| Narrative version | 1. Adjustments made to the Exchange Property in respect of the Exchangeable
Trust Certificates due 2021 exchangeable into ordinary shares of Tenaga
Nasional Berhad ( TNB ) ( TNB Shares ) issued by Cahaya Capital Ltd.
( Cahaya ) (the Certificates )
Khazanah Nasional Berhad ( Khazanah ), on behalf of Cahaya, gives notice to
Certificateholders (pursuant to Condition 7(h) of the Conditions of the Certificates) of
adjustments to be made to the Exchange Property pursuant to the payments of Capital
Distributions in the form of cash dividends by TNB, as further described below.
Final and Interim Single-tier Dividends
On 13 March 2019, TNB declared its final single-tier dividend of RM0.23 per TNB
Share (the Final Dividend ) for its financial year ended 31 December 2018. The
Final Dividend was paid on 11 April 2019.
On 10 September 2019, TNB declared its interim single-tier dividend of RM0.30 per
TNB Share (the Interim Dividend ) for its financial year ended 31 December 2019.
The Interim Dividend was paid on 11 October 2019.
Adjustment to Exchange Property
Pursuant to the announcement made on 25 October 2018 and to Condition 7(g)(2) of the
Conditions of the Certificates, each of the Capital Distribution by way of a cash dividend
payment by TNB of RM0.23 and RM0.30 per TNB Share constitutes a Relevant Event
and, accordingly, the total cash attributable to the Exchange Property as a result of such
Relevant Events, being RM5,873,888.21, shall be included as part of the Exchange
Property. Consequently, the Exchange Property has been adjusted to 11,082,808 TNB
Shares and RM27,228,242.54 in cash effective from 11 October 2019. The Exchange Ratio
has been changed to 223.4572 TNB Shares and RM549.00 per US$1,000 in Nominal Value
of the Certificates effective from 11 October 2019.
2. Dissolution at the option of the Issuer in respect of the Certificates
Khazanah, on behalf of Cahaya, wishes to inform the Certificateholders as follows:
Pursuant to the announcement made on 25 October 2018, the total Nominal Value of
Certificates currently outstanding is USD49,597,000, which is less than 10 per cent. in
aggregate Nominal Value of the Certificates originally issued. Accordingly, Khazanah, on
behalf of the Issuer, gives notice that it wishes to exercise its right, pursuant to Condition
10(b)(ii)(B) of the Conditions of the Certificates, to redeem the then outstanding
Certificates at their Early Dissolution Amount on the Issuer Optional Dissolution Date,
being 20 November 2019. The Early Dissolution Amount for each U.S.$1,000 in
Nominal Value of the Certificates is U.S.$997.41.
All outstanding Certificates shall be redeemed as provided in the Conditions of the
Certificates on the Issuer Optional Dissolution Date, other than any Certificates in
respect of which Exchange Rights shall have been exercised pursuant to Condition 7 of
the Conditions of the Certificates. Pursuant to Condition 7(a)(i) of the Conditions of the
Certificates, Exchange Rights may be exercised by the Certificateholders in accordance
with the Conditions of the Certificates, up to and including 6 November 2019.
Effective from 11 October 2019, the Exchange Ratio has been changed to 223.4572 TNB
Shares and RM549.00 per US$1,000 in Nominal Value of the Certificates.
This notice is the Issuer Optional Dissolution Notice referred to in Condition 10(b)(ii).
As at the date of this notice, the board of directors of the Issuer comprises one Director,
namely Wong Su Yen Caroline. |