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KUALA LUMPUR, Feb 22 -- Engineering solutions provider Pansar Bhd has fixed the price and implementation timeline for its Rights Issue exercise, which will see it raising approximately RM121 million to part-fund the group’s acquisition of Perbena Emas Sdn Bhd.
The group in September last year entered into a conditional share purchase agreement with PE Holdings Sdn Bhd to acquire equity interest in the issued share capital of PESB for a purchase consideration of RM151 million.
On Dec 22, the company through an extraordinary general meeting received shareholders approval for the proposed acquisition.
On the rights issue, a filing with Bursa Malaysia showed that the entitlement date has been fixed for March 8, 2021.
The renounceable rights issue involves the issuance of new redeemable convertible preference shares (RCPS) on the basis of 1 RCPS for every 2 existing shares held in Pansar.
Pansar fixed the price for the rights issue at RM0.53 per RCPS, representing a discount of approximately 23.19 per cent to the theoretical ex-rights price of Pansar shares of RM0.69 calculated based on the 5-day VWAP of Pansar shares up to and including Feb 19, 2021, of RM0.77.
“The RCPS will carry a dividend rate of four per cent per annum based on the issue price and each RCPS will be convertible into one new Pansar share after the third anniversary of issuance.
“This represents an implied conversion price of RM0.53 per RCPS or a conversion ratio of one RCPS for one new Pansar share. Pansar shares closed at 77.5 sen today,” it said in a statement.
Additionally, it had entered into an underwriting agreement with UOB Kay Hian Securities (M) Sdn Bhd for the underwriting of up to 78,575,974 RCPS representing approximately 34.26 per cent of the total RCPS to be issued.
Pansar’s major shareholder, Pan Sarawak Holdings Sdn Bhd has also provided its undertaking to subscribe for its entitlement under the rights issue, totalling 150,750,001 RCPS.
“Pan Sarawak’s undertaking reflects its commitment and confidence in growing the company’s business and their support in undertaking the acquisition,” it said.
Pansar said the opening of applications for the rights issue is expected to commence on March 9, 2021, with the last date for acceptance and excess share application expected on March 23, 2021