General Announcement

12/09/2003

PRESS METAL BERHAD (PMB OR THE COMPANY) - PROPOSED FLOTATION SCHEME OF TWO(2) OF PMBS SUBSIDIARY COMPANIES, NAMELY PMB FACADE TECHNOLOGY SDN BHD AND ITS SUBSIDIARY COMPANIES AND EVERLAST ALUMINIUM (M) SDN BHD AND ITS SUBSIDIARY COMPANIES ON THE SECOND BOARD OF THE KUALA LUMPUR STOCK EXCHANGE THROUGH PMB TECHNOLOGY BERHAD (PROPOSED FLOTATION SCHEME)

PRESS METAL BERHAD

Type

Announcement
SubjectPRESS METAL BERHAD (PMB OR THE COMPANY)
- PROPOSED FLOTATION SCHEME OF TWO(2) OF PMBS SUBSIDIARY COMPANIES, NAMELY PMB FACADE TECHNOLOGY SDN BHD AND ITS SUBSIDIARY COMPANIES AND EVERLAST ALUMINIUM (M) SDN BHD AND ITS SUBSIDIARY COMPANIES ON THE SECOND BOARD OF THE KUALA LUMPUR STOCK EXCHANGE THROUGH PMB TECHNOLOGY BERHAD (PROPOSED FLOTATION SCHEME)

Contents :

Further to the announcement dated 29 June 2002, AmMerchant Bank Berhad, on behalf of the Board of Directors of PMB, hereby announce that on 12 September 2003 the followings documents have been executed pursuant to the Proposed Listing:-


(i) A Share Sale Agreement (SSA) between PMBs subsidiary company, PMB Facade Technology Sdn Bhd (PMBF) and Cyberwall Limited (Cyberwall) for the proposed acquisition of Cyberwalls 30% equity interest in PMB-Cyberwall Limited (PMBC), comprising 3,900,000 ordinary shares of HKD1 each for a purchase consideration of RM6,062,638 to be satisfied by the issuance of 192,126 new ordinary shares of RM1.00 each in PMBF at an issue price of approximately RM31.56 per PMBF share (Proposed Acquisition of 30% of PMBC).

      The salient terms set out in the SSA for the Proposed Acquisition of 30% of PMBC are as follows:-
      (a) Cyberwall obtaining the approval of its shareholders in a general meeting for the disposal of 3,900,000 shares in PMBC to PMBF; and
      (b) PMBF obtaining the approval of its shareholders in a general meeting for the Proposed Acquisition of 30% of PMBC and the issue of PMBF shares as consideration.

(ii) A SSA between PMB Technology Berhad (PMBT), the company incorporated to facilitate the Proposed Listing and PMB, Cyberwall, Huan Boon Peng and Lim Boon Kuan for the proposed acquisition of the entire enlarged issued and paid-up share capital of PMBF comprising 692,126 ordinary shares of RM1.00 each for a purchase consideration of RM18,818,076 to be satisfied by the issuance of 34,214,684 ordinary shares of RM0.50 each (Shares) in PMBT at an issue price of approximately RM0.55 per Share (Proposed Acquisition of PMBF).
      The salient terms set out in the SSA for the Proposed Acquisition of PMBF are as follows:-
      (a) The approval of the shareholders of PMB in a general meeting for the disposal of its relevant portion in PMBF and the Proposed Listing; and
      (b) The approval of the shareholders of Cyberwall in a general meeting for the disposal of its relevant portion in PMBF after the Proposed Acquisition of 30% of PMBC.

(iii) A SSA between PMBT and PMB and Weng Fatt Stainless Steel Sdn Bhd for the proposed acquisition of the entire issued and paid-up share capital of Everlast Aluminium (M) Sdn Bhd ("EASB") comprising 130,110 ordinary shares of RM1.00 each for a purchase consideration of RM18,293,857 to be satisfied by the issuance of 33,261,558 ordinary shares of RM0.50 each (Shares) in PMBT at an issue price of approximately RM0.55 per Share (Proposed Acquisition of EASB).
      The salient terms set out in the SSA for the Proposed Acquisition of EASB are as follows:-
      (a) The approval of the shareholders of PMB in a general meeting for the disposal of its relevant portion in EASB and the Proposed Listing; and
      (b) The approval of the shareholders of Weng Fatt Stainless Steel Sdn Bhd in a general meeting for the disposal of its relevant portion in EASB.

This announcement is dated 12 September 2003.


Announcement Info

Company NamePRESS METAL BERHAD  
Stock Name PMETAL
Date Announced12 Sept 2003  
CategoryGeneral Announcement
Reference NoMM-030911-39567

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