Bursa Announcements

TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)

BackAug 29, 2012
Type Reply to query
Reply to Bursa Malaysia's Query Letter - Reference ID IJ-120829-34398
Subject TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS)
Description BONIA CORPORATION BERHAD (“BONIA” OR THE “COMPANY”)

UNCONDITIONAL TAKE-OVER OFFER BY AMINVESTMENT BANK BERHAD, ON BEHALF OF THE FREEWAY TEAM SDN BHD, CHIANG SANG SEM AND CHIANG FONG YEE (COLLECTIVELY REFERRED TO AS “JOINT OFFERORS”), TO ACQUIRE ALL THE REMAINING ORDINARY SHARES OF RM0.50 EACH IN BONIA (“BONIA SHARE”) NOT ALREADY HELD BY THE JOINT OFFERORS AND PERSONS ACTING IN CONCERT WITH THEM (“OFFER SHARES”), FOR A CASH CONSIDERATION OF RM2.04 PER BONIA SHARE (“OFFER”)
Query Letter Contents We refer to the Company's announcement dated 28 August 2012, in respect of the
aforesaid matter.

In this connection, kindly furnish Bursa Malaysia Securities Berhad ("Bursa
Securities") with the following additional information for public release:-

Listing Status of Bonia and Compulsory Acquisition
It is noted that the Joint Offerors' intention is to maintain the listing
status of Bonia. However, it is also noted that the Joint Offerors shall
have the absolute discretion to decide whether to invoke the compulsory
acquisition provision of Section 222(1) of CMSA if the acceptances received by
the Joint Offerors resulted in the Joint Offerors and the PACs holding not less
nineths (9/10) in the nominal value of the Offer Shares. 
 
Given the above, the Joint Offerors is required to make known its stance as at
the date of the Notice of Take-Over Offer on whether they intend or not to
invoke the compulsory acquisition provision of Section 222(1) of CMSA
("Intention to invoke Compulsory Acquisition"). You are hereby reminded
that the intention to invoke compulsory acquisition by the Joint Offeror must
be consistent with the stance with regard to the listing status of Bonia.

Please furnish Bursa Securities with your reply within one (1) market day from
the date hereof.


Yours faithfully




HENG TECK HENG
Head, Issuers
Listing Division
Regulation
HTH/IJ
c.c:- General Manager and Head, Market Surveillance, Securities Commission
(via fax

We refer to the announcement dated 28 August 2012 (“Announcement”) and Bursa Malaysia Securities Berhad’s (“Bursa Securities”) query letter dated 29 August 2012 in respect of the Notice pursuant to the Offer.

Unless otherwise stated, defined terms used in this announcement shall carry the same meanings as defined in the Announcement and the Notice dated 28 August 2012.

The Board of Directors of Bonia (“Board”) wishes to announce that in the supplemental notice pertaining to the Offer (“Supplemental Notice”) which was received on even date, the Joint Offerors have decided that should the acceptances received by the Joint Offerors pursuant to the Offer resulted in the Joint Offerors and the PACs holding not less than nine-tenths (9/10) in the nominal value of the Offer Shares (excluding Bonia Shares already held at the date of the Offer by the Joint Offerors and the PACs), the Joint Offerors do not intend to invoke the compulsory acquisition provision of Section 222(1) of the CMSA.

Further, the Joint Offerors have also stated in the Supplemental Notice that they intend to maintain the listing status of Bonia.

Bonia had also, today, announced the receipt of the Supplemental Notice.

This announcement is dated 29 August 2012.

 


Announcement Info

Company Name BONIA CORPORATION BERHAD  
Stock Name BONIA    
Date Announced 29 Aug 2012  
Category General Announcement
Reference No BC-120829-62342