LEONG HUP HOLDINGS BERHAD - Announcements

(b)
Bukit Gambir to Discharge LHHB’s Corporate Guarantee
Bukit Gambir is required to procure the discharge of all corporate
guarantees provided by LHHB for the benefit of Atlasprise. As at 15 May
2001, the corporate guarantees provided by LHHB for the benefit of
Atlasprise amounted to RM10 million.
(c)
Advances Given by LHHB to Atlasprise
Bukit Gambir will not be required to pay LHHB for 31/55 (based on the
percentage of equity interest in Atlasprise to be disposed of by LHHB to
Bukit Gambir) of the advances given by LHHB to Atlasprise (“LHHB
Advances”) upon completion of the Proposed Disposal of Atlasprise
Shares. As at 15 May 2001, the LHHB Advances amounted to RM7.423
million. However, if upon the expiry of two (2) years from the date on
which Bukit Gambir is registered as the owner of the Atlasprise Shares
which are the subject of the Proposed Disposal of Atlasprise Shares, the
amounts of shareholders’ advances made by LHHB and Bukit Gambir
respectively to Atlasprise are not proportionate to their respective
shareholdings in Atlasprise, Bukit Gambir will reimburse LHHB such
excess shareholder’s advances on a Ringgit for Ringgit basis so that the
resultant shareholders’ advances are proportionate to their respective
shareholdings in Atlasprise.
The reason why the parties had agreed that Bukit Gambir will not be
required to pay LHHB for 31/55 of the LHHB Advances upon completion
of the Proposed Disposal of Atlasprise Shares is because as a result of the
loss arising from the revaluation of the Atlasprise Land, the adjusted NTA
value of Atlasprise is negative and the consideration for the Proposed
Disposal of Atlasprise Shares is at a premium to the adjusted NTA value
of Atlasprise.
(d)
Mode of Satisfaction of Disposal Consideration
The disposal consideration shall be wholly satisfied by the payment of
cash on completion as no deposit is payable. The Proposed Disposal of
Atlasprise Shares will not generate any gain or loss to LHHB as the
consideration of RM465,000 is equivalent to the net book value of the
465,000 Atlasprise Shares which are the subject of the Proposed Disposal
of Atlasprise Shares.
3.2.3 Basis of Determining the Disposal Consideration
The disposal consideration for the Proposed Disposal of Atlasprise Shares of
RM465,000 is based on the par value of the Shares concerned, and was arrived at
on a willing-buyer willing-seller basis after taking into consideration the unaudited
NTA of Atlasprise as at 30 November 2000 of RM1.886 million and after
adjusting for the loss on revaluation of RM3.660 million arising from the
revaluation of the Atlasprise Land. The adjusted unaudited NTA is negative
RM1.774 million. 31% of the adjusted unaudited NTA therefore amounts to
negative RM0.550 million.
The loss on revaluation was derived based on a valuation of the Atlasprise Land
carried out by Colliers Jordan Lee & Jaafar (JH) Sdn. Bhd., an independent firm
of professional valuers, on 28 February 2001 using the comparison method,
pursuant to which the said firm determined the open market value of the
Atlasprise Land with the benefit of the Atlasprise Approvals in Principle, to be
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