Sample Disclosure – Note On Significant Event During The Year On Lifting Of PN 17 Status (9 March 2011)

Note On Significant Event During The Year – Lifting Of PN 17 Status

The Company had previously announced on 8 April 2008 that it intended to undertake a regularisation scheme to address its status under the Amended Practice Note 17/2005 of the Listing Requirements issued by Bursa Malaysia Securities Berhad (“PN 17”). The regularisation scheme was approved by the shareholders of the Company at the Extraordinary Meeting held on 8 June 2009.

As part of the regularisation scheme, order from the High Court confirming the par value reduction of the ordinary shares of the Company pursuant to the requirements of Section 64 of the Companies Act, 1965 was obtained on 8 July 2009.

The regularisation scheme was completed on 8 September 2009 followed by the lifting of the PN 17 status of the Company by Bursa Malaysia Securities Berhad on 15 September 2009.

The details of the regularisation scheme are as follows:-

  • A total of RMX,XXX,XXX nominal Redeemable Convertible Unsecured Loan Stocks – A (“RCULS-A”) were issued on 1 August 2009 from its renounceable rights issue. The RCULS-A were subsequently  converted on 7 September 2009 into XX,XXX,XXX new ordinary shares of RM0.25 each at the conversion rate of five ordinary shares of RM0.25 each for RM1 nominal value of RCULS-A held.
  • A total of RM175 million ordinary shares of RM0.25 each (the “DEF Consideration Shares”) and 43.75 million nominal value of 3% Redeemable Convertible Unsecured Loan Stocks – B (“RCULS-B”) were issued on 7 September 2009 respectively as consideration for the acquisition of 100% equity interest in DEF Sdn. Bhd.. The DEF Consideration Shares were subsequently listed and quoted on Bursa Malaysia with effect from 8 September 2009.
  • The issued and fully paid-up share capital upon the completion of the regularisation scheme on 8 September 2009 stood at XXX,XXX,XXX ordinary shares of RM0.25 each totalling RMXX,XXX,XXX.

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