KUALA LUMPUR: Lembaga Tabung Angkatan Tentera (LTAT) has issued a notice of conditional voluntary takeover offer to Boustead Holdings Bhd for the 40.58% stake or 822.51 million shares it does not already own in the company at 85.5 sen per share.
In a statement, the armed forces pension fund, which holds a 59.42% interest in Boustead, said the offer is conditional upon the Minister of Finance's approval upon Bank Negara's recommendation and approval under Section 87 of the Financial Services Act 2013 and Section 99 of the Islamic Financial Services Act 2013 to allow it to acquire up to 100% equity interest in Boustead.
The offer is also conditional upon a waiver from Bank Negara from complying with Section 110 of the FSA and Section 122 of the IFSA in relation to the requirement for LTAT and/or its nominated company to be approved as a financial holding company of Affin Bank Bhd and other relevant licensed entities.
In accordance with the Rules on Take-overs, Mergers and Compulsory Acquisitions issued by Securities Commission Malaysia, the conditions must be fulfilled within 21 days after the first closing date.
LTAT noted that the the offer is not conditional upon any minimal level of acceptance as it owns more than 50% of the voting shares in the company.
"The Offer represents a significant step for LTAT in taking Boustead private allowing for, greater flexibility for LTAT to implement the turnaround plan for Boustead as part of its objective in ensuring the sustainability of the fund for the Malaysian Armed Forces and veterans, in line with LTAT's on-going transformation plan," said the fund.
It added that it presently does not have any plan to dismiss or make redundant any of the employees of Boustead group as a direct consequence of the Offer.
As LTAT already has statutory control over Boustead, the offer will not result in any mandatory offer to acquire the remaining voting shares in Affin Bank, Boustead Plantations Bhd
, Boustead Heavy Industries Corp Bhd and Pharmaniaga Bhd it does not already own.
In a filing with Bursa Malaysia, Boustead said LTAT does not intend to maintain the listing status of Boustead.
Shares in Boustead were last traded three sen or 4.8% higher at 65.5 sen before the lunch break and subsequent trading suspension, with a total of 5.09 million shares exchanging hands.
Trading in the shares will resume at 9am on Friday (March 3).
