General Announcement

25/05/2004

KNM GROUP BERHAD (KNM OR COMPANY)

KNM GROUP BERHAD

Type

Announcement
SubjectKNM GROUP BERHAD (KNM OR COMPANY)

Contents :

· PROPOSED PRIVATE PLACEMENT OF UP TO 5,060,000 NEW ORDINARY SHARES OF RM1.00 EACH IN KNM (KNM SHARES) (PLACEMENT SHARES), REPRESENTING UP TO TEN PERCENT (10%) OF THE ISSUED AND PAID-UP SHARE CAPITAL OF THE COMPANY AT AN ISSUE PRICE OF RM3.50 EACH (PROPOSED PLACEMENT);


· PROPOSED BONUS ISSUE OF UP TO 27,830,000 NEW ORDINARY SHARES OF RM1.00 EACH IN KNM (BONUS SHARES), TO BE CREDITED AS FULLY PAID-UP ON THE BASIS OF ONE (1) BONUS SHARE FOR EVERY TWO (2) EXISTING KNM SHARES HELD ON AN ENTITLEMENT DATE TO BE DETERMINED AND ANNOUNCED LATER (PROPOSED BONUS ISSUE);

· PROPOSED SHARE SPLIT OF EVERY ONE (1) EXISTING KNM SHARE INTO TWO (2) NEW ORDINARY SHARES OF RM0.50 EACH (SUBDIVIDED KNM SHARES) HELD ON AN ENTITLEMENT DATE TO BE DETERMINED AND ANNOUNCED LATER (PROPOSED SHARE SPLIT);

· PROPOSED EMPLOYEES SHARE OPTION SCHEME (ESOS) FOR ELIGIBLE EMPLOYEES AND DIRECTORS OF KNM AND ITS SUBSIDIARIES (KNM GROUP) (PROPOSED ESOS);

· PROPOSED INCREASE IN THE AUTHORISED SHARE CAPITAL OF KNM FROM RM50,000,000 COMPRISING 50,000,000 KNM SHARES TO RM200,000,000 COMPRISING 400,000,000 SUBDIVIDED KNM SHARES (PROPOSED CAPITAL INCREASE); AND

· PROPOSED AMENDMENT TO THE ARTICLES OF ASSOCIATION TO ENABLE THE NON-EXECUTIVE DIRECTORS TO PARTICIPATE IN THE PROPOSED ESOS

(COLLECTIVELY REFERRED TO AS THE PROPOSALS)

We refer to the announcements dated 27 February 2004 and 25 March 2004 in relation to the Proposals. On behalf of the Board of Directors of KNM, Commerce International Merchant Bankers Berhad, is pleased to announce that the Ministry of International Trade and Industry has, via its letter dated 24 May 2004, approved the Proposed Placement subject to the approval of the Securities Commission (SC) and compliance with the Guidelines for the Regulation of Acquisition of Assets, Mergers and Take-overs issued by the Foreign Investment Committee (FIC) for the Proposed Placement.


The Proposals are still subject to approvals being obtained from the following:

    (i) SC for the Proposed Placement and Proposed Share Split;
    (ii) SC (on behalf of the FIC) for the Proposed Placement;
      (iii) Bursa Malaysia Securities Berhad for the following:

          (a) the Proposed Share Split, Proposed Bonus Issue and Proposed ESOS; and
            (b) the listing of and quotation for the Subdivided KNM Shares arising from the Proposed Share Split and the new shares in KNM to be issued pursuant to the Proposed Placement, Proposed Bonus Issue and upon the exercise of the ESOS options to be granted under the Proposed ESOS on the Second Board of Bursa Malaysia Securities Berhad;

        (iv) Shareholders of KNM for the Proposals; and
          (v) Any other authorities and/or parties, where applicable.
            This announcement is dated 25 May 2004.


            Announcement Info

            Company NameKNM GROUP BERHAD  
            Stock Name KNM
            Date Announced25 May 2004  
            CategoryGeneral Announcement
            Reference NoMM-040525-38674

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