SEACERA - Change in Audit Committee
Announcement Type: Change in Audit Committee
Company Name: SEACERA TILES BERHAD
Stock Name: SEACERA
Date Announced: 15/12/2010
Announcement Detail:
Date of change: 15/12/2010
Type of change: Appointment
Designation: Member of Audit Committee
Directorate: Independent & Non Executive
Name: Datuk Mansor Bin Masikon
Age: 65
Nationality: Malaysian
Qualifications: 1. Associate member of Chartered Insurance Institute (London)
2. Associate member of Chartered Institute of Secretaries (London)
3. Master of Business Administration from University of California at Berkeley, USA
Working experience and occupation: 1. Chairman of the General Insurance Association of Malaysia and Deputy Chairman of ASEAN Insurance Council (1981 - 1985)
2. Member of Parliment Malaysia (1995 - 1999)
3. Chief Executive Officer of several insurance companies
Directorship of public companies (if any): KYM Holdings Berhad
Family relationship with any director and/or major shareholder of the listed issuer: NA
Any conflict of interests that he/she has with the listed issuer: NA
Details of any interest in the securities of the listed issuer or its subsidiaries: NA
Composition of Audit Committee (Name and Directorate of members after change): 1. Norhanum Binti Nordin (Independent Non-Executive Director) - Chairperson
2. Basar Bin Juraimi (Senior Independent Non-Executive Director) - Member
3. Datuk Mansor Bin Masikon (Independent Non-Executive Director) - Member
4. Halim @ Ab Halim Bin Ismail (Independent Non-Executive Director) - Member
Company Name: SEACERA TILES BERHAD
Stock Name: SEACERA
Date Announced: 15/12/2010
Announcement Detail:
Date of change: 15/12/2010
Type of change: Appointment
Designation: Member of Audit Committee
Directorate: Independent & Non Executive
Name: Datuk Mansor Bin Masikon
Age: 65
Nationality: Malaysian
Qualifications: 1. Associate member of Chartered Insurance Institute (London)
2. Associate member of Chartered Institute of Secretaries (London)
3. Master of Business Administration from University of California at Berkeley, USA
Working experience and occupation: 1. Chairman of the General Insurance Association of Malaysia and Deputy Chairman of ASEAN Insurance Council (1981 - 1985)
2. Member of Parliment Malaysia (1995 - 1999)
3. Chief Executive Officer of several insurance companies
Directorship of public companies (if any): KYM Holdings Berhad
Family relationship with any director and/or major shareholder of the listed issuer: NA
Any conflict of interests that he/she has with the listed issuer: NA
Details of any interest in the securities of the listed issuer or its subsidiaries: NA
Composition of Audit Committee (Name and Directorate of members after change): 1. Norhanum Binti Nordin (Independent Non-Executive Director) - Chairperson
2. Basar Bin Juraimi (Senior Independent Non-Executive Director) - Member
3. Datuk Mansor Bin Masikon (Independent Non-Executive Director) - Member
4. Halim @ Ab Halim Bin Ismail (Independent Non-Executive Director) - Member
SEACERA - Change in Audit Committee
Announcement Type: Change in Audit Committee
Company Name: SEACERA TILES BERHAD
Stock Name: SEACERA
Date Announced: 15/12/2010
Announcement Detail:
Date of change: 15/12/2010
Type of change: Appointment
Designation: Member of Audit Committee
Directorate: Independent & Non Executive
Name: Halim @ Ab Halim Bin Ismail
Age: 45
Nationality: Malaysian
Qualifications: 1. Sarjana Muda Syariah (Hons), Universiti Malaya
Working experience and occupation: 1. 2002 - present - Pengurus Kanan, Bahagian Bina Ummah, Yayasan Dakwah Islamiah Malaysia (YADIM)/Pengerusi Biro Agama, Badan Perhubungan UMNO Negeri Kelantan / Timbalan Ketua UMNO, Bahagian Machang, Kelantan
2. 1994 - 2002 - Penolong Pengarah, YADIM
Directorship of public companies (if any): NA
Family relationship with any director and/or major shareholder of the listed issuer: NA
Any conflict of interests that he/she has with the listed issuer: NA
Details of any interest in the securities of the listed issuer or its subsidiaries: NA
Composition of Audit Committee (Name and Directorate of members after change): 1. Norhanum Binti Nordin (Independent Non-Executive Director) - Chairperson
2. Basar Bin Juraimi (Senior Independent Non-Executive Director) - Member
3. Datuk Mansor Bin Masikon (Independent Non-Executive Director) - Member
4. Halim @ Ab Halim Bin Ismail (Independent Non-Executive Director) - Member
Company Name: SEACERA TILES BERHAD
Stock Name: SEACERA
Date Announced: 15/12/2010
Announcement Detail:
Date of change: 15/12/2010
Type of change: Appointment
Designation: Member of Audit Committee
Directorate: Independent & Non Executive
Name: Halim @ Ab Halim Bin Ismail
Age: 45
Nationality: Malaysian
Qualifications: 1. Sarjana Muda Syariah (Hons), Universiti Malaya
Working experience and occupation: 1. 2002 - present - Pengurus Kanan, Bahagian Bina Ummah, Yayasan Dakwah Islamiah Malaysia (YADIM)/Pengerusi Biro Agama, Badan Perhubungan UMNO Negeri Kelantan / Timbalan Ketua UMNO, Bahagian Machang, Kelantan
2. 1994 - 2002 - Penolong Pengarah, YADIM
Directorship of public companies (if any): NA
Family relationship with any director and/or major shareholder of the listed issuer: NA
Any conflict of interests that he/she has with the listed issuer: NA
Details of any interest in the securities of the listed issuer or its subsidiaries: NA
Composition of Audit Committee (Name and Directorate of members after change): 1. Norhanum Binti Nordin (Independent Non-Executive Director) - Chairperson
2. Basar Bin Juraimi (Senior Independent Non-Executive Director) - Member
3. Datuk Mansor Bin Masikon (Independent Non-Executive Director) - Member
4. Halim @ Ab Halim Bin Ismail (Independent Non-Executive Director) - Member
SEACERA - Change in Audit Committee
Announcement Type: Change in Audit Committee
Company Name: SEACERA TILES BERHAD
Stock Name: SEACERA
Date Announced: 15/12/2010
Announcement Detail:
Date of change: 15/12/2010
Type of change: Resignation
Designation: Member of Audit Committee
Directorate: Non Independent & Non Executive
Name: Dato' Hj Shamsul Najmi Bin Hj Shamsuddin
Age: 43
Nationality: Malaysian
Qualifications: NA
Working experience and occupation: NA
Directorship of public companies (if any): NA
Family relationship with any director and/or major shareholder of the listed issuer: NA
Any conflict of interests that he/she has with the listed issuer: NA
Details of any interest in the securities of the listed issuer or its subsidiaries: Indirect interest - 10,700,000
Composition of Audit Committee (Name and Directorate of members after change): 1. Norhanum Binti Nordin (Independent Non-Executive Director) - Chairperson
2. Basar Bin Juraimi (Senior Independent Non-Executive Director) - Member
3. Datuk Mansor Bin Masikon (Independent Non-Executive Director) - Member
4. Halim @ Ab Halim Bin Ismail (Independent Non-Executive Director) - Member
Company Name: SEACERA TILES BERHAD
Stock Name: SEACERA
Date Announced: 15/12/2010
Announcement Detail:
Date of change: 15/12/2010
Type of change: Resignation
Designation: Member of Audit Committee
Directorate: Non Independent & Non Executive
Name: Dato' Hj Shamsul Najmi Bin Hj Shamsuddin
Age: 43
Nationality: Malaysian
Qualifications: NA
Working experience and occupation: NA
Directorship of public companies (if any): NA
Family relationship with any director and/or major shareholder of the listed issuer: NA
Any conflict of interests that he/she has with the listed issuer: NA
Details of any interest in the securities of the listed issuer or its subsidiaries: Indirect interest - 10,700,000
Composition of Audit Committee (Name and Directorate of members after change): 1. Norhanum Binti Nordin (Independent Non-Executive Director) - Chairperson
2. Basar Bin Juraimi (Senior Independent Non-Executive Director) - Member
3. Datuk Mansor Bin Masikon (Independent Non-Executive Director) - Member
4. Halim @ Ab Halim Bin Ismail (Independent Non-Executive Director) - Member
CBIP - Notice of Shares Buy Back by a Company pursuant to Form 28A
Announcement Type: Notice of Shares Buy Back by a Company Pursuant to Form 28A
Submitting Merchant Bank: NIL
Company Name: CB INDUSTRIAL PRODUCT HOLDING BERHAD
Stock Name: CBIP
Date Announced: 15/12/2010
Announcement Detail:
Date of buy back from: 02/12/2010
Date of buy back to: 02/12/2010
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 67,700
Minimum price paid for each share purchased ($$): 3.550
Maximum price paid for each share purchased ($$): 3.570
Total amount paid for shares purchased ($$): 242,235.10
The name of the stock exchange through which the shares were purchased: BURSA MALAYSIA SECURITIES BERHAD
Number of shares purchased retained in treasury (units): 67,700
Total number of shares retained in treasury (units): 6,240,500
Number of shares purchased which were cancelled (units): 0
Total issued capital as diminished: 0
Date lodged with registrar of companies: 15/12/2010
Lodged by: TMF ADMINISTRATIVE SERVICES MALAYSIA SDN BHD (341368-X)
Submitting Merchant Bank: NIL
Company Name: CB INDUSTRIAL PRODUCT HOLDING BERHAD
Stock Name: CBIP
Date Announced: 15/12/2010
Announcement Detail:
Date of buy back from: 02/12/2010
Date of buy back to: 02/12/2010
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 67,700
Minimum price paid for each share purchased ($$): 3.550
Maximum price paid for each share purchased ($$): 3.570
Total amount paid for shares purchased ($$): 242,235.10
The name of the stock exchange through which the shares were purchased: BURSA MALAYSIA SECURITIES BERHAD
Number of shares purchased retained in treasury (units): 67,700
Total number of shares retained in treasury (units): 6,240,500
Number of shares purchased which were cancelled (units): 0
Total issued capital as diminished: 0
Date lodged with registrar of companies: 15/12/2010
Lodged by: TMF ADMINISTRATIVE SERVICES MALAYSIA SDN BHD (341368-X)
AZRB - General Announcement
Announcement Type: General Announcement
Company Name: AHMAD ZAKI RESOURCES BERHAD
Stock Name: AZRB
Date Announced: 15/12/2010
Announcement Detail:
Type: Announcement
Subject: AHMAD ZAKI RESOURCES BERHAD ("AZRB")
- Director's dealing in shares in AZRB 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, Dato' Haji Mustaffa bin Mohamad, an Executive Director of AZRB has given a notification that he has disposed 300,000 ordinary shares of RM0.50 each in AZRB, details of which are set out in the table below.
Company Name: AHMAD ZAKI RESOURCES BERHAD
Stock Name: AZRB
Date Announced: 15/12/2010
Announcement Detail:
Type: Announcement
Subject: AHMAD ZAKI RESOURCES BERHAD ("AZRB")
- Director's dealing in shares in AZRB 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, Dato' Haji Mustaffa bin Mohamad, an Executive Director of AZRB has given a notification that he has disposed 300,000 ordinary shares of RM0.50 each in AZRB, details of which are set out in the table below.
PSIPTEK - General Announcement
Announcement Type: General Announcement
Company Name: PRINSIPTEK CORPORATION BERHAD
Stock Name: PSIPTEK
Date Announced: 15/12/2010
Announcement Detail:
Type: Announcement
Subject: PROPOSED ACQUISITION OF LAND BY GABUNGAN SANJUNG SDN BHD, A WHOLLY-OWNED SUBSIDIARY OF THE COMPANY FROM SATRIADESA CORPORATION SDN BHD FOR A CASH CONSIDERATION OF RM15,000,000.00
Contents: The Board of Directors of Prinsiptek Corporation Berhad ("PCB" or Company") ("Board") wishes to announce that its wholly-owned subsidiary, Gabungan Sanjung Sdn Bhd (Company No. 536545-H) ("GSSB") has on 14th December 2010 entered into a sale and purchase agreement ("Agreement") with Satriadesa Corporation Sdn Bhd (Company No. 343018-M) ("Vendor") to acquire a piece of 99 years leasehold land which shall be expired on 26th August 2097 measuring approximately 18,220 square metres held under PN 8561, Lot 159, Seksyen 7, Bandar Shah Alam, Daerah Petaling, Selangor Darul Ehsan ("Land") for a total cash consideration of RM 15,000,000 ("Purchase Consideration") ("Proposed Acquisition").
Details of the announcement is attached below.
This announcement is dated 15th December 2010
Attachments: Proposed Land Acquisition-Gabungan Sanjung.doc
Company Name: PRINSIPTEK CORPORATION BERHAD
Stock Name: PSIPTEK
Date Announced: 15/12/2010
Announcement Detail:
Type: Announcement
Subject: PROPOSED ACQUISITION OF LAND BY GABUNGAN SANJUNG SDN BHD, A WHOLLY-OWNED SUBSIDIARY OF THE COMPANY FROM SATRIADESA CORPORATION SDN BHD FOR A CASH CONSIDERATION OF RM15,000,000.00
Contents: The Board of Directors of Prinsiptek Corporation Berhad ("PCB" or Company") ("Board") wishes to announce that its wholly-owned subsidiary, Gabungan Sanjung Sdn Bhd (Company No. 536545-H) ("GSSB") has on 14th December 2010 entered into a sale and purchase agreement ("Agreement") with Satriadesa Corporation Sdn Bhd (Company No. 343018-M) ("Vendor") to acquire a piece of 99 years leasehold land which shall be expired on 26th August 2097 measuring approximately 18,220 square metres held under PN 8561, Lot 159, Seksyen 7, Bandar Shah Alam, Daerah Petaling, Selangor Darul Ehsan ("Land") for a total cash consideration of RM 15,000,000 ("Purchase Consideration") ("Proposed Acquisition").
Details of the announcement is attached below.
This announcement is dated 15th December 2010
Attachments: Proposed Land Acquisition-Gabungan Sanjung.doc
GLBHD - DEALINGS IN SECURITIES BY DIRECTOR OUTSIDE CLOSED PERIOD
Announcement Type: General Announcement
Company Name: GOLDEN LAND BERHAD
Stock Name: GLBHD
Date Announced: 15/12/2010
Announcement Detail:
Type: Announcement
Subject: DEALINGS IN SECURITIES BY DIRECTOR OUTSIDE CLOSED PERIOD
Contents: On behalf of Mr Beh Sui Loon, a Director of the Company, we wish to inform that Mr Beh has dealing in the Securities of the Company as set out below:-
Company Name: GOLDEN LAND BERHAD
Stock Name: GLBHD
Date Announced: 15/12/2010
Announcement Detail:
Type: Announcement
Subject: DEALINGS IN SECURITIES BY DIRECTOR OUTSIDE CLOSED PERIOD
Contents: On behalf of Mr Beh Sui Loon, a Director of the Company, we wish to inform that Mr Beh has dealing in the Securities of the Company as set out below:-
DAIBOCI - Notice of Shares Buy Back - Immediate Announcement
Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company Name: DAIBOCHI PLASTIC AND PACKAGING INDUSTRY BHD.
Stock Name: DAIBOCI
Date Announced: 15/12/2010
Announcement Detail:
Date of buy back: 15/12/2010
Description of shares purchased: Ordinary shares of RM1.00 each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 6,000
Minimum price paid for each share purchased ($$): 2.400
Maximum price paid for each share purchased ($$): 2.400
Total consideration paid ($$): 14,505.72
Number of shares purchased retained in treasury (units): 6,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 551,900
Adjusted issued capital after cancellation (no. of shares) (units): 0
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 0.73
Company Name: DAIBOCHI PLASTIC AND PACKAGING INDUSTRY BHD.
Stock Name: DAIBOCI
Date Announced: 15/12/2010
Announcement Detail:
Date of buy back: 15/12/2010
Description of shares purchased: Ordinary shares of RM1.00 each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 6,000
Minimum price paid for each share purchased ($$): 2.400
Maximum price paid for each share purchased ($$): 2.400
Total consideration paid ($$): 14,505.72
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): 551,900
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 (%): 0.73
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: 15/12/2010
Announcement Detail:
Date of buy back: 15/12/2010
Description of shares purchased: Ordinary Shares of RM1 Each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 11,000
Minimum price paid for each share purchased ($$): 1.370
Maximum price paid for each share purchased ($$): 1.380
Total consideration paid ($$): 15,211.13
Number of shares purchased retained in treasury (units): 11,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 1,994,600
Adjusted issued capital after cancellation (no. of shares) (units): 56,616,106
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 3.52
Remarks: Total consideration paid for shares purchased is inclusive of brokerage, clearing house fee and stamp duty.
This announcement is dated 15/12/2010.
Company Name: GOLDEN FRONTIER BERHAD
Stock Name: GFB
Date Announced: 15/12/2010
Announcement Detail:
Date of buy back: 15/12/2010
Description of shares purchased: Ordinary Shares of RM1 Each
Currency: Malaysian Ringgit (MYR)
Total number of shares purchased (units): 11,000
Minimum price paid for each share purchased ($$): 1.370
Maximum price paid for each share purchased ($$): 1.380
Total consideration paid ($$): 15,211.13
Number of shares purchased retained in treasury (units): 11,000
Number of shares purchased which are proposed to be cancelled (units): 0
Cumulative net outstanding treasury shares as at to-date (units): 1,994,600
Adjusted issued capital after cancellation (no. of shares) (units): 56,616,106
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%): 3.52
Remarks: Total consideration paid for shares purchased is inclusive of brokerage, clearing house fee and stamp duty.
This announcement is dated 15/12/2010.
LBICAP - General Announcement
Announcement Type: General Announcement
Company Name: LBI CAPITAL BERHAD
Stock Name: LBICAP
Date Announced: 15/12/2010
Announcement Detail:
Type: Announcement
Subject: LBI CAPITAL BHD ("LBI" or the "COMPANY")
PROPOSED ACQUISITION OF LAND FROM YAP GEOK KEE SDN BHD FOR A CASH CONSIDERATION OF RM15,000,000 ("PROPOSED ACQUISITION")
Contents: 1. INTRODUCTION
The Board of Directors of LBI, is pleased to announce that LBR Industries Sdn Bhd (Company No.: 250595-M)("LBR or the Purchaser"), a wholly-owned subsidiary of LBI, had on 14 December 2010 entered into a conditional sale and purchase agreement ("SPA") with Yap Geok Kee Sdn Bhd (Company No.: 59486-T) ("YGK or the Vendor") for the acquisition of four pieces of land held under GRN 35066, 80863, 80859 & 80864, Lot No. 32, 67, 63 & 68, Section 1, Town of Batu Ferringhi, North East District, Pulau Pinang ("the said land"), measuring approximately 195,104 sq ft (4.479 acres) for a total cash consideration of RM15,000,000.
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 RM15,000,000 to be satisfied in cash by LBR in the following manner:-
(a) A sum of RM1,500,000 was paid by LBR to the Vendor as a deposit and part payment for the said land upon execution of the SPA;
(b) Upon the execution of this Agreement, the sum of Ringgit Malaysia Two Million (RM2,000,000.00) only (hereinafter referred to as the "Allocated Squatter Settlement Amount") shall be allocated by the Purchaser to be paid directly to the Squatters as settlement for their removal pursuant to their Settlement Agreements. Any part thereof not utilized for payment to the Squatters shall be released to the Vendor in accordance with Paragraph 3 (d) of the Special Conditions in the Fourth Schedules herein below.
(c) Within three (3) months from the date of this Agreement, the sum of Ringgit Malaysia Six Million Five Hundred Thousand (RM6,500,000.00) only or such amount as shall be sufficient to settle in full and redeem the said land from the Chargees (hereinafter referred to as the "Redemption Amount") shall be paid either directly by the Purchaser or by way of the New Loan secured against a third party charge on the said land and paid to the Chargees. The Vendor undertake to top up the balance redemption amount if the final redemption amount exceed the redemption amount of RM6,500,000.00.
(d) An amount remaining (hereinafter referred to as the "Residual Sum") from the Balance Sum after deducting the Allocated Squatter Settlement Amount, the Squatter Deductions (if any), the Advance for Subsequent Interest (interest arising from the refinancing of redemption sum calculated after one year from the date of the agreement to completion date), any conversion premium paid by the Purchaser to the relevant authorities and the Redemption Amount shall be released to the Vendor's Solicitors on or before the Completion Date.
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 parties hereto acknowledge that the Purchaser intends to purchase the Property for the purposes of development and the Purchaser shall be entitled upon the execution of this Agreement apply either in its own name or in the name of the Vendor for all relevant conversion, layout and/or building approvals from the relevant authorities. All such submissions shall be at the sole cost and expense of the Purchaser.
(b) The Vendor shall upon the execution of this Agreement execute a Power of Attorney in favour of the Purchaser in the format provided herein.
(c) The Vendor shall be solely responsible for the removal of the Squatters, as set out herein from the Property.
(d) Upon the execution of this Agreement, the Vendor shall immediately at its own cost and expense negotiate a settlement with the Squatters for their removal from the Property. The Vendor shall enter at its own cost and expense into a settlement agreement with the respective Squatters for the said purpose and forward a copy each of the Settlement Agreements to the Purchaser.
(e) The Purchaser shall upon execution of this Agreement make available the Allocated Squatter Settlement Amount of RM2,000,000 as an advance to the Vendor for the settlement of the Squatters. All payments to the Squatters shall be addressed directly to them by way of banker's draft or equivalent instrument with the first payment of ten percent (10%) payable upon execution of each of such Settlement Agreements and a further ninety percent (90%) payable just before delivery of vacant possession by the relevant squatter.
(f) All payments made pursuant to paragraph above in respect of the Squatter Settlement Payments and the release to the Vendor of the unutilized portion (if any) of the Allocated Squatter Settlement Amount shall be deemed to be part settlement of the Purchase Price to the Vendor.
(g) The Vendor shall ensure that at least 15 units of the Squatters are removed from the Property by the expiry of twenty-seven (27) months from the date of this Agreement, failing which the Purchaser shall be entitled at their absolute discretion to either:-
(i) grant to the Vendor an extension of time (such length of time to be determined solely at the Purchaser's discretion) to remove the Squatters in which case the Completion Date shall be extended accordingly; or
(ii) pay the Vendor the Balance of the Purchase Price less the Squatter Deductions as described in paragraph below.
(h) In the event the Vendor shall be unable to remove all the Squatters at the expiry of twenty seven (27) months from the date of this Agreement or such extension as shall be granted by the Purchaser in accordance with clause above, the parties hereto agree that the Purchase Price of the Property shall be reduced accordingly by Ringgit Malaysia Two Hundred Thousand (RM200,000.00) only for each of the Squatters still remaining on the Property, such amount(s) to be deducted (hereinafter referred to as the "Squatter Deductions") from the Purchase Price herein and the Balance Sum shall be adjusted accordingly.
3. INFORMATION ON THE LAND
The said land are adjacent first grade freehold land with the status "Tiada" held under GRN 35066, 80863, 80859 & 80864, Lot No. 32, 67, 63 & 68, Section 1, Town of Batu Ferringhi, North East District, Pulau Pinang , measuring approximately 195,104 sq sf (4.479 acres).
Currently the said land are charged to two banks for a total amount of approximately RM6,500,000. The said land is generally flat with 21 units of illegal squatters on it.
The said land is located in a popular tourist stretch of Jalan Batu Feringghi next to a Chinese School and toward the seaward side and separated from the beach by a 60 feet road. Situated directly opposite the said land is Lone Pine Hotel and all the major hotels in Batu Feringghi like Rasa Sayang, Golden Sand, Holidays Inn and Park Royal hotels are located within short walking distance from the said land. It lies approximately 13 kilometres from George Town, Penang city centre.
4. INFORMATION OF VENDOR
YGK was incorporated in Malaysia under Companies Act, 1965 on 23 June 1980 with its registered office at 201, Block E, Kelana Parkview, 1, Jalan SS6/2, Kelana Jaya, 47301 Petaling Jaya, Selangor Darul Ehsan.
YGK is dormant company with an authorized paid-up capital of RM700,000 comprising 556,000 ordinary shares of RM1.00 each and 144,000 preference shares of RM1.00 each and paid-up capital of RM690,000 comprising 546,000 ordinary shares of RM1.00 each and 144,000 preference shares of RM1.00 each.
The present directors of YGK are Yeap Ban Liang and Yeap Boon Yeam.
5. COST OF INVESTMENT
The original cost of investment to YGK is RM793,852.
6. RATIONALE
The property acquisition is to enhance LBI's property development activities in view of the completion of most of its projects. LBR plans to develop the said land into lifestyle retails lots with open walk and hotel suites since its located in a popular tourist belt.
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
8.1 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.
8.2 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.
8.3 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.
8.4 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 27 months from the date of the SPA.
10. APPROVALS
Since the highest percentage ratio under the listing requirement governing acquisition of asset is 23.78%, 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.
This announcement is dated 15 December 2010.
Company Name: LBI CAPITAL BERHAD
Stock Name: LBICAP
Date Announced: 15/12/2010
Announcement Detail:
Type: Announcement
Subject: LBI CAPITAL BHD ("LBI" or the "COMPANY")
PROPOSED ACQUISITION OF LAND FROM YAP GEOK KEE SDN BHD FOR A CASH CONSIDERATION OF RM15,000,000 ("PROPOSED ACQUISITION")
Contents: 1. INTRODUCTION
The Board of Directors of LBI, is pleased to announce that LBR Industries Sdn Bhd (Company No.: 250595-M)("LBR or the Purchaser"), a wholly-owned subsidiary of LBI, had on 14 December 2010 entered into a conditional sale and purchase agreement ("SPA") with Yap Geok Kee Sdn Bhd (Company No.: 59486-T) ("YGK or the Vendor") for the acquisition of four pieces of land held under GRN 35066, 80863, 80859 & 80864, Lot No. 32, 67, 63 & 68, Section 1, Town of Batu Ferringhi, North East District, Pulau Pinang ("the said land"), measuring approximately 195,104 sq ft (4.479 acres) for a total cash consideration of RM15,000,000.
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 RM15,000,000 to be satisfied in cash by LBR in the following manner:-
(a) A sum of RM1,500,000 was paid by LBR to the Vendor as a deposit and part payment for the said land upon execution of the SPA;
(b) Upon the execution of this Agreement, the sum of Ringgit Malaysia Two Million (RM2,000,000.00) only (hereinafter referred to as the "Allocated Squatter Settlement Amount") shall be allocated by the Purchaser to be paid directly to the Squatters as settlement for their removal pursuant to their Settlement Agreements. Any part thereof not utilized for payment to the Squatters shall be released to the Vendor in accordance with Paragraph 3 (d) of the Special Conditions in the Fourth Schedules herein below.
(c) Within three (3) months from the date of this Agreement, the sum of Ringgit Malaysia Six Million Five Hundred Thousand (RM6,500,000.00) only or such amount as shall be sufficient to settle in full and redeem the said land from the Chargees (hereinafter referred to as the "Redemption Amount") shall be paid either directly by the Purchaser or by way of the New Loan secured against a third party charge on the said land and paid to the Chargees. The Vendor undertake to top up the balance redemption amount if the final redemption amount exceed the redemption amount of RM6,500,000.00.
(d) An amount remaining (hereinafter referred to as the "Residual Sum") from the Balance Sum after deducting the Allocated Squatter Settlement Amount, the Squatter Deductions (if any), the Advance for Subsequent Interest (interest arising from the refinancing of redemption sum calculated after one year from the date of the agreement to completion date), any conversion premium paid by the Purchaser to the relevant authorities and the Redemption Amount shall be released to the Vendor's Solicitors on or before the Completion Date.
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 parties hereto acknowledge that the Purchaser intends to purchase the Property for the purposes of development and the Purchaser shall be entitled upon the execution of this Agreement apply either in its own name or in the name of the Vendor for all relevant conversion, layout and/or building approvals from the relevant authorities. All such submissions shall be at the sole cost and expense of the Purchaser.
(b) The Vendor shall upon the execution of this Agreement execute a Power of Attorney in favour of the Purchaser in the format provided herein.
(c) The Vendor shall be solely responsible for the removal of the Squatters, as set out herein from the Property.
(d) Upon the execution of this Agreement, the Vendor shall immediately at its own cost and expense negotiate a settlement with the Squatters for their removal from the Property. The Vendor shall enter at its own cost and expense into a settlement agreement with the respective Squatters for the said purpose and forward a copy each of the Settlement Agreements to the Purchaser.
(e) The Purchaser shall upon execution of this Agreement make available the Allocated Squatter Settlement Amount of RM2,000,000 as an advance to the Vendor for the settlement of the Squatters. All payments to the Squatters shall be addressed directly to them by way of banker's draft or equivalent instrument with the first payment of ten percent (10%) payable upon execution of each of such Settlement Agreements and a further ninety percent (90%) payable just before delivery of vacant possession by the relevant squatter.
(f) All payments made pursuant to paragraph above in respect of the Squatter Settlement Payments and the release to the Vendor of the unutilized portion (if any) of the Allocated Squatter Settlement Amount shall be deemed to be part settlement of the Purchase Price to the Vendor.
(g) The Vendor shall ensure that at least 15 units of the Squatters are removed from the Property by the expiry of twenty-seven (27) months from the date of this Agreement, failing which the Purchaser shall be entitled at their absolute discretion to either:-
(i) grant to the Vendor an extension of time (such length of time to be determined solely at the Purchaser's discretion) to remove the Squatters in which case the Completion Date shall be extended accordingly; or
(ii) pay the Vendor the Balance of the Purchase Price less the Squatter Deductions as described in paragraph below.
(h) In the event the Vendor shall be unable to remove all the Squatters at the expiry of twenty seven (27) months from the date of this Agreement or such extension as shall be granted by the Purchaser in accordance with clause above, the parties hereto agree that the Purchase Price of the Property shall be reduced accordingly by Ringgit Malaysia Two Hundred Thousand (RM200,000.00) only for each of the Squatters still remaining on the Property, such amount(s) to be deducted (hereinafter referred to as the "Squatter Deductions") from the Purchase Price herein and the Balance Sum shall be adjusted accordingly.
3. INFORMATION ON THE LAND
The said land are adjacent first grade freehold land with the status "Tiada" held under GRN 35066, 80863, 80859 & 80864, Lot No. 32, 67, 63 & 68, Section 1, Town of Batu Ferringhi, North East District, Pulau Pinang , measuring approximately 195,104 sq sf (4.479 acres).
Currently the said land are charged to two banks for a total amount of approximately RM6,500,000. The said land is generally flat with 21 units of illegal squatters on it.
The said land is located in a popular tourist stretch of Jalan Batu Feringghi next to a Chinese School and toward the seaward side and separated from the beach by a 60 feet road. Situated directly opposite the said land is Lone Pine Hotel and all the major hotels in Batu Feringghi like Rasa Sayang, Golden Sand, Holidays Inn and Park Royal hotels are located within short walking distance from the said land. It lies approximately 13 kilometres from George Town, Penang city centre.
4. INFORMATION OF VENDOR
YGK was incorporated in Malaysia under Companies Act, 1965 on 23 June 1980 with its registered office at 201, Block E, Kelana Parkview, 1, Jalan SS6/2, Kelana Jaya, 47301 Petaling Jaya, Selangor Darul Ehsan.
YGK is dormant company with an authorized paid-up capital of RM700,000 comprising 556,000 ordinary shares of RM1.00 each and 144,000 preference shares of RM1.00 each and paid-up capital of RM690,000 comprising 546,000 ordinary shares of RM1.00 each and 144,000 preference shares of RM1.00 each.
The present directors of YGK are Yeap Ban Liang and Yeap Boon Yeam.
5. COST OF INVESTMENT
The original cost of investment to YGK is RM793,852.
6. RATIONALE
The property acquisition is to enhance LBI's property development activities in view of the completion of most of its projects. LBR plans to develop the said land into lifestyle retails lots with open walk and hotel suites since its located in a popular tourist belt.
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
8.1 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.
8.2 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.
8.3 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.
8.4 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 27 months from the date of the SPA.
10. APPROVALS
Since the highest percentage ratio under the listing requirement governing acquisition of asset is 23.78%, 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.
This announcement is dated 15 December 2010.
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