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Public Shareholdings Spread

BackAug 28, 2025
Type Announcement
Subject PUBLIC SHAREHOLDINGS SPREAD
Description PUBLIC SHAREHOLDING SPREAD PURSUANT TO PARAGRAPH 8.02(1) OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD ("BURSA SECURITIES") ("LISTING REQUIREMENTS")

(For consistency purposes, the abbreviations and definitions used throughout this announcement shall have the same meanings as those defined in the offer document dated 11 August 2025 ("Offer Document").)

 

We refer to the Offer Document which sets out the terms and conditions of the Offer, the press notices dated 7 August 2025, 27 August 2025 and 28 August 2025.

 

We wish to inform that pursuant to the Offer becoming unconditional as announced in the press notice dated 28 August 2025 as a result of the Offer, the public shareholding spread of FACB is 14.92% (excluding treasury shares) as at 28 August 2025, computed based on the information on equity structure prescribed in Appendix 8E of the Listing Requirements.

 

As the percentage of public shareholding spread is lower than 25% of the total listed shares in FACB, the Board of Directors of FACB wishes to announce that FACB is deemed not to be in compliance with the public shareholding spread requirement under Paragraph 8.02(1) of the Listing Requirements which stipulates that a listed issuer must ensure that at least 25% of its total listed shares (excluding treasury shares) are in the hands of public shareholders ("Public Spread Requirement").

 

As stated in the Offer Document, the Offeror and the Ultimate Offeror do not intend to maintain the listing status of FACB. As such, the Offeror and the Ultimate Offeror will not be taking any steps to address any shortfall in the public shareholding spread of FACB in the event FACB does not meet the Public Spread Requirement after the Closing Date.

 

In relation to a take-over offer for the acquisition of the listed shares of a listed issuer pursuant to the Rules, upon 90% or more of the listed shares (excluding treasury shares) of the said listed issuer being held by a shareholder either individually or jointly with associates of the shareholder, an immediate announcement must be made by the listed issuer pursuant to paragraph 9.19(48) of the Listing Requirements. Upon such immediate announcement, Bursa Securities shall, in the case where the listed issuer does not intend to maintain the listing status, suspend the trading in the listed issuer's securities immediately upon the expiry of 5 market days from the close of the offer period, in accordance with paragraph 16.02(3) of the Listing Requirements.

 

As the Offeror and the Ultimate Offeror do not intend to maintain the listing status of FACB, in the event that the Offeror receives valid acceptance resulting in the Offeror, Ultimate Offeror and the person(s) acting in concert with them, holding 90% or more of the listed shares in FACB, an immediate announcement will be made by FACB. Upon such announcement, Bursa Securities shall suspend the trading in the FACB Shares immediately upon the expiry of 5 market days from the Closing Date. Thereafter, the Offeror and the Ultimate Offeror will procure FACB to take the requisite steps to withdraw its listing status from the Official List of Bursa Securities, in accordance with paragraph 16.07 of the Listing Requirements. Accordingly, if FACB is delisted from the Official List of Bursa Securities as a consequence of 90% or more of the listed shares (excluding treasury shares) of FACB being held by the Offeror, the Ultimate Offeror and the person(s) acting in concert with them, the FACB Shares will no longer be traded on the Main Market of Bursa Securities.

 

We wish to highlight that the ability to delist FACB from the Main Market of Bursa Securities is subject to the Offeror and the Ultimate Offeror having received valid acceptance resulting in them and their person(s) acting in concert holding 90% or more of the listed shares in FACB. In the event that the Offeror and the Ultimate Offeror are unable to achieve the required level of acceptances under the Offer to delist FACB, FACB will remain listed on the Main Market of Bursa Securities. Consequently, FACB will continue to be subject to the ongoing listing requirements and compliance obligations applicable to listed issuers, including the need to maintain a Public Spread Requirement and other corporate governance requirements.

 

In view that the Offer shall remain open up till the Closing Date, no plan has yet been formulated to rectify the shortfall in the Public Spread Requirement and there shall not be any steps taken to do so until the expiry of the Closing Date. If required, the Board of Directors of FACB, may together with the Offeror and the Ultimate Offeror, explore various options to rectify the shortfall in the Public Spread Requirement at a later stage after the Closing Date.

 

This announcement is dated 28 August 2025.


Announcement Info

Company Name FACB INDUSTRIES INCORPORATED BERHAD
Stock Name FACBIND
Date Announced 28 Aug 2025
Category General Announcement for PLC
Reference Number GA1-28082025-00118
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