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This Circular Is Important and Requires Your Immediate Attention THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in doubt as to the course of action you should take, you should consult your stockbroker, bank manager, solicitor, accountant or other professional adviser immediately. Bursa Malaysia Securities Berhad takes no responsibility for the contents of this Circular, and make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss however arising from or in reliance upon the whole or any part of the contents of this Circular. Shareholders should rely on their own evaluation to assess the merits and risks of the proposal as set out herein. (Company No. 570777-X) (Incorporated in Malaysia under the Companies Act, 1965) CIRCULAR TO SHAREHOLDERS IN RELATION TO PROPOSED ACQUISITION BY EXCEL FORCE MSC BERHAD (“THE COMPANY”) OF A NEW OFFICE PREMISES OCCUPYING THE ENTIRE FLOOR AT LEVEL 13, TOWER A, PLAZA 33 BEARING POSTAL ADDRESS AT NO. 1, JALAN KEMAJUAN, SECTION 13, 46100 PETALING JAYA, SELANGOR ERECTED ON A PIECE OF LEASEHOLD LAND HELD UNDER THE MASTER TITLE H.S.(D) 159654, LOT PT 1, BANDAR PETALING JAYA, DAERAH PETALING, NEGERI SELANGOR FOR A CASH CONSIDERATION OF RM14,500,000.00 AND NOTICE OF EXTRAORDINARY GENERAL MEETING The above proposal will be tabled at the Extraordinary General Meeting (“EGM”) of the Company to be held at the Company’s Conference Room, 33-3A, Block C, Jaya One, No. 72A, Jalan Universiti, 46200 Petaling Jaya, Selangor Darul Ehsan on Wednesday, 16 October 2013 at 10.30 a.m. or at any adjournment thereof. The Notice of EGM and the Form of Proxy are enclosed herewith. The Form of Proxy must be completed and deposited at the Company’s Share Registrar Office at Level 6, Symphony House, Block D13, Pusat Dagangan Dana 1, Jalan PJU 1A/46, 47301 Petaling Jaya, Selangor not less than forty-eight (48) hours before the time fixed for the EGM or at any adjournment thereof. The lodging of the Proxy Form will not preclude you from attending and voting in person at the EGM should you subsequently decide to do so. Last date and time for lodging the Form of Proxy : Monday, 14 October 2013 at 10.30 a.m. Date and time of the EGM : Wednesday, 16 October 2013 at 10.30 a.m. This Circular is dated 2 October 2013 DEFINITIONS Except where the context otherwise requires, the following definitions shall apply throughout this Circular: “Act” : The Companies Act, 1965, as amended from time to time and any re-enactment thereof “Authority or Authorities” : In relation to any matter or issue, the applicable governmental, semi- governmental, quasi-governmental, statutory or public authority, agency, body, department or organization (and includes a ministry or minister or other public official or statutory person), licensed electricity distributor or other service providers which has the jurisdiction over, or the right, power and authority, to control, administer, determine or otherwise decide on such matter or issue “Board” or “the Directors” : Board of Directors of EFORCE “Bursa Securities” : Bursa Malaysia Securities Berhad “Circular” : This Circular to Shareholders of EFORCE dated 2 October 2013 “EGM” or “the Meeting” : Extraordinary General Meeting “EPS” : Earnings per share “EFORCE” or “the : Excel Force MSC Berhad Company” or “the Purchaser” “EFORCE Group” or “the : EFORCE and its subsidiaries Group” “Listing Requirements” : The Main Market Listing Requirements of Bursa Securities including any amendment thereto that may be made from time to time “LPD” : 11 September 2013, being the latest practical date prior to the issuance of this Circular “Major Shareholder” : A person (which includes a person who is or was within the preceding 6 months of the date on which the terms of the transaction were agreed upon) who has an interest or interests in one or more voting Shares in EFORCE and the nominal amount of that Share, or the aggregate of the nominal amounts of those Shares, is 10% or more of the aggregate of the nominal amounts of all the voting Shares in the Company, or 5% or more of the aggregate of the nominal amounts of all the voting Shares in the Company where such person is the largest shareholder of the Company. "Interest in shares" shall have the meaning given in Section 6A of the Act “NA” : Net assets “Property” : A new office premises occupying the entire floor at Level 13 of Tower A at Plaza 33 measuring a provisional floor area of 18,988 square feet inclusive of the water closet, wash area and air-conditioning ledge whilst the main floor area is approximately 18,445 square feet bearing postal address at No. 1, Jalan Kemajuan, Section 13, 46100 Petaling Jaya, Selangor which is erected on a piece of 99-year leasehold land held under the Master Title H.S.(D) 159654, Lot PT 1, Bandar Petaling Jaya, Daerah Petaling, Negeri Selangor “Proposed Acquisition” : Proposed acquisition by EFORCE of the Property for a cash consideration of RM14,500,000.00 from the Vendor “Purchase Consideration” or : Cash consideration of RM14,500,000.00 “Purchase Price” i DEFINITIONS (CONT’D) Except where the context otherwise requires, the following definitions shall apply throughout this Circular: “RM and Sen” : Ringgit Malaysia and Sen respectively “SPA” : A Sale and Purchase Agreement of the Property to be entered between the Company and the Vendor “State Authority” : The Ruler or Governor of the State which has the jurisdiction over, or the right, power and authority, to control, administer, determine or otherwise decide on such matter or issue “Share(s)” : Ordinary share(s) of RM0.10 each in EFORCE “Substantial Shareholder” : A person who has an interest in one or more voting shares in the company and the nominal amount of that share, or the aggregate of the nominal amounts of those shares, is not less than 5% of the aggregate of the nominal amounts of all the voting shares in the company, as defined under Section 69D(1) of the Act “Valuation Report” : The valuation report dated 1 July 2013 issued by the Valuer, DTZ Nawawi Tie Leung Property Consultants Sdn Bhd, on the Property “Valuer” : DTZ Nawawi Tie Leung Property Consultants Sdn. Bhd. “Vendor” : Plaza 33 Sdn. Bhd. (The rest of this page has been intentionally left blank) ii CONTENTS Letter from the Board of Directors to the Shareholders of EFORCE containing:- PAGE 1. INTRODUCTION 1 2. DETAILS OF THE PROPOSED ACQUISITION 3 3. RATIONALE OF THE PROPOSAL 10 4. FINANCIAL EFFECTS OF THE PROPOSAL 11 5. PROPOSALS ANNOUNCED BUT NOT YET COMPLETED 13 6. ESTIMATED TIMEFRAME FOR COMPLETION 13 7. CONDITIONS TO THE PROPOSAL 14 8. DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTEREST 14 9. DIRECTORS’ RECOMMENDATION 14 10. EXTRAORDINARY GENERAL MEETING 14 11. FURTHER INFORMATION 14 Appendix I VALUATION CERTIFICATE 15 II FURTHER INFORMATION 23 NOTICE OF EXTRAORDINARY GENERAL MEETING ENCLOSED FORM OF PROXY ENCLOSED iii (Company No: 570777-X) (Incorporated in Malaysia under the Companies Act, 1965) Registered Office: Level 15-2, Bangunan Faber Imperial Court, Jalan Sultan Ismail, 50250 Kuala Lumpur. Date: 2 October 2013 DIRECTORS: Wang Kuen-Chung @ Jeff Wang, Chairman/Managing Director Sun Chin-Chuan @ Sharon Sun, Executive Director Gan Teck Ban, Executive Director Eng Shao Hon, Executive Director Aaron Sim Kwee Lein, Independent Non-Executive Director Ng Kim Huat, Independent Non-Executive Director Hung, Chung-Che, Independent Non-Executive Director To: Shareholders of EFORCE Dear Sir/Madam, PROPOSED ACQUISITION BY EFORCE OF A NEW OFFICE PREMISES OCCUPYING THE ENTIRE FLOOR AT LEVEL 13, TOWER A, PLAZA 33 BEARING POSTAL ADDRESS AT NO. 1, JALAN KEMAJUAN, SECTION 13, 46100 PETALING JAYA, SELANGOR ERECTED ON A PIECE OF LEASEHOLD LAND HELD UNDER THE MASTER TITLE H.S.(D) 159654, LOT PT 1, BANDAR PETALING JAYA, DAERAH PETALING, NEGERI SELANGOR FOR A CASH CONSIDERATION OF RM14,500,000.00 1. INTRODUCTION On 7 May 2013, the Board received the letter of offer from the Vendor, wherein the Vendor is offering to sell to EForce the Property at a consideration of RM14.5 million. On the same day, the Board had approved the terms, as stated in the letter of offer in relation to the Proposed Acquisition. Consequently, the Company made the announcement pertaining to the Proposed Acquisition on the even date. In view that the Proposed Acquisition is subject to shareholders’ approval pursuant to paragraph 10.07 of the Listing Requirements, the Company requested and the Vendor agreed that, the SPA shall be signed within fourteen (14) days from the date of acceptance of the letter of offer or upon Company’s obtaining its shareholders’ approval, whichever is the latter or such extended date as determined by the Vendor. The Vendor has agreed to sell and EForce has agreed to buy the Property, free from all encumbrances. The Company had on 21 May 2013 accepted the letter of offer for the offer is valid until 21 May 2013. The brief details of the letter of offer are as follows:- 1.1 Property : Plaza 33 Tower A, Level 13 1.2 Purchase Price : RM14,500,000.00 (Ringgit Malaysia : Fourteen Million Five Hundred Thousand Only) (The rest of this page has been intentionally left blank) 1 1.3 Earnest Money : RM290,000.00 (Ringgit : Two Hundred & Ninety Thousand Only) equivalent to 2% of the Purchase Price which shall be made payable to the Vendor upon acceptance of this offer. This earnest money is refundable in the event this transaction is aborted by the Purchaser not later than 8 June 2013 and upon approval of the Purchaser’s shareholders for the purchase. (The Vendor had vide its letter dated 21 May 2013 extended the aforesaid date to 22 June 2013).
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