Takeovers


We acted as solicitors for Farlim Group (Malaysia) Berhad in the acquisition of all that piece of land situated in Bidor, Perak for a total land area of 37.53 hectares with development approval for mixed housing cum commercial estate for a total purchase price of RM19,000,000.00.


We acted as a solicitors in a mandatory take-over offer by Freeway Team Sdn Bhd, Chiang Sang Sem and Chiang Fong Yee (collectively, “Joint Offerors”) to acquire all the remaining 100,448,526 ordinary shares of RM0.50 each in Bonia Corporation Berhad not already held by the Joint Offerors and persons acting in concert with them (“Offer Shares”), for a cash consideration of RM2.04 per Offer Share.


We acted as solicitors for Key West Global Telecommunications Berhad pertaining to the proposed acquisition of 91,283,069 ordinary shares of HK$1.00 each of Supreme Global Group Limited for a purchase consideration of RM210,000,000 to be fully satisfied by issuance of 1,900,000,000 ordinary shares of RM0.10 each in the share capital Key West Global Telecommunications Berhad at an issue price of approximately RM0.1105 per share and its other multi proposals such as proposed private placement and proposed offer for sale, proposed exemption etc.


We acted as the solicitors for Premier Merchandise Sdn Bhd (‘PMSB’), the offeror in an unconditional mandatory take-over offer over all the remaining ordinary shares of RM0.50 each in Berjaya Retail Berhad (‘B-Retail’) (‘B-Retail Shares’) not already held by PMSB and such number of new B-Retail Shares issued prior to the close of the offer pursuant to the conversion of the Irredeemable Convertible Preference Shares of RM0.50 each in B-Retail (‘B-Retail ICPS’) for a cash offer price of RM0.65 per B-Retail Share and B-Retails ICPS resulting in the delisting of B-Retail from the main market of Bursa Malaysia Securities Berhad and its privatisation.


We acted as solicitors for Berjaya Corporation Berhad (‘BCorp’) on the Proposed acquisition of 40,000,000 Atlan Holdings Berhad shares, representing 15.80% stake, for a purchase consideration of RM170 million to be satisfied by the issuance of  RM170 million nominal value of new Irredeemable Convertible Unsecured Loan Stocks and 170,000,000 Detachable warrants in BCorp.


We acted as Malaysian solicitors for Berjaya Holdings (HK) Limited on the very substantial acquisitions and connected transactions in respect of 100% of the Cosway group (comprising 100% equity interest in Cosway (M) Sdn Bhd (including 60% equity interest already held by Cosway (M) Sdn Bhd in Ecosway.com Sdn Bhd) and 40% equity interest in Ecosway.com Sdn Bhd), involving issue of consideration shares and issue of irredeemable convertible unsecured loan stocks.


We acted as solicitors of Yinson Holdings Berhad (“Yinson”) in the issuance and allotment of 37,809,000 new ordinary shares in Yinson to Kencana Capital Sdn Bhd for a consideration of approximately RM106 million and as Yinson’s Malaysian legal adviser in connection of acquisition of Fred.Olsen Production ASA, a public listed company on Oslo Stock Exchange.


We acted as solicitors of GHL Systems Berhad in its off-market takeover offer to acquire all of the shares in e-pay Asia Limited (“EPY”) for a cash consideration of AUD0.40 per share in EPY.


We acted as solicitors for Berjaya Food Berhad (‘BFood’) in relation to the acquisition of 50% equity interest in Berjaya Starbucks Coffee Company Sdn Bhd for a purchase consideration of RM71.698 Million. It involves the acquisition of a 50% stake in the company which operates the Starbucks outlets in Malaysia.


We acted as solicitors for Berjaya Food Berhad (‘BFood’) on the renounceable rights issue of up to 118,944,800 ordinary shares of RM0.50 each in BFood (‘Rights Shares’) together with up to 118,944,800 new free warrants (‘Warrant’) on the basis of four (4) warrants for every five (5) BFood shares held by the entitled shareholders of the company and entitlement date to be determined and announced later. It involves the fund raising for the Starbucks acquisition for BFood for RM59 Million.


We acted as solicitors for Juara Sejati Sdn Bhd (“JSSB”), a wholly-owned subsidiary of Berjaya Group Berhad, which in turn is a wholly-owned subsidiary of Berjaya Corporation Berhad, in its acquisition of REDtone International Bhd.


We acted for JAVAWANA Sdn Bhd in a Conditional Mandatory Take-Over Offer Acquiring all the remaining ordinary shares in GSB Group Berhad and any new GSB Group Berhad shares may be allotted and issued prior to the closing date of the offer arising from the Exercise of Outstanding Employees Share  Options in GSB Group Berhad.


We acted for ICT Innotech Sdn Bhd in a Unconditional Mandatory Take-Over Offer Acquiring all the remaining ordinary shares in Ideal United Bintang International Berhad and such number of new shares that may be issued  and allotted prior to closing date of the offer arising from the exercise of the outstanding warrants 2016/2021 issued by Ideal United Bintang International Berhad and all remaining warrants in Ideal Bintang International Berhad not already owned by the ICT Innotech Sdn Bhd and the Joint Ultimate Offerors.


We acted for Esprit Unity Sdn Bhd in a Conditional Voluntary Take-Over Offer Acquiring all the remaining ordinary shares of RM1.00 each in Huat Lai Resources Berhad not already held by Joint Offerors  for a Cash offer price of Rm5.00 per Offer Share.