PETALING JAYA: Malayan Cement Bhd has received its shareholders’ approval to proceed with the acquisition of YTL Cement Bhd’s entire cement and ready-mixed concrete operations in Malaysia for a total consideration of RM5.2bil.
The approval was given at an EGM yesterday.
The total consideration of RM5.2bil which is subject to adjustments at point of completion, will be settled via RM2bil in cash, RM1.4bil through the issuance of 375.5 million new ordinary shares in Malayan Cement and RM1.75bil through the issue of 466.7 million new irredeemable convertible preference shares (ICPS) in Malayan Cement, according to a statement.
The statement added that the issue price for the new Malayan Cement shares and ICPS to be issued has been fixed at RM3.75 per share/ICPS.
This is the price per share paid by YTL Cement for the acquisition of its 76.98% equity interest in Malayan Cement in 2019, which was premised on the potential synergies that would arise from the integration of businesses between the two groups, it said.
“The partial settlement of the consideration through the issuance of new shares and ICPS rather than wholly in cash is intended to enable Malayan Cement to optimise its cash reserves and gearing levels.
“The strategic realignment will foster value creation for shareholders of Malayan Cement and allow investors to invest directly on a focused basis in Malaysia’s leading building materials company.”
Executive chairman of both companies Tan Sri Francis Yeoh Sock Ping said: “We are extremely grateful for the steadfast support from our minority shareholders of Malayan Cement throughout this process, which has seen them endorse our long-term vision from the start.
“This includes the new shareholders who came onboard and ensured the success of the private placement exercise in June this year, a key building block of this strategic asset rationalisation plan to build value for Malayan Cement and its shareholders.”
Managing Director of YTL Cement and Malayan Cement Datuk Seri Michael Yeoh Sock Siong said the transaction will bolster profitability and value enhancement, increasing the size of Malayan Cement’s cement and ready-mixed concrete businesses, whilst enabling YTL Cement to consolidate similar operating businesses under a singular umbrella.