General Announcement

28/02/2007

EXCEL FORCE MSC BERHAD (EFMSC or Company) Acquisition of new office block at Jaya 1, Section 13, Petaling Jaya for a total cash purchase consideration of RM2,153,000.00

EXCEL FORCE MSC BERHAD

Type

Announcement
SubjectEXCEL FORCE MSC BERHAD (EFMSC or Company)
Acquisition of new office block at Jaya 1, Section 13, Petaling Jaya for a total cash purchase consideration of RM2,153,000.00

Contents :

    INTRODUCTION
      The Board of Directors of EFMSC wishes to announce that the Company had entered into four (4) sales and purchase agreements (SPAs) with Tetap Tiara Sdn Bhd ("TTSB" or the Developer) for the purpose of acquiring four (4) units of new office block located at Jaya 1, Section 13, Petaling Jaya, Selangor Darul Ehsan (Properties) for a total cash purchase consideration of RM 2,153,000.00 ("Acquisition").
        DETAILS OF THE ACQUISITION
          Description of the Properties

          The Properties were purchased for a total cash consideration of RM 2,153,000.00 as follows:

            (i) Unit C-2-6 measuring 2,580 square feet for an amount of RM645,000.00;
            (ii) Unit C-3-6 measuring 2,290 square feet for an amount of RM572,500.00;
            (iii) Unit C-3A-6 measuring 1,868 square feet for an amount of RM467,000.00; and
            (iv) Unit C-5-6 measuring 1,874 square feet for an amount of RM468,500.00
              Kindly refer to Table 1 for the description of the Properties.
                Information on TTSB

                Tetap Tiara Sdn Bhd is a property developer incorporated in Malaysia as a private limited company under the Companies Act, 1965 and with its registered office located at Suite 4015A, 4th Floor, President House, Jalan Sultan Ismail, 50250 Kuala Lumpur.

                The present authorised share capital of TTSB is RM5,000,000.00 comprising ordinary shares of RM1.00 each of which 2,000,000 ordinary shares of RM1.00 each have been issued and fully paid-up.

                TTSB has no subsidiary or associated company.

                Basis of arriving at the purchase consideration for the Properties

                The consideration for the Properties amounting to RM2,153,000 was arrived at based on the Developers selling price of office units at Jaya-1 commercial centre available to the public.

                  Date and original cost of investment
                    The Properties are new premises under construction and development. Hence the date and original cost of investment will be the completion date and construction cost of the Properties respectively.
                      Salient terms and conditions of the SPAs
                        The salient features of the SPAs include the following:

                        TTSB has agreed to sell and EFMSC has agreed to purchase the Properties for a total purchase consideration of RM2,153,000.00 (Ringgit Malaysia Two Million One Hundred Fifty Three Thousands only).

                        The Purchase Price shall be paid by EFMSC in the following manner:
                          (i) a sum of RM175,300 to be paid upon the execution of the SPAs, which sum together with the earnest deposit of RM40,000.00 paid by EFMSC to TTSB shall amount to 10% of the Purchase Price, by way of deposit and part payment of the Purchase Price;
                            (ii) a sum of RM215,300.00 amounting to 10% of the Purchase Price to TTSB as the progressive payment as the project delivery; and
                              (iii) an application of 80% financing with Alliance Bank Malaysian Bhd for the progressive billing on demand from TTSB.
                                Liabilities to be assumed by EFMSC
                                  EFMSC shall not assume any further liabilities pursuant to the Acquisition as the asset acquired is the new development property.
                                    RATIONALE FOR AND PROSPECTS OF THE ACQUISITION
                                      The Properties will be used for the Companys operations. Currently, the Company runs its business operations from two (2) office units located on different floors at Pusat Dagangan Phileo Damansara II, Block B, No. 15, Jalan 16/11, Off Jalan Damansara, 46350 Petaling Jaya, Selangor Darul Ehsan, one of which is rented. The Acquisition will result in savings in rental expense for the Company as well as enable the Company to streamline its office layout as the Properties are all located on the same floor. In addition, the Acquisition of a larger premise is to cater for future expansion in its workforce in tandem with the growth in the Company's business and operations in Malaysia.
                                        RISK FACTOR

                                        The Company does not foresee any risks arising from the Acquisition.
                                          SOURCE OF FINANCING

                                          The Acquisition will be financed by bank borrowings (approximately 80%) and internally generated funds (approximately 20%).

                                          DIRECTORS' AND MAJOR SHAREHOLDERS' INTERESTS
                                            None of the Directors of EFMSC or persons connected to them has any interest, direct or indirect, in the Acquisition. The Directors of EFMSC are not aware of any major shareholders of EFMSC or persons connected to them who has any interest, direct or indirect, in the Acquisition.

                                            APPROVALS REQUIRED
                                              The Acquisition is not subject to the approval of shareholders of the Company but requires the approval of the Foreign Investment Committee (FIC). EFMSC has submitted the relevant documentation to seek the approval from FIC. Save for the approval of the FIC, the Acquisition is not subject to approval from any other authority.
                                                EFFECTS OF THE ACQUISITION

                                                The Acquisition will not have any material impact on the earnings, earnings per share, net assets per share and gearing of the Company for the financial year ending 31 December 2007. Nevertheless, the Acquisition is expected to contribute positively to the future results via cost savings from the rental expense previously incurred.
                                                  The Acquisition will not have any effect on the share capital and substantial shareholders shareholding of EFMSC as it does not involve any issuance of securities.
                                                    DEPARTURE FROM THE SECURITIES COMMISSIONS GUIDELINES FOR INITIAL PUBLIC OFFERINGS AND LISTINGS ON THE MESDAQ MARKET

                                                    The Acquisition does not depart from the Securities Commission's Guidelines for Initial Public Offerings and Listings for the MESDAQ Market.

                                                    ESTIMATED TIME FRAME FOR COMPLETION

                                                    The Acquisition is expected to be completed by fourth quarter of 2007.

                                                    DIRECTORS' STATEMENT

                                                    The Board of Directors of the Company, having considered all aspects of the Acquisition, is of the opinion that the Acquisition is in the best interest of the Company.

                                                    DOCUMENTS AVAILABLE FOR INSPECTION

                                                    Copies of the SPAs are available for inspection from Monday to Friday (except public holidays) between 9.00 a.m. to 5.00 p.m. at the registered office of the Company at Level 15-2, Faber Imperial Court, Jalan Sultan Ismail, 50250 Kuala Lumpur.


                                                    This announcement is dated 28 February 2007.

                                                  ExcelMSC - table acq property.doc


                                                  Announcement Info

                                                  Company NameEXCEL FORCE MSC BERHAD (MESDAQ Market) 
                                                  Stock Name EFORCE
                                                  Date Announced28 Feb 2007  
                                                  CategoryGeneral Announcement
                                                  Reference NoCC-070228-62829