Contents :
1. INTRODUCTION
Malayan Banking Berhad ("Maybank") wishes to announce that pursuant to Bank Negara Malaysia’s amendments to the Banking and Financial Institutions Act 1989 (“BAFIA”) which took effect from January 1, 2004, which allows a licensed banking company to carry out banking business as well finance company business, Maybank had on July 2, 2004 entered into an agreement with its wholly owned subsidiary, Mayban Finance Berhad (“MFB”) whereby MFB shall sell and Maybank shall accept the transfer of the Business comprising of the Assets and Liabilities of MFB and that all parties shall thereafter merge the business with Maybank’s banking business (“the Transaction”), with effect from October 1, 2004 (“the Completion Date”).
2. DESCRIPTION OF THE BUSINESS
MFB currently transacts finance company business in Malaysia pursuant to its license since February 12, 1990 under the BAFIA.
3. DETAILS OF THE TRANSACTION AND THE CONSIDERATION
The Transaction involves an acquisition of the entire assets and liabilities of MFB including three (3) wholly-owned subsidiary companies, namely Mayfin Nominees Sdn Bhd, Aseam Credit Sdn Bhd and Aseamlease Bhd by Maybank.
The consideration for the acquisition shall be MFB’s Net Book Value as at September 30, 2004. As at June 30, 2004, net book value of the company was RM2.46 billion.
The consideration shall be settled by internally generated funds.
4. CONDITION PRECEDENTS
The Transaction is subject to the conditional upon approvals being obtained from the following and no announcement was made earlier pending all the approvals being obtained:
(i) Minister Of Finance/Bank Negara Malaysia (“BNM”);
(ii) Foreign Investment Committee (FIC);
(iii) Shareholders of MFB;
(iv) Board Of Directors of Maybank; and
(v) The Vesting Order from the High Court.
All the abovementioned approvals have been duly obtained, the last approval being the Vesting Order which was obtained today from the High Court.
5. RATIONALE FOR THE PROPOSED TRANSACTION
Upon completion of the Transaction, the finance company business of MFB will be integrated with that of Maybank. The exercise, will provide the combined entity with opportunities to synergise and to enhance its financial services. In addition, the combined entity will be able to benefit from economies of scale. The Transaction and the integration of the business are in tandem with Maybank’s strategy to further strengthen its position as the pre-eminent financial services group in Malaysia.
6. FINANCIAL EFFECTS
6.1 Share Capital
The Proposed Transaction will not have any effect on the share capital of Maybank.
6.2 Earnings
The Proposed Transaction is expected to contribute positively to the future earnings of Maybank
6.3 Net Tangible Asset ("NTA")
The Proposed Transaction is not expected to have any material effect on the NTA of Maybank. At the Maybank Group level there is also no impact to the earnings of the Group.
7. STATEMENT BY THE BOARD OF DIRECTORS
The Board of Maybank having taken into consideration all relevant facts and merit of the disposal, is of the opinion that it is in the best interest of Maybank and its shareholders.
Announcement Info
| Company Name |
MALAYAN BANKING BERHAD |
| Stock Name |
MAYBANK |
| Date Announced |
17 Aug 2004 |
| Category |
General Announcement |
| Reference No |
MB-040817-522AE |