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PROPOSED DISPOSAL OF TUNJANG TENAGA SDN. BHD. ("TTSB"), BY VIZIONE ENERGY SDN. BHD. ("VCSB"), A WHOLLY-OWNED SUBSIDIARY OF VIZIONE, TO KAB ENERGY HOLDINGS SDN. BHD. ("PROPOSED DISPOSAL")

VIZIONE HOLDINGS BERHAD

Type Reply to Query
Reply to Bursa Malaysia's Query Letter - Reference ID IQL-01032024-00002
Subject PROPOSED DISPOSAL OF TUNJANG TENAGA SDN. BHD. ("TTSB"), BY VIZIONE ENERGY SDN. BHD. ("VCSB"), A WHOLLY-OWNED SUBSIDIARY OF VIZIONE, TO KAB ENERGY HOLDINGS SDN. BHD. ("PROPOSED DISPOSAL")
Description
VIZIONE HOLDINGS BERHAD ("VIZIONE" OR "THE COMPANY")

PROPOSED DISPOSAL OF TUNJANG TENAGA SDN. BHD., BY VIZIONE ENERGY SDN. BHD., A WHOLLY-OWNED SUBSIDIARY OF VIZIONE, TO KAB ENERGY HOLDINGS SDN. BHD. ("PROPOSED DISPOSAL")
Query Letter Contents

We refer to your Company's announcement dated 28 February 2024 (“Announcement”), in respect of the aforesaid matter.

 

It is noted that the Company had acquired 21 years concession to operate a 9.6 megawatts mini hydro power plant at Pedu Dam, Kedah (“Plant”) (via acquisition of TTSB) and was also awarded a contract for the proposed design, construction, testing, and commissioning of the Plant (“Project”) (“Award”) as announced on 7 August 2020 (“Previous Announcement”).

 

In this connection, kindly furnish Bursa Malaysia Securities Berhad ("Bursa Securities") with the following additional information for public release:-

 

1.   Information on TTSB and SDF

 

a) To show summary of financial information on TTSB and SDF for the past 3 years (up until latest available unaudited financial statements) including but not limited to revenue, profit after tax, borrowings, total assets, net assets and/or net book value.

 

b) To check whether the audited NA of TTSB as at FYE 31 May 2023 should be RM53,573 or - RM53,573 [as announced by Kinergy Advancement Berhad (“KAB”)]. To also check whether audited NA should be referred to as audited NL as mentioned under Section 2.10 of the Announcement.

 

c) To show how the proforma loss of approximately RM0.121 million was arrived at. To reconcile with the proforma loss on the Proposed Disposal as tabulated under Section 2.10 of the Announcement.

 

d) To further elaborate on the “Impairment loss on goodwill” and how the amount was derived at.

 

e) To explain whether SDF is also an indirect subsidiary of the Company.

 

f)  To specify the date and original cost of investment by TTSB in SDF.

 

g) To provide the salient terms of the Sales Purchase Agreement.

 

2.   Information on the Purchase Consideration

 

Detailed breakdown and the bases and assumptions used in arriving at the Disposal Consideration. To also state whether the amount is supported by an independent valuer’s valuation. Where applicable, please provide a reasonable explanation for no independent valuation was undertaken.

 

3.   Information on the Project

 

a) To provide status of the works/ construction undertaken by VCSB on the Project since receipt of the Award. To also explain if VCSB will continue to be the contractor for the Plant after the Proposed Disposal.

 

b) To provide details of the total capital/ fund invested by Vizione Group in the Project to-date.

 

c) To state the source of funding/ investment into the Project. To also specify if the source of funding was from proceeds raised from previous fund-raising exercises undertaken by the Company to fund the Project. If yes, to provide detail of the fund raised and quantify the amount of proceeds that had been raised and utilised for the Project.  

 

d) It is noted from the Previous Announcement that Project is scheduled to be completed on 8 August 2024. In this respect, please provide reasoning for disposing TTSB few months prior to the anticipated completion date.

 

e) The following is reproduced from KAB announcement:

 

"The Proposed Acquisition aligns with KAB and its subsidiaries’ strategic direction to expand the Group’s renewable energy portfolio. It is anticipated to generate a profitable recurring income stream upon the completion of construction.”

 

In view of the anticipated profit to be generated upon completion of construction, to provide further justification/rationale for the Company to enter into the Proposed Disposal.

 

Please furnish Bursa Securities with your reply within one (1) market day from the date hereof.

 

Yours faithfully,

Listing

Regulation
 

Cc : Market Surveillance, Securities Commission 

Reference is made to the Company’s announcement dated 28 February 2024 (“Announcement”) and the letter dated 1 March 2024 from Bursa Malaysia Securities Berhad requesting for additional information pertaining to the Proposed Disposal.

 

The Board of Directors of Vizione wishes to announce the following additional information as follow:

 

(The abbreviations used herein are consistent with those stated in the Announcement unless defined otherwise.)

 

Please refer to the attachment for the details.

 

This announcement is dated 4 March 2024. 



Please refer attachment below.



Announcement Info

Company Name VIZIONE HOLDINGS BERHAD
Stock Name VIZIONE
Date Announced 04 Mar 2024
Category General Announcement for PLC
Reference Number GA1-04032024-00067



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