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Date : 18 October 2012

TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS): RELATED PARTY TRANSACTIONS TH PLANTATIONS BERHAD (“THP” OR THE “COMPANY”) (I) PROPOSED ACQUISITIONS OF THE ENTIRE EQUITY INTEREST IN TH LADANG (SABAH & SARAWAK) SDN BHD AND 70% EQUITY INTEREST IN TH BAKTI SDN BHD FOR AN AGGREGATE PURCHASE CONSIDERATION OF RM535,640,000 (“PROPOSED ACQUISITIONS”); (II) PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL OF THP FROM THE EXISTING RM350,000,000 COMPRISING 700,000,000 ORDINARY SHARES OF RM0.50 EACH IN THP (“THP SHARES”) TO RM500,000,000 COMPRISING 1,000,000,000 THP SHARES (“PROPOSED IASC”); AND (III) PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF THP (“PROPOSED AMENDMENTS”) (THE PROPOSED ACQUISITIONS, PROPOSED IASC AND PROPOSED AMENDMENTS ARE HEREINAFTER COLLECTIVELY REFERRED TO AS THE “PROPOSALS”

TH PLANTATIONS BERHAD

TypeAnnouncement
SubjectTRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
DescriptionTH PLANTATIONS BERHAD (“THP” OR THE “COMPANY”)

(I) PROPOSED ACQUISITIONS OF THE ENTIRE EQUITY INTEREST IN TH LADANG (SABAH & SARAWAK) SDN BHD AND 70% EQUITY INTEREST IN TH BAKTI SDN BHD FOR AN AGGREGATE PURCHASE CONSIDERATION OF RM535,640,000 (“PROPOSED ACQUISITIONS”);

(II) PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL OF THP FROM THE EXISTING RM350,000,000 COMPRISING 700,000,000 ORDINARY SHARES OF RM0.50 EACH IN THP (“THP SHARES”) TO RM500,000,000 COMPRISING 1,000,000,000 THP SHARES (“PROPOSED IASC”); AND

(III) PROPOSED AMENDMENTS TO THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF THP (“PROPOSED AMENDMENTS”)

(THE PROPOSED ACQUISITIONS, PROPOSED IASC AND PROPOSED AMENDMENTS ARE HEREINAFTER COLLECTIVELY REFERRED TO AS THE “PROPOSALS”

Unless otherwise stated, definitions used in this Announcement shall carry the same meanings as those defined in the announcements dated 24 July 2012 and 2 August 2012 in relation to the Proposals.

We refer to the announcements dated 24 July 2012, 2 August 2012, 3 September 2012, 15 October 2012 and 17 October 2012 on the Proposals. On behalf of the Board, RHB Investment Bank wishes to announce that Bursa Securities had vide its letter dated 18 October 2011 resolved to approve the following:-

1.    waiver sought for Item 12 under the Annexure PN28-B of the Main Market Listing Requirements (“MMLR”) in relation to the Listing Application;

2.    listing of and quotation for 209,234,375 Consideration Shares subject to, amongst others, the following conditions:-

(i)    THP and its adviser must fully comply with the relevant provisions under the MMLR pertaining to the implementation of the Proposed Acquisitions;

(ii)    THP and its adviser to inform Bursa Securities upon the completion of the Proposed Acquisitions;

(iii)    THP to furnish Bursa Securities with a written confirmation of its compliance with the terms and conditions of Bursa Securities’ approval once the Proposed Acquisitions are completed; and

(iv)    THP to furnish Bursa Securities with a certified true copy of the resolution passed by the shareholders in general meeting approving the Proposed Acquisitions.


This Announcement is dated 18 October 2012.



Announcement Info

Company NameTH PLANTATIONS BERHAD  
Stock Name THPLANT    
Date Announced18 Oct 2012  
CategoryGeneral Announcement
Reference NoMI-121018-66997
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