tomypak holdings berhad annual report 2012 - Announcements ...

ANNUAL REPORT 2012 pg 108
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Share Buy-Back Statement
In relation to the Proposed Renewal of Shareholders’ approval for Share Buy-Back by the Company up to ten
percent (10%) of the issued and paid-up ordinary share capital of the Company (“Proposed Share Buy-Back)
1. Disclaimer Statement
Bursa Malaysia Securities Berhad (“Bursa Securities”) has not perused this Share Buy-Back Statement prior
to its issuance as it is an exempt document. Bursa Securities takes no responsibility for the contents of this
Share Buy-Back Statement, makes no representation as to its accuracy or completeness and expressly
disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any
part of the contents of this Share Buy-Back Statement.
2. Introduction
Tomypak Holdings Berhad (“Tomypak” or “the Company”) had on 10 April 2013, announced that the Company
proposes to seek shareholders’ approval for the proposed renewal of shareholders’ approval for share
buy-back by the Company up to ten percent (10%) of the issued and paid-up ordinary share capital of the
Company (“Proposed Share Buy-Back”) at its forthcoming Eighteenth Annual General Meeting (“18th AGM”)
to be convened.
The purpose of this Statement is to provide you with information on the Proposed Share Buy-Back, to set
out the recommendation of your Board of Directors (“Board”) and to seek your approval for the resolution
pertaining to the renewal of shareholders’ approval for the Proposed Share Buy-Back to be tabled at the
forthcoming 18th AGM of the Company to be convened at Zamrud Room, L2, The Puteri Pacific Hotel, Jalan
Abdullah Ibrahim, 80730 Johor Bahru, Johor on Thursday, 23 May 2013 at 9.30 a.m., notice of which is set
out on page 2 to page 4 of the Annual Report of the Company.
3. Details of the Proposed Share Buy-Back
At the Seventeenth Annual General Meeting of the Company held on 18 May 2012, the Company obtained
its shareholders’ approval for the Company to purchase and/or hold up to ten percent (10%) of the issued
and paid-up ordinary share capital of the Company.
In accordance with the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa
Securities”) governing the purchase of own shares by a listed company, the aforesaid approval obtained at
the Company’s AGM held on 18 May 2012 will expire at the conclusion of the forthcoming 18th AGM of the
Company which will be held on 23 May 2013 unless the mandate is renewed.
The Board proposes to seek approval from the shareholders for a renewal of shareholders’ approval for the
Proposed Share Buy-Back. As at 29 March 2013, the issued and paid-up ordinary share capital of Tomypak
is RM54,653,175 comprising 109,306,350 ordinary shares of RM0.50 each (“Tomypak Shares”).
The total number of Tomypak Shares purchased by the Company for the previous twelve (12) months preceding
the date of this Statement and held as treasury shares up to and including 29 March 2013 is 19,000. All the
Tomypak Shares purchased have been retained as treasury shares and there was no re-sale of treasury shares
or cancellation of shares during the financial year ended 31 December 2012 and up to 29 March 2013. The
total cumulative treasury shares held to date up to and including 29 March 2013 is 126,800 Tomypak Shares.
Shareholders should note that as at 29 March 2013, there are 161,200 exercisable Employee Share Option
Scheme (“ESOS”) Options. If all exercisable ESOS Options are exercised, the issued and paid-up ordinary
share capital of the Company will be RM54,670,375 comprising 109,340,750 ordinary shares of RM0.50 each
(net of 126,800 treasury shares as at 29 March 2013). As such the maximum number of shares which may be
purchased by the Company pursuant to the Proposed Share Buy-Back shall not exceed 10,934,075 shares
of RM0.50 each.
TOMYPAK HOLDINGS BERHAD