Highlights
KLSE: RSENA (5270)       RED SENA BHD MAIN : SPAC
Last Price Today's Change   Day's Range   Trading Volume
0.505   0.00 (0.00%)  0.00 - 0.00  0
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Overview

Market Cap: 505 Million
NOSH: 1,000 Million
Avg Volume (4 weeks):0
52 Weeks Range:0.46 - 0.51
52 Weeks Price Volatility (%):
99.02%
Average Price Target: 0.60
Price Target Upside/Downside: +0.095

Financial Highlight

Latest Quarter | Ann. Date 30-Sep-2018 [#4]  |  26-Nov-2018
Next QR | Est. Ann. Date: 31-Dec-2018  |  26-Feb-2019
T4Q P/E | EY: -32.02  |  -3.12%
T4Q DY | Payout %: 0.00%  |  - %
T4Q NAPS | P/NAPS: 0.017  |  29.71
T4Q NP Margin | ROE: 0.00%  |  -92.76%

Headlines

Date Subject
01-Jan-2019 阙上心头之073-红森潇洒告别股市
31-Dec-2018 Mplus Market Pulse - 31 Dec 2018
26-Dec-2018 PublicInvest Research Headlines - 26 Dec 2018
19-Oct-2018 Red Sena Bhd (5270) : SC, Why not Insider Trading here???
09-Jul-2018 Mplus Market Pulse - 9 Jul 2018
25-Apr-2018 大马的瘦田
22-Mar-2018 PublicInvest Research Headlines - 22 Mar 2018

Business Background

Red Sena Bhd is a Malaysia based company investment holding company. It is engaged in the principal activities of acquiring interests in branded and packaged food and beverage business within the food and beverage industry. The company’s target markets are consumer market, and muslim and non-muslim markets.
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  3 people like this.
 
EJ0857 May I know when delisting and when refund?
13/09/2018 10:19
speakup speakup make about rm20k from red sena
28/09/2018 15:01
Solehajb1989 QA, sudah dpt ke ,
16/10/2018 12:42
speakup takde QA lah. tengok rsena-wa jadi tisu-tandas!

Posted by Solehajb1989 > Oct 16, 2018 12:42 PM | Report Abuse

QA, sudah dpt ke ,
19/10/2018 10:22
EJ0857 Speakup, do u know when can get the refund since QA was failure
19/10/2018 13:06
speakup already sold off all in open-market
19/10/2018 16:15
StoneColdHunter Any advice for warrant holder??
24/10/2018 13:56
TrippleZ Run
24/10/2018 14:00
Solehajb1989 Rsena wa , last 22 hb ni
08/11/2018 14:50
yip_8988 Become toilet tissue paper.
13/11/2018 21:28
John Tee Rsena already get the QA on the next week !
16/11/2018 17:12
John Tee Wait the announcement later
16/11/2018 17:22
Yit Hou It's weird, why the mother still active? Feel like something good will happen it..
16/11/2018 17:50
Solehajb1989 No Qa
16/11/2018 19:10
youngbird Receive toilet paper today for my Warrant
19/11/2018 11:26
Solehajb1989 Hahhhaaaa rsena w
19/11/2018 15:58
aa3339293 Close shop.....wait for egm
10/12/2018 19:49
steady31 3 year listing expire on 10 dec 2018.yet there is no announcement on egm date and payment.It is time for the authorities to act
20/12/2018 15:42
taitaumau EXPECTED DATE OF EGM ??

Extracts from the audited a/c released this morning

Last Page/ last paragraph - Page 48

21. SIGNIFICANT EVENTS OCCURRING AFTER THE REPORTING PERIOD

(c) On 18 December 2018, the Board of Directors made a declaration of solvency pursuant to the liquidation process. This paves the way for the Company to be liquidated pursuant to Paragraph 6.41 of the Equity Guidelines and article 60C (7)(a) of Articles of Association


NOW LET SEE

Companies Act 2016 - Sec. 443 (4) (Declaration of Solvency) says:-

(4) The declaration made by the directors shall have no effect for the purposes of this Act unless it is—
(a) made at the meeting of directors referred to in subsection (1);
(b) made within five weeks immediately preceding the passing of the resolution for voluntary winding up; and
(c) lodged with the Registrar before the date on which the notices of the meeting at which the resolution for the winding up of the company is to be proposed are sent out to members of the company.

SO MAY I SAY

SINCE THE DATE OF DIRECTORS ' DECLARATION IS 18.12.2018,

THE LATEST DATE OF EGM (PASSING OF RESOLUTION) SHALL BE: 22.01,2019
(WITHIN 5 WEEKS FROM THE DATE OF DECLARATION)


MAY THE INTERESTED SHAREHOLDERS ASK THE MANAGEMENT:

&&& WHY CAN'T EGM BE HELD AS SOON AS PRACTICABLE WITHIN 1ST WEEK AFTER THE EXPIRY DATE ON 10.12.2018 ???
21/12/2018 12:28
TheContrarian Because calling for EGM needs to give at least 21 days notice. In the case of a special resolution like proposed liquidation needs at least 28 days notice.
21/12/2018 15:05
taitaumau Article 60C (7)(a) - Liquidation process shall COMMENCE AS SOON AS PRACTICABLE within 60 days after expiry of permitted period

CA 2016, Sec 441.(1) (b) (relevant for RSENA)_- Commencement refers to " at the time of the passing of the resolution for voluntary winding up"

SO COMMENCEMENT DATE IS DATE OF EGM

On 6 July 2018, Management said No QA
From early July, Aug, Sept. Oct till mid Nov. 2018, at any time , can/don't want/wait ??
- hold meeting/seek liquidator
- make declaration
- issue EGM Notice
- fix EGM date, from day - 1, starting 11/12/18 ?

CA 2106 Sec 213 (1), says

Duties and responsibilities of directors
213. (1) A director of a company shall at all times exercise his powers in accordance with this Act, for a proper purpose and in good faith in the best interest of the company.

JUST LOOK AT RSENA BALANCE SHEET - HOW DIFFICULT IS IT TO FIND A LIQUIDATOR?

EGM NOW IN JANUARY, ISN'T IT WITHIN 60 DAYS - YES

BUT IS IT CONSIDERED "COMMENCE AS SOON AS PRACTICABLE WITHIN 60 DAYS " ??
what say u?
21/12/2018 16:54
k3nthiew Anyone know how much we are getting back??
24/12/2018 15:30
csan 1st distribution minimum 51.8sen. total distribution minimum 52.67sen. 1st distribution by 15 February 2019. 2nd distribution will only happen when they get tax clearance. still very attractive if you have plenty of spare funds in current or savings account.
27/12/2018 16:25
John1121 what legal action u plan to take
31/12/2018 23:15
mangkukhayun
the target to announce is on Feb 2018. then they need 6 months to prepare the factory. the deadline is on Dec 2018. so the best date to announce is on Feb 2018.
http://youtu.be/VBZloK52RVU
02/01/2019 14:21
888newbie Does anyone of you know if the directors can still hold on to the 200m free shares that they were given at the start of this IPO?
08/01/2019 10:41
taitaumau My understandings;-

[1] 200m shares were issued to the promoter (Raintree) at an issue price of 0.05 prior to IPO

[2] Per shareholders circular (24/12/18), as at 17/12/18, estimated surplus after paying all debts: 419.7 M , shared between (assuming all debts borne by Non-cash trust assets):-

(a) Cash Trust Assets: 404.46 M (Relevant shareholders: 800 m)
(b) Non-cash Trust Assets: 15.24 M (Relevant shareholders: 1,000 m)

[3] Raintree shall also be entitled to distribution paid out from (b).

[4] Distribution to the 800 m relevant shareholders, Min. 0.5155/share
From (a) 1st tranche = 0.5055 (404.46 M/800 m)
From (b) 1st tranche = 0.01 (Minimum 10 M/1,000 m)

[5] The above computations have not taken into a/c:
(a) Interest receivable after 17/12/18 till 1st/final distributions
(b) further expenses incurred during liquidation process
My estimate : interest income under (a) > liquidating expenses under (b)
08/01/2019 13:45
888newbie @taitaumau, thank you. You really are very knowledgeable. The directors / management own Raintree, I presume. So on top of getting all the salaries over the past few years, they are all entitled to 20% of the RM15.24m payout. All these despite not presenting any QA ever.

Am I right ?
08/01/2019 16:57
JimmyCoy Post removed. Why?
08/01/2019 16:57
csan Taitaumau, if I'm not mistaken, promoters cannot get any of the diatribution, whether it's from trust or non trust account. This is because they subscribed their 200m shares at only 1sen/share. Will have to recheck this with the liquidators.
10/01/2019 23:52
csan Taitaumau, just checked with the liquidators of cliq and sona. How it works is that they will combine all the cash, make a first distribution and then pay outstanding payables from the balance money they are holding. After payment, they will distribute the balance cash. For both distributions, promoters cannot get anything unless they bought Rsena shares post IPO in the open market. So (b) is /800 and not /1000.
11/01/2019 10:00
csan It's actually possible for management/promoters to get some of the 15.24m but that's if they pay themselves a salary or some other fees. But looking at the EGM resolutions, they are no longer paying themselves. So the 15.24m will be fully ours.
11/01/2019 10:04
taitaumau csan, per extract from the page 3 of the shareholders circular

(iii) Liquidation Amount
As at 17 December 2018, the Cash Trust Assets and the Non-Cash Trust Assets stand at RM404,463,217 and RM16,911,813 respectively.

For the first tranche of the Liquidation Distribution, it is envisaged that the entire Cash Trust Assets together with an amount of not less than RM10,000,000 of the Non-Cash Trust Assets, subject to final determination by the Proposed Liquidators, will be distributed.

[[[ The Liquidation Amount shall be distributed to the holders of the Red Sena Shares on a pro-rated basis, provided always that Raintree shall not be entitled to the CASH TRUST ASSETS except in relation to the Red Sena Shares purchased by Raintree or the persons connected to Raintree (if any) after the Listing Date ]]]


Below are my understandings:-

&& Raintree is not precluded from receiving his entitlement from the NON-CASH TRUST ASSETS
(unless waived by Raintree ??)

&& Page 32 of the Directors Report (AR 2015) disclosed that shares (200 m) of RM 0.01 were issued to Raintree at an issue price of RM 0.05.Thus the total amount initially paid up by Raintree was RM 10 M

&& In Sona/cliq case,

(1) i believe that there is practically nothing left in the Non-cash trust Assets after accounting for the winding up/ liquidating expenses.

(2) Monies retained in Cash Trust Assets (transferred to liquidation account) are used to pay for all remaining (a) liquidation costs, instead of (b) direct expenses related to liquidation distribution. (a) is not the same as (b)

(3) The 1st n final distributions paid out from liquidation account are therefore solely meant for the relevant shares other than the promoter' shares.

My understandings might be wrong.
11/01/2019 11:57
csan Taitaumau, in that case both distributions will have 2 sub distributions - one for 800m shares and another for 200m shares? Weird right? Good question to ask during EGM.
11/01/2019 13:24
EJ0857 Today EGM? Anyone attend? If can pls update ya, thanks
16/01/2019 11:43
pogbaggmu Guys anyone went for the EGM today can update? did they tell latest amount in cash trust, when they will make 1st distribution and whether promoter eligible for non cash trust money?
16/01/2019 17:48
taitaumau FOR YOUR INFO ONLY
As briefed by my proxy who attended the egm to-day.

Disclosed by Rsena Chief financial officer:-
(1) cash trust assets - to be shared by 800 m shares
(2) non-cash trust assets - to be shared by 1000 m shares
(3) estimated additional interest income to be added onto cash trust assets (from 18/12/18 till mid february 2019) : 2.3 M
(4) as made known earlier, expected 1st distribution: 30 days from egm, ie before 16/2/2019 (hopefully)

&& My optimistic estimate:
1st distribution: 0.518 per share ??
16/01/2019 21:06
888newbie @taitaumau, thanks for sharing. As usual, your info is spot on. Seems to me that the biggest winners are the management. 3 years salary with no QA presented and now get to share in the distribution.
17/01/2019 11:02
ziyang231011 why just distribute RM0.50793? 99.8% that means balance only left RM 0.001?
30/01/2019 11:02
ziyang231011 IS NOT 404.46MILLION + 16.91MILLION = 421.37 /800 = 0.5267 ?
30/01/2019 11:03
ziyang231011 I just called liquidator to check the non-cash distribute and raise concerned about the initiative investor entitlement for the distribution, they said will discuss with SC & Bursa in mid-Feb As compared to last spac counters CLIQ & SONA, no such entitlement for initiative investors
30/01/2019 12:03
ziyang231011 the announcement might make in MiD-FEB for the shareholder's entitlement
30/01/2019 12:04
csan I see. So there have been complaints about the management team getting 20% of the non-cash trust assets. I was shocked earlier when taitaumau said they will get 20%. That should not be happening. My calculation of minimum 52.67sen earlier should be the correct thing.
30/01/2019 17:05
csan I read the equity guidelines last time. Actually based on the guidelines, management team should not be getting anything....doesn't matter if cash trust or non-cash trust.
30/01/2019 17:08
Kareemabduljabbar Managment stealing
30/01/2019 21:44
888newbie What has the management done in the life of this SPAC to deserve a share in the distribution ?
31/01/2019 14:00
Jonathan Keung good question. just park the funds in the bank.
31/01/2019 14:03
taitaumau - FOR SHARING PURPOSE ONLY-

My previous understanding in regards to the distribution of monies not placed in trust a/c is premised on the application of :

Company's Article 167 - the excess shall be distributed among members in proportion to the paid up capital, at the commencement of winding-up

Upon further reading of IPO Prospectus/Equity Guidelines, my latest understandings are

(1) Verbal claim by the Management over monies not placed in trust a/c in the recent EGM is merely of their personal views, without any legal effect. The shareholders circular remains silent on the issue that Management is entitled to share the non-trust monies.

(2) The Article 167 is not relevant because Rsena is liquidated pursuant to the failure to complete a QA within the permitted period. This Article is applicable only after a QA is completed by a SPAC and shall then become relevant to the subsequent winding up of the company.


My basis:- IPO Prospectus (Page 16, 2nd last paragraph) refers
Extracted
[ In respect of the whole of any surplus in the event of the winding up of our company
(SAVE FOR WINDING-UP IN THE EVENT THAT OUR COMPANY DOES NOT COMPLETE OUR QA WITHIN THE PERMITTED TIMEFRAME), such surplus shall be distributed among members in proportion to the issued and paid up capital at the commencement of the winding up, in accordance with the Articles of Association and the provisions of the Act. ]

(3) For Rsena case, the liquidation distribution of liquidated amount, where applicable, shall be carried out in compliance with the Equity Guidelines, Chapter 6, Part C..

(4) To date, I am unaware of any provision that confers the Management a right to participate in the distribution of monies not placed in trust a/c.

(5) Neither do I aware of any provision that clearly granted unconditional right to members (holding IPO shares) to participate wholly in the monies not placed in trust a/c.

(6) Our liquidators are empowered by virtue of Sec. 452 CA 2016 - to distribute the property of the company among members ACCORDING TO THEIR RIGHTS AND INTERESTS

My views on "who shall participate in the monies not placed in trust a/c" may follow soon.

Meanwhile, your understandings and their bases on (4) and (5) above are most welcomed.
.
11/02/2019 12:39
aronteh Just got my 1st distribution on 14 Feb
15/02/2019 02:57
aronteh Received exactly 0.50794721 per share. This look like trust account plus interest only is distributed. If they only distribute the balance non-trust to IPO share then expect another 0.021139766 1 or 2 year(s) down the road.
15/02/2019 03:25


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