Reference is made to the announcements dated 27 October 2021, 29 October 2021 and 2 November, 2021, in relation to the Extension of time for the utilisation of proceeds raised.
The Board of Directors (“Board”) wishes to announce that the Company had resolved to vary the utilisation of proceeds as follows:
1) Private Placement of 135,607,860 shares at an issued at RM0.0719 per share and listed on the Main Market of Bursa Malaysia Securities Berhad on 25 February 2021 (“Private Placement A”)
|
Purpose
|
Proposed Utilisation
RM’000
|
Actual Utilisation as at 23 February 2022
RM’000
|
Balance unutilised as at 23 February 2022
RM’000
|
Variation
RM’000
|
Balance Utilisation after Variation
RM’000
|
Revised Time Frame for utilisation of proceeds from the date of listing of the Private Placement on 25 February 2021 as per last announcement
|
Reason/Rationale for Variation
|
|
Working capital for the Uncle Don’s outlets
|
2,000
|
Nil
|
2,000l
|
Nil
|
2,000
|
Within 12 months
|
Not Applicable
|
|
Set up costs for a new distribution company
|
1,150
|
Nil
|
1,150
|
Nil
|
1,150
|
Within 21 months
|
Not Applicable
|
|
Set up costs for a new Uncle Don’s outlet
|
1,500
|
Nil
|
1,500
|
(1,500)
|
Nil
|
Within 21 months
|
The location in which we plan to set up was not viable as the pandemic still persist. Therefore, we will identify new potential location to pursue new opportunities in future.
|
|
Building renovation works
|
900
|
421
|
479
|
(479)
|
Nil
|
Within 15 months
|
The scope of works of the renovation was varied and incurred at lower costs. Hence, the budget is no longer required.
|
|
Repayment of bank borrowings
|
1,700
|
1,700
|
Nil
|
Nil
|
Nil
|
Within 12 months
|
Not Applicable
|
|
Group working capital
|
2,376
|
1,656
|
720
|
Nil
|
720
|
Within 21 months
|
Not Applicable
|
|
Estimated expenses for the Private Placement
|
139
|
139
|
Nil
|
Nil
|
Nil
|
Not Applicable
|
Not Applicable
|
|
|
9,765
|
3,916
|
5,849
|
(1,979)
|
3,870
|
|
|
2) Renounceable Rights Issue of 305,250,005 new ordinary shares (“Rights Shares”) at RM0.06 per shares together with 183,150,003 Warrants-B (“Rights Issue”) and listed on the Main Market of Bursa Malaysia Securities Berhad on 1 October 2020
|
Purpose
|
Approved Utilisation
RM’000
|
Actual Utilisation as at 23 February 2022
RM’000
|
Balance unutilised as at 23 February 2022
RM’000
|
Variation
RM’000
|
Balance Utilisation after Variation
RM’000
|
Revised Time Frame for utilisation of proceeds from the date of listing of the Rights Shares on 1 October 2020 as per last announcement
|
Reason/Rationale for Variation
|
|
Proposed Acquisition
|
9,800
|
9,800
|
Nil
|
Nil
|
Nil
|
Not Applicable
|
Not Applicable
|
|
SLPOM Project
|
2,744
|
Nil
|
2,744
|
(2,744)
|
Nil
|
Within 24 months
|
The collaboration with the landlord has been delayed due to the COVID-19 pandemic standard operating procedures that were enforced by the Government during the MCO, which had hindered the progress of the implementation of the enhancement and optimisation program as the Group’s personnel were prevented from entering SLPOM’s premises for face-to-face meetings, discussions and to carry out all work necessary to implement the said program.
As such, due to the prolonged delay, the Board had requested for a further feasibility study to be conducted for this collaboration to ensure that the SLPOM project is still financially viable before any further investment is made into the SLPOM project.
Based on the feasibility study, it is not financially viable to further invest into SLPOM project due to lack of expertise resulting from the resignation of key personnel.
|
|
Operational expenditures and working capital requirements of secured contracts
|
1,229
|
986
|
243
|
(56)
|
(187)
|
Within 24 months
|
In anticipating the pandemic, the palm oil solutions company has reduced taking new projects. All the existing operations were mainly maintenance in nature and on-going project carry forward from year 2020. As such, the expenditure to be incurred will be reduced.
|
|
Repayment of borrowings
|
819
|
819
|
Nil
|
Nil
|
Nil
|
Not Applicable
|
Not Applicable
|
|
Working capital
|
2,223
|
2,223
|
Nil
|
Nil
|
Nil
|
Within 15 months
|
Not Applicable
|
|
Estimated expenses for the Proposals
|
1,500
|
1,500
|
Nil
|
Nil
|
Nil
|
Not Applicable
|
Not Applicable
|
|
Total
|
18,315
|
15,328
|
2,987
|
(2,800)
|
187
|
|
|
3) Proposed Private Placement of up to 335,669,500 shares pursuant to Shareholders’ approval obtained on 1 November, 2021 (“Private Placement B”)
The Company issued 119,260,000 placement shares at an issued at RM0.0767 per share and listed on the Main Market of Bursa Malaysia Securities Berhad on 17 November 2021 and proceeds of RM9,147,242 were raised by the Company. The Corporate Exercise of Private Placement B has yet to be completed as at todate.
|
Utilisation of proceeds
|
Approved Utilisation of total proceeds of Private Placement B
RM’000
|
Partial Proceeds raised as at 23 February 2022
RM’000
|
Actual Utilisation as at 23 February 2022
RM’000
|
Balance unutilised as at 23 February 2022
RM’000
|
Variation
RM’000
|
Balance Utilisation after Variation
RM’000
|
Expected timeframe for utilisation of proceeds from the date of listing of the Private Placement
|
Reason/Rationale for Variation
|
|
Working capital for UD Express Outlets
|
5,000
|
Nil
|
Nil
|
Nil
|
Nil
|
Nil
|
Within 42 months
|
Not Applicable
|
|
General working capital for DIB Group
|
4,466
|
Nil
|
Nil
|
Nil
|
Nil
|
Nil
|
Within 24 months
|
Not Applicable
|
|
Set up cost for UD Express Outlets
|
9,982
|
5,775
|
579
|
5,196
|
(2,000)
|
3,196
|
Within 42 months
|
We opened the maiden outlet in December 2021. The intensity of the competition among similar industry players and despite the festival season around the corner, the prospects remained uncertain. As such, the Board has decided to open lesser number of outlets
|
|
Repayment of borrowings
|
3,000
|
Nil
|
Nil
|
Nil
|
Nil
|
Nil
|
Within 6 months
|
Not Applicable
|
|
Future expansion and acquisition for F&B business
|
3,000
|
2772
|
2,772
|
NIL
|
Nil
|
Nil
|
Within 24 months
|
Not Applicable
|
|
Estimated expenses for the Proposed Private Placement
|
600
|
600
|
347
|
253
|
Nil
|
253
|
Within 1 month
|
Not Applicable
|
|
Total
|
26,048
|
9,147
|
3,698
|
5,449
|
(2,000)
|
3,449
|
|
|
The amount of Variation is as follows :
|
Corporate Exercise
|
Proceeds Raised
as at 23 February 2022
RM’000
|
Variation amount
RM’000
|
Percentage of Variation
|
|
Private Placement A
|
9,765
|
1,979
|
20.27%
|
|
Rights Issue
|
18,315
|
2,800
|
15.29%
|
|
Private Placement B
|
9,147
|
2,000
|
21.87%
|
|
Total
|
37,227
|
6,779
|
|
The Variation is less than 25% and does not constitute a material change to the utilisation of proceeds in accordance with Paragraph 8.24 of the Main Market Listing Requirements. The Variation is not subject to the approval of shareholders of DIB.
The Board wishes to reallocate the amount of Variation of RM6.8 million for the payment of deposit and part payment of cash consideration of the proposed acquisition of the entire equity interest in High Reserve F&B Sdn. Bhd. (“Proposed Acquisition”) (please refer to the announcement in relation to the Proposed Acquisition dated 24 February 2022 for details).
This announcement is dated 24 February 2022.
|