TIDMPALM
RNS Number : 1723A
Asian Plantations Limited
27 January 2011
27 January 2011
Asian Plantations Limited
("APL" or the "Company")
Placing
Proposed Employee Share Option Scheme
Asian Plantations Limited (LSE: PALM), a palm oil plantation
company with operations in Malaysia, is pleased to announce that,
subject to Shareholder approval, the Company has conditionally
raised approximately GBP16.0 million, before expenses, through the
proposed issue of 7,272 728 new Ordinary Shares at a price of 220
pence per share to new and existing investors.
The net proceeds of the Placing, amounting to approximately
GBP15.4 million, will enable the Company to pursue further
acquisitions consistent with the Company's previously stated
strategy, to achieve a land resource of titled, Malaysian
agricultural land in excess of 20,000 hectares by the end of 2011,
and provide the working capital necessary for the Company to
continue to develop its existing assets further.
Due to the size of the Placing relative to the Company's
existing authorities to allot shares generally and specifically
free of pre-emption rights, the Placing is conditional, inter alia,
upon the passing of certain resolutions relating to the Placing
("Placing Resolutions") by the Shareholders at the Extraordinary
General Meeting. The Company is also seeking, for the reasons set
out below, the authority to adopt and implement the Company Share
Option Scheme.
For the purposes of this announcement, all defined terms will
carry the same meaning as those set out in the circular
("Circular") to be posted to Shareholders shortly in connection
with the Placing and which will shortly be available on the
Company's website, www.asianplantations.com.
Current trading and background
Since the admission of the Company's Ordinary Shares to trading
on AIM in November 2009, the Board has continued to work towards
the Company's stated strategy of owning in excess of 20,000
hectares of Malaysian titled land within two years of its listing
on AIM.
On 15 December 2009, the Company announced the acquisition of
the entire issued share capital of Jubilant Paradise Sdn Bhd and
Incosetia Sdn Bhd, which, together, own a partly developed palm oil
plantation totalling approximately 5,850 hectares in Sarawak,
Malaysia, for a total consideration of RM68 million (circa. GBP14.0
million). The consideration was funded as to RM55 million (circa.
GBP11.4 million) from a debt facility provided by a local Malaysian
bank and RM13 million (circa. GBP2.7 million) from the GBP5.2
million of new equity capital raised at the time of the Company's
admission to trading on AIM.
On 16 August 2010, the Company announced a Company-sponsored
institutional placing raising GBP4.25 million, gross of expenses,
and the acquisition of the entire issued share capital of Fortune
Plantation Sdn Bhd, a company owning a partly developed palm oil
plantation totalling approximately 5,000 hectares in Sarawak,
Malaysia, for a total consideration RM38.7 million (circa. GBP8.0
million). The consideration was funded with RM24.7 million (circa.
GBP5.1 million) from a nine year debt facility, provided by a local
Malaysian bank, and RM13.9 million (circa. GBP2.9 million) from the
net proceeds of the fundraise.
Alongside the development of its planting programme, the Company
has been continuing its community outreach programme and has
recently entered into a memorandum of understanding with local
villages to implement a pioneering community development
initiative. The initiative, which includes the incorporation of a
joint venture company owned by both the village co-operative and
the Company, aims to assist local indigenous communities with the
development of 500 acres (to be extended up to 2,000 acres) of
their land for cash crop agriculture, which is often inhibited by
their lack of access to the required capital, with plantings
scheduled to commence in Q1 2012.
Details of the Placing
Panmure Gordon, as placing agent for the Company, has
conditionally placed 7,272,728 Placing Shares with institutional
and other investors at the Placing Price to raise gross proceeds of
approximately GBP16.0 million, before total costs of approximately
GBP630,000.
The Placing Shares will, on Admission, be credited as fully paid
and rank pari passu in all respects with the Existing Ordinary
Shares, including the right to receive all dividends and other
distributions declared, made or paid on the Ordinary Shares after
that date.
The Placing Shares represent approximately 21.75 per cent. of
the Existing Ordinary Shares and 17.86 per cent. of the Enlarged
Share Capital.
Application will be made by Strand Hanson to the London Stock
Exchange for the Placing Shares to be admitted to trading on AIM.
It is expected that, conditional upon the passing of the Placing
Resolutions at the EGM dealings in the Placing Shares will commence
on 28 February 2011.
Use of Placing proceeds and debt financing
In order to meet APL's objective of consolidating in excess of
20,000 hectares of Malaysian titled land, the Board is considering
the further acquisition of three potential targets, with Malaysian
land parcels totalling in excess of 12,000 hectares of titled land,
which are considered by the Board to be highly complementary to the
Company's existing land assets. The Directors anticipate making
such acquisitions of underdeveloped land at a price of circa. RM
3,000 (US$ 982.5) per acre.
It is the Company's intention, subject to having the available
financial resources, to seek to complete the acquisition of at
least two of these targets by Q3 2011, using the net proceeds of
the Placing. In the event that these acquisitions do not complete,
it is the intention of the Board to continue to source attractive
acquisition opportunities for the Company, in order to meet the
ongoing strategic objective to own in excess of 20,000 hectares of
Malaysian titled land.
In addition to the expansion and development of its land bank,
the Company intends, as previously announced, to implement an
increase in the capacity of its milling plans, from gross potential
output from 90 tonnes per hour to 120 tonnes per hour, based on the
current land resource owned by the Company and third party crops in
the area. The Company's mill is expected to be operational in 2012
and will utilise advanced vertical sterilizer technology with
methane recapture.
Since admission to AIM, APL has continued to execute an
aggressive planting programme, with the Company remaining on track
to complete the planting of its first estate, BJ Corporation, by
the end of 2011. The abovementioned acquisitions provide important
additional scale to the Company's operations and are expected, if
acquired, to be fully planted by 2014.
All planting targets are subject to the availability of the
required working capital and, accordingly, the Company is seeking
to secure sufficient sources of finance from both the debt and
equity markets. To this end, the Board has, as announced on 14
January 2011, appointed CIMB Investment Bank Berhad to arrange a
medium term note programme for the Company which, if fully
subscribed, should raise up to RM250 million (circa. GBP51.6
million). Certain of the above mentioned targets will be dependent
on the successful completion of this debt financing, in addition to
the Placing.
The Company Share Option Scheme
In order for the Company to be able to retain qualified and
experienced key personnel and recruit new personnel with the
necessary capabilities and high performance standards, which the
Directors believe to be essential for the Company to be effective
and profitable, the Company intends to adopt the Company Share
Option Scheme. The Scheme will give the Company added flexibility
in structuring more competitive remuneration packages, which are
designed to reward and retain personnel whose services are vital to
the well-being, growth and success of the Company.
The aggregate amount of Ordinary Shares over which the Committee
may grant Options on any date, when added to the amount of Ordinary
Shares issued and issuable in respect of all Options granted under
the Scheme, shall not exceed 10 per cent. of the issued share
capital of the Company (on a fully diluted basis) on the day
preceding the Date of Grant.
If granted, the Initial Options shall entitle the Participants,
on a cumulative basis, to subscribe for up to 3,568,000 Ordinary
Shares, representing 8.76 per cent. of the Enlarged Share Capital
of the Company.
A summary of the Company Share Option Scheme, including the
Subscription Price and relevant performance hurdles, is included in
the Circular.
Extraordinary General Meeting
The Extraordinary General Meeting of the Company is to be held
at The American Club at 10 Claymore Hill, Singapore, 229573 at
11.00 a.m. (Singapore time) on 22 February 2011 for the purpose of
seeking Shareholders' approval for the Placing Resolutions and the
resolution to be proposed in respect of the Company Share Option
Scheme ("Scheme Resolution").
Recommendation
For the reasons set out above, the Board considers that the
Placing Resolutions will promote the success of the Company for the
benefit of its Shareholders as a whole.
Accordingly, the Board has unanimously recommended that
Shareholders vote in favour of the Placing Resolutions, as set out
in the Circular, as they intend so to do in respect of their own
beneficial holdings (which amount in aggregate to 6,228,002
Ordinary Shares, representing approximately 18.62 per cent. of the
Existing Ordinary Shares).
In respect of the Placing Resolutions, the Company has received
irrevocable undertakings from certain Shareholders representing, in
aggregate, 20,649,000 Existing Ordinary Shares, being approximately
61.74 per cent. of the Company's issued share capital, that they
will exercise or procure the exercise of, in person or by proxy,
all of the voting rights attached to their holdings of Ordinary
Shares at the date of the EGM in favour of such resolutions.
In respect of the Scheme Resolution, the Company has received
irrevocable undertakings from the certain Shareholders
representing, in aggregate, 14,421,000 Existing Ordinary Shares,
being approximately 43.12 per cent. of the Company's issued share
capital, that they will exercise or procure the exercise of, in
person or by proxy, all of the voting rights attached to their
holdings of Ordinary Shares at the date of the EGM in favour of
such resolution.
Expected timetable of principal events
Publication of the Circular 27 January 2011
Latest time and date for receipt 11.00 a.m. on 19 February
of Forms of Instruction in respect 2011
of the EGM
Latest time and date for receipt 11.00 a.m. on 20 February
of Forms of Proxy in respect of 2011
the EGM
Extraordinary General Meeting 11.00 a.m. on 22 February
2011
Admission of Placing Shares to 28 February 2011
trading on AIM
All references to times of day in this announcement are to
Singapore time unless otherwise stated.
Dennis Melka, APL's Joint Chief Executive Officer, commenting on
the Placing, said:
"We are delighted to have received such significant demand for
the Placing from new institutional shareholders. The new funds
raised further strengthen APL, as it continues its strategy of
consolidating scarce agriculturally-titled land parcels in
Malaysia, and is an important step towards achieving the Company's
stated objective of owning in excess of 20,000 hectares of
Malaysian titled land within two years of listing."
For further information contact:
Asian Plantations Limited Tel: +65 6325 0970
Dennis Melka, Joint Chief Executive
Officer
Graeme Brown, Joint Chief Executive
Officer
Strand Hanson Limited Tel: +44 (0) 20 7409 3494
James Harris
Paul Cocker
Liam Buswell
Panmure Gordon (UK) Limited Tel: +44 (0) 20 7459 3600
Tom Nicholson
Edward Farmer
Bankside Consultants Tel: +44 (0) 20 7367 8871
Simon Rothschild Tel: +44 (0) 20 7367 8872
Louise Mason
This information is provided by RNS
The company news service from the London Stock Exchange
END
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