3115

0.000

(%)

TAKE-OVERS & MERGERS (PARAGRAPH/RULE 9.19 (47A))

KARAMBUNAI CORP BHD

Type Announcement
Subject TAKE-OVERS & MERGERS (PARAGRAPH/RULE 9.19 (47A))
Description
UNCONDITIONAL VOLUNTARY TAKE-OVER OFFER FROM UOB KAY HIAN SECURITIES (M) SDN BHD ON BEHALF OF TAN SRI DR CHEN LIP KEONG ("OFFEROR")

The terms used herein, unless the context otherwise stated, bear the same meaning as those defined in the earlier announcements in relation to the Offer.

 

We refer to the announcements dated 23 September 2019, 27 September 2019, 14 October 2019 and 1 November 2019 in relation to the Offer.

 

The Board of Directors of KCB wishes to announce that KCB has today received a press notice from UOB Kay Hian Securities (M) Sdn Bhd, on behalf of the Offeror, informing that the Offer has closed at 5.00 p.m. (Malaysian time) on Monday, 4 November 2019 ("Closing Date").

 

As at 5.00 p.m. on the Closing Date, the Offeror has received valid acceptances in respect of the Offer Shares resulting in the Offeror and the PAC collectively holding 5,322,352,439 KCB Shares and 832,420,120 Warrants, representing 92.14% of the total voting shares of KCB and 82.01% of the outstanding Warrants, respectively.

 

Further, as set out in the Company’s announcement dated 1 November 2019 in relation to the Offer, in accordance with Paragraph 16.02(3) of the Listing Requirements, as the Offeror and the PAC collectively hold more than 90% of the listed shares in KCB as a result of the Offer and in view that the Offeror does not intend to maintain the listing status of KCB, Bursa Securities will suspend the trading of KCB Shares and Warrants upon the expiry of 5 market days from the Closing Date. The suspension will be effected from 9.00 a.m. (Malaysian time) on Tuesday, 12 November 2019. Thereafter, the Offeror will procure KCB to take the requisite steps to withdraw its listing status from the Official List of Bursa Securities, in accordance with Paragraph 16.07 of the Listing Requirements.

 

In addition, Section 223(2) of the CMSA requires the Offeror to give the Dissenting Holders a notice in the manner prescribed under the Rules of the rights exercisable by the Dissenting Holders under Section 223(1) of the CMSA ("Notice"), within 1 month of the time the Offeror and the PAC having acquired not less than nine-tenths (9/10) in the value of all the shares in KCB or of that class in KCB.

 

In pursuance of the Offer, as the Offeror had on 1 November 2019 received valid acceptances in respect of the Offer Shares resulting in the Offeror and the PAC collectively holding not less than nine-tenths (9/10) in the value of all the KCB Shares, the Offeror will issue the Notice to Dissenting Shareholders to inform them that they may exercise their rights under Section 223(1) of the CMSA, by serving a notice on the Offeror to require the Offeror to acquire their Offer Shares on the same terms as set out in the Offer Document or such terms as may be agreed between the Offeror and such Dissenting Shareholders or as the High Court, on application made to it by such Dissenting Shareholder or by the Offeror, thinks fit to order under Section 224(3) of the CMSA.

 

Accordingly, the Notice will be despatched to the Dissenting Shareholders within 1 month from 1 November 2019, being the date of receipt of the valid acceptances which resulted in the Offeror and the PAC having acquired not less than nine-tenths (9/10) in the value of all the KCB Shares.

 

Please refer to the attached press notice for further details.

 

 

This announcement is dated 4 November 2019.




Please refer attachment below.



Announcement Info

Company Name KARAMBUNAI CORP BHD
Stock Name KBUNAI
Date Announced 04 Nov 2019
Category General Announcement for PLC
Reference Number GA1-04112019-00146