KPJ Healthcare Berhad - Annual Report 2018

OUR BUSINESS & STRATEGY OUR PERFORMANCE AND OUTLOOK OUR RESULTS OUR GOVERNANCE APPENDICES ABOUT THIS REPORT 145 KPJ HEALTHCARE BERHAD www.kpjhealth.com.my COMPLIANCE INFORMATION In conformance with the Bursa Malaysia Securities Berhad Listing Requirements, the following information is provided: 1. UTILISATION OF SUKUK PROGRAMME In year 2015, Point Zone (M) Sdn Bhd has raised RM1,500.00 million to be utilised for refinancing outstanding amount of previous Islamic Commercial Papers/Islamic Medium Term Notes Programme of up to RM500.0 million and to finance the expansion and working capital requirements of the KPJ Groups’ healthcare related businesses. AMOUNT UP TO (RM MILLION) At 1 January 2018 900.0 Issued during the financial year 200.0 At 31 December 2018 1,100.0 2. TREASURY SHARES During the financial year, the Company repurchased 52,150,500 ordinary shares of its issued share capital from the open market for RM55,907,363 at an average price of RM1.07 per share. The repurchase transactions were financed by internally generated funds. As at 31 December 2018, the Company held a total of 115,197,500 of its 4,399,148,119 issued ordinary shares as treasury shares. Such treasury shares are held at a carrying amount of RM111,318,576. 3. OPTIONS, SHARE-BASED PAYMENTS, WARRANTS OR CONVERTIBLE SECURITIES i. SHARE-BASED PAYMENTS An Employees Share Option Scheme (ESOS) was implemented on 27 February 2015 for the benefit of senior executives and certain employees of the Company. The ESOS shall be in-force for a period of 5 years. The fair value of each share option on the grant date is RM0.25. The options are to be settled only by the issuance and allocation of new ordinary shares of the Company. There are no cash settlement alternatives. The exercise price of the share options granted under the ESOS is RM0.91 each. The options granted are divided into 5 equal tranches which vest on 14 April 2015, 27 February 2016, 27 February 2017, 27 February 2018 and 27 February 2019. The vesting condition is that the offeree must be an employee or director, as the case may be, of the Company or its subsidiaries on the respective vesting and exercise dates. The options expire on 27 February 2020. ii. WARRANTS On 29 January 2014, Warrants 2014/2019 were issued for free to the subscribers of the renounceable rights issue of 43,637,326 new ordinary shares of RM0.50 each in the Company’s Rights Shares on the basis of one (1) Rights Share for every fifteen (15) existing shares held by the entitled shareholders of the Company, together with 87,274,652 free detachable new warrants (Warrants 2014/2019) on the basis of two (2) Warrants 2014/2019 for every one (1) Rights Share subscribed at an issue price of RM4.01 per Rights Share (Rights Issue). Each new warrant (2014/2019) is entitled at any time during the exercise period, to subscribe for one (1) new ordinary share at the exercise price of RM4.01. During the previous year, each warrant has been adjusted to RM1.01 each pursuant to the Share Split exercise on 26 September 2017. The warrants expired on 23 January 2019 and a total of 244,147,766 units now lapsed and no longer valid to be exercised.