HUATLAI

5.000

(%)

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

HUAT LAI RESOURCES BERHAD

Type Announcement
Subject TAKE-OVERS & MERGERS (PARAGRAPH/RULE 9.19 (47A))
Description
HUAT LAI RESOURCES BERHAD ("HLRB" OR "OFFEREE") 

NOTICE PURSUANT TO SUBSECTION 233(2) OF THE CAPITAL MARKETS AND SERVICES ACT, 2007 IN RESPECT OF THE UNCONDITIONAL VOLUNTARY TAKE-OVER OFFER BY ESPRIT UNITY SDN BHD, LIM YEOW HER, LIM YEOW KIAN AND DATUK LIM YEOW SIONG THROUGH AMINVESTMENT BANK BERHAD TO ACQUIRE ALL THE REMAINING ORDINARY SHARES OF RM1.00 EACH IN HLRB (EXCLUDING TREASURY SHARES) NOT ALREADY HELD BY THE JOINT OFFERORS FOR A CASH OFFER PRICE OF RM5.00 PER OFFER SHARE ("NOTICE")

Unless otherwise stated, all definitions used in this announcement shall carry the same meaning as defined in the announcements dated 24 October 2016 and 23 November 2016 in relation to the Offer.

We refer to the announcements 24 October 2016, 23 November 2016, 5 December 2016, 16 December 2016 and 21 December 2016 made by HLRB in relation to the Offer.

The Board wishes to announce that the Board has today received the attached press notice from AmInvestment Bank on behalf of the Joint Offerors informing that, as required pursuant to Subsection 223(2) of the CMSA to serve the Notice within one (1) month of the Joint Offerors achieving the shareholding threshold of not less than nine-tenths (9/10) of the voting shares of HLRB on 23 November 2016, the Joint Offerors had on 22 December 2016, despatched the Notice in accordance with Subsection 223(2) of the CMSA to the shareholders of HLRB who have not accepted the Offer (“Holders”), informing that they may exercise their rights to require the Joint Offerors to acquire their Offer Shares.

The attached press notice also states the following:-

 

  • on 16 December 2016, the Joint Offerors received valid acceptances in respect of the Offer Shares, which resulted in the Joint Offerors holding in aggregate 98.18% of the voting shares in HLRB, thereby allowing the Joint Offerors to invoke the provisions of Section 222(1) of the CMSA (subject to Section 224 of the CMSA) to compulsorily acquire any remaining Offer Shares for which acceptances have not been received (“Section 222 Notice”);

 

  • the Joint Offerors intend to issue the Section 222 Notice after the suspension of trading in HLRB Shares at 9.00 a.m. on 30 December 2016, being the expiry of 5 market days after the closing date of the Offer on 21 December 2016; and

 

  • The rights of the Holders in accordance with Section 223 of the CMSA will no longer apply upon issuance of the Section 222 Notice by the Joint Offerors, whereby the Joint Offerors will compulsorily acquire HLRB Shares from the Holders at the same cash consideration of RM5.00 for each HLRB Share.

 

Pursuant to the above, any Holder may give notice to the Joint Offerors requiring the Joint Offerors to acquire the Offer Shares held by them no later than 5.00 p.m. (Malaysian time) on the date immediately prior to the issuance of the Section 222 Notice or no later than 5.00 p.m. (Malaysian time) on 22 March 2016, whichever is earlier, and if the Holder gives such notice, the Joint Offerors will be entitled and bound to acquire those shares on the terms of the Offer or such other terms as may be agreed or as the High Court of Malaya, on application made to it by the Holders or by the Joint Offerors, thinks fit to order.

Please refer to the attached press notice and the Notice for further details.

This announcement is dated 22 December 2016.




Please refer attachment below.



Announcement Info

Company Name HUAT LAI RESOURCES BERHAD
Stock Name HUATLAI
Date Announced 22 Dec 2016
Category General Announcement for PLC
Reference Number GA1-22122016-00073