General Announcement for PLC

17/08/2020

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

MB WORLD GROUP BERHAD

Type Announcement
Subject TAKE-OVERS & MERGERS (PARAGRAPH/RULE 9.19 (47A))
Description
MB WORLD GROUP BERHAD (MB WORLD)

UNCONDITIONAL VOLUNTARY TAKE-OVER OFFER BY KIM FENG CAPITAL SDN BHD, NGSINAR SDN BHD AND NG KOK BOON (COLLECTIVELY, THE JOINT OFFERORS) THROUGH RHB INVESTMENT BANK BERHAD TO ACQUIRE ALL THE REMAINING ORDINARY SHARES IN MB WORLD NOT ALREADY HELD BY THE JOINT OFFERORS (OFFER SHARES) FOR A CASH OFFER PRICE OF RM0.99 PER OFFER SHARE (OFFER)

We refer to the offer document dated 6 July 2020 which sets out the details, terms and conditions of the Offer (“Offer Document”). Unless otherwise stated, the terms used herein shall have the same meaning as defined in the Offer Document.  

 

The Board of MB World wishes to announce that it has on 17 August 2020 received a press notice from RHB Investment Bank, on behalf of the Joint Offerors, informing that as at 5:00 p.m. (Malaysian time) on Monday, 17 August 2020, the Joint Offerors have received valid acceptances in respect of the Offer Shares resulting in the Joint Offerors holding 153,804,047 MB World Shares, representing 97.73% of the total issued shares of MB World. As such, the Joint Offerors have received valid acceptances of not less than nine-tenths (9/10) in the nominal value of the Offer Shares (excluding MB World Shares already held by the Joint Offerors on the date of the Offer) and will 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 valid acceptances have not been received under the Offer.

 

Accordingly, the Joint Offerors will issue a notice in the form or manner specified by the SC under Section 222(1) of the CMSA to the Dissenting Holders within two (2) months from today, 17 August 2020, informing them of the Joint Offerors’ intention to compulsorily acquire their MB World Shares (“Compulsory Acquisition Notice”). Pursuant thereto, in accordance with Section 223(4) of the CMSA, the rights of the Dissenting Holders under Section 223(1) of the CMSA to require the Joint Offerors to acquire their Offer Shares will no longer apply once the Compulsory Acquisition Notice is issued under Section 222(1) of the CMSA.

 

In addition, as mentioned in the press notice dated 24 July 2020 in relation to the Offer, the Joint Offerors collectively hold more than 90% of MB World Shares pursuant to the Offer and they do not intend to maintain the listing status of MB World on the Main Market of Bursa Securities. As such, Bursa Securities will suspend the trading of the securities of MB World commencing from Wednesday, 2 September 2020, being the expiry of five (5) Market Days from the final Closing Date i.e. Monday, 24 August 2020, in accordance with Paragraph 16.02(3) of the Listing Requirements. Thereafter, the Joint Offerors will procure MB World to take the requisite steps to withdraw its listing from the Official List in accordance with Paragraph 16.07 of the Listing Requirements.

 

For the avoidance of doubt, the Offer will remain open for acceptances until 5:00 p.m. (Malaysian time) on Monday, 24 August 2020, being the final Closing Date.

 

Please refer to the attached press notice for further details.

 

 

This Announcement is dated 17 August 2020




Please refer attachment below.



Announcement Info

Company Name MB WORLD GROUP BERHAD
Stock Name MBWORLD
Date Announced 17 Aug 2020
Category General Announcement for PLC
Reference Number GA1-17082020-00105