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49. SIGNIFICANT EVENTS
During the financial year:
(a) Issuance of Warrants 2011/2016
WCT Berhad (66538-K)
annual report 2011
Pursuant to the issuance of the Bonds, 157,935,129 warrants were allotted and issued on 11 March 2011. On 18
March 2011, the warrants were listed on the Main Board of Bursa Malaysia Securities Berhad.
The salient terms of the warrants are as follows:
(i) The warrants was issued in registered form and constituted by a Deed Poll. For the purpose of trading of the
warrants on Bursa Securities, a board lot of warrants shall be 100 warrants carrying the right to subscribe
for 100 ordinary shares of RM0.50 each of the Company;
(ii) The exercise price is RM2.75 per ordinary share of RM0.50 each of the Company and each warrant will
entitle the registered holder to subscribe for 1 new ordinary share of the Company during the exercise
period;
(iii) The exercise period is for a period of 5 years commencing on and including the date of allotment of the
warrants. Warrants not exercised during the exercise period will thereafter lapse and cease to be valid;
(iv) The new ordinary shares to be issued pursuant to the exercise of the warrants will, upon allotment and
issue, rank pari passu in all respects with the then existing ordinary shares of the Company, save and except
that the holders of the new ordinary shares of the Company shall not be entitled to any dividends, rights,
allotment and/or other distributions, the entitlement date of which is on or before the date of allotment of
the ordinary shares of the Company pursuant to the exercise of the warrants;
(v) The warrants are constituted under a Deed Poll executed on 13 December 2010;
(vi) In the case of a members’ voluntarily winding up, or a compromise or arrangement between the Company
and its members or any class of them (whether or not in connection with a scheme for reconstruction or
amalgamation), every warrant holder as evidenced in the Record of Depositors shall be treated as having
the right to subscribe for new ordinary shares of the Company in accordance with the terms and conditions
of the Deed Poll, at any time within 6 weeks after passing of such resolution for a members’ voluntarily
winding up of the Company, or within 6 weeks after the granting of the court order in respect of the
compromise or arrangement; and
(vii) The warrant holders are not entitled to any voting rights or to participate in any distribution and/or offer
of further securities in the Company until and unless such warrant holders exercise their warrants for new
ordinary shares of the Company.
(b) Adjustment of exercise prices of the options granted pursuant to the ESOS
Pursuant to Clause 14.7(k) of the ESOS By-Laws which allows the Options Committee to make any adjustments
on a different basis notwithstanding that no such adjustment formula has been explicitly set out in the By-Laws,
and by applying the formula used in the adjustment of the exercise price of the existing Warrants 2008/2013 from
RM3.00 to RM2.50 per ordinary share pursuant to Clause II (12) of the Memorandum to the Deed Poll dated 12
March 2008 exercise prices of the unexercised Options was adjusted and took effect from 18 February 2011.
Detail of the exercise prices adjustment is disclosed in Note 29(b).
193
NOTES TO THE FINANCIAL STATEMENTS
31 December 2011
cont’d