Monday, September 19, 2011
HARTALEGA HOLDINGS BERHAD
EXEMPTION GRANTED UNDER PARAGRAPH 21.1(C) OF PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS, 2010 (“CODE”) TO KUAN KAM HON @ KWAN KAM ONN (“KUAN KAM HON”) FROM THE OBLIGATION TO UNDERTAKE A MANDATORY OFFER FOR THE REMAINING ORDINARY SHARES OF RM0.50 EACH IN HARTALEGA HOLDINGS BERHAD (“HHB”) (“HHB SHARES”) NOT ALREADY HELD BY KUAN KAM HON AND THE PARTIES ACTING IN CONCERT WITH HIM
We wish to announce that on evendate, we have received notification from our Managing Director and substantial shareholder, Kuan Kam Hon that he has commenced negotiations with Md Jais bin Ngah and Sannusi bin Ngah for the proposed acquisition of their entire equity interest in Budi Tenggara Sdn Bhd (“BTSB”) (“Proposed Acquisition”) where the acquisition price for the entire equity interest of BTSB would not result in a premium to the market value of the HHB Shares at the time of completion of the Proposed Acquisition.
As at 15 June 2011, BTSB is an investment holding company with the following interests in HHB:
(i) Direct interest of 18,150,000 HHB Shares representing 4.99% equity interest in HHB; and
(ii) Direct interest of 16,962 ordinary shares of RM1.00 each in Hartalega Industries Sdn Bhd (“HISB”) representing 13.86% equity interest in HISB. HISB in turn has a direct interest of 183,927,000 HHB Shares representing 50.59% in HHB.
Kuan Kam Hon is a Director of HISB with a direct and indirect equity interest of 37.57% and 0.04% respectively in HISB, an upstream entity which controls HHB. Kuan Kam Hon and the parties acting in concert with him, namely HISB, Kuan Kam Peng, Timol Industries Sdn Bhd, Ching Hean Chong, Wong Kin Seng, Chow Siew Fong, Kwan Choh Kiew, Kuan Mun Keng, Kuan Mun Leong, Kuan Eu Jin, Kuan Vin Seung, BTSB, Md Jais bin Ngah and Sannusi bin Ngah, collectively control 56.62% interest in HHB as at 15 June 2011.
Upon completion of the Proposed Acquisition, Kuan Kam Hon’s direct and indirect equity interest in HISB will increase from 37.61% to 51.47%, i.e. more than 50%, thereby gaining indirect control of HHB. Kuan Kam Hon would also hold 4.99% indirect equity interest in HHB via BTSB. Pursuant to Part III, Section 9(1) of the Code, Kuan Kam Hon is obliged to extend a mandatory offer for the remaining HHB Shares not already held by him and the parties acting in concert with him upon completion of the Proposed Acquisition.
Relating to the Proposed Acquisition, Kuan Kam Hon had sought an exemption from the Securities Commission (“SC”) under Paragraph 21.1(c) of Practice Note 9 of the Code from the obligation to undertake a mandatory offer for the remaining HHB Shares not already held by him and the parties acting in concert with him (“Proposed Exemption”). Paragraph 21.1(c) of Practice Note 9 of the Code allows an exemption from a mandatory general offer obligation where a group of persons acting in concert holding more than 50% of the voting shares or voting rights of an offeree and as a result of acquisition of voting shares or voting rights from either members of the group or non-members, a member of the group will control the offeree. The SC had vide its letter dated 28 July 2011 granted the approval for the Proposed Exemption.
There was no immediate announcement made upon receiving the approval by SC for the Proposed Exemption as Kuan Kam Hon had not commenced negotiation with Md Jais bin Ngah and Sannusi bin Ngah for the Proposed Acquisition at the point the approval was granted.
Barring any unforeseen circumstances, the Proposed Acquisition is expected to be completed by end January 2012.
This announcement is dated 19 September 2011.
Adios.. Happy Trading.
Thursday, September 1, 2011
2 years ago property price started to edge up. Inflation started to kick in. Still I just couldn't accept that the property market in Malaysia is not a textbook case. Household debt is raising, and the property price skyrockets. It looks like a bubble in making. Every experts tell you the same bloody thing.
But I must admit that 2ndbrother is right. Whether it is a bubble or not, they are still good property and speculative properties out there. Just like the stock. They are good counters and they are speculative counters. It takes skill to pick up the good ones.
Check around you and you will find that new launch decent condo is fetching RM300-350 psf. Better located condo is around RM400 psf. Would the price keep on going up ? I have no idea. But I have a feeling that, the interest rate will be kept low for sometimes. The inflation will be remained a challenge. The construction cost will not drop anytime soon. All these would not adjust the price downward much if three is any.
Unlike stock, a 10% price adjustment is huge is property market. If we have the holding power, I think property investment is something we shall seriously look into especially for landed property. The best is landed, guarded and gated. I am new in this, hence I will be glad if you guys could share your experience. Adios... Happy trading.