Company announcements: ITRONIC, SEG, TRIUMPL

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

Announcement Type: General Announcement

Company Name	INDUSTRONICS BERHAD
Stock Name	ITRONIC
Date Announced	19 May 2014
Category	General Announcement
Reference No	CC-140519-89713

Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	INDUSTRONICS BERHAD ("INDUSTRONICS" OR "THE COMPANY") - DISPOSAL OF SHARES IN SOLUTION ENGINEERING HOLDINGS BERHAD
Reference is made to the Company’s announcements made on 3 December 2013, 3 January 2014, 21 January 2014, 28 April 2014, 30 April 2014, 9 May 2014 and 12 May 2014 and Circular to Shareholders dated 6 January 2014 respectively. The Board of Directors of Industronics wishes to inform that Industronics has on 16 May 2014 disposed in the open market an aggregate of 1,000,000 ordinary shares of RM0.10 each in Solution Engineering Holdings Berhad (“SEHB”), a public company listed on ACE Market of Bursa Malaysia Securities Berhad, representing 0.54% of the existing issued and paid up share capital of SEHB (based on SEHB’s issued and paid-up capital as at 19 August 2013 as announced on 16 August 2013) at the average disposal price of RM0.14 each or gross proceeds of totaling RM140,000.00 (“Disposal”). Upon completion of the Disposal, the Company’s shareholdings in SEHB reduced to 4,501,100 SEHB’s shares, representing approximately 2.43% of the issued and paid-up share capital of SEHB. The Disposal will not have any effect on the issued and paid-up share capital and shareholding structure of the substantial shareholders in Industronics. The Disposal will not have material effect on the net assets per share, gearing and earnings per share of the Industronics Group for the current financial year ending 31 December 2014. The Company incurred a book loss of approximately RM0.2 million from the Disposal as compared to the carrying value of investment for the said 1,000,000 SEHB shares of RM0.34 million. The highest percentage ratio applicable to the Disposal pursuant to paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad is 0.5% and the aggregate percentage ratio applicable to the SEHB shares disposed on 28 April 2014, 29 April 2014, 8 May 2014, 9 May 2014 and 16 May 2014 is 9.5%. None of the directors and/ or the major shareholders of Industronics and/ or persons connected with them have any interest, direct or indirect, in the Disposal. The Directors of Industronics are of the opinion that the Disposal is in the best interest of the Company after taking into consideration of the following :- The Company had on 24 April 2013 acquired 54,241,900 SEHB shares via open market transaction at total consideration of RM10.489 million (“Original Cost of Investment”). Subsequently on 13 November 2013, 14 November 2013, 28 April 2014, 29 April 2014, 8 May 2014 and 9 May 2014 the Company had disposed 48,740,800 SEHB shares for a total cash consideration of RM12.44 million (“Previous Disposals”), which had fully covered the Original Cost of Investment of the Company. As such, the sale of remaining SEHB shares held by the Company will be deemed as gain / profit to the Company. In an effort to strengthen the Industronics Group financial position and with an aim of focusing on the Group’s core business, the Group had undertaken efforts to streamline the Group structure for better efficiency and relieving the Company from incurring further losses in the Group’s investment by disposing / dissolving non-performing subsidiaries and associated company. The Company noted the share price for SEHB has drop dramatically in the month of April 2014. In order to avoid further diminution in the investment, the Board has made the decision to dispose the remaining SEHB shares. The Disposal will generate additional cash flow for the working capital requirements of the Group’s operations and to enhance financial position of the Company.   This announcement is dated 19 May 2014.

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SEG - NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS):OTHER ISSUE OF SECURITIES

Announcement Type: General Announcement

Company Name	SEG INTERNATIONAL BHD
Stock Name	SEG
Date Announced	19 May 2014
Category	General Announcement
Reference No	MI-140519-62492

Type	Announcement
Subject	NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS) OTHER ISSUE OF SECURITIES
Description	SEG INTERNATIONAL BHD ("SEGi" OR THE "COMPANY") PROPOSED ESTABLISHMENT OF A LONG TERM INCENTIVE PLAN ("PROPOSED LTIP")
Unless stated otherwise, the terms used herein shall carry the same meaning as those defined in the earlier announcements in relation to the Proposed LTIP. We refer to the earlier announcements dated 4 April 2014 and 12 May 2014 in relation to the Proposed LTIP. On behalf of the Board of Directors of SEGi, RHB Investment Bank Berhad ("RHBIB") wishes to announce that Bursa Malaysia Securities Berhad ("Bursa Securities") had, vide its letter dated 16 May 2014 (which was received on 19 May 2014), resolved to approve the listing of such number of additional new ordinary shares of RM0.25 each in SEGi to be issued arising from the exercise of the options to be granted pursuant to the Proposed ESOS and/ or upon vesting to the SEGi shares granted, in the form of a performance share plan pursuant to the Proposed SGP under the Proposed LTIP, representing up to 15% of the issued and paid-up share capital of SEGi, subject to the following conditions:- i. RHBIB is required to submit a confirmation to Bursa Securities of full compliance of the Proposed LTIP pursuant to paragraph 6.43(1) of the Main Market Listing Requirements of Bursa Securities ("Listing Requirements") and stating the effective date of implementation together with a certified true copy of the resolutions passed by the shareholders in general meeting; and ii. SEGi is required to furnish Bursa Securities on a quarterly basis a summary of the total number of shares listed pursuant to the Proposed LTIP as at the end of each quarter together with a detailed computation of listing fees payable. In addition, SEGi is required to ensure full compliance of all the requirements pertaining to the share issuance scheme as provided under the Listing Requirements at all times. This announcement is dated 19 May 2014.

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

Announcement Type: General Announcement

Company Name	SEG INTERNATIONAL BHD
Stock Name	SEG
Date Announced	19 May 2014
Category	General Announcement
Reference No	SI-140519-68792

Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	SEG INTERNATIONAL BERHAD (“SEGi” OR THE “COMPANY”) PROPOSED DISPOSAL OF AN UNQUOTED COMPANY
SEG International Bhd ("SEGi") wishes to announce that its wholly owned subsidiary company, SEG International Group Sdn Bhd ("the Vendor"), had on 19 May 2014, entered into a share sale agreement with Global Activate Sdn Bhd ("the Purchaser" or “GASB”) for the proposed disposal of the entire issued and paid-up share capital of SEGi International Learning Alliance Sdn Bhd ("SILA") for a cash consideration of RM14,000,000.00 ("the SSA") (hereinafter referred to as "the Proposed Disposal"). Please refer to the attachment for further details on the Proposed Disposal. This announcement is dated 19 May 2014.

Attachments Proposed Disposal.pdf 465 KB

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TRIUMPL - DELISTING OF SECURITIES

Announcement Type: General Announcement

Company Name	TRIUMPHAL ASSOCIATES BHD
Stock Name	TRIUMPL
Date Announced	19 May 2014
Category	General Announcement
Reference No	MI-140519-65034

Type	Announcement
Subject	DELISTING OF SECURITIES
Description	TRIUMPHAL ASSOCIATES BHD (“TAS” OR THE “COMPANY”) DELISTING OF THE ENTIRE ISSUED AND PAID-UP SHARE CAPITAL OF TAS FROM THE OFFICIAL LIST OF BURSA MALAYSIA SECURITIES BERHAD (“BURSA SECURITIES”) PURSUANT TO THE COMPLETION OF THE SELECTIVE CAPITAL REDUCTION AND REPAYMENT EXERCISE UNDER SECTION 64 OF THE COMPANIES ACT, 1965 (“SCR”)
We refer to the earlier announcements in relation to the SCR. On behalf of the Board of Directors of TAS, AFFIN Investment Bank Berhad wishes to announce that Bursa Securities has, vide its letter dated 19 May 2014, informed that the entire issued and paid-up share capital of TAS will be removed from the Official List of Bursa Securities with effect from 9:00 a.m. on Tuesday, 27 May 2014, pursuant to Paragraph 16.07(b) of the Main Market Listing Requirements of Bursa Securities. This announcement is dated 19 May 2014.

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