The Board of Directors of Maybank (“Board”) wishes to announce that MAMG, a wholly-owned subsidiary of Maybank, has entered into the following agreements today:

(i) conditional share purchase agreement (“SPA”) with Amanah Saham Nasional Berhad (“ASNB”), a wholly-owned subsidiary of PNB, for the proposed acquisition of 100% equity interest in AMB for a cash consideration of RM16.12 million (“Proposed Acquisition I”) (“AMB SPA”);

(ii) conditional SPA with PNB International Limited (“PIL”), a wholly-owned subsidiary of PNB, for the proposed acquisition of 100% equity interest in SUTL for a cash consideration of RM34.88 million (“Proposed Acquisition II”) (“SUTL SPA”); and

(Proposed Acquisition I and Proposed Acquisition II are collectively referred to as “Proposed Acquisitions”)

(iii) conditional share subscription agreement (“Subscription Agreement”) with PNB for the proposed subscription by PNB of 8,336,404 new ordinary shares in MAMG (“MAMG Shares”) (“Subscription Shares”) for a cash consideration of RM50.0 million or approximately RM6.00 per Subscription Share (“Subscription Consideration”) (“Proposed Subscription”).

Maybank, MAMG and PNB will also enter into a shareholders’ agreement upon completion of the Proposed Subscription to form the basis of governance for the operations of MAMG following the Proposed Subscription and to govern the conduct, exercise of rights and performance of obligations of MAMG and PNB (“Shareholders’ Agreement”). 

(Proposed Acquisitions and Proposed Subscription are collectively referred to as “Proposals”)

Further details of the Proposals are set out in the attachment enclosed.

This announcement is dated 13 December 2017.