1. INTRODUCTION

The Board of Directors of Maxis wishes to announce that Maxis Broadband Sdn Bhd ("Maxis Broadband"), a wholly-owned subsidiary of Maxis, had on 13 October 2021, entered into a conditional share purchase agreement ("SPA") with MyKRIS International Berhad (“MyKRIS International”) and its wholly-owned subsidiary, MyKRIS Net (MSC) Sdn Bhd (collectively, the Sellers) as well as Chang Wai Hoong and Chew Choo Soon (collectively, the Promoters), to acquire 2,000,000 ordinary shares in MyKRIS Asia Sdn Bhd ("MyKRIS Asia"), representing 100% of the entire equity interest in MyKRIS Asia ("Sale Shares"), for a total cash consideration of up to RM157.5 million ("Purchase Consideration"), ("Proposed Acquisition").

2. DETAILS OF THE PROPOSED ACQUISITION

Pursuant to the SPA, the Sellers have agreed to sell and Maxis Broadband has agreed to purchase the Sale Shares.  The Proposed Acquisition excludes real properties, motor vehicles, investments in companies and other investments, cash and liabilities of MyKRIS Asia as detailed in the SPA, which shall be effected by a restructuring exercise to be undertaken at MyKRIS Asia prior to completion.

The Proposed Acquisition is not subject to Maxis’ shareholders’ approval.  However, the Proposed Acquisition is subject to, amongst others, the approvals of at least 75% of MyKRIS International’s shareholders.

Upon the completion of the Proposed Acquisition, MyKRIS Asia will become a wholly-owned subsidiary of Maxis Broadband.

2.1 Purchase Consideration

The Purchase Consideration of up to RM157.5 million, comprises (i) the base consideration amounting up to RM115.0 million; and (ii) subsequent payments of up to RM42.5 million which are payable over 3 years upon certain revenue targets being achieved, as stipulated in the SPA.

The Purchase Consideration was arrived at on a “willing-buyer willing seller” basis after taking into consideration, amongst others, the historical earnings track record of MyKRIS Asia, earnings potential of MyKRIS Asia; and outcome of the technical, legal, commercial and financial due diligence on MyKRIS Asia.

3. INFORMATION ON MYKRIS ASIA

MyKRIS Asia is primarily a managed network service (MNS) provider, specialising in the provision, design and installation of high-speed wireless and wired network services, and international leased circuit services to enterprises. MyKRIS Asia operates predominantly in the local Malaysian market, generating revenue mainly in the Klang Valley. MyKRIS Asia’s operations in overseas markets include, amongst others, Myanmar, Singapore and Indonesia.

4. RATIONALE OF THE PROPOSED ACQUISITION 

4.1 Expand Solutions Portfolio across Managed Network and Security

The Proposed Acquisition will enable Maxis to enhance and expand its managed network portfolio with end-to end field delivery and support. With over 20 years of experience and significant reputation in the local MNS market, the integration of MyKRIS Asia will allow Maxis to boost its current wide area network (WAN) offering and introduce new capabilities to its local area network (LAN) portfolio. This is in line with Maxis' strategy to reinforce its position as the leading converged solutions provider for businesses of all sizes in Malaysia.

MyKRIS Asia’s suite of security solutions will also serve as a good foundation for Maxis to further expand its security architecture with network, cloud, and endpoint offerings. The new security solutions that would be integrated into Maxis’ business offerings include distributed denial-of-service (DDoS) protection, unified threat management, web application security, public cloud security and end-point mobile device security management.

4.2 Scale Capabilities in Managed Services

The Proposed Acquisition will also bring a strong pool of network and security specialists certified by global technology providers from MyKRIS Asia to further bolster Maxis' capacity and capabilities across network and security, enabling Maxis to better serve its customer base nationwide.

By integrating MyKRIS Asia’s in-house 24x7 security and network operating centre (SNOC), this would enable Maxis to strengthen its customer proposition by providing comprehensive end-to-end managed network and security services, from design and consulting to project implementation, security audit and monitoring services. This allows improvement in service agility, time to market, and flexibility of solution in delivering MNS to enterprises, which are increasingly critical in a fast-changing IT environment.

5. PERCENTAGE RATIO

The highest percentage ratio applicable to the Proposed Acquisition pursuant to Paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad is 2.23%.

6. INTERESTS OF DIRECTORS, MAJOR SHAREHOLDERS OR PERSONS CONNECTED

None of the directors of Maxis, major shareholders or persons connected with any of them have any interest, direct or indirect, in the Proposed Acquisition.

Please refer to the attachment for Maxis’ media release.

This Announcement is dated 13 October 2021.