【HELP 7236 交流专区】精英国际集团

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HELP INTERNATIONAL CORPORATION BERHAD

Type	Announcement
Subject	TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
Description	HELP INTERNATIONAL CORPORATION BERHAD (“HIC” OR THE “COMPANY”) - UNCONDITIONAL VOLUNTARY TAKE-OVER OFFER BY BETTER EDUCATION ENTERPRISE SDN. BHD. (“BEE” OR THE “OFFEROR”) TO ACQUIRE ALL THE ORDINARY SHARES OF RM0.50 EACH IN HIC (“HIC SHARES” OR “OFFER SHARES”) FOR A CASH CONSIDERATION OF RM2.53 PER OFFER SHARE (“OFFER”)
Contents: Unless otherwise stated, the words and abbreviations used herein shall have the same meaning as defined in the document setting out the details, terms and conditions of the Offer dated 26 December 2013 (“Offer Document”). We refer to our announcements dated 5 December 2013, 26 December 2013, 6 January 2014, 9 January 2014 and 10 January 2014 in relation to the Offer. The Board of Directors of HIC (“Board”) wishes to announce that it had today, received a press release from RHB Investment Bank on behalf of the Offeror, informing the holders of the Offer Shares that the Offer has closed as at 5.00 p.m. (Malaysian time) on Monday, 20 January 2014(“Final Closing Date”). On the Final Closing Date, the Offeror holds 138,135,501 HIC Shares, representing approximately 97.25% of the issued and paid-up share capital of HIC. As announced on 9 January 2014, the Offeror has received valid acceptances of not less than nine-tenths (9/10) in nominal value of the Offer Shares and the Offeror will proceed to invoke Section 222 of the CMSA to compulsorily acquire any remaining Offer Shares for which valid acceptances have not been received under the Offer within two (2) months from 9 January 2014. In addition, the Offeror will procure HIC to file an application with Bursa Securities to withdraw HIC’s listing from the Official List of Bursa Securities pursuant to Paragraphs 16.07 and 16.08 of the Listing Requirements. The press release from RHB Investment Bank send on behalf of the Offeror dated 20 January 2014 is attached herewith. This announcement is dated 20 January 2014.

Attachments Press release-close offer.pdf

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Notice of Interest Sub. S-hldr (29A)

HELP INTERNATIONAL CORPORATION BERHAD

Particulars of Substantial Securities Holder

Name	Better Education Enterprise Sdn. Bhd.
Address	Lot 6.01C (West Wing), Level 6 Menara BRDB, 285 Jalan Maarof, Bukit Bandaraya, 59000 Kuala Lumpur
NRIC/Passport No/Company No.	1071968-H
Nationality/Country of incorporation	Malaysia
Descriptions (Class & nominal value)	Ordinary shares of RM0.50 each
Name & address of registered holder	RHB Capital Nominees (Tempatan) Sdn. Bhd. (Pledged securities account for Better Education Enterprise Sdn. Bhd.) Level 10, Tower One RHB Centre, Jalan Tun Razak, 50400 Kuala Lumpur

Date interest acquired & no of securities acquired
Currency	Malaysian Ringgit (MYR)
Date interest acquired	20/01/2014
No of securities	138,135,501
Circumstances by reason of which Securities Holder has interest	Pursuant to valid acceptances of the Voluntary Take-Over Offer by Better Education Enterprise Sdn. Bhd.
Nature of interest	Direct
Price Transacted ($$)
Total no of securities after change
Direct (units)	138,135,501
Direct (%)	97.25
Indirect/deemed interest (units)	0
Indirect/deemed interest (%)	0
Date of notice	21/01/2014

icy97

HELP INTERNATIONAL CORPORATION BERHAD

Type	Announcement
Subject	TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
Description	HELP INTERNATIONAL CORPORATION BERHAD (“HIC” OR THE “COMPANY”) - UNCONDITIONAL TAKE-OVER OFFER BY BETTER EDUCATION ENTERPRISE SDN BHD (“BEE” OR THE “OFFEROR”) TO ACQUIRE ALL THE ORDINARY SHARES OF RM0.50 EACH IN HIC (“HIC SHARES” OR “OFFER SHARES”) FOR A CASH OFFER PRICE OF RM2.53 PER OFFER SHARE (“OFFER”)
Unless otherwise stated, the words and abbreviations used herein shall have the same meaning as defined in the document setting out the details, terms and conditions of the Offer dated 26 December 2013 (“Offer Document”). We refer to our announcements dated 5 December 2013, 26 December 2013, 6 January 2014, 9 January 2014, 10 January 2014 and 20 January 2014 in relation to the Offer. HIC wishes to announce that the Company has on 7 February 2014 received the attached notice from RHB Investment Bank, on behalf of the Offeror, notifying that pursuant to Section 222 of the CMSA (“Notice”), the Offeror’s desire to acquire compulsorily the remaining Offer Shares held by the dissenting shareholders. Subject to the terms of the CMSA, the Offeror shall be registered as the holder of all the remaining Offer Shares not already owned by the Offeror: (i)        after the expiration of one (1) month from the date of the Notice; or (ii)        if applicable, fourteen (14) days from the date the statement of the names and addresses of all other dissenting shareholders, as shown in the register of members, is posted to the dissenting shareholder, upon his/her request; whichever is later. As set out in the Offer Document, all the dissenting shareholders of these Offer Shares will be paid in cash for the Offer Shares to be compulsorily acquired. The consideration for the Offer Shares acquired will be equivalent to the cash offer price of RM2.53 for each Offer Share and the compulsory acquisition will be on the same terms as set out in the Offer Document. This announcement is dated 7 February 2014.

Attachments BEE - Notice to Dissenting Shareholders.pdf

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精英國際 17日除牌下市

企業財經12 Feb 2014 22:00
（吉隆坡12日訊）隨著股東私有化將完成，精英國際（HELP，7236，主要板貿易）將在本月17日（週一）除牌下市。

精英國際向馬證交所報備，將于本月17日早上9時正，正式從馬股除牌。

早前報導指出，前南方銀行（Southern Bank）總執行長丹斯里陳仲憲以每股2.53令吉，欲私有化精英國際，無意保留上市地位。

精英國際是于去年12月，接獲由興業投資銀行代表優秀教育企業（Better Education Enterprise Sdn Bhd）發出通知，將以每股2.53令吉收購精英國際未持有股權。【中国报财经】

LISTING'S CIRCULAR NO. L/Q : 69811 OF 2014

Kindly be advised that the entire issued and paid-up share capital of HELP will be removed from the Official List of Bursa Securities with effect from 9.00 a.m., Monday, 17 February 2014, pursuant to Paragraph 16.07(a) of the Main Market Listing Requirements.