PENTAMASTER CORPORATION BERHAD ("PCB" OR THE "COMPANY") - PROPOSED LISTING OF THE COMPANY'S AUTOMATED SOLUTION BUSINESS ON THE MAIN BOARD OF THE STOCK EXCHANGE OF HONG KONG LIMITED ("PROPOSED LISTING"); AND - PROPOSED INCORPORATION OF A WHOLLY-OWNED SUBSIDIARY COMPANY.
The Board of Directors of PCB (“Board”) wishes to announce that the Company is considering the pursuit of a separate listing of its automated solution business on the Main Board of the Stock Exchange of Hong Kong Limited (“HK Stock Exchange”).
Details of the Proposed Listing have yet to be determined. However, prior to the completion of the Proposed Listing, PCB will undertake a reorganisation of its subsidiaries involved in the automated solution business and these subsidiaries will continue to remain as subsidiaries of PCB upon completion of the Proposed Listing. A detailed announcement in relation to the Proposed Listing will be made in due course, once the Company has finalised and approved the structure of the Proposed Listing.
To facilitate the Proposed Listing, an application has been made to the Registrar of Companies in the Cayman Islands to incorporate a wholly-owned subsidiary company, namely Pentamaster International Limited ("PIL") in the Cayman Islands on 12 June 2017. The principal activity of PIL is that of investment holding. The Company will make further announcement in due course upon the receipt of the Certificate of Incorporation from the Registrar of Companies in the Cayman Islands.
None of the Directors and/or major shareholders of PCB or persons connected to them have any interest, direct or indirect, in the proposed incorporation of PIL.
2. RATIONALE AND BENEFITS OF THE PROPOSED LISTING
The rationale and benefits of the Proposed Listing are as follows:
(i) The Proposed Listing will enable the automated solution business to gain recognition and corporate stature through the listing status of its own and further enhance its corporate reputation which will assist in expansion of its customer base;
(ii) The Proposed Listing will enhance efficiency by way of promoting a clearer segregation of business responsibilities and operations for PCB’s existing automated solution business, thereby enabling the respective management teams to focus on opportunities specific to each of the automated solution business;
(iii) The Proposed Listing is expected to unlock shareholders’ value in the automated solution business and provide a transparent valuation benchmark for the same in Hong Kong; and
(iv) The Proposed Listing will provide the Company and its automated solution business with a diverse fund raising platform in the future i.e. Hong Kong equity capital markets, which in turn will increase its financing flexibility to fund its future growth.
3. ADVISERS AND OTHER REGULATORY REQUIREMENTS
The Board has appointed Altus Capital Limited, a corporation licensed by the Securities and Futures Commission of Hong Kong to carry out Type 4 (advising on securities), Type 6 (advising on corporate finance) and Type 9 (asset management) regulated activities under the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong), as the sponsor for the Proposed Listing in Hong Kong (“HK Sponsor”). The Company has also appointed other professional advisers for the purpose of advising on the Proposed Listing.
The Board wishes to highlight to the shareholders of the Company (“Shareholders”) that the Proposed Listing is at a preliminary stage and fairly extensive preparatory work is required and that such preparatory work may involve an uncertain time frame.
The Proposed Listing is also subject to, among others, satisfactory due diligence and assessment of suitability for listing by the HK Sponsor and other professional advisers, approvals being obtained from the relevant authorities in Hong Kong and Malaysia (where required), as well as the Shareholders at an extraordinary general meeting to be convened. In addition, the Proposed Listing is subject to assessment of other factors such as general economic and capital market conditions. There is no assurance that such approvals would be granted or that the Proposed Listing may occur. Therefore, Shareholders should note that the Proposed Listing may or may not materialise.
The Company will make further announcements in relation to the Proposed Listing, as and when appropriate, under the Main Market Listing Requirements of Bursa Malaysia Securities Berhad.
This announcement is dated 13 June 2017.
|Company Name||PENTAMASTER CORPORATION BERHAD|
|Date Announced||13 Jun 2017|
|Category||General Announcement for PLC|