PETALING JAYA (June 23): BEDI Bhd has proposed to acquire two wholly-owned companies from related party BEDI Development Sdn Bhd (BDSB) for an indicative aggregate cash consideration of RM38.82 million.
The group said in a Bursa filing yesterday that it has entered into a conditional share sale agreement (SSA1) to acquire 5 million shares, representing 100% equity interest in Sejati Sentral (Sandakan) Sdn Bhd, for an indicative cash consideration of RM17.55 million, and a separate conditional share sale agreement (SSA2) to acquire 1 million shares, representing 100% equity interest in FYT Land (KK) Sdn Bhd, for an indicative cash consideration of RM21.27 million.
Both figures are subject to adjustment in accordance with the terms of the respective agreements.
BEDI said the aggregate indicative purchase consideration of RM38.82 million is based on the indicative Revalued Net Asset Value (RNAV) of the two target companies as at March 31, with the final consideration to be adjusted to reflect the final RNAV derived from their audited financial statements as at that date.
The shares will be acquired free from encumbrances together with all rights attaching to them from completion.
As BDSB is a related party, the proposals are classified as related party transactions under Chapter 10 of Bursa Malaysia’s Main Market Listing Requirements, and an independent adviser will be appointed to advise the non-interested directors and shareholders.
Upon completion, Sejati Sentral and FYT Land are expected to become wholly-owned subsidiaries of BEDI.
Further details of the proposed acquisitions, including the detailed basis of the purchase consideration and the financial effects, will be set out in a circular to shareholders to be issued in due course.
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