3rd May 2013 13:45
Resource Holding Management Limited
("RHM" or the "Company")
Further re proposed disposal
On 16 November 2010 the Company announced that it had entered into a conditional Sale of Shares Agreement ("SSA") with PUC Founder (MSC) Berhad ("Founder") for the proposed disposal of the entire issued share capital of RedHot Media Group Sdn Bhd ("RMG"), Red Media Asia Limited ("Red Media") and Ausscar Group Sdn Bhd ("Ausscar"), all of which are wholly owned operating subsidiaries of RHM, (the "Proposed Disposal") to Founder.
The Proposed Disposal is subject to, inter alia, obtaining regulatory approvals in Malaysia, including approval by Bursa Malaysia Securities Berhad ("Bursa Securities"), the stock exchange of Malaysia. On 6 December 2012 Founder submitted a revised application to Bursa Securities to reflect the terms of the Second Supplemental SSA, further details of which were announced by RHM on 14 November 2012.
The Company had announced on 24 April 2013 that Founder had received a written confirmation, through a letter dated 22 April 2013, that Bursa Securities has resolved to approve the Proposed Disposal, subject to a number of conditions. These conditions include, inter alia, Founder complying with various requirements relating to the implementation of the Proposed Disposal, as stipulated in the ACE Market Listing Requirements of Bursa Securities, and submission of additional disclosure requirements to Bursa Securities.
Pursuant to the aforementioned approval, Founder is required to fulfil the ACE Market Listing Requirements of Bursa Securities to issue its Circular within fourteen (14) days from the date of the letter of approval from Bursa Securities (the "Circular Issuance Date").
However, as the draft circular requires an update of information that is anticipated to extend beyond the Circular Issuance Date, Founder announced today that it has been granted an extension by Bursa Securities for the deadline for when it must issue its circular to shareholders in relation to the Proposed Disposal to 31 July 2013. A full copy of the announcement released by PUCF is included below.
For further information please contact:
Resource Holding Management Limited | |
Cheong Chia Chieh | Tel: +6012 329 5522 |
Allenby Capital Limited (Nominated Adviser and Broker) | |
Nick Athanas / James Reeve | Tel: +44 (0)203 328 5656 |
Leander PR (Financial PR) | |
Christian Taylor-Wilkinson | Tel: +44 (0)7795 168 157 |
PUC FOUNDER (MSC) BERHAD ("PUCF" OR THE "COMPANY")
(I) PROPOSED ACQUISITION OF THE ENTIRE EQUITY INTEREST IN Red Media Asia Limited ("RMA") COMPRISING A TOTAL OF 8,269,818 ORDINARY SHARES OF USD1.00 each FROM resource holding management limited (formerly known as redHOT media international limited) ("resource holding")FOR A TOTAL CONSIDERATION OF rM90.0 MILLION TO BE SATISFIED VIA THE ISSUANCE OF 750.0 million NEW ORDINARY SHARES OF RM0.10 EACH IN PUCF ("SHARES") AT AN ISSUE PRICE OF rm0.12 PER SHARE ("PROPOSED ACQUISITION");
(II) PROPOSED EXEMPTION UNDER PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS2010 ("CODE") TO RESOURCE HOLDING AND PERSONS ACTING IN CONCERT WITH IT FROM THE OBLIGATION TO UNDERTAKE A MANDATORY TAKE-OVER OFFER FOR THE REMAINING PUCF SHARES NOT ALREADY HELD BY ITUPON COMPLETION OF THE PROPOSED ACQUISITION ("PROPOSED EXEMPTION");
(III) PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL OF pucf ("proposed IASC"); and
(IV) proposed amendment to the company's meMorandum and articles of association ("proposed Amendment")
(HEREINAFTER COLLECTIVELY REFERRED TO AS THE "PROPOSALS").
All definitions used herein shall have the same meanings as the words and expressions defined in the announcement dated 16 November 2010 ("Announcement"), except where the context otherwise requires or where otherwise defined herein.
Reference is made to PUCF's announcements dated 24 April 2013 in relation to the Proposals.
On behalf of the Board of Directors of PUCF, Kenanga Investment Bank Berhad ("KIBB") wishes to announce that an application for an extension of time was sought and approved by Bursa Malaysia Securities Berhad ("Bursa Securities") vide its letter dated 3 May 2013. Bursa Securities has resolved to grant PUCF an extension of time of up to 31 July 2013 to issue the circular in relation to the Proposals subject to the condition that PUCF/KIBB to provide written confirmation to Bursa Securities that there has been no material change or development in the circumstances and information in relation to the Proposals.
This announcement is dated 3 May 2013.
Related Shares:
RHM.L