BORROWING OF FUNDS

The Board of Directors of the Company wishes to inform that the Company has on 30 November 2012 signed a fully underwritten financing commitment with Standard Chartered Bank Malaysia Berhad subject to the term and conditions as stipulated in the Term Sheet and Facilities Agreementto fund the purchase price for the proposed acquisition of 49% equity interest in Brahim’s-LSG Sky Chefs Holdings Sdn Bhd for a cash consideration of RM130 million (“Proposed BLH Acquisition”):

 

The financing will be structured as :

 

<!–[if !supportLists]–>(a) <!–[endif]–>Amortising Senior Secured Term Loan Facility of up to RM110 million; and

 

<!–[if !supportLists]–>(b) <!–[endif]–>Senior Secured Bridge Loan Facility of up to RM50 million.

 

(hereinafter referred to as “Facilities”)

 

The Facilities are for the purposes, in addition to the proposed BLH acquisition, are for refinancing of the existing indebtedness, general corporate purposes, payment of fees, costs and expenses incurred in connection with the Proposed BLH Acquisition and funding the Debt Service Reserve Account.

 

The Facilities will not have any significant effect on the earnings per share, net assets per share, share capital and substantial shareholders’ shareholding of the Company and its Group of Companies for the financial year ending 31 December 2012.

 

The effect on the gearing of Brahim’s Group, after drawing down the Facilities would be 1.11 times for the financial year ending 31 December 2012.

 

None of the Directors and/or major shareholders of the Company and/or persons connected with them have any interest, direct or indirect, in the Facilities.

 

The Board of Directors of the Company does not envisage any specific risk to be associated with the acceptance of the Facilities, apart for the finance costs.

 

The Board of Directors of the Company is of the opinion that the Facilities are in the best interest of Brahims’ Group.

 

Please refer to the attached media release.

 

This announcement is dated 30 November 2012.