Introduction
Unimech Capital Sdn. Bhd. (“UCSB”), a wholly-owned subsidiary of Unimech Group Berhad (“UGB” or “the Company”) had on 26 August 2014 disposed off 40,000 shares of RM1.00 each fully paid, representing 40% equity interest in Unimech O & G Supplies Sdn. Bhd. (“UOGS”) to Mr. Dwayne Jason Yii (“DJY”) for a total cash consideration of RM40,000.00 (“the Disposal”).
Upon the Disposal, UOGS shall cease to be an associate company of UCSB.
Information of UOGS
UOGS was incorporated in Malaysia under the Companies Act, 1965 on 9 December 2013 as a private limited company under the name of Jelas Kuasa Sdn. Bhd. and assumed its present name on 27 February 2014. The current authorised share capital of UOGS is RM400,000.00 comprising 400,000 ordinary shares of RM1.00 each and its current paid up capital is RM100,000.00.
The principal activities of UOGS are system design, fabrication, installation, combustion equipment and piping system for water, steam, petrochemical, and oil and gas industries.
Information of DJY
DJY is a Malaysian. He has no directorship and/or shareholding in UCSB and UGB.
Disposal Consideration
The cash consideration of RM40,000.00 is based on the original cost of investment by UCSB in UOGS.
Original Cost of the Investment
The date and original cost of investment of UCSB in UOGS is as follows:-
Date of investment | Cost of investment |
7 March 2014 | RM40,000.00 |
Rationale for the Disposal
UOGS is not generating profitable income to the Group. Therefore, the Board of Directors of UGB and UCSB have decided to dispose off UOGS. UGB is satisfied that the Disposal is at a reasonable price.
Financial Effects
The Disposal will not have any material effect on the net assets per share, earnings per share and gearing of UGB for the financial year ending 31 December 2014.
The Disposal also has no effect on the share capital and substantial shareholders’ shareholding of UGB.
There is no gain or loss to UGB and no liability would be assumed by UCSB and UGB in the Disposal of UOGS.
Directors’ and Major Shareholders’ Interest
None of the Directors and Major Shareholders or persons connected to the Directors or Major Shareholders has any interest, direct or indirect in the Disposal.
Approval Required
The Disposal is not subject to the approval of the shareholders of UGB or any other governmental authorities.
Statement by the Board of Directors
The Board of Directors is of the opinion that the Disposal is in the best interest of UGB.
Estimated Timeframe to Complete
Barring any unforeseen circumstances, the Disposal is expected to be completed within one (1) month from the date of this announcement.
Paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad
The highest percentage ratio pursuant to Paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad applicable to the Disposal is 0.02%.
This announcement is dated 26 August 2014