Ancom Nylex managing director and group CEO Lee Cheun Wei
KUALA LUMPUR: Ancom Logistics Bhd
(ALB) has proposed to acquire the entire share capital of Green Lagoon Technology Sdn Bhd for RM120mil, in exchange for one billion new shares in ALB at an issue price of 12 sen per share.
In separate announcements filed with Bursa Malaysia, ALB and its holding company Ancom Nylex Bhd said the purchase comes with a profit guarantee that Green Lagoon will contribute at least RM8mil profit after tax for the first full financial year after the proposed acquisition, and no less than RM10mil profit after tax for the second full financial year. Any shortfall will be compensated by the vendors to ALB in cash.
Concomitantly, ALB proposed a private placement of up to 183.33 million new shares to Ancom Nylex for the total sum of up to RM22mil, to be settled in cash at the issue price of 12 sen per ALB share.
This is provided that the total percentage of shareholding held by Ancom Nylex directly and indirectly in the share capital of ALB on completion of the proposed acquisition does not exceed 21% of the entire issued and paid-up share capital of ALB, it said.
ALB also proposed to dispose of all its subsidiaries to the Ancom Nylex at an independent valuation, to be satisfied in cash, with terms and conditions to be determined at a later date.
In a separate statement, Ancom Nylex said the proposed acquisition of Green Lagoon, a homegrown environmental solutions company, will support its goal of achieving full decarbonisation by 2025.
Green Lagoon specialises in the design, construction, operation and management of biogas plants, effectively transforming waste into valuable resources.
Earlier on Monday, Ancom Nylex released its latest financial results, revealing an all-time-high net profit of RM63.03mil in the nine months period to Feb 29, 2024, as compared to RM56.95mil in the previous corresponding period. The group posted a higher earnings per share of 6.64 sen from 6.4 sen previously.
Its revenue in 9MFY24, however, slipped to RM1.51bil from RM1.57bil in the same nine months in FY23.
Ancom Nylex attributed the healthy net profit performance to its agrichem segment, which experienced increased sales of products with better profit margins.
It said 9MFY24 earnings before interest and tax (EBIT) from the agrichem segment improved 23.4% year-on-year to RM79.3mil as compared to RM64.3mil in the previous year.
Moving forward, Ancom Nylex managing director and group CEO Lee Cheun Wei said the group is seeing sustained demand for its core AI-related products over in Latin and North America.
"Building on this, the group also plans to expand our proprietary product offerings to larger-hectarage crops in Latin America," he said in a statement.
Lee said the group has also implemented streamlining measures to optimise the industrial chemicals business.
"We are confident that these measures will reflect positively on the group’s performance in the coming financial year. At the same time, the group is also cognisant of the global market volatility and remains vigilant in managing these risks," he added.
