July 9, 2013

Company announcements: KNM, TALIWRK, SPSETIA, RCECAP, WCT, SAM

KNM - Changes in Sub. S-hldr's Int. (29B) - Gan Siew Liat

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameKNM GROUP BERHAD  
Stock Name KNM  
Date Announced9 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoKG-130709-E388A

Particulars of substantial Securities Holder

NameGan Siew Liat
Address15 Jalan Dagang SB 4/1, Taman Sungai Besi Indah, 43300 Seri Kembangan, Selangor
NRIC/Passport No/Company No.601025-04-5154
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary shares of RM1.00 each
Name & address of registered holderInter Merger Sdn Bhd
Lot 745, 7th Floor, Block A1, Pusat Dagang Setia Jaya, No. 9 Jalan PJS 8/9, 46150 Petaling Jaya, Selangor

Tasec Nominees (Tempatan) Sdn Bhd for Inter Merger Sdn Bhd
14th Floor, Menara TA One, 22 Jalan P Ramlee, 50250 Kuala Lumpur

Tasec Nominees (Asing) Sdn Bhd for Aveda Assets Capital Inc.
14th Floor, Menara TA One, 22 Jalan P Ramlee, 50250 Kuala Lumpur

Credit Suisse International
One Cabot Square, London E14 4QJ, United Kingdom

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed09/07/2013
28,000,000
0.480 
Acquired09/07/2013
28,000,000
0.480 

Circumstances by reason of which change has occurredIn connection with a financing transaction, Inter Merger Sdn Bhd (“IMSB”) has transferred title of 28,000,000 shares to Credit Suisse International with a right of return in accordance with the financing transaction agreements. Its indirect interest has therefore reduced from 19.73% to 17.82%. This right of return gives IMSB a deemed interest (under Section 6A of the Companies Act) in the number of transferred shares, resulting in its deemed interest correspondingly increased from 0% to 1.91%.
Nature of interestIndirect
Direct (units)6,296,250 
Direct (%)0.43 
Indirect/deemed interest (units)351,278,179 
Indirect/deemed interest (%)23.95 
Total no of securities after change357,574,429
Date of notice09/07/2013

Remarks :
1. The Company had on 9 July 2013 received the Notice of Change in the Interest of Substantial Shareholder (Form 29B) dated 9 July 2013.

2. Percentage interest is based on the issued and paid-up share capital of RM1,466,746,977 divided into 1,466,746,977 ordinary shares of RM1.00 each, which excludes a total of 23,266,275 ordinary shares held as treasury shares as at 9 July 2013.

3. Subsequent to this transaction, Gan Siew Liat’s total direct and indirect interest in KNM Group Berhad remains unchanged.


KNM - Changes in Sub. S-hldr's Int. (29B) - Inter Merger Sdn Bhd

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameKNM GROUP BERHAD  
Stock Name KNM  
Date Announced9 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoKG-130709-E369E

Particulars of substantial Securities Holder

NameInter Merger Sdn Bhd
AddressLot 745, 7th Floor, Block A1, Pusat Dagang Setia Jaya, No. 9 Jalan PJS 8/9, 46150 Petaling Jaya, Selangor
NRIC/Passport No/Company No.162106-U
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary shares of RM1.00 each
Name & address of registered holderInter Merger Sdn Bhd
Lot 745, 7th Floor, Block A1, Pusat Dagang Setia Jaya, No. 9 Jalan PJS 8/9, 46150 Petaling Jaya, Selangor

Maybank Nominees (Tempatan) Sdn Bhd for Inter Merger Sdn Bhd
14th Floor, Menara Maybank, 100 Jalan Tun Perak, 50050 Kuala Lumpur

AMSEC Nominees (Tempatan) Sdn Bhd for Inter Merger Sdn Bhd
22nd Floor, Bangunan AmBank Group, 55 Jalan Raja Chulan, 50200 Kuala Lumpur

Tasec Nominees (Tempatan) Sdn Bhd for Inter Merger Sdn Bhd
14th Floor, Menara TA One, 22 Jalan P Ramlee, 50250 Kuala Lumpur

Credit Suisse International
One Cabot Square, London E14 4QJ, United Kingdom

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed09/07/2013
28,000,000
0.480 
Acquired09/07/2013
28,000,000
0.480 

Circumstances by reason of which change has occurredIn connection with a financing transaction, Inter Merger Sdn Bhd (“IMSB”) has transferred title of 28,000,000 shares to Credit Suisse International with a right of return in accordance with the financing transaction agreements. Its direct interest has therefore reduced from 19.73% to 17.82%. This right of return gives IMSB a deemed interest (under Section 6A of the Companies Act) in the number of transferred shares, resulting in its deemed interest correspondingly increased from 0% to 1.91%.
Nature of interestDirect and Indirect
Direct (units)261,397,089 
Direct (%)17.82 
Indirect/deemed interest (units)28,000,000 
Indirect/deemed interest (%)1.91 
Total no of securities after change289,397,089
Date of notice09/07/2013

Remarks :
1. The Company had on 9 July 2013 received the Notice of Change in the Interest of Substantial Shareholder (Form 29B) dated 9 July 2013.

2. Percentage interest is based on the issued and paid-up share capital of RM1,466,746,977 divided into 1,466,746,977 ordinary shares of RM1.00 each, which excludes a total of 23,266,275 ordinary shares held as treasury shares as at 9 July 2013.

3. Subsequent to this transaction, Inter Merger Sdn Bhd’s total direct and indirect interest in KNM Group Berhad remains unchanged.


KNM - Changes in Director's Interest (S135) - Gan Siew Liat

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameKNM GROUP BERHAD  
Stock Name KNM  
Date Announced9 Jul 2013  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoKG-130709-E3AD7

Information Compiled By KLSE

Particulars of Director

NameGan Siew Liat
Address15 Jalan Dagang SB 4/1, Taman Sungai Besi Indah, 43300 Seri Kembangan, Selangor
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)
Disposed
09/07/2013
28,000,000
0.480 
Acquired
09/07/2013
28,000,000
0.480 

Circumstances by reason of which change has occurredIn connection with a financing transaction, Inter Merger Sdn Bhd (“IMSB”) has transferred title of 28,000,000 shares to Credit Suisse International with a right of return in accordance with the financing transaction agreements. Its indirect interest has therefore reduced from 19.73% to 17.82%. This right of return gives IMSB a deemed interest (under Section 6A of the Companies Act) in the number of transferred shares, resulting in its deemed interest correspondingly increased from 0% to 1.91%.
Nature of interestIndirect
Consideration (if any) 

Total no of securities after change

Direct (units)6,296,250 
Direct (%)0.43 
Indirect/deemed interest (units)351,278,179 
Indirect/deemed interest (%)23.95 
Date of notice09/07/2013

Remarks :
1. The Company had on 9 July 2013 received the Notice of Changes in Director’s Interest dated 9 July 2013.

2. Percentage interest is based on the issued and paid-up share capital of RM1,466,746,977 divided into 1,466,746,977 ordinary shares of RM1.00 each, which excludes a total of 23,266,275 ordinary shares held as treasury shares as at 9 July 2013.

3. Subsequent to this transaction, Gan Siew Liat’s total direct and indirect interest in KNM Group Berhad remains unchanged.

4. This announcement also serves as an announcement pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad.


TALIWRK - Changes in Sub. S-hldr's Int. (29B) - Kumpulan Perangsang Selangor Berhad

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameTALIWORKS CORPORATION BERHAD  
Stock Name TALIWRK  
Date Announced9 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCS-130709-87630

Particulars of substantial Securities Holder

NameKumpulan Perangsang Selangor Berhad
Address16th Floor, Plaza Perangsang, Persiaran Perbandaran,
40000 Shah Alam, Selangor Darul Ehsan
NRIC/Passport No/Company No.23737-K
Nationality/Country of incorporationMalaysia
Descriptions (Class & nominal value)Ordinary Shares of RM0.50 each
Name & address of registered holderKumpulan Perangsang Selangor Berhad
16th Floor, Plaza Perangsang
Persiaran Perbandaran
40000 Shah Alam
Selangor Darul Ehsan

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed08/07/2013
21,500,000
 

Circumstances by reason of which change has occurredDisposal of shares
Nature of interestDirect
Direct (units)36,000,000 
Direct (%)8.25 
Indirect/deemed interest (units)
Indirect/deemed interest (%)
Total no of securities after change36,000,000
Date of notice09/07/2013


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 Announced9 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoC&-130709-6C67B

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)
Acquired03/07/2013
48,200
 

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)123,948,200 
Indirect/deemed interest (%)5.06 
Total no of securities after change123,948,200
Date of notice08/07/2013

Remarks :
Form 29B received on 8/07/2013


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 Announced9 Jul 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoC&-130709-71471

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 (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)
Acquired04/07/2013
1,000,000
 

Circumstances by reason of which change has occurredAcquisition of equity in open market
Nature of interestDirect
Direct (units)139,190,830 
Direct (%)5.66 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change139,190,830
Date of notice05/07/2013

Remarks :
Form 29B received on 9/7/2013


RCECAP - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company NameRCE CAPITAL BERHAD  
Stock Name RCECAP  
Date Announced9 Jul 2013  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoRC-130709-37D5B

Date of buy back09/07/2013
Description of shares purchasedOrdinary shares of RM0.10 each
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)40,000
Minimum price paid for each share purchased ($$)0.280
Maximum price paid for each share purchased ($$)0.280
Total consideration paid ($$)11,282.56
Number of shares purchased retained in treasury (units)40,000
Number of shares purchased which are proposed to be cancelled (units)
Cumulative net outstanding treasury shares as at to-date (units)681,400
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 (%)0.06


RCECAP - PROVISION OF FINANCIAL ASSISTANCE

Announcement Type: General Announcement
Company NameRCE CAPITAL BERHAD  
Stock Name RCECAP  
Date Announced9 Jul 2013  
CategoryGeneral Announcement
Reference NoRC-130709-60512

TypeAnnouncement
SubjectPROVISION OF FINANCIAL ASSISTANCE
DescriptionQuarterly disclosure for the period ended 30 June 2013 pursuant to Paragraph 8.23(2)(e) of Bursa Malaysia Securities Berhad Main Market Listing Requirements

RCE Capital Berhad wishes to announce the status of the above in relation to its moneylending business as at 30 June 2013.


This announcement is dated 9 July 2013.


WCT - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameWCT HOLDINGS BERHAD  
Stock Name WCT  
Date Announced9 Jul 2013  
CategoryGeneral Announcement
Reference NoMB-130709-54140

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionWCT HOLDINGS BERHAD (“WCTH”)

I) SECURITIES EXCHANGE;
II) TRANSFER LISTING;
III) ESOS TERMINATION;
IV) WCTH ESOS; AND
V) WCT LAND TRANSFER.

(TO BE COLLECTIVELY REFERRED TO AS “PROPOSALS”)
We refer to the announcements made by the Joint Advisers on behalf of WCTB on 5 October 2012, 20 December 2012, 7 January 2013, 13 February 2013, 4 March 2013, 27 March 2013, 29 May 2013, 14 June 2013, 3 July 2013, 4 July 2013 and 8 July 2013 in relation to the Proposals. Unless otherwise stated, the terms used herein shall have the same meaning as defined in the aforesaid announcements.
On behalf of the Board, the Joint Advisers wish to announce that WCTB and WCTH have entered into a sale and purchase agreement in relation to the WCT Land Transfer on 9 July 2013 (“WCT Land SPA”). The salient terms of the WCT Land SPA are as follows:

(a) WCTB (the “Vendor”) shall sell and WCTH (the “Purchaser”) shall purchase 591,897,260 ordinary shares of RM0.50 each representing the entire issued and paid-up share capital of WCT Land held by the Vendor (the “Sale Shares”) free from all claims, charges, liens, encumbrances or adverse interests and with all rights attaching thereto together with all dividends and distributions declared in respect thereof on or after completion;

(b) The total consideration to be paid by the Purchaser for the purchase of the Sale Shares is RM485,384,499, determined based on the cost of investment of the Vendor as derived from the Vendor’s audited financial statements for financial year ended 31 December 2012 (the “Purchase Price”);

(c) The Purchase Price shall be satisfied via creation of an amount owing by the Purchaser to the Vendor (“Inter-Co Balance”), payable on a date, and at such interest as may be mutually agreed between the Vendor and the Purchaser. Until the Inter-Co Balance is repaid, the Purchaser shall be entitled to set-off the Inter-Co Balance against any amount owing by the Vendor to the Purchaser including without limitation any inter-company balances owing by the Vendor to the Purchaser;

(d) The Purchaser shall as soon as reasonably practicable after the execution of the WCT Land SPA make an application to the collector of stamp duty (“Collector”) for exemption of stamp duty (the “Application”) in respect of the transfer of the Sale Shares pursuant to section 15A of the Stamp Act, 1949; and

(e) Completion of the sale and purchase of the Sale Shares shall take place on a date which is two (2) days from the date of receipt by the Purchaser of a certificate issued by the Collector granting an exemption of stamp duty pursuant to the Application or on such other date as the Vendor and Purchaser may agree in writing.

The WCT Land SPA will be made available to the shareholders of WCTH for inspection at the registered office of WCTH at No. 12, Jalan Majistret U1/26, Seksyen U1, Lot 44 Hicom-Glenmarie Industrial Park, 40150 Shah Alam, Selangor Darul Ehsan, Malaysia for a period of three months from the date of this announcement.

This Announcement is dated 9 July 2013.


SAM - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):RECURRENT RELATED PARTY TRANSACTIONS

Announcement Type: General Announcement
Company NameSAM ENGINEERING & EQUIPMENT (M) BERHAD  
Stock Name SAM  
Date Announced9 Jul 2013  
CategoryGeneral Announcement
Reference NoCC-130709-62905

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RECURRENT RELATED PARTY TRANSACTIONS
DescriptionSAM ENGINEERING & EQUIPMENT (M) BERHAD (“SAM” or "the Company")
• Proposed New and Renewal of Shareholders' Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature ("the Proposal")

The Board of Directors of SAM wishes to announce that the Company intends to seek its shareholders’ approval on the Proposal at its forthcoming Nineteenth Annual General Meeting.

A Circular containing the details of the Proposal will be issued and despatched to the shareholders of the Company in due course.

This announcement is dated 9 July 2013.



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