General Announcement for PLC

24/08/2018

MULTIPLE PROPOSALS ADVENTA BERHAD ("ADVENTA" OR "COMPANY") I. PROPOSED RIGHTS ISSUE OF IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES TO RAISE PROCEEDS OF APPROXIMATELY RM50 MILLION; II. PROPOSED EXEMPTION; AND III. PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF ADVENTA

ADVENTA BERHAD

Type Announcement
Subject MULTIPLE PROPOSALS
Description
ADVENTA BERHAD ("ADVENTA" OR "COMPANY")

I. PROPOSED RIGHTS ISSUE OF IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES TO RAISE PROCEEDS OF APPROXIMATELY RM50 MILLION; 
II. PROPOSED EXEMPTION; AND
III. PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF ADVENTA

Reference is made to the announcement by AmInvestment Bank Berhad on behalf of the Board of Directors of Adventa (“Board”) on 17 January 2018, in relation to, inter-alia, the proposed renounceable rights issue of 91,671,462 new ordinary shares in Adventa (“Adventa Shares”) (“Rights Shares”) together with 45,835,731 free detachable warrants (“Rights Warrants”), on the basis of three (3) Rights Shares for every five (5) existing Adventa Shares held and one (1) free Rights Warrant for every two (2) Rights Shares subscribed for, on an entitlement date to be determined later (“Entitlement Date”) (“Proposed Rights Issue”).

 

On behalf of the Board, AmInvestment Bank wishes to announce that the Board has resolved to vary the Proposed Rights Issue to the proposed renounceable rights issue of new irredeemable convertible preference shares in Adventa (“Rights ICPS”) together with free Rights Warrants, on the basis and issue price to be determined and announce later, to raise gross proceeds of up to RM50 million (“Proposed Rights Issue of ICPS with Warrants”).

 

In conjunction with the Proposed Rights Issue of ICPS with Warrants, the Company also wishes to announce that the following proposal will also be undertaken: -

  1. an application for exemption for Low Chin Guan (“Mr Low”) and persons acting in concert with him (“PAC”) under paragraph 4.08 of the rules on Take-overs, Mergers and Compulsory Acquisitions (“Rules”) from the obligation to undertake a mandatory offer for the remaining Adventa Shares not already owned by them arising from the subsequent conversion of the Rights ICPS and/or exercise of the Rights Warrants into new Adventa Shares (“Proposed Exemption”); and
  2. Proposed amendments to the Constitution/ Memorandum and Articles of Association of the Company (“M&A”) (“Proposed Amendments”)

 

(the Proposed Rights Issue of ICPS with Warrants, Proposed Exemption and Proposed M&A Amendments shall collectively be referred to as the “Proposals”).

Further details of the Proposals are set out in the attachment.

 

This announcement is dated 24 August 2018.




Please refer attachment below.



Announcement Info

Company Name ADVENTA BERHAD
Stock Name ADVENTA
Date Announced 24 Aug 2018
Category General Announcement for PLC
Reference Number GA1-24082018-00023


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