June 14, 2013

Company announcements: GPRO, MTOUCHE, MYETFDJ, CIMBA40, CIMBC25, POS, PCHEM, LBS

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

Announcement Type: General Announcement
Company NameGPRO TECHNOLOGIES BERHAD (ACE Market) 
Stock Name GPRO  
Date Announced14 Jun 2013  
CategoryGeneral Announcement
Reference NoCS-130614-8F37C

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionGPRO TECHNOLOGIES BERHAD ("GPRO" or "The Company")
- Share Purchase Agreement (Acquisition of Maxbeauty Cosmetics Sdn Bhd)

1. INTRODUCTION

The Board of GPRO Technologies Berhad (“GPRO”) wishes to announce that the Company had on 14 June 2013 entered into a Share Purchase Agreement with Welfare Holding Limited (“WHL”) for the proposed acquisition by GPRO of an additional 245,000 ordinary shares of RM1.00 each in Maxbeauty Cosmetics Sdn Bhd [Company no. 967305-M] (“MCSB”), representing 49% of the total issued and paid-up share capital of MCSB (“Proposed Acquisition”).

2. DETAILS OF THE PROPOSED ACQUISITION OF MCSB

2.1 Information of MCSB

MCSB was incorporated in Malaysia on 10 November 2011 as a private limited company under the Companies Act, 1965. The current authorised share capital of MCSB is RM500,000 comprising 500,000ordinary shares of RM1.00 each which have been issued and fully paid-up.

MCSB is principally engaged in the retail sale of skincare and cosmetic products.

MCSB is 51% owned by GPRO and 49% owned by Welfare Holdings Limited (Company no. 1617524), incorporated in the British Virgin Islands.

Upon the completion of the Proposed Acquisition, GPRO will hold 100% of the issued and paid up capital of MCSB.

As MCSB was only incorporated on 10 November 2011, as such, the first audited Financial Statements that have been prepared were ended on 31 December 2012.

2.2 Basis of Purchase Consideration and Source of Funding

The purchase consideration for the Proposed Acquisition of MCSB shall be satisfied by cash of RM650,000.00 (Ringgit Malaysia : Six Hundred and Fifty Thousand only).

The total purchase consideration for the 49% equity interest in MCSB was arrived at on a willing buyer-willing seller basis after taking into consideration of the potential earnings of MCSB. The investment in MCSB would be sourced from internally generated funds of GPRO.

Upon signing of the Share Purchase Agreement, RM500,000.00, (Ringgit Malaysia: Five Hundred Thousand only) representing 76.9% of the Purchase consideration was paid to WHL. The balance of the purchase consideration amounting to RM150,000.00(Ringgit Malaysia: One Hundred and Fifty Thousand only) will be paid within one hundred and twenty (120) days from the date of the Share Purchase Agreement.

Save for the liabilities incurred in the ordinary course of business of MCSB, there are no other liabilities of MCSB to be assumed by GPRO pursuant to the Proposed Acquisition of MCSB.

3. INFORMATION ON WHL

WHL (British Virgin Islands Co. No. 1617524), a company incorporated under the laws of the British Virgin Islands.

4. RATIONALE FOR THE PROPOSED ACQUISITION OF MCSB

The Proposed Acquisition in MCSB represents an opportunity for GPRO to take a more proactive role to managing and finance its coming retail business. After MCSB has become GPRO’s wholly owned subsidiary, GPRO can have absolute discretion to decide on MCSB’s operating budget and formulation of strategic business development plan.

5. PROSPECTS AND RISK FACTORS

5.1 Overview of the Malaysian Economy

The global economy grew at a modest pace in the first quarter of 2013. The growth in the US remained slow, while the economic performance in most European economies remained weak amidst the ongoing policy challenges and domestic structural concerns. In Asia, economic activity continued to expand, although at a slower pace, as domestic demand continued to outweigh weakness in external demand. Amid this weaker external environment, the Malaysian economy expanded by 4.1% in the first quarter (4Q 2012: 6.5%), supported by stronger domestic demand that expanded by 8.2% during the quarter (4Q 2012: 7.8%). On the supply side, while the domestic-oriented industries continued to register sustained growth, activity in the major economic sectors was weighed down by the weak external conditions.

Domestic demand remained robust, increasing by 8.2% during the quarter (4Q 2012: 7.8%). Private consumption recorded a strong growth of 7.5% (4Q 2012: 6.2%), driven by sustained income growth and favourable labour market conditions. This was further supported by the implementation of the minimum wage policy. Growth in public consumption, however, moderated to 0.1% (4Q 2012: 1.2%), amidst lower spending on supplies and services.

(Source: Economic and Financial Developments in Malaysia in the First Quarter of 2013, Bank Negara Malaysia)

5.2 Prospect of the Retail Sale of Cosmetics Industry

The Board believes that the demand for cosmetic products is expected to increase in line with the growth of the domestic economy and the expected increase in private consumer spending. Rising incomes and improving lifestyle have made buying cosmetics productsincreasingly common, and the retail sale of cosmetics industry has benefited from these trends. These factors have increased the demand for affordable cosmetics products.

5.3Risk Factors

The Proposed Acquisition of MCSB is subject to various risk factors which include amongst others, the general business and specific risks in relation to the retail sale cosmetics industries such as risks pertaining to maintenance of products license and/or branding, impact of government policies and regulation on retail sale of cosmetics and competition.

6. EFFECT OF THE PROPOSED ACQUISITION OF MCSB

6.1 Share Capital and Shareholding structure of the Substantial Shareholders

The Proposed Acquisition of MCSB will not have any effect on the issued and paid-up share capital and shareholding structure of the substantial shareholders of GPRO as it does not involve any allotment or issuance of new ordinary shares in GPRO.

6.2 Net assets and Earnings

The Proposed Acquisition is not expected to have any material impact on the earning and net assets of GPRO Group for the financial year ending 31 December 2013 but is expected to contribute positively to the Group’s earning in the long term.

6.3 Gearing

The Proposed Acquisition of MCSB has no effect on GPRO’s gearing.

6.4Substantial Shareholders

The Proposed Acquisition will not have any effect on the shareholdings of the major shareholders of GPRO.

7. APPROVAL OF SHAREHOLDERS

The investment 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 ACE Listing Requirement is 8.2.

8. INTEREST OF DIRECTORS, SUBSTANTIAL SHAREHOLDERS AND CONNECTED PERSONS

None of the directors and/or major shareholders of GPRO as well as persons connected with them have any interest, direct and/or indirect in the Proposed Acquisition.

9. STATEMENT OF THE DIRECTORS

The Board of Directors of the Company is the opinion that the Proposed Acquisition is in the best interest of GPRO Group.

10. OTHER MATTERS

10.1 Condition of the Proposed Acquisition of MCSB

There is no requirement to obtain approval from government authorities for the proposed acquisition of MCSB.

10.2 Salient features of the share purchase agreement and place where the agreement may be inspected

The salient features of the share purchase agreement are as follows:-

(a) The Purchase Consideration for the Shares shall be a cash consideration of Ringgit Malaysia Six Hundred and Fifty Thousand (RM 650,000.00). Ringgit Malaysia Five Hundred Thousand (RM500,000.00) to be paid to the Vendor (WHL) immediately upon the execution of this Agreement or on Completion of sale of shares, whichever is the later. The balance of the purchase consideration amounting to Ringgit Malaysia One Hundred and Fifty Thousand (RM150,000.00) will be paid within one hundred and twenty (120) days from the date of the Share Purchase Agreement.

(b) Subject to the terms and conditions of the sale and purchaseagreement, the Vendor (WHL) shall sell the Shares with full title guarantee and the Purchaser (GPRO) shall purchase the Shares free from all claims, charges, equities, liens, pledges, trust and other encumbrances and with all rights, benefits and entitlements attaching thereto as from the Completion Date (including without limitation, all dividends and distributions declared in respect thereof as at and from the Completion Date) upon the terms and subject to the conditions of this Agreement.

A copy of the share purchase agreement is available for inspection during normal business hours on Mondays to Fridays (except public holidays) at the registered office address of the Company at 9A, Jalan Medan Tuanku, Medan Tuanku, 50300 Kuala Lumpur, Malaysia for a duration of three (3) months from the date of the share purchase agreement.

This announcement is dated 14 June 2013.



MTOUCHE - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company NameMTOUCHE TECHNOLOGY BERHAD (ACE Market) 
Stock Name MTOUCHE  
Date Announced14 Jun 2013  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoCA-130614-62335

Date of buy back14/06/2013
Description of shares purchasedOrdinary shares of RM0.10 each
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)300,000
Minimum price paid for each share purchased ($$)0.245
Maximum price paid for each share purchased ($$)0.250
Total consideration paid ($$)75,336.18
Number of shares purchased retained in treasury (units)300,000
Number of shares purchased which are proposed to be cancelled (units)0
Cumulative net outstanding treasury shares as at to-date (units)11,739,200
Adjusted issued capital after cancellation
(no. of shares) (units)
 
Total number of shares purchased and/or held as treasury shares against the total number of outstanding shares of the listed issuer (%)5.07


MYETFDJ - NET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE

Announcement Type: General Announcement
Company NameMYETF DOW JONES ISLAMIC MARKET MALAYSIA TITANS 25  
Stock Name MYETFDJ  
Date Announced14 Jun 2013  
CategoryGeneral Announcement
Reference NoMD-130614-64052

TypeAnnouncement
SubjectNET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE
DescriptionMYETF DOW JONES ISLAMIC MARKET MALAYSIA TITANS 25 - Valuation Point as at 14-06-2013
Fund:MYETFDJ
NAV per unit (RM):1.1452
Units in Circulation (units):256,700,000
Manager's Fee (%p.a):0.40
Trustee's Fee (%p.a):0.05
License Fee (%p.a):0.04
DJIM25 Index:1,017.62

Attachments

Daily Fund Values140613.pdf
55 KB



CIMBA40 - NET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE

Announcement Type: General Announcement
Company NameCIMB FTSE ASEAN 40 MALAYSIA  
Stock Name CIMBA40  
Date Announced14 Jun 2013  
CategoryGeneral Announcement
Reference NoOB-130614-66750

TypeAnnouncement
SubjectNET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE
DescriptionFund: CIMB FTSE ASEAN 40 Malaysia
Date: 14-Jun-2013
NAV per unit (RM): 1.6510
Units in circulation (units): 8,100,000.00
Management Fee (% p.a.): 0.00
Trustee Fee (% p.a.): 0.08
Index Licence Fee (% p.a.): 0.00
FTSE/ASEAN 40 Index: 11,279.26

Attachments

Asean40.pdf
10 KB



CIMBC25 - NET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE

Announcement Type: General Announcement
Company NameCIMB FTSE CHINA 25  
Stock Name CIMBC25  
Date Announced14 Jun 2013  
CategoryGeneral Announcement
Reference NoOB-130614-66657

TypeAnnouncement
SubjectNET ASSET VALUE / INDICATIVE OPTIMUM PORTFOLIO VALUE
DescriptionFund: CIMB FTSE China 25
Date: 14-Jun-2013
NAV per unit (RM): 0.8426
Units in circulation (units): 30,550,000.00
Management Fee (% p.a.): 0.60
Trustee Fee (% p.a.): 0.08
Index Licence Fee (% p.a.): 0.04
FTSE/Xinhua China 25 Index: 14,834.54

Attachments

China25.pdf
25 KB



POS - 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 NamePOS MALAYSIA BERHAD  
Stock Name POS  
Date Announced14 Jun 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoPM-130614-5B3D6

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 holder1) Citigroup Nominees (Tempatan) Sdn Bhd
- Employees Provident Fund Board

2) Employees Provident Fund Board

3) Citigroup Nominees (Tempatan) Sdn Bhd
- Employees Provident Fund Board (RHB INV)

4) Citigroup Nominees (Tempatan) Sdn Bhd
- Employees Provident Fund Board (CIMB PRI)

5) CItigroup Nominees (Tempatan) Sdn Bhd
- Employees Provident Fund Board (ARIM)

6) 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)
Acquired11/06/2013
500,000
 

Circumstances by reason of which change has occurredAcquired by Citigroup Nominees (Tempatan) Sdn Bhd
- Employees Provident Fund Board
Nature of interestDirect
Direct (units)42,366,200 
Direct (%)7.89 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change42,366,200
Date of notice12/06/2013

Remarks :
The total number of 42,366,200 shares are held as follows :-
1) 27,492,300 shares are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd
- Employees Provident Fund Board

2) 1,500,000 shares are registered in the name of Employees Provident Fund Board

3) 762,800 shares are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd
- Employees Provident Fund Board (RHB INV)

4) 7,033,900 shares are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd
- Employees Provident Fund Board (CIMB PRI)

5) 1,247,200 shares are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd
- Employees Provident Fund Board (ARIM)

6) 4,330,000 shares are registered in the name of Citigroup Nominees (Tempatan) Sdn Bhd
- Employees Provident Fund Board (ABERDEEN)

The Form 29B dated 12 June 2013 was received by the Company on 14 June 2013.


POS - 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 NamePOS MALAYSIA BERHAD  
Stock Name POS  
Date Announced14 Jun 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoPM-130614-91224

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 of RM0.50 each
Name & address of registered holder1) Aberdeen Asset Management PLC ("Aberdeen") and its subsidiaries
10 Queen's Terrace Aberdeen, AB10 1YG, Scotland.

2) KOKUSAI Asset Management Co., Ltd. ("KOKUSAI")
1-1, Marunouchi 3-Chome, Chiyoda-ku, Tokyo, 100-0005, Japan

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

4) AMP Capital Holdings Limited ("AMP") and its subsidiaries
Level 24 AMP Sydney Cove Building 33Alfred Street Sydney, NSW 2000, Australia.

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired10/06/2013
16,800
 

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

MUFG is deemed interested in the shares by virtue of:-

1) MUFG's wholly owned subsidiary, Mitsubishi UFJ Trust & Banking Corp, holding more than 15% in Aberdeen.

2) MUFG's wholly-owned subsidiary, Mitsubishi UFJ Securities Co., Ltd., holding more than 15% in KOKUSAI.

3) MUFG's holding more than 15% interest in shares of Morgan Stanley Group.

4) MUFG's wholly owned subsidiary, Mitsubishi UFJ Trust & Banking Corp, holding 15% in AMP.
Nature of interestIndirect
Direct (units) 
Direct (%) 
Indirect/deemed interest (units)72,322,224 
Indirect/deemed interest (%)13.46 
Total no of securities after change72,322,224
Date of notice13/06/2013

Remarks :
The total number of 72,322,224 shares are held as follows :-
1) 70,591,500 shares are registered in the name of Aberdeen Asset Management PLC and its subsidiaries.
2) 335,000 shares are registered in the name of KOKUSAI Asset Management Co., Ltd.
3) 924,724 shares are registered in the name of Morgan Stanley & Co. International plc.
4) 471,000 shares are registered in the name of AMP Capital Holdings Limited and its subsidiaries.

The Form 29B dated 13 June 2013 was received by the Company on 14 June 2013.


PCHEM - 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 NamePETRONAS CHEMICALS GROUP BERHAD  
Stock Name PCHEM  
Date Announced14 Jun 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoPC-130614-3EEAB

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 RM0.10 each
Name & address of registered holderCitigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired11/06/2013
1,190,100
 

Circumstances by reason of which change has occurredPurchase of shares in the open market
Nature of interestDirect
Direct (units)1,190,100 
Direct (%)0.02 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change1,021,787,300
Date of notice12/06/2013

Remarks :
Form 29B dated 12 June 2013 was received by the Company on 14 June 2013.


LBS - Changes in Director's Interest (S135) - MEJ. (K) DATO' LIM HOCK SING

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameLBS BINA GROUP BERHAD  
Stock Name LBS  
Date Announced14 Jun 2013  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoLB-130614-623CD

Information Compiled By KLSE

Particulars of Director

NameMEJ. (K) DATO' LIM HOCK SING
Address83, Jalan SS7/2, Kelana Jaya, 47301 Petaling Jaya, Selangor Darul Ehsan.
Descriptions(Class & nominal value)Ordinary Shares of RM1.00 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Acquired
13/06/2013
100,000
 
Acquired
14/06/2013
200,000
 

Circumstances by reason of which change has occurredOpen market purchase
Nature of interestIndirect
Consideration (if any) 

Total no of securities after change

Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Date of notice14/06/2013

Remarks :
Other securities of LBS held as at 14.06.2013:-
Total LBS shares : 196,221,960 shares (held through Intelrich Sdn Bhd) and 158,000 shares (held through spouse)
Total Options under ESOS : 1,875,000 options
Total LBS 2008/2018 Warrants : 54,800 warrants (held through spouse)and 104,078,946 warrants (held through Intelrich Sdn Bhd)


LBS - Changes in Director's Interest (S135) - DATO' LIM HOCK SAN

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameLBS BINA GROUP BERHAD  
Stock Name LBS  
Date Announced14 Jun 2013  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoLB-130614-623D0

Information Compiled By KLSE

Particulars of Director

NameDATO' LIM HOCK SAN
AddressNo. 9, Legenda Putera (Jalan PJU 1A/57), Damansara Legenda, 47410 Petaling Jaya, Selangor Darul Ehsan.
Descriptions(Class & nominal value)Ordinary Shares of RM1.00 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Acquired
13/06/2013
100,000
 
Acquired
14/06/2013
200,000
 

Circumstances by reason of which change has occurredOpen market purchase
Nature of interestIndirect
Consideration (if any) 

Total no of securities after change

Direct (units) 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Date of notice14/06/2013

Remarks :
Other securities of LBS held as at 14.06.2013:-
Total LBS shares :6,425,400 (own name), 196,221,960 shares (held through Intelrich Sdn Bhd) and 90,000 shares (held through spouse)
Total Options under ESOS : 2,100,000 options
Total LBS 2008/2018 Warrants : 104,078,946 warrants (held through Intelrich Sdn Bhd).


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