LEONG HUP HOLDINGS BERHAD - Announcements

VI.
PROPOSED DISPOSAL BY BUDIMAN OF 119.82 ACRES OF FREEHOLD LAND IN
MUKIM OF PULAI, DISTRICT OF JOHOR BAHRU, STATE OF JOHOR TO BUKIT
GAMBIR FOR A CONSIDERATION OF RM22,965,180.48 TO BE SATISFIED BY RM10
MILLION CASH AND BY THE ISSUANCE OF NEW ORDINARY SHARES OF RM1.00
EACH WORTH RM12,965,180.48 AT THE INITIAL PUBLIC OFFERING PRICE BY
THE PROPOSED NEW HOLDING COMPANY OF BUKIT GAMBIR WHICH IS IN THE
COURSE OF PREPARING AN APPLICATION TO THE SECURITIES COMMISSION
FOR LISTING ON THE KUALA LUMPUR STOCK EXCHANGE
1. INTRODUCTION
On 19 March 2001, your Board had made an announcement to the KLSE that LHHB and its
subsidiary Budiman had on 19 March 2001 entered into the following agreements respectively:-
(a)
A conditional Sale and Purchase Agreement for the proposed acquisition by LHHB from
Bukit Gambir, Jayaplus and Pathalon (collectively “Vendors”) of an additional 20%
equity interest in Budiman comprising 1,300,000 ordinary shares of RM1.00 each
(“Shares”) for a total cash consideration of RM3,926,000 (“First Proposed Acquisition
of Budiman Shares”).
LHHB currently has a 50.1% equity interest in Budiman comprising 3,256,500 Shares.
The First Proposed Acquisition of Budiman Shares will increase LHHB’s equity interest in
Budiman to 70.1% comprising 4,556,500 Shares;
(b)
A conditional Sale and Purchase Agreement for the proposed disposal by LHHB to Bukit
Gambir of 31% equity interest in Atlasprise comprising 465,000 Shares for a total cash
consideration of RM465,000 (“Proposed Disposal of Atlasprise Shares”).
LHHB currently has a 55.0% equity interest in Atlasprise comprising 825,000 Shares. The
Proposed Disposal of Atlasprise Shares will reduce LHHB’s equity interest in Atlasprise to
24.0% comprising 360,000 Shares. Atlasprise will therefore cease to be a subsidiary of
LHHB upon completion of the Proposed Disposal of Atlasprise Shares, and will instead
become an associate company of LHHB.
Bukit Gambir currently has a 20.0% equity interest in Atlasprise comprising 300,000
Shares. Upon completion of the Proposed Disposal of Atlasprise Shares, Bukit Gambir
will have a 51.0% equity interest in Atlasprise comprising 765,000 Shares. Atlasprise will
therefore become a subsidiary of Bukit Gambir.
(c)
(d)
A conditional Sale and Purchase Agreement for the proposed disposal by Budiman to
Jayaplus of 73.845 acres of freehold land (“73.845-Acre Land”) as comprised in the two
(2) pieces of land held under H.S.(D) 235359, P.T.D. 71014 and H.S.(D) 235361, P.T.D.
71016 in Mukim of Pulai, District of Johor Bahru, State of Johor (collectively “Budiman
Land”), for a total consideration of RM14,153,428.08 to be satisfied by the setting off of
all the shareholder’s advances granted by Jayaplus to Budiman as at the completion date of
the Sale and Purchase Agreement, the Jayaplus Loan and the balance in cash (“Proposed
Disposal of 73.845-Acre Land”);
A conditional Sale and Purchase Agreement for the proposed disposal by Budiman to Bukit
Gambir of 132.395 acres of freehold land as comprised in the Budiman Land (“132.395-
Acre Land”), for a total consideration of RM25,375,355.28 to be satisfied by the setting
off of all the shareholder’s advances granted by Bukit Gambir to Budiman as at the
completion date of the Sale and Purchase Agreement, the Bukit Gambir Loan 1 and the
balance in cash (“Proposed Disposal of 132.395-Acre Land”); and
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