General Announcement for PLC

21/08/2020

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 21 August 2020 received a press notice from RHB Investment Bank, on behalf of the Joint Offerors, informing that the Joint Offerors have on 21 August 2020 posted the notice to the Dissenting Holders (whose names appear in the Record of Depositors of MB World as at 5:00 p.m. (Malaysian time) on Monday, 17 August 2020), notifying them of the Joint Offerors’ desire to compulsorily acquire all their MB World Shares in pursuance of the provisions of Section 222 of the CMSA (“Compulsory Acquisition Notice”). The statutory declarations by the Joint Offerors that the conditions for the giving of the Compulsory Acquisition Notice have been satisfied were also posted together with the Compulsory Acquisition Notice.

 

The compulsory acquisition exercise will be made on the same terms as set out in the Offer Document or such other terms as the High Court thinks fit, on an application made to it by the Dissenting Holders or the Joint Offerors.

 

Subject to the provisions of the CMSA, KF Capital shall be registered as the holder of all the remaining MB World Shares not already held by the Joint Offerors:

 

  1. after the expiration of one (1) month from the date of the Compulsory Acquisition Notice; or

 

            2.if applicable, 14 days after the statement of the names and addresses of all other Dissenting Holders as shown in the register of members and/or Record of Depositors of MB World, are posted to the Dissenting Holder upon his/her/its request,

 

whichever is later.

 

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.

 

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 attachments for further details.

 

 

This Announcement is dated 21 August 2020.




Please refer attachment below.



Announcement Info

Company Name MB WORLD GROUP BERHAD
Stock Name MBWORLD
Date Announced 21 Aug 2020
Category General Announcement for PLC
Reference Number GA1-21082020-00031