|Company Name||S P SETIA BERHAD|
|Date Announced||21 Sep 2022|
|Category||General Announcement for PLC|
|Subject||NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS)
S P SETIA BERHAD ("S P SETIA" OR THE "COMPANY") (I) PROPOSED RENOUNCEABLE RIGHTS ISSUE OF NEW CLASS C ISLAMIC REDEEMABLE CONVERTIBLE PREFERENCE SHARES IN S P SETIA TO RAISE GROSS PROCEEDS OF UP TO RM1,180.00 MILLION; AND (II) PROPOSED AMENDMENTS TO THE CONSTITUTION OF S P SETIA
We refer to the earlier announcements in relation to the Proposed Rights Issue and the Proposed Amendments (collectively referred to as the “Proposals”) and the circular issued by S P Setia dated 2 September 2022 in relation to the Proposals (“Circular”) containing the Notices of EGM to be held on 26 September 2022 and the Forms of Proxy. Unless otherwise stated, the terms used herein shall have the same meaning as defined in the said announcements.
On 21 September 2022, RHB Investment Bank had, on behalf of the Board, announced that the Company intends to modify the terms of the RCPS-i A and RCPS-i B, in order to provide clarity to certain terms of the RCPS-i A and RCPS-i B in the event the Company decides to redeem all (but not part) of any class of its preference shares in the future.
In order to ensure that the holders of RCPS-i C will be conferred the same rights upon issuance of the new RCPS-i C to be issued pursuant to the Proposed Rights Issue, the Company also intends to incorporate the same modifications to the terms of the new RCPS-i C (“Modifications to the Terms of RCPS-i C”) for clarity purpose.
In view of the proposed modifications to the terms of the RCPS-i A, RCPS-i B and new RCPS-i C subsequent to the issuance by the Company of the Circular on 2 September 2022, and the Board’s intention to have all the resolutions pertaining to the Proposals (including the Modifications to the Terms of RCPS-i C) heard and deliberated on at the same meeting of the respective class of holders, on behalf of the Board, RHB Investment Bank also wishes to announce that the Board intends to, upon convening the EGMs on Monday, 26 September 2022, adjourn the said EGMs to be re-convened on Tuesday, 18 October 2022 (“Adjourned EGMs”). In accordance with the Constitution of the Company, such adjournment of the EGMs are subject to the consent of the shareholders and holders of the RCPS-i A and RCPS-i B of the Company at their respective EGMs of which a quorum is present. For information purpose, a separate circular in relation to the proposed modifications to the terms of the RCPS-i A and RCPS-i B will be issued concurrently with a supplemental circular in relation to the Proposals (for the Modifications to the Terms of RCPS-i C) to the shareholders and holders of the RCPS-i A and RCPS-i B of the Company in due course.
Further details of the Modifications to the Terms of RCPS-i C and the Adjourned EGMs are set out in the attachment below.
This Announcement is dated 21 September 2022.
Please refer attachment below.