Mega Fortris Berhad (Malaysia)

The Company was incorporated on 09 April 1998.
The Company's principal activity are investment holding, design and manufacturing of security seals, and trading of related products and services.
The immediate and ultimate holding companies are Mega Fortris Global Pte. Ltd., a company incorporated in Singapore and Mega Fortris Capital Limited, a company incorporated in British Virgin Islands, respectively.
a) Acquisitions of subsidiaries pursuant to the Listing:
On 30 June 2023, the Company entered into a conditional share sale and purchase agreement with Mega Fortris Global Pte. Ltd. (“MFGPL”) for the following acquisitions:
i) Acquisition of the entire issued share capital of MFEU from MFGPL, comprising 125,000 ordinary shares in MFEU for a purchase consideration of RM14,536,221, satisfied via the issuance of 14,536,221 Mega Fortris shares at an issue price of RM1.00 each;
ii) Acquisition of the entire issued share capital of MFA from MFGPL, comprising 2,000 ordinary shares in MFA for a purchase consideration of RM15,762,593 (equivalent to USD3,421,444), satisfied via the issuance of 15,762,593 Mega Fortris shares at an issue price of RM1.00 each;
iii) Acquisition of the 75 percent of the issued share capital of MFAUS from MFGPL, comprising 75 ordinary shares in MFAUS for a purchase consideration of RM2,045,445 (equivalent to AUD681,429), satisfied via the issuance of 2,045,445 Mega Fortris shares at an issue price of RM1.00 each; and
iv) Acquisition of the 75 percent of the issued share capital of MFNZ from MFGPL, comprising 10,000 ordinary shares in MFNZ for a purchase consideration of RM1,367,715 (equivalent to NZD491,224), satisfied via the issuance of 1,367,715 Mega Fortris shares at an issue price of RM1.00 each.
The aggregate purchase consideration of RM33,711,974, to be satisfied via the issuance of 33,711,974 new Mega Fortris shares to MFGPL at RM1.00 per share was arrived at on a willing buyer-willing seller basis and after taking into consideration the audited net assets of the respective subsidiaries as at 30 June 2022. The acquisitions of subsidiaries have been completed on 30 June 2023 in accordance with the terms and conditions of the SPA.
b) On 6 July 2023, the Group disposed of a building located in Helsingor Municipality for total cash consideration of DKK7,700,000 (approximately RM5,259,100). As a result of the disposal of the building, the term loan amounted to RM888,360 as at 30 June 2023 has been settled.
c) On 17 August 2023, the Company acquired a piece of freehold land together with one unit of single-storey factory annexed with three-storey office building located at No.56, Jalan Anggerik Mokara 31/47, Kota Kemuning, Seksyen 31, 40460 Shah Alam, Selangor for total purchase consideration of RM14,000,000.
d) On 13 October 2023, the Company had completed the subdivisions of every one (1) ordinary share into thirty (30) new ordinary shares of the Company. After the share split, the total number of ordinary shares in issue in the Company increased from 34,854,974 ordinary shares to 1,045,649,220 ordinary shares.
e) On 26 January 2024, the Company had completed the consolidation of share capital where every three (3) existing ordinary shares be consolidated into two (2) new ordinary shares. After the share consolidation, the total number of ordinary shares in issue of the Company be altered from 1,045,649,220 to 697,099,480 ordinary shares.
2000 - As part of management’s intention to expand its security seal business operations, Fortris Malaysia went into a joint-venture arrangement to merge the security seal businesses of the two companies. The Company was initially involved in trading of cable seals. The company acquired the assets from Fortris Malaysia pursuant to the Asset Transfer. Upon the completion of the Asset Transfer in 2001, the company commenced the manufacturing of plastic seals in Shah Alam, Selangor. Since then, the company progressively expanded production facilities up to a total of 39 injection moulding machines with a total capacity of approximately 551 million pieces of security seals (excluding security bags) per year as at 30 June 2024. The company acquired 30.0% equity interests in Mega Fortris HK (1) in 2000 and subsequently increased equity interest to 70.0% in 2003. Mega Fortris HK is involved in the sales of security seals in the Hong Kong market. As at the LPD, Mega Fortris HK is located in Hong Kong.
2001 - Incorporation of Mega Fortris SG (2) in Singapore in 2001. Mega Fortris SG is involved in the sales of security seals in the same year to the Singaporean market. As at LPD, Mega Fortris SG’s office is located in Singapore.
2002 - As part of geographical expansion plans, the company expanded business operations to Europe through the following:
i) incorporation of Mega Fortris Europe (3) in Denmark in 2002. Mega Fortris Europe is involved in the sales of security seals to Europe markets. As at LPD, office is located in Denmark.
ii) acquisition of 100.0% equity interest in Mega Fortris UK (4) in the UK. Mega Fortris UK is involved in the supply of security seals and related products such as load securement products in the UK. As at the LPD, Mega Fortris UK’s office (with storage facility) is located in the UK.
2003 - The company expanded business to the Americas through the incorporation of Mega Fortris Americas (5) in 2003. In 2004, Mega Fortris Americas commenced its business in the supply of security seals and related products in the 2004 to the America market. As at LPD, Mega Fortris Americas’ office (with storage facility) is located in the USA.
2005 - The company expanded operations to Hungary through the incorporation of Mega Fortris HU (6). In 2005, Mega Fortris HU commenced its business in the sales of security seals in the Europe region. As at the LPD, Mega Fortris HU’s office (with storage facility) is located in Hungary.
2006 - The Company continued to expand operations in Europe, where the company incorporated Mega Fortris France (7) in December 2005. In 2006, Mega Fortris France commenced its business in the sales of security seals to the Europe market. As at LPD, Mega Fortris France’s sales office is located in France. Dato’ Nick Ng acquired the remaining 51.00% equity interest in Company from Mega First Engineering Sdn Bhd and Mega First Corporate Services Sdn Bhd. Mega Fortris Security Bags (8) commenced the trading and converting of security bags in 2006. Before 2006, the company was dormant. In 2012, it invested in printing facilities for security bags. The production facilities of Mega Fortris Security Bags was located in Shah Alam Technology Park before it was relocated to the No. 56 Property.
2008 - The company started to supply in-house manufactured security box to a customer in Macao.
2011 - The company relocated security seals manufacturing operations as well as trading and converting of security bags operations to our existing production facility at Kota Kemuning, Shah Alam, Selangor.
2012 - The company expanded operations to the Middle East and incorporated Mega Fortris ME (9) in 2012 which commenced the sales of security seals and related products to the Middle East markets in the same year of 2012. As at LPD, Mega Fortris ME's sales office is located in UAE.
2015 - The company expanded operations in Europe and incorporated Mega Fortris LSN (10) in 2015 which commenced sales of security seals and load securement products. To streamline the business operations in Europe, Mega Fortris LSN ceased its business activity in July 2023 and our subsidiary Mega Fortris Europe took over Mega Fortris LSN’s business to continue to serve the Sweden market.
2018 - The company acquired 100% equity interest in Fortrich Manufacturing from two individuals in 2018 for it to become our wholly-owned subsidiary. The acquisition of Fortrich Manufacturing represented a vertical integration to Group’s operation as the company is involved in die-casting manufacturing and fabrication, repair and maintenance of moulds, which are required for plastic injection moulding operations. The production facilities of Fortrich Manufacturing were then located in Kepong, Kuala Lumpur, before it was relocated tocurrent production facility at the No.29 Property in April of 2023. In the same year, the company ceased the die-casting manufacturing activity as it was no longer economically viable to maintain the manufacturing activity of die-casting. As at the LPD, the principal activity of Fortrich Manufacturing is manufacturing of tool and die.
2018 - The company expanded operations to New Zealand and acquired Mega Fortris NZ (11) in 2018, for the sales of our security seals in the New Zealand market. As at the LPD, Mega Fortris NZ’s office (with storage facility) is located in New Zealand.
2019 - The company expanded operations to Netherlands and incorporated Mega Fortris BNL (12) which commenced its business in the same year in 2019. As at LPD, Mega Fortris BNL’s office is located in the Netherlands and the
company is mainly involved the sales of security seals in the Europe market. The company expanded operations to Australia through the acquisition of Mega Fortris AUS (13) in 2019. As at the LPD, Mega Fortris AUS’ office (with
storage facility) is located in Australia and the company is mainly involved in the sales of our security seals in Australia.
2023 - As part of reorganisation and restructuring exercise, the company acquired:
i) the entire equity interest of Mega Fortris Europe and Mega Fortris Americas, and 75% equity interest of Mega Fortris NZ and Mega Fortris AUS, from Mega Fortris Global in June 2023; and
ii) the remaining minority interest of Mega Fortris Security Bags from Dato’ Nick Ng and Datuk Adrian Ng in October 2023.