KUALA LUMPUR (Dec 17): TXCD Bhd (KL:TXCD), formerly known as Ageson Bhd — and before that Prinsiptek Corp Bhd — said its single largest shareholder, Datuk Seri Liew Kok Leong, has disposed of his entire 15.56% stake in the Practice Note 17 (PN17) engineering construction firm.
Liew sold the block of shares, comprising 48.5 million shares — 29.1 million shares held directly and 19.4 million shares held via his private investment vehicle Ukay One Sdn Bhd — to Chew Swe Siew @ CHEW Swee Siew on Dec 13, according to TXCD’s bourse filing on Tuesday.
The filing did not disclose the disposal value. However, based on the company’s closing price of nine sen on Thursday, the block of shares would have been worth RM4.36 million.
With Liew's full exit from the firm, Chew becomes TXCD's sole substantial shareholder.
TXCD slipped into PN17 status on Nov 1, 2023, after its then external auditor Messrs Jamal, Amin & Partners expressed a disclaimer of opinion on the company’s audited financial statements for the 18-month financial period ended Dec 31, 2022. The concerns raised were about impairment for its receivables, insufficient audit evidence to support its subsidiaries' revenue, and the way one of its units valued its assets, with no impairment loss assessed.
But the company said in May 2024 that a consultant it hired, Virdos Lima Consultancy (M) Sdn Bhd (VL Consultancy), had not found any “material adverse findings from its independent assessment” on the concerns raised.
In October this year, TXCD’s new external auditor, Messrs LTTH PLT, also issued a disclaimer of opinion on the company’s audited financial statements for the 18-month financial period ended June 30, 2024 (FPE2024), saying it couldn't obtain sufficient evidence to determine if the group's preparation of its financial statements based on its ability to continue as a going concern was appropriate, given that that depends on the timely formulation and successful implementation of a plan to regularise its PN17 condition, the continuous support of its creditors and financial institutions, and efforts in securing profitable projects.
The auditor also couldn't get enough evidence to provide a basis for an audit opinion on its subsidiaries' accounts as it could not review some of the working papers of the component auditor who audited the subsidiaries.
In response, TXCD had said it expected to resolve the issues raised in the next financial year and was engaging a principal adviser to assist in formulating a regularisation plan.
Shares in TXCD settled half a sen or 5.6% lower to 8.5 sen on Tuesday, giving it a market capitalisation of RM26.5 million.