News
Advance Synergy Berhad ("ASB") Extension Of The Duration And Exercise Period Of The 168,896,809 Outstanding Warrants of ASB ("ASB Warrants") For A Further Period Of Two (2) Years From 28 august 2008 Up To And Including 28 August 2010
BackDec 31, 2007
| General Announcement |
| Reference No AS-071228-53798 |
| Company Name |
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ADVANCE SYNERGY BERHAD |
| Stock Name |
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ASB |
| Date Announced |
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31/12/2007 |
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| Type | : | Announcement |
| Subject | : | ADVANCE SYNERGY BERHAD ("ASB") Extension of the Duration and Exercise Period of the 168,896,809 outstanding warrants of ASB ("ASB Warrants") for a further period of two (2) years from 28 August 2008 up to and including 28 August 2010 |
Contents :
The Board of Directors of ASB wishes to announce that the duration and exercise period for ASB Warrants are hereby extended for a further period of two (2) years from 28 August 2008 up to and including 28 August 2010 in view of the Condition for Further Extension (as defined below) being triggered.
By the Notice to Warrantholders of ASB dated 26 July 2003, the duration and exercise period of the ASB Warrants were extended for a period of five (5) years from 28 August 2003 up to and including 28 August 2008 ("1st Extension") with an option to extend the duration and exercise period for a further period of two (2) years expiring on 28 August 2010 ("Further Extension"). The Further Extension is not subject to any further approval of regulatory authorities, ASB shareholders and Warrantholders other than as obtained previously.
As stipulated in the Supplemental Deed Poll which was executed on 24 July 2003 by way of a supplemental to the Deed Poll dated 28 April 2000 constituting the ASB Warrants, subsequent to the 1st Extension, the Further Extension will only be implemented by ASB if the weighted average price of ASB Shares (i.e. ordinary shares of RM1.00 each in ASB or ordinary shares of RM0.30 each in ASB upon completion of the Capital Reduction (as defined below)) quoted on Bursa Malaysia Securities Berhad is not more than 20% over the exercise price for any period of thirty (30) consecutive days during the six (6)-month period preceding 28 May 2008, being three (3) months prior to the expiry date under the 1st Extension, i.e. for the period between 29 November 2007 to 28 May 2008 (hereinafter respectively referred to as the "Monitoring Period" and "Condition for Further Extension").
In consultation with CIMB Investment Bank Berhad and duly certified by BDO Binder, the external auditors of ASB, the original exercise price of RM1.00 per ASB Share has since been adjusted to RM0.71 per ASB Share with effect from 27 December 2007. The adjusted exercise price is consequential to the corporate exercise of ASB comprising (i) the reduction of the issued and paid-up share capital of ASB from RM337,793,619 comprising 337,793,619 ASB Shares to RM101,338,086 comprising 337,793,619 ASB Shares by cancelling RM0.70 from every ASB Share to reduce the accumulated losses of ASB ("Par Value Reduction") and the reduction of up to the entire amount in the share premium account of ASB to reduce the accumulated losses in ASB (collectively, referred to as "the Capital Reduction"); and (ii) the renounceable two (2)-call rights issue of up to RM177,341,650 nominal value of 2% 10-year irredeemable convertible unsecured loan stocks ("ICULS") at 100% of the nominal value of RM0.15 each ("Rights Issue"). As at the date of this announcement, the par value of ASB Shares is RM1.00 each as the Par Value Reduction has yet to be completed/effected, since the Capital Reduction is inter-conditional with the Rights Issue. The Capital Reduction is scheduled to be completed before the listing of the ICULS on the Main Board of Bursa Malaysia Securities Berhad on 30 January 2008 as per ASB's announcement on 10 December 2007.
As the weighted average price of ASB Shares for the period between 29 November 2007 to 28 December 2007 (a period of thirty (30) consecutive days during the Monitoring Period) was RM0.27 per ASB Share which is below the adjusted exercise price of RM0.71 per ASB Share, the Condition for Further Extension has been triggered.
A Notice to Warrantholders in relation to the extension of the duration and exercise period of the 168,896,809 outstanding warrants of ASB for a further period of two (2) years from 28 August 2008 up to and including 28 August 2010 will be dispatched in due course.
[This announcement is dated 31 December 2007.]
By the Notice to Warrantholders of ASB dated 26 July 2003, the duration and exercise period of the ASB Warrants were extended for a period of five (5) years from 28 August 2003 up to and including 28 August 2008 ("1st Extension") with an option to extend the duration and exercise period for a further period of two (2) years expiring on 28 August 2010 ("Further Extension"). The Further Extension is not subject to any further approval of regulatory authorities, ASB shareholders and Warrantholders other than as obtained previously.
As stipulated in the Supplemental Deed Poll which was executed on 24 July 2003 by way of a supplemental to the Deed Poll dated 28 April 2000 constituting the ASB Warrants, subsequent to the 1st Extension, the Further Extension will only be implemented by ASB if the weighted average price of ASB Shares (i.e. ordinary shares of RM1.00 each in ASB or ordinary shares of RM0.30 each in ASB upon completion of the Capital Reduction (as defined below)) quoted on Bursa Malaysia Securities Berhad is not more than 20% over the exercise price for any period of thirty (30) consecutive days during the six (6)-month period preceding 28 May 2008, being three (3) months prior to the expiry date under the 1st Extension, i.e. for the period between 29 November 2007 to 28 May 2008 (hereinafter respectively referred to as the "Monitoring Period" and "Condition for Further Extension").
In consultation with CIMB Investment Bank Berhad and duly certified by BDO Binder, the external auditors of ASB, the original exercise price of RM1.00 per ASB Share has since been adjusted to RM0.71 per ASB Share with effect from 27 December 2007. The adjusted exercise price is consequential to the corporate exercise of ASB comprising (i) the reduction of the issued and paid-up share capital of ASB from RM337,793,619 comprising 337,793,619 ASB Shares to RM101,338,086 comprising 337,793,619 ASB Shares by cancelling RM0.70 from every ASB Share to reduce the accumulated losses of ASB ("Par Value Reduction") and the reduction of up to the entire amount in the share premium account of ASB to reduce the accumulated losses in ASB (collectively, referred to as "the Capital Reduction"); and (ii) the renounceable two (2)-call rights issue of up to RM177,341,650 nominal value of 2% 10-year irredeemable convertible unsecured loan stocks ("ICULS") at 100% of the nominal value of RM0.15 each ("Rights Issue"). As at the date of this announcement, the par value of ASB Shares is RM1.00 each as the Par Value Reduction has yet to be completed/effected, since the Capital Reduction is inter-conditional with the Rights Issue. The Capital Reduction is scheduled to be completed before the listing of the ICULS on the Main Board of Bursa Malaysia Securities Berhad on 30 January 2008 as per ASB's announcement on 10 December 2007.
As the weighted average price of ASB Shares for the period between 29 November 2007 to 28 December 2007 (a period of thirty (30) consecutive days during the Monitoring Period) was RM0.27 per ASB Share which is below the adjusted exercise price of RM0.71 per ASB Share, the Condition for Further Extension has been triggered.
A Notice to Warrantholders in relation to the extension of the duration and exercise period of the 168,896,809 outstanding warrants of ASB for a further period of two (2) years from 28 August 2008 up to and including 28 August 2010 will be dispatched in due course.
[This announcement is dated 31 December 2007.]