OLDTOWN

3.120

(%)

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

OLDTOWN BERHAD

Type Announcement
Subject TAKE-OVERS & MERGERS (PARAGRAPH/RULE 9.19 (47A))
Description
OLDTOWN BERHAD ("OLDTOWN" OR "THE COMPANY")

VOLUNTARY TAKE-OVER OFFER BY JACOBS DOUWE EGBERTS HOLDINGS ASIA NL B.V. ("JDE ASIA" OR "OFFEROR") TO ACQUIRE ALL THE ORDINARY SHARES IN OLDTOWN ("OLDTOWN SHARES") NOT ALREADY HELD BY THE OFFEROR ("OFFER SHARES") ("OFFER")

Unless the context otherwise requires, the defined terms used herein are the same as those defined in the offer document in relation to the Offer dated 20 February 2018 (“Offer Document”).

 

We refer to the Offer Document and the announcements dated 11 December 2017, 26 December 2017, 30 January 2018, 26 February 2018, 9 March 2018 and 13 March 2018 in relation to the Offer. 

 

The Board of Directors of OldTown wishes to announce that the Company had today received the attached press notice from CIMB, on behalf of the Offeror, informing that the Offer had closed at 5.00 p.m. (Malaysian time) on 20 March 2018 (“Closing Date”).

 

As at 5.00 p.m. (Malaysian time) on the Closing Date, the Offeror had received valid acceptances in respect of the Offer for a total of 456,776,888 OldTown Shares, representing 98.60% of the OldTown Shares.

 

As set out in Section 6.1 of the Offer Document, the Offeror does not intend to maintain the listing status of OldTown. In accordance with Paragraph 16.02(3) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) (“Listing Requirements”), Bursa Securities will suspend the trading in all listed securities of OldTown commencing 28 March 2018, being the expiry of five (5) market days from the Closing Date. Accordingly, the Offeror will procure OldTown to make an application to Bursa Securities for the withdrawal of its listing status from the official list of Bursa Securities in accordance with Paragraph 16.07 of the Listing Requirements.

 

In addition, as the Offeror had received valid acceptances of not less than nine-tenths (9/10) in the nominal value of the Offer Shares (excluding OldTown Shares already held by the Offeror and the persons acting in concert with the Offeror as at the date of the Offer), the Offeror intends to invoke the provisions of Section 222(1) of the Capital Markets and Services Act 2007 (“CMSA”) to compulsorily acquire any remaining Offer Shares from the dissenting shareholders.

 

Accordingly, the Offeror will issue a notice in the form or manner specified by the Securities Commission Malaysia under Section 222 of the CMSA, informing the dissenting shareholders of the Offeror’s intention to compulsorily acquire their OldTown Shares (“Compulsory Acquisition Notice”). The Compulsory Acquisition Notice will be sent to all dissenting shareholders within two (2) months from 13 March 2018, being the date the Offeror had received valid acceptances of not less than nine-tenths (9/10) in the nominal value of the Offer Shares (excluding OldTown Shares already held by the Offeror and the persons acting in concert with the Offeror as at the date of the Offer).

 

In accordance with Paragraph 13.01 of the Rules, the disclosure on the level of acceptances of the Offer in respect of the OldTown Shares as at 5.00 p.m. (Malaysian time) on the Closing Date, is set out in the attached press notice.

 

This announcement is dated 20 March 2018.




Please refer attachment below.



Announcement Info

Company Name OLDTOWN BERHAD
Stock Name OLDTOWN
Date Announced 20 Mar 2018
Category General Announcement for PLC
Reference Number GA1-20032018-00035