General Announcement
Reference No OI-110818-61573
Submitting Merchant Bank
:
OSK INVESTMENT BANK BERHAD
Company Name
:
JOHORE TIN BERHAD
Stock Name
:
JOHOTIN
Date Announced
:
18/08/2011
Type
:
Announcement
Subject
:
MULTIPLE PROPOSALS
Description
:
JOHORE TIN BERHAD (“JTB” OR THE “COMPANY”)

I.   PROPOSED ACQUISITION BY JTB OF THE ENTIRE ISSUED AND PAID-UP SHARE CAPITAL OF ABLE DAIRIES SDN BHD (“ADSB”) COMPRISING 1,500,000 ORDINARY SHARES OF RM1.00 EACH FROM KUA JIN GUANG @ KAU KAM ENG, NG KENG HOE, LAI SHIN LIN AND LOCK TOH PENG FOR A PURCHASE CONSIDERATION OF RM31,000,000 (“PROPOSED ACQUISITION”);

II.  PROPOSED DIVERSIFICATION OF THE BUSINESS OF JTB GROUP INTO FOOD AND BEVERAGE MANUFACTURING (“PROPOSED DIVERSIFICATION”); AND

III. PROPOSED AMENDMENTS TO THE OBJECT CLAUSES IN THE MEMORANDUM OF ASSOCIATION OF JTB (“PROPOSED AMENDMENTS”)

(COLLECTIVELY REFERRED TO AS THE “PROPOSALS”)

Attachments
:
Announcement 18.08.2011.pdf
Announcement Details/Table Section :

On behalf of the Board of Directors of JTB (“Board”), OSK Investment Bank Berhad (“OSK”) wishes to announce that JTB had, on 18 August 2011 entered into a conditional Share Sale Agreement with Kua Jin Guang @ Kau Kam Eng, Ng Keng Hoe, Lai Shin Lin and Lock Toh Peng for the acquisition of 1,500,000 ordinary shares of RM1.00 each in ADSB, representing the entire equity interest in ADSB, for a purchase consideration of RM31,000,000 to be satisfied by way of cash amounting to RM27,000,000 and the issuance of 4,000,000 ordinary shares of RM1.00 each in JTB (“JTB Shares”) at an issue price of RM1.00 per JTB Share. Pursuant to the Proposed Acquisition, OSK on behalf of the Board also wishes to announce that JTB wishes to undertake a diversification of the business of JTB and its subsidiaries into food and beverage (“F&B”) manufacturing. In addition, the object clauses in the Memorandum of Association of JTB are proposed to be amended to incorporate additional provisions to cover the new functions and nature of business of the Group in F&B manufacturing.

Further details of the Proposals are set out in the attachment.

This announcement is dated 18 August 2011.