KUALA LUMPUR (Oct 10): Cepatwawasan Group Bhd (CGB), via its wholly-owned unit Cash Nexus (M) Sdn Bhd (CNSB), has proposed a reverse takeover (RTO) of Australia-listed Timah Resources Ltd, by way of injecting its biogas power unit into the latter.

Timah Resources is currently involved in mining exploration and production, and is listed on the National Stock Exchange of Australia (similar to Bursa Malaysia's ACE Market).

In a Bursa Malaysia filing this evening, CGB said the proposed RTO would serve to unlock CNSB's investment in a subsidiary, Mistral Enginering Sdn Bhd, through injecting the latter into Timah Resources.

"The proposed RTO is anticipated to enhance Mistral Engineering's profile and visibility, as this will result in it being listed in Australia via Timah Resources," it said in the filing.

Mistral Engineering is principally engaged in the business of power generation and sale of certified emission reductions. It owns and operates a 3 megawatt renewable energy biogas power plant in Sabah.

The proposed RTO will involve CNSB disposing its entire stake in Mistral Engineering to Timah Resources for a total of AU$8.55 million (RM24.8 million), to be satisfied via the issuance of 85.5 million Timah Resources shares at 10 Australian cents each.

Furthermore, CNSB will subscribe to 10 million Timah Resources shares for a total of AU$2 million (RM5.8 million), in conjunction with the transfer listing exercise.

Following the completion of the proposed acquisition of Mistral Engineering, Timah Resources intends to transfer its listing status to Mistral Engineering.

CNSB is expected to recognise a gross gain on disposal of approximately RM15.55 million at the company level, upon completion of the proposed disposal.

The proposed RTO is expected to be completed by the first quarter of 2015.

CGB's stock closed 1.5 sen down at 92.5 sen, with a market capitalisation of RM285.79 million.