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After the Share Spilt and Bonus Issue, the Company issued up to 131,906,635 free warrants on the basis of one (1) free warrant for every four (4) shares held by the entitled shareholders of the Company after the Share Split and Bonus Issue.
The new shares issued arising from Share Split, Bonus Issue and Free Warrants exercised shall upon issue and allotment, rank pari passu in all respects.
Issue of shares
During the fnancial year, 32,281,340 new ordinary shares of RM0.50 each were issued by the Company for cash by virtue of the conversion of warrant at exercise price of RM1.70 per share.
The new ordinary shares issued during the fnancial year ranked pari passu in all respects with the existing ordinary shares of the Company.
Treasury shares
The treasury shares of the Company, by an ordinary resolution passed in a general meeting held on 31 May 2010 approved the Company’s plan to repurchase its own shares. The Directors of the Company are committed to enhancing the value of the Company to its shareholders and believe that the repurchase plan can be applied in the best interests of the Company and its shareholders.
During the fnancial year and after the Share Split, the Company repurchased 10,000 units of RM0.50 each of its issued share capital from the open market. The average price paid for the shares repurchased was RM2.26 per share. The shares repurchased were fnanced by internally generated funds. The shares repurchased were held as treasury shares and treated in accordance with the requirement of Section 67A of the Companies Act, 1965.
SIGNIFICANT EVENTS
The signifcant events are as disclosed in Note 41 to the fnancial statements.
EVENTS SUBSEQUENT TO END OF THE REPORTING PERIOD
(a) On 22 September 2010, Kumpulan Perubatan (Johor) Sdn Bhd (“KPJSB”) entered into a conditional Subscription Deed for the acquisition of up to 367,605 new ordinary units in Jeta Garden Waterford Trust (“JGWT”) (representing up to 51% equity interest in JGWT) and up to 3,308,415 10-year convertible notes into new ordinary units in JGWT for a total cash consideration of up to RM19,000,000 (“Proposed Acquisition”).
On 9 February 2011, KPJSB has transferred RM4,750,000, representing a 21% equity investment in JGWT. The balance of the equity investment in JGWT granted to KPJSB via a put and call option which is exercisable between 1 July 2011 until 1 August 2011 at an issue price of AUD1.
The Proposed Acquisition expected to be completed by 3rd quarter 2011.
(b) On 18 January 2011, Kumpulan Perubatan (Johor) Sdn Bhd (“KPJSB”) entered into a Share Sale Agreement for the acquisition of: (i) 100% equity interest in Sibu Medical Centre Corporation Sdn Bhd (“SMCC”) comprising 6,624,944 ordinary share of RM1.00
each for an aggregate purchase consideration of RM26,904,000.
(ii) 100% equity interest in Sibu Geriatric Health & Nursing Centre Sdn Bhd (“SGHNC”) comprising 1,080,000 share for an aggregate
purchase consideration of RM1,242,000.
The acquisition is expected to be completed by the frst half 2011.
EMPLOYEES’ SHARE OPTION SCHEME (“ESOS”)
The Company implemented an ESOS on 13 July 2004 for a period of 5 years which is governed by the by-laws approved by the shareholders on 15 June 2004. The ESOS has expired on 12 July 2009.
Details of the ESOS are set out in Note 34(c) to the fnancial statements.
DIRECTORS’ REPORT (cont’d)
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