SYSTECH

0.445

+0.025 (+6%)

Circular/Notice to Shareholders

SYSTECH BHD

Subject CIRCULAR TO SHAREHOLDERS IN RELATION TO THE: PART A - (I) PROPOSED SHARES ISSUANCE OF UP TO 144,000,000 NEW ORDINARY SHARES IN SYSTECH BHD ("SYSTECH") ("SYSTECH SHARES" OR "SHARES"), REPRESENTING APPROXIMATELY 29.4% OF THE ENLARGED TOTAL NUMBER OF ISSUED SHARES (EXCLUDING TREASURY SHARES) AFTER THE SHARES ISSUANCE ("PROPOSED SHARES ISSUANCE"); (II) PROPOSED ACQUISITION OF 552,255 ORDINARY SHARES IN WILSTECH SDN. BHD. ("WILSTECH"), REPRESENTING THE ENTIRE EQUITY INTEREST OF WILSTECH, FOR A TOTAL PURCHASE CONISIDERATION OF RM75,000,000, TO BE SATISFIED VIA CASH CONSIDERATION OF RM20,000,000 AND THE REMAINING RM55,000,000 TO BE SETTLED VIA THE ISSUANCE OF 152,777,777 SYSTECH SHARES ("CONSIDERATION SHARES") AT AN ISSUE PRICE OF RM0.36 PER CONSIDERATION SHARE ("PROPOSED ACQUISITION"); (III) PROPOSED BONUS ISSUE OF UP TO 160,656,399 NEW WARRANTS IN SYSTECH ("WARRANTS") ON THE BASIS OF 1 WARRANT FOR EVERY 4 EXISTING SYSTECH SHARES HELD BY THE ENTITLED SHAREHOLDERS ON AN ENTITLEMENT DATE TO BE DETERMINED AND ANNOUNCED LATER ("PROPOSED BONUS ISSUE OF WARRANTS"); AND (IV) PROPOSED ESTABLISHMENT OF AN EMPLOYEES SHARE SCHEME OF UP TO 15.0% OF THE TOTAL NUMBER OF ISSUED SHARES (EXCLUDING TREASURY SHARES) ("SCHEME") AT ANY POINT IN TIME DURING THE TENURE OF THE SCHEME FOR ELIGIBLE DIRECTORS AND EMPLOYEES OF SYSTECH AND ITS SUBSIDIARIES (EXCLUDING DORMANT SUBSIDIARIES, IF ANY) ("PROPOSED ESS"); PART B - INDEPENDENT ADVICE LETTER FROM TA SECURITIES HOLDINGS BERHAD TO THE NON-INTERESTED SHAREHOLDERS OF SYSTECH IN RELATION TO THE PROPOSED ACQUISITION


Please refer attachment below.



Announcement Info

Company Name SYSTECH BHD
Stock Name SYSTECH
Date Announced 03 Apr 2024
Category Document Submission
Reference Number DCS-03042024-00012