LCTH - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):NON RELATED PARTY TRANSACTIONS
Announcement Type: General Announcement
| Company Name | LCTH CORPORATION BERHAD |
| Stock Name | LCTH |
| Date Announced | 24 Apr 2013 |
| Category | General Announcement |
| Reference No | CA-130423-48300 |
| Type | Announcement |
| Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS |
| Description | LCTH Corporation Berhad Proposed Disposal of Assets by wholly-owned subsidiary, Classic Advantage Sdn Bhd |
The Board of Directors of LCTH Corporation Berhad (“LCTH” or “the Company”) wishes to announce that Classic Advantage Sdn Bhd (“CASB”), a wholly-owned subsidiary of LCTH and LCTH, has on 24 April 2013 entered into an Agreement for the Sale and Purchase of the assets of CASB (“APA”) with Flextronics Technology (Penang) Sdn Bhd (“FTSB”) for the sale of its assets relating to precision plastic parts and components business relating to a major customer (“Proposed Disposal”) for a total cash consideration of Ringgit Malaysia Twenty-Nine Million and Five Hundred Thousand (RM29,500,000) only. Further details of the Proposed Disposal is set out in the attached file. This announcement is dated 24 April 2013. | |
ITRONIC - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):NON RELATED PARTY TRANSACTIONS
Announcement Type: General Announcement
| Company Name | INDUSTRONICS BERHAD |
| Stock Name | ITRONIC |
| Date Announced | 24 Apr 2013 |
| Category | General Announcement |
| Reference No | CS-130424-BA7F4 |
| Type | Announcement |
| Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS |
| Description | INDUSTRONICS BERHAD ("INDUSTRONICS" OR "THE COMPANY") - ACQUISITION OF SHARES IN SOLUTION ENGINEERING HOLDINGS BERHAD |
1. INTRODUCTION The Board of Directors of INDUSTRONICS is pleased to announce that the Company has today acquired 54,241,900 ordinary shares of RM0.10 each in Solution Engineering Holdings Berhad (“SEHB”), a public company listed on ACE Market of the Bursa Malaysia Securities Berhad, representing 32.15% of the total issued and paid up share capital of SEHB for a total cash consideration of approximately RM10,456,699 (Ringgit Malaysia: Ten Million Four Hundred Fifty Six Thousand Six Hundred and Ninety Nine only). (Hereinafter referred to as “the Acquisition of Shares”) 2. DETAILS OF THE ACQUISITION OF SHARES 2.1 Information of SEHB SEHB, through its subsidiaries, is engaged in the design and development of equipment for engineering education and research in Malaysia. It provides teaching equipment for chemical, mechanical, electrical and control engineering education. SEHB has an extended track record since 1988 when its founder and present Managing Director incorporated Solution Engineering Sdn. Bhd. to provide automation solutions for process industries. SEHB Group had in 1992 ventured into the education market. Over the years, the Group has developed over 100 models of engineering education equipment to enable lecturers and students to learn about the equipment in an interactive manner. SEHB’s major customers include Kausar Corporation Sdn Bhd, the Ministry of Education, the Ministry of Human Resources, Maritime & Industrial Engineers Sdn Bhd and Winpower Corporation Sdn Bhd. (Source: Research Report issued by research arm of a participating organisation of Bursa Malaysia Securities Berhad) The net profit attributable to equity holder and net assets of SEHB Group based on audited financial statements for the year ended 31 December 2011 amounted to RM393,540 and RM22,210,591 respectively. The net loss attributable to equity holder and net assets of SEHB Group based on unaudited financial statements for the year ended 31 December 2012 amounted to RM2,118,000 and RM20,098,000 respectively. 2.2 Basis of Purchase Consideration and Source of Funding The Acquisition of Shares was funded through internally generated fund via open market purchase. There are no liabilities, including contingent liabilities and guarantees to be assumed by Industronics arising from the Acquisition of Shares in SEHB. 3. RATIONALE FOR THE ACQUISITION OF SHARES The Acquisition of Shares would provide an opportunity for Industronics to participate in a potential and growing industry and to better deploy a portion of Industronics’ cash reserve. Based on the audited financial statements for the year ended 31 December 2011, the cash and cash equivalents of Industronics Group as at 31 December 2011 amounted to RM31,680,417. The cash and bank balance of Industronics Group as at 31 December 2012 amounted to RM29,747,545 based on unaudited fourth quarter result. According to the research report issued by a research arm of a participating organisation of Bursa Malaysia Securities Berhad, SEHB’s revenue and profit are expected to recover in a long run considering 10th Malaysia Plan which undertake comprehensive improvement in the education, training and lifelong learning system and SEHB being a leader among the local engineering education equipment providers. 4. PROSPECTS AND RISK FACTORS The implementation of the 10th Malaysia Plan which undertake comprehensive improvement in the education, training and lifelong learning system in order to drive the transformation to a knowledge-based economy and, which focuses on strengthening the science and technology capability should stimulate demand for educational equipment and training solutions and therefore should augur well for the SEHB Group, being a leader among the local engineering education equipment providers. (Source: Research Report issued by research arm of a participating organisation of Bursa Malaysia Securities Berhad) Investment in quoted company like SEHB is exposed to share market volatility and it is difficult to determine the risks at this juncture. 5. EFFECT OF THE PROPOSED ACQUISITION OF SHARES 5.1 Share Capital and Shareholding Structure of the Major Shareholders The Acquisition of Shares will not have any effect on the issued and paid-up share capital and shareholding structure of the major shareholders of Industronics as it does not involve any allotment or issuance of new ordinary shares of Industronics. 5.2 Net assets The Acquisition of Shares will not have any material effect on the consolidated net assets of Industronics. 5.3 Earnings The Acquisition of Shares will not have any material effect on the earnings of Industronics for the year ended 31 December 2013. 5.4 Gearing The Acquisition of Shares has no effect on the gearing of Industronics. 6. APPROVAL OF SHAREHOLDERS The Acquisition of Shares is not subject to the approval of the Company’s shareholders as the highest percentage ratio applicable to the acquisition pursuant to paragraph 10.02(g) of the Main Listing Requirement is 20.19%. The Acquisition of Shares is not subject to the approval of government authorities. 7. INTEREST OF DIRECTORS, SUBSTANTIAL SHAREHOLDERS AND CONNECTED PERSONS None of the directors and/or major shareholders of Industronics as well as persons connected with them have any interest, direct and/or indirect in the Acquisition of Shares. 8. STATEMENT BY THE BOARD OF DIRECTORS This announcement is dated 24 April 2013. | |
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