September 2, 2013

Company announcements: DIGISTA, ASDION, KLK, BIMB, EUPE, TGOFFS, MAGNA, KFM, PRDUREN

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

Announcement Type: General Announcement
Company NameDIGISTAR CORPORATION BERHAD  
Stock Name DIGISTA  
Date Announced2 Sept 2013  
CategoryGeneral Announcement
Reference NoCK-130902-46936

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionDIGISTAR CORPORATION BERHAD (“DIGISTAR” OR “THE COMPANY”) - CONCESSION AGREEMENT ENTERED BETWEEN INDERA PERSADA SDN BHD AND GOVERNMENT OF MALAYSIA

The Board of Directors of Digistar Corporation Berhad (“Digistar”) is pleased to announce that its subsidiary, Indera Persada Sdn Bhd (“IPSB”) has entered into a Concession Agreement with the Government of Malaysia as represented by the Ministry of Works (“the Government”).

Please refer to the attachment for the full announcement.



ASDION - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameASDION BERHAD (ACE Market) 
Stock Name ASDION  
Date Announced2 Sept 2013  
CategoryGeneral Announcement
Reference NoMI-130902-44807

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionASDION BERHAD (“ASDION” OR THE “COMPANY”)

(I) PROPOSED JOINT VENTURE;
(II) PROPOSED DIVERSIFICATION; AND
(III) PROPOSED BUY-BACK ARRANGEMENT

(COLLECTIVELY REFERRED TO AS THE "PROPOSALS")

On behalf of the Board of Directors of Asdion, KAF Investment Bank Berhad wishes to announce that the Company is proposing to undertake the Proposed Joint Venture, the Proposed Diversification and the Proposed Buy-Back Arrangement (all as defined in the attached complete announcement).

Kindly refer to the attached document for the complete announcement of the Proposals.

This announcement is dated 2 September 2013.

Attachments

Asdion - Proposals.pdf
233 KB



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

Announcement Type: General Announcement
Company NameKUALA LUMPUR KEPONG BERHAD  
Stock Name KLK  
Date Announced2 Sept 2013  
CategoryGeneral Announcement
Reference NoKL-130902-0A108

TypeAnnouncement
SubjectWINDING UP / RECEIVER & MANAGER / RESTRAINING ORDER / SPECIAL ADMINISTRATOR
DescriptionKUALA LUMPUR KEPONG BERHAD (“KLK”)
- MEMBERS’ VOLUNTARY WINDING-UP OF SUBSIDIARY COMPANY

We refer to our announcement dated 24 September 2012 in relation to the members’ voluntary winding-up of The Kuala Pertang Syndicate Limited ("KPS"), a wholly-owned subsidiary of KLK and we wish to announce that KPS has filed the Return of Final Winding-Up Meeting with the Companies House, United Kingdom and shall be dissolved accordingly.



BIMB - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameBIMB HOLDINGS BERHAD  
Stock Name BIMB  
Date Announced2 Sept 2013  
CategoryGeneral Announcement
Reference NoOI-130830-54295

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionBIMB HOLDINGS BERHAD (“BHB” OR THE “COMPANY”)

(I) PROPOSED ACQUISITIONS BY BHB OF THE REMAINING 49% ISSUED AND PAID-UP SHARE CAPITAL OF BANK ISLAM MALAYSIA BERHAD (“BANK ISLAM”) COMPRISING THE FOLLOWING:-

(A) 690,196,000 ORDINARY SHARES OF RM1.00 EACH IN BANK ISLAM (“BANK ISLAM SHARES”) HELD BY DUBAI FINANCIAL GROUP LLC, REPRESENTING APPROXIMATELY 30.47% OF THE ISSUED AND PAID-UP SHARE CAPITAL OF BANK ISLAM, FOR A CASH CONSIDERATION OF UNITED STATES DOLLAR (“USD”) 550,000,000; AND

(B) 419,894,000 BANK ISLAM SHARES HELD BY LEMBAGA TABUNG HAJI, REPRESENTING APPROXIMATELY 18.53% OF THE ISSUED AND PAID-UP SHARE CAPITAL OF BANK ISLAM, FOR A CASH CONSIDERATION OF THE RINGGIT MALAYSIA EQUIVALENT OF USD334,603,069;

(COLLECTIVELY REFERRED TO AS “PROPOSED ACQUISITIONS”)

(II) PROPOSED RENOUNCEABLE RIGHTS ISSUE OF 426,715,958 NEW ORDINARY SHARES OF RM1.00 EACH IN BHB (“BHB SHARES” OR “SHARES”) (“RIGHTS SHARES”) TOGETHER WITH 426,715,958 FREE DETACHABLE WARRANTS (“WARRANTS”), ON THE BASIS OF TWO (2) RIGHTS SHARES AND TWO (2) WARRANTS FOR EVERY FIVE (5) EXISTING BHB SHARES HELD BY THE ENTITLED SHAREHOLDERS OF BHB ON AN ENTITLEMENT DATE TO BE DETERMINED LATER, AT AN INDICATIVE ISSUE PRICE OF RM3.60 PER RIGHTS SHARE TO RAISE AN INDICATIVE GROSS PROCEEDS OF APPROXIMATELY RM1.536 BILLION (“PROPOSED RIGHTS ISSUE WITH WARRANTS”); AND

(III) PROPOSED ISSUE OF 10-YEAR ISLAMIC SECURITIES OF UP TO RM2.200 BILLION IN NOMINAL VALUE TO RAISE AN INDICATIVE GROSS PROCEEDS OF UP TO APPROXIMATELY RM1.471 BILLION (“PROPOSED SUKUK”)

(COLLECTIVELY REFERRED TO AS “PROPOSALS”).
We refer to the announcements dated 1 August 2013, 5 August 2013 and 30 August 2013 in relation to the Proposals (“Announcements”).

Unless otherwise stated, the definitions used throughout this announcement shall have the same meaning as defined in the Announcements.

1. DECISION FROM BANK NEGARA MALAYSIA (“BNM”)

On behalf of the Board of Directors of BHB, Bank Islam wishes to announce that BNM has no objection to the Proposed Acquisitions. However, the proposed charge over Bank Islam Shares held by BHB as a security for the Proposed Sukuk cannot be considered by BNM. Nevertheless, BNM has requested BHB to source and notify BNM on suitable alternative assets as security for the Proposed Sukuk.

In this regard, the Company is considering the options in relation to the security for the Proposed Sukuk. Any further development on the above will be announced by the Company accordingly.

2. IMPLICATIONS OF THE ISLAMIC FINANCIAL SERVICES ACT, 2013 (“IFSA”)

In addition, the Company wishes to draw to the attention of all shareholders of BHB to Section 99 (1) of the IFSA. Section 99 (1) of the IFSA provides, amongst others, that prior approval of BNM is required for any person to:-

(a) enter into an agreement or arrangement, to acquire any interest in shares of a licensed person by which, if the agreement or arrangement is carried out, he would hold (together with any interest in shares of that licensed person which are already held by such person) an aggregate interest of 5% or more in the shares of the licensed person; or

(b) where approval was obtained previously, enter into any subsequent agreement or arrangement, by which, if the agreement or arrangement is carried out, he would hold an aggregate interest in shares of a licensed person of, or exceeding: (i) any multiple of 5%; or (ii) 33% of the voting share capital of the licensed person.

As such, each affected shareholder of BHB is individually responsible for applying and obtaining the prior approval of BNM in the event that the subscription to the Rights Shares and/or the exercise of the Warrants will result in it triggering the thresholds mentioned in Section 99 (1) of the IFSA.

For illustration purposes, Mr. A currently holds 5% of the issued and paid-up share capital of BHB. As such, his current effective interest of shareholding in Bank Islam by virtue of his shareholding in BHB is 2.55%note 1. Mr. A intends to subscribe for his entitlements of the Rights Shares. After the subscription for the Rights Shares and upon completion of Proposed Acquisitions, his effective interest of shareholding in Bank Islam by virtue of his shareholding in BHB would increase to 5%note 2. In this instance, Mr. A will be obliged to apply and obtain approval of BNM for triggering the thresholds of Section 99 (1) of the IFSA prior to subscription for the Rights Shares.

Note 1- Mr. A’s current shareholding in BHB multiply the shareholding of BHB in Bank Islam of 51%.

Note 2- Mr. A’s shareholding in BHB after Proposed Rights Issue with Warrants multiply the shareholding of BHB in Bank Islam of 100% after the Proposed Acquisitions.

The statements herein do not purport to be a comprehensive or exhaustive description of all the relevant provisions of, or all implications that may arise under the IFSA or any other relevant legislation or regulations in force in Malaysia. Shareholders of BHB who are in doubt as to whether they would incur any obligation to seek an approval from BNM under the IFSA as a result of the subscription to the Rights Shares and/or the exercise of the Warrants are advised to consult their professional advisers at the earliest opportunity.

This announcement is dated 2 September 2013.



EUPE - OTHERS EUPE CORPORATION BERHAD (ECB) SETTING UP OF A NEW COMPANY IN AUSTRALIA

Announcement Type: General Announcement
Company NameEUPE CORPORATION BERHAD  
Stock Name EUPE  
Date Announced2 Sept 2013  
CategoryGeneral Announcement
Reference NoCK-130902-43691

TypeAnnouncement
SubjectOTHERS
DescriptionEUPE CORPORATION BERHAD (ECB)
SETTING UP OF A NEW COMPANY IN AUSTRALIA

The Board of Directors of ECB wishes to announce that Australasia Development Pty Ltd (Company Registration No. 147 112 276) (ADPL), a 70% owned subsidiary of ECB in Australia, has set up a 50% owned company in Australia under the name of The Surrey Sunbury Pty Ltd (Company Registration No. 164 107 368) (TSSPL).

 Information on new company

TSSPL has a total issued and paid up share capital of AUD100 or approximately RM300 comprising of 100 ordinary shares of AUD1.00 each fully paid up. The registered office of TSSPL is situated at Level 9, 167 Queen Street, Melbourne, Victoria 3000, Australia. Currently, TSSPL is a dormant company and the intended nature of business of TSSPL is property development.

The directors nominated to sit on the board of TSSPL were as follows:-

1. Dato Beh Huck Lee

2. Yeong Chee Fun

3. Deniz Sivasli

4. Gamze Sivasli

The rationale for the setting up of TSSPL is to enable ECB to expand its operation in the property industry in Australia.

The setting up of TSSPL has no effect on the issued and paid up share capital of ECB Group.

The setting up of TSSPL also will not have any material impact on the net assets, earnings and gearings of ECB Group for the financial year ending 28 February 2014. However, it will be expected to contribute positively to the future earnings prospects of ECB.

Dato Beh Huck Lee, who is the Managing Director and major shareholder of ECB, is also the director in ADPL.

Save as disclosed above, none of the directors and /or major shareholders of ECB and or person connected with them has any direct or indirect interest in TSSPL.

This announcement is dated 02 September 2013


TGOFFS - Additional Listing Announcement

Announcement Type: Additional Listing Announcement (ALA)
Company NameTANJUNG OFFSHORE BERHAD  
Stock Name TGOFFS  
Date Announced2 Sept 2013  
CategoryAdditional Listing Announcement (ALA)
Reference NoCA-130902-B3C44

1. Details of Corporate Proposal

Whether the corporate proposal involves the issuance of new type
and new class of securities?
No
Types of corporate proposalOthers
Details of corporate proposalConversion of Warrants B 2008/2013 to Ordinary Shares
No. of shares issued under this corporate proposal2,900
Issue price per share ($$)MYR 0.520
Par Value ($$)MYR 0.500
Latest issued and paid up share capital after the above corporate proposal in the following
Units300,637,837
CurrencyMYR 150,318,918.500
Listing Date03/09/2013


MAGNA - Change of Address

Announcement Type: Change of Address
Company NameMAGNA PRIMA BERHAD  
Stock Name MAGNA  
Date Announced2 Sept 2013  
CategoryChange of Address
Reference NoMP-130725-34437

Change descriptionRegistered 
Old address Lot No. C-G11 & C-G12, Block C
Jalan Persiaran Surian
Palm Spring @ Damansara
47810 Kota Damansara
Petaling Jaya
Selangor Darul Ehsan 
New addressLot No. C-10, Block C
Jalan Persiaran Surian
Palm Spring @ Damansara
47810 Kota Damansara
Petaling Jaya
Selangor Darul Ehsan 
Name of Registrar 
Telephone no603-7805 5505 
Facsimile no603-7803 0156 
E-mail address 
Effective date02/09/2013 


KFM - GENERAL MEETINGS: NOTICE OF MEETING

Announcement Type: General Meetings
Company NameKUANTAN FLOUR MILLS BHD  
Stock Name KFM  
Date Announced2 Sept 2013  
CategoryGeneral Meetings
Reference NoCM-130902-45148

Type of MeetingAGM
IndicatorNotice of Meeting
DescriptionKuantan Flour Mills Berhad ( " KFM" or " The Company")
NOTICE OF TWENTY NINTH (29TH) ANNUAL GENERAL MEETING

Further to the Company’s announcement dated 30th August 2013, the Company wishes to make the following additional explanation in the Explanatory Notes on Special Business for Resolution 6 of the Agenda stated in the Notice of Twenty Ninth (29th ) Annual General Meeting :

Explanatory Notes on Special Business

As at the date of this Notice, no new shares in the Company were issued pursuant to the mandate granted to the Directors at the last Annual General Meeting held on 26 September 2012 and which will lapse at the conclusion of the forthcoming Annual General Meeting.

This announcement is dated 2nd September 2013
Date of Meeting26/09/2013
Time02:30 PM
VenueTHE ZENITH HOTEL, ZENITH 9 & 10, LEVEL 3, JALAN PUTRA SQUARE 6, PUTRA SQUARE, 25200 KUANTAN, PAHANG DARUL MAKMUR, MALAYSIA
Date of General Meeting Record of Depositors19/09/2013


KFM - OTHERS Kuantan Flour Mills Berhad ( " KFM" or " The Company") NOTICE OF TWENTY NINTH (29TH) ANNUAL GENERAL MEETING

Announcement Type: General Announcement
Company NameKUANTAN FLOUR MILLS BHD  
Stock Name KFM  
Date Announced2 Sept 2013  
CategoryGeneral Announcement
Reference NoCM-130902-42968

TypeAnnouncement
SubjectOTHERS
DescriptionKuantan Flour Mills Berhad ( " KFM" or " The Company")
NOTICE OF TWENTY NINTH (29TH) ANNUAL GENERAL MEETING

Further to the Company’s announcement dated 30th August 2013, the Company wishes to make the following additional explanation in the Explanatory Notes on Special Business for Resolution 6 of the Agenda stated in the Notice of Twenty Ninth (29th ) Annual General Meeting :

Explanatory Notes on Special Business

As at the date of this Notice, no new shares in the Company were issued pursuant to the mandate granted to the Directors at the last Annual General Meeting held on 26 September 2012 and which will lapse at the conclusion of the forthcoming Annual General Meeting.

This announcement is dated 2nd September 2013



PRDUREN - Annual Report 2013

Announcement Type: Document Receipt
Company NamePERDUREN (M) BERHAD  
Stock Name PRDUREN  
Date Announced2 Sept 2013  
CategoryDocument Receipt
Reference NoJM-130902-40676

Annual Report for Financial Year Ended31/03/2013
SubjectAnnual Report 2013

Attachments

PRDUREN-AnnualReport2013.pdf
3204 KB






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