April 1, 2014

Company announcements: PETGAS, BERNAS, PMETAL, MAXTRAL, RCECAP, FITTERS, BRAHIMS

PETGAS - 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 GAS BERHAD  
Stock Name PETGAS  
Date Announced1 Apr 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoPG-140401-9D396

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 incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Share of RM1.00/share
Name & address of registered holderCITIGROUP NOMINEES (TEMPATAN) SDN BHD

Level 42, Menara Citibank
165 Jalan Ampang
50450 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Disposed27/03/2014
30,600
 

Circumstances by reason of which change has occurred1.Sale of share managed by portfolio manager (NOMURA)
Nature of interestDirect
Direct (units)268,345,700 
Direct (%) 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change268,345,700
Date of notice28/03/2014

Remarks :
The direct interest of 268,345,700 shares comprising:

a) 254,379,000 shares held by Citigroup Nominees Tempatan) Sdn. Bhd;

b) 1,497,600 shares held EPF Board;

c) 253,500 shares held by Employees Provident Fund Board (KIB);

d) 0 shares held by Employees Provident Fund Board (HDBS);

e) 278,300 shares held by Employees Provident Fund Board (RHB INV);

g) 532,100 shares held by Employees Provident Fund Board (AM INV);

h) 6,391,400 shares held by Employees Provident Fund Board (NOMURA);

i) 4,543,800 shares held by Employees Provident Fund Board (CIMB PRI);

j) 470,000 shares held by Employees Provident Fund Board (ARIM);

Received Form 29B on 1 April 2014


BERNAS - TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)

Announcement Type: General Announcement
Company NamePADIBERAS NASIONAL BERHAD  
Stock Name BERNAS  
Date Announced1 Apr 2014  
CategoryGeneral Announcement
Reference NoPN-140401-61939

TypeAnnouncement
SubjectTAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
DescriptionPADIBERAS NASIONAL BERHAD (“BERNAS”)

UNCONDITIONAL TAKE-OVER OFFER BY PERSPECTIVE LANE (M) SDN BHD, KELANA VENTURES SDN BHD, SEAPORT TERMINAL (JOHORE) SDN BHD AND ACARA KREATIF SDN BHD (COLLECTIVELY, THE “JOINT OFFERORS”) THROUGH MAYBANK INVESTMENT BANK BERHAD (“MAYBANK IB”) TO ACQUIRE ALL THE REMAINING ORDINARY SHARES OF RM1.00 EACH IN BERNAS NOT ALREADY OWNED BY THE JOINT OFFERORS AND TRADEWINDS (M) BERHAD, BEING THE PERSON ACTING IN CONCERT WITH THE JOINT OFFERORS (“OFFER SHARES”) FOR A CASH OFFER PRICE OF RM3.70 PER OFFER SHARE (“OFFER”)

We refer to the announcements dated 4 February 2014, 10 February 2014, 25 February 2014, 7 March 2014 and 13 March 2014 in relation to the Offer.

We wish to announce that Bernas has today received the attached press notice from Maybank IB, on behalf of the Joint Offerors, informing that the Offer has closed at 5.00 p.m. (Malaysian time) on Tuesday, 1 April 2014.

The level of acceptances of the Offer as at 5.00 p.m. (Malaysian time) on Tuesday, 1 April 2014 is set out in the attached press notice.

This Announcement is dated 1 April 2014.

Attachments

Press Notice 1 April 2014.pdf
838 KB



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

Announcement Type: General Announcement
Company NamePRESS METAL BERHAD  
Stock Name PMETAL  
Date Announced1 Apr 2014  
CategoryGeneral Announcement
Reference NoMI-140401-66249

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionPRESS METAL BERHAD (“PMB” OR “COMPANY”)

DISPOSAL BY PMB OF ITS 20% EQUITY INTEREST (AFTER COMPLETION OF THE CAPITALISATION (AS DEFINED HEREIN)) IN PRESS METAL BINTULU SDN BHD (“PMBSB”), A WHOLLY-OWNED SUBSIDIARY OF PMB, FOR A PROVISIONAL CASH CONSIDERATION OF UNITED STATES DOLLAR (“USD”) 140.049 MILLION (“DISPOSAL”)

The terms used herein shall, unless the context otherwise stated, bear the same meaning as those defined in the Circular to shareholders of PMB in relation to the Disposal dated 11 February 2014.

We refer to the announcements made in relation to the Disposal on 1 November 2013 and 5 March 2014.

On behalf of the Board, Maybank IB wishes to announce that the provisional cash consideration of USD140.049 million or equivalent to approximately RM456.63* million for the Disposal has been fully received by the Company from SGM on 1 April 2014. However, the provisional cash consideration paid by SGM will be subject to the Price Adjustment.

The Closing Conditions stipulated in the SPA have been substantially satisfied by the Company with the remaining conditions, as agreed by SGM, to be satisfied by 1 June 2014 or such other date as may be agreed in writing between SGM and PMB.

In this regard, the Disposal is deemed completed on 1 April 2014.

Note:

* Based on the exchange rate of USD1.00:RM3.2605, being the 12 noon middle rate published by Bank Negara Malaysia as at 1 April 2014.

This announcement is dated 1 April 2014.



MAXTRAL - PRACTICE NOTE 1 / GUIDANCE NOTE 5:MONTHLY ANNOUNCEMENT

Announcement Type: General Announcement
Company NameMAXTRAL INDUSTRY BERHAD  
Stock Name MAXTRAL  
Date Announced1 Apr 2014  
CategoryGeneral Announcement
Reference NoCC-140401-58975

TypeAnnouncement
SubjectPRACTICE NOTE 1 / GUIDANCE NOTE 5
MONTHLY ANNOUNCEMENT
DescriptionMONTHLY UPDATE ON THE STATUS OF DEFAULT IN PAYMENT PURSUANT TO PRACTICE NOTE 1 ("PN1") OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD

We refer to our announcements dated 28 December 2012, 3 January 2013, 5 February 2013, 2 April 2013, 6 May 2013, 4 June 2013, 1 July 2013, 5 August 2013, 3 September 2013, 1 October 2013, 1 November 2013, 6 December 2013, 20 December 2013, 23 December 2013, 8 January 2014, 28 January 2014 and 5 March 2014.


In compliance with paragraph 3.2 of PN1, the Board of Directors of Maxtral Industry Berhad wishes to inform that there has no material development on the status announced previously.

This announcement is dated 1 April 2014.


MAXTRAL - PRACTICE NOTE 1 / GUIDANCE NOTE 5:MONTHLY ANNOUNCEMENT

Announcement Type: General Announcement
Company NameMAXTRAL INDUSTRY BERHAD  
Stock Name MAXTRAL  
Date Announced1 Apr 2014  
CategoryGeneral Announcement
Reference NoCC-140401-59473

TypeAnnouncement
SubjectPRACTICE NOTE 1 / GUIDANCE NOTE 5
MONTHLY ANNOUNCEMENT
DescriptionMONTHLY UPDATE ON THE STATUS OF DEFAULT IN PAYMENT PURSUANT TO PRACTICE NOTE 1 ("PN1") OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD

We refer to our announcements dated 14 November 2012, 10 December 2012, 3 January 2013, 5 February 2013, 8 March 2013, 2 April 2013, 6 May 2013, 4 June 2013, 1 July 2013, 5 August 2013, 3 September 2013, 1 October 2013, 1 November 2013, 6 December 2013, 20 December 2013, 20 December 2013, 23 December 2013, 8 January 2014, 28 January 2014 and 5 March 2014.


In compliance with paragraph 3.2 of PN1, the Board of Directors of Maxtral Industry Berhad wished to inform that there has been no material development on the status as announced previously.

This announcement is dated 1 April 2014.


MAXTRAL - PRACTICE NOTE 17 / GUIDANCE NOTE 3:MONTHLY ANNOUNCEMENT

Announcement Type: General Announcement
Company NameMAXTRAL INDUSTRY BERHAD  
Stock Name MAXTRAL  
Date Announced1 Apr 2014  
CategoryGeneral Announcement
Reference NoCC-140401-59890

TypeAnnouncement
SubjectPRACTICE NOTE 17 / GUIDANCE NOTE 3
MONTHLY ANNOUNCEMENT
DescriptionMONTHLY UPDATE PURSUANT TO PRACTICE NOTE 17 ("PN17") OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD

We refer to our announcements dated 21 December 2012, 3 January 2013, 5 February 2013, 8 March 2013, 2 April 2013, 6 May 2013, 4 June 2013, 1 July 2013, 5 August 2013, 3 September 2013, 1 October 2013, 1 November 2013, 6 December 2013, 20 December 2013, 23 December 2013, 8 January 2014, 28 January 2014 and 5 March 2014.


The Board of Directors of Maxtral Industry Berhad ("Maxtral" or the "Company") wishes to inform that the Company had on 20 December 2013 submitted an application Bursa Malaysia Securities Berhad ("Bursa Securities") for an extension of time ("Application") to submit its Regularisation Plan to the Securities Commission or Bursa Securities (as the case may be). The Company was required to submit its Regularisation Plan on or before 22 December 2013.

The Company was further informed by Bursa Malaysia Berhad by its letter dated 23 December 2013 that the suspension on the trading of the Company's securities and de-listing of the Company in accordance with Paragraph 8.04(5) of the Main Market Listing Requirements shall be deferred pending decision on the Application.

On 19 February 2014, Bursa Malaysia Berhad informed the Company by letter that the Application, after due consideration of all facts and circumstances of the matter, was rejected. The Company was informed that the trading in the securities of the Company will remain suspended until further notice and the securities of the Company will be de-listed on 3 March 2014 unless an appeal against the de-listing is submitted to Bursa Securities on or before 26 February 2914 ("the Appeal Timeframe"). Any appeal submitted after the Appeal Timeframe will not be considered by Bursa Securities.

In response to the above decline, the Company had on 26 February 2014 submitted an appeal to Bursa Securities ("Appeal") for the de-listing of the securities of Maxtral and its decision in declining the Company's application for extension of time in submitting the Regularisation Plan and pending decision on the Appeal.

This announcement is dated 1 April 2014.


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 Announced1 Apr 2014  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoRC-140401-58560

Date of buy back01/04/2014
Description of shares purchasedOrdinary shares of RM0.10 each
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)930,000
Minimum price paid for each share purchased ($$)0.280
Maximum price paid for each share purchased ($$)0.295
Total consideration paid ($$)272,142.97
Number of shares purchased retained in treasury (units)930,000
Number of shares purchased which are proposed to be cancelled (units)
Cumulative net outstanding treasury shares as at to-date (units)17,331,900
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 (%)1.5


FITTERS - Notice of Shares Buy Back by a Company pursuant to Form 28B

Announcement Type: Notice of Shares Buy Back by a Company Pursuant to Form 28B
Company NameFITTERS DIVERSIFIED BERHAD  
Stock Name FITTERS  
Date Announced1 Apr 2014  
CategoryNotice of Shares Buy Back by a Company Pursuant to Form 28B
Reference NoCC-140401-E23AD

Date of shares sold from 26/03/2014 to 26/03/2014
Date of shares cancelled from to
Number of treasury shares sold (units)3,100,000
CurrencyMalaysian Ringgit (MYR)
The minimum price at which the treasury shares were sold ($$)0.910
The maximum price at which the treasury shares were sold ($$)0.915
Total consideration received for the treasury shares sold ($$)2,816,125.35
The name of the Stock Exchange through which the treasury shares were soldBURSA MALAYSIA SECURITIES BERHAD
Total number of shares still in treasury (units)8,361,536
Number of treasury shares cancelled (units)
Total issued capital as diminished
Date lodged with registrar of companies01/04/2014
Lodged by Strategy Corporate Secretariat Sdn. Bhd.


FITTERS - Notice of Shares Buy Back by a Company pursuant to Form 28B

Announcement Type: Notice of Shares Buy Back by a Company Pursuant to Form 28B
Company NameFITTERS DIVERSIFIED BERHAD  
Stock Name FITTERS  
Date Announced1 Apr 2014  
CategoryNotice of Shares Buy Back by a Company Pursuant to Form 28B
Reference NoCC-140401-E50AC

Date of shares sold from 27/03/2014 to 27/03/2014
Date of shares cancelled from to
Number of treasury shares sold (units)5,841,536
CurrencyMalaysian Ringgit (MYR)
The minimum price at which the treasury shares were sold ($$)0.905
The maximum price at which the treasury shares were sold ($$)0.915
Total consideration received for the treasury shares sold ($$)5,298,650.37
The name of the Stock Exchange through which the treasury shares were soldBURSA MALAYSIA SECURITIES BERHAD
Total number of shares still in treasury (units)2,520,000
Number of treasury shares cancelled (units)
Total issued capital as diminished
Date lodged with registrar of companies01/04/2014
Lodged by Strategy Corporate Secretariat Sdn. Bhd.


BRAHIMS - OTHERS BRAHIM'S HOLDINGS BERHAD ("the Company" or "BHB") - Borrowing of Funds

Announcement Type: General Announcement
Company NameBRAHIM'S HOLDINGS BERHAD  
Stock Name BRAHIMS  
Date Announced1 Apr 2014  
CategoryGeneral Announcement
Reference NoCA-140401-64759

TypeAnnouncement
SubjectOTHERS
DescriptionBRAHIM'S HOLDINGS BERHAD ("the Company" or "BHB") - Borrowing of Funds

1. INTRODUCTION

Reference is made to the Company's announcement dated 30 November 2012 in respect of the above. The Board of Directors of BHB wishes to announce that the Company had on 31 March 2014 entered into an agreement with OCBC Al-Amin Bank Berhad to refinance the outstanding term financing agreement that the Company had with Standard Chartered Bank Malaysia Berhad.

The RM155 million Term Financing-i refinancing facility is based on the Shariah principle of Ijarah Muntahiah bi Al-Tamlik (“Term-i Facility”), and is structured as:

(a) RM152 million to refinance the outstanding term financing facility with Standard Chartered Bank Malaysia Berhad; and

(b) RM3 million to finance the Company’s working capital.

2. RATIONALE FOR THE TERM-i FACILITY

This refinancing facility will result in an estimated interest cost savings of approximately RM5 million over the next three (3) financial years.

3. EFFECTS OF THE TERM-i FACILITY

3.1 Issued and paid-up share capital

The Term-i Facility is not expected to have any effect on the issued and paid-up share capital of BHB for the financial year ending 31 December 2014.

3.2 Substantial shareholdings

The Term-i Facility is not expected to have any effect on the substantial shareholdings of BHB for the financial year ending 31 December 2014.

3.3 Net assets

The Term-i Facility is not expected to have any significant effect on the net assets of BHB for the financial year ending 31 December 2014.

3.4 Earnings per share

The Term-i Facility is expected to contribute positively to the earnings per share of BHB due to the expected interest cost savings.

3.5 Gearing

The Term-i Facility is not expected to have any effect on the gearing of BHB for the financial year ending 31 December 2014.

4. RISK IN RELATION TO THE TERM-i FACILITY

The Board of Directors of the Company does not envisage any specific risk to be associated with the acceptance of the Term-i Facility, apart for the finance costs.

5. APPROVALS REQUIRED FOR THE TERM-i FACILITY

The Term-i Facility is not subject to shareholders’ approval of the Company.

6. INTEREST OF DIRECTORS, SUBSTANTIAL SHAREHOLDERS AND/OR PERSONS CONNECTED

None of the Directors, substantial shareholders of BHB and/or persons connected to them, as defined in the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, have any interest, whether direct or indirect, in the Term-i Facility.

7. DIRECTORS’ RECOMMENDATION

After considering all aspects of the Term-i Facility including but not limited to the rationale and financial effects, under the present circumstances, the Board of Directors of the Company is of the opinion that the Term-i Facility is in the best interest of the Company.

This announcement is dated 1 April 2014.



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