Ann: SSH: MYK: SSH Notice MyKRIS International Sdn. Bhd

• Release Date: 31/08/15 10:57
• Summary: SSH: MYK: SSH Notice MyKRIS International Sdn. Bhd
• Price Sensitive: No
• Download Document  5.98KB

					MYK
31/08/2015 10:57
SSH
NOT PRICE SENSITIVE
REL: 1057 HRS Mykris Limited

SSH: MYK: SSH Notice MyKRIS International Sdn. Bhd

Disclosure of movement of 1% or more in substantial holding or change in
nature of relevant interest, or both
Sections 277 and 278, Financial Markets Conduct Act 2013
To  NZX Limited
and
To Mykris Limited
Relevant event being disclosed:  Change in nature of relevant interest made
by MyKRIS International Sdn. Bhd. (Company No. 811039-T) (MIB) entering into
a conditional agreement with Mykris Limited (the Company) to make an
off-market transfer back to the Company of all its 35,224,545 (56.7%) shares
in the Company as part consideration for the conditional purchase by MIB
under that agreement (by way of share purchase) of the Company's subsidiaries
MyKRIS Net (MSC) Sdn. Bhd. and MyKRIS Asia Sdn. Bhd.
Date of relevant event:  28 August 2015
Date this disclosure made: 28 August 2015
Date last disclosure made: 30July 2014
Substantial product holder(s) giving disclosure
Full name(s): MyKRIS International Sdn. Bhd. (Company No. 811039-T)
Summary of substantial holding
Class of quoted voting products: Ordinary shares in Mykris Limited
Summary for MyKRIS International Sdn. Bhd. (Company No. 811039-T)
For this disclosure,--
(a) total number held in class: 35,224,545
(b) total in class: 62,120,100
(c) total percentage held in class: 56.7%
For last disclosure,--
(a) total number held in class: 35,224,545
(b) total in class: 59,920,010
(c) total percentage held in class: 58.79%
Details of transactions and events giving rise to relevant event
Details of the transactions or other events requiring disclosure: On 28
August 2015, MIB (as Purchaser) entered into a conditional agreement for sale
and purchase with the Company (as Vendor) to purchase (by way of share
purchase) the Company's subsidiaries, MyKRIS Net (MSC) Sdn. Bhd and MyKRIS
Asia Sdn. Bhd for a purchase price of NZ$12,904,020 to be satisfied as
follows:
(a) As to NZ$8,806,136.25, by transferring back to the Company by off-market
transfer all MIB's 35,224,545 (56.7%) shares in the Company at a price of
NZ$0.25 per share that will be deemed to be fully paid on transfer;
(b) As to NZ$3,617,883.75, by procuring third parties to transfer back to the
Company by off-market transfer 14,471,535 (23.3%) shares in the Company which
as between MIB and the Company will be deemed to be transferred at a price of
NZ$0.25 per share that will be deemed to be fully satisfied on transfer,
provided that MIB may elect to satisfy all or any part of the said sum of
NZ$3,617,883.75 by making payment to the Company in cash;
(c) As to NZ$480,000 by payment in cash.
The purchase is subject to the condition that on or before 30 October 2015,
or such later date as may be agreed in writing between the parties, the
Company obtains all shareholder and other approvals required to implement the
agreement.
Subject to satisfaction of the above condition, completion of the sale will
take place 14 days after the condition has been satisfied or such later date
as may be agreed in writing between the parties.
Details after relevant event
Details for  MyKRIS International Sdn. Bhd. (Company No. 811039-T)
Nature of relevant interest(s):  Registered holder and beneficial owner of
financial products.  The relevant interest is qualified by the conditional
agreement to transfer the relevant financial products back to the Company by
off-market transfer (copy attached, 25 pages). The agreement (also described
above under Details of transactions and events giving rise to relevant event)
was made on 28 August 2015 between MIB (as Purchaser) and the Company (as
Vendor) under which MIB has conditionally agreed to purchase (by way of share
purchase) the Company's subsidiaries, MyKRIS Net (MSC) Sdn. Bhd and MyKRIS
Asia Sdn. Bhd for a purchase price of NZ$12,904,020 to be satisfied as
follows:
(a) As to NZ$8,806,136.25, by transferring back to the Company by off-market
transfer all MIB's 35,224,545 (56.7%) shares in the Company at a price of
NZ$0.25 per share that will be deemed to be fully paid on transfer;
(b) As to NZ$3,617,883.75, by procuring third parties to transfer back to the
Company by off-market transfer 14,471,535 (23.3%) shares in the Company which
as between MIB and the Company will be deemed to be transferred at a price of
NZ$0.25 per share that will be deemed to be fully satisfied on transfer,
provided that MIB may elect to satisfy all or any part of the said sum of
NZ$3,617,883.75 by making payment to the Company in cash;
(c) As to NZ$480,000 by payment in cash.
The purchase is subject to the condition that on or before 30 October 2015,
or such later date as may be agreed in writing between the parties, the
Company obtains all shareholder and other approvals required to implement the
agreement.
Subject to satisfaction of the above condition, completion of the sale will
take place 14 days after the condition has been satisfied or such later date
as may be agreed in writing between the parties.
For that relevant interest,--
(a) number held in class: 35,224,545
(b) percentage held in class: 56.7%
(c) current registered holder(s): MyKRIS International Sdn. Bhd. (Company No.
811039-T)
(d) registered holder(s) once transfers are registered:  Mykris Limited, if
the shares are not cancelled on transfer
Additional information
Address(es) of substantial product holder(s):  MyKRIS International Sdn.
Bhd., Block H-08-01, SetiaWalk, Persiaran Wawasan, Pusat Bandar, Puchong,
47100 Puchong, Selangor, Malaysia.
Contact details: Chew Choo Soon, 603-58790188, [email protected]
Name of any other person believed to have given, or believed to be required
to give, a disclosure under the Financial Markets Conduct Act 2013 in
relation to the financial products to which this disclosure relates:  Mykris
Limited
Certification
I, Chew Choo Soon, certify that, to the best of my knowledge and belief, the
information contained in this disclosure is correct and that I am duly
authorised to make this disclosure by all persons for whom it is made.
End CA:00269352 For:MYK    Type:SSH        Time:2015-08-31 10:57:44