General Announcement for PLC
24/01/2022OTHERS COUNTRY HEIGHTS HOLDINGS BERHAD (CHHB OR THE COMPANY) EXPLANATORY STATEMENT TO SCHEME CREDITORS (PURSUANT TO SECTION 366(1) OF THE COMPANIES ACT, 2016) IN RELATION TO THE PROPOSED SCHEME OF ARRANGEMENT (UNDER SECTION 366 OF THE COMPANIES ACT, 2016) BETWEEN GOLDEN HORSE PALACE BERHAD (GHPB), A SUBSIDIARY COMPANY OF CHHB AND THE SCHEME CREDITORS
COUNTRY HEIGHTS HOLDINGS BHD |
Type | Announcement |
Subject | OTHERS |
Description | COUNTRY HEIGHTS HOLDINGS BERHAD (CHHB OR THE COMPANY) EXPLANATORY STATEMENT TO SCHEME CREDITORS (PURSUANT TO SECTION 366(1) OF THE COMPANIES ACT, 2016) IN RELATION TO THE PROPOSED SCHEME OF ARRANGEMENT (UNDER SECTION 366 OF THE COMPANIES ACT, 2016) BETWEEN GOLDEN HORSE PALACE BERHAD (GHPB), A SUBSIDIARY COMPANY OF CHHB AND THE SCHEME CREDITORS |
We refer to the announcement dated 24 November 2021.
CHHB wishes to announce that pursuant to the Court Order granted by the High Court, dated 22 November 2021, granting GHPB leave to hold a court convened meeting (“CCM”) within ninety (90) days from 22 November 2021 to 21 February 2022, GHPB had on 25 January 2022 issued and despatched an explanatory statement to its unsecured creditors (“Scheme Creditors”) to deliberate and approve the proposed scheme of arrangement (“Proposed Scheme”) pursuant to Section 369 of the Companies Act, 2016 (“Act”). The CCM for the Scheme Creditors will be held at Philea Mines Beach Resort, Jalan Dulang, Mines Resort City, 43300, Seri Kembangan, Selangor (Hang Lee Po Hall @ Level 4) on Friday, 18 February 2022, at 3.00 p.m., the notice of which is attached herewith. The Proposed Scheme will not have any effect on the group structure, share capital and substantial shareholders structure of GHPB. The Proposed Scheme is also not expected to have any material effect on the net assets, earnings or gearing of the GHPB. However, it is envisaged that with the repayment of the proposed settlement to Scheme Creditors, GHPB will be able to recognise a one-time gain, representing the amount of debt waived from the proposed settlement. The implementation of the Proposed Scheme is conditional upon the following being met or satisfied:-
(a) Completion of the proof of debt exercise; (b) The Scheme Creditors approving the Proposed Scheme by the requisite majority at the CCM to be convened on 18 February 2022; (c) The approval and order of the High Court of the Proposed Scheme pursuant to Section 366 of the Act within thirty (30) days of condition (b) being achieved; (d) The lodgment of the Order with the Companies Commission of Malaysia within seven (7) days of condition (c) being achieved; and (e) The completion of the Proposed Scheme of Arrangement, in the following manner :
i. CHHB is currently undertaking a private placement exercise and part of the gross proceeds raised will be injected into GHPB. (Please refer to CHHB’s announcement dated 07 October 2021 for further details on the private placement).
ii. Upon completion of the private placement exercise, CHHB will be able to inject funds to GHPB to settle its Scheme Liabilities based on the Settlement of all Scheme Creditors’ Compromised Sum at RM0.25 for every RM1.00 owed on the principal amount on a lump sum cash basis within 3 months after the Effective Date or upon completion of CHHB’s private placement exercise in accordance with the terms of the said exercise, whichever is later.
iii. Settlement under the terms of the Proposed Scheme of Arrangement will be deemed as full and final settlement by GHPB of all the claims by and debts owing to the Scheme Creditors. All claims by and debts owing to the Scheme Creditors including the Scheme Liabilities will be deemed to have been fully and irrevocably satisfied and discharged upon settlement of the cash amount payable.
The Proposed Scheme is to be subject to such modifications or conditions as the High Court may approve or impose and GHPB may consent on behalf of all concerned to any modifications or additions to the Proposed Scheme. The Proposed Scheme only involves GHPB and does not involve CHHB and/or its other subsidiaries.
This announcement is dated 24 January 2021. |
Please refer attachment below.
Attachments |
Announcement Info
Company Name | COUNTRY HEIGHTS HOLDINGS BHD |
Stock Name | CHHB |
Date Announced | 24 Jan 2022 |
Category | General Announcement for PLC |
Reference Number | GA1-19012022-00095 |