November 3, 2014

Company announcements: IRIS, CYBERT, JOBST, DAYA, N2N, EXTOL, SANICHI, MYEG, BOILERM

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

Announcement Type: General Announcement
Company NameIRIS CORPORATION BERHAD (ACE Market) 
Stock Name IRIS  
Date Announced3 Nov 2014  
CategoryGeneral Announcement
Reference NoIC-141103-65014

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
DescriptionEXECUTION OF SHARE SALE AGREEMENT BETWEEN IRIS CORPORATION BERHAD’S (“ICB” OR “THE COMPANY”) AND MARINE GLOBAL LIMITED FOR THE ACQUISITION OF 10 ORDINARY SHARES VALUED AT USD1.00 EACH, REPRESENTING 100% EQUITY INTEREST IN NORTHERN SHINE HOLDINGS LIMITED FOR A TOTAL CASH CONSIDERATION OF USD4,950,000.

EXECUTION OF SHARE SALE AGREEMENT BETWEEN IRIS CORPORATION BERHAD’S (“ICB” OR “THE COMPANY”) AND MARINE GLOBAL LIMITED FOR THE ACQUISITION OF 10 ORDINARY SHARES VALUED AT USD1.00 EACH, REPRESENTING 100% EQUITY INTEREST IN NORTHERN SHINE HOLDINGS LIMITED FOR A TOTAL CASH CONSIDERATION OF USD4,950,000.

1. INTRODUCTION

The Board of Directors of ICB is pleased to announce that ICB had on 31st October, 2014 entered into a Share Sale Agreement (“SSA”) with Marine Global Limited  (“MGL”) for the acquisition of  10 ordinary shares valued at USD1.00 each representing 100% in Northern Shine Holdings Limited (“NSH”) a company incorporated under the laws of the  British Virgin Island for a total cash consideration of United States Dollars Four Million Nine Hundred Fifty thousand (USD4,950,000), equivalent to RM16,284,500 at the rate of USD1: RM3.2898.(“Purchase Consideration”).

2. INFORMATION ON NORTHERN SHINE HOLDINGS LIMITED (“NSH”)

NSH is a private limited company incorporated on 22nd April 2014 under the laws of the British Virgin Islands with an authorized capital of 50,000 ordinary shares of USD1.00 each of which 10 ordinary shares of USD1.00 each have been issued and fully paid up. NSH’s principal business is involved in investment holding.

NSH will purchase 1,776,000 ordinary shares, representing 24% equity interest of PJT Technology Co., Ltd (“PJT”), a subsidiary of ICB in Thailand of which ICB currently holds 51% equity interest. Upon the successful acquisition of the additional 24% equity interest of PJT by NSH, IRIS would have 75% shareholding in PJT.

PJT’s principal business is the operations of the Phuket Municipal Solid Waste-to-Energy Incineration Power Plant. The plant has a processing capability of 700 tonnes of municipal solid waste per day and able to export above 8 megawatt of electricity to supply to the grid and for its own consumption.

3. SALIENT TERMS OF THE SUBSCRIPTION AGREEMENT

The Acquisition

NSH had entered into the Sale and Purchase of Shares Agreement dated 21 September 2014 to buy 1,776,000 ordinary shares in PJT at the par value of THB 100 each, representing 24% of PJT’s total shares. IRIS is the legal and beneficial owner of 3,774,000 ordinary shares in PJT at the par value of THB 100 each, equivalent to a 51% of PJT’s total shares, rendering PJT a subsidiary of IRIS.

 

The Purchase Consideration

The Parties herein agree that the total purchase consideration for the Sale Shares shall be USD 4,950,000 (Four Million Nine Hundred and Fifty Thousand US Dollars) (“Purchase Consideration”) which shall be paid by IRIS to MGL upon the execution of this Agreement as follows:

  1. Down-payment of USD 1,000,000 upon 15 days of the signing of the Share Sales Agreement.

  2. Balance payment of USD 3,950,000 upon completion of the acquisition of 1,766,000 ordinary shares in PJT representing 24% of PJT total issued shares.

The Completion shall take place upon signing of this Agreement.

 

4. FINANCIAL EFFECTS OF THE ACQUISITION

The acquisition of NSH shares will not have any material effect on ICB’s earnings per share, net assets per share, gearing, share capital and substantial shareholders’ shareholdings for the financial year ending on 31st March 2015. 

5. SOURCE OF FUNDS

The acquisition of NSH shares will be financed through internally generated funds and bank borrowings.

6. APPROVAL REQUIRED

The acquisition of NSH shares is not subject to the approval of the shareholders of ICB or any relevant government authorities.

7.  RATIONALE OF THE AGREEMENT

The acquisition is to enable the ICB Group to have greater control and eventual ownership of PJT in order to operate the waste-to-energy incineration power plant in Phuket, Thailand. The Board expects the acquisition to contribute positively to the financial results of the ICB Group in the long run.

8  RISK FACTORS

The Board of Directors are of the opinion that this acquisition is not subject to serious commercial risk as ICB is the beneficial and legal owner of 51% shares in PJT and is pursuant to the long term plan of ICB to take over PJT wholly to have full control and supervision of the PJT Plant in Phuket. Nevertheless, the Directors will continue to exercise due care in considering the risks and benefits associated with this venture and will take appropriate measures in planning its successful implementation.

9. DIRECTORS AND MAJOR SHARE HOLDERS INTERESTS

None of the directors, major shareholders, persons connected with the directors or major shareholders of ICB or any of its subsidiaries have any interest, direct or indirect, in the acquisition of the NSH shares.

10. COMPLIANCE WITH THE SECURITIES COMMISSION’S POLICIES AND GUIDELINES ON ISSUE/OFFER OF SECURITIES

The acquisition has not departed from the Securities Commission’s Policies and Guidelines on Issue/Offer of Securities.

11. HIGHEST PERCENTAGE RATIO

The highest percentage ratio applicable to This Acquisition pursuant to Rule 10.02 (g) of the ACE Market Listing Requirements is 2.96%.

12.  DOCUMENT FOR INSPECTION

The Share Sale Agreement shall be available for inspection at the registered office of ICB during office hours at Level 18, The Gardens North Tower, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur for the period of three (3) months from the date of this announcement.

 This announcement is dated 3rd November, 2014.



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

Announcement Type: General Announcement
Company NameCYBERTOWERS BERHAD (ACE Market) 
Stock Name CYBERT  
Date Announced3 Nov 2014  
CategoryGeneral Announcement
Reference NoCC-141103-EFDBC

Regularisation SponsorTA Securities Holdings Bhd
SponsorSame as above
TypeAnnouncement
SubjectPRACTICE NOTE 17 / GUIDANCE NOTE 3
MONTHLY ANNOUNCEMENT
DescriptionFurther to the First Announcement made by the Company on 31 October 2013 in compliance with Rule 4.1(a) of Guidance Note 3 (“GN 3”) of the ACE Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”), and in compliance with Rule 4.1(b) of GN 3 of the ACE LR, the Board of Directors of Cybertowers Berhad wishes to inform that the Company had on 15 October 2014 submitted an application to Bursa Securities seeking its approval for an extension of time of up to 31 December 2014 for the submission of the Regularisation Plan to Bursa Securities.

The said application for extension of time is currently pending Bursa Securities’ approval.

This announcement is dated 3 November 2014.



JOBST - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):INTENTION TO DEAL DURING CLOSED PERIOD

Announcement Type: General Announcement
Company NameJOBSTREET CORPORATION BERHAD  
Stock Name JOBST  
Date Announced3 Nov 2014  
CategoryGeneral Announcement
Reference NoCC-141103-2C657

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
INTENTION TO DEAL DURING CLOSED PERIOD
DescriptionPursuant to Paragraph 14.08(a) of the Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”), this is to notify you the intention of the following Directors and Principal Officers to deal in the Company's securities during the closed period.

In accordance with Paragraph 14.08(c) of Listing Requirements of Bursa Securities, the following Directors and Principal Officers will inform Bursa Securities the details of their respective dealings within one (1) full trading day after the transaction.

The current interests of the following Directors and Principal Officers in the Company are as follows:-

Name of Registered Holders / Directors

Direct

Number of Shares Held

% of Issued Shares

Ng Kay Yip

 

Citigroup Nominees (Tempatan) Sdn Bhd - UBS AG Singapore for Ng Kay Yip.

 

Amsec Nominees (Tempatan) Sdn Bhd - DBS Vickers Secs (S) Pte Ltd for Ng Kay Yip.

 

27,046,620

 

25,200,000

 

 

 

 

100,000

3.86

 

3.60

 

 

 

 

0.01

Suresh A/L Thirugnanam

 

CIMSEC Nominees (Tempatan) Sdn Bhd - CIMB Bank Berhad for Suresh A/L Thirugnanam.

 

22,330,820

 

3,800,000

3.19

 

0.54

Name of Registered Holders / Principal Officer

 

Direct

Number of Shares Held

% of Issued Shares

 

CIMSEC Nominees (Asing) Sdn Bhd - CIMB for Gregory Charles Poarch

 

CIMSEC Nominees (Tempatan) Sdn Bhd for Gregory Charles Poarch (MH7299)

 

 

12,048,350

 

 

 

1,080,000

 

1.72

 

 

 

0.15

Wong Siew Hui

 

61,003,130

8.71

 This announcement is dated 3 November 2014.

 


DAYA - DEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS):INTENTION TO DEAL DURING CLOSED PERIOD

Announcement Type: General Announcement
Company NameDAYA MATERIALS BERHAD  
Stock Name DAYA  
Date Announced3 Nov 2014  
CategoryGeneral Announcement
Reference NoCC-141103-5E5BA

TypeAnnouncement
SubjectDEALINGS IN LISTED SECURITIES (CHAPTER 14 OF LISTING REQUIREMENTS)
INTENTION TO DEAL DURING CLOSED PERIOD
DescriptionDaya Materials Berhad ("DMB" or "the Company")
- Intention to Deal in Securities of the Company during Closed Period

Daya Materials Berhad ("DMB" or "the Company") wishes to inform that pursuant to Paragraph 14.08(a) and (b) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the following Director and Principal Officer of the Company had given notice to the Company of their intention to deal in DMB's securities during closed period.

The details of their current shareholdings are as follows:

Name of DirectorDirect Interest%Indirect Interest%
Tham Jooi Loon70,708,1985.094,709,9980.34
Name of Principal OfficerDirect Interest%Indirect Interest%
Tham Wooi Loon39,482,8982.84Nil

Nil



N2N - Notice of Shares Buy Back - Immediate Announcement

Announcement Type: Notice of Shares Buy Back - Immediate Announcement
Company NameN2N CONNECT BERHAD (ACE Market) 
Stock Name N2N  
Date Announced3 Nov 2014  
CategoryNotice of Shares Buy Back - Immediate Announcement
Reference NoCM-141103-56A53

Date of buy back03/11/2014
Description of shares purchasedOrdinary shares of RM0.10 each
CurrencyMalaysian Ringgit (MYR)
Total number of shares purchased (units)30,500
Minimum price paid for each share purchased ($$)0.855
Maximum price paid for each share purchased ($$)0.860
Total consideration paid ($$)26,227.50
Number of shares purchased retained in treasury (units)30,500
Number of shares purchased which are proposed to be cancelled (units)0
Cumulative net outstanding treasury shares as at to-date (units)5,161,600
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 (%)1.1739


EXTOL - Changes in Director's Interest (S135) - Dato' Lai Wen Shian

Announcement Type: Changes in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Company NameEXTOL MSC BERHAD (ACE Market) 
Stock Name EXTOL  
Date Announced3 Nov 2014  
CategoryChanges in Director's Interest Pursuant to Section 135 of the Companies Act. 1965
Reference NoCC-141103-60437

Information Compiled By KLSE

Particulars of Director

NameDato’ Lai Wen Shian
AddressNo. 28, Tingkat Bawah Lorong Bayu Tinggi 4C
Bayu Tinggi 41200 Klang, Selangor.
Descriptions(Class & nominal value)Ordinary shares of RM0.10 each

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transaction
Date of change
No of securities
Price Transacted (RM)
Disposed
03/11/2014
1,100,000
0.300 

Circumstances by reason of which change has occurredDisposal of shares via off market transaction
Nature of interestDirect
Consideration (if any) 

Total no of securities after change

Direct (units)
Direct (%)
Indirect/deemed interest (units)4,000,000 
Indirect/deemed interest (%)2.88 
Date of notice03/11/2014

Remarks :
The total percentage of shares disposed by Dato’ Lai Wen Shian was around 0.79% of the total issued and paid up capital of the Company.


SANICHI - Changes in Sub. S-hldr's Int. (29B) - MAH WEE HIAN @ MAH SIEW KUNG

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameSANICHI TECHNOLOGY BERHAD (ACE Market) 
Stock Name SANICHI  
Date Announced3 Nov 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-141103-E2546

Particulars of substantial Securities Holder

NameMAH WEE HIAN @ MAH SIEW KUNG
Address15TH FLOOR MENARA SMI
LORONG P RAMLEE
50200 KUALA LUMPUR
NRIC/Passport No/Company No.550420-08-5159
Nationality/Country of incorporationMALAYSIAN
Descriptions (Class & nominal value)ORDINARY SHARES OF RM0.10 EACH
Name & address of registered holderMAH WEE HIAN @ MAH SIEW KUNG

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired27/10/2014
730,000
 
Acquired28/10/2014
892,000
 

Circumstances by reason of which change has occurredACQUIRED IN THE OPEN MARKET
Nature of interestDIRECT
Direct (units) 
Direct (%)8.95 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change79,089,000
Date of notice29/10/2014

Remarks :
(1) ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD - PLEDGED SECURITIES ACCOUNT FOR MAH WEE HIAN @ MAH SIEW KUNG - 7,500,000
(2) MAH WEE HIAN @ MAH SIEW KUNG - 71,589,000


THE FORM 29B WAS RECEIVED ON 3 NOVEMBER 2014.


SANICHI - Changes in Sub. S-hldr's Int. (29B) - MAH WEE HIAN @ MAH SIEW KUNG

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameSANICHI TECHNOLOGY BERHAD (ACE Market) 
Stock Name SANICHI  
Date Announced3 Nov 2014  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoCC-141103-09512

Particulars of substantial Securities Holder

NameMAH WEE HIAN @ MAH SIEW KUNG
Address15TH FLOOR MENARA SMI
LORONG P RAMLEE
50200 KUALA LUMPUR
NRIC/Passport No/Company No.550420-08-5159
Nationality/Country of incorporationMALAYSIAN
Descriptions (Class & nominal value)ORDINARY SHARES OF RM0.10 EACH
Name & address of registered holderMAH WEE HIAN @ MAH SIEW KUNG

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired29/10/2014
1,101,000
 
Acquired30/10/2014
510,000
 

Circumstances by reason of which change has occurredACQUIRED IN THE OPEN MARKET
Nature of interestDIRECT
Direct (units) 
Direct (%)9.13 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change80,700,000
Date of notice31/10/2014

Remarks :
(1) ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD - PLEDGED SECURITIES ACCOUNT FOR MAH WEE HIAN @ MAH SIEW KUNG - 7,500,000
(2) MAH WEE HIAN @ MAH SIEW KUNG - 73,200,000


THE FORM 29B WAS RECEIVED ON 3 NOVEMBER 2014.


MYEG - OTHERS MY E.G. SERVICES BERHAD (“MYEG” or “the Company”) - SUBSCRIPTION OF SHARES BY MY E.G. CAPITAL SDN BHD, A WHOLLY-OWNED SUBSIDIARY OF THE COMPANY

Announcement Type: General Announcement
Company NameMY E.G. SERVICES BERHAD  
Stock Name MYEG  
Date Announced3 Nov 2014  
CategoryGeneral Announcement
Reference NoCC-141031-55689

TypeAnnouncement
SubjectOTHERS
DescriptionMY E.G. SERVICES BERHAD (“MYEG” or “the Company”)
- SUBSCRIPTION OF SHARES BY MY E.G. CAPITAL SDN BHD, A WHOLLY-OWNED SUBSIDIARY OF THE COMPANY

Kindly refer to the attachment for further information.



BOILERM - OTHERS Boilermech Holdings Berhad - Acquisition of 2 ordinary shares of RM1.00 each in a Shelf Company, Prominent Discovery Sdn. Bhd. representing its entire issued and paid-up capital of RM2.00

Announcement Type: General Announcement
Company NameBOILERMECH HOLDINGS BERHAD (ACE Market) 
Stock Name BOILERM  
Date Announced3 Nov 2014  
CategoryGeneral Announcement
Reference NoCK-141028-58604

Admission SponsorRHB Investment Bank Bhd
SponsorSame as above
TypeAnnouncement
SubjectOTHERS
DescriptionBoilermech Holdings Berhad

- Acquisition of 2 ordinary shares of RM1.00 each in a Shelf Company, Prominent Discovery Sdn. Bhd. representing its entire issued and paid-up capital of RM2.00

The Board of Directors of Boilermech Holdings Berhad (“Boilermech” or “the Company”) wishes to announce that the Company has on 3 November 2014 acquired 2 ordinary shares of RM1.00 each in Prominent Discovery Sdn. Bhd. (“PDSB”) representing its entire issued and paid-up capital ("the Acquisition"). Pursuant to the Acquisition, PDSB has become a wholly owned subsidiary of Boilermech.
PDSB was incorporated as a private limited company in Malaysia on 29 April 2014 with an authorized share capital of RM400,000 comprising 400,000 ordinary shares of RM1.00 each and is presently dormant. The intended principal activity of PDSB is the manufacturing and supply of palm oil recovery technology.

The Acquisition will not have any effect on the share capital, substantial shareholders’ shareholdings and net assets per share of Boilermech as the purchase consideration was fully satisfied in cash.

The Acquisition will not have any material effect on the earnings per share of Boilermech for the financial year ending 31 March 2015.


None of the directors, major shareholders and/or persons connected to the directors and/or major shareholders of Boilermech have any interest, direct or indirect, in the Acquisition.

This announcement is dated 3 November 2014
.


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