C00018-2018 |
Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
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Common Shares | 14,724,947,558 | |
Preferred Shares | 13,066,454,759 |
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Subject of the Disclosure |
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Acquisition of Additional Shares in MCT Bhd. |
Background/Description of the Disclosure |
Ayala Land, Inc.’s (ALI) wholly-owned subsidiary, Regent Wise Investments Limited (RWIL), signed a share purchase agreement to acquire an additional 17.24% stake in MCT Bhd. (MCT) equivalent to 230,115,574 MCT shares, subject to completion of certain conditions. |
Date of Approval by Board of Directors |
N/A |
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Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
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The increase in ownership will strengthen ALI’s commitment to enhance MCT’s operations and expand its business further. |
Date | Jan 2, 2018 |
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Manner |
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Purchase of shares from an existing shareholder of MCT. |
Description of the company to be acquired or sold |
MCT is a listed company on the Main Market of Bursa Securities in Malaysia. The principal activity of MCT is investment holding, while its subsidiaries are involved mainly in property development, property management, property investment and construction businesses. |
Number of shares to be acquired or disposed | 230,115,574 |
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Percentage to the total outstanding shares of the company subject of the transaction | 17.24 |
Price per share | RM0.88 |
Nature and amount of consideration given or received |
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RM202,501,705.12 |
Principle followed in determining the amount of consideration |
Net Asset Valuation |
Terms of payment |
49% due within three business days after completion date, 37% one month after completion date and the balance 11 months after completion date. |
Conditions precedent to closing of the transaction, if any |
Obtainment of Bursa Clearing’s grant of a waiver from Rule 10.03(5) in the rules of Bursa Securities for waiver of cash settlement of a Direct Business Transaction so that 51% of the Purchase Price can be paid by the Purchaser to the Vendor in tranches. |
Any other salient terms |
None |
Name | Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates | |
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Tan Sri Barry Goh | N/A |
Effect(s) on the business, financial condition and operations of the Issuer, if any |
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The acquisition will increase ALI’s stake in MCT to 50.19%, requiring RWIL to conduct a mandatory take-over offer in accordance with the laws of Malaysia. |
Other Relevant Information |
None |
Name | Michael Blase Aquilizan |
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Designation | Associate Manager |