September 24, 2012

Company announcements: WCT, SAM

WCT - Changes in Sub. S-hldr's Int. (29B) - Employees Provident Fund Board

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameWCT BERHAD  
Stock Name WCT  
Date Announced24 Sept 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoWW-120924-A2EDC

Particulars of substantial Securities Holder

NameEmployees Provident Fund Board
AddressTingkat 19, Bangunan KWSP, Jalan Raja Laut, 50350 Kuala Lumpur
NRIC/Passport No/Company No.EPFACT1991
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderCitigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (95,095,574 Shares)
Employees Provident Fund Board (1,497,500 Shares)
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (KIB)(1,294,700 Shares)
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board(HDBS)(5,455,300 Shares)
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (RHB INV) (1,519,000 Shares)
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (MAYBAN) (500,000 Shares)
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (ALLIANCE INV) (2,250,000 Shares)
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (NOMURA) (3,180,000 Shares)
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (PHEIM) (1,448,723 Shares)
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (CIMB PRI) (25,900 Shares)
Citigroup Nominees (Tempatan) Sdn Bhd Employees Provident Fund Board (ARIM) (1,000,000 Shares)

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed19/09/2012
357,500
 

Circumstances by reason of which change has occurredDisposal of shares
Nature of interestDirect
Direct (units)113,266,697 
Direct (%)13.76 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change113,266,697
Date of notice24/09/2012

Remarks :
Form 29B dated 20 September 2012 was received on 24 September 2012.


SAM - General Announcement

Announcement Type: General Announcement
Company NameSAM ENGINEERING & EQUIPMENT (M) BERHAD  
Stock Name SAM  
Date Announced24 Sept 2012  
CategoryGeneral Announcement
Reference NoCC-120924-50397

TypeAnnouncement
SubjectOTHERS
DescriptionSAM ENGINEERING & EQUIPMENT (M) BERHAD (“SAM MALAYSIA” OR “COMPANY”)
TENANCY AGREEMENT (“TA”) BETWEEN AVITRON PRIVATE LIMITED (“AVITRON”) AND SINGAPORE AEROSPACE MANUFACTURING PTE LTD (“SAM SINGAPORE”)

Please refer to the attachment for details of announcement.

Attachments

SAM-TA-Avitron&SAMS.pdf
34 KB



SAM - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameSAM ENGINEERING & EQUIPMENT (M) BERHAD  
Stock Name SAM  
Date Announced24 Sept 2012  
CategoryGeneral Announcement
Reference NoMI-120924-64325

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionSAM ENGINEERING & EQUIPMENT (M) BERHAD (“SAM MALAYSIA”)

- Proposed acquisition by SAM Malaysia of the entire issued and paid-up share capital of a special purpose vehicle, Avitron Private Limited (“SPV”) (following the transfer to the SPV by Singapore Aerospace Manufacturing Pte Ltd (“SAM Singapore”) of the engine casing manufacturing division of SAM Singapore), for an initial purchase consideration of RM135.0 million subject to adjustment, to be satisfied via the issuance of RM101.25 million nominal value of 5-year 4% irredeemable convertible unsecured loan stocks (“ICULS”) at 100% of its nominal value to SAM Singapore and the remaining RM33.75 million, subject to adjustment, in cash (“Proposed Acquisition”); and

- Proposed restricted issue of RM33.75 million nominal value of ICULS to the entitled shareholders of SAM Malaysia (excluding SAM Singapore and Singapore Precision Engineering Limited) (“Proposed Restricted Issue”)

(Collectively referred to as “Proposals”)

We refer to the announcements made on 31 March 2011, 4 April 2011, 30 June 2011, 22 July 2011, 2 August 2011, 31 October 2011, 27 December 2011, 20 January 2012, 20 April 2012, 30 April 2012, 6 July 2012, 24 July 2012, 1 August 2012, 2 August 2012, 7 August 2012, 24 August 2012, 3 September 2012 and 21 September 2012 in relation to the Proposals (“Announcements”). Unless otherwise defined, the definitions set out in the Announcements shall apply herein.

On behalf of the Board, RHB Investment Bank wishes to announce that the condition in the SSPA for the entry into a new tenancy agreement between SAM Singapore and SPV in relation to the premises for the Engine Casing Business (“Tenancy Agreement”) has been fulfilled with the execution of the Tenancy Agreement on 20 September 2012. Please refer to the Company’s announcement dated 24 September 2012 for further details.

Based on the balance sheet of the SPV as at the Unconditional Date, the net assets of the SPV amount to USD50.66�million, which exceeds USD38.66�million by USD12.0 million (equivalent to RM36.6 million based on the exchange rate of USD1.00 : RM3.0535). Hence, in accordance with the price adjustment formula stated in Section 4.3 of the Prospectus dated 24 August 2012, a quantity of assets, which have been mutually agreed by the Company and SAM Singapore, are to be returned to SAM Singapore so that the final purchase consideration does not exceed RM146.0 million.

Premised on the foregoing, on behalf of the Board, RHB Investment Bank wishes to announce that the final purchase consideration for the Proposed Acquisition is approximately RM146.0 million.

This announcement is dated 24 September 2012.


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