KRONO

0.545

+0.01 (+1.9%)

TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) : NON RELATED PARTY TRANSACTIONS KRONOLOGI ASIA BERHAD ("KAB" OR THE "COMPANY") PROPOSED ACQUISITION BY KAB OF THE REMAINING 83.33% EQUITY INTEREST IN QUANTUM CHINA LIMITED NOT ALREADY OWNED BY KAB FOR A PURCHASE CONSIDERATION OF UP TO RM150,000,000 TO BE SATISFIED VIA A COMBINATION OF CASH AND THE ISSUANCE OF NEW ORDINARY SHARES IN KAB ("PROPOSED ACQUISITION")

KRONOLOGI ASIA BERHAD

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

PROPOSED ACQUISITION BY KAB OF THE REMAINING 83.33% EQUITY INTEREST IN QUANTUM CHINA LIMITED NOT ALREADY OWNED BY KAB FOR A PURCHASE CONSIDERATION OF UP TO RM150,000,000 TO BE SATISFIED VIA A COMBINATION OF CASH AND THE ISSUANCE OF NEW ORDINARY SHARES IN KAB ("PROPOSED ACQUISITION")

We refer to the announcements made on 24 May 2021 and 25 May 2021 in relation to the Proposed Acquisition (“Announcements”). Unless otherwise defined, the definitions set out in the Announcements shall apply herein.

 

On behalf of the Board, TA Securities wishes to announce the following:

 

1. the Company and the Vendor had on 2 July 2021 executed a supplemental deed to include an additional clause under the Profit Warranties clause of the SPA (“Supplemental Deed”) stating, amongst others, the following:

 

“In the event that the audited PAT for FYE 31 January 2022 as reflected in the consolidated audited accounts of QCL Group for FYE 31 January 2022 exceeds the amount of the Profit Warranty 2022, such excess amount (being the differential between the audited PAT value for FYE 31 January 2022 and the amount of the Profit Warranty 2022) shall be cumulatively added to the audited PAT for FYE 31 January 2023, for the purpose of the determination of whether the Profit Warranty 2023 has been achieved.”

 

A copy of the Supplemental Deed is available for inspection at the registered office of the Company at Third Floor, No. 77, 79 & 81 Jalan SS21/60, Damansara Utama, 47400 Petaling Jaya, Selangor Darul Ehsan during normal business hours from 8.30 a.m. to 5.30 p.m. from Monday to Friday (excluding public holidays) for a period of 3 months commencing from the date of this announcement; and

 

2. Bursa Securities had, vide its letter dated 2 July 2021, approved the listing and quotation of up to 110,294,117 Consideration Shares to be issued pursuant to the Proposed Acquisition subject to the following conditions:

 

(i) KAB and TA Securities must fully comply with the relevant provisions under the Listing Requirements pertaining to the implementation of the Proposed Acquisition;

 

(ii) KAB and TA Securities to inform Bursa Securities upon the completion of the Proposed Acquisition;

 

(iii) KAB to furnish Bursa Securities with a written confirmation of its compliance with the terms and conditions of Bursa Securities’ approval once the Proposed Acquisition is completed; and

 

(iv) Compliance by KAB with the public shareholding spread upon completion of the Proposed Acquisition. In this connection, TA Securities is to furnish a schedule containing the information set out in Appendix 8E, Chapter 8 of the Listing Requirements to Bursa Securities upon the issuance of the Consideration Shares for each of the 1st Payment Tranche, the 2nd Payment Trance and 3rd Payment Tranche respectively.

 

This announcement is dated 2 July 2021.






Announcement Info

Company Name KRONOLOGI ASIA BERHAD
Stock Name KRONO
Date Announced 02 Jul 2021
Category General Announcement for PLC
Reference Number GA1-02072021-00063