TER Equity offers Maica 85 sen per share

KUALA LUMPUR: Malaysia Aica Bhd (Maica) has been served an unconditional takeover offer from TER Equity Sdn Bhd, a private entity owned by Datuk Ter Leong Yap, to acquire all the shares in Maica for 85 sen per share following the latter’s acquisition of 39.28 million shares for RM33.39mil cash or 85 sen per share.

In a filing with Bursa Malaysia, Maica said its board would deliberate on the notice and make the necessary announcements pursuant to Section 11(11) of the Malaysian Code on Take-Overs and Mergers, 2010 on a later date.

“The board will appoint an independent adviser to advise the independent directors and non-interested shareholders of Maica, amongst others, on the merits of the offer in due course.”

On Jan 22, TER Equity entered into an unconditional share sale agreement with four Maica shareholders, namely Tan Sri Tan Hua Choon, Tan Ching Ching, Tan Han Chuan and Wong Hok Yim, to acquire 39.28 million shares of the company for RM33.39mil.

Upon completion, Ter and parties acting in concert will hold about 79.35 million Maica shares, representing 50.11% of the issued and paid up share capital of Maica.

As a consequence, the offerors will undertake an unconditional mandatory take-over offer to acquire all the remaining Maica shares for 85 sen a share.

The offer price is at a discount to Maica’s last traded price of 96 sen.

The offerer intends to maintain the listing status of Maica.

“In the event that the offeror receives acceptances resulting in the public shareholding spread of Maica becoming non-compliant to the listing requirements, the offeror will endeavour to place out sufficient number of Maica shares or procure Maica to carry out subsequent corporate exercise in order to rectify the non-comnpliance with public shareholding spread within three months from the closing date”.

In addition, the offeror confirmed that the offer “would not fail due to insufficient financial capability of TER Equity” and that every accepting holders “will be paid in full by cash”.