News
Advance Synergy Berhad (ASB Or Company) Proposed Listing Of Unified Communications Holdings Limited, The Proposed Investment Holding Company For Subsidiary Companies Of ASB, Namely Unified Communications Sdn Bhd And Unified Communications Pte Ltd, On The Singapore Exchange Securities Trading Limited (Proposed Listing)
BackFeb 10, 2004
| General Announcement Reference No MI-040210-48915 |
| Submitting Merchant Bank | : | SOUTHERN INVESTMENT BANK BERHAD |
| Company Name | : | ADVANCE SYNERGY BERHAD |
| Stock Name | : | ASB |
| Date Announced | : | 10/02/2004 |
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| Type | : | Announcement |
| Subject | : | Advance Synergy Berhad (ASB or Company) Proposed listing of Unified Communications Holdings Limited, the proposed investment holding company for subsidiary companies of ASB, namely Unified Communications Sdn Bhd and Unified Communications Pte Ltd, on the Singapore Exchange Securities Trading Limited (Proposed Listing) |
Contents :
Following the announcement on 15 January 2004 in relation to the completion of the share transfer agreement dated 12 January 2004 pursuant to the Proposed Listing, Southern Investment Bank Berhad, on behalf of ASB, wishes to announce that Worldwide Matrix Sdn Bhd (WMSB), a wholly-owned subsidiary of ASB, Primeace Holdings Sdn Bhd, a wholly-owned subsidiary of Linear Corporation Berhad, Unified Communications Holdings Limited (UCHL), a 70%-owned subsidiary of WMSB, SBI E2-Capital Pte Ltd, CLSA Singapore Pte Ltd and SBI E2-Capital Securities Pte Ltd had on 10 February 2004 executed a management and underwriting agreement for an arrangement to underwrite 8,000,000 ordinary shares of SGD0.08 each in UCHL to be offered to the public for subscription and/or purchase at an issue/offer price of SGD0.28 per share pursuant to the Proposed Listing (Offer Shares).
WMSB, Primeace Holdings Sdn Bhd, UCHL, SBI E2-Capital Pte Ltd, CLSA Singapore Pte Ltd and SBI E2-Capital Securities Pte Ltd had also on 10 February 2004 executed a placement agreement for an arrangement to place out 65,500,000 ordinary shares of SGD0.08 each in UCHL at an issue/offer price of SGD0.28 per share pursuant to the Proposed Listing (Placement Shares).
Pursuant to the Proposed Listing, a total of 38,000,000 new UCHL shares will be issued by UCHL (New Shares) while 10,777,911 UCHL shares and 24,722,089 UCHL shares will be offered for sale by WMSB and Primeace Holdings Sdn Bhd respectively (Vendor Shares).
In connection with the Proposed Listing, UCHL had on 10 February 2004 registered with the Monetary Authority of Singapore the prospectus setting out the invitation to the public to subscribe for and/or purchase the 73,500,000 ordinary shares of SGD0.08 each comprising 38,000,000 New Shares and 35,500,000 Vendor Shares as follows:
i) 8,000,000 Offer Shares at an issue/offer price of SDG0.28 for each Offer Share by way of public offer; and
ii) 65,500,000 Placement Shares at an issue/offer price of SGD0.28 for each Placement Share by way of placement.
The salient terms of the management and underwriting agreement include, inter-alia, the following:
i) the underwriting commission is 3% of the aggregate issue/offer price of the shares underwritten;
ii) the brokerage in respect of accepted applications is 0.5% of the issue/offer price;
iii) the management and underwriting agreement is conditional upon, inter-alia, UCHL complying with the conditions imposed by the authorities, there being no adverse change in the financial or other condition of UCHL Group and that UCHL complies with all applicable laws and regulations in relation to the Proposed Listing; and
iv) the management and underwriting agreement may be terminated if there is , inter-alia, any breach of the warranties and undertakings by UCHL, WMSB or Primeace Holdings Sdn Bhd, any adverse change in the financial or other condition of UCHL or the UCHL Group and any occurrence which is likely to result in the stock market being adversely affected or the Proposed Listing being materially prejudiced.
The salient terms of the placement agreement include, inter-alia, the following:
i) the placement commission is 3.5% of the aggregate issue/offer price of the shares successfully placed out; and
ii) the placement agreement is conditional upon the management and underwriting agreement not being terminated or rescinded.
The management and underwriting agreement together with the placement agreement will be available for inspection at the registered office of ASB at Level 3A (Tower Block), Menara Milenium, No. 8, Jalan Damanlela, Bukit Damansara, 50490 Kuala Lumpur during office hours from Mondays to Fridays (except public holidays) for a period of three (3) months from the date of this announcement.
This announcement is dated 10 February 2004.