October 4, 2012

Company announcements: BKAWAN, GOPENG, KLK, KPJ, SHL, TAKAFUL, AUTOAIR, CENTURY, CRESBLD

BKAWAN - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):COMBINATION OF TRANSACTIONS

Announcement Type: General Announcement
Company NameBATU KAWAN BERHAD  
Stock Name BKAWAN  
Date Announced4 Oct 2012  
CategoryGeneral Announcement
Reference NoBK-121004-42847

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
COMBINATION OF TRANSACTIONS
DescriptionBATU KAWAN BERHAD (“BKB”) or (“the Company”):
PROPOSED INVESTMENT OF 18% EQUITY STAKE IN COLLINGWOOD PLANTATIONS PTE LTD

Pursuant to paragraph 10.05(2) of Bursa Malaysia Securities Berhad Main Market Listing Requirements, the Company wishes to advise that it has on 4 October 2012 entered into a Sale and Purchase Agreement (“SPA”) with Mr. Hii Eii Sing (“the Vendor”), a Malaysian, to acquire 1,841 ordinary shares (“the Sale Shares”) which represent approximately 18% of the issued and paid-up share capital of Collingwood Plantations Pte Ltd (“CPPL”), (hereinafter referred as “Proposed Investment”).The cash consideration for the Sale Shares is USD3,153,633 (or RM9,776,262/- based on an exchange rate of USD1 to RM3.1), which shall be payable on the completion of the SPA.

Information on CPPL

CPPL is an exempt private limited company incorporated in the Republic of Singapore and has an issued and fully paid-up share capital of SGD10,000 comprising 10,000 ordinary shares, all of which are currently held by the Vendor.The principal activities of CPPL are forestry, tug and barging services, and investment holdings.

CPPLs sole wholly-owned subsidiary is Ang Agro Forest Management Ltd (ANG), a company incorporated in Papua New Guinea (“PNG”) with an issued and fully paid-up share capital of PGK10,000 comprising 10,000 ordinary shares of PGK1.00 each. ANG has registered rights over the following pieces of land in PNG (“the PNG Land”):

�������� a 99-year State Lease over 5,992 hectares in the town/Fourmil of Tufi, Section/Milinch Murua in Oro Province, expiring on 6 April 2110 (“Lot A”);

�������� a 49-year sublease over 21,520 hectares of land held under a Special Agricultural & Business Lease (“SABL”) in the town/Fourmil of Tufi in Northern Province, expiring on 8 August 2061 (“Lot B”); and

�������� a 49-year sublease over 16,830 hectares of land held under a SABL, in the town/Fourmil of Tufi in Northern Province, expiring on 8 August 2061 (“Lot C”).

Lot A and Lot B are contiguous, whilst Lot C is approximately 10 kilometres away to the north of Lot B. ANG intends to develop the PNG Land into oil palm plantations in due course.

Salient Terms of the Proposed Investment

The total purchase consideration for the Sale Shares was arrived at on a willing-buyer, willing-seller basis, taking into account the value of the PNG Land. The purchase consideration will be financed wholly by BKB’s internally generated funds.

Upon completion of the SPA, the shareholders of CPPL, envisaged to be BKB, Kuala Lumpur Kepong Berhad (“KLK”) and the Vendor, each holding approximately 18%, 51% and 31% of CPPL respectively, will enter into a Shareholders Agreement (“the SA”) which will govern the relationship between the parties in connection with the manner in which CPPL shall be managed, and the way in which the parties shall exercise their rights as shareholders in CPPL. Pursuant to the SA, the Vendor will grant to BKB an option to acquire approximately 2% of CPPL, over the period of 6 years.

The Proposed Investment is subject to the fulfillment of certain conditions precedent including the approval of Bank Negara to release the purchase consideration outside Malaysia.

Rationale and effects of the Proposed Investment

The Proposed Investment presents an opportunity for BKB to invest in the development of a new oil palm plantation in PNG.

The Proposed Investment will not have any effect on the share capital and shareholding structure of BKB. Further, the Proposed Investment will not have any material effect on the net assets, earnings and gearing of the BKB Group for the current financial year ending 30 September 2013.

The Proposed Investment is expected to be completed in the first quarter of calendar year 2013 subject to fulfillment of all conditions precedent stated in the SPA.

Directors’ and Major Shareholders’ Interests

Save as disclosed below, none of the Directors or Major Shareholders of BKB or any persons connected with them have any interest, direct or indirect, in the Proposed Investment.

With regards to the SA, Tan Sri Lee Oi Hian and Dato’ Lee Hau Hian who are common Directors of BKB and KLK, are deemed interested as they are deemed major shareholders of Wan Hin Investments Sdn Bhd (“WHI”).WHI is in turn a deemed major shareholder of BKB.By virtue of Section 6A of the Companies Act, 1965, WHI is also a deemed major shareholder of KLK. As such, all the above parties are deemed interested in the SA.



GOPENG - MONTHLY PRODUCTION FIGURES (MINING / PLANTATION / TIMBER)

Announcement Type: General Announcement
Company NameGOPENG BERHAD  
Stock Name GOPENG  
Date Announced4 Oct 2012  
CategoryGeneral Announcement
Reference NoGG-121004-43153

TypeAnnouncement
SubjectMONTHLY PRODUCTION FIGURES (MINING / PLANTATION / TIMBER)
DescriptionKota Bahroe Estates' production of FFB for September 2012 was 2,315.13 tonnes.



KLK - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):COMBINATION OF TRANSACTIONS

Announcement Type: General Announcement
Company NameKUALA LUMPUR KEPONG BERHAD  
Stock Name KLK  
Date Announced4 Oct 2012  
CategoryGeneral Announcement
Reference NoKL-121003-42938

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
COMBINATION OF TRANSACTIONS
DescriptionPROPOSED ACQUISITION OF A SUBSIDIARY: COLLINGWOOD PLANTATIONS PTE LTD

Please refer to the attachment for announcement details.

Attachments

Acquisition of CPPL.pdf
116 KB



KPJ - 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 NameKPJ HEALTHCARE BERHAD  
Stock Name KPJ  
Date Announced4 Oct 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoJC-121004-93D3A

Particulars of substantial Securities Holder

NameEmployees Provident Fund Board
AddressTingkat 19, Bangunan KWSP, Jalan Raja Laut
50350 Kuala Lumpur
NRIC/Passport No/Company No.EPF ACT 1991
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderCitiGroup Nominees (Tempatan) Sdn Bhd
Level 42, Menara Citibank, 165 Jalan Ampang, 50450 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired01/10/2012
15,000
 

Circumstances by reason of which change has occurredAcquisition of shares
Nature of interestIndirect
Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change105,026,374
Date of notice02/10/2012

Remarks :
The notice dated 2 October 2012 was received via courier on 4 October 2012.


SHL - PROVISION OF FINANCIAL ASSISTANCE

Announcement Type: General Announcement
Company NameSHL CONSOLIDATED BHD  
Stock Name SHL  
Date Announced4 Oct 2012  
CategoryGeneral Announcement
Reference NoSC-121004-7E748

TypeAnnouncement
SubjectPROVISION OF FINANCIAL ASSISTANCE
DescriptionQUARTERLY DISCLOSURE AS AT 30 SEPTEMBER 2012 IN COMPLIANCE WITH PARAGRAPH 8.23 OF THE MAIN MARKET LISTING REQUIREMENTS (“LISTING REQUIREMENTS”)

The Board of Directors of SHL Consolidated Bhd (“SHL”) wishes to announce the quarterly disclosure as at 30 September 2012 by Sin Heap Lee Construction Sdn Bhd, a wholly-owned subsidiary of SHL pursuant to Paragraph 8.23 of the Listing Requirements as set out in the attachment below:



TAKAFUL - Changes in Sub. S-hldr's Int. (29B) - BIMB HOLDINGS BERHAD

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameSYARIKAT TAKAFUL MALAYSIA BERHAD  
Stock Name TAKAFUL  
Date Announced4 Oct 2012  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoST-121004-40484

Particulars of substantial Securities Holder

NameBIMB HOLDINGS BERHAD
Address31ST FLOOR, MENARA BANK ISLAM, 22 JALAN PERAK, 50450 KUALA LUMPUR
NRIC/Passport No/Company No.423858-X
Nationality/Country of incorporationMALAYSIA
Descriptions (Class & nominal value)ORDINARY SHARES OF RM1.00 EACH
Name & address of registered holder31ST FLOOR, MENARA BANK ISLAM, 22 JALAN PERAK, 50450 KUALA LUMPUR

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed02/10/2012
25,000
 

Circumstances by reason of which change has occurredDisposal
Nature of interestDirect
Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change100,619,975
Date of notice03/10/2012

Remarks :
The Notice of Changes in Substantial Shareholder's Interest (Form 29B) was received on 4 October 2012.


AUTOAIR - TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)

Announcement Type: General Announcement
Company NameAUTOAIR HOLDINGS BERHAD  
Stock Name AUTOAIR  
Date Announced4 Oct 2012  
CategoryGeneral Announcement
Reference NoCA-121004-A70E7

TypeAnnouncement
SubjectTAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
DescriptionAUTOAIR HOLDINGS BERHAD (“AUTOAIR” OR THE “COMPANY”)

CONDITIONAL TAKE-OVER OFFER BY DATO’ LIEW CHOO (“OFFEROR”) THROUGH OSK INVESTMENT BANK BERHAD (“OSK”) TO ACQUIRE ALL THE REMAINING ORDINARY SHARES OF RM1.00 EACH IN AUTOAIR (“AUTOAIR SHARE(S)”) NOT ALREADY HELD BY THE OFFEROR AND PERSONS ACTING IN CONCERT WITH HIM (“OFFER SHARE(S)”) FOR A CASH CONSIDERATION OF RM0.23 PER OFFER SHARE (“OFFER”)

We refer to the announcements dated 24 July 2012, 30 July 2012, 1 August 2012, 13 August 2012, 14 August 2012, 15 August 2012, 16 August 2012, 28 August 2012, 29 August 2012, 7 September 2012, 21 September 2012, 1�October 2012 and 2 October 2012 in relation to the Offer.

We wish to announce that Autoair has today received the attached press notice from OSK, on behalf of the Offeror, informing that pursuant to Section 33 of the Malaysian Code on Take-Overs and Merger 2010,� the Offeror has dealt in the Autoair Shares on�3 October�2012, details of which are as attached.


This announcement is dated�4 October 2012.



AUTOAIR - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):DEALINGS OUTSIDE CLOSED PERIOD

Announcement Type: General Announcement
Company NameAUTOAIR HOLDINGS BERHAD  
Stock Name AUTOAIR  
Date Announced4 Oct 2012  
CategoryGeneral Announcement
Reference NoCA-121003-B2BE7

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
DEALINGS OUTSIDE CLOSED PERIOD
DescriptionAUTOAIR HOLDINGS BERHAD (“Autoair”)
- NOTIFICATION OF DEALING OUTSIDE CLOSED PERIOD

A�notification has been received today from�Dato' Liew Choo and Datin Chuang Keng Ee (hereinafter referred to as "Interested Directors") of their dealings in securities of the Company based�on the acceptances received pursuant to the take-over offer made by Dato' Liew Choo on 24 July 2012.

Dato' Liew Choo has direct interest in the Autoair shares below and Datin Chuang Keng Ee has indirect interest in the �Autoair shares held by Dato' Liew Choo below:

Date No. of sharesPercentage of shares accepted (%)Price per share (RM)Resultant interest in Autoair shares

Resultant percentage of Autoair voting shares (%)

3/10/2012��������� 25,0000.060.2337,604,05985.46

In addition to the above acceptance, Dato' Liew Choo has also notified of the acquisition of the following Autoair Shares from the market. Datin Chuang Keng Ee has indirect interest in the Autoair Shares held by Dato Liew Choo.

Date����������������� No. of sharesPercentage of shares accepted (%)Price per share (RM)Resultant interest in Autoair shares

Resultant percentage of Autoair voting shares (%)

3/10/20121,0000.0020.2337,605,05985.47



CENTURY - CENTURY - NOTICE OF BOOK CLOSURE

Announcement Type: Listing Circular
Company NameCENTURY LOGISTICS HOLDINGS BERHAD  
Stock Name CENTURY  
Date Announced4 Oct 2012  
CategoryListing Circular
Reference NoRN-121004-33913

LISTING'S CIRCULAR NO. L/Q : 66175 OF 2012


    Single Tier Interim Dividend of 4.0 sen per share.

    Kindly be advised of the following :

    1) The above Company's securities will be traded and quoted [ "Ex - Dividend" ]
    as from : [ 12 October 2012 ]

    2) The last date of lodgement : [ 16 October 2012 ]

    3) Date Payable : [ 29 October 2012 ]


CRESBLD - CRESBLD-EMPLOYEES SHARE OPTION SCHEME ("SCHEME")

Announcement Type: Listing Circular
Company NameCREST BUILDER HOLDINGS BERHAD  
Stock Name CRESBLD  
Date Announced4 Oct 2012  
CategoryListing Circular
Reference NoNE-121004-37305

LISTING'S CIRCULAR NO. L/Q : 66183 OF 2012

Kindly be advised that the abovementioned Company’s additional 2,500,000 new ordinary shares of RM1.00 each issued pursuant to the aforesaid Scheme will be granted listing and quotation with effect from 9.00 a.m., Monday, 8 October 2012.


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