General Announcement for PLC

20/12/2021

OTHERS COUNTRY HEIGHTS HOLDINGS BERHAD ("CHHB" OR THE "COMPANY") HEADS OF AGREEMENTS

COUNTRY HEIGHTS HOLDINGS BHD

Type Announcement
Subject OTHERS
Description
COUNTRY HEIGHTS HOLDINGS BERHAD ("CHHB" OR THE "COMPANY") 

HEADS OF AGREEMENTS

(Unless otherwise stated or redefined, all abbreviations and definitions used herein shall have the same meanings as those used in the Company’s announcement dated 6 October 2021 in relation to the Acquisition HOA (“Announcement”))

 

Reference is made to the Announcement. On behalf of the Board, M&A Securities wishes to announce that on 20 December 2021:

  1. CHHB and FASB had entered into a Deed of Revocation to revoke and rescind the Office Units HOA (“Office Units Deed of Revocation”);
  2. CHHB and BGHSB had entered into a Deed of Revocation to revoke and rescind the BGHSB Land HOA (“BGHSB Land Deed of Revocation”);
  3. CHHB and CSB had entered into a Deed of Revocation to revoke and rescind the CSB Land HOA (“CSB Land Deed of Revocation”); and
  4. CHHB and MWSB had entered into a Deed of Revocation to revoke and rescind the Waterfront Land HOA (“Waterfront Land Deed of Revocation”).

(Office Units Deed of Revocation, BGHSB Land Deed of Revocation, CSB Land Deed of Revocation and Waterfront Land Deed of Revocation shall hereinafter be collectively referred to as “Deeds of Revocation”)

 

Pursuant to the Deeds of Revocation, CHHB had on even date entered into the following:

  1. CHHB had entered into a HOA with TSL, whereby TSL shall sell 490,000 ordinary shares representing 49.0% equity interest held by TSL in Hasil Nostalgia Sdn Bhd (“HNSB”) and to procure the sale of the remaining 510,000 shares representing 51.0% equity interest held by the remaining shareholder in HNSB to CHHB for a total purchase consideration of RM28.0 million (“HNSB Purchase Consideration”) (“HNSB HOA”) (“Proposed HNSB Acquisition”) (CHHB and TSL are collectively referred to as “HNSB Parties”); and 
  2. CHHB had entered into a HOA with TSL and Puan Sri Tan Bee Hong (“PST”) for the proposed acquisition of 4,334,999 ordinary shares held by TSL and 1 ordinary share held by PST in MWSB representing a total of 100.0% equity interested in MWSB (subsequent to the cancellation of 6,502,500 ordinary shares (held by CHISB) of the total 10,837,500 existing issued ordinary shares of MWSB to be undertaken in due course) for a total purchase consideration of RM400.0 million (“MWSB Purchase Consideration”) (“MWSB HOA”) (“Proposed MWSB Acquisition”) (CHHB, TSL and PST are collectively referred to as “MWSB Parties”).

Pursuant to the HNSB HOA and MWSB HOA, definitive agreement(s) shall be entered into for the Proposed HNSB Acquisition and the Proposed MWSB Acquisition in due course or such other extended date to be mutually agreed between the HNSB Parties and MWSB Parties, respectively.

 

A detailed announcement as required under the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) (“Listing Requirements”) on the Proposed HNSB Acquisition and the Proposed MWSB Acquisition will be made upon finalisation of the terms and conditions and execution of the definitive agreement(s).

 

For avoidance of doubt, the CHHTSB HOA and the DC Phase 2 HOA shall remain, and continue to be, in full force and effect.

 

Further details are set out in the attachment.

 

This announcement is dated 20 December 2021




Please refer attachment below.



Announcement Info

Company Name COUNTRY HEIGHTS HOLDINGS BHD
Stock Name CHHB
Date Announced 20 Dec 2021
Category General Announcement for PLC
Reference Number GA1-20122021-00086


Related Announcements for CHHB
Date Title
08/08/2022 OTHERS COUNTRY HEIGHTS HOLDINGS BERHAD ("CHHB" OR THE "COMPANY") HEADS OF AGREEMENTS
08/06/2022 OTHERS COUNTRY HEIGHTS HOLDINGS BERHAD ("CHHB" OR "THE COMPANY") - NOTIFICATION ON CHANGE IN THE INTEREST OF DIRECTOR AND SUBSTANTIAL SHAREHOLDER, TAN SRI LEE KIM TIONG @ LEE KIM YEW
18/05/2022 Letter Subject or Reference - UNUSUAL MARKET ACTIVITY
21/04/2022 NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS) : FUND RAISING COUNTRY HEIGHTS HOLDINGS BERHAD ("CHHB" OR THE "COMPANY") PRIVATE PLACEMENT
08/04/2022 OTHERS ACQUISITION OF THE HERITAGE TOWERS @ THE MINES WELLNESS CITY BY COUNTRY HEIGHTS SEA RESORT SDN BHD, A WHOLLYOWNED SUBSIDIARY OF COUNTRY HEIGHTS HOLDING BERHAD THROUGH PUBLIC AUCTION FOR A TOTAL CASH CONSIDERATION OF RM60,000,000.00
08/04/2022 OTHERS SCHEME OF ARRANGEMENT UNDER SECTION 366(1) OF THE COMPANIES ACT 2016 (''ACT'') IN RESPECT OF GOLDEN HORSE PALACE BERHAD (''GHPB''), A SUBSIDIARY COMPANY OF CHHB
06/04/2022 TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) : RELATED PARTY TRANSACTIONS MONEYLENDING AGREEMENT BETWEEN COUNTRY HEIGHTS HOLDINGS BERHAD AND GOLDEN TOUCH CAPITAL MANAGEMENT SDN BHD
18/02/2022 OTHERS SCHEME OF ARRANGEMENT UNDER SECTION 366(1) OF THE COMPANIES ACT 2016 (''ACT'') IN RESPECT OF GOLDEN HORSE PALACE BERHAD (''GHPB''), A SUBSIDIARY COMPANY OF CHHB
24/01/2022 OTHERS 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
21/01/2022 COUNTRY HEIGHTS HOLDINGS BERHAD ("CHHB"), JIANKUN INTERNATIONAL BERHAD, TECHNA-X BERHAD, SERSOL BERHAD, MQ TECHNOLOGIES BERHAD ("CONSORTIUM") LED BY SMTRACK BERHAD ("INVESTOR") WILL ENTER INTO SIGNING OF HEADS OF AGREEMENT WITH 5G INFRA TECH SOLUTION SDN BHD ("TARGET"), (''PROPOSED INVESTMENT'')