【CYBERE 5166 交流专区】（前名 MINDA）

icy97

Type	Announcement
Subject	OTHERS
Description	ASIAMET EDUCATION GROUP BERHAD (Formerly known as MASTERSKILL EDUCATION GROUP BERHAD) ("AEGB" OR "THE COMPANY") - Disposal of AMET Risk Management and Consultancy Sdn. Bhd. ("ARMCSB"), a dormant wholly-owned subsidiary of Masterskill (M) Sdn. Bhd. ("MMSB"), which in turn a wholly-owned subsidiary of AEGB
AEGB wishes to announce that MMSB had on 26th October, 2015 disposed its entire 50,000 ordinary shares in the share capital of ARMCSB on an equal basis to En. Muhammad Idris Kushairi Bin Shariff and Mdm. Russaliza Binti Yaakop, for a total consideration of RM2 (“Disposal”). Please refer to the attachment for further details. This announcement is dated 28 October 2015.

http://www.bursamalaysia.com/market/listed-companies/company-announcements/4905317

Attachments Announcement-Disposal of wholly-owned subsidiary 28102015.pdf

APULA

ASIAMET EDUCATION GROUP BERHAD

EX-date	19 Nov 2015
Entitlement date	23 Nov 2015
Entitlement time	04:00 PM
Entitlement subject	Second interim dividend
Entitlement description	Second Interim Single Tier Dividend of 5 sen per ordinary share of RM0.20 under the single-tier system which is tax exempt in the hands of the shareholders pursuant to paragraph 12B of Schedule 6 of the Income Tax Act, 1967 for the financial year ending 31 December 2015 payable in cash.
Period of interest payment	to
Financial Year End	31 Dec 2015
Share transfer book & register of members will be	to   closed from (both dates inclusive) for the purpose of determining the entitlement
Registrar or Service Provider name, address, telephone no	SYMPHONY SHARE REGISTRARS SDN BHD Level 6, Symphony HousePusat Dagangan Dana 1Jalan PJU 1A/4647301 Petaling JayaSelangor Darul EhsanTel: 603-7841 8000 Fax: 603-7841 8151
Payment date	08 Dec 2015
a.Securities transferred into the Depositor's Securities Account before 4:00 pm in respect of transfers	23 Nov 2015
b.Securities deposited into the Depositor's Securities Account before 12:30 pm in respect of securities exempted from mandatory deposit
c. Securities bought on the Exchange on a cum entitlement basis according to the Rules of the Exchange.
Number of new shares/securities issued (units) (If applicable)
Entitlement indicator	Currency
Currency	Malaysian Ringgit (MYR)
Entitlement in Currency	0.0500
Par Value	Malaysian Ringgit (MYR) 0.200

icy97

Date of change	04 Nov 2015
Name	MR SUBRAMANIAN A/L AMAMALAY
Age	56
Nationality	Malaysia
Designation	Director
Directorate	Executive
Type of change	Appointment
Qualifications	Bachelor's degree in Social Sciences from Universiti Sains Malaysia, and SMR accredited trainer. He has successfully completed his Certificate in Training Practice and achieved membership of the Institute of Personnel & Development, United Kingdom. He is a qualified auditor of the IRCA and is certified in Total Quality Management and Strategic Planning.
Working experience and occupation	IntroductionSubramanian A/L Amamalay ("Subra") is an experienced Senior Manager with over twenty years' experience in the training, education and quality sectors.Current Position and ExperienceHe is a Director, SMR HR Group Sdn Bhd.  Subra has vast experience in leadership roles.  He has worked across Asia and the Middle East, including Malaysia, Indonesia, India, Sudan, Qatar, Abu Dhabi, Dubai, Bahrain, Saudi Arabia, Oman, Singapore and Hong Kong.  He has managed several large consulting projects for large GLCs and MNCs.Professional Working ExperienceSubra has worked in both the government and private sectors in various managerial positions.He has worked in MBF Group including Taylors and in the Ministry of Social Work.Subra is passionate about human capability development. He has worked at C level and has had much experience in Marketing & Sales and General Management.
Directorship of public companies (if any)	SMR HR Group Sdn Bhd, a subsidiary of SMRT Holdings Berhad

Date of change	04 Nov 2015
Name	DATO' DR PALANIAPPAN A/L RAMANATHAN CHETTIAR
Age	59
Nationality	Malaysia
Designation	Director
Directorate	Executive
Type of change	Resignation
Reason	The position PALANIAPPAN A/L RAMANATHAN CHETTIAR will be replaced by Mr. Subramanian A/L Amamalay.

icy97

icy97 发表于 6-2-2015 03:55 AM
Masterskill 7970万卖地

财经新闻 财经  2015-02-06 11:38

Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) RELATED PARTY TRANSACTIONS
Description	ASIAMET EDUCATION GROUP BERHAD (Formerly known as MASTERSKILL EDUCATION GROUP BERHAD) ("AEGB" or "the Company")(I) PROPOSED DISPOSAL; AND(II) PROPOSED LEASEBACK(COLLECTIVELY REFERRED TO AS THE "PROPOSALS")
(For consistency, the abbreviations used throughout this announcement shall have the same meanings as those defined in the announcements dated 5 February 2015, 15 May 2015, 28 May 2015, 19 June 2015 and 8 September 2015 in relation to the Proposals, where applicable, unless stated otherwise or defined herein.) We refer to the announcements dated 5 February 2015, 15 May 2015, 28 May 2015, 19 June 2015 and 8 September 2015 in relation to the Proposals. The Board of Directors of AEGB wishes to announce that the Vendor’s Solicitors have received from the Purchaser the Final Balance Payment totaling of RM19,608,480.00 (after deduction of redemption sum of RM12,271,520.00 which has been paid by the Purchaser directly to the existing chargee, namely Ambank  Islamic Berhad on 29 October 2015) on 9 November 2015 for Masai Properties and 18 November 2015 for PJ Property and therefore the Masai SPA and PJ SPA have been completed on 9 November 2015 and 18 November 2015 respectively. This announcement is dated 20 November 2015.

icy97

SUMMARY OF KEY FINANCIAL INFORMATION 30 Sep 2015

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		30 Sep 2015	30 Sep 2014	30 Sep 2015	30 Sep 2014
		$$'000	$$'000	$$'000	$$'000

1	Revenue	7,538	8,680	22,084	31,209
2	Profit/(loss) before tax	-2,264	6,343	-11,797	-3,586
3	Profit/(loss) for the period	-3,206	6,341	-12,754	-3,593
4	Profit/(loss) attributable to ordinary equity holders of the parent	-3,206	6,421	-12,575	-3,379
5	Basic earnings/(loss) per share (Subunit)	-0.84	1.58	-3.34	-0.83
6	Proposed/Declared dividend per share (Subunit)	0.05		0.05
		AS AT END OF CURRENT QUARTER		AS AT PRECEDING FINANCIAL YEAR END
7	Net assets per share attributable to ordinary equity holders of the parent ($$)	0.4400		0.5200

icy97

Date of change	05 Jan 2016
Name	CIK SUMITHRA A/P KRISHNAN
Age	38
Nationality	Malaysia
Type of change	Appointment
Designation	Chief Financial Officer
Qualifications	-Master of Business Administration from the Australian Graduate School of Management (2005)-Certified Practising Accountant of CPA Australia (2002)-Bachelor of Commerce (Accounting and Finance) from University of Western Australia (1998)
Working experience and occupation	-Financial Controller  Malaysia,  BT Global Technology Malaysia (2014-2016)-Head of Finance, Mesiniaga Alliances Sdn Bhd (2012-2014)-Senior Business Analyst, Mesiniaga Berhad (2009-2012)-Corporate Finance Manager Renpro/Methane Power Ltd (UK) (2007-2008)-Associate Equities Analyst, Wilson HTM (Melbourne) (2005-2006)-Project Analyst, Ford Malaysia Sdn Bhd (2002-2003)-Associate/ Senior Associate, PricewaterhouseCoopers Malaysia (1999-2002)

icy97

icy97 发表于 10-9-2015 12:56 AM
售古晉資產 Asiamet賬面虧85萬

財經10 Sep 2015 23:00

Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	ASIAMET EDUCATION GROUP BERHAD (FORMERLY KNOWN AS MASTERSKILL EDUCATION GROUP BERHAD) ("AEGB" OR "THE COMPANY")i) PROPOSED DISPOSAL; ANDii) PROPOSED TENANCY
We refer to the announcements dated 16 October 2015 and 9 September 2015 in relation to the Proposed Disposal and Proposed Tenancy. Unless otherwise defined, the terms used in this announcement shall have the same meaning as those defined in the announcements. The Board of Directors of AEGB wishes to announce that the Purchaser's Solicitors had on the 31 December 2015 released the balance purchase price of RM6,757,500.00 (after deduction of security deposit of RM347,083.33 by the Purchaser’s Solicitors and payment of differential sum of RM545.416.67 paid on 3/12/2015) to the Vendor’s Solicitors and therefore the transaction was completed on 31 December 2015. This announcement is dated 5 January 2016.

icy97

SUMMARY OF KEY FINANCIAL INFORMATION 31 Dec 2015

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		31 Dec 2015	31 Dec 2014	31 Dec 2015	31 Dec 2014
		$$'000	$$'000	$$'000	$$'000

1	Revenue	2,471	7,288	24,555	38,497
2	Profit/(loss) before tax	-8,301	-40,301	-20,098	-43,850
3	Profit/(loss) for the period	-9,215	-42,106	-21,969	-45,699
4	Profit/(loss) attributable to ordinary equity holders of the parent	-9,163	-40,054	-21,738	-43,433
5	Basic earnings/(loss) per share (Subunit)	-2.44	-10.02	-5.78	-10.87
6	Proposed/Declared dividend per share (Subunit)	0.00		0.00
		AS AT END OF CURRENT QUARTER		AS AT PRECEDING FINANCIAL YEAR END
7	Net assets per share attributable to ordinary equity holders of the parent ($$)	0.3800		0.5200

icy97

icy97 发表于 11-7-2015 05:07 AM
This announcement is dated 10 July 2015.[/td][/tr]
[/table]http://www.bursamalaysia.com/market/listed-companies/company-announcements/4800685

Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	ASIAMET EDUCATION GROUP BERHAD (FORMERLY KNOWN AS MASTERSKILL EDUCATION GROUP BERHAD) ("AEGB" OR "THE COMPANY") - Disposal of 70% equity interest in Valencia Education Group Sdn. Bhd. ("VEGSB"), a subsidiary of AEGB
(For consistency, the abbreviations used throughout this announcement shall have the same meanings as those defined in the announcements dated 11 January 2016, 8 December 2015, 3 November 2015 and 10 July 2015 in relation to the Disposal, where applicable, unless stated otherwise or defined herein.) We refer to the announcements dated 11 January 2016, 8 December 2015, 3 November 2015 and 10 July 2015 in relation to the Disposal. Based on the terms of the SSA, the Balance of RM315,000.00 shall be paid by the Purchaser to the Vendor on or before three (3) months from the date of the SSA. The Board of Directors of AEGB wishes to announce that the parties to the SSA have agreed to terminate the SSA and a letter of termination dated 19 March 2016 have been served to the Purchaser. This announcement is dated 11 April 2016.

icy97

SUMMARY OF KEY FINANCIAL INFORMATION 31 Mar 2016

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		31 Mar 2016	31 Mar 2015	31 Mar 2016	31 Mar 2015
		$$'000	$$'000	$$'000	$$'000

1	Revenue	6,492	7,564	6,492	7,564
2	Profit/(loss) before tax	-3,038	-3,489	-3,038	-3,489
3	Profit/(loss) for the period	-3,049	-3,500	-3,049	-3,500
4	Profit/(loss) attributable to ordinary equity holders of the parent	-3,048	-3,428	-3,048	-3,428
5	Basic earnings/(loss) per share (Subunit)	-0.81	-0.91	-0.81	-0.91
6	Proposed/Declared dividend per share (Subunit)	0.00		0.00
		AS AT END OF CURRENT QUARTER		AS AT PRECEDING FINANCIAL YEAR END
7	Net assets per share attributable to ordinary equity holders of the parent ($$)	0.3800		0.3800

icy97

Type	Announcement
Subject	OTHERS
Description	ASIAMET EDUCATION GROUP BERHAD ("AEGB" OR "THE COMPANY") - Disposal of 100% equity interest in Asiamet Executive Education Centre Sdn. Bhd. ("AEECSB"), a subsidiary of Asiamet (M) Sdn. Bhd. (formerly known as Masterskill (M) Sdn. Bhd. ("AMSB"), which is in turn a wholly owned subsidiary of AEGB
AEGB wishes to announce that AMSB had on 4 July 2016 entered into a Share Sale Agreement (“SSA”) with Yeoh Ah Leong (“YAL”) to dispose its entire 100% equity interest equivalent to 10,000 ordinary shares of RM1.00 each in the issued and paid-up share capital of AEECSB (“Sale Shares”) for a cash consideration of RM185,000.00 (“Disposal”). Please refer to the attachment for further details. This announcement is dated 4 July 2016.

http://www.bursamalaysia.com/market/listed-companies/company-announcements/5141657

Attachments Disposal of AEECSB 01.07.2016.docx

icy97

SUMMARY OF KEY FINANCIAL INFORMATION 30 Jun 2016

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		30 Jun 2016	30 Jun 2015	30 Jun 2016	30 Jun 2015
		$$'000	$$'000	$$'000	$$'000

1	Revenue	6,120	6,982	12,612	14,546
2	Profit/(loss) before tax	-4,717	-6,044	-7,755	-9,533
3	Profit/(loss) for the period	-4,724	-6,048	-7,773	-9,548
4	Profit/(loss) attributable to ordinary equity holders of the parent	-4,725	-6,006	-7,773	-9,434
5	Basic earnings/(loss) per share (Subunit)	-1.26	-1.60	-2.07	-2.51
6	Proposed/Declared dividend per share (Subunit)	0.00	5.00	0.00	5.00
		AS AT END OF CURRENT QUARTER		AS AT PRECEDING FINANCIAL YEAR END
7	Net assets per share attributable to ordinary equity holders of the parent ($$)	0.3600		0.3800

icy97

Type	Announcement
Subject	OTHERS
Description	ASIAMET EDUCATION GROUP BERHAD ("AEGB" OR "THE COMPANY") - Disposal of 100% equity interest in Aimsmet Executive Education Sdn. Bhd. (formerly known as Asiamet Executive Education Centre Sdn. Bhd.)  ("AEESB"), a subsidiary of Asiamet (M) Sdn. Bhd. (formerly known as Masterskill (M) Sdn. Bhd. ("AMSB"), which is in turn a wholly owned subsidiary of AEGB
(Unless otherwise stated, all abbreviations used throughout this announcement shall have the same meanings as those stated in the announcement dated 4 July 2016 in relation to the Disposal.) We refer to the announcement dated 4 July 2016 in respect of the Disposal. AEGB wishes to announce that the SSA has been completed as at the date hereof, accordingly, AEESB shall cease to be the subsidiary of AMSB. This announcement is dated 6 October 2016.

icy97

SUMMARY OF KEY FINANCIAL INFORMATION 30 Sep 2016

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		30 Sep 2016	30 Sep 2015	30 Sep 2016	30 Sep 2015
		$$'000	$$'000	$$'000	$$'000

1	Revenue	5,004	7,538	17,616	22,084
2	Profit/(loss) before tax	-5,609	-2,264	-13,364	-11,797
3	Profit/(loss) for the period	-5,610	-3,206	-13,383	-12,754
4	Profit/(loss) attributable to ordinary equity holders of the parent	-5,610	-3,141	-13,383	-12,575
5	Basic earnings/(loss) per share (Subunit)	-1.49	-0.84	-3.56	-3.34
6	Proposed/Declared dividend per share (Subunit)	0.00	0.05	0.00	0.05
		AS AT END OF CURRENT QUARTER		AS AT PRECEDING FINANCIAL YEAR END
7	Net assets per share attributable to ordinary equity holders of the parent ($$)	0.3500		0.3800

icy97

Asiamet教育发8.3亿股给SMRT
1.66亿购CUCMS 2000万股

2016年12月6日
（吉隆坡5日讯）前身为Masterskill教育的Asiamet教育（AEGB，5166，主板贸服股）宣布，以1亿6600万令吉向SMRT控股（SMRT，0117，创业板）及其子公司SMR教育（SESB），收购CUCMS教育的2000万股股权。

根据文告，Asiamet教育将通过发出每股20仙，共8亿3000万股新股给SMRT控股，来完成上述收购活动。

这意味着，完成收购活动后，SMRT控股将成为Asiamet教育的股东。

申请豁免全购

完成收购后，SMRT控股将通过SESB持有Asiamet教育超过33%股权，因而触动强制收购。

不过，由于SESB无意展开强制全面收购，因此，计划向证券监督委员会寻求豁免。

CUCMS教育的主要业务，是管理及营运赛城医学大学学院（CUCMS）。

卖家则向Asiamet教育作出3年的综合净利担保（2017、2018和2019财年），达2484万2262令吉。

上市地位转给新公司

另外，完成了上述的收购建议后，Asiamet教育将放眼通过重组计划，来重塑品牌和重新定位。

Asiamet教育将CESB、Valencia教育集团、Asiamet（亚庇）、Asiamet（古晋）和Asiamet（哥打峇鲁）的股权，脱售给“新公司”（NewCo）。

Asiamet教育解释，将把上市地位转让给“新公司”，最终“新公司”将成为前者的新控股公司。

冀转亏为盈

Asiamet教育说，教育领域受到高度管制，而医学相关课程素质标准也明显较高，因此，收购活动为公司提供策略机会，拓展旗下医药和健康科学课程。

同时，也可扩大学生接触范围，因赛城医学大学学院主要是吸引来自东盟、中东和南亚次大陆的外籍学生。

上述建议有望在明年次季完成。

基于Asiamet教育面对亏损，收购计划料能贡献净利，因为CUCMS教育已有获利。【e南洋】

Type	Announcement
Subject	MULTIPLE PROPOSALS
Description	ASIAMET EDUCATION GROUP BERHAD ("AEGB" OR "COMPANY")(I)        PROPOSED ACQUISITION;(II)        PROPOSED EXEMPTION;(III)         PROPOSED SHARE EXCHANGE; AND(IV)        PROPOSED TRANSFER OF LISTING(COLLECTIVELY TO BE REFERRED TO AS "PROPOSALS")
On behalf of the Board of Directors of AEGB, Maybank Investment Bank Berhad wishes to announce that AEGB has today entered into a conditional share sale agreement with SMRT Holdings Berhad and SMR Education Sdn Bhd for the acquisition by AEGB of 20,000,000 ordinary shares of RM1.00 each in CUCMS Education Sdn Bhd from SMRT and SESB for an aggregate purchase consideration of RM166.0 million. Please refer to the attachment for further details on the Proposals. This announcement is dated 5 December 2016.

http://www.bursamalaysia.com/market/listed-companies/company-announcements/5281897

Attachments AEGB - Announcement vF.pdf

icy97

Type	Announcement
Subject	MULTIPLE PROPOSALS
Description	ASIAMET EDUCATION GROUP BERHAD ("AEGB" OR "COMPANY")(I)        PROPOSED ACQUISITION;(II)        PROPOSED EXEMPTION;(III)         PROPOSED SHARE EXCHANGE; AND(IV)        PROPOSED TRANSFER OF LISTING(COLLECTIVELY TO BE REFERRED TO AS "PROPOSALS")
(Reference is made to AEGB’s announcement dated 5 December 2016 in relation to the Proposals (“InitialAnnouncement”). Unless otherwise stated, all abbreviations used herein shall have the same meanings as those used in the Initial Announcement.) On behalf of the Board, Maybank IB wishes to announce that AEGB has today entered into a composite agreement with Minda Global Sdn Bhd (formerly known as Integrity Action Sdn Bhd) which sets out the agreed process for the implementation of the Proposed Share Exchange, Internal Reorganisation and Proposed Transfer of Listing. Please refer to the attachment for further details. This announcement is dated 27 December 2016.

http://www.bursamalaysia.com/market/listed-companies/company-announcements/5299873

Attachments AEGB - Announcement (Composite Agreement) (Final).pdf

icy97

Notice of Resale/Cancellation of Treasury Shares - Immediate Announcement

ASIAMET EDUCATION GROUP BERHAD

Date of transaction	20 Jan 2017
Currency	Malaysian Ringgit (MYR)
Total number of treasury shares sold (units)	27,327,700
Total number of treasury shares cancelled (units)
Minimum price paid for each share sold ($$)	0.175
Maximum price paid for each share sold ($$)	0.175
Total amount received for treasury shares sold ($$)	4,782,347.50
Cumulative net outstanding treasury shares as at to-date (units)	0

icy97

SUMMARY OF KEY FINANCIAL INFORMATION 31 Dec 2016

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		31 Dec 2016	31 Dec 2015	31 Dec 2016	31 Dec 2015
		$$'000	$$'000	$$'000	$$'000

1	Revenue	5,003	2,449	22,619	24,533
2	Profit/(loss) before tax	-15,043	-8,995	-28,407	-20,792
3	Profit/(loss) for the period	-15,043	-9,348	-28,426	-22,102
4	Profit/(loss) attributable to ordinary equity holders of the parent	-15,043	-9,304	-28,426	-21,879
5	Basic earnings/(loss) per share (Subunit)	-4.00	-2.47	-7.56	-5.82
6	Proposed/Declared dividend per share (Subunit)	0.00	0.00	0.00	0.00
		AS AT END OF CURRENT QUARTER		AS AT PRECEDING FINANCIAL YEAR END
7	Net assets per share attributable to ordinary equity holders of the parent ($$)	0.3100		0.3800

icy97

SUMMARY OF KEY FINANCIAL INFORMATION 31 Mar 2017

		INDIVIDUAL PERIOD		CUMULATIVE PERIOD
		CURRENT YEAR QUARTER	PRECEDING YEAR CORRESPONDING QUARTER	CURRENT YEAR TO DATE	PRECEDING YEAR CORRESPONDING PERIOD
		31 Mar 2017	31 Mar 2016	31 Mar 2017	31 Mar 2016
		$$'000	$$'000	$$'000	$$'000

1	Revenue	4,854	6,492	4,854	6,492
2	Profit/(loss) before tax	-6,067	-3,038	-6,067	-3,038
3	Profit/(loss) for the period	-6,068	-3,049	-6,068	-3,049
4	Profit/(loss) attributable to ordinary equity holders of the parent	-6,068	-3,048	-6,068	-3,048
5	Basic earnings/(loss) per share (Subunit)	-1.48	-0.81	-1.48	-0.81
6	Proposed/Declared dividend per share (Subunit)	0.00	0.00	0.00	0.00
		AS AT END OF CURRENT QUARTER		AS AT PRECEDING FINANCIAL YEAR END
7	Net assets per share attributable to ordinary equity holders of the parent ($$)	0.2800		0.3100

icy97

Type	Announcement
Subject	TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS
Description	ASIAMET EDUCATION GROUP BERHAD (AEGB OR COMPANY) - PROPOSED DISPOSAL OF 11 UNITS OF SHOP / OFFICE LOTS HELD UNDER HS(D) 3554  HS(D) 3564, PT 310  PT 320, ALL LOCATED AT SECTION 17, TOWN OF KOTA BHARU, DISTRICT OF JAJAHAN KOTA BHARU, STATE OF KELANTAN (COLLECTIVELY, THE PROPERTIES) BY ASIAMET (M) SDN. BHD. (AMSB OR THE VENDOR), A WHOLLY-OWNED SUBSIDIARY OF THE COMPANY TO UNIVERSITI TEKNOLOGI MARA
1.         INTRODUCTION The Board of Directors of AEGB (“Board”) wishes to announce that AMSB had on 11 August 2017, entered into a Sale and Purchase Agreement (“SPA”) with Universiti Teknologi MARA (“UiTM” or the “Purchaser”) for a cash consideration of RM10,200,000.00 (exclusive of Good and Service Tax (“GST”)) (“Sale Consideration”) (“Proposed Disposal”). 2.         DETAILS OF THE PROPOSED DISPOSAL 2.1        Details of the Properties Details of the Properties are set out in the table below:- identification : 11 units of shop / office lots held under all that parcels of land known as HS(D) 3554 PT 310, HS(D) 3555 PT 311, HS(D) 3556 PT 312, HS(D) 3557 PT 313, HS(D) 3558 PT 314, HS(D) 3559 PT 315, HS(D) 3560 PT 316, HS(D) 3561 PT 317, HS(D) 3562 PT 318, HS(D) 3563 PT 319 and HS(D) 3564 PT 320, all located at Section 17, Town of Kota Bharu, District of Jajahan Kota Bharu, State of Kelantan Land area : Approximately 1,757 square metres Built up area : Approximately 4,964 square metres Lettable area : Approximately 4,537 square metres Tenure : Leasehold for 99 years expiring on 20 August 2102 Approximate age of building : 6 years Existing use : Campus building Particulars of valuation : Valuer : Cheston International (KL) Sdn. Bhd. Date of valuation : 29 November 2016 Valuation : RM11,799,459.00 Method of valuation : Comparison and Investment Methods Net book value as at 31 July 2017 : RM8,444,805.21 Encumbrances : The Properties are subject to a first party legal charge in favour of AmBank Islamic Berhad Original cost of investment : RM16,086,056.25 (inclusive of renovation costs) 2.2        Information on AMSB AMSB is a private limited company deemed incorporated in Malaysia on 11 August 1997 under the Companies Act, 2016. The present share capital of AMSB is RM25,000,000.00 comprising 25,000,000 ordinary shares. The Vendor is principally involved in provision of education services and training through Asia Metropolitan University.   2.3        Information on UiTM UiTM is a public educational institution established in Malaysia under the Universiti Teknologi Mara Act 1976. 2.4        Basis of the Sale Consideration The Sale Consideration was negotiated on an arm’s length basis and was arrived on between the parties on a willing-buyer-willing-seller basis after taking into consideration, amongst others, the following:- (a)        the original cost of investment and gain of the Properties; and (b)        the valuation appraised by Cheston International (KL) Sdn Bhd. The Sale Consideration shall be satisfied in cash in accordance with the payment terms set out in Section 2.6 below. The Board is of the view that the Sale Consideration is fair, reasonable and not detrimental to the Company. 2.5        Liability to be assumed There is no liability to be assumed by the Purchaser pursuant to the Proposed Disposal. 2.6        Salient terms of the SPA The salient terms of the SPA include, amongst others, the following:- 2.6.1     Basis of sale The Properties are to be sold to the Purchaser on an as-is-where-is basis on the date of the SPA, free from any encumbrances whatsoever. Vacant possession of the Properties shall be granted to the Purchaser on the date of execution of the SPA. 2.6.2     Condition Precedent The Proposed Disposal is not subject to any Condition Precedent. 2.6.3     Payment terms of the Sale Consideration        The Sale Consideration shall be payable by the Purchaser as follows:- (a)        upon execution of the SPA:-             (i)         an initial deposit of RM5,100,000.00, representing 50% of the Sale Consideration shall be paid directly to AMSB; and               (ii)         a sum of RM306,000.00, representing 3% of the Sale Consideration shall be paid to Purchaser’s solicitors as retention sum; and             (iii)        the redemption sum of RM2,798,552.35 shall be paid to the Purchaser’s solicitors to be held as stakeholder. Such redemption sum shall be released to the Vendor’s solicitors upon its receipt of the Redemption Statement cum Undertaking issued by the chargee bank, AmBank Islamic Berhad to redeem the Properties, (b)        the balance purchase price for the sum of RM1,995,447.65 shall be paid to the Vendors’ solicitors to be held as stakeholder. Authorisation has been granted to the Vendor’s solicitors to release the said sum:-            (i)         on the 14th day following the presentation of transfer; or              (ii)         following expiry of 3 months from the date of the SPA, whichever is earlier. 2.6.4     Termination provision (a)        Termination for default by the Vendor             (i)         In any event of breach of the terms and conditions of the SPA by the Vendor, the Purchaser shall be entitled to deliver a default notice in writing to the Vendor requiring the Vendor to remedy such breach within a period of 30 days from the date of its receipt of such default notice.             (ii)         In the event the Vendor fails to remedy such breach within the stipulated period, is wound up or is unable to meet its debts, the Purchaser shall be entitled to terminate the SPA by giving not less than 30 days’ notice in writing.             (iii)        Following such termination:-                              (A)        the Purchaser shall be entitled to demand for full refund of the Sale Consideration, together with interest at the rate of 8% per annum, computed from the date such payments are made in accordance with the terms of the SPA until the Purchaser’s receipt of such payments in full; and                          (B)        the Purchaser shall reserve the rights to claim for damages, costs and expenses incurred in renovation of the Properties and such other costs incurred for such termination. (b)        Termination for default by the Purchaser             (i)         In any event of breach of the terms and conditions of the SPA by the Purchaser, the Vendor shall be entitled to deliver a default notice in writing to the Purchaser requiring the Purchaser to remedy such breach within a period of 30 days from the date of its receipt of such default notice.             (ii)         In the event the Purchaser fails to remedy such breach within the stipulated period, the Vendor shall be entitled to terminate the SPA by giving not less than 30 days’ notice in writing.             (iii)        Following such termination:-                        (A)        the Vendor shall be entitled to forfeit the redemption sum in full;                        (B)        save and except the redemption sum, the Vendor shall refund such other sums paid by the Purchaser in accordance with terms and conditions of the SPA in full (without any interests whatsoever); and                        (C)        the Purchaser undertakes to pay rent for the Properties at the prevailing market rate from the date of grant of vacant possession and parties agree to enter into a Tenancy Agreement upon the terms and conditions to be negotiated between the parties. 3.         PROPOSED UTILISATION OF PROCEEDS AND EXPECTED GAIN FROM THE PROPOSED DISPOSAL (a)        The estimated gain from the Proposed Disposal is approximately RM1,245,194.79 (net of tax payable); and (b)        The net proceeds arising from the Proposed Disposal are expected to be utilised as working capital within 6 months. 4.         RATIONALE FOR THE PROPOSED DISPOSAL The rationales for the Proposed Disposal are as follows:- (a)        to realise gain through the Proposed Disposal, in line with the asset light strategy of the Company to strengthen and enhance its financial footing; and (b)        to raise funds as working capital and/or repayment of bank borrowings of the AEGB group of companies. 5.         EFFECTS OF THE PROPOSED DISPOSAL 5.1        Share capital and substantial shareholders’ shareholdings The Proposed Disposal will have not have any effect on the issued and paid-up share capital of AEGB and the substantial shareholders’ shareholdings, as the Proposed Disposal does not involve any issuance of shares in AEGB. 5.2        Earnings per share Upon completion of the Proposed Disposal, AEGB Group expects to realise an estimated gain on disposal of approximately RM1,245,194.79 (net of tax payable), which will not have any material impact on earnings per share. 5.3        Net assets per share and gearing Based on the audited financial statements for the year ended 31 December 2016, the Proposed Disposal will not have any material impact on the Group’s net assets per share and gearing. 6.         APPROVALS REQUIRED The Proposed Disposal is not subject to the approval of AEGB’s shareholders or any regulatory authorities. 7.         ESTIMATED TIME TO COMPLETION Baring any unforeseen circumstances, the Proposed Disposal is expected to be completed in the fourth quarter of 2017. 8.         RISK FACTORS There are no expected risk factors involved in the Proposed Disposal, save for the Proposed Disposal cannot be completed within the expected timeframe stipulated under the SPA. The Company shall endeavour to ensure that the Proposed Disposal is completed in a timely manner. 9.         HIGHEST PERCENTAGE RATIO APPLICABLE The highest percentage ratio applicable to the Proposed Disposal pursuant to paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad is 10.8%. 10.        DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTEREST None of the directors and/or major shareholders and/or person connected with them, have any interest, direct or indirect, in the Proposed Disposal. 11.        DIRECTORS’ STATEMENT The Board, having considered all aspects of the Proposed Disposal, is of the opinion that the Proposed Disposal is in the best interest of AEGB. 12.        DOCUMENTS FOR INSPECTION The SPA and Valuation Report is available for inspection at the registered office of the Company at B-13-15, Level 13, Menara Prima Tower B, Jalan PJU 1/39, Dataran Prima, 47301 Petaling Jaya, Selangor Darul Ehsan during normal business hours from Mondays to Fridays (except public holidays) for a period of three (3) months from the date of this announcement. This announcement is dated 14 August 2017.