We refer to the Company’s announcement dated 7 February 2025 in respect of the aforesaid matter.
In this connection, kindly furnish Bursa Malaysia Securities Berhad (“Bursa Securities”) with the following additional information for public release:
1) Section 2.6, Note (*1)
(a) To provide the Group’s cash and bank balances (less pledged deposits) as at the latest quarterly result available for its operational expenses.
(b) Noted that the Group may utilise its existing banking facilities to bridge its capital working requirements and will subsequently repay these facilities using the proceeds to be raised from the Proposed Subscription. To disclose a statement that the Company will seek its shareholders’ approval should the deviation of the utilisation of proceeds is material in accordance with Paragraph 8.22 of the Main Market Listing Requirements (“Main LR”).
2) Section 2.6, Note (*2)
(a) To confirm and disclose on whether there is any Letter of Intent/ Memorandum of Understanding/ Head of Agreement or similar undertaking being entered into with any parties for such potential investment.
(b) In the event that the consideration for the potential investment is higher than the amount allocated, to clarify the method of funding the shortfall amount.
(c) Noted that if the Company is unable to identify any suitable and/or viable businesses/ investments, the proceeds allocated shall be transferred to general working capital and/or operational expenses for the Group’s existing projects. To disclose a statement that the Company will seek its shareholders’ approval should the deviation of the utilisation of proceeds is material in accordance with Paragraph 8.22 of the Main LR.
3) Section 2.6, Note (*3)
(a) To provide the Group’s total order book as at LPD.
(b) In respect of MPAJ Smart City Project and Unifi Cloud Based Playout Project, to provide the following:
(i) the value of the contract;
(ii) percentage of the allocation of the proceeds of each project to the total contract value;
(iii) to explain whether the progress of the projects is on track; and
(iv) to explain how the Group intend to fund the balance of the contract costs.
4) Section 3
To state the urgency of entering into the Proposed Subscription at this juncture in view that 34.78% of the proceeds will be utilised for future investment that has not been identified.
5) Appendix II, Section 1
FYE 31 December 2021 vs FYE 31 December 2022
(a) It was disclosed that “…this decrease was partially offset by new projects secured across both segments.”. To clarify the year the new projects were secured.
(b) To explain the improvement in gross profit despite a drop in revenue.
FYE 31 December 2022 vs FYE 31 December 2023
To disclose the amount of notable gain on fair value of finance lease receivables, and whether it is a one-off gain.
FPE 30 September 2024
To explain on the movement of cash and cash equivalents as compared to the corresponding period.
6) Appendix II, Section 2
It was disclosed that “the Proposed Subscription will enable Theta to raise funds to cater for…its existing and new projects, …”. To relook into the underlined as the disclosure made under Section 2.6 does not provide for funding for new projects.