ASIAEP - PRACTICE NOTE 17 / GUIDANCE NOTE 3:REGULARISATION PLAN
| Company Name | ASIAEP RESOURCES BERHAD (ACE Market) |
| Stock Name | ASIAEP |
| Date Announced | 5 Nov 2014 |
| Category | General Announcement |
| Reference No | MI-141105-68956 |
| Regularisation Sponsor | KAF Investment Bank Berhad |
| Sponsor | Same as above |
| Type | Announcement |
| Subject | PRACTICE NOTE 17 / GUIDANCE NOTE 3 REGULARISATION PLAN |
| Description | asiaEP RESOURCES BERHAD (“asiaEP” OR “COMPANY”) AND ITS SUBSIDIARY COMPANIES ("asiaEP GROUP" OR "GROUP") (1) PROPOSED CAPITAL REDUCTION; (2) PROPOSED CONSOLIDATION; (3) PROPOSED ACQUISITION OF GFM; (4) PROPOSED ACQUISITION OF GFMS; (5) PROPOSED SHARE EXCHANGE; (6) PROPOSED EXEMPTION; (7) PROPOSED OFFER FOR SALE; (8) PROPOSED PRIVATE PLACEMENT; AND (9) PROPOSED TRANSFER OF LISTING STATUS. (THE PROPOSALS ABOVE ARE TO BE COLLECTIVELY REFERRED TO AS “PROPOSED REGULARISATION PLAN” |
Unless otherwise stated, abbreviations and definitions used throughout this announcement shall be the same as those in the Requisite Announcement as announced on 30 April 2013.
Reference is made to the Requisite Announcement and related announcements by KAF Investment on behalf of the Board of asiaEP, on 30 April 2013, 2 May 2013, 13 May 2013, 2 July 2013, 11 July 2013, 30 July 2013, 4 October 2013, 3 December 2013, 28 February 2014, 8 September 2014 and 4 November 2014 respectively, in relation to the Proposed Regularisation Plan.
On behalf of the Board of asiaEP, KAF Investment wishes to announce that Bursa Securities has resolved to approve the Proposed Regularisation Plan.
Bursa Securities has also resolved to approve the admission to the Official List and the listing of:-
(i) Up to 1,000 existing GFM Services Shares pursuant to the incorporation of GFM Services;
(ii) Up to 400,000,010 new GFM Services Shares to be issued pursuant to the Proposed Acquisitions;
(iii) Up to 17,601,932 new GFM Services Shares to be issued pursuant to the Proposed Share Exchange; and
(iv) Up to 10,500,000 new GFM Services Shares to be issued pursuant to the Proposed Private Placement.
The approval granted by Bursa Securities for the Proposed Regularisation Plan is subject to the following conditions:-
(i) A moratorium being imposed on Ruslan Bin Nordin, Zainal Bin Amir and Mohammad Shahrizal Bin Mohammad Idris and GFM Global Sdn Bhd pursuant to Rule 3.19(1) of the ACE LR;
(ii) In relation to the amount owing by Advance Maintenance Precision Management Sdn Bhd (“AMPM”) to GFM which has exceeded the normal credit period, such amount must be fully collected by GFM before the listing and quotation of the GFM Services Shares to be issued pursuant to the Proposed Regularisation Plan. Should GFM fail to collect the amount owing by the specified timeframe as above, GFM must make full provision for the outstanding amount still owing by AMPM. In this regards, asiaEP must disclose in the circular to shareholders the details of the amount owing by AMPM and the impact of the provisioning of the outstanding amount on the proforma financial position of the GFM Services Group as well as to provide comments on the effects of such provision on the valuation of GFM;
(iii) With regards to the trade receivables, other than the amount owing from AMPM, asiaEP/GFM/GFMS should:-
(a) Fully disclose in the circular to shareholders the trade receivables position of GFM and GFMS, its ageing analysis and comments by its directors on the recoverability of the amount owing by trade receivables which have exceeded the credit period;
(b) Make full provision for all overdue trade receivables which are in dispute or under legal action, or for amounts which have been outstanding for more than 6 months. The directors of GFM and GFMS should confirm to Bursa Securities that this condition has been complied with prior to the issuance of the circular; and
(c) Submit a declaration by the directors of GFM and GFMS to Bursa Securities that trade receivables exceeding the credit period which have not been provided for as doubtful debts, excluding those under paragraph (b) above, are recoverable.
(iv) GFM Services and KAF Investment to ensure that the appointment of the proposed directors to the Board of GFM Services and sub-committees are made prior to the quotation for all the new GFM Services Shares pursuant to the Proposed Regularisation Plan;
(v) All proposed directors who have not attended the Mandatory Accreditation Programme are to do so prior to the completion of the Proposed Regularisation Plan;
(vi) KAF Investment to confirm that the GFM Services Group has sufficient systems, procedures, policies, controls and resources for the finance function and adequate internal controls and risk management systems in place to comply with applicable laws and regulations prior to the quotation for all the new GFM Services Shares to be issued pursuant to the Proposed Regularisation Plan and to disclose the same into the circular to shareholders;
(vii) GFM Services and KAF Investment to fully comply with the relevant provisions under the ACE LR pertaining to the implementation of the Proposed Regularisation Plan;
(viii) GFM Services and/or KAF Investment to inform Bursa Securities upon the completion of the Proposed Regularisation Plan; and
(ix) GFM Services to furnish Bursa Securities with a written confirmation of its compliance with the terms and conditions of Bursa Securities’ approval once the Proposed Regularisation Plan is completed.
This announcement is dated 5 November 2014. | |
OCK - OTHERS OCK GROUP BERHAD ("OCK" OR THE "COMPANY") TRANSFER OF THE LISTING OF AND QUOTATION FOR THE ENTIRE ISSUED AND PAID-UP SHARE CAPITAL OF OCK FROM THE ACE MARKET TO THE MAIN MARKET OF BURSA MALAYSIA SECURITIES BERHAD ("TRANSFER ")
| Company Name | OCK GROUP BERHAD (ACE Market) |
| Stock Name | OCK |
| Date Announced | 5 Nov 2014 |
| Category | General Announcement |
| Reference No | MI-141105-65677 |
| Admission Sponsor | Alliance Investment Bank Berhad |
| Sponsor | RHB Investment Bank Bhd |
| Type | Announcement |
| Subject | OTHERS |
| Description | OCK GROUP BERHAD ("OCK" OR THE "COMPANY") TRANSFER OF THE LISTING OF AND QUOTATION FOR THE ENTIRE ISSUED AND PAID-UP SHARE CAPITAL OF OCK FROM THE ACE MARKET TO THE MAIN MARKET OF BURSA MALAYSIA SECURITIES BERHAD ("TRANSFER ") |
Unless stated otherwise, the terms used herein shall carry the same meaning as those defined in the earlier announcements in relation to the Transfer. We refer to the earlier announcements dated 14 May 2014, 14 July 2014, 8 August 2014, 24 October 2014 and 29 October 2014 in relation to the Transfer. On behalf of the Board of Directors of OCK, RHB Investment Bank Berhad ("RHBIB") wishes to announce that Bursa Securities Malaysia Berhad ("Bursa Securities") had, vide its letter dated 4 November 2014 (which was received on 5 November 2014), resolved to approve the transfer application in relation to the Transfer. The Transfer will take effect immediately two (2) market days after an announcement of the transfer date and other relevant information as per Part B of Annexure PN22-E of the Main Market Listing Requirements of Bursa Securities has been made. In addition, on behalf of the Board of Directors of OCK, RHBIB wishes to inform that the transfer date for the Transfer has been fixed on 20 November 2014. This announcement is dated 5 November 2014. | |
ECS - Interim Dividend
| Company Name | ECS ICT BERHAD |
| Stock Name | ECS |
| Date Announced | 5 Nov 2014 |
| Category | Entitlements (Notice of Book Closure) |
| Reference No | CS-141103-55097 |
TITIJYA - Annual Report 2014
| Company Name | TITIJAYA LAND BERHAD |
| Stock Name | TITIJYA |
| Date Announced | 5 Nov 2014 |
| Category | Document Receipt |
| Reference No | JM-141105-67701 |
| Annual Report for Financial Year Ended | 30/06/2014 |
| Subject | Annual Report 2014 |
SUBUR - First and Final Dividend
| Company Name | SUBUR TIASA HOLDINGS BERHAD |
| Stock Name | SUBUR |
| Date Announced | 5 Nov 2014 |
| Category | Entitlements (Notice of Book Closure) |
| Reference No | CC-141024-30671 |
Y&G - MULTIPLE PROPOSALS
| Company Name | Y&G CORPORATION BHD |
| Stock Name | Y&G |
| Date Announced | 5 Nov 2014 |
| Category | General Announcement |
| Reference No | MB-141105-63921 |
| Type | Announcement |
| Subject | MULTIPLE PROPOSALS |
| Description | Y&G CORPORATION BHD (“Y&G” OR THE “COMPANY”) • KESAS LAND ACQUISITION; • MRSB ACQUISITION; • KKSB ACQUISITION; • FDSB ACQUISITION; • FREE WARRANTS; • RIGHTS ISSUE WITH WARRANTS; • PRIVATE PLACEMENT WITH WARRANTS; AND • M&A AMENDMENTS. (COLLECTIVELY REFERRED TO AS THE “PROPOSALS”) |
We refer to the announcements dated 17 September 2013, 19 November 2013, 28 February 2014, 11 April 2014, 10 June 2014, 31 October 2014, the Circular to Shareholders dated 14 March 2014 (“Circular”) in relation to the Proposals and the Abridged Prospectus dated 23 October 2014 in relation to the Rights Issue with Warrants ("Abridged Prospectus") . (Unless otherwise defined, all terms used in this announcement shall have the same meaning ascribed in the aforesaid announcements, Circular and Abridged Prospectus.) The KESAS Land SPA provides that in the event that the Conditions Precedent contained therein shall not be fulfilled within nine (9) months from the date of the KESAS Land SPA i.e. 16 June 2014 (“KESAS Land Cut-off Date”) or such extended period or periods as may be extended by mutual consent of HKDSB and MARDI, then either party shall be at liberty to terminate the KESAS Land SPA by notice in writing to the other party. HKDSB and MARDI had mutually agreed to extend the KESAS Land Cut-off Date to 30 October 2014 (“KESAS Land Revised Cut-off Date”). Subsequently, HKDSB had further, via a letter dated 30 October 2014 to MARDI, sought to extend the KESAS Land Revised Cut-off Date for another six (6) months up to 30 April 2015 (“Extension of Time”). On behalf of the Company, AmInvestment Bank wishes to announce that HKDSB has on 5 November 2014, received a letter from its SPA lawyer, Ho, Loke & Koh Advocates & Solicitors informing that MARDI had rejected the Extension of Time and notified HKDSB that the SPA is terminated in view that the Conditions Precedent, namely EPU Approval, SA’s Consent and Estate Land Board Approval were not obtained within the KESAS Land Revised Cut-off Date. As highlighted in the Circular and Abridged Prospectus, in the event the KESAS Land Acquisition cannot be completed, the proceeds raised from the Rights Issue with Warrants and Private Placement with Warrants shall be utilised to finance future expansion of the Y&G Group’s property development activities which may include acquisitions of land and investments in property development projects and/or companies. This announcement is dated 5 November 2014. | |
PMETAL-CF - Listing Information & Profile for Structured Warrants (Amended Announcement)
| Name | PMETAL-CF: CW PRESS METAL BERHAD (MACQ) |
| Stock Name | PMETAL-CF |
| Date Announced | 5 Nov 2014 |
| Category | Listing Information & Profile |
| Reference No | OC-141105-91F13 |
| Instrument Type | Structured Warrants |
| Type of Structure Warrants | Call Warrants |
| Description | European-Style Non-Collateralised Cash Settled Call Warrants |
| Underlying Stock | PRESS METAL BERHAD |
| Issuer | Macquarie Capital Securities (Malaysia) Sdn Bhd |
| Stock Code | 8869CF |
| Stock Short Name | PMETAL-CF |
| ISIN Code | MYL8869CFP51 |
| Board | Structured Warrants |
| Sector | INDUSTRIAL PRODUCTS |
Initial Listing Information | |
| Listing Date | 20/10/2014 |
| Term Sheet Date | 17/10/2014 |
| Issue Date | 17/10/2014 |
| Issue/ Ask Price | MYR 0.1500 |
| Issue Size Indicator | Unit |
| Issue Size in Unit | 35,000,000 |
| Maturity Date | 05/05/2015 |
| Exercise/Strike/Conversion Price | MYR 6.0000 |
| Revised Exercise/Strike/Conversion Price | MYR 3.0000 |
| Exercise/ Conversion Ratio | 6:1 |
| Revised Exercise/ Conversion Ratio | 3:1 |
| Settlement Type/ Convertible into | Cash |
| Name and contact details of market maker (if applicable) | Macquarie Capital Securities (Malaysia) Sdn. Bhd. 10th Floor Menara Hap Seng No. 1 & 3 Jalan P. Ramlee 50250 Kuala Lumpur, Malaysia Telephone no.: 03-2059 8840 |
| Circumstances under which the market maker may not be able to provide quotes (if applicable) | Please refer to Section 6.2 of the Base Prospectus dated 7 October 2014 |
| Remarks : |
| Remarks: The ex-date and the entitlement date for the Bonus Issue will be 6 November 2014 and 10 November 2014, respectively, as announced by PMETAL on 1 October 2014. In accordance with Condition 6 of the Deed Poll dated 30 September 2014, the Exercise Price and Exercise Ratio for the Structured Warrants will be adjusted to RM3.00 and 3 : 1, respectively, based on the following formula (and rounded to the nearest four decimal points): (i) Adjusted Exercise Price = X / (1+N) (ii) Adjusted Exercise Ratio = E / (1+N) Where: X = RM6.00, being the existing Exercise Price immediately prior to the Bonus Issue E = 6, being the existing Exercise Ratio immediately prior to the Bonus Issue N = 1, being the number of Bonus Shares (whether a whole or a fraction) received by a shareholder for each Share held prior to the Bonus Issue The above adjustments will take effect on 6 November 2014, which is the first day of dealings in the ordinary shares of PMETAL on an ex-entitlement basis. This announcement is dated 5 November 2014. |
PMETAL-CG - Listing Information & Profile for Structured Warrants (Amended Announcement)
| Name | PMETAL-CG: CW PRESS METAL BERHAD (KIBB) |
| Stock Name | PMETAL-CG |
| Date Announced | 5 Nov 2014 |
| Category | Listing Information & Profile |
| Reference No | MI-141105-58BDA |
| Instrument Type | Structured Warrants |
| Type of Structure Warrants | Call Warrants |
| Description | European Style Non-collateralised Cash-Settled |
| Underlying Stock | PRESS METAL BERHAD |
| Issuer | KENANGA INVESTMENT BANK BERHAD |
| Stock Code | 8869CG |
| Stock Short Name | PMETAL-CG |
| ISIN Code | MYL8869CGP84 |
| Board | Structured Warrants |
| Sector | INDUSTRIAL PRODUCTS |
Initial Listing Information | |
| Listing Date | 23/10/2014 |
| Term Sheet Date | 21/10/2014 |
| Issue Date | 21/10/2014 |
| Issue/ Ask Price | MYR 0.1500 |
| Issue Size Indicator | Unit |
| Issue Size in Unit | 100,000,000 |
| Maturity Date | 21/08/2015 |
| Exercise/Strike/Conversion Price | MYR 5.6000 |
| Revised Exercise/Strike/Conversion Price | MYR 2.8000 |
| Exercise/ Conversion Ratio | 8:1 |
| Revised Exercise/ Conversion Ratio | 4:1 |
| Settlement Type/ Convertible into | Cash |
| Name and contact details of market maker (if applicable) | Kenanga Investment Bank Berhad c/o: Equity Derivatives and Structured Products 5th Floor, Kenanga International Jalan Sultan Ismail 50250 Kuala Lumpur Tel:03-21614059 Fax: 2713 1378 |
| Circumstances under which the market maker may not be able to provide quotes (if applicable) | Please refer to Section 5.2 of the Base Prospectus dated 29 September 2014. |
HARVEST - MATERIAL LITIGATION
| Company Name | HARVEST COURT INDUSTRIES BHD |
| Stock Name | HARVEST |
| Date Announced | 5 Nov 2014 |
| Category | General Announcement |
| Reference No | CC-141105-43171 |
| Type | Announcement |
| Subject | MATERIAL LITIGATION |
| Description | HARVEST COURT INDUSTRIES BERHAD (“HCIB” or “the Company”) - Kuala Lumpur High Court Suite No. : 24NCC-257-07/2014 Zenith City Investments Limited and Syawaras Sdn Bhd vs Harvest Court Industries Berhad |
Reference is made to the Company’s announcements made on 15 August 2014 and 20 August 2014 respectively.
The Board of Directors of Harvest Court Industries Berhad (“HCIB” or “the Company”) wishes to announce that the hearing for the Company’s application to strike out the Originating Summons has been postponed to 5 December 2014. At the same time, the Court has also fixed the Plaintiffs’ Originating Summons for hearing on 3 February 2015.
Further announcement on the development of the above matter will be made to Bursa Malaysia Securities Berhad in due course.
This announcement is dated 5 November 2014.
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BRAHIMS - Changes in Sub. S-hldr's Int. (29B) - Lembaga Tabung Haji
| Company Name | BRAHIM'S HOLDINGS BERHAD |
| Stock Name | BRAHIMS |
| Date Announced | 5 Nov 2014 |
| Category | Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965 |
| Reference No | CA-141105-42250 |
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 AmIslamic Fund Management Sdn. Bhd. Level 10, Bangunan AmBank Group 55 Jalan Raja Chulan, 50200 Kuala Lumpur Kenanga Investors Berhad Suite 12.02, 12th Floor, Kenanga International Jalan Sultan Ismail, 50250 Kuala Lumpur Maybank Asset Management Sdn. Bhd. Level 12, Tower C, Dataran Maybank No. 1, Jalan Maarof, 59000 Kuala Lumpur |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Date of change | No of securities | Price Transacted (RM) |
| Acquired | 20/10/2014 | 277,000 | |
| Acquired | 21/10/2014 | 108,000 | |
| Acquired | 23/10/2014 | 202,100 |
| Remarks : |
| The Form 29B was received by the Company on 5 November 2014 |
