We refer to the Company's first announcement made on 21 December 2012, 20 December 2013, 23 December 2013, 19 February 2014, 27 February 2014, 14 April 2014 and 25 July 2014 in relation to Practice Note 17 ("PN17") of the Main Market Listing Requirements ("MMLR").
The Company was informed by Bursa Malaysia Securities Berhad ("Bursa Securities") by letter dated 3 September 2014 that the Application, after due consideration of all facts and circumstances of the matter including the written representation of the Company, Bursa Securities decided to:-
a. Dismiss the Company's further appeal for an extension of time until end of December 2014 to submit the Regularisation Plan to the relevant authorities for approval; and
b. De-list the securities of the Company from the Official List of Bursa Securities pursuant to Paragraph 8.04 of the MMLR.
Maxtral was informed that the securities of the Company will be removed from the Official List of Bursa Securities upon the expiry of two (2) market days from the date hereof, i.e. on Monday, 8 September 2014.
In arriving at the aforesaid decision, Bursa Securities had considered, amongst others, the following factors:-
1. Since the First Announcement on 21 December 2012 and as at 28 August 2014, Maxtral has had approximately 20 months to submit its Regularisation Plan;
2. Maxtral had failed to regularize the Company's financial condition in accordance with Paragraph 8.04 of the MMLR and PN 17;
3. There was no material development or progress in respect of the Regularisation Plan (i.e. finalization and/or submission) since the approval for extension of time granted by Bursa Securities on 11 April 2014. In fact, the Company has "to restart afresh" vis à vis the Regularisation Plan as the Company has aborted its proposed Regularisation Plan with the 3rd white knight, Bountiful Returns Sdn Bhd. In addition, whilst the Company has identified new white knight, the proposal with the said white knight was still very preliminary and hence, lacked certainty;
4. The Company had started making losses since financial year ended (FYE) 31 December 2010. Maxtral's financial position as extracted from the consolidated financial statements for FYE 31 December 2010 to 31 December 2013 and the Company's latest quarterly report for the financial period ended 31 March 2014 (1st QR 2014) as follows:
Item
| FYE 31/12/2010 (RM'000)
| FYE 31/12/2011 (RM'000)
| FYE 31/12/2012 (RM'000)
| FYE 31/12/2013 (RM'000)
| 1st QR 2014 (RM'000)
|
Revenue
| 61,464
| 21,936
| 15,441
| 1,703
| 38
|
(Loss)/Profit before tax
| (11,091)
| (120,913)
| (42,393)
| (80,934)
| (706)
|
(Loss)/Profit after tax and minority interest
| (10,041)
| (118,243)
| (41,405)
| (64,384)
| (706)
|
Shareholders' equity
| 192,314
| 76,181
| 34,776
| (30,169)
| (30,876)
|
Total interest bearing borrowings
| 62,409
| 61,063
| 62,422
| 33,910
| 34,337
|
Net current assets/(Liabilities)
| 39,529
| 3,439
| (32,575)
| (30,246)
| (30,949)
|
5. All the PN17 companies are required to regularise their financial condition and level of operations expeditiously within the timeframes prescribed in Paragraph 8.04 of the MMLR and PN17 or extended timframes as may be granted by Bursa Securities;
6. The requirement for companies to have an adequate level of financial condition and level of operations serves to ensure that companies listed on the Official List are of a certain minimum quality. Companies that have a minimum level of financial condition and level of operations serve to preserve and sustain market integrity and investors' confidence; and
7. In the opinion of Bursa Securities, adequate time and opportunity had been accorded to Maxtral to regularise the Company's financial condition since Maxtral's first announcement on 21 December 2012.
With respect to the securities of the Company which are currently deposited with Bursa Malaysia Depository Sdn Bhd ("Bursa Depository"), the securities may remain deposited with Bursa Depository notwithstanding the de-listing of the securities from the Official List of Bursa Securities. It is not mandatory for the securities of a company which has been de-listed to be withdrawn from Bursa Depository.
Alternatively, shareholders of the Company who intend to hold their securities in the form of physical certificates, can withdraw these securities from their Central Depository System ("CDS") accounts maintained with Bursa Depository at any time after the securities of the Company have been de-listed from the Official List of Bursa Securities. This can be effected by the shareholders submitting an application form for withdrawal in accordance with the procedures prescribed by Bursa Depository. These shareholders can contact any Participating Organisation of Bursa Securities and/or Bursa Securities' General Line at 03-2034 7000 for further information on the withdrawal procedures.
Upon the de-listing of the Company, the Company will continue to exits but as an unlisted entity. The Company is still able to continue its operations and business and proceed with its corporate restructuring and its shareholders can still be rewarded by the Company's performance. However, the shareholders will be holding shares which are no longer quoted and traded on Bursa Securities.
This announcement is dated 4 September 2014.