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AEON CO. (M) BHD |
Type | Announcement |
Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS |
Description | AEON CO. (M) BHD. ("AEON" OR "COMPANY") - Acquisition of Land |
1. INTRODUCTION
2. THE ACQUISITION 2.1 Information on the Sale Property
2.4 Salient terms and conditions of Agreement
2.4.1 The completion of the Agreement of the Shopping Centre Land is subjected to and conditional upon the fulfillment of the following conditions precedent (“Conditions Precedent”) within sixteen (16) months from the date of the Agreement or such other extended date as may be mutually agreed by the parties:- (a) The Vendor shall at its own costs and expenses obtain the Amended Master Lay-Out Plan approval for the development of the Complex on the Shopping Centre Land including obtaining the followings approvals:-
(b) The Vendor shall, at its own costs and expenses, obtain the approval from the Relevant Authorities for the Surrender and Re-Alienation of the Development Land for the purposes of the issuance of a new separate document of freehold title for the Shopping Centre Land with the land use of “BUILDING-COMMERCIAL SHOPPING CENTRE” or its equivalent for construction and operation of a mall with car parks and departmental stores cum supermarket and with such express conditions on the Shopping Centre Land applicable for its use; (c) The Vendor shall at its own costs and expenses obtain the Planning Approval/ Development Order Approval for the development of the Complex on the Shopping Centre Land (d) The Vendor shall, at its own costs and expenses, obtain the approval from the Relevant State Authorities for the transfer of the Shopping Centre Land to the Company, ,if applicable; (e) The Company shall, at its own costs and expenses, obtain the approval for the Building Plan from the Relevant Authorities of which the Vendor has agreed to assist the Company in the submission of the Building Plan. (f) The Company shall, at its own costs and expenses, apply for and obtain the approval of the Economic Planning Unit, Prime Minister Department for the acquisition of the Shopping Centre Land in accordance with the terms of this Agreement; (g) The Company shall, at its own costs and expenses, apply for and obtain the approval of the State Authority for the acquisition of the Shopping Centre Land in accordance with the terms of this Agreement under Section 433(B) of the National Land Code 1965; (h) The Company shall, at its own costs and expenses, obtain the approval of the Distributive Trade Committee of the Ministry of Domestic Trade, Cooperative and Consumerism for the operation of the Complex and the departmental store cum supermarket on the Shopping Centre Land. (i) The Company shall, at its own costs and expenses, be allowed to enter into the Shopping Centre Land from time to time after the execution of this Agreement with notice to be given to the Vendor, solely for the purpose of survey, soil inspection or preparing for the earthworks.
(b) The Company shall pay to the Stakeholders the Balance Deposit in the sum of Ringgit Malaysia Six Million Three Hundred Eighteen Thousand One Hundred Fifty Five and Cent Eighty Four (RM6,318,155.84) Only being a sum equivalent to nine percent (9%) of the Purchase Price upon the execution of this Agreement. The Earnest Deposit and Balance Deposit shall hereinafter collectively be referred to as the “Deposit” for this Agreement and shall form part of the Purchase Price upon execution of this Agreement;
(d) The Company shall pay to the Stakeholders the sum of Ringgit Malaysia Fourteen Million Forty Thousand Three Hundred Forty Six and Cent Thirty Two (RM14,040,346.32) Only being a sum equivalent to twenty percent (20%) of the Purchase Price (“Second Payment”) within twenty one (21) days from the date of the Company’s receipt of the Building Plan Approval issued by the Relevant Authorities;
(f) The Company shall pay to the Stakeholders the sum of Ringgit Malaysia Fourteen Million Forty Thousand Three Hundred Forty Six and Cent Thirty Two (RM14,040,346.32) Only being a sum equivalent to twenty percent (20%) of the Purchase Price (“Fourth Payment”) within twenty one (21) days from the date of the Company’s receipt of the State Authority 433B Transfer Approval issued by the Relevant Authorities and the receipt of the State Authority’s Approval from the Vendor issued by the Relevant Authorities (if applicable), whichever is later; (g) The Company shall pay to the Stakeholders the sum Ringgit Malaysia Fourteen Million Forty Thousand Three Hundred Forty Six and Cent Thirty Two (RM14,040,346.32) Only being a sum equivalent to twenty percent (20%) of the Purchase Price (“Final Payment”) within two (2) months after the Unconditional Date.
(a) The completion of the sale and purchase of the Shopping Centre Land hereunder shall take place on the day the Transfer Documents as defined in the Agreement are presented or caused to be presented for registration at the relevant land office/registry (“Completion Date”) and in the event the Company has not presented or caused to be presented the Transfer Documents for registration at the relevant land office/registry by the expiry of the Presentation Period for any reason whatsoever, the last day of the Presentation Period as stated in the Agreement shall be deemed the Completion Date. (b) The Company shall notify the Vendor and the Stakeholders of the presentation of the Transfer Documents for registration at the relevant land office/registry as soon as practicable but no later than three (3) working days from the date of the presentation of the Transfer Documents for registration at the relevant land office/registry. 3. RATIONALE FOR THE ACQUISITION INCLUDING ANY BENEFIT WHICH IS EXPECTED TO ACCRUE The Acquisition is in line with the Company’s corporate strategy of accelerating the expansion of its retail business through opening of new malls and outlets. The Acquisition provides such an opportunity for the Company to acquire land and expands its presence in the growing area of Kempas, Johor. 4. FINANCIAL EFFECTS OF THE ACQUISITION The Acquisition 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 2013, but is expected to contribute positively to the future earnings of the Company. There will be no change in the share capital and substantial shareholders’ shareholdings of the Company. 5. PROSPECTS
6. APPROVALS REQUIRED AND ESTIMATED TIMEFRAME The Acquisition is not subject to approval of the shareholders of the Company. Barring any unforeseen circumstances, the approvals required from the relevant authorities disclosed in Item 2.4 above are expected to be obtained within sixteen (16) months from the date of the Agreement or such other extended date as may be mutually agreed by the parties. The Board expects the Acquisition to be completed within twenty (20) months from the date of the Agreement. 7. DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTERESTS None of the Directors and/or major shareholders of the Company and/or persons connected to them has any interest, direct or indirect, in relation to the Acquisition. 8. DIRECTORS’ RECOMMENDATIONS The Board having considered all aspects of the Acquisition, is of the opinion that the Acquisition is in the best interests of the Company. 9. RISK FACTORS
Apart from the above, the Board does not foresee any other significant risks arising from the Acquisition. 10. DOCUMENTS AVAILABLE FOR INSPECTION A copy of the Agreement executed on 17 July 2013 and the Valuation Report by C H Williams Talhar & Wong dated 9 August 2012 are available for inspection at the registered office of the Company 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 is a voluntary announcement under Paragraph 10.05(2) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad. This announcement is dated 17 July 2013. |
Company Name | AEON CO. (M) BHD |
Stock Name | AEON |
Date Announced | 17 Jul 2013 |
Category | General Announcement |
Reference No | CC-130717-40785 |