OTHERS – BRAHIM’S HOLDINGS BERHAD (“the Company” or “BHB”) COLLABORATION AGREEMENT BETWEEN BHB AND ANA HOLDINGS INC (“ANA”)

BRAHIM’S HOLDINGS BERHAD

 

Type Announcement
Subject OTHERS
Description BRAHIM’S HOLDINGS BERHAD (“the Company” or “BHB”)
COLLABORATION AGREEMENT BETWEEN BHB AND ANA HOLDINGS INC (“ANA”)
 

 

 

  1. 1.               INTRODUCTION

 

The Board of Directors of BHB is pleased to announce that BHB, had on 6 January 2014, entered into a Collaboration Agreement (“CA”) with ANA Holdings Inc (“ANA”) to produce halal Japanese cuisine for in-flight catering in Japan and to consider the establishment of a joint venture for a Halal flight kitchen in Narita and Haneda Airports, Tokyo, Japan.

 

 

 

 

 

  1. 2.               INFORMATION ON ANA

 

2.1    ANA

 

ANA is a public listed company incorporated in Japan. The principal businesses of ANA comprised of provision of air transportation (via All Nippon Airways Co., Ltd) and travel services. The air transportation business includes in-flight food purchasing, which is operated through its subsidiary, ANA Catering Service Co., Ltd (“ANAC”).

 

 

 

  1. 3.               SALIENT TERMS OF THE CA

 

              The salient terms of the CA, which include amongst others, are as follows:

 

(a)            Washoku-Japanese collaboration at BHBANA, through ANAC, is keen on supervising and promoting Washoku-Japanese, not only on in-flight cuisine to be served on airlines, but also on Japanese food menus in general by making full utilization of BHB’s production in line with Brahim’s brand name. Further, ANA is considering the opportunity to procure Japanese food, such as Japanese style curry produced by BHB, for supply on ANA’s Asian routes;

             [Washoku means Japanese Cuisine]

 

(b)            Halal kitchen at ANAC: ANAC is keen on collaborating with BHB, exclusively for concerned foreign carriers landing in Narita and Haneda airports in Japan, to supply Halal in-flight meals with the utilisation of ANAC’s existing facility in the early stage. As the business grows, both Parties will consider the establishment of a joint venture for the stage of expansion of the facility;

 

 

(c)            Marketing of Brahim’s Products in Japan: BHB, via its affiliate Dewina Food Industries Sdn. Bhd. (“DFI”), is also in the business of producing a range of packagedready-to-eat-meals of Asian cooking sauces and condiments which consist of selected herbs, spices and natural ingredients, including without limitation, Brahim’s Malaysian Nyonya Sauce, Brahim’s Spicy Tomato Sauce, and Brahim’s chicken curry with potatoes (collectively known as “Brahim’s Products and Sauces”). BHB, via DFI,is desirous to market and distribute its products in Japan through its branch in Japan, Brahim’s Food Japan Co. Ltd., with the assistance of ANA Trading Co Ltd as thedistributor in Japan;

 

(d)           Supply of BHB Products to hotels in JapanIHG-ANA, a joint venture between InterContinental Hotels Group and ANA, operates ANA InterContinental, ANA Crowne Plaza, and ANA Holiday Inn throughout Japan, and is keen on the procurement of Brahim’s Products and Sauces to be served to Muslim guests through Brahim’s Food Japan Co,. Ltd;

 

 

 

 

(e)            Both parties need not activate their collaboration in all areas at the same time, such as, they may activate Clause 3(c) and (d) above as soon as possible; and

 

(f)             In respect to the area of collaboration stated in Clause 3(a) and (b) above, both parties will have three (3) months of exclusivity (from the date of the Agreement) to mutually agreed upon and entered into more definitive and specific agreements relating to these areas for a term of five (5) years extendable by mutual agreement for another five (5) years, failing which, at the end of three (3) months, the exclusivity as it relates to both parties dealing only with each other or to the place (i.e. Narita and Haneda) will end.

 

For the avoidance of doubt, the areas of collaboration stated above are mutually independentas, if both parties do not finalise or consummate their collaboration in one area, it will not affect their collaboration in other areas.

 

The CA shall remain in effect for a period of one (1) year from the date of the CA unless earlier terminated in accordance with the provision of the CA.

 

 

 

  1. 4.               RATIONALE

 

The objective of the CA is to form a strategic business alliance and business collaboration to explore ways and draw on the inherent synergies of the respective parties, i.e. BHB and ANA to gain new market share in Halal flight catering, increased distribution and positioning in the Asia Pacific region to tap the Halal food market in both Japan and Malaysia and other parts of Asia.

 

 

 

 

 

  1. 5.               EFFECT OF THE CA

 

The CA is not expected to immediately have material effects on the earnings per share, net assets per share, gearing, share capital and substantial shareholders’ shareholding of BHB for the financial year ending 31 December 2014.

 

 

 

  1. 6.               INTEREST OF MAJOR SHAREHOLDERS AND DIRECTORS

 

Save for Datuk Ibrahim bin Haji Ahmad, who is a major shareholder and the Executive Director of BHB, as well as a major shareholder and director of DFI, none of the other directors and/or major shareholders of BHB and/or persons connected to them have any interest, direct or indirect, in the CA.

 

 

 

  1. 7.               DIRECTOR’S STATEMENT

 

The Board of Directors of BHB, having considered the rationale and terms of the CA, is of the opinion that the CA is in the best interest of the Company.

 

 

 

  1. 8.               DOCUMENTS FOR INSPECTION

 

A copy of the CA is available for inspection at the registered office of the Company located at 10th Floor, Menara Hap Seng, No. 1 & 3, Jalan P. Ramlee, 50250 Kuala Lumpur during normal business hours on Mondays to Fridays (except Saturdays, Sundays and Public Holidays) for a period of three (3) months from the date of this announcement.

 

 

 

This announcement is dated 7 January 2014.