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楼主: 胡须佬

【OMESTI 9008 交流专区】(前名 FRB)

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发表于 31-5-2013 03:14 AM | 显示全部楼层
SUMMARY OF KEY FINANCIAL INFORMATION
31/03/2013
INDIVIDUAL PERIOD
CUMULATIVE PERIOD
CURRENT YEAR QUARTER
PRECEDING YEAR
CORRESPONDING
QUARTER
CURRENT YEAR TO DATE
PRECEDING YEAR
CORRESPONDING
PERIOD
31/03/2013
31/03/2012
31/03/2013
31/03/2012
$$'000
$$'000
$$'000
$$'000
1Revenue
109,616
84,283
338,581
294,927
2Profit/(loss) before tax
-33,505
-11,333
-31,557
-8,138
3Profit/(loss) for the period
-34,746
-12,154
-36,218
-13,091
4Profit/(loss) attributable to ordinary equity holders of the parent
-37,012
-19,165
-39,542
-10,953
5Basic earnings/(loss) per share (Subunit)
-19.91
-10.31
-21.27
-5.89
6Proposed/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 ($$)
0.7530
0.9617

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发表于 4-6-2013 01:57 AM | 显示全部楼层
FORMIS RESOURCES BERHAD

Instrument Type
Warrants
Description
Additional Warrants 2011/2016 of Formis Resources Berhad issued pursuant to the rights issue with warrants exercise
Listing Date
26/04/2011
Issue Date
20/04/2011
Issue/ Ask Price
Not Applicable
Issue Size Indicator
Unit
Issue Size in Unit
106,516,733
Maturity Date
19/04/2016
Revised Maturity Date
Exercise/ Conversion Period
5.00Year(s)
Revised Exercise/ Conversion Period
Exercise/Strike/Conversion Price
MYR 1.1000
Revised Exercise/Strike/Conversion Price
MYR 0.9600
Exercise/ Conversion Ratio
1 Warrant : 1 Share
Revised Exercise/ Conversion Ratio
Mode of satisfaction of Exercise/ Conversion price
Cash
Settlement Type/ Convertible into
Physical (Shares)

Remarks :
Pursuant to the rights issue with warrants undertaken by Formis Resources Berhad ("Formis"), details of which are set out in the announcement dated 5 November 2012, the exercise price of the outstanding warrants 2011/2016 in Formis constituted by the deed poll dated 4 April 2011 ("Warrants 2011/2016") was revised from RM1.10 to RM0.96 while an additional 13,566,634 Warrants 2011/2016 will be listed and quoted on 4 June 2013 on the Main Market of Bursa Malaysia Securities Berhad.

The said adjustments to the exercise price and the number of outstanding Warrants 2011/2016 took effect on 3 May 2013, being the next market day following the entitlement date for the rights issue with warrants in accordance with the provision of the deed poll dated 4 April 2011.

The notice to the holders of the Warrants 2011/2016 containing details of the adjustments to the exercise price and number of outstanding Warrants 2011/2016 pursuant to the rights issue with warrants exercise dated 6 May 2013 has been desptached to the holders of the Warrants 2011/2016.

This announcement is dated 3 June 2013.



Announcement Info
Company NameFORMIS RESOURCES BERHAD  
Stock NameFRB-WA   
Date Announced3 Jun 2013  
CategoryListing Information & Profile
Reference NoFR-130507-54727




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发表于 4-6-2013 01:58 AM | 显示全部楼层
FORMIS RESOURCES BERHAD

Instrument Type
Warrants
Description
Warrants issued pursuant to the Rights Issue with Warrants (as defined below)
Listing Date
04/06/2013
Issue Date
31/05/2013
Issue/ Ask Price
Not Applicable
Issue Size Indicator
Unit
Issue Size in Unit
83,142,487
Maturity Date
30/05/2018
Revised Maturity Date
Exercise/ Conversion Period
5.00Year(s)
Revised Exercise/ Conversion Period
Exercise/Strike/Conversion Price
MYR 0.5000
Revised Exercise/Strike/Conversion Price
Exercise/ Conversion Ratio
1 Warrant :1 Share
Revised Exercise/ Conversion Ratio
Mode of satisfaction of Exercise/ Conversion price
Cash
Settlement Type/ Convertible into
Physical (Shares)

Remarks :
The warrants are issued to entitled shareholders of Formis Resources Berhad ("Formis") pursuant to the renounceable rights issue of 166,284,975 new ordinary shares of RM0.50 each in Formis (" Formis Shares") ("Rights Shares") together with 83,142,487 free detachable warrants ("Warrants") at an issue price of RM0.50 per Rights Shares on the basis of two (2) Rights Shares together with one (1) free Warrant for every two (2) exisiting Formis Shares held as at 5.00 p.m. on 2 May 2013 ("Rights Issue with Warrants").

Each Warrant carries the entitlement to subscribe for one (1) Formis Share at the exercise price of RM0.50 and at any time during the exercise period indicated above, subject to the adjustments in accordance with the provisions of the deed poll dated 18 April 2013, constituting the Warrants. Any Warrants not exercised during the Exercise Period will thereafter lapse and cease to be valid.

This announcement is dated 3 June 2013.



Announcement Info
Company NameFORMIS RESOURCES BERHAD  
Stock NameFRB-WB   
Date Announced3 Jun 2013  
CategoryListing Information & Profile
Reference NoMB-130527-68221




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发表于 4-6-2013 02:00 AM | 显示全部楼层
FORMIS RESOURCES BERHAD

LISTING'S CIRCULAR NO. L/Q : 67992 OF 2013

Kindly be advised that:-

(i)        FORMIS’s additional 166,284,975 Rights Shares issued pursuant to the Rights Issue with Warrants will be granted listing and quotation with effect from 9.00 a.m., Tuesday, 4 June 2013;

(ii)        FORMIS’s 83,142,487 Warrants issued pursuant to the Rights Issue with Warrants will be admitted to the Official List of Bursa Securities and the listing and quotation of these Warrants on the Main Market, will be granted with effect from 9.00 a.m., Tuesday, 4 June 2013; and

(iii)        FORMIS’s additional 13,566,634 warrants 2011/2016 issued resulting from the adjustment to the number of Warrants 2011/2016 as specified in the Deed Poll pursuant to the Rights Issue with Warrants, will be granted listing and quotation with effect from 9.00 a.m., Tuesday, 4 June 2013.

The Stock Short Name, ISIN Code and Stock Number of the Warrants are "FRB-WB", “MYL9008WBS58” and "9008WB" respectively.


1. Details of Corporate Proposal
Whether the corporate proposal involves the issuance of new type
and new class of securities?
No
Types of corporate proposal
Rights Issue
Details of corporate proposal
ADJUSTMENTS MADE TO THE EXERCISE PRICE OF FORMIS RESOURCES BERHAD’S (“FORMIS”) WARRANTS 2011/2016 ("ADDITIONAL WARRANTS") AND THE NUMBER OF ADDITIONAL WARRANTS IN ACCORDANCE WITH THE DEED POLL DATED 4 APRIL 2011 PURSUANT TO THE RENOUNCEABLE RIGHTS ISSUE OF 166,284,975 NEW ORDINARY SHARES OF RM0.50 EACH IN FORMIS (“FORMIS SHARES”) (“RIGHTS SHARES”) TOGETHER WITH 83,142,487 FREE NEW DETACHABLE WARRANTS (“WARRANTS”) AT AN ISSUE PRICE OF RM0.50 PER RIGHTS SHARE ON THE BASIS OF TWO (2) RIGHTS SHARES TOGETHER WITH ONE (1) FREE WARRANT FOR EVERY TWO (2) EXISTING FORMIS SHARES HELD ON 2 MAY 2013 (“RIGHTS ISSUE WITH WARRANTS”) (“ADJUSTMENTS”)
No. of shares issued under this corporate proposal
13,566,634
Issue price per share ($$)
MYR 0.000
Par Value ($$)
MYR 0.000
Latest issued and paid up share capital after the above corporate proposal in the following
Units
352,185,174
Currency
MYR 0.000
Listing Date
04/06/2013

本帖最后由 icy97 于 4-6-2013 02:06 AM 编辑

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发表于 7-6-2013 10:12 PM | 显示全部楼层
icy97 发表于 17-1-2013 11:38 PM
富美300萬購FHCN 40%

大馬  2013-01-18 17:40

ORMIS RESOURCES BERHAD

Type
Announcement
Subject
TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
Description
EXECUTION OF SHARE SALE AND SUBSCRIPTION AGREEMENT, SHAREHOLDERS’ AGREEMENT AND CALL OPTION AGREEMENT
- FIBER AT HOME CITY NETWORKS SDN BHD (COMPLETION)
We refer to our announcements made on 17 January 2013 and 23 April 2013 in respect of the execution of Share Sale and Subscription Agreement, Shareholders' Agreement and Call Option Agreement (Announcements").

For consistency, the abbreviations and definitions used throughout this announcement are the same as those previously defined in the Announcements.

The Board of Directors of Formis Resources Berhad is pleased to announce the completion of the acquisition of the remaining 40,000 and the subscription of 2nd Tranche of 250,000 ordinary shares of RM1.00 each in FHCN on 7 June 2013 as mutually agreed upon by CNA and FHCN.

Accordingly, FHCN is now a 40% owned associated company of CNA.

This announcement is dated 7 June 2013.

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发表于 13-6-2013 10:50 AM | 显示全部楼层
FORMIS RESOURCES BERHAD

Type
Announcement
Subject
OTHERS
Description
Execution of Shares Sale Agreement In respect of 49% of the Issued and Paid-up Capital of First Solution Sdn Bhd (“Shares Sale Agreement”)
The Board of Directors of Formis Resources Berhad (“the Company” and/or “FRB”) wishes to announce that Formis Holdings Berhad (“FHB”), a wholly-owned subsidiary of FRB, has on 12 June 2013 entered into a Shares Sale Agreement with Mohamed Maharoof Bin Vaheed (“Maharoof”) for the acquisition of the remaining 343,000 ordinary shares of RM1.00 each in First Solution Sdn Bhd (“FSSB”), representing 49% of the issued and paid-up capital of FSSB from Maharoof for a total cash consideration of RM4,733,400 (“Acquisition”).The Acquisition will be financed entirely by internally generated funds.

The purchase consideration of RM4,733,400 was arrived at on a willing buyer and willing seller basis after taking into consideration the net asset value of FSSB attributable to the non-controlling interest based on the audited financial statements of FSSB for the financial year ended 31 March 2012 of RM2,281,021 and the future earnings of FSSB.

FHB currently owns 51% of FSSB. Upon completion of the Acquisition, FSSB will become a wholly-owned subsidiary of FHB.

FSSB was incorporated as a private limited company on 14 August 1996 in Malaysia under the Companies Act, 1965 under the name of Virtual Interest Sdn Bhd and assumed its present name on 2 October 1996. As at 10 June 2013, the authorised share capital of FSSB is RM1,000,000 comprising 1,000,000 ordinary shares of RM1.00 each (“FSSB Shares”), of which RM700,002 comprising 700,002 FSSB Shares have been issued and credited as fully paid-up. FSSB is principally involved in the distribution and maintenance of computer hardware and software. The directors of FSSB are Ahmad Bin Khalid and Neo Poh Lian.

The Acquisition would enable FHB to have full control over the equity and strategic direction of FSSB.

The Acquisition has no material effect on the net assets per share, gearing, share capital and the substantial shareholdings of FRB for the financial year ending 31 March 2014. The Acquisition is expected to contribute positively to the future earnings and earnings per share of FRB as the Group is able to consolidate 100% earnings of FSSB upon completion of the Acquisition.

None of the Directors and/or substantial shareholders of FRB and/or persons connected with the Directors and/or substantial shareholders of FRB, has any interest, direct or indirect, in the Acquisition.

The Directors of FRB, after having considered all aspects of the Acquisition, are of the opinion that the Acquisition is in the best interest of the FRB Group.

The Acquisition is not subject to the approval of the shareholders of FRB or any other relevant Authorities.

A copy of the Shares Sale Agreement is available for inspection at the registered office of FRB during normal office hours on Mondays to Fridays (except public holidays) at 16th Floor, KH Tower, 8 Lorong P. Ramlee, 50250 Kuala Lumpur for a period of three (3) months from the date of this announcement.

This announcement is dated 12 June 2013.

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发表于 14-6-2013 10:09 PM | 显示全部楼层
富美購First Solution 49%

熱股評析  2013-06-15 18:00
(吉隆坡15日訊)富美資源(F R B,9008,主板科技組)以473萬3千400令吉收購FirstSolution公司49%股權。

該公司發文告表示,獨資子公司Formis控股公司擁有First S o l u t i o n公司51%股權,購買餘下49%股權使其可全權擬訂FirstSolution的策略方向。

該收購計劃所需資金全數透過內部融資進行,完成收購後,預計會對未來盈利作出正面貢獻。(星洲日報)

FORMIS RESOURCES BERHAD

Type
Announcement
Subject
OTHERS
Description
EXECUTION OF SHARES SALE AGREEMENT IN RESPECT OF 49% OF THE ISSUED AND PAID-UP CAPITAL OF FIRST SOLUTION SDN BHD (COMPLETION)
We refer to our announcement dated 12 June 2013 in respect of the execution of Shares Sale Agreement in respect of 49% of the issued and paid-up capital of First Solution Sdn Bhd ("FSSB") ("Announcement").

For consistency, the abbreviation and definitions used throughout this announcement are the same as those previously defined in the Announcement.

The Board of Directors of Formis Resources Berhad ("FRB") is pleased to announce that the acquisition of the remaining 343,000 ordinary shares of RM1.00 each in FSSB by Formis Holdings Berhad ("FHB") has been completed on 14 June 2013.

Accordingly, FSSB is now a wholly-owned subsidiary of FHB.

This announcement is dated 14 June 2013.

本帖最后由 icy97 于 15-6-2013 08:20 PM 编辑

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发表于 18-6-2013 12:48 PM | 显示全部楼层
富美全購延至下月9日

大馬  2013-06-18 11:21
(吉隆坡17日訊)富美資源(FRB,9008,主板科技組)對微想科技(MICROLN,0126,創業板科技組)提出的全面獻購建議,至今僅有不到6%的股東接納。

興業投資銀行代表富美資源發出文告說,獻購計劃期限已從本週三(19日)延至下月9日。

截至上週五(14日),富美資源僅增持微想科技的5.24%股權,加上手中的29.21%股權,總持股僅34.45%。另有一批微想科技的0.04%股權仍待驗證。

根據上市條例,任何有意展開全面獻購計劃的上市公司股東,必須增持他們未掌控股權的90%,才可完成全面獻購。

上月初,富美資源建議以每股60仙全面獻購未持有的微想科技股權,但有意維持後者上市地位。由於當時微想科技股價同為60仙,這項獻購計劃並未獲得市場看好。

今日閉市,微想科技繼續守在60仙平盤水平。(星洲日報/財經)


Type
Announcement
Subject
TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
Description
FORMIS RESOURCES BHD (“FRB” OR THE “COMPANY”)

CONDITIONAL VOLUNTARY TAKE-OVER OFFER BY FORMIS HOLDINGS BERHAD (“FHB” OR THE “OFFEROR”), A WHOLLY-OWNED SUBSIDIARY OF FRB, TO ACQUIRE THE FOLLOWING:

I. ALL THE REMAINING ORDINARY SHARES OF RM0.10 EACH IN MICROLINK SOLUTIONS BERHAD (“MICROLINK”) (“MICROLINK SHARES”) WHICH ARE NOT ALREADY OWNED BY FHB; AND

II. ALL THE NEW MICROLINK SHARES THAT MAY BE ALLOTTED AND ISSUED UP TO THE CLOSE OF THE OFFER (AS DEFINED HEREIN) PURSUANT TO THE EXERCISE OF ANY OUTSTANDING OPTIONS GRANTED UNDER MICROLINK’S EXISTING EMPLOYEE SHARE OPTION SCHEME (“ESOS”),

FOR A CASH CONSIDERATION OF RM0.60 FOR EVERY ONE (1) MICROLINK SHARE
The terms used herein shall, unless otherwise stated, bear the same meaning as those defined in the announcement dated 7 May 2013 in relation to the Offer.

We refer to the announcement dated 7 May 2013 and 28 May 2013 in relation to the Offer.

On behalf of FRB and the Offeror, RHB Investment Bank wishes to announce that the closing date and time of the Offer has been extended from 5.00 p.m. (Malaysian time) on Wednesday, 19 June 2013 to 5.00 p.m. (Malaysian time) on Tuesday, 9 July 2013 (“Extended Closing Date”), unless otherwise extended by the Offeror subject to the provisions of the Malaysian Code on Take-Overs And Mergers 2010 (“Code”). Save for the Extended Closing Date, all other details, terms and conditions of the Offer remain unchanged. The notice of the said Extended Closing Date will be posted to the holders of the Offer Shares accordingly (including the holders of Offer Shares who have accepted the Offer).

In accordance with Section 26(1) of the Code, the position and level of acceptance as at 5.00 p.m. (Malaysian time) on Friday, 14 June 2012 are as follows:
No. of Microlink Shares
% of Microlink Shares*
Microlink Shares held as at the despatch of the Offer Document on 28 May 2013 (“Despatch Date”)
(i) by Offeror
39,044,600
29.21
(ii) by person acting in concert (“PAC”)
-
-
Total Microlink Shares held by the Offeror and its PAC as at the Despatch Date
39,044,600
29.21
Microlink Shares for which acceptances under the Offer (which are complete and valid in all respects) have been received by the Offeror after the Despatch Date and up to 5.00 p.m. (Malaysian time) on 14 June 2013
7,004,100
5.24
Microlink Shares acquired or agreed to be acquired by the Offeror and its PAC after the Despatch Date and up to 5.00 p.m. (Malaysian time) on 14 June 2013
-
-
Total Microlink Shares held by the Offeror and its PAC as at 14 June 2013
46,048,700
34.45
Microlink Shares for which acceptances under the Offer (which are subject to verification) have been received by the Offeror after the Despatch Date and up to 5.00 p.m. (Malaysian time) on 14 June 2013
55,824
0.04
Note:
*        Based on the issued and paid-up share capital of Microlink as at 14 June 2013 of 133,677,020 Microlink Shares.

This announcement is dated 17 June 2013.
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发表于 29-6-2013 02:20 AM | 显示全部楼层
FORMIS RESOURCES BERHAD

Type
Announcement
Subject
OTHERS
Description
NEW INCORPORATION OF SUBSIDIARY COMPANY
The Board of Directors of Formis Resources Berhad ("FRB”) wishes to announce that Formis Development Sdn Bhd, an indirect wholly-owned subsidiary of FRB had on 26 June 2013 incorporated a wholly-owned subsidiary company known as Ohana Business Specialist Sdn Bhd (“Ohana”). The authorised share capital of Ohana is RM100,000.00 comprising 100,000 ordinary shares of RM1.00 each of which RM2.00 comprising 2 ordinary shares of RM1.00 each has been issued and fully paid-up. Ohana is currently dormant and the intended principal activities are to carry on the business of internet service provider, telecommunication network and other related services both locally and internationally.

The incorporation will not have any material effect on the net assets per share, gearing, share capital and the substantial shareholders’ shareholdings of FRB for the financial year ending 31 March 2014.

None of the Directors and substantial shareholders of FRB and/or persons connected with them, has any interest, direct or indirect, in the incorporation.

This announcement is dated 28 June 2013.

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发表于 2-7-2013 02:10 AM | 显示全部楼层
最多投资2491万 富美资源购Bancore股权

财经新闻 财经  2013-07-04 10:29
(吉隆坡3日讯)富美资源(FRB,9008,主板科技组)将投入最多600万欧元(约2491万1000令吉),购买Bancore股权。

富美资源向马交易所报备,公司将以300欧元(约1245万5500令吉)购买Bancore的67万3054股,相等于14.29%股权。

公司也有9个月期限,决定是否购买另外的67万3054股。

富美资源解释,这计划让公司接触到这庞大的商机,因为移动科技改变了传统的汇款服务。

Bancore的主要业务,是为跨国企业提供流动银行和微型支付款项服务。[南洋网财经]

FORMIS RESOURCES BERHAD

Type
Announcement
Subject
TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
Description
PROPOSED INVESTMENT IN BANCORE A/S
The Board of Directors (“the Board”) of Formis Resources Berhad (“FRB” and/or “the Company”) wishes to announce that the Company had on 28 June 2013 entered into a Term Sheet with Bancore A/S (“Bancore”) for investment in Bancore for a total consideration of up to Euro Six Million (EUR6,000,000) [equivalent to RM24,921,000 based on the conversion rate of RM1 = EUR0.2408 as at 28 June 2013] only (hereinafter referred to as “Proposed Investment”).
Attachments

本帖最后由 icy97 于 4-7-2013 11:22 AM 编辑

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发表于 5-7-2013 03:32 PM | 显示全部楼层
FORMIS RESOURCES BERHAD

Type
Announcement
Subject
TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
Description
FORMIS RESOURCES BHD (“FRB” OR THE “COMPANY”)

CONDITIONAL VOLUNTARY TAKE-OVER OFFER BY FORMIS HOLDINGS BERHAD (“FHB” OR THE “OFFEROR”), A WHOLLY-OWNED SUBSIDIARY OF FRB, TO ACQUIRE THE FOLLOWING:

I. ALL THE REMAINING ORDINARY SHARES OF RM0.10 EACH IN MICROLINK SOLUTIONS BERHAD (“MICROLINK”) (“MICROLINK SHARES”) WHICH ARE NOT ALREADY OWNED BY FHB; AND

II. ALL THE NEW MICROLINK SHARES THAT MAY BE ALLOTTED AND ISSUED UP TO THE CLOSE OF THE OFFER (AS DEFINED HEREIN) PURSUANT TO THE EXERCISE OF ANY OUTSTANDING OPTIONS GRANTED UNDER MICROLINK’S EXISTING EMPLOYEE SHARE OPTION SCHEME (“ESOS”),

FOR A CASH CONSIDERATION OF RM0.60 FOR EVERY ONE (1) MICROLINK SHARE
The terms used herein shall, unless otherwise stated, bear the same meaning as those defined in the announcement dated 7 May 2013 in relation to the Offer.

We refer to the announcements dated 7 May 2013, 28 May 2013 and 17 June 2013 in relation to the Offer.

On behalf of FRB and the Offeror, RHB Investment Bank wishes to announce that the closing date of the Offer has been further extended from 5.00 p.m. (Malaysian time) on Tuesday, 9 July 2013 to 5.00 p.m. (Malaysian time) on Thursday, 25 July 2013 (“2nd Extended Closing Date”). Save for the 2nd Extended Closing Date, all other details, terms and conditions of the Offer remain unchanged. The notice of the said 2nd Extended Closing Date will be posted to the holders of the Offer Shares accordingly (including the holders of Offer Shares who have accepted the Offer).

In accordance with Section 26(1) of the Code, the position and level of acceptance as at 5.00 p.m. (Malaysian time) on Thursday, 4 July 2013 are as follows:

No. of Microlink Shares
% of Microlink Shares*
Microlink Shares held as at 28 May 2013 (“Posting Date”)
by Offeror
39,044,600
29.21
by person acting in concert (“PAC”)
-
-
Total Microlink Shares held by the Offeror and its PAC as at the Posting Date
39,044,600
29.21
Microlink Shares for which acceptances under the Offer (which are complete and valid in all respects) have been received by the Offeror after the Posting Date and up to 5.00 p.m. (Malaysian time) on 4 July 2013
7,534,224
5.63
Microlink Shares acquired or agreed to be acquired by the Offeror and its PAC after the Posting Date and up to 5.00 p.m. (Malaysian time) on 4 July 2013
-
-
Total Microlink Shares held by the Offeror and its PAC as at 4 July 2013
46,578,824
34.84
Microlink Shares for which acceptances under the Offer (which are subject to verification) have been received by the Offeror after the Posting Date and up to 5.00 p.m. (Malaysian time) on 4 July 2013
1,000
^
Notes:
*        Based on the issued and paid-up share capital of Microlink as at 4 July 2013 of 133,677,020 Microlink Shares.
^        Negligible.

This announcement is dated 5 July 2013.
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发表于 15-7-2013 02:45 PM | 显示全部楼层
增持股權至38.41%‧富美資源須全購微想

大馬  2013-07-16 11:07
(吉隆坡15日訊)富美資源(FRB,9008,主板科技組)在公開市場增持微想科技(MICROLN,0126,創業板科技組)股權至38.41%,令全面獻購微想科技計劃從自願性全購轉為強制性全購。

該公司發文告表示,在2013年7月11日至12日間在公開市場收購微想科技額外1千230萬4千股股票,相等於9.21%股權,股權從29.2%走揚至38.41%,超出微想科技繳足資本的33%,全購計劃從自願性全購轉向強制性全購,但其他全購條件和細節維持不變。

值得注意的是,富美資源在6個月內收購微想科技股權最高收購價為60仙,並未超越其每股60仙的獻購價。

富美資源是在今年5月初建議以每股60仙全購未持有的微想科技股權,但有意維持後者上市地位。

不過,獨立顧問肯納格投資銀行認為,富美資源每股60仙獻購價並未反映微想科技強勁的淨現金地位,更低於微想科技的合理價,顯示價值遭到低估,因此認為其全購獻議“不公平不合理”,建議微想科技股東拒絕接受。(星洲日報/財經)

FORMIS RESOURCES BERHAD

Type
Announcement
Subject
TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
Description
FORMIS RESOURCES BHD (“FRB” OR THE “COMPANY”)

CONDITIONAL MANDATORY TAKE-OVER OFFER BY FORMIS HOLDINGS BERHAD (“FHB” OR THE “OFFEROR”), A WHOLLY-OWNED SUBSIDIARY OF FRB, TO ACQUIRE THE FOLLOWING:
I. ALL THE REMAINING ORDINARY SHARES OF RM0.10 EACH IN MICROLINK SOLUTIONS BERHAD (“MICROLINK”) (“MICROLINK SHARES”) WHICH ARE NOT ALREADY OWNED BY FHB; AND
II. ALL THE NEW MICROLINK SHARES THAT MAY BE ALLOTTED AND ISSUED UP TO THE CLOSE OF THE OFFER (AS DEFINED HEREIN) PURSUANT TO THE EXERCISE OF ANY OUTSTANDING OPTIONS GRANTED UNDER MICROLINK’S EXISTING EMPLOYEE SHARE OPTION SCHEME (“ESOS”),
FOR A CASH CONSIDERATION OF RM0.60 FOR EVERY ONE (1) MICROLINK SHARE
The terms used herein shall, unless otherwise stated, bear the same meaning as those defined in the announcement dated 7 May 2013 in relation to the Offer.

We refer to the announcements dated 7 May 2013, 28 May 2013, 17 June 2013, 5 July 2013, 8 July 2013, 12 July 2013 and 15 July 2013 in relation to the Offer.

On behalf of the Offeror, RHB Investment Bank wishes to announce that FHB had between 11 July 2013 and 12 July 2013 acquired an additional 12,304,000 Microlink Shares from the open market and off-market, representing approximately 9.21% of the issued and paid-up share capital of Microlink, as detailed below:

No. of Microlink Shares
% of issued and paid-up share capital of Microlink(1)
Transacted price per share
(RM)
Microlink Shares held by FHB as at 28 May 2013
39,044,600
29.20
Microlink Shares acquired by FHB after the date of the Offer Document are as follows:
- 11 July 2013
4,231,700
3.17
0.60
- 12 July 2013
8,072,300
6.04
0.60
Microlink Shares held by FHB as at 12 July 2013
51,348,600
38.41
In view of the aforesaid acquisition of Microlink Shares, the percentage shareholdings of FHB in Microlink has increased from 29.20%(1) to 38.41%(1), which has exceeded 33% of the issued and paid-up share capital of Microlink. Pursuant to Section 9(1) of the Code, the voluntary take-over offer has become a mandatory take-over offer and will be subject to the relevant provisions of the Code relating to mandatory offers. Accordingly, the Offer is now conditional only upon section 1.4(a) of the Offer Document, namely the 50% Acceptance Condition, and the other terms and conditions of the Offer remain unchanged.

Note:
(1) Based on the issued and paid-up share capital of Microlink as at 12 July 2013 of 133,702,900 Microlink Shares.

In addition, the highest transacted price that FHB and its PAC had dealt in Microlink Shares within the six (6) months prior to the beginning of the Offer Period and during the Offer Period up to and including 12 July 2013 is RM0.60, which is not higher than the Offer Price of RM0.60 per Microlink Share.

FHB has vide a supplemental notice dated 15 July 2013 informed the Board of Microlink in respect of the aforementioned matter (“Supplemental Notice”). A copy of the Supplemental Notice is attached.

This announcement is dated 15 July 2013.
Attachments
本帖最后由 icy97 于 16-7-2013 09:48 PM 编辑

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发表于 22-7-2013 11:02 PM | 显示全部楼层
FORMIS RESOURCES BERHAD

Type
Announcement
Subject
TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
Description
Execution of Shareholders’ Agreement and Supplemental Agreement
- PDAC Formis Sdn Bhd
The Board of Directors of Formis Resources Berhad (“FRB” and/or “the Company”) wishes to announce that Nostalgic Properties Sdn Bhd (“NPSB”), a wholly-owned subsidiary of Man Yau Holdings Berhad, which in turn is a wholly-owned subsidiary of FRB, has on 22 July 2013 entered into the following agreements:-

1)         Shareholders’ Agreement with Pehin Orang Kaya Pekerma Lela Dato Paduka Hj Awang Chuchu bin Penglima Asgar Dato Paduka Hj Awang Abdullah (“PDAC”) of No. 1, Spg 274, Kg Sg Tilong BC3315, Jalan Muara, Brunei Darussalam and PDAC Formis Sdn Bhd, to set up a joint venture company in Brunei Darussalam namely, PDAC Formis Sdn Bhd which will be undertaking the business(es) in Brunei amongst others, in information technology related businesses, property development etc., to regulate their relationships as shareholders of PDAC Formis Sdn Bhd (“Shareholders’ Agreement”); and

2)         Supplemental Agreement with PDAC and PDAC Formis Sdn Bhd for the purpose of recording some arrangements and understanding relating and supplemental to the Shareholders’ Agreement;

This announcement is dated 22 July 2013.
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发表于 24-7-2013 12:40 AM | 显示全部楼层
富美全購微想晉無條件

大馬  2013-07-24 11:03
(吉隆坡23日訊)隨著富美資源(FRB,9008,主板科技組)已持有微想科技(MICROLN,0126,創業板科技組)超過50%股權,此獻購案已轉為無條件性。

同時,獻購期限也從7月25日,延長至8月12日下午5時。

富美資源發表文告指出,截至7月23日(本週二),富美資源已持有微想科技的50.01%股權,再加上已接獲但未審核的2.62%,則手持52.63%。

富美資源建議以每股60仙全購微想科技。(星洲日報/財經)

FORMIS RESOURCES BERHAD

Type
Announcement
Subject
TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
Description
FORMIS RESOURCES BHD (“FRB” OR THE “COMPANY”)

UNCONDITIONAL MANDATORY TAKE-OVER OFFER BY FORMIS HOLDINGS BERHAD (“FHB” OR THE “OFFEROR”), A WHOLLY-OWNED SUBSIDIARY OF FRB, TO ACQUIRE THE FOLLOWING:
I. ALL THE REMAINING ORDINARY SHARES OF RM0.10 EACH IN MICROLINK SOLUTIONS BERHAD (“MICROLINK”) (“MICROLINK SHARES”) WHICH ARE NOT ALREADY OWNED BY FHB; AND
II. ALL THE NEW MICROLINK SHARES THAT MAY BE ALLOTTED AND ISSUED UP TO THE CLOSE OF THE OFFER (AS DEFINED HEREIN) PURSUANT TO THE EXERCISE OF ANY OUTSTANDING OPTIONS GRANTED UNDER MICROLINK’S EXISTING EMPLOYEE SHARE OPTION SCHEME (“ESOS”),
FOR A CASH CONSIDERATION OF RM0.60 FOR EVERY ONE (1) MICROLINK SHARE
Unless otherwise stated, the words and abbreviations used herein shall have the same meaning as defined in offer document dated 28 May 2013 (“Offer Document”) and the notices to shareholders of Microlink dated 17 June 2013 and 5 July 2013 in relation to the Offer.
We refer to the announcements dated 7 May 2013, 28 May 2013, 17 June 2013, 5 July 2013, 8 July 2013, 12 July 2013, 15 July 2013, 16 July 2013, 17 July 2013, 18 July 2013, 19 July 2013 and 22 July 2013 in relation to the Offer.

As set out in Section 2.2 of the Offer Document, the Offer is conditional upon the following:
(a)        the 50% Acceptance Condition; and
(b)        the approval of the shareholders of FRB at an EGM to be convened. The approval of the shareholders of FRB for the Offer had been obtained at an EGM convened on 8 July 2013.

In relation thereto and on behalf of the Offeror, RHB Investment Bank wishes to inform the holders of the Offer Shares that as at 5.00 p.m. (Malaysian time) on Monday, 23 July 2013, the Offeror has received valid acceptances from the holders of the Offer Shares resulting in the Offeror holding in aggregate, together with such Microlink Shares that are already acquired, held or entitled to be acquired or held, more than fifty percent (50%) of the total voting shares of Microlink.

Accordingly, the Offer has become unconditional as to the level of acceptances as of today, Tuesday 23 July 2013 (“Unconditional Date”).

Pursuant to Section 25(3) of the Code and in accordance with the terms and conditions as set out in the Offer Document, the Offeror shall keep the Offer open for acceptances for at least fourteen (14) days from the Unconditional Date.

In relation thereto, on behalf of the Offeror, we wish to inform that the closing date and time for acceptance of the Offer have been extended from 5.00 p.m. (Malaysian time) on Thursday, 25 July 2013 to 5.00 p.m. (Malaysian time) on Monday, 12 August 2013, being twenty (20) days from the Unconditional Date.

Save for the said extension of time for the Offer, all other details, terms and conditions as set out in the Offer Document remain unchanged.

The notice for the said extension of time for the Offer will be posted to the holders of the Offer Shares accordingly (including the Accepting Holders).

A copy of the press notice on the abovementioned matters is attached.

This announcement is dated 23 July 2013.
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本帖最后由 icy97 于 26-7-2013 03:23 PM 编辑

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发表于 7-8-2013 12:10 AM | 显示全部楼层
FORMIS RESOURCES BERHAD

Type
Announcement
Subject
NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS)
FUND RAISING
Description
FORMIS RESOURCES BERHAD (“FRB" OR THE "COMPANY")

PROPOSED PRIVATE PLACEMENT OF UP TO 10% OF THE ISSUED AND PAID-UP SHARE CAPITAL OF FRB (“PROPOSED PRIVATE PLACEMENT”)
On behalf of the Board of Directors of FRB, Inter-Pacific Securities Sdn. Bhd. wishes to announce that the Company proposes to undertake a private placement of up to 10% of the issued and paid-up share capital of FRB to third party investors to be determined later.

This announcement is dated 6 August 2013.
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发表于 7-8-2013 12:19 AM | 显示全部楼层
富美持96.5%股權‧微想9月6日停牌

大馬  2013-08-07 11:09
(吉隆坡6日訊)由於富美資源(FRB,9008,主板科技組)全購導致公眾持股低於10%,微想科技(MICROLN,0126,創業板科技組)因抵觸創業板上市條例而宣佈從今年9月6日(週五)上午9時起停牌。

微想科技今日透過文告說,公司三大股東已於本週一(5日)完成脫售手頭上所有持股,富美資源因此正式掌握微想科技超過96.59%股權,抵觸上市公司的公眾持股條例,在尚未解決公眾持股問題前提下將於1個月後停牌。

交易所數據顯示,微想科技大股東楊家成、龐漢文(譯音)和諾馬拉惹農吉,分別於本週一完成以每股60仙,將各別持有的2千零30萬670股、1千435萬6千182股及2千零30萬5千670股脫售給全購方。

不過,之前富美曾強調董事部表示將盡力配售出足夠的股票數量,以期達成最低公眾持股條件,潛在選項包括落實雇員配股計劃和將倒置收購獻議下收穫的微想科技股票配售給第三方投資者。

在交易所條例下,微想科技必須在3個月內達成至少25%公眾持股,才能解除停牌命運。

富美私下配股10%

另一方面,富美資源將私下配售最高占繳足資本10%的新股,以籌資償還銀行貸款,及充當公司營運資本用途。

該公司文告指出,若是公司憑單全部轉換為母股,預料該公司的私下配售新股計劃,將最高可達到5千418萬4千439股,或占擴大資本後的10%股權。

若以每股發售參考價60仙為准,該公司最少可籌資2千113萬1千令吉,最高則達到3千251萬1千令吉。使該公司擴大後繳足資本,從目前的1億7千609萬2千587令吉,最高可增加至2億9千801萬4千417令吉。(星洲日報/財經)

FORMIS RESOURCES BERHAD

Type
Announcement
Subject
TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
Description
FORMIS RESOURCES BHD (“FRB” OR THE “COMPANY”)

UNCONDITIONAL MANDATORY TAKE-OVER OFFER BY FORMIS HOLDINGS BERHAD (“FHB” OR THE “OFFEROR”), A WHOLLY-OWNED SUBSIDIARY OF FRB, TO ACQUIRE THE FOLLOWING:
I. ALL THE REMAINING ORDINARY SHARES OF RM0.10 EACH IN MICROLINK SOLUTIONS BERHAD (“MICROLINK”) (“MICROLINK SHARES”) WHICH ARE NOT ALREADY OWNED BY FHB; AND

II. ALL THE NEW MICROLINK SHARES THAT MAY BE ALLOTTED AND ISSUED UP TO THE CLOSE OF THE OFFER (AS DEFINED HEREIN) PURSUANT TO THE EXERCISE OF ANY OUTSTANDING OPTIONS GRANTED UNDER MICROLINK’S EXISTING EMPLOYEE SHARE OPTION SCHEME (“ESOS”),

FOR A CASH CONSIDERATION OF RM0.60 FOR EVERY ONE (1) MICROLINK SHARE
Unless otherwise stated, the words and abbreviations used herein shall have the same meaning as defined in offer document dated 28 May 2013 (“Offer Document”) and the notices to shareholders of Microlink dated 17 June 2013, 5 July 2013 and 23 July 2013 in relation to the Offer.

On behalf of the Offeror, RHB Investment Bank wishes to inform the holders of the Offer Shares that as at 5.00 p.m. (Malaysian time) on Tuesday, 6 August 2013, the Offeror has received valid acceptances from holders of the Offer Shares resulting in the Offeror holding in aggregate, together with such Microlink Shares that are already acquired, held or entitled to be acquired or held, more than nine-tenths (i.e. more than 92.83%) in the nominal value of the voting shares of Microlink (excluding the Microlink Shares already held at the date of the Offer by FHB and its PAC).

Notwithstanding the above, the Offeror does not intend to invoke Section 222(1) of the CMSA to compulsorily acquire any outstanding Offer Shares for which valid acceptances have not been received prior to the Closing Date.

As announced on 6 August 2013, Bursa Malaysia Securities Berhad (“Bursa Securities”) will suspend the trading of Microlink Shares with effect from 9.00 a.m. (Malaysian time) on Friday, 6 September 2013. The suspension will result in Microlink Shares no longer being traded on Bursa Securities and there will no longer be an active market for trading of Microlink Shares.

Acceptances under the Offer will close at 5.00 p.m. (Malaysian time) on Monday, 12 August 2013 as stated in the notice to shareholders of Microlink dated 23 July 2013. All other details, terms and conditions as set out in the Offer Document remain unchanged.

In addition to the foregoing, a notice will be issued to holders of Microlink Shares who have not accepted the Offer in due course pursuant to subsection 223(2) of the CMSA setting out, amongst others, the rights of minority shareholders to require the Offeror to acquire the Microlink Shares on the same terms as the Offer or such other terms as may be agreed or as the High Court, on an application made to it by the minority shareholders or by the Offeror, think fit to order.

This announcement is dated 6 August 2013.
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本帖最后由 icy97 于 7-8-2013 03:43 PM 编辑

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发表于 12-8-2013 09:25 PM | 显示全部楼层
FORMIS RESOURCES BERHAD

Type
Announcement
Subject
TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
Description
FORMIS RESOURCES BHD (“FRB” OR THE “COMPANY”)
UNCONDITIONAL MANDATORY TAKE-OVER OFFER BY FORMIS HOLDINGS BERHAD (“FHB” OR THE “OFFEROR”), A WHOLLY-OWNED SUBSIDIARY OF FRB, TO ACQUIRE THE FOLLOWING:
I. ALL THE REMAINING ORDINARY SHARES OF RM0.10 EACH IN MICROLINK SOLUTIONS BERHAD (“MICROLINK”) (“MICROLINK SHARES”) WHICH ARE NOT ALREADY OWNED BY FHB; AND


II. ALL THE NEW MICROLINK SHARES THAT MAY BE ALLOTTED AND ISSUED UP TO THE CLOSE OF THE OFFER (AS DEFINED HEREIN) PURSUANT TO THE EXERCISE OF ANY OUTSTANDING OPTIONS GRANTED UNDER MICROLINK’S EXISTING EMPLOYEE SHARE OPTION SCHEME (“ESOS”),

FOR A CASH CONSIDERATION OF RM0.60 FOR EVERY ONE (1) MICROLINK SHARE
Unless otherwise stated, the words and abbreviations used herein shall have the same meaning as defined in offer document dated 28 May 2013 (“Offer Document”) and the notices to shareholders of Microlink dated 17 June 2013, 5 July 2013 and 23 July 2013 in relation to the Offer.

On behalf of the Offeror, RHB Investment Bank wishes to inform the holders of the Offer Shares that the Offerhas closed as at 5.00 p.m. (Malaysian time) on Monday, 12 August 2013 (“Closing Date”).

In addition to the foregoing, a notice will be issued to holders of Microlink Shares who have not accepted the Offer in due course pursuant to subsection 223(2) of the CMSA setting out, amongst others, the rights of minority shareholders to require the Offeror to acquire the Microlink Shares on the same terms as the Offer or such other terms as may be agreed or as the High Court, on an application made to it by the minority shareholders or by the Offeror, think fit to order.

A copy of the press notice on the abovementioned matters is attached.

This announcement is dated 12 August 2013.
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发表于 12-8-2013 10:08 PM | 显示全部楼层
icy97 发表于 12-8-2013 09:25 PM

又frb,  又fhb...什么意思??

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发表于 13-8-2013 11:36 PM | 显示全部楼层
FORMIS RESOURCES BERHAD

Type
Announcement
Subject
TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
Description
Execution of Shareholder’s Agreement with Chelsea Apps Factory Ltd and Chelsea Apps Factory Bangsar Sdn Bhd (formerly known as Prism Portal Asia Sdn Bhd) (“Shareholder’s Agreement”)
The Board of Directors of Formis Resources Berhad (“FRB” and/or “the Company”) wishes to announce that FRB has on 13 August 2013 entered into a Shareholder’s Agreement with Chelsea Apps Factory Ltd (“CAF”) and Chelsea Apps Factory Bangsar Sdn Bhd (formerly known as Prism Portal Asia Sdn Bhd) (“CAFB”), an indirect 85% owned subsidiary of FRB to record certain commitments vis-à-vis each other as shareholders of CAFB and in respect of the management of CAFB concerning the business of conception, design, development, testing and licensing of software for mobile handheld devices including smartphones and tablets. (“Shareholder’s Agreement”).

CAFB was incorporated as a private limited company on 24 September 2007 in Malaysia under the Companies Act, 1965 under the name of Prism Portal Asia Sdn Bhd and assumed its present name on 25 July 2013. As at 13 August 2013, the authorised share capital of CAFB is RM100,000 comprising 100,000 ordinary shares of RM1.00 each (“CAFB Shares”), of which 10 comprising 10 CAFB Shares have been issued and credited as fully paid-up. CAFB is a currently dormant and the intended principal activity is to carry on the business of conception, design, development, testing and licensing of software for mobile handheld devices including smartphones and tablets.

CAF was incorporated under the laws of United Kingdom in 2010 and specialises in Apps Consultancy and Production.

Upon the execution of the Shareholder’s Agreement, FRB shall cause the existing shareholder of CAFB to transfer the CAFB Shares within thirty (30) days in the following proportions:
No.
Registered Shareholders
No. of Shares
1.
CAF
2
2.
FRB
8
Total
10
FRB shall, at all times, have 80% shareholding in CAFB whilst CAF shall be the minority shareholder with 20% shareholding.

The Shareholder’s Agreement has no material effect on the net assets per share, gearing, share capital and the substantial shareholders’ shareholdings of FRB for the financial year ending 31 March 2014. The entry into the Shareholder’s Agreement is expected to contribute to the future earnings and earnings per share of the Company.

None of the Directors and/or substantial shareholders of FRB and/or persons connected with the Directors and/or substantial shareholders of FRB, has any interest, direct or indirect, in the Shareholder’s Agreement.

The Directors of FRB, after having considered all aspects of the Shareholder's Agreement, are of the opinion that the Shareholder's Agreement is in the best interest of the FRB Group.

The Shareholder's Agreement is not subject to the approval of the shareholders of FRB or any other relevant Authorities.

A copy of the Shareholder's Agreement is available for inspection at the registered office of FRB during normal office hours on Mondays to Fridays (except public holidays) at 16th Floor, KH Tower, 8 Lorong P. Ramlee, 50250 Kuala Lumpur for a period of three (3) months from the date of this announcement.

This announcement is dated 13 August 2013.

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发表于 23-8-2013 04:36 PM | 显示全部楼层
icy97 发表于 7-8-2013 12:10 AM

FORMIS RESOURCES BERHAD

Type
Announcement
Subject
NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS)
FUND RAISING
Description
FORMIS RESOURCES BERHAD (“FRB" OR THE "COMPANY")

PROPOSED PRIVATE PLACEMENT OF UP TO 10% OF THE ISSUED AND PAID-UP SHARE CAPITAL OF FRB (“PROPOSED PRIVATE PLACEMENT”)
We refer to the earlier announcements dated 6 August 2013 and 15 August 2013 in relation to the Proposed Private Placement.

On behalf of the Board of Directors of FRB, Inter-Pacific Securities Sdn Bhd wishes to announce additional information in relation to the Proposed Private Placement.

Kindly refer to the attachment.

This announcement is dated 23 August 2013.
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