Bursa Announcements
Date : 19 May 2000

PROPOSED ACQUISITION OF 19,001,000 ORDINARY SHARES OF RM1.00 EACH REPRESENTING APPROXIMATELY 45.78% EQUITY INTEREST IN GOLD COIN (MALAYSIA) BERHAD FOR A TOTAL CASH CONSIDERATION OF RM105 MILLION (“PROPOSED ACQUISITION”)

BERJAYA LAND BERHAD

TypeReply to query
Reply to Query Letter by KLSE reference IDHH-000516-66139
SubjectPROPOSED ACQUISITION OF 19,001,000 ORDINARY SHARES OF RM1.00 EACH REPRESENTING APPROXIMATELY 45.78% EQUITY INTEREST IN GOLD COIN (MALAYSIA) BERHAD FOR A TOTAL CASH CONSIDERATION OF RM105 MILLION (“PROPOSED ACQUISITION”)

Contents :

We refer to the Exchange’s letter dated 17 May 2000 and are pleased to set out below the additional information pertaining to the Proposed Acquisition as requested.


1. The Conditional Share Sale Agreement (“SPA”) between Portal Access Sdn Bhd and Gold Coin Investments Pte Ltd (“Vendor”) for the acquisition of 19,001,000 ordinary shares of RM1.00 each representing approximately 45.78% equity interest in Gold Coin (Malaysia) Berhad (“GCM’) for a cash consideration of RM105 million was entered on 28 April 2000.

2. We do not have information with regard to the date(s) and the Vendor's original cost of investment.

3. No liability will be assumed by B-Land as GCM will have sufficient cash to meet its obligations.

4. The SPA is available for inspection at the registered office of B-Land at Level 17, Menara Shahzan Insas, No 30, Jalan Sultan Ismail 50250 Kuala Lumpur during the normal office hours from Mondays to Fridays (except public holidays).

The salient features of the SPA are as follows:

      · Upon signing of the SPA, a deposit of RM15.0 million shall be payable whilst the balance purchase consideration of RM90 million shall be payable by 31 October 2000 after all conditions precedent have been fulfilled.

      · The GCM shares shall be acquired free from all encumbrances and with all rights attaching thereto except for any final dividend that may be declared in respect of the financial year ended 31 December 1999.

      · As an integral part of the Proposed Acquisition, GCM proposes to carry out an internal restructuring exercise whereby the company will dispose certain of its operating companies to the Vendor for a cash consideration of RM104 million, and settle all inter-company debts.
5. There is no person connected to the directors or substantial shareholders of B-Land having interest directly or indirectly in the Proposed Acquisition.

    Query Letter Contents :

    We refer to your announcement dated 2 May 2000 , in respect of the aforesaid
    matter.
    In this connection, kindly furnish the Exchange with the following additional
    information for public release:
    1) The date on which the terms of the transaction were agreed upon.
    2) The original cost of the investment to the vendor and the date(s) of such
    investment.
    3) Particulars of all liabilities to be assumed by your Company.
    4) Salient features of the agreement and the time and place where such
    documents may be inspected.
    5) Whether persons connected with a director or substantial shareholder have
    any interest, direct or indirect, in the Proposed Acquisition.
    Please furnish the Exchange with your reply within two (2) market days from the
    date hereof.
    Yours faithfully
    KUALA LUMPUR STOCK EXCHANGE

    Lisa Lam
    Senior Manager, Listing Operations
    KLL/HH


    Announcement Info

    Company NameBERJAYA LAND BERHAD  
    Stock Name B-LAND    
    Date Announced19 May 2000  
    CategoryGeneral Announcement
    Reference NoBB-000519-63001

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