PATIMAS - PRACTICE NOTE 1 / GUIDANCE NOTE 5:MONTHLY ANNOUNCEMENT
| Company Name | PATIMAS COMPUTERS BERHAD |
| Stock Name | PATIMAS |
| Date Announced | 2 Dec 2013 |
| Category | General Announcement |
| Reference No | CC-131202-B19BB |
| Type | Announcement |
| Subject | PRACTICE NOTE 1 / GUIDANCE NOTE 5 MONTHLY ANNOUNCEMENT |
| Description | PATIMAS COMPUTERS BERHAD (“PATIMAS” OR “THE COMPANY”) MONTHLY ANNOUNCEMENT ON THE STATUS OF DEFAULT PURSUANT TO PRACTICE NOTE 1/2001 |
Further to the Company’s announcements made on 1 November 2013. The Board of Directors of Patimas wishes to inform that there is no major development on the status of default in payment of principal and interests accrued as at the date of this announcement. Further announcement on the development of the above matter will be made to Bursa Malaysia Securities Berhad in due course. This announcement is dated 2 December 2013.
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PATIMAS - PRACTICE NOTE 17 / GUIDANCE NOTE 3:MONTHLY ANNOUNCEMENT
| Company Name | PATIMAS COMPUTERS BERHAD |
| Stock Name | PATIMAS |
| Date Announced | 2 Dec 2013 |
| Category | General Announcement |
| Reference No | CC-131202-B19BA |
| Type | Announcement |
| Subject | PRACTICE NOTE 17 / GUIDANCE NOTE 3 MONTHLY ANNOUNCEMENT |
| Description | PATIMAS COMPUTERS BERHAD (“Patimas” or the “Company”) - Monthly update on the status of the Company’s regularisation plan |
Further to the Company's announcements made on 1 and 2 November 2012 ("First Announcement ") in compliance with Paragraph 4.1 of PN17 and announcements made on 1 November 2013, 19 November 2013, 22 November 2013, 26 November 2013 and the Requisite Announcement made by M&A Securities Sdn Bhd (“M&A Securities”) on 2 December 2013. The Board of Directors of Patimas wishes to announce that M&A Securities had on 2 December 2013 announced to Bursa Malaysia Securities Berhad (“Bursa Securities”) that the Company proposes to undertake the Proposed Regularisation Scheme to regularise the financial position of the Company which comprises the following for and on behalf of the Company :- (i) Proposed Capital Reduction and Consolidation; (ii) Proposed Share Premium Reduction; (iii) Proposed Restricted Issue; (iv) Proposed Scheme of Arrangement with Creditors; (v) Proposed Rights Issue with Warrants; and (vi) Proposed Exemption (collectively referred to as the “Proposed Regularisation Scheme”) At the same time, the appeal to Bursa Securities on its decision to de-list the Company is still pending for the approval from Bursa Securities. Further announcement on the development of the above matter will be made to Bursa Securities in due course. This announcement is dated 2 December 2013. | |
TOMEI - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):RELATED PARTY TRANSACTIONS
| Company Name | TOMEI CONSOLIDATED BERHAD |
| Stock Name | TOMEI |
| Date Announced | 2 Dec 2013 |
| Category | General Announcement |
| Reference No | CM-131202-52537 |
| Type | Announcement | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) RELATED PARTY TRANSACTIONS | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Description | The Board of Directors of TCB would like to announce that TCB had on 2 December 2013 entered into a Sale and Purchase Agreement (“SPA”) to dispose 500,000 ordinary shares of RM1.00 each representing 100% equity interest in Tomei Gold & Jewellery (Subang) Sdn Bhd (“Tomei Subang”) to Teck Fong Property Sdn Bhd (“the Purchaser”) (referred as “Proposed Disposal”) for a cash consideration of RM6,095,000.00 | ||||||||||||||||||||||||||||||||||||||||||||||||||
1. Introduction The Board of Directors of TCB would like to announce that TCB had on 2 December 2013 entered into a Sale and Purchase Agreement (“SPA”) to dispose 500,000 ordinary shares of RM1.00 each representing 100% equity interest in Tomei Gold & Jewellery (Subang) Sdn Bhd (“Tomei Subang”) to Teck Fong Property Sdn Bhd (“the Purchaser”) (referred as “Proposed Disposal”) for a cash consideration of RM6,095,000.00 2. Disposal Consideration, Quantification of the market value of the Property and the method of valuation The Proposed Disposal consideration of RM6,095,000.00 was arrived at based on net asset value of Tomei Subang as at 30 November 2013 and taking into consideration of the market valuation of the investment property owned by Tomei Subang conducted by Independent Professional Valuer, Henry Butcher Malaysia on 20 November 2013. Proceed from the Proposed Disposal consideration will be utilized as working capital of TCB Group. 3. Salient Terms of The Purchaser shall pay TCB an amount of RM609,500.00 upon execution of the SPA and the balance of the purchase consideration three (3) days after all the condition precedents are fully met. 4. Gain or Loss from Proposed Disposal The disposal is expected to result in a gain on the proposed disposal of approximately RM2.3 million to the Company consolidated financial statements. Following the transaction, both the Earning per share and Net asset per share of TCB is expected to increase by approximately RM0.02. 5. Information on Tomei Subang Tomei Subang was incorporated on 15 May 2000 with its principal business activities in retailing of jewellery and changed its business activities to property investment in 2011. Its issued and paid-up capital is RM500,000 comprising 500,000 ordinary shares of RM1.00 each. TCB had on 6 October 2011 as part of its internal restructuring plan acquired 500,000 ordinary shares of RM1.00 each in Tomei Subang for a total cash consideration of RM3,585,259.96 from its subsidiary company, Tomei Gold & Jewellery (MJ) Sdn Bhd. This represents the net book value of Tomei Subang during the then acquisition date. As at 31 December 2012, being the last date of audited financial statements, Tomei Subang reported profit after taxation of RM99,779.00 and net assets of RM3,695,466.00. 6. Information on the purchasers The Directors and shareholders of Teck Fong Property Sdn Bhd are as follows:- Name of Director Name of Shareholder Percentage of Shareholdings Tan Sri Datuk Ng Teck Fong Best 100% Datuk Ng Yih Pyng Ng Yih Chen Ng Sheau Chyn Ng Sheau Yuen Both Tan Sri Datuk Ng Teck Fong and Ng Yih Chen are the existing directors of Tomei Subang. Tan Sri Datuk Ng Teck Fong, Datuk Ng Yih Pyng, Ng Yih Chen, Ng Sheau Chyn and Ng Sheau Yuen (“Ng Family”) are also the directors and shareholders of Best Arcade Sdn Bhd and TCB. The Ng family is also the directors for Teck Fong Property Sdn Bhd. Datin Choong Chow Mooi, the spouse to Datuk Ng Yih Pyng is also a director of TCB. 7. Rationale of the Proposed Disposal The Proposed Disposal is part of TCB Group’s on-going cost optimization and business streamlining strategy. The Proposed Disposal would allow TCB Group to re-organise its resources and focus on core potential area. 8. Risk None of the Board of Directors of TCB foresees any risk in the Proposed Disposal. 9. Financial Effect of the Proposed Disposal on the Group's earnings per share, net assets per share, gearing, share capital and substantial shareholders’ shareholding Other than as disclosed in Item 4 above, the Proposed Disposal is not expected to have any material effect on the earnings per share, net assets per share, gearing, share capital and shareholdings of TCB for the financial year ending 31 December 2013. 10. Particulars of all liabilities to be assumed by the purchaser arising from the disposal There are no liabilities to be assumed by the purchaser arising from the disposal. 11. Approval Needed The Proposed Disposal does not require approval from shareholders of TCB or any statutory authorities. 12. Percentage Ratio The highest percentage ratio for this Proposed Disposal, computed based on audited financial statements of Tomei Subang for the financial year ended 31 December 2012 is 3.168%. 13. Interest of Directors’ and Major Shareholders’ and/or Persons Connected to Them Except as disclosed below, none of the directors and/or major shareholders of TCB or persons connected to them have any interest, direct or indirect in the Proposed Disposal.
* Deemed interested by virtue of his shareholdings in Teck Fong Corporation Sdn Bhd, Tropical Bliss Sdn Bhd and Ng Teck Fong Foundation pursuant to Section 6A(4)(c) of the Companies Act, 1965 (“the Act”) and his wife Puan Sri Datin Gan Sao Wah’s shareholding pursuant to Section 134 of the Act. ** Deemed interested by virtue of his shareholdings in Teck Fong Corporation Sdn Bhd and Ng Teck Fong Foundation pursuant to Section 6A(4)(c) of the Act. *** Deemed interested by virtue of her shareholdings in Ng Teck Fong Foundation pursuant to Section 6A(4)(c) of the Act. **** Datin Choong Chow Mooi is the spouse of Datuk Ng Yih Pyng 14. Statement by the Board of Directors on the Company Save for the Directors as stated in item 13, the Board of Directors of the Company is of the opinion that the Proposed Disposal is fair and reasonable and is in the best interest of TCB. 15. Statement by Audit Committee The Audit Committee Members of TCB having deliberated and after taking into consideration that the Proposed Disposal proceeds not lesser than the net assets of Tomei Subang after adjustment for the revaluation of its Investment Property by an Independent Professional Valuer, Henry Butcher Malaysia on 20 November 2013, is of the view that the transaction is in the best interest of the Company, is fair and reasonable and on normal commercial terms and is not detrimental to the interest of the minority shareholders of TCB. 16. Transaction with the same related parties Saved as disclosed in item 1 and the Recurrent Related Party Transactions for which a mandate for such transactions has been sought and approved by the shareholders of the Company during the last Annual General Meeting held on 15 May 2013 (RRPT as disclosed in Section 2.1 of TCB’s Circular dated 19 April 2013), there is no other related party transactions entered by TCB and/or its subsidiary company with Teck Fong Property Sdn Bhd for the preceding 12 months up to 30 November 2013. 17. Completion Timeframe The Proposed Disposal is expected to be completed by 31 December 2013. 18. Documents Available for Inspection The documents pertaining to the Proposed Disposal will be available for inspection at the registered office of TCB located at Suite B13A-4, Tower B, Level 13A, Northpoint Offices, Mid Valley City, No 1, Medan Syed Putra Utara, 59200 Kuala Lumpur during normal business hours from Mondays to Fridays (except public holidays) for a period of three (3) months from the date of this announcement. This announcement is dated 2 December 2013. | |||||||||||||||||||||||||||||||||||||||||||||||||||
MTEAM - OTHERS MAJOR TEAM HOLDINGS BERHAD (“MTHB” OR “COMPANY”) UNCONDITIONAL TAKE-OVER OFFER (“EXIT OFFER”) FROM MADAM KONG SEE KUAN, EXCELLENT AVENUE (M) SDN BHD AND AMPLE POTENTIAL SDN BHD (COLLECTIVELY, “JOINT OFFERORS”) DISCLOSURE OF DEALINGS IN ACCORDANCE WITH SECTION 33 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010
| Company Name | MAJOR TEAM HOLDINGS BERHAD |
| Stock Name | MTEAM |
| Date Announced | 2 Dec 2013 |
| Category | General Announcement |
| Reference No | CC-131202-62936 |
| Type | Announcement |
| Subject | OTHERS |
| Description | MAJOR TEAM HOLDINGS BERHAD (“MTHB” OR “COMPANY”) UNCONDITIONAL TAKE-OVER OFFER (“EXIT OFFER”) FROM MADAM KONG SEE KUAN, EXCELLENT AVENUE (M) SDN BHD AND AMPLE POTENTIAL SDN BHD (COLLECTIVELY, “JOINT OFFERORS”) DISCLOSURE OF DEALINGS IN ACCORDANCE WITH SECTION 33 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 |
This announcement is dated 2 December 2013. We refer to the offer document dated 3 October 2013 in relation to the Exit Offer. We wish to announce that the Company had received a notification from AmInvestment Bank Berhad, on behalf of the Joint Offerors, that the Joint Offerors have dealt in MTHB Shares. A copy of the notice is attached. | |
MTEAM - OTHERS MAJOR TEAM HOLDINGS BERHAD (“MTHB” OR “COMPANY”) UNCONDITIONAL TAKE-OVER OFFER (“EXIT OFFER”) FROM MADAM KONG SEE KUAN, EXCELLENT AVENUE (M) SDN BHD AND AMPLE POTENTIAL SDN BHD (COLLECTIVELY, “JOINT OFFERORS”)
| Company Name | MAJOR TEAM HOLDINGS BERHAD |
| Stock Name | MTEAM |
| Date Announced | 2 Dec 2013 |
| Category | General Announcement |
| Reference No | CC-131202-AC7F8 |
| Type | Announcement |
| Subject | OTHERS |
| Description | MAJOR TEAM HOLDINGS BERHAD (“MTHB” OR “COMPANY”) UNCONDITIONAL TAKE-OVER OFFER (“EXIT OFFER”) FROM MADAM KONG SEE KUAN, EXCELLENT AVENUE (M) SDN BHD AND AMPLE POTENTIAL SDN BHD (COLLECTIVELY, “JOINT OFFERORS”) |
This announcement is dated 2 December 2013. We refer to the offer document dated 3 October 2013 and the notice to shareholders of MTHB dated 29 October 2013 in relation to the Exit Offer. Further reference is also made to MTHB’s announcement dated 25 October 2013 whereby Bursa Malaysia Securities Berhad (“Bursa Securities”) has approved the withdrawal of listing of MTHB from the Official List of the Main Market of Bursa Securities pursuant to paragraph 16.06 of the Main Market Listing Requirements of Bursa Securities (“Listing Requirements”) (“Bursa’s Approval”). We wish to announce that the Company had received the attached press notice from AmInvestment Bank Berhad, on behalf of the Joint Offerors, notifying that the Exit Offer has closed at 5.00 p.m. (Malaysian time) on Monday, 2 December 2013 (“Final Closing Date”). The level of acceptances for the Exit Offer as at 5.00 p.m. (Malaysian time) on the Closing Date is set out in the attached press notice. In accordance with Bursa’s Approval, the trading in the ordinary shares of RM1.00 each in MTHB (“MTHB Shares”) will be suspended upon the expiry of the five (5) market days: (a) from the close of the Exit Offer; or Pursuant to the above, the suspension of trading of MTHB Shares will be effected from 9.00 a.m. (Malaysian time) on Tuesday, 10 December 2013, being the expiry of five (5) market days from the Final Closing Date. The suspension will result in MTHB Shares no longer being traded on Bursa Securities and there will no longer be an active market for the trading of MTHB Shares. A copy of the notice is attached. | |
NAGAMAS - NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS):FUND RAISING
| Company Name | NAGAMAS INTERNATIONAL BERHAD |
| Stock Name | NAGAMAS |
| Date Announced | 2 Dec 2013 |
| Category | General Announcement |
| Reference No | OS-131202-60532 |
| Type | Announcement |
| Subject | NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS) FUND RAISING |
| Description | NAGAMAS INTERNATIONAL BERHAD (“NAGAMAS” OR “COMPANY”) (I) PROPOSED PAR VALUE REDUCTION OF THE EXISTING ISSUED AND PAID-UP SHARE CAPITAL OF NAGAMAS FROM RM50,895,000 COMPRISING 50,895,000 ORDINARY SHARES OF RM1.00 EACH TO RM12,723,750 COMPRISING 50,895,000 ORDINARY SHARES OF RM0.25 EACH (“NAGAMAS SHARES” OR “SHARES”) PURSUANT TO SECTION 64 OF THE COMPANIES ACT, 1965 (“PROPOSED PAR VALUE REDUCTION”); (II) PROPOSED RENOUNCEABLE RIGHTS ISSUE OF UP TO 101,790,000 NEW ORDINARY SHARES OF RM0.25 EACH IN NAGAMAS AFTER THE PROPOSED PAR VALUE REDUCTION (“RIGHTS SHARES”) TOGETHER WITH UP TO 76,342,500 NEW FREE DETACHABLE WARRANTS (“WARRANTS”) ON THE BASIS OF TWO (2) RIGHTS SHARES FOR EVERY ONE (1) NAGAMAS SHARE HELD AFTER THE PROPOSED PAR VALUE REDUCTION, TOGETHER WITH THREE (3) WARRANTS FOR EVERY FOUR (4) RIGHTS SHARES SUBSCRIBED AT AN ISSUE PRICE TO BE DETERMINED LATER (“PROPOSED RIGHTS ISSUE WITH WARRANTS”); AND (III) PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF NAGAMAS (“PROPOSED AMENDMENTS”) (COLLECTIVELY REFERRED TO AS THE “PROPOSALS”) |
On behalf of the Board of Directors of the Company (“Board”), M&A Securities Sdn Bhd (“M&A Securities”) is pleased to announce that the Company wishes to undertake the Proposals.
Further details are disclosed in the attachment herein. This announcement is dated 2 December 2013. | |
BRAHIMS - Changes in Sub. S-hldr's Int. (29B) - Lembaga Tabung Haji
| Company Name | BRAHIM'S HOLDINGS BERHAD |
| Stock Name | BRAHIMS |
| Date Announced | 2 Dec 2013 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | CA-131202-50CFA |
Particulars of substantial Securities Holder
| Name | Lembaga Tabung Haji |
| Address | 201, Jalan Tun Razak Peti Surat No. 11025 50732 Kuala Lumpur |
| NRIC/Passport No/Company No. | ACT 5351995 |
| Nationality/Country of incorporation | Malaysia |
| Descriptions (Class & nominal value) | Ordinary shares of RM1.00 each |
| Name & address of registered holder | Lembaga Tabung Haji 201, Jalan Tun Razak Peti Surat No. 11025 50732 Kuala Lumpur |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Date of change | No of securities | Price Transacted (RM) |
| Disposed | 22/11/2013 | 1,500,000 |
| Remarks : |
| The Form 29B was received by the Company on 29 November 2013 |
WCT-WD - Changes in Director's Interest (S135) - Taing Kim Hwa
| Company Name | WCT HOLDINGS BERHAD |
| Stock Name | WCT-WD |
| Date Announced | 2 Dec 2013 |
| Category | Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965 |
| Reference No | WW-131202-8C941 |
Information Compiled By KLSE
Particulars of Director
| Name | Taing Kim Hwa |
| Address | 10, Jalan Eksekutif U1/6, Seksyen U1, 40000 Shah Alam, Selangor Darul Ehsan |
| Descriptions(Class & nominal value) | Warrants (2013/2017) |
Details of changes
Currency: Malaysian Ringgit (MYR)
Type of transaction | Date of change | No of securities | Price Transacted (RM) |
Acquired | 270,000 | 0.398 |
| Circumstances by reason of which change has occurred | Acquisition of warrants in the open market |
| Nature of interest | Indirect |
| Consideration (if any) |
Total no of securities after change | |
| Direct (units) | 1,065,649 |
| Direct (%) | 0.65 |
| Indirect/deemed interest (units) | 47,776,160 |
| Indirect/deemed interest (%) | 29.2 |
| Date of notice | 02/12/2013 |
| Remarks : |
| This announcement also serves as an announcement pursuant to Paragraph 14.09(a) of the Main Market Listing Requirements. |
YOKO - Notice of Shares Buy Back - Immediate Announcement
| Company Name | YOKOHAMA INDUSTRIES BERHAD |
| Stock Name | YOKO |
| Date Announced | 2 Dec 2013 |
| Category | Notice of Shares Buy Back - Immediate Announcement |
| Reference No | CC-131202-2C8E6 |
BRIGHT - GENERAL MEETINGS: OUTCOME OF MEETING
| Company Name | BRIGHT PACKAGING INDUSTRY BERHAD |
| Stock Name | BRIGHT |
| Date Announced | 2 Dec 2013 |
| Category | General Meetings |
| Reference No | OS-131202-62001 |
| Type of Meeting | EGM |
| Indicator | Outcome of Meeting |
| Date of Meeting | 02/12/2013 |
| Time | 09:00 AM |
| Venue | Langkawi Room, Bukit Jalil Golf & Country Resort Jalan Jalil Perkasa 3 Bukit Jalil 57000 Kuala Lumpur |
| Outcome of Meeting | The Board of Director of Bright Packaging Industry Berhad is pleased to announce that the resolution set out in the Notice of Extraordinary General Meeting (“EGM”) dated 15 November 2013 and tabled at the said EGM held today, was duly passed by the shareholders.
This announcement is dated 2 December 2013.
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