RGB - Additional Listing Announcement
Announcement Type: Additional Listing Announcement (ALA)
Company Name: RGB INTERNATIONAL BHD
Stock Name: RGB
Date Announced: 23/02/2011
Announcement Detail:
Whether the corporate proposal involves the issuance of new type and new class of securities?: No
Types of corporate proposal: ESOS
Details of corporate proposal: EMPLOYEES' SHARE OPTION SCHEME
No. of shares issued under this corporate proposal: 139,400
Issue price per share ($$): MYR 0.100
Par Value ($$): MYR 0.100
Units: 1,151,189,100
Currency: MYR 115,118,910.000
Listing Date: 24/02/2011
Company Name: RGB INTERNATIONAL BHD
Stock Name: RGB
Date Announced: 23/02/2011
Announcement Detail:
Whether the corporate proposal involves the issuance of new type and new class of securities?: No
Types of corporate proposal: ESOS
Details of corporate proposal: EMPLOYEES' SHARE OPTION SCHEME
No. of shares issued under this corporate proposal: 139,400
Issue price per share ($$): MYR 0.100
Par Value ($$): MYR 0.100
Units: 1,151,189,100
Currency: MYR 115,118,910.000
Listing Date: 24/02/2011
GENETEC - General Announcement
Announcement Type: General Announcement
Company Name: GENETEC TECHNOLOGY BERHAD (ACE Market)
Stock Name: GENETEC
Date Announced: 23/02/2011
Announcement Detail:
Type: Reply to query
Reply to Bursa Malaysia's Query Letter - Reference ID: NH-110222-36665
Subject: GENETEC TECHNOLOGY BERHAD (''GENETEC'' OR THE ''COMPANY'')
- PROPOSED ACQUISITION OF 60% EQUITY INTEREST IN IP SYSTEMS, INC.
Description: We refer to our announcement dated 17 February 2011 in relation to the proposed acquisition of 10,071.99 shares of Class A Common Stock, representing 60% equity interest in IP Systems, Inc. ("IPS") for a total cash consideration of USD2,250,000 ("Proposed IPS Acquisition").
(Unless otherwise stated, definitions or terms used herein shall have the same meanings as that provided in the announcement of Genetec dated 17 February 2011)
We are pleased to furnish the following information relating to the Proposed IPS Acquisition, in reply to the query dated 22 February 2011 from Bursa Malaysia Securities Berhad:-
1. Further detail on the source of funding for the Proposed IPS Acquisition
The purchase consideration for the Proposed IPS Acquisition, amounting to USD2,250,000 (or approximately RM6,975,000 based on an exchange rate of RM3.10 for every USD1.00) shall be satisfied via internally generated funds of approximately RM3.5 million and the remaining shall be financed via bank borrowings from a local financial institution.
2. Basis of the Purchase Consideration
The purchase consideration was arrived at based on a willing buyer-willing seller basis after taking into consideration the historical growth trend in IPS for the last 2 years, the unaudited PAT of IPS for the financial year ended 26 December 2010 of approximately USD557,995, the future growth prospects of IPS, its technical know-how and expertise in containment and isolation systems and the synergistic benefits of the Proposed IPS Acquisition to the Genetec Group.
The Board of Directors of Genetec ("Board") notes that IPS's unaudited net assets position as at 26 December 2010 was at a deficit of USD541,623, but IPS shareholders' equity position has substantially improved, from a deficit of USD1,078,738 as at 27 December 2009 to a deficit USD541,623 as at 26 December 2010.
3. Earn-Out Payment and Offsets
The 2011 Earn-Out Payment is an incentive for the Vendors (some whom are the key employees of IPS) in the event IPS over-achieves the USD880,000 earnings target set by the Genetec Group via the SPA. The Offsets, as provided in the SPA is to provide Genetec with an avenue to deduct any potential sums resulting from indemnification by the Sellers of any breach of any warranty, covenant, obligation or untrue representation made by such Seller in the SPA.
4. Prospects of IPS
IPS is principally involved in the manufacturing of custom nuclear glove boxes and hot cells, pharmaceutical containment for toxic or aseptic materials, radio-pharmaceutical hot cells and standard laboratory glove boxes and hot cells. With its technological know-how in containment and isolation on such products, IPS has the capability to conduct prototyping services to evaluate performance, ergonomics, manufacturability and testing of containment systems. Based on the above, the Board is of the opinion that the Proposed IPS Acquisition would enable Genetec Group to expand into new segments such as the energy sector, pharmaceutical, sterilization and medical industries in the US.
This announcement is dated 23 February 2011.
Query Letter content: We refer to Genetec Technology Berhad's announcement dated 17 February 2011 in
respect of the aforesaid matter.
In this connection, kindly furnish Bursa Malaysia Securities Berhad ("Bursa
Securities") with the following additional information for public release:-
Breakdown of the sources of funding for the IPS Acquisition;
To further justify the reasonableness of purchase consideration in view of
IPS's negative shareholders fund/net assets for financial year ended 26
December 2010;
Please provide rationale for the 2011 Earn-Out Payments and to clarify the
"offsets" as set out in the SPA; and
To elaborate on the prospects of IPS and the industry where it operates.
Please furnish Bursa Securities with your reply within one (1) market day from
the date hereof.
Yours faithfully
HANITA OTHMAN
Head, Issuer
ACE Market
Listing Division
Regulations
NHM
cc: General Manager & .Head, Market Surveillance, Securities Commission (via
fax)
Company Name: GENETEC TECHNOLOGY BERHAD (ACE Market)
Stock Name: GENETEC
Date Announced: 23/02/2011
Announcement Detail:
Type: Reply to query
Reply to Bursa Malaysia's Query Letter - Reference ID: NH-110222-36665
Subject: GENETEC TECHNOLOGY BERHAD (''GENETEC'' OR THE ''COMPANY'')
- PROPOSED ACQUISITION OF 60% EQUITY INTEREST IN IP SYSTEMS, INC.
Description: We refer to our announcement dated 17 February 2011 in relation to the proposed acquisition of 10,071.99 shares of Class A Common Stock, representing 60% equity interest in IP Systems, Inc. ("IPS") for a total cash consideration of USD2,250,000 ("Proposed IPS Acquisition").
(Unless otherwise stated, definitions or terms used herein shall have the same meanings as that provided in the announcement of Genetec dated 17 February 2011)
We are pleased to furnish the following information relating to the Proposed IPS Acquisition, in reply to the query dated 22 February 2011 from Bursa Malaysia Securities Berhad:-
1. Further detail on the source of funding for the Proposed IPS Acquisition
The purchase consideration for the Proposed IPS Acquisition, amounting to USD2,250,000 (or approximately RM6,975,000 based on an exchange rate of RM3.10 for every USD1.00) shall be satisfied via internally generated funds of approximately RM3.5 million and the remaining shall be financed via bank borrowings from a local financial institution.
2. Basis of the Purchase Consideration
The purchase consideration was arrived at based on a willing buyer-willing seller basis after taking into consideration the historical growth trend in IPS for the last 2 years, the unaudited PAT of IPS for the financial year ended 26 December 2010 of approximately USD557,995, the future growth prospects of IPS, its technical know-how and expertise in containment and isolation systems and the synergistic benefits of the Proposed IPS Acquisition to the Genetec Group.
The Board of Directors of Genetec ("Board") notes that IPS's unaudited net assets position as at 26 December 2010 was at a deficit of USD541,623, but IPS shareholders' equity position has substantially improved, from a deficit of USD1,078,738 as at 27 December 2009 to a deficit USD541,623 as at 26 December 2010.
3. Earn-Out Payment and Offsets
The 2011 Earn-Out Payment is an incentive for the Vendors (some whom are the key employees of IPS) in the event IPS over-achieves the USD880,000 earnings target set by the Genetec Group via the SPA. The Offsets, as provided in the SPA is to provide Genetec with an avenue to deduct any potential sums resulting from indemnification by the Sellers of any breach of any warranty, covenant, obligation or untrue representation made by such Seller in the SPA.
4. Prospects of IPS
IPS is principally involved in the manufacturing of custom nuclear glove boxes and hot cells, pharmaceutical containment for toxic or aseptic materials, radio-pharmaceutical hot cells and standard laboratory glove boxes and hot cells. With its technological know-how in containment and isolation on such products, IPS has the capability to conduct prototyping services to evaluate performance, ergonomics, manufacturability and testing of containment systems. Based on the above, the Board is of the opinion that the Proposed IPS Acquisition would enable Genetec Group to expand into new segments such as the energy sector, pharmaceutical, sterilization and medical industries in the US.
This announcement is dated 23 February 2011.
Query Letter content: We refer to Genetec Technology Berhad's announcement dated 17 February 2011 in
respect of the aforesaid matter.
In this connection, kindly furnish Bursa Malaysia Securities Berhad ("Bursa
Securities") with the following additional information for public release:-
Breakdown of the sources of funding for the IPS Acquisition;
To further justify the reasonableness of purchase consideration in view of
IPS's negative shareholders fund/net assets for financial year ended 26
December 2010;
Please provide rationale for the 2011 Earn-Out Payments and to clarify the
"offsets" as set out in the SPA; and
To elaborate on the prospects of IPS and the industry where it operates.
Please furnish Bursa Securities with your reply within one (1) market day from
the date hereof.
Yours faithfully
HANITA OTHMAN
Head, Issuer
ACE Market
Listing Division
Regulations
NHM
cc: General Manager & .Head, Market Surveillance, Securities Commission (via
fax)
E&O - Additional Listing Announcement
Announcement Type: Additional Listing Announcement (ALA)
Company Name: EASTERN & ORIENTAL BERHAD
Stock Name: E&O
Date Announced: 23/02/2011
Announcement Detail:
Whether the corporate proposal involves the issuance of new type and new class of securities?: No
Types of corporate proposal: Others
Details of corporate proposal: Conversion of Irredeemable Convertible Secured Loan Stocks 2009/2019
No. of shares issued under this corporate proposal: 813,700
Issue price per share ($$): MYR 1.000
Par Value ($$): MYR 1.000
Units: 841,554,512
Currency: MYR 841,554,512.000
Listing Date: 24/02/2011
Company Name: EASTERN & ORIENTAL BERHAD
Stock Name: E&O
Date Announced: 23/02/2011
Announcement Detail:
Whether the corporate proposal involves the issuance of new type and new class of securities?: No
Types of corporate proposal: Others
Details of corporate proposal: Conversion of Irredeemable Convertible Secured Loan Stocks 2009/2019
No. of shares issued under this corporate proposal: 813,700
Issue price per share ($$): MYR 1.000
Par Value ($$): MYR 1.000
Units: 841,554,512
Currency: MYR 841,554,512.000
Listing Date: 24/02/2011
KENCANA - KENCANA-Employees' Share Option Scheme ("Scheme")
Announcement Type: Listing Circular
Company Name: KENCANA PETROLEUM BERHAD
Stock Name: KENCANA
Date Announced: 23/02/2011
Announcement Detail:
Subject: KENCANA-Employees' Share Option Scheme ("Scheme")
Contents: Kindly be advised that the abovementioned Company's additional 1,153,940 new ordinary shares of RM0.10 each issued pursuant to the Scheme will be granted listing and quotation with effect from 9.00 a.m., Thursday, 24 February 2011.
Company Name: KENCANA PETROLEUM BERHAD
Stock Name: KENCANA
Date Announced: 23/02/2011
Announcement Detail:
Subject: KENCANA-Employees' Share Option Scheme ("Scheme")
Contents: Kindly be advised that the abovementioned Company's additional 1,153,940 new ordinary shares of RM0.10 each issued pursuant to the Scheme will be granted listing and quotation with effect from 9.00 a.m., Thursday, 24 February 2011.
BJRTAIL - Additional Listing Announcement
Announcement Type: Additional Listing Announcement (ALA)
Company Name: BERJAYA RETAIL BERHAD
Stock Name: BJRTAIL
Date Announced: 23/02/2011
Announcement Detail:
Whether the corporate proposal involves the issuance of new type and new class of securities?: No
Types of corporate proposal: Others
Details of corporate proposal: Conversion of irredeemable convertible preference shares of RM0.50 each in Berjaya Retail Berhad into ordinary shares of RM0.50 each.
No. of shares issued under this corporate proposal: 4,400
Issue price per share ($$): MYR 0.500
Par Value ($$): MYR 0.500
Units: 841,597,364
Currency: MYR 420,798,682.000
Listing Date: 24/02/2011
Company Name: BERJAYA RETAIL BERHAD
Stock Name: BJRTAIL
Date Announced: 23/02/2011
Announcement Detail:
Whether the corporate proposal involves the issuance of new type and new class of securities?: No
Types of corporate proposal: Others
Details of corporate proposal: Conversion of irredeemable convertible preference shares of RM0.50 each in Berjaya Retail Berhad into ordinary shares of RM0.50 each.
No. of shares issued under this corporate proposal: 4,400
Issue price per share ($$): MYR 0.500
Par Value ($$): MYR 0.500
Units: 841,597,364
Currency: MYR 420,798,682.000
Listing Date: 24/02/2011
DIJACOR - WINDING UP / RECEIVER & MANAGER / RESTRAINING ORDER / SPECIAL ADMINISTRATOR
Announcement Type: General Announcement
Company Name: DIJAYA CORPORATION BERHAD
Stock Name: DIJACOR
Date Announced: 23/02/2011
Announcement Detail:
Type: Announcement
Subject: WINDING UP / RECEIVER & MANAGER / RESTRAINING ORDER / SPECIAL ADMINISTRATOR
Description: DIJAYA CORPORATION BERHAD ("DIC" OR "THE COMPANY")
- MEMBER'S VOLUNTARY WINDING UP OF MAXI LEGACY SDN BHD
Company Name: DIJAYA CORPORATION BERHAD
Stock Name: DIJACOR
Date Announced: 23/02/2011
Announcement Detail:
Type: Announcement
Subject: WINDING UP / RECEIVER & MANAGER / RESTRAINING ORDER / SPECIAL ADMINISTRATOR
Description: DIJAYA CORPORATION BERHAD ("DIC" OR "THE COMPANY")
- MEMBER'S VOLUNTARY WINDING UP OF MAXI LEGACY SDN BHD
OFI - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS): DEALINGS DURING CLOSED PERIOD
Announcement Type: General Announcement
Company Name: ORIENTAL FOOD INDUSTRIES HOLDINGS BERHAD
Stock Name: OFI
Date Announced: 23/02/2011
Announcement Detail:
Type: Announcement
Subject: DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS DURING CLOSED PERIOD
Description: This is to notify that the Company has received notification of the dealing in securities from Summer Legend Sdn Bhd of which the directors of OFI are deem interested. The details of the transaction are as per table below.
Company Name: ORIENTAL FOOD INDUSTRIES HOLDINGS BERHAD
Stock Name: OFI
Date Announced: 23/02/2011
Announcement Detail:
Type: Announcement
Subject: DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS DURING CLOSED PERIOD
Description: This is to notify that the Company has received notification of the dealing in securities from Summer Legend Sdn Bhd of which the directors of OFI are deem interested. The details of the transaction are as per table below.
PWORTH - GENERAL MEETINGS: NOTICE OF MEETING
Announcement Type: General Announcement
Submitting Merchant Bank: M & A SECURITIES SDN BHD
Company Name: PRICEWORTH WOOD PRODUCTS BERHAD
Stock Name: PWORTH
Date Announced: 23/02/2011
Announcement Detail:
Type: Announcement
Subject: GENERAL MEETINGS
NOTICE OF MEETING
Description: PRICEWORTH WOOD PRODUCTS BERHAD ("PWP" OR "COMPANY")
(I) PROPOSED RIGHTS ISSUE OF WARRANTS;
(II) PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND
(III) PROPOSED AMENDMENTS
(TO BE COLLECTIVELY REFERRED TO AS "PROPOSALS")
Attachments: Notice of EGM.pdf
Submitting Merchant Bank: M & A SECURITIES SDN BHD
Company Name: PRICEWORTH WOOD PRODUCTS BERHAD
Stock Name: PWORTH
Date Announced: 23/02/2011
Announcement Detail:
Type: Announcement
Subject: GENERAL MEETINGS
NOTICE OF MEETING
Description: PRICEWORTH WOOD PRODUCTS BERHAD ("PWP" OR "COMPANY")
(I) PROPOSED RIGHTS ISSUE OF WARRANTS;
(II) PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND
(III) PROPOSED AMENDMENTS
(TO BE COLLECTIVELY REFERRED TO AS "PROPOSALS")
Attachments: Notice of EGM.pdf
HELP - MEMORANDUM OF UNDERSTANDING
Announcement Type: General Announcement
Company Name: HELP INTERNATIONAL CORPORATION BERHAD
Stock Name: HELP
Date Announced: 23/02/2011
Announcement Detail:
Type: Announcement
Subject: MEMORANDUM OF UNDERSTANDING
Description: HELP INTERNATIONAL CORPORATION BERHAD ("HELP" OR "THE COMPANY")
- MEMORANDUM OF UNDERSTANDING BETWEEN HELP AND NAZA CORPORATION SDN. BHD.
Attachments: HELP-NAZA MoU Press Release-23Feb2011.pdf
Company Name: HELP INTERNATIONAL CORPORATION BERHAD
Stock Name: HELP
Date Announced: 23/02/2011
Announcement Detail:
Type: Announcement
Subject: MEMORANDUM OF UNDERSTANDING
Description: HELP INTERNATIONAL CORPORATION BERHAD ("HELP" OR "THE COMPANY")
- MEMORANDUM OF UNDERSTANDING BETWEEN HELP AND NAZA CORPORATION SDN. BHD.
Attachments: HELP-NAZA MoU Press Release-23Feb2011.pdf
HEXAGON - Quarterly rpt on consolidated results for the financial period ended 31/12/2010
Announcement Type: Financial Results
Company Name: HEXAGON HOLDINGS BHD
Stock Name: HEXAGON
Date Announced: 23/02/2011
Announcement Detail:
Financial Year End: 31/03/2011
Quarter: 3
Quarterly report for the financial period ended: 31/12/2010
The figures: have not been audited
Currency: Malaysian Ringgit (MYR)
Company Name: HEXAGON HOLDINGS BHD
Stock Name: HEXAGON
Date Announced: 23/02/2011
Announcement Detail:
Financial Year End: 31/03/2011
Quarter: 3
Quarterly report for the financial period ended: 31/12/2010
The figures: have not been audited
Currency: Malaysian Ringgit (MYR)
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