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【OCTAGON 7109 交流专区】八方旺組合
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发表于 16-2-2013 02:03 AM
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| OCTAGON CONSOLIDATED BERHAD |
Type | Announcement | Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS | Description | New Murabaha Agreement Between Orizon Consolidated Limited ('OCL') and YEM Holding Company WLL | 1. Introduction
The Board of Directors (“Board”) of Octagon Consolidated Berhad (“Octagon”) wishes to announce that Orizon Consolidated Limited (“OCL”), a subsidiary of Octagon has entered into a New Murabaha Agreement with YEM Holding Company W.L.L (“YEM”), a shareholder of OCL, for YEM to provide a murabaha facility of USD1 million for a period of up to 9 months from the date of acceptance of YEM’s offer to purchase commodities pursuant to the New Murabaha Agreement (“Tenure”), with profit of internal rate of return (“IRR”) of 12% per annum (“Facility”).
2. Other terms Green Energy and Technology Sdn Bhd (“GreenTech”) is required to guarantee to YEM the due and punctual payment and the performance and discharge of OCL’s obligations. GreenTech will pledge its shareholdings in OCL, of USD1,000,000 comprising of 1,000,000 ordinary shares to YEM, once the said shares are issued to GreenTech arising from part capitalization of the amount owing to GreenTech.
3. Rationale The Facility, which is short term, will be utilised as working capital for the Sri Lanka waste to energy project of Orizon Renewable Energy (Private) Limited, a subsidiary of OCL, to achieve its financial close.
4. Financial effects The Facility is not expected to have any effect on the share capital and substantial shareholders’ shareholding of the Company. Save for the profit element, the Facility is not expected to have any material effects on the earnings per share, net assets per share and gearing of the Company for the financial year ending 31 October 2012.
5. Interests of Directors, major shareholders and persons connected with them YEM is a major shareholder of OCL holding 49% direct interest in OCL and there is common director in YEM and OCL.
As GreenTech will be deemed as providing financial assistance to YEM by way of guarantee of the 49% of the Facility and pledge of OCL shares held by GreenTech for the 49% of the Facility in addition to YEM deriving profit from the Facility, YEM is deemed interested in the Facility.
Save as disclosed above, none of the Directors, major shareholders or persons connected to them has any interest, direct or indirect, in the Facility.
6. Approvals required The Facility does not require approvals of shareholders and any authorities.
7. Statements of the Audit Committee and the Board Taking into consideration the funding requirements of the waste to energy project in Sri Lanka whilst working on the financial close for the said Project and the Group’s current financial position, the Audit Committee of Octagon is of the view that the Facility is in the best interest of Octagon, is of fair and reasonable terms and not detrimental to the interest of minority shareholders.
The Board of Octagon is also of the view that the facility is in the best interest of Octagon.
8. Highest percentage ratio applicable The highest percentage ratio applicable to the Facility pursuant to paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad is 2.4%.
9. Documents for inspection A copy of the Murabaha Agreement will be made available for inspection by the shareholders of Octagon at the registered address of Octagon located at 24th Floor, UBN Tower, 10 Jalan P. Ramlee, 50250 Kuala Lumpur from Monday to Friday (except public holidays) during business hours for a period of 3 months from the date of this announcement.
This announcement is dated 2 May 2012. |
Type | Announcement | Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS | Description | New Murabaha Agreement Between Orizon Consolidated Limited ('OCL') and YEM Holding Company WLL | We refer to the announcement dated 2 May 2012. Terms used herein shall have the same meaning referred to in the aforesaid announcement unless otherwise stated.
Further to the aforesaid announcement, the Board of Directors of Octagon Consolidated Berhad (“Octagon”) wishes to announce that YEM Holding Company WLL (“YEM”) has agreed to the request from Orizon Consolidated Limited, a subsidiary of Green Energy and Technology Sdn Bhd, which in turn is a subsidiary of Octagon, for the extension of the maturity date of the New Murabaha facility which expires on 27 January 2013. YEM has, on 14 February 2013, agreed to extend the said maturity date on a monthly basis based on similar terms and conditions, and on the progress of the Sri Lanka waste to energy project.
Octagon will announce further developments on the above matter as and when necessary.
This announcement is dated 15 February 2013. |
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发表于 6-3-2013 02:41 AM
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| OCTAGON CONSOLIDATED BERHAD |
Type | Announcement | Subject | OTHERS | Description | AUDITED FINANCIAL STATEMENTS AND THE AUDITORS’ REPORT FOR THE FINANCIAL YEAR ENDED 31 OCTOBER 2012 | Further to the First Announcement pursuant to Practice Note 17 (“PN 17”) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) on 8 June 2012, the Board of Directors of Octagon Consolidated Berhad (“Octagon” or the “Company”) wishes to announce that Octagon’s External Auditors has expressed a disclaimer opinion in the Company’s latest audited accounts for the financial year ended 31 October 2012, as set out below:-
“Basis for Disclaimer of Opinion
(i) As disclosed in Note 2(e) to the financial statements, the Group and the Company incurred net losses during the financial year ended 31 October 2012 of RM68,653,030 and RM129,993,080 respectively and, as of that date, the Group and the Company had net current liabilities of RM190,566,563 and RM132,728,215 respectively. As disclosed in Note 22, the Group and the Company have defaulted in their repayment in relation to certain term loans during the financial year ended 31 October 2012. However, the Group has via the Corporate Debt Restructuring Committee (“CDRC”) submitted a Proposed Rationalisation Scheme (“PRS”) for the financial creditors’ considerations and CDRC has vide its letter dated 9 January 2013 informed the Company that the financial lenders have approved the PRS and the Company is advised to finalise and execute the Debt Settlement Agreement (“DSA”) with the financial creditors within 30 days from CDRC’s letter. The Company is in the midst of finalising and executing the DSA as at the date of authorisation of the financial statements. These conditions indicate the existence of a material uncertainty which may cast significant doubt about the Group’s and the Company’s ability to continue as going concerns pending the implementation of the PRS.
Should the going concern basis of preparing the financial statements be no longer appropriate, adjustments would have to be made to reduce the value of all assets to their estimated realizable values, and to provide further estimated liabilities that may arise, and to reclassify property, plant and equipment and other non-current assets and non-current liabilities as current assets and current liabilities respectively.
(ii) As disclosed in Notes 6 and 8 to the financial statements, the Group has capital work-in-progress of RM79,418,650 and development expenditure of RM 71,750,079 as at 31 October 2012 which are attributable to the waste tyre pyrolysis project and the waste to energy project in Sri Lanka respectively. The Company’s investments in the relevant subsidiaries are amounting to RM33,600,000 as at 31 October 2012. The recoverable amounts of these assets are dependent upon the successful implementation of the projects and the PRS which is still pending finalisation, which indicates the existence of a material uncertainty. As such, we are unable to perform sufficient appropriate audit procedures to ascertain the recoverable amounts of the assets.
(iii) As disclosed in Note 24 to the financial statements, the Group is owing an amount of RM18,861,847 to a shareholder of a subsidiary. In addition, the directors of the Company also further disclosed in Note 31 to the financial statements a contingent liability in respect of the profit element on the outstanding amount which has not been provided for in the financial statements.
Disclaimer of Opinion
Because of the significance of the matters described in the Basis for Disclaimer of Opinion paragraph, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion. Accordingly, we do not express an opinion on the financial statements.”
As disclosed in the monthly announcement on 1 March 2013, the Company is in the midst of finalizing the final draft Debt Settlement Agreement (“DSA”) to record the debt settlement arrangements with the respective financial lenders.
Premised on the First Announcement, the last day for submission of the Regularisation Plan by Octagon to the relevant authorities would be by 8 June 2013, which is approximately 3 months from the date hereof.
This announcement is dated 5 March 2013.
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发表于 20-3-2013 01:33 AM
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解决财困脱离PN17 八方旺组合债务重组
财经新闻 财经 2013-03-20 12:37
（吉隆坡19日讯）八方旺组合（Octagon，7109，主板工业产品股）与债权人签署债务清偿协议，以解决该公司的财政状况，以及脱离PN17公司行列。
根据文告，八方旺组合及独资子公司———Advanced Pyrotech私人有限公司，与金融机构贷款商，包括Amanah Raya资本私人有限公司（简称ARC）、科威特金融所（马）有限公司（KFH）以及代表债权人抵押贷款债务的马来西亚信托有限公司（简称MTB），签署债务清偿协议。
八方旺组合表示，签署债务清偿协议是该公司的重组计划之一，旨在解决公司财务状况以及脱离PN17公司行列。
该公司说：“实行债务清偿协议后，公司债务将减少1亿8257万令吉，包括免除大约1亿984万令吉的贷款母金以及相关利息，有助于改善公司的资产负债表。”[南洋网财经]
| OCTAGON CONSOLIDATED BERHAD |
Type | Announcement | Subject | PRACTICE NOTE 17 / GUIDANCE NOTE 3
OTHERS | Description | DEBT RESTRUCTURING PURSUANT TO PRACTICE NOTE 17 OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD | Further to the announcement on 9 January 2013, the Board of Directors (“Board”) of Octagon wishes to announce that Octagon and Advanced Pyrotech Sdn Bhd (“APT”), a wholly-owned subsidiary of Octagon, have on 18 March 2013 entered into a Debt Settlement Agreement (“DSA”) with the financial institution lenders, namely Amanah Raya Capital Sdn Bhd (“ARC”), Kuwait Finance House (Malaysia) Berhad (“KFH”), and Malaysian Trustees Berhad, representing the creditors under the collateralized loan obligation (“CLO Creditor”). ARC, KFH and the CLO Creditors will hereinafter be collectively referred to as FI Creditors. The DSA is to formalise the terms and conditions of the settlement of the debts owing by Octagon and APT to the FI Creditors (“Proposed Debt Settlement Scheme”).
The Proposed Debt Settlement Scheme is part of the Company’s regularisation plan to address the Group’s financial conditions and subject to, inter-alia, the approval of the relevant authorities, to uplift the Company from being an affected listed issuer pursuant to Practice Note 17 (“PN17”) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) (“Proposed Rationalisation Scheme”).
The execution of the DSA would resolve the debts owing by Octagon and APT to these FI Creditors and reduced the Group’s debt by RM182.57 million, which would include a waiver of principal debt and associated interests there from amounting to approximately RM109.84 million, which would improve the balance sheet position of the Group.
The salient terms of the DSA are set out in the attachment below.
This announcement is dated 19 March 2013.
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本帖最后由 icy97 于 20-3-2013 11:44 PM 编辑
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发表于 30-3-2013 01:45 AM
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SUMMARY OF KEY FINANCIAL INFORMATION
31/01/2013 |
| | INDIVIDUAL PERIOD | CUMULATIVE PERIOD | CURRENT YEAR QUARTER | PRECEDING YEAR
CORRESPONDING
QUARTER | CURRENT YEAR TO DATE | PRECEDING YEAR
CORRESPONDING
PERIOD | 31/01/2013 | 31/01/2012 | 31/01/2013 | 31/01/2012 | $$'000 | $$'000 | $$'000 | $$'000 |
| 1 | Revenue | 8,886 | 11,550 | 8,886 | 11,550 | | 2 | Profit/(loss) before tax | -13,383 | -5,876 | -13,383 | -5,876 | | 3 | Profit/(loss) for the period | -13,518 | -6,270 | -13,518 | -6,270 | | 4 | Profit/(loss) attributable to ordinary equity holders of the parent | -7,522 | -5,133 | -7,522 | -5,133 | | 5 | Basic earnings/(loss) per share (Subunit) | -4.51 | -3.08 | -4.51 | -3.08 | | 6 | Proposed/Declared dividend per share (Subunit) | 0.00 | 0.00 | 0.00 | 0.00 |
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| AS AT END OF CURRENT QUARTER | AS AT PRECEDING FINANCIAL YEAR END | 7
| Net assets per share attributable to ordinary equity holders of the parent ($$) | -0.0300 | 0.0200 |
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发表于 18-4-2013 01:37 AM
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| OCTAGON CONSOLIDATED BERHAD |
Type | Announcement | Subject | OTHERS | Description | Voluntary Deregistration of Durachem International (Hong Kong) Co. Limited | The Board of Directors (“Board”) of Octagon Consolidated Berhad (“Octagon”) wishes to announce that further to an application for voluntary deregistration pursuant to Section 291AA of the Hong Kong Companies Ordinance, Octagon has been informed on 16 April 2013 by the Companies Registry of Hong Kong that Durachem International (Hong Kong) Co Ltd (“DIHK”) has been deregistered on 5 April 2013 via their letter of the same date.
Arising therefrom, DIHK has ceased to be 80%-owned subsidiary of Durachem Sdn Bhd, which in turn a wholly-owned subsidiary of Octagon. DIHK is not a major subsidiary of Octagon pursuant to the Listing Requirements of Bursa Malaysia Securities Berhad. The dissolution of DIHK will not have any material effect on Octagon's consolidated earnings for the financial year ending 31 October 2013. None of the Directors and Substantial Shareholders of Octagon or persons connected with them has any interest, direct or indirect, in the said dissolution.
This announcement is dated 17 April 2013. |
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发表于 28-4-2013 02:28 AM
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八方旺组合主席辞职
财经新闻 财经 2013-04-27 13:56
（吉隆坡26日讯）八方旺组合（Octagon，7109，主板工业产品股）原任主席丹斯里聂依布拉欣卡米尔，因其他工作和家庭因素从即日起辞去所有公司职务。
现年71岁的聂依布拉欣卡米尔，目前担任另一家上市公司奥柯纳（OCB，5533，主板贸服股）主席，以及新加坡上市的LionGold机构有限公司非执行主席。[南洋网财经]
Date of change | 25/04/2013 | Name | Tan Sri Dato’ Nik Ibrahim Kamil Bin Tan Sri Nik Ahmad Kamil | Age | 71 | Nationality | Malaysian | Designation | Chairman | Directorate | Independent & Non Executive | Type of change | Resignation | Reason | Due to other work and family commitments. | Details of any disagreement that he/she has with the Board of Directors | No | Whether there are any matters that need to be brought to the attention of the shareholders | No | Qualifications | He graduated with a Bachelor of Science degree in Economics and Business Administration from Georgetown University, Washington D.C., United States of America (“USA”). | Working experience and occupation | He has extensive managerial and business experience ranging from mining, petroleum, media, manufacturing, investment banking and finance, port management, trading to golf resort development industries.
He commenced his career as Assistant Company Secretary with Associated Mines Sdn. Bhd. and subsequently joined Shell Malaysia Sdn. Bhd. Later, he joined the New Strait Times Press (M) Berhad (“NSTP”) as an Assistant General Manager and was with the company for over twenty years, where his last position held was as the Managing Director of the NSTP group. | Directorship of public companies (if any) | He is currently the Independent and Non-Executive Chairman of OCB Berhad and the Non-Executive Chairman of LionGold Corporation Limited, a company listed on the Singapore Stock Exchange. |
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发表于 15-5-2013 02:30 AM
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助重组脱离PN17 OGPC 取代八方旺组合上市
财经新闻 财经 2013-05-15 10:44
（吉隆坡14日讯）OGPC协助八方旺组合（Octagon，7109，主板工业产品股）积极重组脱离PN17，随后将取代后者上市地位。
八方旺组合向马交所报备，今日跟OGPC私人有限公司和OGPC油气私人有限公司的股东及OGPC控股私人有限公司达成一项协议，以协助八方旺组合所建议的重组计划。
根据此有效期60天的协议，所有签署方将协商，以达成下列建议：
发行新股全购
（1）OGPC控股这家新成立的公司取代八方旺组合的上市地位，并以发行新股的方式全购八方旺组合。
（2）OGPC和OGPC油气股东将把所有股权售于OGPC控股，后者以股票收购。
OGPC和OGPC油气专为油气、石化和电力领域提供工程和技术支援服务，主要客户包括国家石油公司（Petronas）、埃克森美孚（Exxon Mobil）及蚬壳（Shell）等。
八方旺组合表示，此协议的目的是纳入有赚利的新业务后促进集团的重组计划，进而脱离PN17。[南洋网财经]
| OCTAGON CONSOLIDATED BERHAD |
Type | Announcement | Subject | OTHERS | Description | AGREEMENT BETWEEN OCTAGON CONSOLIDATED BERHAD (“OCTAGON” OR “THE COMPANY”), OGPC HOLDINGS SDN BHD (“OGPC HOLDINGS”) AND THE SHAREHOLDERS OF OGPC SDN BHD (“OGPC”) AND OGPC O & G SDN BHD (“OGPC O & G”) | The Board of Directors (“Board”) of Octagon wishes to announce that Octagon, OGPC Holdings, Azman Bin Karim (“Azman”), Abdul Manaf Bin Shariff (“Abdul Manaf”), Khoo Kok Seng (“Khoo”) (being the shareholders of both OGPC and OGPC O & G) have on 14 May 2013 entered into an Agreement to facilitate the proposed corporate restructuring of Octagon.
Octagon, Azman, Abdul Manaf, Khoo and OGPC Holdings are hereinafter referred to as “the Parties”. Azman, Abdul Manaf and Khoo are hereinafter collective referred to as “OGPC Shareholders”.
OGPC is a company incorporated on 14 May 1994 under the Companies Act, 1965 and OGPC O & G is a company incorporated on 6 February 2008 under the Companies Act, 1965. Their principal activities are the provision of specialised engineering and technical support services including operation and maintenance and the supply of specialised equipment for the oil & gas, petrochemical and power industries. OGPC is licensed by Petroleum Nasional Berhad, Ministry of Finance of Malaysia and Tenaga Nasional Berhad as supplier to the chemical, petrochemical and oil & gas industries.
The salient terms of the Agreement are as follows:
(i) The Parties agreed that, for the duration of sixty (60) days from the date of the Agreement (“Expiry Date”), to negotiate exclusively with each other to finalise the terms and conditions of the following: (a) OGPC Holdings, a new company incorporated recently for the purpose of the restructuring exercise, shall take over the listing status of Octagon and acquire Octagon for full consideration payable in new ordinary shares of OGPC Holdings (“OGPC Holdings Shares”); (b) The sale of all shares held by the OGPC Shareholders in OGPC and OGPC O & G to OGPC Holdings wherein OGPC Holdings shall acquire all the issued and paid up shares held by the OGPC Shareholders in OGPC and OGPC O & G for full consideration payable in OGPC Holdings Shares. The above are collectively referred to as “Proposals”. (ii) The OGPC Shareholders have agreed to their respective participation in the Proposals. (iii) The Parties agreed that upon the finalization of the terms and conditions of the Proposals, definitive agreements shall be entered into before the Expiry Date. In the event no definitive agreements are entered into by the Expiry Date or any extended date as mutually agreed upon by the Parties, the Agreement will be terminated. (iv) The Parties have agreed that due diligence review shall be carried out on OGPC, OGPC O & G, Octagon and OGPC Holdings, where relevant.
This announcement is dated 14 May 2013.
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本帖最后由 icy97 于 16-5-2013 02:38 AM 编辑
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发表于 16-5-2013 07:37 PM
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icy97 发表于 15-5-2013 02:30 AM 
助重组脱离PN17 OGPC 取代八方旺组合上市
财经新闻 财经 2013-05-15 10:44
版主，想请教一下。那就是说octagon将被收购？即将除牌了？ |
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发表于 16-5-2013 08:19 PM
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icy97 发表于 15-5-2013 02:30 AM
助重组脱离PN17 OGPC 取代八方旺组合上市
财经新闻 财经 2013-05-15 10:44
版主，可以分享一下什么是‘发行新股的方式全购八方旺组合’？如果这时买入这股有什么潜在的风险？谢了~ 本帖最后由 icy97 于 16-5-2013 08:42 PM 编辑
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发表于 16-5-2013 10:34 PM
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WalaoWalao 发表于 16-5-2013 08:19 PM
@williamnkk81
版主，可以分享一下什么是‘发行新股的方式全购八方旺组合’？如果这时买入这股有什么潜在 ...
暂时要等详细计划出来后才可以知道。。。因为还在重组。。。
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发表于 18-5-2013 11:29 AM
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tellyou 发表于 18-5-2013 11:20 AM
方旺OCPG簽重組協議
大馬即時大馬財經 2013-05-15 18:21
（吉隆坡15日訊）八方旺組合（OCTAGON，7109，主 ...
OCPG控股拥有国油执照，从事和汽油产品和工程，化学产品等生意。大马所有的汽油公司都是它的顾客。由OCPG取代八方旺上市，八方旺股价已起到0.15，。加上美股昨日创新高，这两样因素带动下，八方旺在下星期肯定大热，股价会像火箭冲天，达0.30也不出奇。 |
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发表于 23-5-2013 02:20 AM
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发表于 23-5-2013 02:51 AM
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WalaoWalao 发表于 16-5-2013 07:37 PM
版主，想请教一下。那就是说octagon将被收购？即将除牌了？
版主，想请教一下。那就是说现有的octagon股票将会如何？ 会换成OGPC吗？还是渣都没了？
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发表于 24-5-2013 02:53 AM
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发表于 19-6-2013 01:55 AM
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| OCTAGON CONSOLIDATED BERHAD |
Type | Announcement | Subject | OTHERS | Description | PROPOSED DISPOSAL OF THE ENTIRE EQUITY SHAREHOLDING IN ADVANCED PYROTECH SDN BHD ("APT"), A WHOLLY OWNED SUBSIDIARY OF OCTAGON CONSOLIDATED BERHAD ("OCTAGON") FOR A CASH CONSIDERATION OF RM30.0 MILLION PURSUANT TO THE REGULARIZATION EXERCISE OF OCTAGON | Further to the announcement on 19 March 2013, the Board of Directors (“Board”) of Octagon wishes to announce that Octagon and Ecobound Sdn Bhd (“ECB”), have on 18 June 2013 entered into a Share Sale Agreement (“Agreement”) for Octagon to dispose its entire shareholding in APT comprising 33,000,000 ordinary shares of RM1.00 each in APT (“the Shares”) to ECB for a cash consideration of RM30,000,000.00 (“Consideration Price”).
This announcement is dated 18 June 2013.
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发表于 19-6-2013 08:29 PM
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| OCTAGON CONSOLIDATED BERHAD |
Type | Announcement | Subject | OTHERS | Description | PROPOSED DISPOSAL OF THE ENTIRE EQUITY SHAREHOLDING IN ADVANCED PYROTECH SDN BHD (“APT”), A WHOLLY OWNED SUBSIDIARY OF OCTAGON CONSOLIDATED BERHAD ("OCTAGON") FOR A CASH CONSIDERATION OF RM30.0 MILLION PURSUANT TO THE REGULARIZATION EXERCISE OF OCTAGON | Reference is made to the announcement dated 18 June 2013 in relation to the Proposed Disposal of the entire equity shareholding in Advanced Pyrotech Sdn Bhd ("Announcement"). Unless otherwise defined, the definitions set out in the Announcement shall apply herein.
1. The following paragraph of the Announcement should read as follows:
Clause 2.6: There will be no other liabilities to be assumed by ECB arising from the Proposal Disposal of APT save for undertaking to deposit shares of APT up to the value of RM5 million as security for the repayment and/or redemption of the 5-year 3.5% Redeemable Convertible Cumulative Preference Shares ("RCCPS") with total face value of RM5,000,000 issued to KFH ("RCCPS Security").
2. The reference made in Clause 3.1(c) of the Announcement should read as 3.2.1 instead of 5.2.1.
This announcement is dated 19 June 2013.
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发表于 20-6-2013 01:51 AM
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3000萬售子公司償債 八方旺組合聞訊漲
財經股市19 Jun 2013 23:00
（吉隆坡19日訊）PN17公司八方旺組合（OCTAGON，7109，主要板工業）計劃以3000萬令吉脫售子公司償債，激勵股價一度起3仙至16.5仙。
該股今早開市平盤報13.5仙，但不久股價上揚，一度揚升3仙或14.8%，至16.5仙的52週新高水平。
休市時，該股揚1.5仙至15仙，成交量448萬3200股；閉市時，該股報14.5仙，起1仙，成交量493萬5200股。
八方旺組合昨晚向馬證交所報備，作為重組計劃的一部分，公司將以3000萬令吉現金，脫售獨資子公司Advanced Pyrotech私人有限公司所有股權給Ecobound私人有限公司。
該公司指出，脫售所得將用來償還部分債務，並預期可在明年首半年完成脫售。
根據另一份報備文告，八方旺組合獲馬證交所延遲呈交重組計劃，期限獲延長4個月至今年10月18日。[中国报财经]
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发表于 22-6-2013 01:22 AM
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| OCTAGON CONSOLIDATED BERHAD |
Type | Reply to query | Reply to Bursa Malaysia's Query Letter - Reference ID | ZO-130620-55168 | Subject | PROPOSED DISPOSAL OF THE ENTIRE EQUITY SHAREHOLDING IN ADVANCED PYROTECH SDN BHD (“APT”), A WHOLLY OWNED SUBSIDIARY OF OCTAGON FOR A CASH CONSIDERATION OF RM30.0 MILLION PURSUANT TO THE REGULARIZATION EXERCISE OF OCTAGON CONSOLIDATED BERHAD ("OCTAGON") | Description | PROPOSED DISPOSAL OF THE ENTIRE EQUITY SHAREHOLDING IN ADVANCED PYROTECH SDN BHD (“APT”), A WHOLLY OWNED SUBSIDIARY OF OCTAGON FOR A CASH CONSIDERATION OF RM30.0 MILLION PURSUANT TO THE REGULARIZATION EXERCISE OF OCTAGON |
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| We refer to our announcements dated 18 and 19 June 2013 (“Announcements”) and Bursa Malaysia Securities Berhad’s letter dated 20 June 2013 in relation to the above matter.
Unless otherwise stated, defined terms used in this announcement shall carry the same meanings as defined in the Announcements. The Board of Directors of Octagon wishes to provide additional information below for public release. 1. The net profits of APT based on the latest audited accounts. The net losses of APT based on the latest audited accounts of APT for the year ended 31 October 2012 is RM12,958,912.0.
2. The justification for the disposal consideration. Referring to paragraph 2.4 of the Announcements, the Consideration Price of RM30,000,000.0 was arrived at on the basis of “willing buyer-wiling seller” after taking into consideration the realizable values of its assets i.e. land, building and machinery on forced sale basis.
3. To quantify the adjusted asset value of APT, details of the adjustments and whether it is based on the latest audited accounts. Land and building: RM25.5million
Machinery: RM5.0million
The carrying value for property, plant and machinery in the audited accounts of APT as at 31 October 2012 is stated at RM30.8million.
The carrying value for capital work in progress (machinery) in the audited accounts of APT as at 31 October 2012 is stated at RM74.9million.
4. The original cost of investment and the date of investment in APT. The original cost of investment of Octagon in APT is RM14.77million as at 31 Oct 2007 for its 49% equity. Subsequently, it acquired the remaining 51% equity in APT for RM27.77million as at 30 July 2008.
5. The incorporate details of the settlement pursuant to the DSA.
The cash proceeds from the Proposed Disposal of APT of RM30.0 million is payable to KFH as part of the DSA. Please refer to the announcement dated 19 March 2013 on DSA for further details.
6. The effect of the proposed disposal on the gearing of Octagon.
The Proposal Disposal of APT forms only a part of the entire debt settlement pursuant to the DSA amounting to RM62.7million cash and RM10.0million RCCPS. Thus, the waiver for the principal debt and interest pursuant to the settlement of the DSA is only applicable once the entire debt settlement is implemented. For illustration purposes, the Proposed Disposal will reduce the gearing of the Group via a waiver of principal debt and interest of RM52.55 million based on the cut-off of 31 October 2011 and further waiver of interest for the year 2012 of approximately 6.14million. Thus, the gearing of the Group will be reduced to about RM84.44million from RM194.65million as at 31 October, 2012 upon the implementation of the DSA. 7. The expected gains or losses to the group. Pursuant to the Proposed Disposal of APT is a writeback of impairment provision amounting to RM5million for the year ending 31 October 2013.
8. The highest percentage ratio applicable to the proposed disposal pursuant to paragraph 10.02(g) of Listing Requirements. The highest percentage ratio pursuant to paragraph 10.02(g) of Listing Requirements is the percentage ratio is 964.3%.
9. To also state whether the disposal is the requisite announcement pursuant to the obligation under Practise Note 17. No, this disposal is not the requisite announcement pursuant to the obligation under Practise Note 17.
10. To disclose relevant information under Part I of Appendix 10A, where applicable. (1) Identity of the independent adviser, the date of its appointment and a statement explaining the role of the independent adviser. The Independent adviser (“IA”) is being finalised with the terms of the IA is being looked at by the Main Adviser. An announcement will be made together with the statement on the role of independent adviser once the appointment is effected.
(2) Identity of the ultimate offeror as defined in the Take-Overs and Mergers Code as if the Major Disposal were the proposed take-over offer. This disposal does not trigger the Take-Overs and Mergers Code.
(3) A statement whether the board of directors is seeking other alternative bids. Not applicable as above.
(4) Where the consideration for the Major Disposal is by way of cash or partly in cash, a statement whether the acquirer has sufficient financial resources to undertake the acquisition.
We have been informed by ECB that they are arranging for financing facility to finance the above acquisition.
This announcement is dated 21 June 2013.
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发表于 27-6-2013 02:02 AM
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| OCTAGON CONSOLIDATED BERHAD |
Type | Announcement | Subject | OTHERS | Description | FURTHER CLARIFICATION ON PROPOSED DISPOSAL OF THE ENTIRE EQUITY SHAREHOLDING IN ADVANCED PYROTECH SDN BHD (“APT”), A WHOLLY OWNED SUBSIDIARY OF OCTAGON FOR A CASH CONSIDERATION OF RM30.0 MILLION PURSUANT TO THE REGULARIZATION EXERCISE OF OCTAGON | We refer to our announcements dated 18 and 19 June 2013 (“Announcements”), Bursa Malaysia Securities Berhad’s letter dated 20 June 2013 and our reply dated 21 June 2013 in relation to the above matter.
Unless otherwise stated, defined terms used in this announcement shall carry the same meanings as defined in the Announcements.
We wish to provide additional information below for public release.
The full text announcement is enclosed herewith.
This announcement is dated 26 June 2013.
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发表于 29-6-2013 03:01 AM
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SUMMARY OF KEY FINANCIAL INFORMATION
30/04/2013 |
| | INDIVIDUAL PERIOD | CUMULATIVE PERIOD | CURRENT YEAR QUARTER | PRECEDING YEAR
CORRESPONDING
QUARTER | CURRENT YEAR TO DATE | PRECEDING YEAR
CORRESPONDING
PERIOD | 30/04/2013 | 30/04/2012 | 30/04/2013 | 30/04/2012 | $$'000 | $$'000 | $$'000 | $$'000 |
| 1 | Revenue | 8,974 | 11,131 | 17,860 | 22,681 | | 2 | Profit/(loss) before tax | -1,462 | -1,476 | -14,845 | -7,352 | | 3 | Profit/(loss) for the period | -1,585 | -1,909 | -15,103 | -8,179 | | 4 | Profit/(loss) attributable to ordinary equity holders of the parent | -1,567 | -2,248 | -9,089 | -7,381 | | 5 | Basic earnings/(loss) per share (Subunit) | -0.94 | -1.35 | -5.45 | -4.43 | | 6 | Proposed/Declared dividend per share (Subunit) | 0.00 | 0.00 | 0.00 | 0.00 |
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| AS AT END OF CURRENT QUARTER | AS AT PRECEDING FINANCIAL YEAR END | 7
| Net assets per share attributable to ordinary equity holders of the parent ($$) | -0.0400 | 0.0200 |
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