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Reference No: TP-080325-65568 |
| Company
Name |
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PACIFICMAS BERHAD |
| Stock
Name |
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PACMAS |
| Date
Announced |
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25-03-2008 |
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| Type |
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Announcement |
| Subject |
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PACIFICMAS BERHAD ("PACIFICMAS" OR "THE COMPANY")
NON-COMPLIANCE WITH PUBLIC SHAREHOLDING SPREAD REQUIREMENT PURSUANT TO PARAGRAPH 8.15(1) OF THE LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD |
| Contents |
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| Reference is made to the offer document dated 25 January 2008 ("Offer Document") in relation to the conditional take-over offer by CIMB Investment Bank Berhad ("CIMB") and OCBC Advisers (Malaysia) Sdn Bhd ("OCBC Advisers"), on behalf of OCBC Capital (Malaysia) Sdn Bhd (formerly known as OSPL Holdings Sdn Bhd) ("OCSB") to acquire all the voting shares in PacificMas not already owned by OCSB ("Offer Shares") at a cash offer price of RM4.30 for each Offer Share ("Offer"). |
| The Company wishes to announce that based on the press notice from CIMB and OCBC Advisers dated 24 March 2008, the Offer has become unconditional and OCSB has received acceptances from the holders of the Offer Shares, resulting in OCSB holding in aggregate of approximately 66% of the issued and paid-up share capital of PacificMas. Based on the Company’s Record of Depositors as at 24 March 2008, the public shareholding spread of PacificMas is 17.47% (representing 29,871,260 ordinary shares of RM1.00 each in PacificMas) with 9,651 public shareholders holding not less than 100 shares each. Accordingly, PacificMas does not comply with the public shareholding spread requirement ("Public Shareholding Spread") pursuant to Paragraph 8.15(1) of the Listing Requirements of Bursa Malaysia Securities Berhad ("Bursa Securities") as less than 25% of its total listed shares are in the hands of public shareholders. |
| The Company has yet to formulate a plan to comply with the Public Shareholding Spread. In view that the non-compliance of the Public Shareholding Spread arises from the Offer, the Company would like to highlight that as mentioned in the Offer Document, it is the intention of OCSB to maintain the listing status of PacificMas on the Bursa Securities. In the event that PacificMas cannot meet the Public Shareholding Spread of Bursa Securities as a result of acceptances received under the Offer, OCSB will use its best endeavours to rectify the Public Shareholding Spread of PacificMas within a period of three (3) months from the closing date of the Offer, i.e. 8 April 2008. |
| Based on the Offer Document, OCSB has also mentioned that the possible measures to be taken by OCSB, include but not limited to, reducing its shareholdings to an appropriate level via strategic disposal, distribution, placement and/or offer for sale. In addition, OCSB will use its best endeavours to procure PacificMas to rectify its Public Shareholding Spread, including but not limited to, implementing private placement and/or special issue of new PacificMas Shares. However, in the event that the Public Shareholding Spread of PacificMas cannot be rectified within a period of three (3) months from the Closing Date, OCSB shall use its best endeavours to procure PacificMas to comply with such period of time allowed by Bursa Securities to rectify its Public Shareholding Spread. |
| In accordance with Paragraph 8.15(2) of the Listing Requirements of Bursa Securities, the Company has on even date notified Bursa Securities of the abovementioned non-compliance and sought its approval for the extension of time for a period of six (6) months from the date of the Company's application to meet the Public Shareholding Spread. |
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| This announcement is dated 25 March 2008. |
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