【HIGH5 7136 交流专区】（前名 SILVER）

icy97

內部糾紛未解決 銀鳥交投熱跌3仙

財經股市30 Sep 2013 23:19
（吉隆坡30日訊）銀鳥集團（SILVER，7136，主要板消費）內部糾紛未解決，本財年第3季虧損額擴大引投資者拋售，股價勁挫但交投熱烈，為今日交投最熱項之一。

銀鳥集團上週五（27日）宣布第3季業績，儘管首3季虧損額仍大幅縮小，單季虧損卻增加，拖累該股今日表現；該股在上週公布業績前股價曾攀今年最高水平。

開市時，銀鳥集團股價微跌2仙，掛14仙，早盤交投雖熱但走勢不妙，休市時跌幅擴大至3.5仙，股價僅剩12.5仙，半日共5573萬4000股易手；午盤該股保持大熱下滑走勢，一直是今日交投最熱股項之一，閉市時跌3仙，掛13仙，成交量6459萬4300股。

該公司日前向馬證交所報備業績時指出，公司財務出現問題，導致產品分銷網絡及生產量減少，是第3季營業額下滑、虧損額增加的主因。

“整體規模變小，是公司虧損主因，不過目前已著手修正重組計劃，一旦獲通過將落改善生產效率及銷售表現的舉措。”[中国报财经]

icy97

免股权被稀释　朝圣基金局撤资银鸟

二零一三年十月三日 晚上七时二十八分
（吉隆坡3日讯）在建议中一项可能高度稀释现有股权的重组计划之前，朝圣基金局（LTH）已撤资陷困面包制造商银鸟集团有限公司（SILVER，7136，消费产品组）。

该基金局的撤出将留下丹斯里陈志远的成功集团有限公司（BJCORP，3395，贸易服务组）和联土局合作社有限公司（KPFM），成为现阶段银鸟集团的2个最大股东。成功集团持股18.13%或7373万股，而联土局合作社则控制12.7%或5164万令吉。

熟悉上述交易的消息来源指出，朝圣基金局撤出银鸟集团是因为它认为在7月获得内部融资后，无须再为该公司负上财务支援责任。

他说：“同时，出售也是因为它不愿承担重组计划的附加股发行。”

消息称，在银鸟集团于2012年首次宣布财务不规则时，朝圣基金局已暗示它有意减低持股。

该基金局已从7月中旬的21.9%，减持到9月初的5.8%，并在最近终止成为大股东。朝圣基金局是于2007年崛起成为银鸟集团大股东。

在落实重组之前，银鸟集团于7月已展开一项内部融资计划，引入2名新投资者Sunsci控股私人有限公司和Covenant股份谘询私人有限公司，注入1600万令吉于该公司以迎合紧急资本需求。

上述注资是透过认购银鸟集团独资子公司Ivory Overpower私人有限公司发行的年利8%可赎回优先股方式进行。

若获得股东们批准，这批优先股可在局部重组活动下，转换为银鸟集团新股。除此之外，Sunsci控股和Covenant股份也寻求股东们批放行，以在未来3年内，收购银鸟集团重组后约40%扩大后股票资本。

在授予Sunsci控股与Covenant股份以上述优先股转换和40%认购权后，将冲淡成功集团和联土局合作社持股。

反之，如果股东们不亮绿灯，该面包制造商则将以每股2.50令吉现金向有关投资者购回所有优先股。[光华日报财经]

Notice of Person Ceasing (29C)

SILVER BIRD GROUP BERHAD

Particulars of substantial Securities Holder

Name	LEMBAGA TABUNG HAJI
Address	201 JALAN TUN RAZAK PETI SURAT 11025 50732 KUALA LUMPUR
NRIC/Passport No/Company No.	ACT 5351995
Nationality/Country of incorporation	MALAYSIAN (GOVERNMENT AGENCY)
Descriptions (Class & nominal value)	Ordinary Shares of RM0.50 each
Date of cessation	23/09/2013
Name & address of registered holder	LEMBAGA TABUNG HAJI 201 JALAN TUN RAZAK PETI SURAT 11025 50732 KUALA LUMPUR
Currency	Malaysian Ringgit (MYR)
Number of securities disposed	3,500,000
Price Transacted ($$)
Circumstances by reason of which a person ceases to be a substantial securities Holder	Disposal of shares
Nature of interest	Direct
Date of notice	24/09/2013

icy97

icy97 发表于 24-7-2013 12:50 AM
提供3200萬融資‧2投資者可優先購銀鳥40%

大馬  2013-07-25 11:18

SILVER BIRD GROUP BERHAD

Type	Announcement
Subject	OTHERS
Description	Silver Bird Group Berhad ("SBGB" or “the Company”) - Proposed Interim Funding
(Unless otherwise stated, abbreviations and definitions used throughout this announcement shall be the same as those announced on 23 July 2013.) Reference is made to the announcements dated 23 July 2013 and 25 July 2013 respectively pertaining to the Proposed Interim Funding. The Company wishes to inform that as part of the terms of the Proposed Interim Funding, in the event that the exchange of the RPS with restructured SBGB shares together with free detachable warrants on the basis of RM1.00 of outstanding RPS (plus dividend) for ten (10) SBGB shares of RM0.10 each ( or such equivalent ratio if there is a change in the par value of ordinary shares of SBGB after the regularisation plan ) with twenty (20) free detachable warrants, is not approved by shareholders of the Company or the Scheme Creditors, the investors of the RPS, namely Suncsi Holdings Sdn Bhd and Covenant Equity Consulting Sdn Bhd  (“Investors”) shall have the option to require SBGB to purchase all the RPS at the cash price of RM2.50 per RPS, within sixty (60) days after the Investors deliver such notice of exercise to the Company.  This option shall not prejudice any right of the Investors to terminate the agreement dated 22 July 2013 in relation to the Proposed Interim Funding arising from such non-fulfillment of the said conditions. This announcement is dated 1 October 2013.

icy97

SILVER BIRD GROUP BERHAD

Type	Announcement
Subject	OTHERS
Description	Silver Bird Group Berhad ("SBGB" or “the Company”) - Non-Syariah Compliant Redesignation of Counter
The Board of Directors of Silver Bird Group Berhad (“SBGB” or “the Company”) wishes to announce that the Company had on 7 October 2013 received from the Securities Commission a reply in writing dated 27 September 2013 stating that after considering the Company’s appeal of 18 September 2013, the Company’s shares will be reclassified as a non-syariah compliant counter on 29 November 2013 as it has determined that the Company’s total conventional loans exceed 33% of its total assets as at 31 October 2012. This announcement is dated 8 October 2013.

icy97

银鸟审计公司请辞

财经新闻  财经 2013-10-09 11:16
（吉隆坡8日讯）继朝圣基金局沽清股权撤出银鸟集团（SILVER，7136，主板消费产品股）后，其内部审计公司Messrs Baker TillyMonteiro Heng（简称MBTMH）也在未阐明原因下请辞。

银鸟集团日前向马交所报备，MBTMH在9月27日向公司提出请辞。

“根据条例，惟银鸟集团委任新审计公司后，MBTMH的请辞才会生效。”

公司也表示，一旦候选审计公司讨论有结果，将召开股东特别大会寻求股东表决。

今年7月，银鸟集团宣布中期筹资计划，获得Sunsci控股私人有限公司和CovenantEquity Consulting私人有限公司的1600万令吉资金注入，而前者则获得总值1600万令吉可赎回优先股金和3亿2000万免费凭单作为交换。[南洋网财经]

Type	Announcement
Subject	OTHERS
Description	Silver Bird Group Berhad ("SBGB" or “the Company”) - Resignation of Auditors
The Board of Directors of Silver Bird Group Berhad (“SBGB” or “the Company”) wishes to announce that the Company had today, 7 October 2013, received from the auditors, Messrs Baker Tilly Monteiro Heng a notice in writing dated 27 September 2013 which was addressed to the Company, of their intention to resign as the auditors of the Company.  Their resignation will only take effect upon the appointment of new auditors pursuant to Section 172(15) of the Companies Act, 1965. Pursuant to the said resignation, the Company will be appointing new auditors in place of the resigning auditors subject to the approval to be obtained from the shareholders of the Company at the Extraordinary General Meeting to be convened upon the finalization of the nomination of the new auditors. This announcement is dated 7 October 2013.

收费分歧虽导致审计师请辞 银鸟重组计划不受影响

财经新闻  财经 2013-10-10 12:12
（八打灵再也9日讯）银鸟集团（SILVER，7136，主板消费产品股）今日向大马交易所报备，其内部审计公司Messrs Baker Tilly Monteiro Heng请辞，主要是因为在费用增加下无法达成协议。

根据文告，该公司不能认同审计费用增加，是因为重组计划完成之前面对财政拮据。

此外，董事局进一步宣布公司已在今日收到股东的通知，提名委任Wong Weng Foo&Co为公司新任审计师，取代请辞的MBTMH。

另一方面，银鸟集团独立非执行董事理查德乔治阿兹兰阿巴斯向《星报》透露，内部审计公司意外请辞是因为在收费上出现分歧，并不会影响该集团的重组计划。

一名财务主管说：“MBTMH没有提高他们的收费，不过，银鸟集团找到只收取一半价格的公司，而MBTMH不准备接受。”

银鸟集团周一向马交所报备，MBTMH已在9月27日辞去审计师一职。

理查德也不同意重组计划条款偏袒该集团的白武士--Sunsci控股私人有限公司和Covenant Equity Consulting私人有限公司。

在银鸟集团7月的“中期筹资计划”，Sunsci和Covenant Equity将注入1600万令吉，并获得8%可赎回优先股和3年内可收购扩大后股本40%的选项作为交换。

不过，若重组计划书不获批准，银鸟集团将以每股2.50令吉买回上述优先股。根据简便计算法，这将导致这家PN17公司须斥资4000万令吉，白武士将赚进2400万令吉。

然而，理查德认为，这可能性是微乎其微和极罕见。[南洋网财经]

Type	Announcement
Subject	OTHERS
Description	Silver Bird Group Berhad ("SBGB" or “the Company”) - Resignation of Auditors
With reference to the Company’s announcement dated 7 October 2013, the Board of Directors of SBGB wishes to clarify that the resignation of Messrs Baker Tilly Monteiro Heng as auditors of the Company arose due to the proposed increase in audit fees which the Company could not agree in view of the financial constraints of the Group prior to the completion of the restructuring of the Group. The Board further wishes to announce that the Company had today received a notice of nomination from a shareholder of the Company, proposing the nomination of Messrs Wong Weng Foo & Co as the auditors of the Company in place of the resigning auditors, Messrs Baker Tilly Monteiro Heng and to hold office until the conclusion of the next Annual General Meeting of the Company, at a remuneration to be determined by the Directors of the Company. The proposed appointment of Messrs Wong Weng Foo & Co as auditors of the Company is subject to the approval being obtained from the shareholders of SBGB at the Extraordinary General Meeting to be convened. A circular to the shareholders containing details of the proposed appointment of auditors in place of the resigning auditors will be sent to the shareholders of the Company in due course. This announcement is dated 9 October 2013.

icy97

重组后亏损减至1.19亿 银鸟削资49仙再10变1

财经新闻 财经 2013-10-15 11:04
（吉隆坡14日讯）PN17公司银鸟集团（SILVER，7136，主板消费产品股）宣布重组计划，建议削资、股票整合、发新股和发行附加股与凭单等系列企业活动。

银鸟集团将首先削减股票面值，从原本每股50仙，减少至每股面值1仙；然后把每股面值1仙的10股，整合成每股面值10仙的1股。

在推行削资计划和股票整合计划后，集团将可降低累积亏损，从3亿7829万7000令吉，减少至1亿1934万2000令吉。

1送1送凭单

然后，集团将以每股10仙，发行6亿2628万9820股附加股，股东每持有10股就可认购154股附加股；同时以1送1的比例，发行同样数量的免费凭单。

集团的附加股送凭单计划，预估可筹措6262万8982令吉，用于偿还债务、充作营运资本和支付相关开销。

集团也建议透过清盘子公司，推行债务重组计划。

此外，集团建议发行最高1亿7280万股新股和3亿4560张凭单，以兑换子公司Ivory Overpower私人有限公司可赎回优先股。

配合与投资者签署的中期融资协议，集团也会发行最高5亿34万股新股和5亿34万张凭单，以偿还拖欠投资者的债务。[南洋网财经]

Type	Announcement
Subject	PRACTICE NOTE 17 / GUIDANCE NOTE 3 REGULARISATION PLAN
Description	SILVER BIRD GROUP BERHAD (“SBGB” OR “COMPANY”) PROPOSED CAPITAL REDUCTION; PROPOSED CONSOLIDATION; PROPOSED SHARE PREMIUM REDUCTION; PROPOSED DEBT SETTLEMENT; PROPOSED RIGHTS ISSUE WITH WARRANTS; PROPOSED ISSUANCE OF SECURITIES PURSUANT TO THE INTERIM FUNDING; PROPOSED M&A AMENDMENTS; PROPOSED LIQUIDATION OF SUBSIDIARY COMPANIES; AND PROPOSED ESOS
We refer to the Company’s announcement to Bursa Malaysia Securities Berhad (“Bursa Securities”) dated 29 February 2012 whereby SBGB was classified as a PN17 company pursuant to Paragraphs 2.1(d) and 2.1(f) of Practice Note 17 (“PN17”) of the Main Market Listing Requirements of Bursa Securities and to the Company’s further announcements of 2 April 2012, 2 May 2012, 29 May 2012, 1 June 2012, 2 July 2012, 1 August 2012 and 3 September 2012, 1 October 2012, 1 November 2012, 3 December 2012, 2 January 2013, 4 February 2013, 1 March 2013, 1 April 2013, 2 May 2013, 3 June 2013, 1 July 2013, 1 August 2013, 2 September 2013, 12 September 2013 and 1 October 2013 in relation to the Company’s PN17 status. On behalf of the Board of Directors of SBGB, Inter-Pacific Securities Sdn. Bhd. is pleased to announce that the Company proposes to undertake the Proposed Regularisation Plan to regularise the financial position of the Company which comprises the following: (1) Proposed Capital Reduction; (2) Proposed Consolidation; (3) Proposed Share Premium Reduction; (4) Proposed Debt Settlement; (5) Proposed Rights Issue with Warrants; (6) Proposed Issuance of Securities pursuant to the Interim Funding; (7) Proposed M&A Amendments; (8) Proposed Liquidation of Subsidiary Companies; and (9) Proposed ESOS Further details of the Proposed Regularisation Plan are attached herein. This announcement is dated 14 October 2013

Attachments

20131014_Announcement(Amended Final)_Clean.pdf

icy97

银鸟工厂租约延长1年

财经新闻 财经  2013-11-09 11:19
（吉隆坡8日讯）银鸟集团（SILVER，7136，主板消费产品股）宣布，公共产业信托管理人（AmanahRaya-REIT Managers）已同意延长其雪兰莪工厂地段的租期一年，每月租金60万8000令吉。

银鸟集团向马交所报备，该公司在11月4日接获公共产业信托管理人代表律师，志期10月31日的信函，确定管理人已同意，延长雪兰莪工厂地段的租期一年（2013年8月16日起）。

文告指出，每月租金为60万8000令吉，且按照租赁协议和补充租赁协议相同的条款。

董事部认为，租金无法反映当下的商业价格，打算与公共产业信托管理人进一步协商，并会探讨其选项。[南洋网财经]

SILVER BIRD GROUP BERHAD

Type	Announcement
Subject	OTHERS
Description	SILVER BIRD GROUP BERHAD ("SBGB" or "the Company") - Extended Lease Period with AmanahRaya-REIT Managers Sdn Bhd - Update
(Unless otherwise stated, definitions used in this announcement shall carry the same meaning as defined in the Company’s announcements dated 3 September 2013 and 12 September 2013 in relation to the Extended Lease Period with AmanahRaya-REIT Managers Sdn Bhd) Further to the announcements made by the Company on 3 September 2013 and 12 September 2013 respectively, the Board of Directors of SBGB wishes to announce that the Company had on 4 November 2013 received a letter dated 31 October 2013 from the solicitors for AmanahRaya-REIT Managers Sdn Bhd (Company No. 344986-V) (“AmanahRaya”) confirming that AmanahRaya has agreed to extend the lease of the Demised Premises for a further period of one (1) year from 16 August 2013 at the rental of RM608,000.00 per month and upon the same terms and conditions of the Lease Agreement and Supplemental Lease Agreement. The letter further states that the Company could notify the solicitors for AmanahRaya in writing within seven (7) Business Days from the date of the said letter in the event the Company wishes to accept the lease extension. The Board felt that the rental sum was not reflective of the current commercial rate and intends to enter into further negotiations with AmanahRaya and also explore its options. The Board of Directors will make further announcements as may be required, in due course. This announcement is dated 7 November 2013

icy97

银鸟集团易名为High - 5

财经新闻 财经  2013-11-16 13:18
（吉隆坡15日）银鸟集团（SILVER，7136，主板消费产品股）宣布，建议把Silver Bird Group Berhad，易名为High-5Conglomerate Berhad。

银鸟集团向马交所报备，新名称在本周三（11月13日）已获马来西亚公司委员会（CCM）的批准。

不过，易名建议仍需在股东大会上取得股东的批准。若通过，新名称将在获得CCM所发出的更改名称注册证书后生效。[南洋网财经]

Proposed Change of Company Name

Proposed company name

HIGH-5 CONGLOMERATE BERHAD

Remarks :

The Board of Directors of Silver Bird Group Berhad (“SBGB” or “the Company”) wishes to inform that the Company is proposing to change its name from “Silver Bird Group Berhad” to “High-5 Conglomerate Berhad” (“Proposed Change of Name”). The use of the proposed new name “High-5 Conglomerate Berhad” was approved by the Companies Commission of Malaysia (“CCM”) on 13 November 2013. The Proposed Change of Name is subject to the approval of the shareholders of the Company at a general meeting to be convened, and if approved, will take effect upon the issuance of the Certificate of Incorporation on Change of Name by the CCM. This announcement is dated 15 November 2013

icy97

SILVER BIRD GROUP BERHAD

Type	Announcement
Subject	OTHERS
Description	Silver Bird Group Berhad ("SBGB" or “the Company”) Proposed Interim Funding
Reference is made to the announcements of the Company dated 23 July 2013, 25 July 2013, 1 October 2013 and 14 October 2013, in respect of the Interim Funding. The Company wishes to announce that having to date, received RM10,671,950 from the Investors under the Interim Funding, Ivory Overpower Sdn Bhd (“IOSB”) has issued 10,671,950 8% Redeemable Preference Shares in IOSB of RM1.00 each (“RPS”) to the Investors, Suncsi Holdings Sdn Bhd and Covenant Equity Consulting Sdn Bhd,  at an allocation of RM6,666,667 and RM4,005,283 respectively. This announcement is dated 29 November 2013

icy97

等业务重组批准 银鸟冀明年脱离PN17

财经新闻 财经  2013-12-14 12:57
（莎阿南13日讯）银鸟集团（SILVER，7136，主板消费产品股）业务重组专家周文森（译音）预料，该公司将在2014年杪脱离PN17公司行列。

周文森昨天在银鸟集团股东特别大会结束后表示，目前正在等待大马交易所发出业务重组计划书的批准。

“我们希望在明年4月份得到批准。”

面包生产商银鸟集团，在2012年2月份因财困和主要股东金钱问题而陷入PN17行列。今年10月份，公司宣布了一连串的重组计划，包括削资、发行附加股筹资等。

周文森表示，公司不但希望在明年脱离PN17行列，也计划通过减低退货率至20%以下，以达到于明年成为净现金公司。

新产品激励营业额

“当我们接手时，退货率是30%，目前已减低至20%。我们会继续减低退货率，并让我们的面包产品四处可见。”

此外，周文森指出，公司也即将推出新产品，有望借此协助实现6个月营业额达1000万令吉的目标。

截至今年7月31日，银鸟集团净亏损从上财年同期的3亿1990万令吉，收窄至3260万令吉。

不过，同期营业额也按年下滑43%至6000万令吉。

另一方面，银鸟集团也获得股东们肯首，将公司名称从Silver Bird Group Berhad换为High-5Conglomerate Berhad。

周文森说：“更换公司名字，是配合了强调旗下面包产品品牌的策略。”[南洋网财经]

icy97

银鸟周一起易名High-5

财经新闻 财经  2013-12-21 12:16
（吉隆坡20日讯）银鸟集团（SILVER，7136，主板消费产品股）将从12月23日早上9点正，以新名称“High-5ConglomerateBerhad”开始交易。

银鸟集团的股名也会从“SILVER”，改为“HIGH5”。不过，股票编号维持不变。[南洋网财经]

SILVER BIRD GROUP BERHAD

LISTING'S CIRCULAR NO. L/Q : 69534 OF 2013

Kindly be advised that the aforesaid Company has changed its name to HIGH-5 CONGLOMERATE BERHAD. As such, the Company’s shares will be traded and quoted under the new name with effect from 9.00 a.m., Monday, 23 December 2013.

The Stock Short Name will be changed as follows:-

Type of Securities	Old Name	Old Stock Short Name	New Name	New Stock Short Name
Ordinary Shares	SILVER BIRD GROUP BERHAD	SILVER	HIGH-5 CONGLOMERATE BERHAD	HIGH5

However, the Company's Stock Number remains unchanged.

icy97

SUMMARY OF KEY FINANCIAL INFORMATION 31/10/2013

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		31/10/2013	31/10/2012	31/10/2013	31/10/2012
		$$'000	$$'000	$$'000	$$'000

1	Revenue	18,924	25,607	78,944	129,149
2	Profit/(loss) before tax	-22,376	-17,427	-54,873	-334,867
3	Profit/(loss) for the period	-22,347	-17,514	-54,873	-335,288
4	Profit/(loss) attributable to ordinary equity holders of the parent	-22,184	-18,516	-54,781	-338,390
5	Basic earnings/(loss) per share (Subunit)	-5.45	-4.55	-13.47	-83.21
6	Proposed/Declared dividend per share (Subunit)	0.00	0.00	0.00	0.00
		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 ($$)	-0.4300		-0.3000

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禁债权人追债 High-5 限制令延长

财经新闻 财经  2014-01-08 13:03
（吉隆坡7日讯）High-5（HIGH5，7136，主板消费产品股）宣布，获得吉隆坡高庭延长两项限制令，禁止债权人向该集团以及子公司追讨债务，以及脱售部分无负担资产。

根据文告，High-5、Standard糕饼私人有限公司和Stanson市场私人有限公司，在本月6日获得高庭肯首延长上述限制令90天，从1月8日开始生效。

High-5和子公司在2012年7月宣布，获得吉隆坡高庭颁发上述两项限制令。[南洋网财经]

Type	Announcement
Subject	OTHERS
Description	High-5 Conglomerate Berhad ("HIGH5" or “the Company”)(formerly known as Silver Bird Group Berhad) Further extension of Restraining Order under Section 176(10) of the Companies Act, 1965
Further to the announcements made by the Company both dated 8 October 2013 in respect of the Restraining Orders under Section 176(10) of the Companies Act, 1965 granted by the High Court of Malaya to High-5 Conglomerate Berhad ("HIGH5") and Standard Confectionery Sdn Bhd (“SCSB”) vide Kuala Lumpur Originating Summons No.: 24NCC-280-08/2012 (“SBGB & SCSB Proceedings”), and to Stanson Marketing Sdn Bhd ("SMSB") vide Kuala Lumpur Originating Summons No.: 24NCC-134-04/2012 (“SMSB Proceedings”) respectively, the Board of Directors wishes to announce that the High Court had, on 6 January 2014, vide SBGB & SCSB Proceedings consolidated with SMSB Proceedings, granted an extension of the Restraining Orders under Section 176(10) of the Companies Act, 1965 for a further period of ninety (90) days from 8 January 2014. This announcement is dated 6 January 2014.

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HIGH-5 CONGLOMERATE BERHAD

Type	Announcement
Subject	OTHERS
Description	High-5 Conglomerate Berhad ("High5" or “the Company”)(formerly known as Silver Bird Group Berhad) Industrial Court Malaysia, Kuala Lumpur - Case No.: 12/4-749/13 between Edmond Tan Kar Kheng (“Claimant”) and Stanson Marketing Sdn Bhd (“SMSB”)
Further to the announcement made by the Company on 13 May 2013, the Board of Directors of High-5 Conglomerate Berhad (formerly known as Silver Bird Group Berhad) (“High5” or “the Company”) wishes to announce that its wholly-owned subsidiary, Stanson Marketing Sdn Bhd (“SMSB”), had on 6 February 2014 received an award from the Industrial Court of Malaysia, Kuala Lumpur vide Award No.: 151/2014 dated 23 January 2014 on the following terms:- (i)          Without admission to liability, SMSB shall pay to the Claimant a sum of RM43,726.03 (Ringgit Malaysia Forty Three Thousand Seven Hundred Twenty Six and Sen Three only) as full and final settlement of the matter (“Settlement Sum”); (ii)         The Settlement Sum shall be paid to the Claimant on or before 15 November 2014; and (iii)       The settlement shall constitute full and final claims against SMSB in the said action and the Claimant shall have no further claims of whatsoever nature against SMSB in respect of the Claimant’s employment with SMSB. The Directors of the Company are of the opinion that the case is not expected to have any financial or operational impact upon implementation of the proposed regularization plan for the Group. This announcement is dated 11 February 2014.

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HIGH-5 CONGLOMERATE BERHAD

Type	Announcement
Subject	OTHERS
Description	High-5 Conglomerate Berhad ("HIGH5" or “the Company”)(formerly known as Silver Bird Group Berhad) Proposed Interim Funding
(Unless otherwise stated, abbreviations and definitions used throughout this announcement shall be the same as those announced on 23 July 2013) Reference is made to the announcements of the Company dated 23 July 2013, 25 July 2013, 1 October 2013, 14 October 2013 and 29 November 2013, in respect of the Interim Funding. The Company wishes to announce that having to date, received another RM5,328,050 from the Investors under the Interim Funding, Ivory Overpower Sdn Bhd (“IOSB”) has issued a further 5,328,050 8% Redeemable Preference Shares in IOSB of RM1.00 each (“RPS”) to the Investors, Suncsi Holdings Sdn Bhd and Covenant Equity Consulting Sdn Bhd,  at an allocation of 3,333,333 and 1,994,717 RPS respectively. This announcement is dated 18 February 2014

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HIGH-5 CONGLOMERATE BERHAD

Type	Announcement
Subject	PRACTICE NOTE 17 / GUIDANCE NOTE 3 REGULARISATION PLAN
Description	HIGH-5 CONGLOMERATE BERHAD (“HIGH-5” OR “COMPANY”) PROPOSED CAPITAL REDUCTION; PROPOSED CONSOLIDATION; PROPOSED SHARE PREMIUM REDUCTION; PROPOSED DEBT SETTLEMENT; PROPOSED RIGHTS ISSUE WITH WARRANTS; PROPOSED ISSUANCE OF SECURITIES PURSUANT TO THE INTERIM FUNDING; PROPOSED ISSUANCE OF SECURITIES PURSUANT TO THE SECOND INTERIM FUNDING; PROPOSED M&A AMENDMENT; PROPOSED LIQUIDATION OF SUBSIDIARY COMPANIES; AND PROPOSED ESOS
We refer to the Company’s announcement to Bursa Malaysia Securities Berhad (“Bursa Securities”) dated 29 February 2012 whereby HIGH-5 was classified as a PN17 company pursuant to Paragraphs 2.1(d) and 2.1(f) of Practice Note 17 (“PN17”) of the Main Market Listing Requirements of Bursa Securities (“MMLR”) and to the Company’s further announcements on 2 April 2012, 2 May 2012, 29 May 2012, 1 June 2012, 2 July 2012, 1 August 2012 and 3 September 2012, 1 October 2012, 1 November 2012, 3 December 2012, 2 January 2013, 4 February 2013, 1 March 2013, 1 April 2013, 2 May 2013, 3 June 2013, 1 July 2013, 1 August 2013, 2 September 2013, 12 September 2013, 1 October 2013, 14 October 2013, 18 October 2013, 1 November 2013, 29 November 2013, 2 December 2013 and 2 January 2014, 6 January 2014, 4 February 2014 and 18 February 2014 in relation to the Company’s PN17 status (collectively, the “Announcements”). Unless otherwise stated, abbreviations and definitions used throughout this announcement shall be the same as the Announcements. On behalf of the Board of Directors of HIGH-5 (“Board”), Inter-Pacific Securities Sdn. Bhd. (“IPS”) is pleased to announce that the Company proposes to revise the Proposed Regularisation Plan to regularise the financial position of the Company which comprises the following: (1) Proposed Capital Reduction; (2) Proposed Consolidation; (3) Proposed Share Premium Reduction; (4) Proposed Debt Settlement; (5) Proposed Rights Issue with Warrants; (6) Proposed Issuance of Securities pursuant to the Interim Funding; (7) Proposed Issuance of Securities pursuant to the Second Interim Funding; (8) Proposed M&A Amendment; (9) Proposed Liquidation of Subsidiary Companies; and (10) Proposed ESOS (collectively, referred to as the "Revised Proposed Regularisation Plan") Further details of the Revised Proposed Regularisation Plan are attached herein. IPS, on behalf of the Board, is also pleased to announce that the applications in relation to the Revised Proposed Regularisation Plan have been submitted to Bursa Securities on 21 February 2014 and concurrently will also request to withdraw the previous applications in relation to the Proposed Regularisation Plan together with the application for waiver from paragraph 6.50 of the MMLR which were submitted to Bursa Securities on 29 November 2013. This announcement is dated 21 February 2014 http://www.bursamalaysia.com/market/listed-companies/company-announcements/1545629

Attachments 20140220_Announcement(Revised PRP).pdf

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交易所申诫违例 银鸟2 董事罚100万

财经新闻 财经  2014-03-01 09:11
（吉隆坡28日讯）交易所申诫已改名High-5（HIGH5，7136，主板消费产品股）的银鸟集团，以及前董事经理和执行董事违反上市条例，两名前高层更被罚款共100万令吉。

银鸟集团被指在公布截至2011财年（截至10月31日）末季业绩出现不准确的情况，集团也被指无法针对子公司SCSB违约的情况，立即作出宣布。

根据文告，银鸟集团前董事经理拿督陈翰鹄和前执行董事曾绍昌，分别被马交所罚款50万令吉。

银鸟集团2012年因为审计报告出现问题，审计师无法验证厂房翻新、机器升级、销售交易等账目，不但打击投资者情绪，更有3名高层遭开除。【南洋网财经】

HIGH-5 CONGLOMERATE BERHAD

LISTING'S CIRCULAR NO. L/Q : 69962 OF 2014

Bursa Malaysia Securities Berhad (Bursa Malaysia Securities) has publicly reprimanded Silver Bird Group Berhad (SILVER) (now known as High-5 Conglomerate Berhad) and its former managing director and executive director for breaching the Bursa Malaysia Securities Main Market Listing Requirements (Main LR). In addition, the former managing director and executive director were fined a total of RM1,000,000.

SILVER was publicly reprimanded for breaching:-

• paragraph 9.16(1)(a) of the Main LR in respect of the company’s fourth quarterly report for the financial year ended (FYE) 31 October 2011 (QR Oct 2011) announced on 30 December 2011 which was inaccurate particularly with regard to the carrying amount of property, plant and equipment, trade receivables, intangible assets and cash and bank balances in the balance sheets; and
• paragraphs 9.03(1) and 9.04(I) of the Main LR read together with paragraph 2.1(d) and (e) of Practice Note 1 for failing to make an immediate announcement in respect of the defaults in payments of various credit facilities by its subsidiary, Standard Confectionary Sdn. Bhd (SCSB).
  
  

SILVER is also required to carry out a limited review on its quarterly report submissions. The limited review must be performed by the company’s external auditors for four quarters commencing no later from the quarterly report for the financial period ended 31 October 2013. In addition, SILVER must ensure all its directors and relevant personnel attend a training programme in relation to compliance with the Main LR particularly pertaining to financial statements. SILVER is also required to review and ensure the adequacy and effectiveness of its financial reporting function.

The following directors of SILVER at the material time were found to have breached paragraph 16.13(b) read together with paragraphs 9.16(1)(a) and 2.18(1)(a) of the Main LR for permitting knowingly, or where they had reasonable means of obtaining such knowledge, SILVER to announce / submit the inaccurate QR Oct 2011.

The penalties imposed on the directors are as follows:-

	Name	Penalties
1.	Dato’ Jackson Tan Han Kook Managing Director (from 5 October 1993 until 30 April 2012)	Public Reprimand & Fine of RM500,000
2.	Ching Siew Cheong Executive Director (from 10 June 1997 until 30 April 2012)	Public Reprimand & Fine of RM500,000

Bursa Malaysia Securities views the above contraventions seriously as the requirement for companies to make timely and accurate disclosure of material information and financial statements are fundamental obligations of listed companies to enable investors to make informed investment decisions and preserve / sustain market integrity and investor confidence.

BACKGROUND
SILVER had on 29 February 2012 announced the irregularities in the company’s accounts where the external auditors had expressed concerns over the validity and recording of certain transactions. In the said announcement, SILVER further stated that PKF Advisory Sdn. Bhd. (PKF) had been appointed as the forensic accountants to conduct a forensic review into the financial irregularities and affairs of the company.

Arising from the findings of PKF’s Forensic Accounting Review Report (FARR) dated 28 May 2012, there were major adjustments in the following balance sheets items reported in the QR Oct 2011:-

	QR Oct 2011 (announced on 30 December 2011) RM’000	Adjusted figure stated in FARR dated 28 May 2012 RM’000	Difference
			RM’000	%
Property, plant & equipment	169,311	99,861	(69,450)	-41%
Trade receivables	87,459	16,113	(71,346)	-82%
Intangible assets	36,730	0	(36,730)	-100%
Cash and bank balances	34,699	4,310	(30,389)	-88%
			(207,915)

In addition, SILVER’s subsidiary, SCSB had defaulted in various credit facilities granted by Malaysia Building Society Berhad (MBSB) AmIslamic Bank Berhad (ABB) and RHB Bank Berhad (RHB) on 31 October 2011, 25 December 2011 and 29 December 2011 respectively. However, SILVER only announced the defaults in payments on 6 April 2012. The total amount outstanding of the defaulted credit facilities to MBSB, ABB and RHB exceeded 5% of the company’s net assets and cumulatively amounting to RM28,586,586.54 which represented 13.4% of the company’s net assets of RM213,418,000.00 as at 31 July 2011.

The finding of breach and imposition of the above penalties on SILVER and its directors were made pursuant to paragraph 16.19 of the Main LR upon completion of due process and after taking into consideration all facts and circumstances of the matter including the following:-

(a)        The knowledge, role, responsibilities and conduct of the directors:-

• Dato’ Jackson Tan Han Kook being the former managing director of SILVER responsible for the company’s day-to-day operations had or should have the knowledge of the financial affairs of the company and was in a position to detect, ascertain and ensure veracity of the impugned transactions / inaccurate figures set out in the QR Oct 2011. He could not abdicate his responsibilities and wholly rely on the finance department, the audit committee, the auditors and such other persons to ensure that the company’s accounts were accurate and in order particularly in the light of the magnitude of the impugned transactions / figures; and
• Ching Siew Cheong was the director primarily responsible for the financial management of SILVER from the FYE 31 October 2002 until his suspension on 24 February 2012. He had also admitted that he had ‘dressed up’ the company’s accounts albeit, allegedly at the instruction of the former managing director; and
  

(b)        The materiality of the breaches as follows:

• Arising from the various adjustments including the main adjustments on the above balance sheets items, SILVER’s adjusted shareholders’ fund as at 31 October 2011 was a negative shareholders’ fund of RM42,220,000 based on the FARR as compared to a positive shareholders’ fund of RM213,166,000 announced in the QR Oct 2011 on 30 December 2011;
• The veracity of the carrying amount of property, plant & equipment, trade receivables, intangible assets and cash and bank balances gave rise to the external auditors’ disclaimer opinion in the company’s annual audited accounts for FYE 31 October 2011announced on 29 February 2012 and led to the company triggering the criteria under paragraph 2.1(d) of Practice Note 17; and
• The Company’s share price dropped by 49.4% from RM0.405 on 24 February 2012 to RM0.205 on 1 March 2012 after SILVER announced the irregularities in the company’s accounts, the external auditors’ disclaimer opinion and the First Announcement pursuant to Practice Note 17 on 29 February 2012. There was also a high volume of the company’s securities traded on 29 February 2012 i.e. 26.4 million shares as compared to the average volume for the preceding 5 trading days (prior to the suspension from 27 February 2012 to 29 February 2012) of 228,000 shares.
  
  

icy97

High-5购Pastryville80%

财经新闻 财经  2014-03-21 12:18
（吉隆坡20日讯）High-5（HIGH5，7136，主板消费产品股）建议以现金22万令吉，收购Pastryville控股私人公司80%股权。

High-5是通过旗下Madeleine产业私人公司，向Pastryville控股收购3名股东所持有的80%股权。

公司计划进军高级面包市场，以及扩展每日现烤烘焙产品，所以决定收购Pastryville控股。

公司指出，完成收购后，将持有Pastryville控股旗下的烘焙坊、咖啡厅和每日现烤烘焙产品的相关基建，包括客户、供应商、支援、配备和系统。

此外，公司也能通过Pastryville控股旗下的分行，直接推介新产品给客户，扩充品牌认知度，并节省营运成本。【南洋网财经】

HIGH-5 CONGLOMERATE BERHAD

Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	HIGH-5 CONGLOMERATE BERHAD (formerly known as SILVER BIRD GROUP BERHAD) (“the Company” or “High-5”) - Acquisition of Unquoted Shares in Pastryville Holdings (M) Sdn Bhd (“Pastryville”)
The Board of Directors of High5 wishes to announce that Madeleine Property Sdn Bhd (“MPSB”), a wholly-owned subsidiary of the Company, had on 20 March 2014 entered into a sale and purchase agreement (“the SPA”) with Hoi Kong Fei, Poh Cheng Teng and Soh Swee Kim for the purchase of 80% of the equity interest in Pastryville Holdings (M) Sdn Bhd (“Pastryville”) subject to its acquisition of the entire issued and paid up share capital of its three (3) director/shareholder related companies, i.e. Pastryville Distribution (M) Sdn Bhd (“PD(M)SB”), Pastryville Concept (M) Sdn Bhd (“PC(M)SB”) and Pastryville Retail (M) Sdn Bhd (“PR(M)SB”) (collectively, the Pastryville Group”), for a  total cash consideration of RM220,000, resulting in Pastryville Group becoming the subsidiaries of the Company (“Proposed Acquisition”). Please refer to the attached file for full text of this announcement. This announcement is dated 20 March 2014.

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HIGH-5 CONGLOMERATE BERHAD

Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	HIGH-5 CONGLOMERATE BERHAD (formerly known as SILVER BIRD GROUP BERHAD) (“the Company” or “High-5”) - Acquisition of Unquoted Shares in Pastryville Holdings (M) Sdn Bhd (“Pastryville”)
Further to our announcement dated 20 March 2014, we would like to further clarify the following: 1.                  INTRODUCTION The Group will be acquiring the three (3) related companies together with the acquisition of Pastryville Holdings Sdn Bhd (“Pastryville”). Subsequent to our announcement of 20 March 2014, we have received confirmation that these three (3) related companies have now been wholly acquired by Pastryville, and are presently wholly owned subsidiary companies. 2.                  SALIENT TERMS OF ACQUISTION 2.1       Details of the three (3) companies are as follow: (a)              Pastryville Retail (M) Sdn Bhd was incorporated on 21 January 2013, under the Companies Act, 1965, as a private limited company, and has an authorised share capital of RM100,000 comprising 100,000 ordinary shares of RM1 each, of which 100 ordinary shares of RM1.00 each have been issued and fully paid-up. The directors of Pastryville Retail Sdn Bhd are Hoi Kong Fei, Poh Cheng Teng, David Song and Soh Swee Kim.  The shareholder is Pastryville. (b)             Pastryville Concept (M) Sdn Bhd was incorporated on 9 May 2013, under the Companies Act, 1965, as a private limited company, and has an authorised share capital of RM100,000 comprising 100,000 ordinary shares of RM1 each, of which 2 ordinary shares of RM1.00 each have been issued and fully paid-up. The directors of Pastryville Concept (M) Sdn Bhd are Hoi Kong Fei, Poh Cheng Teng and Soh Swee Kim.  The shareholder is Pastryville. (c)              Pastryville Distribution (M) Sdn Bhd was incorporated on 21 January 2013, under the Companies Act, 1965, as a private limited company, and has an authorised share capital of RM100,000 comprising 100,000 ordinary shares of RM1 each, of which 2 ordinary shares of RM1.00 each have been issued and fully paid-up. The directors of Pastryville Distribution (M) Sdn Bhd are Hoi Kong Fei, Poh Cheng Teng and Soh Swee Kim.  The shareholder is Pastryville. 2.3       Justification and Basis of Arriving at the Purchase Price The purchase price was arrived at a willing buyer and willing seller basis after negotiations between Pastryville and High-5 Conglomerate Berhad (“High-5”), in view of the synergies that High-5 will contribute towards the current operations of the Pastryville Group. The intended year end of the Pastryville Group for the current financial year is 31 March 2014, however, after the Acquisition, the financial year end for the Pastryville Group will be aligned with the High-5 Group at 31 October. 3.         EXPECTED GAIN/LOSS ARISING FROM THE TRANSACTION UPON ACQUISITION As the purchase consideration is below the proforma consolidated net assets of the Pastryville Group, the Board expects that there will be a resulting gain, being the excess of the acquirer’s interest in the net fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities, of RM137,150, to be recognised in profit or loss on the Acquisition, in accordance with Paragraph 34 of MFRS 3. This  announcement is dated 21 March 2014.

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SUMMARY OF KEY FINANCIAL INFORMATION 31/01/2014

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		31/01/2014	31/01/2013	31/01/2014	31/01/2013
		$$'000	$$'000	$$'000	$$'000

1	Revenue	19,242	22,171	19,242	22,171
2	Profit/(loss) before tax	-12,950	-10,620	-12,950	-10,950
3	Profit/(loss) for the period	-12,950	-10,649	-12,950	-10,649
4	Profit/(loss) attributable to ordinary equity holders of the parent	-12,972	-10,689	-12,972	-10,689
5	Basic earnings/(loss) per share (Subunit)	-3.19	-2.63	-3.19	-2.63
6	Proposed/Declared dividend per share (Subunit)	0.00	0.00	0.00	0.00
		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 ($$)	-0.4600		-0.4300