Company Name: KOBAY TECHNOLOGY BERHAD
Stock Name: KOBAY
Date Announced: 03 Jun 2020
Category: General Announcement for PLC
Reference Number: GA1-03062020-00021
Description: KOBAY TECHNOLOGY BHD. (Kobay or the Company)-Proposed Disposal by Kobay of 100% Equity Interest in The 12 Avenues Sdn. Bhd., a wholly-owned subsidiary of Kobay
The Board of Directors of Kobay wishes to announce that the company proposes to dispose off its 100% equity interest in The 12 Avenues Sdn. Bhd. (Company No. 1027688-A) (The 12 Avenues”) comprising 100,000 ordinary shares for a total cash consideration of RM44,750.00 (“Disposal Consideration”) to Ms. Leong Lai Yong (I/C No. 771212-07-5502) (“the Purchaser”)(Proposed Disposal”).
Upon completion of the Proposed Disposal, The 12 Avenues shall cease to be a wholly-owned subsidiary of Kobay.
1. INFORMATION ON THE 12 AVENUES
The 12 Avenues was incorporated on 12 December 2012 as Skyhouse Sdn. Bhd.. It changed its name to The 12 Avenues Sdn. Bhd. on 05 February 2013. Its current paid up capital is RM100,000 comprising of 100,000 ordinary shares.
The intended principal activities of The 12 Avenues is property development and has entered into Joint Venture Agreement with P.G. Doraisamy A/L Gopal and Sudhakaran A/L Gopalan on 16 May 2013 to explore a project located at Batu Tiga, Selangor. The said project was unable to be realized after several attempts to seek the Authorities’ approval to divert the river of no avail.
The said project has been terminated by the Company on 31 May 2019. Since then, the Company has been dormant with no new project secured.
2. INFORMATION ON PURCHASER
The Purchaser, Ms Leong Lai Yong (I/C No. 771212-07-5502) is a Malaysian Chinese reside in Malaysia.
3. BASIS AND JUSTIFICATION FOR ARRIVING AT THE DISPOSAL CONSIDERATION
The Disposal Consideration of the Proposed Disposal was arrived based on the net tangible assets value of the Company as at 31 May 2020 and will be fully satisfied in cash, The said consideration sum shall be paid within 7 days from the agreed date to take over the entire share capital of The 12 Avenues before executing and completing the documents pertaining to the Proposed Disposal.
4. ORIGINAL COST OF INVESTMENT
The aggregate cost of investment in The 12 Avenues by Kobay is RM82,000. Based on the latest audited financial statements for financial year ended 30 June 2019, the net assets of The 12 Avenues was RM47,074 and net loss was RM2,891.
There will be no material gain or loss arise from the Proposed Disposal for the Company and the Group.
5. PERCENTAGE RATIO
The highest percentage ratio applicable to the proposed disposal pursuant to Paragraph 10.02(g) of the Bursa Malaysia Securities Berhad Main Market Listing Requirements of Bursa Securities is 0.05 %.
6. RATIONALE AND PROSPECT OF THE PROPOSED DISPOSAL
The Proposed Disposal is part of Kobay’s operational and organizational restructuring to streamline and re-align entities within Kobay and its group of companies in order to create a leaner and efficient corporate structure.
7. FINANCIAL EFFECT OF THE TRANSACTIONS
(a) On earnings and earnings per share
The change of equity interest is not expected to have any material effects on the earnings of Kobay Group for the financial year ending 30 June 2020.
(b) On net assets and gearing
The change of equity interest does not have any effect on net assets and gearing of Kobay Group for the financial year ending 30 June 2020.
(c) On share capital and substantial shareholders’ shareholdings
The change of equity interest does not have any effect on the paid up capital and substantial shareholders’ shareholdings of Kobay.
8. RISK FACTORS
There is no risk and liability to be assumed by Kobay arising from the Proposed Disposal.
9. APPROVAL REQUIRED
The Proposed Disposal does not require approval from the shareholders of Kobay or any regulatory authorities.
10. COMPLETION DATE
Completion of the Disposal shall take place within One (1) month after the Section 105 Form and/or such other instruments to effect the transfer of the shares under the Proposal Disposal being duly stamped and executed.
11. DIRECTORS AND SUBSTANTIAL SHAREHOLDERS INTERESTS
None of the directors and/or substantial shareholder of Kobay or any person connected with them have any interest, direct or indirect, in the Proposed Disposal.
12. STATEMENT BY THE BOARD OF DIRECTORS
The Board, after due consideration of all aspects of the Proposed Disposal, is of the opinion that the sale consideration is reasonable and the Proposed Disposal is in the best interest of Kobay, fair and reasonable to the Company and is not to the detriment of the Company and its shareholders.
This announcement is dated 3 June 2020.