Professional Documents
Culture Documents
Subscription by DMB for (i) 533,334 redeemable convertible preference shares of RM0.01 each and
(ii) 12,444,444 ordinary shares of RM0.01 each, in Reach Energy Sdn Bhd for a total consideration
of RM8,000,002.80
1. INTRODUCTION
DMB is pleased to announce that the Company had on 26 July 2013, entered into a subscription
agreement (Subscription Agreement) with Reach Energy Sdn Bhd (Reach Energy) for the
subscription of the following:
(i) 533,334 redeemable convertible preference shares of RM0.01 each (RCPS) at an issue
price of RM4.50 each in Reach Energy for a consideration of RM2,400,003.00 (RCPS
Subscription); and
(ii) 12,444,444 ordinary shares of RM0.01 each (Shares) together with 12,444,444 free
detachable Warrants at an issue price of RM0.45 per Share in Reach Energy for a
consideration of RM5,599,999.80 (Shares Subscription).
Each RCPS subscribed will be convertible into 10 Shares together with 10 free detachable
warrants of Reach Energy upon receipt of approval from the Securities Commission (SC) for the
Proposed IPO (as defined below).
DMB has fully paid for the RCPS Subscription on the even date.
Reach Energy was incorporated in Malaysia under the Companies Act, 1965 as a private limited
company on 7 February 2013. The principal activity of Reach Energy is as an investment holding
company. Its present authorized capital is RM25,000,000 divided into 2,490,000 Shares and
10,000,000 RCPS, of which 113,600,200 Shares have been issued and fully paid-up.
Reach Energy proposes to undertake an initial public offering and listing on the Main Market of
Bursa Malaysia Securities Berhad as a Special Purpose Acquisition Company (SPAC)
(Proposed IPO) focused on the oil and gas industry.
The Subscription will enable DMB to invest in Reach Energy, a company which will be an oil and
gas exploration and production company, once it completes its qualifying acquisition.
(i) The Shares Subscription is conditional upon Reach Energy having obtained the relevant
written approval of the SC for the Proposed IPO, amongst others.
(ii) DMB irrevocably agrees and undertakes that it shall fully comply with the following:
Save as disclosed below, none of the directors, major shareholders or person connected with
them have any interest, direct or indirect, in the Subscription.
Ir Shahul Hamid Bin Mohd Ismail, who is the Managing Director of Reach Energy, is also a
director of Daya Maxflo Sdn Bhd, a subsidiary of DMB, and a director and shareholder of Daya
Petroleum Ventures Sdn Bhd, which is also a subsidiary of DMB. Notwithstanding the above, the
Subscription is not deemed a related party transaction pursuant to Paragraph 10.08(11)(n) of the
Main Market Listing Requirements of Bursa Malaysia Securities Berhad.
The Proposed IPO is subject to the approval of the SC. Further information will be made available upon
issuance of the Prospectus of Reach Energy.