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Transactions (Chapter 10 Of Listing Requirements): Non Related Party Transactions

BackFeb 29, 2012
Date Announced : 29/02/2012  



Type : Announcement
Subject :
TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS

Description :
ACQUISITION OF LAND
   
 

Announcement Details/Table Section :

Acquisition

Knusford Berhad (KB or the Company) wishes to announce that its wholly-owned subsidiary, Lakaran Cahaya Sdn Bhd, has entered into a Sale & Purchase Agreement (SPA) with Idealpalm Ventures Sdn Bhd (the Vendor) for the acquisition of all that parcel of freehold land held under GRN 49797 Lot 942, Mukim Semenyih Daerah Ulu Langat, Negeri Selangor measuring approximately 5.3874 hectares (the Property) for a cash purchase consideration of Ringgit Malaysia: Fourteen Million Two Hundred and Ten Thousand Only (RM14,210,000.00).

Information on the Vendor

Idealpalm Ventures Sdn Bhd (Co. No. 845046-X), a company incorporated in Malaysia under the Companies Act, 1965, has an authorised share capital of RM500,000.00 comprising 500,000 ordinary shares of RM1.00 each, and Issued & paid-up share capital of RM500,00.00 divided into 500,000 ordinary shares of RM1.00 each.

The Subject Land

The Subject Land is a parcel of development, located along the Kajang Bypass and is situated at the immediate north and east of Taman Kajang Perdana and Taman Jelok Impian.

The Subject Land is accessible from Kajang Town which is approximately 7 kilometres by road due west of the Subject Land via Jalan Semenyih, Jalan Sungai Jelok, Kajang Bypass and Jalan Kajang Perdana.

The Subject Land is located about 27 kilometres by road to the south-east of Kuala Lumpur city centre. It is accessible from Kuala Lumpur city centre via Lebuhraya Cheras-Kajang, Persiaran Saujana Impian, Kajang Bypass and thereafter onto Jalan Kajang Perdana.

The Subject Land is currently charged to Public Bank Berhad by the Vendor via a first party first legal charge. 

Financial Effects 

The above transaction will not have an immediate effect on the earnings per share and net tangible assets per share of Knusford Berhad’s Group, but is expected to contribute positively to the earnings of Knusford Berhad's Group in the future.

Rationale

The Subject Land is located adjacent to the Group’s current development known as “Kajang Perdana”.

The activities of the property development division will also bring business opportunities for other subsidiaries within the Group, especially rental of machinery and trading of building material and plant & machinery,

The valuation conducted by C H Williams Talhar & Wong via their valuation report dated 10 January 2012 indicated the market value of the Subject Land, free from all encumbrances at RM14,500,000.00 on a “as is” basis and RM16,800,000.00 if the pond on the subject land has been filled up.

Funding

The above acquisition will be funded by internally generated funds and/or bank borrowings.

Salient Terms of the  SPA

The terms and conditions of the SPA are fair and reasonable based on normal commercial terms.

Liability to be assumed

There are no liabilities, including contingent liabilities and guarantees, to be assumed by KB in this acquisition.

Risk Factors

The acquisition is subject to risk and uncertainties that are generally associated with the property investment. 

Approval

The above transaction does not require the approval of shareholders and/or Governmental authorities.

Directors' Interest

None of the directors, major shareholders and persons connected with a director or major shareholder has any interest, direct and indirect in the above transaction.

Statement by the Board of Directors

The Board, after having considered all aspects of the above transaction, is of the opinion that the above transaction is in the best interest of KB Group.

The Estimated Time Frame for the Completion of the Transaction

Three (3) months from the date of the Agreement with an automatic extension of 1 month subject to an interest payment of 8% per annun on a daily basis.

Documents for Inspection

The SPA and Valuation Report will be made available for inspection at the registered office of KB at Ground Floor, Wisma Ekovest, No: 118 Jalan Gombak, 53000 Kuala Lumpur, from 8.30 a.m. to 5.30 p.m. from Mondays to Fridays (except public holidays).