Plant Offshore Case Study

POGL’s principal operating subsidiary was established in Malaysia in 1994 to develop a business of providing integrated, multi-disciplined engineering, procurement and construction management services to the energy industries, including oil and gas, petrochemical, biodiesel energy and other related industries.

The Company’s flotation on AIM was prompted by the wish to increase it’s profile by virtue of being a public company to add credibility to the Group when tendering for larger contracts both domestically and overseas. In addition the access to funds to expand the business and provide working capital required by the Company’s larger contracts together with the possibility of future acquisitions were all key attractions in coming to AIM.

AIM was chosen, according to Hang Chin Juan, CEO, because of the liquidity offered by the chosen market and the expertise available from relevant professional advisers in London.

POGL was introduced to Allenby Capital by Horwath, the Malaysian reporting accountants, in the light of previous business links, and Allenby’s ability to provide corporate finance and fund raising under one roof.

Following an initial meeting in Kuala Lumpur in November 2006 the directors made a visit to London to meet with Allenby Capital representatives from Corporate Finance, institutional sales and research in addition to other key advisers introduced by Allenby. Following the meetings in London POGL appointed Allenby Capital to lead the transaction as Nomad and Broker.

POGL appointed Stephenson Harwood as its legal advisers in the light of their considerable experience in Asia. Allenby Capital was advised by Cobbetts LLP. Allenby Capital also introduced the Company to Threadneedle Communications, to provide financial PR.

As part of Allenby Capital’s due diligence a site visit was made to Malaysia during which the director in charge of the admission to AIM, met the team and its local advisers and visited some of the Group’s local projects.

Consideration was then given to the jurisdiction in which the new holding company (POGL) would be incorporated: Jersey was selected as it is ‘UK friendly’ and has tax advantages for certain overseas companies.

A share exchange agreement was entered into, under which the shareholders of the operating subsidiary transferred their shares to POGL, receiving POGL shares in exchanges. This necessitated an application to the Malaysian authorities for Foreign Investment Control Approval.

The admission became effective in July 2007 with Allenby Capital raising approximately £2m of new money for the company, from a range of institutional and private clients.

The issue was met with excellent publicity.

And looking back on the transaction as a whole, chairman Cho Nam Sang said “It was a pleasure working with Allenby Capital and the teams overall in Malaysia, London and Jersey. Although it was fairly intricate, with three jurisdictions involved, the transaction proceeded smoothly and the company is delighted with the subsequent rise in its share price from 12p at the time of flotation to 15p on 10th August 2007.”