KUALA LUMPUR: PTT Synergy Group Bhd has proposed to acquire 100% equity interest in Pembinaan Tetap Teguh Sdn Bhd (PTTSB) for RM152mil.
The construction company, in a Bursa filing said it had entered into a conditional share sale agreement (SSA) with Teo Swee Phin (TSP), Teo Swee Leng (TSL) and Faddly Nordin for the proposed acquisition of 25 million ordinary shares, or 100% equity interest in PTTSB.
PTT said the proposed acquisition is deemed to be a related party transaction in view of the interests of certain directors and major shareholders of the company in the proposed acquisition.
Accordingly, BDO Capital Consultants Sdn Bhd has been appointed to act as the independent adviser to advise the non-interested directors and non-interested shareholders of the company in respect of the proposed acquisition.
PTT said the proposed acquisition comes with a profit guarantee of RM34mil on an aggregate basis. The cumulative profit guarantee shall be divided over a period of two years resulting in an average annual profit guarantee of RM17mil.
The purchase consideration will be satisfied via a combination of the cash consideration and the allotment and issuance of the consideration shares to the vendors. The cash consideration shall be funded via bank borrowings.
“The proposed acquisition which entails the acquisition of PTTSB, which is also involved in the construction business represents a strategic investment and is undertaken in-line with the group’s objectives and strategy to grow its construction business,” it said.
The group said it would also provide an opportunity for PTT Group to bolster its earnings stream which is expected to strengthen the financial performance for the next two financial years of the enlarged PTT Group.
As at March 8, PTTSB has 11 on-going construction projects with an aggregate contract value of RM539.85mil.