
News
Transactions (Chapter 10 Of Listing Requirements) : Non Related Party Transactions
Type | Announcement |
Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS |
Description |
QL RESOURCES BERHAD ("QL" OR THE "COMPANY") (I) ACQUISITION OF 20,640,000 ORDINARY SHARES IN BOILERMECH HOLDINGS BERHAD ("BOILERMECH") BY QL GREEN RESOURCES SDN BHD ("QLGR" OR THE "OFFEROR"), A WHOLLY-OWNED SUBSIDIARY OF QL, FOR A TOTAL CASH CONSIDERATION OF RM19,608,000; AND (ii) CONDITIONAL MANDATORY TAKE-OVER OFFER BY QLGR TO ACQUIRE ALL THE REMAINING ORDINARY SHARES IN BOILERMECH NOT ALREADY HELD BY THE OFFEROR ("OFFER SHARE(S)") FOR A CASH CONSIDERATION OF RM0.95 PER OFFER SHARE |
On behalf of the Board of Directors (“Board”) of QL, UOB Kay Hian Securities (M) Sdn Bhd (“UOBKH”) wishes to announce that QLGR had, on 3 December 2020, entered into an unconditional share acquisition agreement with Leong Yew Cheong (“Vendor”) to acquire 20,640,000 ordinary shares in Boilermech ("Boilermech Share(s)") (representing 4.00% equity interest in Boilermech) for a total cash consideration of RM19,608,000 or RM0.95 per Boilermech Share (“SAA”). The Acquisition is undertaken by QL group as part of its strategy to increase its exposure to businesses within the Environmental, Social and Governance sector (“ESG Sector”). Boilermech, being a leading clean energy and environmental technology specialist in Malaysia, fits into QL group’s growth strategy.
Upon completion of the Acquisition, the equity interest of the Offeror in Boilermech will increase from approximately 44.15% to approximately 48.15%. Accordingly, pursuant to Section 218(2) of the Capital Markets and Services Act 2007 (“CMSA”) and Paragraph 4.01(b) of the Rules on Take-overs, Mergers and Compulsory Acquisitions issued by the Securities Commission Malaysia (“SC”) (“Rules”), the Offeror is obliged to extend a conditional mandatory take-over offer to acquire all the Offer Shares at the Offer Price of RM0.95 per Offer Share (“Offer”). The Board deems this Offer as a technical general take-over offer to comply with the Rules and as such, it is the intention of the Board to maintain the listing status of Boilermech on the Main Market of Bursa Securities.
In view thereof, UOBKH, on behalf of the Offeror, had served the notice on the Offer to the board of directors of Boilermech ("Boilermech Board") on even date ("Notice") in accordance with Paragraph 9.10(1) of the Rules.
Please refer to the Notice and attachment below for futher details on the Offer and the Acquisition.
This announcement is dated 3 December 2020.
Please refer attachment below.
Announcement Info
Company Name | QL RESOURCES BERHAD |
Stock Name | QL |
Date Announced | 03 Dec 2020 |
Category | General Announcement for PLC |
Reference Number | GA1-03122020-00092 |
Attachments
- Announcement_-_Acquisition_and_Offer_(3_December_2020).pdf (Size: 431,366 bytes)
- Notice_of_Take-Over_(3_December_2020).pdf (Size: 538,498 bytes)