Malayan Banking Berhad ("Maybank" Or "Company")

Sep 16, 2008 Back
Type Announcement
Subject MALAYAN BANKING BERHAD (“MAYBANK” OR “COMPANY”)
Contents PROPOSED ACQUISITION OF UP TO 100% EQUITY IN PT BANK INTERNASIONAL INDONESIA TBK (“BII”) PURSUANT TO:

(A) PROPOSED ACQUISITION OF THE ENTIRE EQUITY INTEREST IN SORAK FINANCIAL HOLDINGS PTE. LTD. (“SORAK”) FOR A TOTAL CASH CONSIDERATION OF APPROXIMATELY INDONESIAN RUPIAH (“RP”)13.9 TRILLION OR THE EQUIVALENT OF APPROXIMATELY RM4.8 BILLION (“PROPOSED ACQUISITION”); AND

(B) TENDER OFFER BY MAYBANK ARISING FROM THE PROPOSED ACQUISITION FOR THE REMAINING EQUITY INTEREST IN BII NOT OWNED BY SORAK AND ANY NEW ORDINARY SHARES IN BII THAT MAY BE ISSUED PURSUANT TO THE EXERCISE OF OPTIONS UNDER BII’S EMPLOYEE SHARE OPTION PLAN TO BE SATISFIED IN CASH (“TENDER OFFER”).

COLLECTIVELY REFERRED TO AS THE “PROPOSAL”
(Unless stated otherwise, definitions used in this announcement shall carry the same meaning as defined in the announcement dated 15 September 2008).

We refer to the announcement dated 15 September 2008 in relation to the Proposal.

Aseambankers Malaysia Berhad, on behalf of Maybank, wishes to announce that the Company has received a letter from Badan Pengawas Pasar Modal and Lembaga Keuangan ("Bapepam") dated 15 September 2008 wherein Bapepam has informed of the possibility of a conditional extension to the timeframe of the 20% re-float requirement based on the New Take-Over Rule (“Sell-Down Requirement”).

Bapepam further informed that it shall provide a conditional extension to the stipulated 2 year timeframe to execute the public re-float requirement after the new controlling party has succeeded in acquiring in excess of 80% via a mandatory tender offer, subject to the following conditions:

(i) in the event that a re-float exercise would risk potential material losses to the new controlling party;

(ii) the material losses condition mentioned above shall be triggered whereby the potential losses incurred by the new controlling party exceeds 10% of the total investment value incurred in acquiring the listed company.

Further to the above, Bank Negara Malaysia (“BNM”) has also via its letter dated 16 September 2008, reinstated its earlier approval granted via its letter dated 25 March 2008 for Maybank to undertake the Proposal given that Bapepam has agreed to grant the aforesaid flexibilities on the Sell-Down Requirement.

With the approval of BNM being reinstated, barring any unforeseen circumstances, all conditions precedent to the Share Sale Agreement dated 26 March 2008 (“SSA”) have been met. Maybank will now engage with Fullerton Financial Holdings Pte. Ltd. and Kookmin Bank towards completing the Proposed Acquisition in accordance with the terms of the SSA.

This announcement is dated 16 September 2008.

 


Announcement Info

Company Name MALAYAN BANKING BERHAD  
Stock Name MAYBANK    
Date Announced 16 Sept 2008  
Category General Announcement
Reference No CU-080916-60487