PWRWELL

0.660

-0.005 (-0.8%)

TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) : NON RELATED PARTY TRANSACTIONS POWERWELL HOLDINGS BERHAD ("POWERWELL" OR THE "COMPANY") PROPOSED ACQUISITIONS BY POWERWELL OF 49.0% EQUITY INTEREST EACH IN TENAGA KENARI SDN BHD ("TKSB") AND TENAGA KENARI MARKETING SDN BHD ("TKMSB") FROM LING SOON KIONG, TIAN NYAN FATT, TING ING HOUNG AND LEE JOON KION (COLLECTIVELY REFERRED TO AS THE "VENDORS") FOR A TOTAL CASH CONSIDERATION OF RM16.66 MILLION - ADDITIONAL INFORMATION

POWERWELL HOLDINGS BERHAD

Type Announcement
Subject TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
Description
POWERWELL HOLDINGS BERHAD ("POWERWELL" OR THE "COMPANY")

PROPOSED ACQUISITIONS BY POWERWELL OF 49.0% EQUITY INTEREST EACH IN TENAGA KENARI SDN BHD ("TKSB") AND TENAGA KENARI MARKETING SDN BHD ("TKMSB") FROM LING SOON KIONG, TIAN NYAN FATT, TING ING HOUNG AND LEE JOON KION (COLLECTIVELY REFERRED TO AS THE "VENDORS") FOR A TOTAL CASH CONSIDERATION OF RM16.66 MILLION - ADDITIONAL INFORMATION

Reference is made to the announcement dated 29 December 2025 in respect of the Proposed Acquisitions (“Announcement”). Unless otherwise stated, the words and abbreviations used herein shall have the same meaning as those defined in the Announcement.

 

The Board wishes to announce the following additional information as required by Bursa Malaysia Securities Berhad via its email (Reference No. GA1-29122025-00044) dated 31 December 2025.

 

1. Terms of any arrangement of payment of the total consideration on a deferred basis.

 

Based on the SPAs, the Total Purchase Consideration have been/shall be paid to the Vendors in the following manner:

  • 10% of the Purchase Consideration of TKSB and Purchase Consideration of TKMSB have been deposited with the Vendors’ solicitors as stakeholder upon the execution of the SPAs on 29 December 2025.
  • Balance 90% of the Purchase Consideration of TKSB and Purchase Consideration of TKMSB shall be payable to the Vendors’ solicitors as stakeholder on the completion date of the SPAs.

2. Details of the valuation on TKSB and TKMSB, including date and method of valuation and how arrived at.

 

The valuation of TKSB and TKMSB was derived based on a “willing-buyer willing-seller” basis, using price-to-earnings multiple methodology, taking into consideration the Profit Guarantee provided by the Vendors, as follows:

 

Description

TKSB

TKMSB

Total

Equity interest to be acquired

49%

49%

49%

Purchase consideration (RM)

12,495,000

4,165,000

16,660,000

Total valuation (RM)

25,500,000

8,500,000

34,000,000

Average Profit Guarantee (RM)

3,000,000

1,000,000

4,000,000

PE Multiple

8.5

8.5

8.5

 

The aggregate valuation of TKSB and TKMSB amounting to RM34 million represents an implied PE Multiple of 8.50 times, derived based on the Average Profit Guarantee of RM4.0 million. In arriving at the valuation of TKSB and TKMSB, the Board has considered, amongst others:

  • the historical financial performance as well as the existing order book and future projects of TKSB and TKMSB.
  • The future earnings prospects and growth potential of TKSB and TKMSB, supported by their operational track record and market positioning.
  • The synergistic benefits and enhanced prospects of the Enlarged Powerwell Group following the Proposed Acquisitions as outlined in Section 4 of the announcement dated 29 December 2025.

3. Name of independent registered valuer.

 

No independent registered valuer was appointed for the Proposed Acquisitions.

 

This announcement is dated 2 January 2026.






Announcement Info

Company Name POWERWELL HOLDINGS BERHAD
Stock Name PWRWELL
Date Announced 02 Jan 2026
Category General Announcement for PLC
Reference Number GA1-02012026-00016