Bursa Announcement

References are made to the Company’s announcements on 20 September 2013 and 28 February 2014 in relation to the Joint Venture Agreement entered into between AEON and Index Living Mall Company Limited dated 20 September 2013 (“JV Agreement”).

1. Introduction

The Board of Directors of AEON wishes to announce that the Company had on 12 December 2017 entered into a Supplemental Agreement to the JV Agreement with Index Living Mall Company Limited (“ILM”) to revise the shareholding structure of AEON Index Living Sdn. Bhd. (1082843-T) (“AEON Index”), a 70% owned-subsidiary of the Company and to make necessary amendments to the JV Agreement following such revision (“Supplemental Agreement”).

2. Information of AEON Index

AEON Index was incorporated on 28 February 2014 as a private limited company in Malaysia. It is a 70% owned-subsidiary of AEON. The total issued shares of AEON Index are 70,000,000 ordinary shares. The principal activity of AEON Index is engaging in a business as furniture retailer.

3. Salient terms and conditions of Supplemental Agreement

3.1     Based on the Supplemental Agreement, the shareholding structure of AEON Index, according to the investment ratio, will be revised to ILM 51% : AEON 49%. To achieve the new shareholding structure, AEON Index had on 12 December 2017 allotted an additional 30,000,000 new ordinary shares to ILM. Subsequently, the new shareholding structure of AEON Index as at the date of this announcement is as follows :

3.2 Consequent to the above revision, AEON Index will cease to be a subsidiary of AEON with effect from 12 December 2017 (“Restructuring”).

3.3 The Supplemental Agreement shall subject to the fulfillment of the following conditions precedent on or before 11 December 2017 or such other extension of time mutually agreed by AEON and ILM :

      (i) the approval of the Board of Directors of AEON and ILM, if required;

      (ii) the approval of the shareholders of AEON and ILM for issuance of new shares of AEON Index to ILM at the annual general meeting or the extraordinary general meeting to be convened or via circulation, if required; and

      (iii) the approval of the Ministry of Domestic Trade Cooperatives and Consumerism and/or any other relevant authorities for the amendments to the JV Agreement, if required.

4. Rationale of the Restructuring

The Restructuring is in line with AEON’s corporate strategy to focus in expanding the departmental stores and supermarkets business.

5. The Expected Gains or Losses Arising From the Restructuring

The Restructuring will not have any gains or losses to the Company.

6. Assumption of Liabilities for the Restructuring

The Restructuring will not have any effect on the liabilities of the Company.

7. Financial Effect of the Restructuring

The Restructuring is not expected to have any material impact on the earnings per share, net assets per share and gearing of the Company for the financial year ending 31 December 2017. There will be no change in the share capital and substantial shareholders’ shareholding of the Company.

8. Directors’ and Major Shareholders’ Interests

None of the Directors and/or major shareholders of AEON and/or persons connected to them have any interest, direct or indirect, in relation to the Restructuring.

9. Statement by the Board of Directors

The Board having considered all aspects of the Restructuring is of the opinion that the Restructuring is in the best interests of AEON.

10. Estimated Timeframe for Completion
 

Barring unforeseen circumstances and fulfilment of all terms and conditions precedent, the Restructuring is expected to be completed on or before the end of December 2017 or such other extension of time to be mutually agreed by AEON and ILM. 

11. Documents for Inspection
 

A copy of the Supplemental Agreement dated 12 December 2017 is available for inspection at the registered office of AEON at 3rd Floor, AEON Taman Maluri Shopping Centre, Jalan Jejaka, Taman Maluri, Cheras, 55100 Kuala Lumpur during normal office hours from Monday to Friday (except public holidays) for a period of three (3) months from the date of this announcement.

This announcement is dated 12 December 2017.