company Name: UBG BERHAD
Stock Name: UBG
Date Announced: 13/10/2010
Announcement Detail:
Type: Announcement
Subject: UBG BERHAD ("UBG" OR "COMPANY" OR "THE OFFEREE")
MANDATORY TAKE-OVER OFFER BY JAVACE SDN BHD ("JSB" OR "OFFEROR") AND SHEIKH TAREK ESSAM AHMAD OBAID (THE "ULTIMATE OFFEROR") THROUGH AMINVESTMENT BANK BERHAD TO ACQUIRE ALL OF THE ORDINARY SHARES OF RM0.25 EACH IN UBG NOT ALREADY HELD BY JSB AND PERSONS ACTING IN CONCERT WITH IT ("OFFER SHARES") FOR A CASH OFFER PRICE OF RM2.50 PER OFFER SHARE ("OFFER PRICE") ("OFFER")
- APPOINTMENT OF INDEPENDENT ADVISER APPROVED BY SECURITIES COMMISSION
Contents: UBG's announcement on 7 October 2010 pertaining to the above matter refers.
The Company wishes to announce that the Securities Commission had via its letter dated 13 October 2010 approved the appointment of ECM Libra Investment Bank Berhad as the Independent Adviser in relation to the Offer.
This announcement is dated 13 October 2010.
Company Name: UBG BERHAD
Stock Name: UBG
Date Announced: 13/10/2010
Announcement Detail:
Type: Announcement
Subject: UBG BERHAD ("UBG" OR "COMPANY" OR "THE OFFEREE")
MANDATORY TAKE-OVER OFFER BY JAVACE SDN BHD ("JSB" OR "OFFEROR") AND SHEIKH TAREK ESSAM AHMAD OBAID (THE "ULTIMATE OFFEROR") THROUGH AMINVESTMENT BANK BERHAD TO ACQUIRE ALL OF THE ORDINARY SHARES OF RM0.25 EACH IN UBG NOT ALREADY HELD BY JSB AND PERSONS ACTING IN CONCERT WITH IT ("OFFER SHARES") FOR A CASH OFFER PRICE OF RM2.50 PER OFFER SHARE ("OFFER PRICE") ("OFFER")
- APPOINTMENT OF INDEPENDENT ADVISER APPROVED BY SECURITIES COMMISSION
Contents: UBG's announcement on 7 October 2010 pertaining to the above matter refers.
The Company wishes to announce that the Securities Commission had via its letter dated 13 October 2010 approved the appointment of ECM Libra Investment Bank Berhad as the Independent Adviser in relation to the Offer.
This announcement is dated 13 October 2010.
TRANMIL - General Announcement
Announcement Type: General Announcement
Submitting Merchant Bank: KENANGA INVESTMENT BANK BERHAD
Company Name: TRANSMILE GROUP BERHAD
Stock Name: TRANMIL
Date Announced: 13/10/2010
Announcement Detail:
Type: Announcement
Subject: TRANSMILE GROUP BERHAD ("TRANSMILE" OR THE "COMPANY")
RESTRAINING ORDER UNDER SECTION 176(10) OF THE COMPANIES ACT 1965 ("THE ACT")
Contents: Further to the announcement made on 16 July 2010, Kenanga Investment Bank Berhad, on behalf of the Board of Directors of Transmile ("Board"), wishes to announce that the High Court of Malaya at Kuala Lumpur had on 12 October 2010 granted:
(i) an extension of the Order obtained on 16 July 2010 pursuant to Section 176(10) of the Act, to restrain all further proceedings in any actions or proceedings against Transmile and Transmile Air Services Sdn Bhd ("TAS"), a wholly owned subsidiary of the Company, for a period of ninety (90) days from 13 October 2010 ("Extended Restraining Order"); and
(ii) an extension of the period for convening and holding of the Court Convened Meeting of Transmile and TAS for a period of ninety (90) days from 13 October 2010.
The Extended Restraining Order will allow the Company and TAS to finalise a conclusive debt restructuring proposal with the lenders under a scheme of arrangement to restructure the debts owing to the lenders. The debt restructuring proposal is an integral part of the regularisation plan to regularise the financial condition of the Company pursuant to Practice Note 17 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad. The full details of the proposed scheme of arrangement will be announced in due course once finalised.
This announcement is dated 13 October 2010.
Submitting Merchant Bank: KENANGA INVESTMENT BANK BERHAD
Company Name: TRANSMILE GROUP BERHAD
Stock Name: TRANMIL
Date Announced: 13/10/2010
Announcement Detail:
Type: Announcement
Subject: TRANSMILE GROUP BERHAD ("TRANSMILE" OR THE "COMPANY")
RESTRAINING ORDER UNDER SECTION 176(10) OF THE COMPANIES ACT 1965 ("THE ACT")
Contents: Further to the announcement made on 16 July 2010, Kenanga Investment Bank Berhad, on behalf of the Board of Directors of Transmile ("Board"), wishes to announce that the High Court of Malaya at Kuala Lumpur had on 12 October 2010 granted:
(i) an extension of the Order obtained on 16 July 2010 pursuant to Section 176(10) of the Act, to restrain all further proceedings in any actions or proceedings against Transmile and Transmile Air Services Sdn Bhd ("TAS"), a wholly owned subsidiary of the Company, for a period of ninety (90) days from 13 October 2010 ("Extended Restraining Order"); and
(ii) an extension of the period for convening and holding of the Court Convened Meeting of Transmile and TAS for a period of ninety (90) days from 13 October 2010.
The Extended Restraining Order will allow the Company and TAS to finalise a conclusive debt restructuring proposal with the lenders under a scheme of arrangement to restructure the debts owing to the lenders. The debt restructuring proposal is an integral part of the regularisation plan to regularise the financial condition of the Company pursuant to Practice Note 17 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad. The full details of the proposed scheme of arrangement will be announced in due course once finalised.
This announcement is dated 13 October 2010.
ASTINO - Notice of Shares Buy Back - Immediate Announcement
Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company Name: ASTINO BERHAD
Stock Name: ASTINO
Date Announced: 13/10/2010
Announcement Detail:
Date of buy back: 13/10/2010
Description of shares purchased: Ordinary shares of RM0.50 each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 39,400
Minimum price paid for each share purchased ($$): 0.675
Maximum price paid for each share purchased ($$): 0.685
Total consideration paid ($$): 26,870.00
Number of shares purchased retained in treasury (units): 39,400
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 3,807,504
Adjusted issued capital after cancellation (no. of shares) (units): 0
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 2.78
Company Name: ASTINO BERHAD
Stock Name: ASTINO
Date Announced: 13/10/2010
Announcement Detail:
Date of buy back: 13/10/2010
Description of shares purchased: Ordinary shares of RM0.50 each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 39,400
Minimum price paid for each share purchased ($$): 0.675
Maximum price paid for each share purchased ($$): 0.685
Total consideration paid ($$): 26,870.00
Number of shares purchased retained in treasury (units): 39,400
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 3,807,504
Adjusted issued capital after cancellation (no. of shares) (units): 0
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 2.78
CAB - General Announcement
Announcement Type: General Announcement
Company Name: CAB CAKARAN CORPORATION BERHAD
Stock Name: CAB
Date Announced: 13/10/2010
Announcement Detail:
Type: Announcement
Subject: IN THE HIGH COURT OF MALAYA AT KUALA LUMPUR
SUIT NO. S4-22-450-2006
WELLPRADE SDN. BHD. vs KYROS INTERNATIONAL SDN. BHD.
Contents: IN THE HIGH COURT OF MALAYA AT KUALA LUMPUR SUIT NO. S4-22-450-2006
WELLPRADE SDN. BHD. vs KYROS INTERNATIONAL SDN. BHD.
Company Name: CAB CAKARAN CORPORATION BERHAD
Stock Name: CAB
Date Announced: 13/10/2010
Announcement Detail:
Type: Announcement
Subject: IN THE HIGH COURT OF MALAYA AT KUALA LUMPUR
SUIT NO. S4-22-450-2006
WELLPRADE SDN. BHD. vs KYROS INTERNATIONAL SDN. BHD.
Contents: IN THE HIGH COURT OF MALAYA AT KUALA LUMPUR SUIT NO. S4-22-450-2006
WELLPRADE SDN. BHD. vs KYROS INTERNATIONAL SDN. BHD.
ATURMJU - Change in Audit Committee
Announcement Type: Change in Audit Committee
Company Name: ATURMAJU RESOURCES BERHAD
Stock Name: ATURMJU
Date Announced: 13/10/2010
Announcement Detail:
Date of change: 30/09/2010
Type of change: Appointment
Designation: Member of Audit Committee
Directorate: Independent & Non Executive
Name: TAN CHOON HWA (JMK, JP)
Age: 53
Nationality: MALAYSIAN
Qualifications: High School Education
Working experience and occupation: He is a businessman who has attached in various industries such as timber extraction, main contractor, housing and land development. He is Executive Chairman of TCH Group of Companies, Executive Director of Wazlian Group of Companies, Independent & Non-Executive Director of VTI Vintage Berhad and holds other chairmanship in several associations, namely Teo Chew Association, Persatuan Pendidikan AKLAH Kelantan / Sabah, Vice President of Majlis Jaksa Pendamai Kelatan etc.
Directorship of public companies (if any): VTI Vintage Berhad
Family relationship with any director and/or major shareholder of the listed issuer: Nil
Any conflict of interests that he/she has with the listed issuer: Nil
Details of any interest in the securities of the listed issuer or its subsidiaries: 125,830 ordinary shares
Composition of Audit Committee (Name and Directorate of members after change): Mr Wong Yew Sen (Chairman)
- Independent Non-Executive Director
En Abdul Rahman Bin Ahmad Mahidin (Member)
- Chairman, Independent Non-Executive Director
Tan Choon Hwa (JMK, JP)
- Independent Non-Executive Director
Company Name: ATURMAJU RESOURCES BERHAD
Stock Name: ATURMJU
Date Announced: 13/10/2010
Announcement Detail:
Date of change: 30/09/2010
Type of change: Appointment
Designation: Member of Audit Committee
Directorate: Independent & Non Executive
Name: TAN CHOON HWA (JMK, JP)
Age: 53
Nationality: MALAYSIAN
Qualifications: High School Education
Working experience and occupation: He is a businessman who has attached in various industries such as timber extraction, main contractor, housing and land development. He is Executive Chairman of TCH Group of Companies, Executive Director of Wazlian Group of Companies, Independent & Non-Executive Director of VTI Vintage Berhad and holds other chairmanship in several associations, namely Teo Chew Association, Persatuan Pendidikan AKLAH Kelantan / Sabah, Vice President of Majlis Jaksa Pendamai Kelatan etc.
Directorship of public companies (if any): VTI Vintage Berhad
Family relationship with any director and/or major shareholder of the listed issuer: Nil
Any conflict of interests that he/she has with the listed issuer: Nil
Details of any interest in the securities of the listed issuer or its subsidiaries: 125,830 ordinary shares
Composition of Audit Committee (Name and Directorate of members after change): Mr Wong Yew Sen (Chairman)
- Independent Non-Executive Director
En Abdul Rahman Bin Ahmad Mahidin (Member)
- Chairman, Independent Non-Executive Director
Tan Choon Hwa (JMK, JP)
- Independent Non-Executive Director
GFB - Notice of Shares Buy Back - Immediate Announcement
Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company Name: GOLDEN FRONTIER BERHAD
Stock Name: GFB
Date Announced: 13/10/2010
Announcement Detail:
Date of buy back: 13/10/2010
Description of shares purchased: Ordinary Shares of RM1 Each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 3,000
Minimum price paid for each share purchased ($$): 1.350
Maximum price paid for each share purchased ($$): 1.350
Total consideration paid ($$): 4,096.22
Number of shares purchased retained in treasury (units): 3,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 1,724,000
Adjusted issued capital after cancellation (no. of shares) (units): 56,608,800
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 3.05
Remarks: Total consideration paid for shares purchased is inclusive of brokerage, clearing house fee and stamp duty.
This announcement is dated 13/10/2010.
Company Name: GOLDEN FRONTIER BERHAD
Stock Name: GFB
Date Announced: 13/10/2010
Announcement Detail:
Date of buy back: 13/10/2010
Description of shares purchased: Ordinary Shares of RM1 Each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 3,000
Minimum price paid for each share purchased ($$): 1.350
Maximum price paid for each share purchased ($$): 1.350
Total consideration paid ($$): 4,096.22
Number of shares purchased retained in treasury (units): 3,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 1,724,000
Adjusted issued capital after cancellation (no. of shares) (units): 56,608,800
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 3.05
Remarks: Total consideration paid for shares purchased is inclusive of brokerage, clearing house fee and stamp duty.
This announcement is dated 13/10/2010.
LBICAP - General Announcement
Announcement Type: General Announcement
Company Name: LBI CAPITAL BERHAD
Stock Name: LBICAP
Date Announced: 13/10/2010
Announcement Detail:
Type: Announcement
Subject: LBI CAPITAL BHD ("LBI" or the "COMPANY")
PROPOSED ACQUISITION OF LAND FROM SPACE PASSAGE SDN BHD FOR A CASH CONSIDERATION OF RM5,500,000 ("SPSB") ("PROPOSED ACQUISITION")
Contents: 1. INTRODUCTION
The Board of Directors of LBI, is pleased to announce that Triple Equity Sdn Bhd (Company No.: 722979-U)("TESB or the Purchaser"), a wholly-owned subsidiary of LBI, had on 12 Oct. 2010 entered into a conditional sale and purchase agreement ("SPA") with Space Passage Sdn Bhd (333792-U) ("SPSB or the Vendor") for the acquisition of a piece of leasehold land held under PM 1174, Lot 11844, Tempat Genting Highland, Mukim Bentong, Daerah Bentong, Pahang Darul Makmur ("the said land"), measuring approximately 2.166 hectares (5.35 acres) for a total cash consideration of RM5,500,000.
Further details of the Proposed Acquisition are set out in the ensuing paragraphs.
2. PROPOSED ACQUISITION
2.1 Details of the Proposed Acquisition
Pursuant to the SPA, the total cash consideration of RM5,500,000 to be satisfied in cash by TESB in the following manner:-
(a) A sum of RM550,000 was paid by TESB to the Vendor's solicitor as a stakeholder upon execution of the SPA;
and
(b) the balance of RM4,950,000 shall be paid by TESB to vendor's solicitor as stakeholder for the Vendor within the period of 2 months from the date of this agreement become unconditional, failing which the Vendor shall grant to the Purchaser an extension of one (1) month to complete the transaction subject to the Purchaser shall pay to the Vendor interest on the balance purchase price at the rate of 8% per annum on daily basis commencing from the day immediately next following the completion date up to the date of full payment of the balance purchase price.
2.2 Basis of purchase consideration
The purchase consideration was based on a "willing-buyer willing-seller" basis.
2.3 Mode of satisfaction of the purchase consideration
The purchase consideration will be satisfied by way of cash from internally generated funds and bank borrowings.
2.4 Other salient terms
The other salient terms of the SPA are set out below:-
a) The completion of the SPA of the said land hereunder is conditional to the Vendor obtaining the State Authority Approval within 3 months from the date of this Agreement or such further extension as the parties herein may mutually agree.
b) The Vendor agrees at the Vendor's own cost and expense, to cause the execution by Genting Utilities of the assignment or novation of all the Vendor's rights, interest and benefit under the utility Agreement (together the 'Assignment") to the Purchaser upon the completion of the SPA.
3. INFORMATION ON THE LAND
The leasehold land is held under leasehold title PM 1174, Lot 11844, Tempat Genting Highland, Mukim Bentong, Daerah Bentong, Pahang Darul Makmur, measuring approximately 2.166 hectares (5.35 acres) which is expiring on 21 November 2089. The said land is under commercial status.
The Vendor has entered into a water supply agreement and an electricity supply agreement with Genting Utilities & Services Sdn Bhd for the supplies of water and electricity to the said land.
The said land is located near Gohtong Jaya, Genting Highland. It is easily accessible through the main road leading to Genting Highland and lies approximately 60 kilometres from Kuala Lumpur city centre.
4. INFORMATION OF SPSB
SPSB was incorporated in Malaysia under Companies Act, 1965 on 15 Feb. 1995. SPSB has its registered office at Level 8, Sympony House, Block D13, Pusat Dagangan Dana 1, Jalan PJU 1A/46, Petaling Jaya, Selangor Darul Ehsan.
SPSB is a dormant company with an authorized paid-up capital of RM5,000,000 and paid-up capital of RM1,000,002 comprising 1,000,002 ordinary share of RM1.00 each.
The present directors of SPSB are as follows:
a) Dato' Seri Thiagarajah S/O Nadarajah
b) Narain Girdhar Chanrai
c) Jagdish Murli Chanrai
5. COST OF INVESTMENT
The original cost of investment(s) to SPSB is not made available at this point of time. Nevertheless, the Company will make the relevant announcement as and when this information is available.
6. RATIONALE
The property acquisition is to enhance LBI's property development activities in view of the completion of most of its projects. TESB plans to develop the said land into resorts and hotel suites.
The acquisition will increased the development land of the Group and will contribute higher earning in the near future.
7. RISKS
7.1 Business Risk
The inherent risk of the property development sector include shortages of building material, building material cost increases, labour costs, shortages of labour including foreign workers, slow collection and availability of bank borrowings.
Although LBI Group seeks to limit these risks, no assurance can be given that any change in these factors will not have a material adverse impact on the LBI Group.
7.2 Competition
Despite the government's stimulus packages to stimulate consumer demand as well as the current low mortgage rates environment, the property market normally would subject to fluctuation in buyer sentiment and supply condition in a particular area where the property is located.
7.3 Delay In Completion Of Projects
Development projects are subject to various regulatory approvals and the completion of development projects on time is dependent on many external factors, such as uninterrupted adequate labour supply by the contractors, weather conditions, obtaining the regulatory approvals as scheduled, securing construction materials in adequate amounts, favourable credit terms and satisfactory performance of building contractors which may be appointed to complete the development projects.
There can be no assurance that these factors will not lead to unforeseen significant delays in completion of the projects. These delays may have a direct impact on LBI Group's future profitability.
8. EFFECTS OF THE PROPOSED ACQUISITION
Share Capital
There will be no effect to the share capital of LBI as the Proposed Acquisition is entirely satisfied by cash and does not involve any new issuance of new ordinary shares in LBI.
Earnings
The development prospects of the Property pursuant to the Proposed Acquisition are expected to contribute positively to the earnings of LBI Group in the future. However, at this juncture, LBI is not able to determine the extent of the earnings contribution resulting from the Proposed Acquisition.
Substantial Shareholders
There will not be any effect to the substantial shareholders of the Company as the Proposed Acquisition does not involve any new issuance of LBI Shares.
Net Tangible Asset ("NTA")
There will be no effect to the NTA position of the Company as the Proposed Acquisition will be satisfied entirely via cash.
9. COMPLETION DATE
The Proposed Acquisition is expected to be completed within 2 months from the date of the SPA become unconditional.
10. APPROVALS
The Proposed Acquisition is not subject to shareholder approval.
11. DEPARTURE FROM THE SC GUIDELINES
To the best knowledge of the Board, the Proposed Acquisition does not have any departure from the SC Guidelines.
12 DIRECTORS AND MAJOR SHAREHOLDERS INTERESTS
None of the directors, major shareholders and/or any person connected with them have any interest, direct or indirect, in the Proposed Acquisition.
13 DIRECTORS RECOMMENDATION
The Board of LBI is of the opinion that the Proposed Acquisition is in the best interest of the LBI Group.
14. DOCUMENTS FOR INSPECTION
The SPA may be inspected at the registered office of LBI at Lot 1282, Jalan Bukit Kemuning, Seksyen 32, 40460 Shah Alam, Selangor Darul Ehsan during normal business hours from Mondays to Fridays (except public holidays) for a period of three (3) months from the date of this announcement.
Company Name: LBI CAPITAL BERHAD
Stock Name: LBICAP
Date Announced: 13/10/2010
Announcement Detail:
Type: Announcement
Subject: LBI CAPITAL BHD ("LBI" or the "COMPANY")
PROPOSED ACQUISITION OF LAND FROM SPACE PASSAGE SDN BHD FOR A CASH CONSIDERATION OF RM5,500,000 ("SPSB") ("PROPOSED ACQUISITION")
Contents: 1. INTRODUCTION
The Board of Directors of LBI, is pleased to announce that Triple Equity Sdn Bhd (Company No.: 722979-U)("TESB or the Purchaser"), a wholly-owned subsidiary of LBI, had on 12 Oct. 2010 entered into a conditional sale and purchase agreement ("SPA") with Space Passage Sdn Bhd (333792-U) ("SPSB or the Vendor") for the acquisition of a piece of leasehold land held under PM 1174, Lot 11844, Tempat Genting Highland, Mukim Bentong, Daerah Bentong, Pahang Darul Makmur ("the said land"), measuring approximately 2.166 hectares (5.35 acres) for a total cash consideration of RM5,500,000.
Further details of the Proposed Acquisition are set out in the ensuing paragraphs.
2. PROPOSED ACQUISITION
2.1 Details of the Proposed Acquisition
Pursuant to the SPA, the total cash consideration of RM5,500,000 to be satisfied in cash by TESB in the following manner:-
(a) A sum of RM550,000 was paid by TESB to the Vendor's solicitor as a stakeholder upon execution of the SPA;
and
(b) the balance of RM4,950,000 shall be paid by TESB to vendor's solicitor as stakeholder for the Vendor within the period of 2 months from the date of this agreement become unconditional, failing which the Vendor shall grant to the Purchaser an extension of one (1) month to complete the transaction subject to the Purchaser shall pay to the Vendor interest on the balance purchase price at the rate of 8% per annum on daily basis commencing from the day immediately next following the completion date up to the date of full payment of the balance purchase price.
2.2 Basis of purchase consideration
The purchase consideration was based on a "willing-buyer willing-seller" basis.
2.3 Mode of satisfaction of the purchase consideration
The purchase consideration will be satisfied by way of cash from internally generated funds and bank borrowings.
2.4 Other salient terms
The other salient terms of the SPA are set out below:-
a) The completion of the SPA of the said land hereunder is conditional to the Vendor obtaining the State Authority Approval within 3 months from the date of this Agreement or such further extension as the parties herein may mutually agree.
b) The Vendor agrees at the Vendor's own cost and expense, to cause the execution by Genting Utilities of the assignment or novation of all the Vendor's rights, interest and benefit under the utility Agreement (together the 'Assignment") to the Purchaser upon the completion of the SPA.
3. INFORMATION ON THE LAND
The leasehold land is held under leasehold title PM 1174, Lot 11844, Tempat Genting Highland, Mukim Bentong, Daerah Bentong, Pahang Darul Makmur, measuring approximately 2.166 hectares (5.35 acres) which is expiring on 21 November 2089. The said land is under commercial status.
The Vendor has entered into a water supply agreement and an electricity supply agreement with Genting Utilities & Services Sdn Bhd for the supplies of water and electricity to the said land.
The said land is located near Gohtong Jaya, Genting Highland. It is easily accessible through the main road leading to Genting Highland and lies approximately 60 kilometres from Kuala Lumpur city centre.
4. INFORMATION OF SPSB
SPSB was incorporated in Malaysia under Companies Act, 1965 on 15 Feb. 1995. SPSB has its registered office at Level 8, Sympony House, Block D13, Pusat Dagangan Dana 1, Jalan PJU 1A/46, Petaling Jaya, Selangor Darul Ehsan.
SPSB is a dormant company with an authorized paid-up capital of RM5,000,000 and paid-up capital of RM1,000,002 comprising 1,000,002 ordinary share of RM1.00 each.
The present directors of SPSB are as follows:
a) Dato' Seri Thiagarajah S/O Nadarajah
b) Narain Girdhar Chanrai
c) Jagdish Murli Chanrai
5. COST OF INVESTMENT
The original cost of investment(s) to SPSB is not made available at this point of time. Nevertheless, the Company will make the relevant announcement as and when this information is available.
6. RATIONALE
The property acquisition is to enhance LBI's property development activities in view of the completion of most of its projects. TESB plans to develop the said land into resorts and hotel suites.
The acquisition will increased the development land of the Group and will contribute higher earning in the near future.
7. RISKS
7.1 Business Risk
The inherent risk of the property development sector include shortages of building material, building material cost increases, labour costs, shortages of labour including foreign workers, slow collection and availability of bank borrowings.
Although LBI Group seeks to limit these risks, no assurance can be given that any change in these factors will not have a material adverse impact on the LBI Group.
7.2 Competition
Despite the government's stimulus packages to stimulate consumer demand as well as the current low mortgage rates environment, the property market normally would subject to fluctuation in buyer sentiment and supply condition in a particular area where the property is located.
7.3 Delay In Completion Of Projects
Development projects are subject to various regulatory approvals and the completion of development projects on time is dependent on many external factors, such as uninterrupted adequate labour supply by the contractors, weather conditions, obtaining the regulatory approvals as scheduled, securing construction materials in adequate amounts, favourable credit terms and satisfactory performance of building contractors which may be appointed to complete the development projects.
There can be no assurance that these factors will not lead to unforeseen significant delays in completion of the projects. These delays may have a direct impact on LBI Group's future profitability.
8. EFFECTS OF THE PROPOSED ACQUISITION
Share Capital
There will be no effect to the share capital of LBI as the Proposed Acquisition is entirely satisfied by cash and does not involve any new issuance of new ordinary shares in LBI.
Earnings
The development prospects of the Property pursuant to the Proposed Acquisition are expected to contribute positively to the earnings of LBI Group in the future. However, at this juncture, LBI is not able to determine the extent of the earnings contribution resulting from the Proposed Acquisition.
Substantial Shareholders
There will not be any effect to the substantial shareholders of the Company as the Proposed Acquisition does not involve any new issuance of LBI Shares.
Net Tangible Asset ("NTA")
There will be no effect to the NTA position of the Company as the Proposed Acquisition will be satisfied entirely via cash.
9. COMPLETION DATE
The Proposed Acquisition is expected to be completed within 2 months from the date of the SPA become unconditional.
10. APPROVALS
The Proposed Acquisition is not subject to shareholder approval.
11. DEPARTURE FROM THE SC GUIDELINES
To the best knowledge of the Board, the Proposed Acquisition does not have any departure from the SC Guidelines.
12 DIRECTORS AND MAJOR SHAREHOLDERS INTERESTS
None of the directors, major shareholders and/or any person connected with them have any interest, direct or indirect, in the Proposed Acquisition.
13 DIRECTORS RECOMMENDATION
The Board of LBI is of the opinion that the Proposed Acquisition is in the best interest of the LBI Group.
14. DOCUMENTS FOR INSPECTION
The SPA may be inspected at the registered office of LBI at Lot 1282, Jalan Bukit Kemuning, Seksyen 32, 40460 Shah Alam, Selangor Darul Ehsan during normal business hours from Mondays to Fridays (except public holidays) for a period of three (3) months from the date of this announcement.
BREM - Notice of Shares Buy Back - Immediate Announcement
Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company Name: BREM HOLDING BERHAD
Stock Name: BREM
Date Announced: 13/10/2010
Announcement Detail:
Date of buy back: 13/10/2010
Description of shares purchased: Ordinary Shares @ RM1/- Each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 29,000
Minimum price paid for each share purchased ($$): 1.290
Maximum price paid for each share purchased ($$): 1.310
Total consideration paid ($$): 37,827.30
Number of shares purchased retained in treasury (units): 29,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 4,437,700
Adjusted issued capital after cancellation (no. of shares) (units): 0
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 3.18
Company Name: BREM HOLDING BERHAD
Stock Name: BREM
Date Announced: 13/10/2010
Announcement Detail:
Date of buy back: 13/10/2010
Description of shares purchased: Ordinary Shares @ RM1/- Each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 29,000
Minimum price paid for each share purchased ($$): 1.290
Maximum price paid for each share purchased ($$): 1.310
Total consideration paid ($$): 37,827.30
Number of shares purchased retained in treasury (units): 29,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 4,437,700
Adjusted issued capital after cancellation (no. of shares) (units): 0
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 3.18
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