1.0 INTRODUCTION
 
Pursuant to Paragraph 10.06 (1) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“MMLR”), Zelan Berhad (“ZB” or “Company”) wishes to announce that it has, on 15 July 2013 disposed of 1,336,600 ordinary shares of RM1.00 each in IJM Corporation Berhad (“IJM”) (the “Sale Shares”) in the open market at an average disposal price of RM5.7513 per share for a total consideration of RM7,662,926.02 (the “Disposal”).

2.0 DETAILS OF THE DISPOSAL
 
2.1 Information on IJM

IJM, a public listed company listed on the Main Board of Bursa Malaysia is principally involved in the construction, property development, manufacturing and quarrying, infrastructure concessions and plantations.  IJM has an authorised capital of RM3,000,000,000.00 and a paid-up capital of RM1,396,365,877.00.

2.2 Information on the Sale Shares

The Sale Shares comprise 1,336,600 ordinary shares of RM1.00 each representing approximately 0.0957% of the total issued and paid-up capital of IJM.

2.3 The cash consideration of RM7,662,926.02 for the Sale Shares was derived on “willing buyer-willing seller” basis.

2.4 There are no liabilities to be assumed by the purchaser arising from the Disposal.

3.0 RATIONALE OF THE DISPOSAL

The rationale of the disposal is to realise funds from the sales proceeds to pay bank borrowings.

4.0 ORIGINAL COST OF INVESTMENT AND UTILISATION OF PROCEEDS

The original cost of investment of the Sale Shares was approximately RM4.14 per share at Group level and RM3.50 per share at Company level.  As at 31 March 2013, the book value of the Sale Shares was approximately RM5.45 per share at Group level.

The sale proceeds will be utilised to pay bank borrowings.

5.0 COMPLETION DATE

The Disposal was completed on 15 July 2013.

6.0 FINANCIAL EFFECTS

The Disposal will not have any material financial implication and effect to the net assets per share, earnings per share, gearing and has no effect on the share capital and substantial shareholders’ shareholding of the Company.  The gain on the Disposal at Group level was approximately RM2.1 million while at the Company level was approximately RM2.9 million.

7.0 APPROVALS REQUIRED

The Disposal is not subject to the approval of the shareholders or any relevant government authorities.

8.0 DIRECTORS’ AND SUBSTANTIAL SHAREHOLDERS’ INTERESTS

None of the Directors and/or Substantial Shareholders of the Company or persons connected to them has any interest, direct or indirect, in the Disposal.

9.0 PERCENTAGE RATIO
 
The highest percentage ratio applicable to the transaction pursuant to paragraph 10.02 (g) of the MMLR is 3.3%. On aggregate, the highest percentage ratio applicable to the transaction pursuant to paragraph 10.02 (g) of the MMLR is 23.8%.

The Board of Directors of ZB, after due consideration of all aspects of the Disposal, are of the opinion that the Disposal is in the best interest of ZB. 

This Announcement is dated 16 July 2013.