|
Contents |
:
|
1. INTRODUCTION
Pursuant to Chapter 10.08(1) of Bursa Malaysia Securities Berhad (“Bursa Securities”)
Listing Requirements, Padini Holdings Berhad (“Padini” or “the Company”) wishes
to announce that the Company had made an offer to Madam Yong Lai Wah [NRIC No. 500319-10-5404]
of No. 1 Batu Laut 2, Bukit Seputeh, Jalan Klang, 58200 Kuala Lumpur (“Vendor”),
on 27 February 2008 to acquire from her 5,000 ordinary shares of RM1.00 each (“Shares”),
equivalent to 0.311% of the total issued and paid up capital of Vincci Ladies’ Specialties
Centre Sdn. Bhd. (“Vincci”) for a total consideration of RM460,950.00 (Ringgit Malaysia
:Four Hundred Sixty Thousand Nine Hundred Fifty) only. Subsequent to the Acquisition,
Vincci shall become a wholly-owned subsidiary of Padini.
Madam Yong Lai Wah is a Director of Padini and Vincci.
Vincci was incorporated in Malaysia on 22 July 1981. The principal activity of Vincci
is retailing and dealing of ladies' shoes and accessories. The total issued and
paid-up share capital of Vincci is RM1,610,000.00 comprising 1,610,000 shares of
RM1.00 each.
The above transaction represents a percentage ratio (as defined under Chapter 10
of the Listing Requirements of Bursa Securities) of less than 5%.
2. PURCHASE CONSIDERATION
The total purchase consideration of RM460,950.00 was arrived on a willing buyer-willing
seller basis. The purchase consideration will be satisfied via internally generated
cash/funds.
3. FINANCIAL INFORMATION
The net assets value of the Shares was RM153,650.00 as at 30 June 2007.
4. FINANCIAL EFFECTS
The Acquisition will not have any material effect on the earnings, net assets or
gearing of Padini.
There will not be any effect on the share capital and the substantial shareholders’
shareholding in Padini.
5. APPROVALS
The Acquisition has been approved by the Directors and is not subject to any other
approvals.
6. DIRECTORS’ AND / OR MAJOR SHAREHOLDERS’ INTERESTS
Mr Yong Pang Chaun who is the brother of Madam Yong Lai Wah, and his spouse Madam
Chong Chin Lin as well as Madam Yong Lee Peng and Yong Pang Chaun Holdings Sdn Bhd
are deemed interested in the Acquisition.
Save as disclosed above none of the other Directors or major shareholders of Padini
and/or persons connected with them, has any interest, direct or indirect, in the
Acquisition.
7. RATIONALE FOR THE ACQUISITION
The purpose of the Acquisition is to enhance the efficiency of the Group’s operations.
8. SALIENT FEATURES
Save as disclosed, there are no other salient features in the Acquisition.
9. STATEMENT BY DIRECTORS
The Board of Directors of Padini (with the exception of the interested Directors,
namely Madam Yong Lai Wah, Mr Yong Pang Chaun and Madam Chong Chin Lin) having considered
all aspects of the Acquisition, is of the opinion that the terms are reasonable
and that the Acquisition is in the best interest of the Company.
10. PROSPECTS AND RISK FACTORS
The Acquisition is not expected to pose any risk to the Group.
11. EXPECTED TIME FRAME FOR COMPLETION
Barring any unforeseen circumstances, the Acquisition is expected to be completed
within two (2) months from the date of this Announcement.
12. COMPLIANCE WITH THE SECURITIES COMMISSION’S POLICIES AND GUIDELINES ON ISSUE/OFFER
OF SECURITIES
The Acquisition is not subject to the approval of the Securities Commission (“SC”)
and does not fall under the SC’s Policies and Guidelines on Issue/Offer of Securities
or any amendments thereof.
13. DOCUMENTS AVAILABLE FOR INSPECTION
The Letter of Offer dated 27 February 2008 is available for inspection during office
hours at No. 19, Jalan Jurunilai U1/20, Hicom Glenmarie Industrial Park, 40000 Shah
Alam, Selangor Darul Ehsan for the time being, for a period of two (2) weeks from
the date of this announcement.
|
|