BURSA ANNOUCEMENTS

Date : 18 November 2014

MULTIPLE PROPOSALS INSTACOM GROUP BERHAD ("INSTACOM" OR THE "COMPANY") I. PROPOSED ACQUISITION BY INSTACOM OF 1,400,000 ORDINARY SHARES OF RM1.00 EACH IN NEATA ALUMINIUM (MALAYSIA) SDN BHD ("NEATA"), REPRESENTING 35% OF THE EQUITY INTEREST IN NEATA FOR A PURCHASE CONSIDERATION OF RM58.80 MILLION, TO BE FULLY SATISFIED VIA THE ISSUANCE OF NEW ORDINARY SHARES OF RM0.10 EACH IN INSTACOM ("INSTACOM SHARE(S)") AT THE ISSUE PRICE OF RM0.19 PER INSTACOM SHARE ("PROPOSED ACQUISITION"); II. PROPOSED DIVERSIFICATION OF THE EXISTING PRINCIPAL ACTIVITIES OF INSTACOM AND ITS SUBSIDIARY COMPANIES TO INCLUDE ALUMINIUM DESIGN AND FABRICATION BUSINESS AND CIVIL ENGINEERING AND CONSTRUCTION BUSINESS ("PROPOSED DIVERSIFICATION"); AND III. PROPOSED BONUS ISSUE OF UP TO 210,676,278 WARRANTS IN INSTACOM ("WARRANT C") ON THE BASIS OF ONE (1) FREE WARRANT C FOR EVERY FIVE (5) EXISTING INSTACOM SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER ("PROPOSED BONUS ISSUE OF WARRANTS") (COLLECTIVELY REFERRED TO AS THE "PROPOSALS")

INSTACOM GROUP BERHAD

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionINSTACOM GROUP BERHAD ("INSTACOM" OR THE "COMPANY")

I. PROPOSED ACQUISITION BY INSTACOM OF 1,400,000 ORDINARY SHARES OF RM1.00 EACH IN NEATA ALUMINIUM (MALAYSIA) SDN BHD ("NEATA"), REPRESENTING 35% OF THE EQUITY INTEREST IN NEATA FOR A PURCHASE CONSIDERATION OF RM58.80 MILLION, TO BE FULLY SATISFIED VIA THE ISSUANCE OF NEW ORDINARY SHARES OF RM0.10 EACH IN INSTACOM ("INSTACOM SHARE(S)") AT THE ISSUE PRICE OF RM0.19 PER INSTACOM SHARE ("PROPOSED ACQUISITION");

II. PROPOSED DIVERSIFICATION OF THE EXISTING PRINCIPAL ACTIVITIES OF INSTACOM AND ITS SUBSIDIARY COMPANIES TO INCLUDE ALUMINIUM DESIGN AND FABRICATION BUSINESS AND CIVIL ENGINEERING AND CONSTRUCTION BUSINESS ("PROPOSED DIVERSIFICATION"); AND

III. PROPOSED BONUS ISSUE OF UP TO 210,676,278 WARRANTS IN INSTACOM ("WARRANT C") ON THE BASIS OF ONE (1) FREE WARRANT C FOR EVERY FIVE (5) EXISTING INSTACOM SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED LATER ("PROPOSED BONUS ISSUE OF WARRANTS")

(COLLECTIVELY REFERRED TO AS THE "PROPOSALS")

The terms used herein, unless the context otherwise stated, bear the same meaning as those defined in the earlier announcements in relation to the Proposals.

We refer to our earlier announcements dated 2 October 2014 and 30 October 2014.

On behalf of the Board of Directors of Instacom, RHB Investment Bank Berhad ("RHBIB") wishes to announce that Bursa Malaysia Securities Berhad ("Bursa Securities") had, vide its letter dated 14 November 2014 (which was received on late 17 November 2014), resolved to approve the following:-

i.                  Admission to the Official List and listing and quotation of up to 210,676,278 Warrants C to be issued pursuant to the Proposed Bonus Issue of Warrants;

ii.                 Listing of up 210,676,278 new Instacom shares arising from the exercise of the Warrants C; and

iii.               Listing of 309,473,684 new Instacom Shares to be issued pursuant to the Proposed Acquisition ("Consideration Shares").

The approval by Bursa Securities for the Consideration Shares and the Proposed Bonus Issue of Warrants is subject to the following conditions:-

i.                 Instacom and RHBIB must fully comply with the relevant provisions under the ACE Market Listing Requirements of Bursa Securities pertaining to the implementation of the Proposed Acquisition and the Proposed Bonus Issue of Warrants;

ii.                 Instacom and RHBIB to inform Bursa Securities upon completion of the Proposed Acquisition and the Proposed Bonus Issue of Warrants;

iii.               Instacom to furnish Bursa Securities with a written confirmation of its compliance with the terms and conditions of Bursa Securities' approval once the Proposed Acquisition and the Proposed Bonus Issue of Warrants are completed; and

iv.               Instacom is required to furnish Bursa Securities on a quarterly basis a summary of the total number of shares listed pursuant to the exercise of the Warrants as at the end of each quarter together with a detailed computation of listing fees payable.


This announcement is dated 18 November 2014. 

 

 

 

 

 

 

 

 

 

 

 



Announcement Info

Company NameINSTACOM GROUP BERHAD (ACE Market) 
Stock Name INSTACO    
Date Announced18 Nov 2014  
CategoryGeneral Announcement
Reference NoMI-141118-46484

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