MITRAJAYA HOLDINGS BERHAD - Announcements

Independent Advice Letter to the Shareholders
of Mitrajaya Holdings Berhad
1.3 The purpose of this Independent Advice Letter (“IAL”) is to provide the
shareholders of MHB with an independent evaluation, from the financial point of
view, of the terms and conditions of the Proposed Acquisitions, and HMP’s
recommendation thereon.
2. DETAILS OF THE PROPOSED ACQUISITIONS
2.1 Details of the Proposed GPIL Acquisition
Samitra is a property development company incorporated in South Africa with an
authorised share capital of Rand1,010 comprising 1,000 ordinary shares of
Rand1.00 each and 1,000 redeemable preference shares of Rand0.01 each, all of
which have been issued and fully paid.
The purchase consideration Rand30,000,000 has been arrived at on a willing
buyer-willing seller basis after taking into consideration the potential earnings of
Samitra. Upon execution of the Memorandum of Agreement, GPIL has paid
Samrand Rand1,000,000 and another Rand1,800,000 on 31 January 2001. On the
date of execution of the Comprehensive Agreement, GPIL has paid to Samitra an
amount of Rand4,400,000 as partial discharge of the amount owing by Samrand to
Samitra. This amount will be set-off against the balance of the purchase
consideration. The balance of Rand22,800,000 will be paid on completion.
Based on the audited financial statements of Samitra for the financial year ended
31 December 2000, the financial position of Samitra is as follows:-
Balance Sheet at 31 December 2000
13
Audited as at
31 December 2000 Translated*
Rand’000 RM’000
FIXED ASSETS 28 14
INVESTMENT 720 369
CURRENT ASSETS 89,870 46,050
CURRENT LIABILITIES (42,921) (21,993)
Net Current Assets 46,949 24,057
47,697 24,440