May 14, 2013

Company announcements: YUNKONG, YUNKONG-WA, PETONE, OCTAGON, ULICORP, PJBUMI, WANGZNG, KAWAN, SPSETIA

YUNKONG - YUNKONG - NOTICE OF BONUS ENTITLEMENT

Announcement Type: Listing Circular
Company NameYUNG KONG GALVANISING INDUSTRIES BHD  
Stock Name YUNKONG  
Date Announced14 May 2013  
CategoryListing Circular
Reference NoRN-130514-34556

LISTING'S CIRCULAR NO. L/Q : 67783 OF 2013


    1) BONUS ISSUE OF UP TO 38,184,333 NEW ORDINARY SHARES OF RM0.50 EACH IN YUNG KONG GALVANISING INDUSTRIES BERHAD (“YKGI” OR “COMPANY”) ("YKGI SHARES" OR “SHARES”) ("BONUS SHARE(S)") TO THE ORDINARY SHAREHOLDERS OF YKGI TO BE CREDITED AS FULLY PAID-UP ON THE BASIS OF ONE (1) BONUS SHARE FOR EVERY TEN (10) EXISTING YKGI SHARES ("BONUS ISSUE OF SHARES").
    2) BONUS ISSUE OF UP TO 114,553,000 NEW WARRANTS IN YUNG KONG GALVANISING INDUSTRIES BERHAD (“YKGI” OR “COMPANY”) (“WARRANT(S)”) TO THE ORDINARY SHAREHOLDERS OF YKGI ON THE BASIS OF THREE (3) FREE WARRANTS FOR EVERY TEN (10) EXISTING YKGI SHARES (“BONUS ISSUE OF WARRANTS”).

    Kindly be advised of the following :

    1) The above Company's securities will be traded and quoted [ "Ex - All" ]
    as from : [ 27 May 2013 ]

    2) The last date of lodgement : [ 29 May 2013 ]

    3) Retention Money : Where securities are not delivered in time for registration by the seller, then the brokers concerned :-

    a) Selling Broker to deduct [ 1/11 ] , of the Selling Price against the Selling Client.

    b) Buying Broker to deduct [ 9.09% ] of the Purchase Price against the Buying Client.

    c) Between Broker and Broker, the deduction of [ 1/11 ] of the Transacted Price is applicable.

    Remarks : "Bursa Malaysia Securities Bhd would like to clarify that on the basis of settlement taking place on 30 May 2013 with Bonus issue of YUNKONG shares of RM0.50 each, any shareholder who is entitled to receive YUNKONG Bonus issue shares, may sell any or all of his YUNKONG shares arising from the Bonus issue beginning the Ex-Date (27 May 2013).

    For example, if Mr X purchases 100 YUNKONG shares on cum basis on 23 May 2013, Mr X should receive 100 shares on 29 May 2013. As a result of the Bonus issue, a total of 110 YUNKONG shares will be credited into Mr X's CDS account on the night of 29 May 2013 being the Book Closing Date. Therefore, Mr X can sell the bonus issue shares of 110 on or after the Ex-Date ie from 27 May 2013 onwards."


YUNKONG-WA - YUNKONG-WA - NOTICE OF BONUS ENTITLEMENT

Announcement Type: Listing Circular
Company NameYUNG KONG GALVANISING INDUSTRIES BHD  
Stock Name YUNKONG-WA  
Date Announced14 May 2013  
CategoryListing Circular
Reference NoRN-130514-34582

LISTING'S CIRCULAR NO. L/Q : 67784 OF 2013


    ADJUSTMENTS TO THE NUMBER OF OUTSTANDING WARRANTS OF YKGI ("WARRANTS 2008/2013") IN ACCORDANCE WITH THE PROVISIONS OF THE DEED POLL DATED 28 MAY 2008 ("DEED POLL 2008/2013") AS A CONSEQUENCE OF THE BONUS ISSUE OF UP TO 38,184,333 NEW ORDINARY SHARES OF RM0.50 EACH IN YKGI (“YKGI SHARES” OR “SHARES”) (“BONUS SHARES”) ON THE BASIS OF ONE (1) BONUS SHARE FOR EVERY TEN (10) EXISTING YKGI SHARES ("BONUS ISSUE OF SHARES") (“ADJUSTMENTS”).

    Kindly be advised of the following :

    1) The above Company's securities will be traded and quoted [ "Ex - Adjustment" ]
    as from : [ 27 May 2013 ]

    2) The last date of lodgement : [ 29 May 2013 ]

    Remarks 1:

    "Bursa Malaysia Securities Bhd would like to clarify that on the basis of settlement taking place on 30 May 2013 with Bonus issue of YUNKONG-WA shares each, any shareholder who is entitled to receive YUNKONG-WA Bonus issue shares, may sell any or all of his YUNKONG-WA shares arising from the Bonus issue beginning the Ex-Date (27 May 2013).

    For example, if Mr X purchases 100 YUNKONG-WA shares on cum basis on 23 May 2013, Mr X should receive 100 shares on 29 May 2013. As a result of the Bonus issue, a total of 110 YUNKONG-WA shares will be credited into Mr X's CDS account on the night of 29 May 2013 being the Book Closing Date. Therefore, Mr X can sell the bonus issue shares of 110 on or after the Ex-Date ie from 27 May 2013 onwards."

    Remarks 2 :

    (Unless otherwise stated, all abbreviations used herein shall have the same meanings as those mentioned in the announcements dated 18 July 2012, 20 December 2012 and 11 March 2013)

    As a consequence of the Bonus Issue of Shares, adjustments will be made to the number of outstanding Warrants 2008/2013 in accordance with the provisions of the Deed Poll 2008/2013 constituting the Warrants 2008/2013. Pursuant to the adjustments, up to 6,517,829 additional Warrants 2008/2013 will be issued concurrently with the Bonus Shares.

    The final number of the additional Warrants 2008/2013 to be issued pursuant to the adjustment made in accordance with the provisions of the Deed Poll 2008/2013 would depend on the number of outstanding Warrants 2008/2013 on 29 May 2013.

    The date for the listing of and quotation for the additional Warrants 2008/2013 on the Main Market of Bursa Malaysia Securities Berhad shall be 30 May 2013, being the next market day immediately after the entitlement date.


PETONE - WINDING UP / RECEIVER & MANAGER / RESTRAINING ORDER / SPECIAL ADMINISTRATOR

Announcement Type: General Announcement
Company NamePETROL ONE RESOURCES BERHAD  
Stock Name PETONE  
Date Announced14 May 2013  
CategoryGeneral Announcement
Reference NoCS-130514-793C0

TypeAnnouncement
SubjectWINDING UP / RECEIVER & MANAGER / RESTRAINING ORDER / SPECIAL ADMINISTRATOR
DescriptionPETROL ONE RESOURCES BERHAD (“PETONE” OR “THE COMPANY”)
- APPOINTMENT OF RECEIVER AND MANAGER OF ONE PETROLEUM (L) LTD ("OPLL"), A WHOLLY-OWNED SUBSIDIARY OF ARUS DERMAGA SDN. BHD. ("ADSB"), WHICH IN TURN IS A WHOLLY-OWNED SUBSIDIARY OF PETONE
Unless otherwise stated, all definitions and terms used in this announcement shall have the same meanings as defined in the announcement dated 7 May 2013 in relation to the appointment of Receiver and Manager of OPLL.
Further to the announcement dated 7 May 2013, the Board of Directors of PETONE wishes to inform the details of the Charged Assets are as follows:

Charged Assets
As at

31 December 2012 (Unaudited)

As at

30 June 2012 (Audited)

USD’000
USD’000
Property, Plant and Equipment
MT Hercules
24,549
24,836
Current assets
Trade and other receivables
3,077
2,588
Cash at Bank
387
882
Total assets
28,013
28,306

The Net Book Value of the Charged Assets based on the unaudited financial results of OPLL as at 31 December 2012 and the audited financial results of OPLL as at 30 June 2012 are USD28.013 million and USD28.306 million respectively.
    This announcement is dated 14 May 2013.


    OCTAGON - OTHERS AGREEMENT BETWEEN OCTAGON CONSOLIDATED BERHAD (“OCTAGON” OR “THE COMPANY”), OGPC HOLDINGS SDN BHD (“OGPC HOLDINGS”) AND THE SHAREHOLDERS OF OGPC SDN BHD (“OGPC”) AND OGPC O & G SDN BHD (“OGPC O & G”)

    Announcement Type: General Announcement
    Company NameOCTAGON CONSOLIDATED BERHAD  
    Stock Name OCTAGON  
    Date Announced14 May 2013  
    CategoryGeneral Announcement
    Reference NoOC-130422-56727

    TypeAnnouncement
    SubjectOTHERS
    DescriptionAGREEMENT BETWEEN OCTAGON CONSOLIDATED BERHAD (“OCTAGON” OR “THE COMPANY”), OGPC HOLDINGS SDN BHD (“OGPC HOLDINGS”) AND THE SHAREHOLDERS OF OGPC SDN BHD (“OGPC”) AND OGPC O & G SDN BHD (“OGPC O & G”)

    The Board of Directors (“Board”) of Octagon wishes to announce that Octagon, OGPC Holdings, Azman Bin Karim (“Azman”), Abdul Manaf Bin Shariff (“Abdul Manaf”), Khoo Kok Seng (“Khoo”) (being the shareholders of both OGPC and OGPC O & G) have on 14 May 2013 entered into an Agreement to facilitate the proposed corporate restructuring of Octagon.

    Octagon, Azman, Abdul Manaf, Khoo and OGPC Holdings are hereinafter referred to as “the Parties”. Azman, Abdul Manaf and Khoo are hereinafter collective referred to as “OGPC Shareholders”.

    OGPC is a company incorporated on 14 May 1994 under the Companies Act, 1965 and OGPC O & G is a company incorporated on 6 February 2008 under the Companies Act, 1965. Their principal activities are the provision of specialised engineering and technical support services including operation and maintenance and the supply of specialised equipment for the oil & gas, petrochemical and power industries. OGPC is licensed by Petroleum Nasional Berhad, Ministry of Finance of Malaysia and Tenaga Nasional Berhad as supplier to the chemical, petrochemical and oil & gas industries. 

    The salient terms of the Agreement are as follows:

    (i) The Parties agreed that, for the duration of sixty (60) days from the date of the Agreement (“Expiry Date”), to negotiate exclusively with each other to finalise the terms and conditions of the following:

    (a) OGPC Holdings, a new company incorporated recently for the purpose of the restructuring exercise, shall take over the listing status of Octagon and acquire Octagon for full consideration payable in new ordinary shares of OGPC Holdings (“OGPC Holdings Shares”);

    (b) The sale of all shares held by the OGPC Shareholders in OGPC and OGPC O & G to OGPC Holdings wherein OGPC Holdings shall acquire all the issued and paid up shares held by the OGPC Shareholders in OGPC and OGPC O & G for full consideration payable in OGPC Holdings Shares.

    The above are collectively referred to as “Proposals”.

    (ii) The OGPC Shareholders have agreed to their respective participation in the Proposals.

    (iii) The Parties agreed that upon the finalization of the terms and conditions of the Proposals, definitive agreements shall be entered into before the Expiry Date. In the event no definitive agreements are entered into by the Expiry Date or any extended date as mutually agreed upon by the Parties, the Agreement will be terminated.

    (iv) The Parties have agreed that due diligence review shall be carried out on OGPC, OGPC O & G, Octagon and OGPC Holdings, where relevant.

    The full text announcement is enclosed herewith.


    This announcement is dated 14 May 2013.
     

    Attachments

    Octagon_HOA.pdf
    142 KB



    ULICORP - ULICORP - NOTICE OF BOOK CLOSURE

    Announcement Type: Listing Circular
    Company NameUNITED U-LI CORPORATION BERHAD  
    Stock Name ULICORP  
    Date Announced14 May 2013  
    CategoryListing Circular
    Reference NoRN-130514-34531

    LISTING'S CIRCULAR NO. L/Q : 67782 OF 2013


      A Final Dividend of 3 (Three) sen per ordinary share of RM0.50 each less 25% Income Tax.

      Kindly be advised of the following :

      1) The above Company's securities will be traded and quoted [ "Ex - Dividend" ]
      as from : [ 14 June 2013 ]

      2) The last date of lodgement : [ 18 June 2013 ]

      3) Date Payable : [ 8 July 2013 ]


    PJBUMI - MATERIAL LITIGATION

    Announcement Type: General Announcement
    Company NamePJBUMI BERHAD  
    Stock Name PJBUMI  
    Date Announced14 May 2013  
    CategoryGeneral Announcement
    Reference NoCC-130514-64751

    TypeAnnouncement
    SubjectMATERIAL LITIGATION
    DescriptionKUALA LUMPUR HIGH COURT NO.: 22NCC-617-2011
    EXPORT-IMPORT BANK OF MALAYSIA BERHAD (“THE PLAINTIFF”)
    PJBUMI BERHAD (4TH DEFENDANT)

    PJBUMI BERHAD (“PJBUMI” OR “THE COMPANY”)
    – NOVATION CUM SETTLEMENT AGREEMENT (“THE AGREEMENT”) WITH EXPORT-IMPORT BANK OF MALAYSIA BERHAD (“EXIM BANK”) AND VIBRANT TACTIC SDN BHD (“VTSB”).

    Further to the announcements made on 4 May 2012, 8 May 2012, 10 May 2012, 25 June 2012, 27 June 2012, 25 September 2012, 14 November 2012 and 17 December 2012 respectively, the Board of Directors of PJBumi wishes to announce that the Company has entered into a Novation Cum Settlement Agreement (“the Agreement”) with Export-Import Bank of Malaysia Berhad (Company No. 719057-X) (“EXIM Bank”) and Vibrant Tactic Sdn Bhd (Company NO. 938170-U) (“VTSB”) on 25 April 2013.

    The full text of the contents are attached herein.

    This announcement dated 14 May 2013.



    WANGZNG - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):NON RELATED PARTY TRANSACTIONS

    Announcement Type: General Announcement
    Company NameWANG-ZHENG BERHAD  
    Stock Name WANGZNG  
    Date Announced14 May 2013  
    CategoryGeneral Announcement
    Reference NoCC-130514-56082

    TypeAnnouncement
    SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
    NON RELATED PARTY TRANSACTIONS
    DescriptionWANG-ZHENG BERHAD (“WZB” or “the Company”)
    - Additional Subscription of Shares in Oscar Cheers Sdn Bhd

    Reference is made to the Company’s announcements dated 8 February 2013, 19 February 2013, 22 February 2013 and 7 March 2013 respectively.

    The Board of Directors of Wang-Zheng Berhad (“WZB” or “the Company”) wishes to announce that Carefeel Cotton Industries (M) Sdn Bhd (“CCI”), a wholly-owned subsidiary of the Company, had on 14 May 2013 subscribed for an additional 316 new ordinary shares of RM1.00 each in Oscar Cheers Sdn Bhd (“OCSB”) at a total cash consideration of approximately RM363,937.00 or RM1,151.70 per share (“Subscription”). The Subscription was funded via internally generated funds.

    Following the Subscription, the total issued and paid-up share capital of OCSB increased from 100,000 ordinary shares of RM1.00 each to 102,000 ordinary shares of RM1.00 each. As a result of this Subscription, CCI is holding 14.3% of equity interest in OCSB and the total cost of investment of CCI in OCSB will increase from RM16,434,759.00 to RM16,798,696.00.

    The Subscription will not have any material impact on the earnings and net asset of WZB for the financial year ending 31 December 2013.

    Mr. Goh Kheng Jiu, a director and major shareholder of WZB, has been appointed as the director of OCSB on 11 February 2013. Mr Goh Kheng Jiu does not hold any shares in OCSB. In addition, there was no other interest such as commission or other kinds of benefit received from the Company or OCSB in relation to the Subscription. As such, the Subscription is not normally regarded as related party transaction pursuant to paragraph 10.08(11)(c) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Listing Requirements”).

    Except for the above, none of the directors, substantial shareholders and/or persons connected with them has any interest, direct or indirect, in the Subscription.

    The Subscription is not subject to the approval of the shareholders of the Company or other relevant authorities.

    The highest percentage ratio applicable to the Subscription pursuant to Paragraph 10.02(g) of the Listing Requirements is 0.24%.

    The Directors of WZB (save for Mr. Goh Kheng Jiu), after taking into consideration of all financial and other factors, is of the opinion that the Subscription is in the best interest of the Company.

    This announcement is dated 14 May 2013.



    KAWAN - KAWAN - NOTICE OF BOOK CLOSURE

    Announcement Type: Listing Circular
    Company NameKAWAN FOOD BERHAD  
    Stock Name KAWAN  
    Date Announced14 May 2013  
    CategoryListing Circular
    Reference NoRN-130514-34498

    LISTING'S CIRCULAR NO. L/Q : 67781 OF 2013


      An Interim Tax Exempt Dividend of 1.8 sen per ordinary share of RM0.50 each.

      Kindly be advised of the following :

      1) The above Company's securities will be traded and quoted [ "Ex - Dividend" ]
      as from : [ 23 May 2013 ]

      2) The last date of lodgement : [ 28 May 2013 ]

      3) Date Payable : [ 12 June 2013 ]


    SPSETIA - Changes in Sub. S-hldr's Int. (29B) - Mitsubishi UFJ Financial Group, Inc ("MUFG")

    Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
    Company NameS P SETIA BERHAD  
    Stock Name SPSETIA  
    Date Announced14 May 2013  
    CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
    Reference NoC&-130514-E4528

    Particulars of substantial Securities Holder

    NameMitsubishi UFJ Financial Group, Inc ("MUFG")
    Address7-1, Marunouchi 2-Chome, Chiyoda-ku, Tokyo, 100-8330, Japan
    NRIC/Passport No/Company No.NIL
    Nationality/Country of incorporationJapan
    Descriptions (Class & nominal value)Ordinary Shares - RM0.75
    Name & address of registered holder1) Aberdeen Asset Management PLC ("Aberdeen") and its subsidiaries.
    10 Queen's Terrace Aberdeen, AB10 1YG, Scotland.

    2) Mitsubishi UFJ Trust and Banking Corporation ("MUTB")
    4-5, Marunouchi 1-Chome, Chiyoda-ku, Tokyo, 100-8212, Japan

    3) Morgan Stanley & Co. International plc
    25 Cabot Square, Canary Wharf, London E14 4QA, United Kingdom

    4) Fundlogic SAS
    61 rue de Monceau, Paris 75008, France

    Details of changes

    Currency: Malaysian Ringgit (MYR)

    Type of transactionDate of change
    No of securities
    Price Transacted (RM)
    Acquired08/05/2013
    653,400
     

    Circumstances by reason of which change has occurredAcquisition by Morgan Stanley Group.

    Deemed interest in the shares by virtue of :-

    1) MUFG's wholly owned subsidiary, MUTB holding more than 15% in Aberdeen.

    2) MUTB, being MUFG's wholly owned subsidiary

    3-4) MUFG's holding more than 15 % interest in shares of Morgan Stanley Group.
    Nature of interestIndirect/Deemed interest
    Direct (units) 
    Direct (%) 
    Indirect/deemed interest (units)131,469,300 
    Indirect/deemed interest (%)5.35 
    Total no of securities after change131,469,300
    Date of notice13/05/2013

    Remarks :
    Form 29B received on 14/05/2013


    SPSETIA - 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 NameS P SETIA BERHAD  
    Stock Name SPSETIA  
    Date Announced14 May 2013  
    CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
    Reference NoC&-130514-E451A

    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 - RM0.75
    Name & address of registered holderCitigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board
    Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (NOMURA)
    Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (PHEIM)
    Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (CIMB PRI)
    Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (ARIM)
    Citigroup Nominees (Tempatan) Sdn Bhd - Employees Provident Fund Board (ABERDEEN)

    Details of changes

    Currency: Malaysian Ringgit (MYR)

    Type of transactionDate of change
    No of securities
    Price Transacted (RM)
    Disposed09/05/2013
    1,000,000
     
    Acquired09/05/2013
    1,000,000
     
    Acquired09/05/2013
    100,000
     

    Circumstances by reason of which change has occurredDisposal and Acquisition of equity in open market
    Nature of interestDirect
    Direct (units)127,216,230 
    Direct (%)5.17 
    Indirect/deemed interest (units) 
    Indirect/deemed interest (%) 
    Total no of securities after change127,216,230
    Date of notice10/05/2013

    Remarks :
    Form 29B received on 14/05/2013


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