TSH Sukuk Ijarah Tranche 27 Up To RM100.0 Million Nominal Value Sukuk Ijarah Commercial Papers

Transcription

1. TSH SUKUK IJARAH SDN BHD Up To RM100 .0 Million Nominal Value Sukuk Ijarah Commercial Papers (“Sukuk ICP”) Programme and Up To RM300.0 Million Nominal Value Sukuk Ijarah Medium Term Notes (“Sukuk IMTN”) Programme (Collectively referred to as the “Sukuk Ijarah Programme”) Condition 1.2(vi) (a) Date of issue; : 1 December 2016 (b) Size of issue; : RM115.0 million (c) Mode of issue; : Private placement (d) Utilisation of proceeds from the issue; raised : For TSH Group’s additional general working capital purposes which are Shariah compliant. (e) Minimum level of subscription : The minimum level of subscription for each and actual level of subscription; issuance of Sukuk IMTN shall be 10% of the issue size of each Sukuk IMTN. The actual level of subscription for the RM115.0 million Sukuk IMTN on 1 December 2016 is 100%. (f) Tenure of the issue; : Tranche 27 (g) Issue price and equivalent rate; profit or : Tranche 27 Tenure (years) 5 YTM/Profit Rate (%) 5.05 Maturity Date 1 December 2021 Issue Proceeds Price (RM million) 100.00 115.0 (h) Yield-to-maturity of the issue : The Sukuk IMTN was issued via Private which is placed out via book placement. building (i) The underlying assets and value : Please refer below. of assets (j) Purchase and selling price; and : Tranche 27 Purchase Price (RM) 86,466,165 Selling Price (RM) 115,000,000 (k) Revisions to the rating, if any, : No revisions to the rating since the date of the since the date of the last last drawdown. drawdown. 1
2. (i) The underlying assets and value of assets: Description of the underlying asset and its market value is as follows: Identified Asset 1 (Sub-portion RM70.0 million) Name of Asset Ong Yah Ho Estate Description of Asset Title No. CL095327218, Locality of Tenegang-Koyah, District of Kinabatangan, Off KM 46.5, Jalan Lahad Datu, Sandakan, Sabah Valuation Date 30 June 2008 Market Value Ascribed (RM) 137,150,000 Held under leasehold title expiring on 31 December 2096 and has a total land area of approximately 4,942.10 acres (2000 hectares) planted with oil palm. Total 137,150,000 Notes: (1) Total land size of the Ong Yah Ho Estate is 2,000 hectares with market value ascribed of RM137,150,000.00. Based on this, market value per hectare of land from the Ong Yah Ho Estate is RM68,575.00. (2) Value utilised from Ong Yah Ho Estate for the 1st issuance of RM20.0 million Sukuk ICP and first issuance (Tranche 1, 2, and 3) of RM130.0 million Sukuk IMTN is approximately RM112,781,955 out of the market value ascribed. Based on this, approximately 1645 hectares of land from the Ong Yah Ho Estate was utilised ("Portion A"). (a) On 12 March 2009, the 1st issuance of RM20.0 million Sukuk ICP was redeemed by the 2nd issuance of RM20.0 million Sukuk ICP. This in turn reduced Portion A to approximately 1426 hectares from 1645 hectares. (b) On 12 February 2010, part of Portion A was redeemed by the 6th issuance (Tranche 9) of RM30.0 million Sukuk IMTN as per Note 8 below. As such, Portion A was reduced to approximately 1097 hectares from 1426 hectares. (c) On 11 February 2011, part of portion A was redeemed by the 9th issuance of RM50.0 million Sukuk ICP as per Note 11 below. As such, Portion A was further reduced to approximately 548.5 hectares from 1097 hectares. (d) On 10 February 2012, the remaining 548.5 hectares of Portion A was fully redeemed by the 14th issuance (Tranche 17) of RM50.0 million Sukuk IMTN as per Note 17 below. As such, Portion A has been fully extinguished. 2
3. (3) Value utilised from Ong Yah Ho Estate for the 2nd issuance of RM20.0 million Sukuk ICP is approximately RM15,037,594. Based on this, approximately 220 hectares of land from the Ong Yah Ho Estate was utilised ("Portion B"). As the issuance of this RM20.0 million Sukuk ICP is to purchase part of Portion A above (i.e. to redeem the 1st issuance of RM20.0 million Sukuk ICP), Portion B will exist simultaneously once part of Portion A has been extinguished. (a) (4) Value utilised from Ong Yah Ho Estate for the 3rd issuance of RM30.0 million Sukuk ICP is approximately RM22,556,390. Based on this, approximately 329 hectares of land from the Ong Yah Ho Estate was utilised ("Portion C"). (a) (5) Portion D has been fully redeemed by TSH Resources Bhd on 11 December 2009. Value utilised from Ong Yah Ho Estate for the 5th issuance of RM30.0 million Sukuk ICP is approximately RM22,556,390. Based on this, approximately 329 hectares of land from the Ong Yah Ho Estate was utilised ("Portion E"). As the issuance of this RM30.0 million Sukuk ICP is to purchase Portion C above (i.e. to redeem the 3rd issuance of RM30.0 million Sukuk ICP), Portion E will exist simultaneously once Portion C has been extinguished. (a) (7) On 30 September 2009, Portion C has been fully redeemed by the 5th issuance of RM30.0 million Sukuk ICP as per Note 6 below. Value utilised from Ong Yah Ho Estate for the 4th issuance of RM20.0 million Sukuk ICP is approximately RM15,037,594. Based on this, approximately 220 hectares of land from the Ong Yah Ho Estate was utilised ("Portion D"). As the issuance of this RM20.0 million Sukuk ICP is to purchase Portion B above (i.e. to redeem the 2nd issuance of RM20.0 million Sukuk ICP), Portion D will exist simultaneously once Portion B has been extinguished. (a) (6) On 12 June 2009, Portion B has been fully redeemed by the 4th issuance of RM20.0 million Sukuk ICP as per Note 5 below. On 30 March 2010, Portion E has been fully redeemed by the 7th issuance of RM20.0 million Sukuk ICP as per Note 9 below. Value utilised from Ong Yah Ho Estate for the 6th issuance of RM20.0 million Sukuk ICP is approximately RM15,037,594. Based on this, approximately 220 hectares of land from the Ong Yah Ho Estate was utilised ("Portion F"). (a) Portion F has been fully redeemed by TSH Resources Berhad on 12 October 2010. 3
4. (8) Value utilised from Ong Yah Ho Estate for the 6th issuance (Tranche 9) of RM30.0 million Sukuk IMTN is approximately RM22,556,390. Based on this, approximately 329 hectares of land from the Ong Yah Ho Estate was utilised ("Portion G"). As the issuance of this RM30.0 million Sukuk IMTN is to purchase part of Portion A above (i.e. to redeem the 1st issuance (Tranche 1) of RM30.0 million Sukuk IMTN), Portion G will exist simultaneously once part of Portion A has been extinguished. This in turn reduced Portion A to approximately 1097 hectares from 1426 hectares. (a) (9) On 10 February 2011, Portion G was fully redeemed by the 13th issuance (Tranche 16) of RM30.0 million Sukuk IMTN as per Note 16 below. Value utilised from Ong Yah Ho Estate for the seventh issuance of RM30.0 million Sukuk ICP is approximately RM22,556,390. Based on this, approximately 329 hectares of land from the Ong Yah Ho Estate was utilised ("Portion H"). As the issuance of this RM30.0 million Sukuk ICP is to purchase Portion E above (i.e. to redeem the 5th issuance of RM30.0 million Sukuk ICP), Portion H will exist simultaneously once Portion E has been extinguished. (a) On 30 September 2010, Portion H has been fully redeemed by the 8th issuance of RM30.0 million Sukuk ICP as per Note 10 below. (10) Value utilised from Ong Yah Ho Estate for the 8th issuance of RM30.0 million Sukuk ICP is approximately RM22,556,390. Based on this, approximately 329 hectares of land from the Ong Yah Ho Estate was utilised ("Portion I"). As the issuance of this RM30.0 million Sukuk ICP is to purchase Portion H above (i.e. to redeem the 7th issuance of RM30.0 million Sukuk ICP), Portion I will exist simultaneously once Portion H has been extinguished. (a) On 30 March 2011, Portion I has been fully redeemed by the 11th issuance of RM30.0 million Sukuk ICP as per Note 13 below. (11) Value utilised from Ong Yah Ho Estate for the 9th issuance of RM50.0 million Sukuk ICP is approximately RM37,593,985. Based on this, approximately 548.5 hectares of land from the Ong Yah Ho Estate was utilised ("Portion J"). As the issuance of this RM50.0 million Sukuk ICP is to purchase part of Portion A above (i.e. to redeem the 1st issuance (Tranche 2) of RM50.0 million Sukuk IMTN), Portion J will exist simultaneously once part of Portion A has been extinguished. This in turn reduced Portion A to approximately 548.5 hectares from 1097 hectares. (a) On 11 March 2011, Portion J has been fully redeemed by the 10th issuance of RM50.0 million Sukuk ICP as per Note 12 below. (12) Value utilised from Ong Yah Ho Estate for the 10th issuance of RM50.0 million Sukuk ICP is approximately RM37,593,985. Based on this, approximately 548.5 hectares of land from the Ong Yah Ho Estate was utilised ("Portion K"). As the issuance of this RM50.0 million Sukuk ICP is to purchase part of Portion J above (i.e. to redeem the 9th issuance of RM50.0 million Sukuk ICP), Portion K will exist simultaneously once Portion J has been extinguished. (a) Portion K has been fully redeemed by TSH Resources Bhd on 11 April 2011. 4
5. (13) Value utilised from Ong Yah Ho Estate for the 11th issuance of RM30.0 million Sukuk ICP is approximately RM22,556,390. Based on this, approximately 329 hectares of land from the Ong Yah Ho Estate was utilised ("Portion L"). As the issuance of this RM30.0 million Sukuk ICP is to purchase Portion I above (i.e. to redeem the 8th issuance of RM30.0 million Sukuk ICP), Portion L will exist simultaneously once Portion I has been extinguished. (a) On 30 September 2011, Portion L has been fully redeemed by the 11th issuance (Tranche 14) of RM30.0 million Sukuk IMTN as per Note 15 below. (14) Value utilised from the Ong Yah Ho Estate for the 10th issuance (Tranche 13) of RM25.0 million Sukuk IMTN is approximately RM18,796,993. Based on this, approximately 275 hectares of land from the Ong Yah Ho Estate was utilised ("Portion M"). (a) Portion M has been fully redeemed by TSH Resources Bhd on 29 July 2013. (15) Value utilised from Ong Yah Ho Estate for the 11th issuance (Tranche 14) of RM30.0 million Sukuk IMTN is approximately RM22,556,390. Based on this, approximately 329 hectares of land from the Ong Yah Ho Estate was utilised ("Portion N"). As the issuance of this RM30.0 million Sukuk IMTN is to purchase Portion L above (i.e. to redeem the 11th issuance of RM30.0 million Sukuk ICP), Portion N will exist simultaneously once Portion L has been extinguished. Value utilised from Ong Yah Ho Estate for the 13th issuance (Tranche 16) of RM30.0 million Sukuk IMTN is approximately RM22,556,390. Based on this, approximately 329 hectares of land from the Ong Yah Ho Estate was utilised ("Portion O"). As the issuance of this RM30.0 million Sukuk IMTN is to purchase part of Portion G above (i.e. to redeem the 6th issuance (Tranche 9) of RM30.0 million Sukuk IMTN), Portion O will exist simultaneously once Portion G has been extinguished. (16) Value utilised from Ong Yah Ho Estate for the 14th issuance (Tranche 17) of RM50.0 million Sukuk IMTN is approximately RM37,593,985. Based on this, approximately 549 hectares of land from the Ong Yah Ho Estate was utilised ("Portion P"). As the issuance of this RM50.0 million Sukuk IMTN is to purchase the remaining part of Portion A above (i.e. to redeem the 1st issuance (Tranche 3) of RM50.0 million Sukuk IMTN), Portion P will exist simultaneously once Portion A has been fully extinguished. (17) Value utilised from Ong Yah Ho Estate for the 15th issuance of RM10.0 million Sukuk IMTN (Tranche 18) is approximately RM7,518,797. Based on this, approximately 110 hectares of land from Ong Yah Ho Estate was utilised ("Portion Q"). (a) Portion Q has been fully redeemed by TSH Resources Bhd on 11 July 2014. (18) Value utilised from Ong Yah Ho Estate for the 16th issuance of RM25.0 million Sukuk IMTN (Tranche 19) is approximately RM18,796,993. Based on this, approximately 275 hectares of land from Ong Yah Ho Estate was utilised ("Portion R"). 5
6. (19) Value utilised from Ong Yah Ho Estate for the 20th issuance (Tranche 23) of RM30.0 million Sukuk IMTN is approximately RM22,556,390. Based on this, approximately 329 hectares of land from the Ong Yah Ho Estate was utilised ("Portion S"). As the issuance of the RM30.0 million Sukuk IMTN is to purchase part of Portion O above (i.e. to redeem the 13th issuance (Tranche 16) of RM30.0 million Sukuk IMTN), Portion S will exist simultaneously once Portion O has been extinguished. (20) Value utilised from Ong Yah Ho Estate for this 24th issuance (Tranche 27) of RM115.0 million Sukuk IMTN is approximately RM52,631,579. Based on this, approximately 768 hectares of land from the Ong Yah Ho Estate was utilised ("Portion T"). (21) Total value utilised from the Ong Yah Ho Estate to date is approximately RM131,578,947, with the remaining balance of approximately RM5,571,053 unutilised. Based on this, total land size utilised from the Ong Yah Ho Estate to date is approximately 1,918.8 hectares out of 2,000 hectares with the remaining balance of approximately 81.2 hectares of land unutilised. 6
7. Identified Asset 2 (Sub-portion RM45.0 million) No. 1 Name of Asset Eko Pulp and Paper Complex Description of Asset Title No. CL105392989, CL105392998, Locality M.41, Tawau Kunak Road, District of Tawau, Sabah Valuation Date 30 June 2008 Market Value Ascribed (RM) 56,000,000 Held under leasehold titles expiring on 31 December 2067 and has a total land area of approximately 581.23 acres (235.22 hectares) planted with oil palm. Total No. Name and address of Tenants (where applicable) Eko Pulp & Paper Sdn Bhd, Bangunan TSH, TB9, KM 7, Apas Road, 91000 Tawau, Sabah 1 56,000,000 Date of Tenancy Agreement 1 August 2008 Notes: (1) Value utilised from the Eko Pulp and Paper Complex for the fifth issuance of RM50.0 million Sukuk IMTN is approximately RM37,593,985 (“Portion A”). (2) Value utilised from the Eko Pulp and Paper Complex for the twelfth issuance of RM50.0 million Sukuk IMTN is approximately RM37,593,985 (“Portion B”). As the issuance of this RM50.0 million Sukuk IMTN is to purchase Portion A above (i.e. to redeem the existing RM50.0 million Sukuk IMTN), Portion B will exist simultaneously once Portion A has been extinguished.) (a) On 21 October 2016, Portion B has been fully redeemed by TSH Resources Bhd. (3) Value utilised from the Eko Pulp and Paper Complex for this 24th issuance (Tranche 27) of RM115.0 million Sukuk IMTN is approximately RM33,834,586 (“Portion C”). Total value utilised from the Eko Pulp and Paper Complex as at to date is approximately RM33,834,586 with the remaining balance of approximately RM22,165,414 unutilised. 7