News
Advance Synergy Berhad ("ASB" Or "Company") - Proposed Capital Reduction; And - Proposed Rights Issue
BackAug 30, 2007
| General Announcement Reference No MM-070830-55594 |
| Submitting Merchant Bank | : | CIMB INVESTMENT BANK BERHAD |
| Company Name | : | ADVANCE SYNERGY BERHAD |
| Stock Name | : | ASB |
| Date Announced | : | 30/08/2007 |
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| Type | : | Announcement |
| Subject | : | ADVANCE SYNERGY BERHAD ("ASB" OR "COMPANY") - PROPOSED CAPITAL REDUCTION; AND - PROPOSED RIGHTS ISSUE |
Contents :
? PROPOSED CAPITAL REDUCTION WHICH COMPRISES:
? PROPOSED REDUCTION OF THE ISSUED AND PAID-UP SHARE CAPITAL OF ASB FROM A MAXIMUM OF RM506,690,428 COMPRISING 506,690,428 ORDINARY SHARES IN ASB ("ASB SHARES") OF RM1.00 EACH (ASSUMING THAT ALL ASB'S OUTSTANDING WARRANTS CONSTITUTED BY DEED POLL DATED 28 APRIL 2000 AND SUPPLEMENTAL DEED POLL DATED 24 JULY 2003 ARE EXERCISED AND THE NEW ASB SHARES ARISING THEREFROM ARE ISSUED BEFORE THE CUT-OFF DATE FOR THE PROPOSED CAPITAL REDUCTION) TO RM152,007,128 COMPRISING 506,690,428 ASB SHARES OF RM0.30 EACH, BY CANCELLING RM0.70 OF PAR VALUE FROM EVERY ASB SHARE OF RM1.00 EACH TO REDUCE THE ACCUMULATED LOSSES IN THE COMPANY ("PROPOSED PAR VALUE REDUCTION"); AND
? PROPOSED REDUCTION OF UP TO THE ENTIRE AMOUNT IN THE SHARE PREMIUM ACCOUNT OF ASB TO REDUCE THE ACCUMULATED LOSSES IN THE COMPANY ("PROPOSED SHARE PREMIUM ACCOUNT REDUCTION"); AND
? PROPOSED REDUCTION OF UP TO THE ENTIRE AMOUNT IN THE SHARE PREMIUM ACCOUNT OF ASB TO REDUCE THE ACCUMULATED LOSSES IN THE COMPANY ("PROPOSED SHARE PREMIUM ACCOUNT REDUCTION"); AND
? PROPOSED RENOUNCEABLE RIGHTS ISSUE OF UP TO RM266,012,475 NOMINAL VALUE OF 2% 10-YEAR IRREDEEMABLE CONVERTIBLE UNSECURED LOAN STOCKS ("ICULS") AT 100% OF THE NOMINAL VALUE OF RM0.15 EACH (OR EQUIVALENT OF UP TO 1,773,416,498 ICULS) ON THE BASIS OF RM0.525 NOMINAL VALUE OF ICULS (OR EQUIVALENT TO 3.5 ICULS) FOR EVERY ONE (1) ASB SHARE HELD, WHICH MAY BE IMPLEMENTED ON A TWO (2)-CALL BASIS (WHERE THE FIRST CALL WILL BE SETTLED VIA CASH PAYMENT WHILE THE SECOND CALL WILL BE SETTLED VIA CAPITALISATION OF ASB'S SHARE PREMIUM ACCOUNT), ON AN ENTITLEMENT DATE AND AT A CASH CALL AMOUNT TO BE DETERMINED AND ANNOUNCED LATER ("PROPOSED RIGHTS ISSUE").
Reference is made to the announcements dated 20 February 2006, 22 June 2006, 19 September 2006, 22 February 2007, 5 April 2007 and 29 June 2007 in relation to the above.
On behalf of the Board of Directors of ASB, CIMB Investment Bank Berhad (formerly known as Commerce International Merchant Bankers Berhad) wishes to announce that the High Court of Malaya ("High Court") has approved on a broad basis the Proposed Par Value Reduction, Proposed Share Premium Account Reduction and the proposed reduction of the share premium account of the Company and utilisation of the credit arising therefrom to pay up the second call amount of the issue price of the ICULS, where the Proposed Rights Issue is implemented on a two (2)-call basis. On 30 August 2007, the Company obtained a sealed Order for inter alialeave to:
(a) apply to the High Court for confirmation of the aforementioned; and
(b) present to the High Court for approval after the cut-off date of the Proposed Capital Reduction or close of acceptance for the Proposed Rights Issue ("Cut-Off Date"), the Minute of Reduction for registration with details of the figures as at the Cut-Off Date.
This announcement is dated 30 August 2007.