Stella Holdings Berhad (“Stella” or the “Company”), an experienced player in the field of construction, property investment, and property development, is pleased to announce that all resolutions set forth at its Extraordinary General Meeting (EGM) have received endorsement from shareholders. Notably, a significant resolution encompassing the acquisition of Pembinaan Teguh Maju Sdn Bhd (“PTM”) was approved unanimously.
Datuk Benson Lau, Managing Director of Stella
The acquisition of PTM comes with considerable promise and far-reaching implications for Stella. Valued at a total purchase consideration of RM380.0 million, PTM will become a wholly-owned subsidiary of Stella. This acquisition is especially noteworthy given PTM’s RM1.16 billion worth of outstanding orders in areas such as roadworks, building construction, and mechanical and electrical projects. Furthermore, PTM has submitted quotations and is in discussions for contracts totalling approximately RM1.78 billion, amplifying the earnings potential over the next three financial years.
PTM also provides a profit guarantee of RM120.0 million for the financial years ending 30 June 2024, 2025, and 2026 on an aggregate basis to the Company.
The EGM also endorsed a significant private placement of up to 50.0 million shares, equating to around 74.63% of the current total number of issued Stella shares or 11.99% post-acquisition. This initiative aims to raise RM40.0 million for necessities like construction materials, labour costs, and subcontractors.
Complementing this acquisition, Stella Holdings Berhad will undergo a rebranding to become Varia Berhad, a change that encapsulates its wider vision and growth objectives.
After the conclusion of the EGM, Datuk Benson Lau, Managing Director of Stella, commented with enthusiasm: “Our unanimous decision to acquire PTM marks a pivotal moment for Stella. This new addition brings a vast RM1.16 billion worth of outstanding orders into our portfolio, thereby solidifying our growth prospects. PTM’s strengths in civil engineering, roadworks, and various infrastructure projects represent a perfect strategic alignment with our existing operations. We are also emboldened by our shareholders’ resolute support for our ambitious private placement and rebranding initiatives. Their unwavering confidence empowers us to aim higher and execute our strategic roadmap to fruition.”
As at 2 November 2023, 12:30 P.M., Stella Holdings Berhad’s share price is RM1.07 with a market capitalisation of RM71.7 million.
Leading global information and communications technology (ICT) provider Artroniq Berhad is pleased to announce that shareholders have approved all resolutions at the Company’s EGM today.
Marcus Chin Choon Wei, Chief Financial Officer of Artroniq Berhad
Shareholders approved a private placement of up to 65,659,400 placement shares, representing 20.0% of the Company’s total number of issued shares, to raise gross proceeds of up to RM36.8 million for the diversification into the manufacturing of electric bicycles (e-bikes), general working capital and estimated expenses for the proposal.
Shareholders also approved the proposal to diversify into the e-bikes business as part of the Company’s strategy to diversify its income stream.
A bonus issue of up to 196,978,202 new warrants on the basis of one warrant for every two existing ordinary shares in the Company was also approved to reward shareholders for their support by enabling them to participate in its convertible securities as well as to provide them with an opportunity to increase their equity participation should they exercise the warrants.
In the event that all the warrants are exercised at the exercise price of RM0.60 each, the Company will raise gross proceeds of RM118 million to be used for working capital requirements, including payments to suppliers and trade creditors, staff costs, directors’ remuneration and statutory contributions, overhead expenditures and, compliance expenses.
Marcus Chin Choon Wei, Chief Financial Officer of Artroniq, said, “I would like to thank all our shareholders who participated in the EGM to shape the future of the Company. We also want to thank them for their trust in the board of directors and management in guiding the business to greater success.”
“The e-bikes business not only adds an additional income stream, but it also enhances our earnings with a contribution of 25% or more in net profit besides resulting in the diversion of 25% or more of the Company’s net assets. The ICT products business comprising provision of point-of-sale (POS) solutions and distribution of POS hardware, peripherals and related services will remain as the Company seek to leverage on opportunities in technology trends.”
Earlier this year, Artroniq’s wholly owned subsidiary, Artroniq iTech Sdn Bhd, was awarded a RM100.0 million, two-year contract by Beno Inc. to assemble the Reevo series of e-bikes totalling 7,000 units that is expected to be completed on or before 30 September 2023.
As of 19 May 2023, Artroniq’s share price is at RM0.80sen with a market capitalisation of RM262.6 million.
Samaiden Group Berhad, a renewable energy (RE) specialist principally involved in engineering, procurement, construction, and commissioning (EPCC) of solar photovoltaic (PV) systems and power plants, reported that shareholders have passed all resolutions at the 3rd AGM held today.
Group Managing Director of Samaiden, Ir. Chow Pui Hee
Among the resolutions passed were the re-election of Lim Poh Seong and Fong Yeng Foon as directors pursuant to the Constitution of the Company as well as the re-appointment of TGS TW PLT as auditors of the Company. Shareholders also passed the resolution empowering the board of directors to issue and allot up to 10% of the total number of issued shares of the Company for the time being pursuant to Sections 75 and 76 of the Companies Act 2016.
Group Managing Director of Samaiden, Ir. Chow Pui Hee said, “This is the first ever AGM we are holding physically ever since Samaiden was listed in October 2020 on the ACE Market. We are glad to meet our shareholders and would like to thank them for their trust and confidence in us as we endeavoured to steer the business safely through the COVID-19 pandemic. While financial year ended 30 June 2022 (FY2022) has not been without its challenges, we note the increasing adoption of RE as businesses and organisations come to terms with climate change and also volatile fossil fuel costs.”
“Over the mid-to-long term, we see greater clarity for RE given the rollout of the National Energy Policy 2022-2040 in September 2022 outlining the key priorities for Malaysia’s socioeconomic development. Given that sustainability practices are increasingly being used to benchmark businesses, easy access and the ready availability of RE is crucial for growth as it also covers other indices used to gauge green attributes such as carbon credits, carbon emissions and RE certificates.”
“We view positively the more stable political climate in Malaysia as this will boost investor sentiment and funding for more RE infrastructure. Samaiden continues to seek opportunities to offer our EPCC services for the installation of solar PV systems as well as solar and non-solar power plants by leveraging on our core competency and experience in providing end-to-end services for potential solar PV and other non-solar projects.”
Samaiden has an outstanding orderbook of RM325.40 million as at 30 September 2022 with earnings visibility over the next three years.
Samaiden Group Berhad: 0223 [BURSA: SAMAIDEN], https://samaiden.com.my/
The non-interested shareholders of G Neptune Berhad have approved its proposed regularisation plan during the extraordinary general meeting (EGM) held today. The shareholders’ approval marks a key milestone for G Neptune’s proposed regularisation plan which is expected to address the Company’s Guidance Note 3 (GN3) status as well as return it to a stronger financial standing as well as profitability. An integral part of the approved regularisation plan is the proposed acquisition of the entire equity interest in Southern Score Sdn Bhd from Super Advantage Property Sdn Bhd for a purchase consideration of RM252.0 million to be satisfied through the issuance of 1.68 billion shares.
Southern Score is a construction management services company with a recorded net profit of RM6.51 million, RM19.20 million and RM35.18 million in the financial year ended 31 December 2019, 2020 and 2021 respectively. Super Advantage, being the vendor of Southern Score, has provided cumulative net profit guarantee of RM80.0 million over the three-year period from 2022 to 2024. Super Advantage is held by Tan Sri Datuk Seri Gan Yu Chai, the Managing Director of Southern Score, a veteran in the construction and property development industries with more than 30 years’ experience as well as Gan Yee Hin, the Executive Director and Chief Executive Officer of Southern Score.
Shareholders also approved to change the Company’s name to “Southern Score Builders Berhad”, a move undertaken by the Company to better reflect G Neptune’s new corporate identity moving forward.
Commenting on the shareholders’ approval, Gan Yee Hin said, “We would like to thank the shareholders for putting their trust and confidence in us. This is a key milestone towards the long-awaited completion of the regularisation plan. With the injection of Southern Score, we believe that G Neptune will be in a stronger financial standing and profitability, thereby benefiting all stakeholders.”
Other than the proposed acquisition and proposed change of name, shareholders also approved the following proposals which are part of the proposed regularisation plan:
– proposed consolidation of every 10 existing G Neptune’s shares into one share; – proposed debt settlement amounting to RM3.1 million to Mr. Chai Tham Poh, an Executive Director of G Neptune, via the issuance of 20.67 million shares; – proposed private placement to raise at least RM108.6 million through the issuance of 543.05 million shares to investors to be identified later and; – proposed exemption from the obligation to undertake a mandatory takeover offer for the remaining G Neptune shares not already owned by Super Advantage as well as Tan Sri Datuk Seri Gan Yu Chai and Gan Yee Hin.
Gan Yee Hin added, “The shareholders’ approval obtained today heralds a new beginning for Southern Score as we gain a step closer towards obtaining a listing status via GNB. We intend to leverage on our listing status to further grow our business for which our shareholders will also be able to partake in. We expect Southern Score’s growth to be fuelled from growth in the construction sector where construction activities is expected to increase in tandem with economic growth following the reopening of the economy and country borders.”
Kenanga Investment Bank Berhad is the principal adviser and sponsor for the proposed regularisation plan as well as placement agent for the proposed private placement while Malacca Securities Sdn Bhd is the independent adviser for the proposed exemption.
G Neptune Berhad: 0045 [BURSA: GNB], https://www.gneptune.com/ Southern Score: https://southernscore.com.my/
PARTICIPATION OF SHAREHOLDERS WILL BE THROUGH DESIGNATED REPRESENTATIVE
Milan – WEBWIRE – Wednesday, April 13, 2022
Pirelli & C. S.p.A. today called in ordinary session a Shareholders Meeting in Milan at the Notary Office Marchetti, Via Agnello 18, at 10.30 a.m. on Wednesday 18 May in sole call.
As well as resolutions regarding the approval of the 2021 Financial statements and the allocation of the result and dividend distribution, the Shareholders Meeting will be called to approve the remuneration policy with regard to 2022, express itself through an advisory vote on compensation paid in 2021 and approve, stating that part of the incentive is linked to a Total Shareholder Return objective, the adoption of the monetary incentive plan for the 3-year period 2022-2024 (LTI 22-24) earmarked for the group management in general and linked to the targets of the Strategic Plan 2021-2022|2025. The Shareholders Meeting will also be called to approve the mechanisms for the eventual adjustment of the sole quantification of the targets included in monetary incentive plans for the 3-year periods 2020-2022 and 2021-2023, in line with the remuneration policy with regard to 2022
The Shareholders Meeting will also include the presentation of the Report on the Responsible Management of the Value Chain and the annual Report on corporate governance and share ownership.
On the same date as publication of the notice of call, the Company has made the proposed resolutions and documentation relative to the items on the agenda available to the public at the Company headquarters in Milan at Viale Piero e Alberto Pirelli 25, Borsa Italiana S.p.A, via the eMarket Storage authorized storage mechanism (emarketstorage.com) and the Company website www.pirelli.com.
How the Shareholders Meeting will be conducted
With the aim of avoiding the risks associated with Covid-19, the Company has chosen the option of providing that the interventions of those with the right to vote at the Shareholders Meeting will take place exclusively through the Appointed Representative without physical participation by those with the right to be there. For any additional information about the Shareholders Meeting, please refer to the notification and indications on the Company website in the section dedicated to the event.
