CLARIFICATION ON QUERY FROM BURSA MALAYSIA SECURITIES BERHAD PERTAINING TO THE NEWS ARTICLE APPEARING IN THE NANYANG SIANG PAU ONLINE, FINANCIAL SECTION ON 10 MARCH 2012 ENTITLED “ACQUISITION BY NAIM INDAH CORPORATION BERHAD OF 40% EQUITY INTEREST IN SHELL MALAYSIA TRADING SDN BHD’S LIQUIFIED PETROLEUM GAS BUSINESS THROUGH NATIONAL GAS COMPANY”
Announcement Details/Table Section :
We refer to the aforesaid news article which states the following:
1. NICORP will acquire 40% equity interest in Shell Malaysia Trading Sdn Bhd (“SMTSB”)’s liquified petroleum gas (“LPG”) business through National Gas Company (“NGC”);
2. According to the invitation from NICORP, there will be a signing ceremony with Aspire Rich Sdn. Bhd. (“Aspire”) in Sheraton Hotel, Kuala Lumpur on 13 March 2012.
The Board of Directors of NICORP wishes to announce that NICORP had on 13 March 2012 accepted a Letter of Invitation dated 12 March 2012 from Aspire to invite NICORP to solely and exclusively participate in the proposed acquisition of SMTSB’s LPG existing business and LPG’s assets through Aspire (“Proposed Acquisition”).
Currently, Aspire holds 40% equity interest in the special purpose vehicle (“SPV”) and the remaining 60% of the equity interest is held by NGC, a company incorporated under the laws of Oman.
The directors of Aspire are as follows:
1. Wan Zainalam Wan Yusoff
2. Wan Zulkifle Wan Yusoff
The shareholders of Aspire are as follows:
Names of Shareholders
% of Shareholdings
Wan Zainalam Wan Yusoff
Wan Zulkifle Wan Yusoff
NGC had won the bid through a bidding exercise carried out by SMTSB for the disposal of its LPG business and assets. On 8 March 2012, a letter of intent was issued by SMTSB to NGC to effect the disposal of such LPG business and assets to the aforesaid SPV for a purchase consideration of approximately RM275 million (“Transaction”). The completion of the Transaction is subject to terms and conditions to be agreed upon between SMTSB and the SPV and the execution of a definitive sale and purchase agreement thereof.
The manner of NICORP’s participation in the Proposed Acquisition is not stated in the Letter of Invitation. The Board of Directors had at a meeting held on 13 March 2012 resolved to accept the Letter of Invitation “as is where is basis”.
The Board of Directors of NICORP will proceed to negotiate with Aspire on the terms and conditions of the Proposed Acquisition. In addition, NICORP will engage relevant advisors to assist the Board of Directors to perform evaluation and viability study on the Proposed Acquisition, including the manner in which NICORP will participate in the Proposed Acquisition.
NICORP will make the necessary announcements as per the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) to Bursa Securities upon finalization of the terms and conditions in relation to the Proposed Acquisition.
In addition, we also wish to clarify that there is no signing ceremony with Aspire in Sheraton Hotel, Kuala Lumpur on 13 March 2012 in relation to the Proposed Acquisition.
This announcement is dated 13 March 2012.