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TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) : RELATED PARTY TRANSACTIONS (I) PROPOSED DISPOSAL OF SUBSTANTIALLY ALL THE ASSETS AND LIABILITIES IN KUCHAI DEVELOPMENT BERHAD ("KDB") TO SUNGEI BAGAN RUBBER COMPANY (MALAYA) BERHAD ("SG BAGAN") TO BE SATISFIED ENTIRELY VIA THE ISSUANCE OF NEW ORDINARY SHARES IN SG BAGAN ("SG BAGAN SHARES") ("PROPOSED DISPOSAL"); AND (II) PROPOSED DISTRIBUTION OF SG BAGAN SHARES HELD BY KDB ARISING FROM THE PROPOSED DISPOSAL TO ITS ENTITLED SHAREHOLDERS BY WAY OF A PROPOSED CAPITAL REDUCTION AND REPAYMENT AND PROPOSED DIVIDEND-IN-SPECIE

KUCHAI DEVELOPMENT BERHAD

Type Announcement
Subject TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
RELATED PARTY TRANSACTIONS
Description
(I) PROPOSED DISPOSAL OF SUBSTANTIALLY ALL THE ASSETS AND LIABILITIES IN KUCHAI DEVELOPMENT BERHAD ("KDB") TO SUNGEI BAGAN RUBBER COMPANY (MALAYA) BERHAD ("SG BAGAN") TO BE SATISFIED ENTIRELY VIA THE ISSUANCE OF NEW ORDINARY SHARES IN SG BAGAN ("SG BAGAN SHARES") ("PROPOSED DISPOSAL"); AND

(II) PROPOSED DISTRIBUTION OF SG BAGAN SHARES HELD BY KDB ARISING FROM THE PROPOSED DISPOSAL TO ITS ENTITLED SHAREHOLDERS BY WAY OF A PROPOSED CAPITAL REDUCTION AND REPAYMENT AND PROPOSED DIVIDEND-IN-SPECIE

On behalf of the board of directors of KDB, RHB Investment Bank Berhad wishes to announce that the Company had on 29 December 2023 entered into, among others, a conditional master sale and purchase agreement with Sg Bagan to dispose of substantially all the assets and liabilities in KDB to Sg Bagan at a disposal consideration of RM275,470,203, to be satisfied entirely via the issuance of 27,519,500 new Sg Bagan Shares at an issue price of RM10.01 per Sg Bagan Share.

 

In conjunction with the Proposed Disposal, the Company also intends to undertake a proposed distribution to distribute all Sg Bagan Shares held by KDB arising from the Proposed Disposal to the entitled shareholders of KDB by way of a proposed capital reduction and repayment pursuant to Section 116 of the Companies Act, 2016 and proposed dividend-in-specie at an entitlement date to be determined later upon completion of the Proposed Disposal ("Proposed Distribution").

 

(The Proposed Disposal and Proposed Distribution are collectively referred to as "Proposals")

                                                         

Further details of the Proposals are set out in the attachment below.

 

This announcement is dated 29 December 2023.




Please refer attachment below.



Announcement Info

Company Name KUCHAI DEVELOPMENT BERHAD
Stock Name KUCHAI
Date Announced 29 Dec 2023
Category General Announcement for PLC
Reference Number GA1-29122023-00055



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