Transactions (Chapter 10 Of Listing Requirements):Non Related Party Transactions

May 05, 2011 Back
Type Announcement
Subject TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
Description (I) ACQUISITION BY MAYBAN IB HOLDINGS SDN. BHD. (FORMERLY KNOWN AS ASEAM CREDIT SDN. BHD.) (“MAYBAN IB HOLDINGS”), A WHOLLY-OWNED SUBSIDIARY OF MAYBANK, OF AN AGGREGATE OF 257,559,264 ORDINARY SHARES IN KIM ENG HOLDINGS LIMITED (“KIM ENG”), REPRESENTING 44.63% OF THE ISSUED SHARE CAPITAL OF KIM ENG

(II) MANDATORY UNCONDITIONAL CASH OFFER TO ACQUIRE ALL THE ORDINARY SHARES IN THE CAPITAL OF KIM ENG OTHER THAN THOSE ALREADY OWNED BY MAYBAN IB HOLDINGS, ITS RELATED CORPORATIONS AND THEIR RESPECTIVE NOMINEES SUBJECT TO THE FULFILMENT OF THE PRE-CONDITION

(For consistency, the abbreviations used hereafter throughout this Announcement shall have the same meanings as defined in the announcements dated 6 January 2011 and 12 January 2011 unless otherwise stated.)

We refer to the announcements dated 6 January 2011 and 12 January 2011 in relation to the above.

On behalf of the Board of Directors of Maybank, Maybank Investment Bank Berhad wishes to announce that the pre-condition to the making of the Offer (“Pre-Condition”), which is the satisfaction of certain key conditions (including obtaining approvals from Bank Negara Malaysia and the Monetary Authority of Singapore) in accordance with the terms, and subject to the conditions of the Share Purchase Agreements, has been satisfied on 5 May 2011.

Pursuant to the satisfaction of the Pre-Condition, Nomura has on 5 May 2011 announced on the SGX-ST, for and on behalf of Mayban IB Holdings, Mayban IB Holdings’ firm intention to make the Offer (“Offer Announcement”).

Please refer to the attached Offer Announcement for further details of the Offer, including the terms and conditions of the Offer, and press release.

Upon completion of the Proposed Acquisition, Mayban IB Holdings will hold approximately 50.22 per cent. of Kim Eng and therefore, in accordance with the Notification of the Securities and Exchange Commission No. KorChor. 53/2545, Mayban IB Holdings will be required to make an offer for all the issued shares in Kim Eng Securities (Thailand) Public Company Limited (“KEST”) (“Thai Tender Offer”). Mayban IB Holdings will, following completion, announce its intention to make the Thai Tender Offer at an offer price of Baht 16.00 for each share in KEST. Further information on the Thai Tender Offer will be available on the websites of the Securities and Exchange Commission of Thailand and the Stock Exchange of Thailand at www.sec.or.th and www.set.or.th, respectively.

The directors of Mayban IB Holdings and Maybank (including any who may have delegated detailed supervision of this Announcement) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this Announcement are fair and accurate and that no material facts have been omitted from this Announcement, and they jointly and severally accept responsibility accordingly. Where any information has been extracted or reproduced from published or otherwise publicly available sources (including, without limitation, in relation to Kim Eng), the sole responsibility of the directors of Mayban IB Holdings and Maybank has been to ensure through reasonable enquiries that such information has been accurately and correctly extracted from such sources or, as the case may be, reflected or reproduced in this Announcement.

This announcement is dated 5 May 2011.

 


Announcement Info

Company Name MALAYAN BANKING BERHAD  
Stock Name MAYBANK    
Date Announced 5 May 2011  
Category General Announcement
Reference No MI-110505-62101

Attachments

  1. MAYBANk050511a.PDF (Size: 167,781 bytes)
  2. MAYBANK050511b.pdf (Size: 81,323 bytes)