PDZ - TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS):NON RELATED PARTY TRANSACTIONS
| Company Name | PDZ HOLDINGS BHD |
| Stock Name | PDZ |
| Date Announced | 20 May 2014 |
| Category | General Announcement |
| Reference No | CQ-140520-63456 |
| Type | Announcement |
| Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS |
| Description | PDZ HOLDINGS BERHAD (“PDZ” OR THE “COMPANY”) PROPOSED ACQUISITION BY PDZ OF 20% EQUITY INTEREST IN EFOGEN SDN BHD COMPRISING 4,000,000 ORDINARY SHARES OF RM1.00 EACH FROM JOHANY BIN JAAFAR, FOR A CASH CONSIDERATION OF RM18,000,000 (“PROPOSED ACQUISITION”) |
Further to the Company’s announcement on 19 May 2014, and with reference to Bursa Malaysia’s letter dated 16th May 2014, the Board of Directors of PDZ wishes to provide additional information as follows:
Basis and justification for the premium in the Purchase Consideration
Apart from the points of consideration disclosed in the previous announcements, the Board of Directors are of the opinion that the premium of the Purchase Consideration to ESB’s net assets of 242.21% (based on the audited financial results of the Company as at 30 April 2013) is fair after taking into account that, as a condition precedent to the SAA, a valuation is to be undertaken and issued by Grant Thornton supporting ESB’s enterprise value to be at least RM90 million, or RM18 million for the 20% equity interest to be purchased, which is equivalent to the Purchase Consideration.
Salient features of Valuation Report on ESB’s enterprise value by Grant Thornton (“GT”)
Basis of Arriving at the Enterprise Value, Date and method of valuation
• The Valuation Report by GT was included as one of the Condition Precedents of the SAA and is now finalising and to be dated 20 May 2014 • GT have considered the current share value of ESB’s Group, in connection with the proposed partial divestment of ESBs shares by the existing shareholder. • The Cumulative Maintainable Earnings method was used as the method of valuation.
Key Assumptions and Valuation Approach • In undertaking the valuation of ESB Group, GT have used the market approach, specifically the guideline public company method. • GT extensively reviewed the share value to profit after tax for guideline public companies to ascertain the valuation metrics applicable to the valuation of the ESB Group. • As for the ESB Group’s maintainable earnings, GT have relied solely on the ESB Group’s profit forecast and projections for the financial years ending 30 April 2014 till 30 April 2017 prepared by the management of ESB and reviewed by the Independent Accountant, Messrs. KPMG. • The valuation represents the current share value of ESB Group solely based on CME method and all data presented is as at 24 February 2014. • Price-Earnings Ratio multiple applied was 11.4 with forecasted maintainable earnings of RM14.6 million. • Size and marketability discount between 30% to 50% was applied in deriving at the final value range.
Valuation Conclusion Based on the information, financial data and management explanations presented, as well as the analysis presented and discussed in this report, it is GT’s opinion that the current equity value of ESB is between RM83.3 million to RM116.6 million and the value per share of the Company is between RM4.16 and RM5.83.
This announcement is dated 20th May 2014.
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YTLPOWR - Quarterly rpt on consolidated results for the financial period ended 31/3/2014
| Company Name | YTL POWER INTERNATIONAL BHD |
| Stock Name | YTLPOWR |
| Date Announced | 20 May 2014 |
| Category | Financial Results |
| Reference No | YP-140515-45025 |
| Financial Year End | 30/06/2014 |
| Quarter | 3 |
| Quarterly report for the financial period ended | 31/03/2014 |
| The figures | have not been audited |
- Default Currency
- Other Currency
Currency: Malaysian Ringgit (MYR)
SUMMARY OF KEY FINANCIAL INFORMATION31/03/2014 |
INDIVIDUAL PERIOD | CUMULATIVE PERIOD | ||||
CURRENT YEAR QUARTER | PRECEDING YEAR CORRESPONDING QUARTER | CURRENT YEAR TO DATE | PRECEDING YEAR CORRESPONDING PERIOD | ||
$$'000 | $$'000 | $$'000 | $$'000 | ||
| 1 | Revenue | 3,300,188 | 3,652,547 | 11,051,372 | 11,930,254 |
| 2 | Profit/(loss) before tax | 305,954 | 336,569 | 883,334 | 996,583 |
| 3 | Profit/(loss) for the period | 261,508 | 257,822 | 752,339 | 761,619 |
| 4 | Profit/(loss) attributable to ordinary equity holders of the parent | 255,573 | 256,161 | 737,420 | 765,051 |
| 5 | Basic earnings/(loss) per share (Subunit) | 4.07 | 3.52 | 11.21 | 10.51 |
| 6 | Proposed/Declared dividend per share (Subunit) | 0.00 | 0.00 | 0.00 | 0.94 |
AS AT END OF CURRENT QUARTER | AS AT PRECEDING FINANCIAL YEAR END | ||||
| 7 | Net assets per share attributable to ordinary equity holders of the parent ($$) | 1.4700 | 1.3800 | ||
In a currency system, there is usually a main unit (base) and subunit that is a fraction amount of the main unit.
Example for the subunit as follows:
| Country | Base Unit | Subunit |
| Malaysia | Ringgit | Sen |
| United States | Dollar | Cent |
| United Kingdom | Pound | Pence |
GOLSTA - OTHERS INCORPORATION OF A SUBSIDIARY COMPANY
| Company Name | GOLSTA SYNERGY BERHAD |
| Stock Name | GOLSTA |
| Date Announced | 20 May 2014 |
| Category | General Announcement |
| Reference No | GS-140520-55644 |
| Type | Announcement |
| Subject | OTHERS |
| Description | INCORPORATION OF A SUBSIDIARY COMPANY |
The Board of
Directors of Golsta Synergy Bhd ("Golsta" or "the Company")
wishes to announce that its wholly owned subsidiary company, Gemsia Sdn Bhd,
has incorporated a subsidiary company, HCK Studios Sdn Bhd, with an issued and paid-up share capital comprising 100 ordinary shares of RM1.00 each on 19 May 2014 ("the
Incorporation"), in which it holds 70% equity interest of HCK Studios Sdn Bhd. The intended activity of HCK Studios Sdn Bhd is to carry
on the business of video and commercial production and digital content. The
Incorporation will not have any significant impact on the earnings and net
assets of the Group for the financial year ending 31 December 2014. However,
the Incorporation is expected to enhance the Group's long term future earnings
and net assets. None of the
directors and/or major shareholders of the Company, and/or any person
connected with the directors or major shareholders, have any interest, direct
or indirect, in the Incorporation. The Board of
Directors of the Company is of the opinion that the Incorporation is in the
best interest of the Company. This announcement is dated 20 May 2014. | |
SKPRES - Quarterly rpt on consolidated results for the financial period ended 31/3/2014
| Company Name | SKP RESOURCES BHD |
| Stock Name | SKPRES |
| Date Announced | 20 May 2014 |
| Category | Financial Results |
| Reference No | CS-140520-58763 |
| Financial Year End | 31/03/2014 |
| Quarter | 4 |
| Quarterly report for the financial period ended | 31/03/2014 |
| The figures | have not been audited |
- Default Currency
- Other Currency
Currency: Malaysian Ringgit (MYR)
SUMMARY OF KEY FINANCIAL INFORMATION31/03/2014 |
INDIVIDUAL PERIOD | CUMULATIVE PERIOD | ||||
CURRENT YEAR QUARTER | PRECEDING YEAR CORRESPONDING QUARTER | CURRENT YEAR TO DATE | PRECEDING YEAR CORRESPONDING PERIOD | ||
$$'000 | $$'000 | $$'000 | $$'000 | ||
| 1 | Revenue | 123,286 | 88,112 | 425,517 | 423,292 |
| 2 | Profit/(loss) before tax | 11,020 | 9,219 | 40,063 | 53,789 |
| 3 | Profit/(loss) for the period | 8,247 | 7,048 | 30,080 | 39,550 |
| 4 | Profit/(loss) attributable to ordinary equity holders of the parent | 8,247 | 7,048 | 30,080 | 39,550 |
| 5 | Basic earnings/(loss) per share (Subunit) | 0.92 | 0.78 | 3.34 | 4.39 |
| 6 | Proposed/Declared dividend per share (Subunit) | 0.00 | 0.00 | 0.90 | 2.20 |
AS AT END OF CURRENT QUARTER | AS AT PRECEDING FINANCIAL YEAR END | ||||
| 7 | Net assets per share attributable to ordinary equity holders of the parent ($$) | 0.2500 | 0.2200 | ||
In a currency system, there is usually a main unit (base) and subunit that is a fraction amount of the main unit.
Example for the subunit as follows:
| Country | Base Unit | Subunit |
| Malaysia | Ringgit | Sen |
| United States | Dollar | Cent |
| United Kingdom | Pound | Pence |
DIALOG - MULTIPLE PROPOSALS
| Company Name | DIALOG GROUP BERHAD |
| Stock Name | DIALOG |
| Date Announced | 20 May 2014 |
| Category | General Announcement |
| Reference No | MB-140520-59881 |
| Type | Announcement |
| Subject | MULTIPLE PROPOSALS |
| Description | DIALOG GROUP BERHAD (“DIALOG” OR THE “COMPANY”) PROPOSED BONUS ISSUE; AND PROPOSED SPECIAL SHARE DIVIDEND (“COLLECTIVELY THE “PROPOSALS”) |
Reference is made to the announcement on 6 May 2014 in relation to the Proposals (“Announcement”). For consistency, the abbreviations used throughout this announcement are the same as those previously defined in the Announcement. On behalf of DIALOG, AmInvestment Bank Berhad is pleased to announce that the additional listing application in respect of the Proposed Bonus Issue has been submitted to Bursa Malaysia Securities Berhad on 20 May 2014. Further, the application for the transfer of the Special Share Dividend from the Company to Entitled Shareholders pursuant to the Proposed Special Share Dividend has also been submitted to Bursa Malaysia Depository Sdn Bhd on 20 May 2014. This announcement is dated 20 May 2014.
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THETA - Change in Audit Committee
| Company Name | THETA EDGE BERHAD |
| Stock Name | THETA |
| Date Announced | 20 May 2014 |
| Category | Change in Audit Committee |
| Reference No | CP-140520-62710 |
| Date of change | 20/05/2014 |
| Name | YB Dato' Sri Hj. Abdul Azeez bin Abdul Rahim |
| Age | 48 |
| Nationality | Malaysian |
| Type of change | Resignation |
| Designation | Member of Audit Committee |
| Directorate | Non Independent & Non Executive |
| Qualifications | NIL |
| Working experience and occupation | From 2000 to 2002, YB Dato' Sri Hj. Abdul Azeez was the Executive Director of Wilayah Arms Sdn Bhd. He was the Executive Chairman of Sekreteriat Perunding Yayasan Pembangunan Ekonomi Islam Malaysia (YPEIM) from 2000 to 2008. He was the Director of GIATMARA Malaysia from 2008 to 2010. He is currently the Chairman of Lembaga Tabung Haji, the Chief Executive Officer of Azeera Management Consultants (M) Sdn. Bhd. and Executive Director of AVP Engineering (M) Sdn. Bhd. He is also a Director in TH Real Estate. |
| Directorship of public companies (if any) | NIL |
| Family relationship with any director and/or major shareholder of the listed issuer | NIL |
| Any conflict of interests that he/she has with the listed issuer | NIL |
| Details of any interest in the securities of the listed issuer or its subsidiaries | NIL |
| Composition of Audit Committee (Name and Directorate of members after change) | Mohamed Ridza bin Mohamed Abdulla (Chairman, Independent Non-Executive Director) Nor Badli Munawir bin Mohamed Alias Lafti (Member,Independent Non-Eexecutive Director) Adi Azuan bin Abdul Ghani (Member,Non-Independent Non-Executive Director) |
THETA - OTHERS THETA EDGE BERHAD("THETA" or "THE COMPANY") -APPOINTMENT OF SENIOR INDEPENDENT NON-EXECUTIVE DIRECTOR -CHANGE IN NOMINATION COMMITTEE
| Company Name | THETA EDGE BERHAD |
| Stock Name | THETA |
| Date Announced | 20 May 2014 |
| Category | General Announcement |
| Reference No | CP-140520-63810 |
| Type | Announcement |
| Subject | OTHERS |
| Description | THETA EDGE BERHAD("THETA" or "THE COMPANY") -APPOINTMENT OF SENIOR INDEPENDENT NON-EXECUTIVE DIRECTOR -CHANGE IN NOMINATION COMMITTEE |
The Board of Directors of Theta wishes to inform that Encik Mohamed Ridza bin Mohamed Abdulla has been appointed as the Senior Independent Non-Executive Director and Chairman of the Nomination Committee with effect from 20 May 2014. Subsequent to the above, the Nomination Committee shall comprise of the following persons:- 1) Encik Mohamed Ridza bin Mohamed Abdulla (Chairman, Senior Independent Non-Executive Director) This announcement is dated 20 May 2014 | |
THETA - OTHERS THETA EDGE BERHAD - PROPOSED RENEWAL OF THE EXISTING SHAREHOLDERS' MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING IN NATURE AND RENEWAL OF THE EXISTING GENERAL MANDATE FOR CONTRACTS WHICH ARE REVENUE IN NATURE
| Company Name | THETA EDGE BERHAD |
| Stock Name | THETA |
| Date Announced | 20 May 2014 |
| Category | General Announcement |
| Reference No | CP-140520-E6876 |
| Type | Announcement |
| Subject | OTHERS |
| Description | THETA EDGE BERHAD - PROPOSED RENEWAL OF THE EXISTING SHAREHOLDERS' MANDATE FOR RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING IN NATURE AND RENEWAL OF THE EXISTING GENERAL MANDATE FOR CONTRACTS WHICH ARE REVENUE IN NATURE |
The Board of Directors of Theta Edge Berhad ("the Company") wishes to announce that the Company intends to seek its shareholders' approval for the Proposed Renewal of the Existing Shareholders' Mandate for Recurrent Related Party Transactions of a Revenue or Trading in Nature and Renewal of the Existing General Mandate for Contracts which are Revenue in Nature ("Proposals") at its forthcoming Annual General Meeting. A circular to the shareholders containing details of the abovementioned Proposals will be despatched to the shareholders of the Company in due course.
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THETA - Change in Boardroom
| Company Name | THETA EDGE BERHAD |
| Stock Name | THETA |
| Date Announced | 20 May 2014 |
| Category | Change in Boardroom |
| Reference No | CP-140520-63106 |
| Date of change | 20/05/2014 |
| Name | YB Dato' Sri Hj. Abdul Azeez bin Abdul Rahim |
| Age | 48 |
| Nationality | Malaysian |
| Type of change | Redesignation |
| Previous Position | Non-Executive Director |
| New Position | Non-Executive Director |
| Directorate | Non Independent & Non Executive |
| Qualifications | Nil |
| Working experience and occupation | From 2000 to 2002, YB Dato' Sri Hj. Abdul Azeez was the Executive Director of Wilayah Arms Sdn Bhd. He was the Executive Chairman of Sekreteriat Perunding Yayasan Pembangunan Ekonomi Islam Malaysia (YPEIM) from 2000 to 2008. He was the Director of GIATMARA Malaysia from 2008 to 2010. He is currently the Chairman of Lembaga Tabung Haji, the Chief Executive Officer of Azeera Management Consultants (M) Sdn. Bhd. and Executive Director of AVP Engineering (M) Sdn. Bhd. He is also a Director in TH Real Estate. |
| Directorship of public companies (if any) | Nil |
| Family relationship with any director and/or major shareholder of the listed issuer | Nil |
| Any conflict of interests that he/she has with the listed issuer | Nil |
| Details of any interest in the securities of the listed issuer or its subsidiaries | Nil |
| Remarks : |
| YB Dato' Sri Hj. Abdul Azeez bin Abdul Rahim was redesignated to Non-Independent Non-Executive Director from Independent Non-Executive Director. |
THETA - Quarterly rpt on consolidated results for the financial period ended 31/3/2014
| Company Name | THETA EDGE BERHAD |
| Stock Name | THETA |
| Date Announced | 20 May 2014 |
| Category | Financial Results |
| Reference No | CP-140520-B879A |
| Financial Year End | 31/12/2014 |
| Quarter | 1 |
| Quarterly report for the financial period ended | 31/03/2014 |
| The figures | have not been audited |
- Default Currency
- Other Currency
Currency: Malaysian Ringgit (MYR)
SUMMARY OF KEY FINANCIAL INFORMATION31/03/2014 |
INDIVIDUAL PERIOD | CUMULATIVE PERIOD | ||||
CURRENT YEAR QUARTER | PRECEDING YEAR CORRESPONDING QUARTER | CURRENT YEAR TO DATE | PRECEDING YEAR CORRESPONDING PERIOD | ||
$$'000 | $$'000 | $$'000 | $$'000 | ||
| 1 | Revenue | 12,923 | 13,024 | 12,923 | 13,024 |
| 2 | Profit/(loss) before tax | -2,828 | -3,281 | -2,828 | -3,281 |
| 3 | Profit/(loss) for the period | -2,828 | -3,281 | -2,828 | -3,281 |
| 4 | Profit/(loss) attributable to ordinary equity holders of the parent | -2,828 | -3,281 | -2,828 | -3,281 |
| 5 | Basic earnings/(loss) per share (Subunit) | -2.64 | -3.06 | -2.64 | -3.06 |
| 6 | Proposed/Declared dividend per share (Subunit) | 0.00 | 0.00 | 0.00 | 0.00 |
AS AT END OF CURRENT QUARTER | AS AT PRECEDING FINANCIAL YEAR END | ||||
| 7 | Net assets per share attributable to ordinary equity holders of the parent ($$) | 0.6400 | 0.6600 | ||
In a currency system, there is usually a main unit (base) and subunit that is a fraction amount of the main unit.
Example for the subunit as follows:
| Country | Base Unit | Subunit |
| Malaysia | Ringgit | Sen |
| United States | Dollar | Cent |
| United Kingdom | Pound | Pence |
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