| Type | Announcement |
| Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS |
| Description |
BRAHIMS HOLDINGS BERHAD ("BHB" OR THE "COMPANY")
DISPOSAL OF 49% EQUITY INTEREST IN BRAHIMS AIRLINE CATERING HOLDINGS SDN BHD ("BACH") FOR AN AGGREGATE CASH DISPOSAL CONSIDERATION OF UP TO RM218 MILLION ("DISPOSAL")
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Unless otherwise stated, words and expressions used in this announcement shall have the same meaning as those attributed to them in the circular to shareholders in relation to the Disposal dated 31 December 2015 (“Circular”).
Reference is made to the announcements dated 22 October 2015, 27 October 2015, 18 December 2015, 30 December 2015, 15 January 2016 and the Circular.
On behalf of the Board, Affin Hwang IB and HLIB wish to announce that the Disposal has been completed on 5 February 2016 following the fulfilment of the Conditions Precedent, Conditions to Completion and payment by the Purchaser of the Base Consideration of RM110.0 million to BHB (in accordance with the terms of the SSA) (“Completion”).
Upon execution of the SSA on 18 December 2015, BHB, the Purchaser and BAC had confirmed the finalisation of the terms of the SHA, which is to be executed on Completion. Accordingly, the SHA has been executed on 5 February 2016. The salient terms of the SHA are set out in Section 2.5 of the Circular. The SHA will be available for inspection during normal business hours at BHB’s registered office at 10th Floor, Menara Hap Seng, No. 1 & 3, Jalan P. Ramlee, 50250 Kuala Lumpur, Malaysia from Mondays to Fridays (except public holidays) for a period of 3 months from the date of this announcement.
Based on the terms of the SSA:
(a) the Base Earn-out Consideration of RM90.0 million shall be paid by the Purchaser in cash on Completion to an escrow agent to be jointly appointed by the parties (“Escrow Agent”); and
(b) on Completion, BHB, the Purchaser and the Escrow Agent shall execute an escrow agreement (“Escrow Agreement”).
Notwithstanding the terms of the SSA, BHB and the Purchaser have, on 5 February 2016, mutually agreed that the execution of an Escrow Agreement shall become a condition subsequent to Completion where the parties shall in good faith co-operate with each other by executing all documents and taking such steps as may be necessary to execute the Escrow Agreement within one (1) month from Completion. Further announcement will be made by the Company in due course upon the appointment of the Escrow Agent and the execution of an escrow agreement.
This announcement is dated 5 February 2016. |
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Author Archives: admin
BRAHIMS – Changes in Sub. S-hldr’s Int. (29B) – KOPERASI PERMODALAN FELDA MALAYSIA BERHAD
Particulars of substantial Securities Holder
| Name | KOPERASI PERMODALAN FELDA MALAYSIA BERHAD |
| Address | Aras 8, Balai Felda, Jalan Gurney 1 Kuala Lumpur 54000 Wilayah Persekutuan Malaysia. |
| NRIC/Passport No/Company No. | Koop Negara No.39 |
| Nationality/Country of incorporation | Malaysia |
| Descriptions (Class & nominal value) | Ordinary Shares of RM1.00 each |
| Name & address of registered holder | KOPERASI PERMODALAN FELDA MALAYSIA BERHAD Aras 8, Balai Felda, Jalan Gurney 1 54000 Kuala Lumpur |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Description of Others | Date of change |
No of securities
|
Price Transacted (RM)
|
| Disposed | 11 Jan 2016 |
265,800
|
||
| Disposed | 12 Jan 2016 |
172,000
|
||
| Disposed | 13 Jan 2016 |
365,500
|
||
| Disposed | 14 Jan 2016 |
1,211,500
|
| Circumstances by reason of which change has occurred | Sell of Shares |
| Nature of interest | Direct interest |
| Direct (units) | 11,847,950 |
| Direct (%) | 5.014 |
| Indirect/deemed interest (units) | 0 |
| Indirect/deemed interest (%) | |
| Total no of securities after change | 11,847,950 |
| Date of notice | 15 Jan 2016 |
GENERAL MEETINGS: Outcome of Meeting
| Type of Meeting | Extraordinary General Meeting |
| Indicator | Outcome of Meeting |
| Date of Meeting | 15 Jan 2016 |
| Time | 10:30 AM |
| Venue |
Café Barbera, 18, Lorong Maarof, Bangsar Park, 59000 Kuala Lumpur |
| Outcome of Meeting |
We refer to the announcement dated 30 December 2015.
On behalf of the Board of Directors of Brahim’s Holdings Berhad (“BHB“), Affin Hwang Investment Bank Berhad and Hong Leong Investment Bank Berhad are pleased to announce that the shareholders of BHB have at the extraordinary general meeting (“EGM”) of the Company held on 15 January 2016, approved the ordinary resolution as set out in the Notice of EGM dated 31 December 2015 in relation to the proposed disposal of 49% equity interest in Brahim’s Airline Catering Holdings Sdn Bhd for an aggregate cash disposal consideration of up to RM218 million (subject to adjustment).
This announcement is dated 15 January 2016. |
Changes in Sub. S-hldr’s Int. (29B) – KOPERASI PERMODALAN FELDA MALAYSIA BERHAD
Particulars of substantial Securities Holder
| Name | KOPERASI PERMODALAN FELDA MALAYSIA BERHAD |
| Address | Aras 8, Balai Felda, Jalan Gurney 1 Kuala Lumpur 54000 Wilayah Persekutuan Malaysia. |
| NRIC/Passport No/Company No. | Koop Negara No. 39 |
| Nationality/Country of incorporation | Malaysia |
| Descriptions (Class & nominal value) | Ordinary Shares of RM1.00 each |
| Name & address of registered holder | KOPERASI PERMODALAN FELDA MALAYSIA BERHAD Aras 8, Balai Felda, Jalan Gurney 1 54000 Kuala Lumpur |
Details of changes
Currency: Malaysian Ringgit (MYR)
| Type of transaction | Description of Others | Date of change |
No of securities
|
Price Transacted (RM)
|
| Disposed | 05 Jan 2016 |
100,000
|
||
| Disposed | 08 Jan 2016 |
740,600
|
| Circumstances by reason of which change has occurred | Sell of Shares |
| Nature of interest | Direct interest |
| Direct (units) | 13,862,750 |
| Direct (%) | 5.87 |
| Indirect/deemed interest (units) | 0 |
| Indirect/deemed interest (%) | 0 |
| Total no of securities after change | 13,862,750 |
| Date of notice | 11 Jan 2016 |
Announcement Info
| Company Name | BRAHIM’S HOLDINGS BERHAD |
| Stock Name | BRAHIMS |
| Date Announced | 12 Jan 2016 |
| Category | Change in Substantial Shareholders Interest Pursuant to Form 29B |
| Reference Number | CS2-11012016-00062 |
Change in Boardroom – ENCIK MOHAMED ZAMRY BIN MOHAMED HASHIM
| Date of change | 31 Dec 2015 |
| Name | ENCIK MOHAMED ZAMRY BIN MOHAMED HASHIM |
| Age | 59 |
| Nationality | Malaysia |
| Designation | Managing Director |
| Directorate | Executive |
| Type of change | Resignation |
| Reason |
Due to present state of health |
| Details of any disagreement that he/she has with the Board of Directors | No |
| Whether there are any matters that need to be brought to the attention of shareholders | No |
| Qualifications |
Bachelor of Arts (Hons) in Accounting from the University of Bolton, UK Masters of Marketing from the University of Newcastle, Australia Diploma in Insurance, a Part 1 Banking Diploma from the Institute of Bankers, UK A Diploma in Banking and Financial Services from the Institute Bank-Bank Malaysia Associate Member of the Malaysian Insurance Institute Associate of the Chartered Institute of Insurance, UK Associate of Institute Bank-Bank Malaysia Institute of Public Accountants, Australia Vice-Chairman of the Malaysian branch of the Institute of Public Accountants for a year |
| Working experience and occupation |
Standard Chartered Bank from 1977 to 1994 Guardian Royal Exchange Berhad from 1996 to 1998 AIP Business Advisory Sdn. Bhd. from 1998 to 2000 Victoria Integrated Industrial Park Australia from 1998 to 2000 Spartec Holdings Sdn. Bhd. from 2000 to 2002 Perbadanan Komputer Nasional Berhad from 2002 to 2003 Animated Electronics Industries Sdn. Bhd. from 2003 to 2004 TAP Capital Sdn. Bhd. in 2005 |
| Family relationship with any director and/or major shareholder of the listed issuer |
Nil |
| Any conflict of interests that he/she has with the listed issuer |
Nil |
| Details of any interest in the securities of the listed issuer or its subsidiaries |
Nil |
Change in Boardroom
Change in Boardroom
| BRAHIM’S HOLDINGS BERHAD |
| Date of change | 31 Dec 2015 |
| Name | ENCIK AHMAD FAHIMI BIN IBRAHIM |
| Age | 31 |
| Nationality | Malaysia |
| Designation | Alternate Director |
| Directorate | Executive |
| Type of change | Cessation of Office |
| Reason |
Ceased to be an Alternate Director due to the resignation of Principal Director, Encik Mohamed Zamry Bin Mohamed Hashim |
| Details of any disagreement that he/she has with the Board of Directors | No |
| Whether there are any matters that need to be brought to the attention of shareholders | No |
| Qualifications |
Masters degree in Business Administration (majoring in Finance) Bachelors degree in Creative Multimedia (majoring in Film & Animation) |
| Working experience and occupation |
He is a Group Executive Officer at Dewina Holdings Sdn Bhd. A fluent speaker of English and Malay Language, he also has basic understanding of Japanese Language and culture. With the group of companies business interests in Japan expanding rapidly, further training will be done to improve communication skills to ensure smoother business dealings. |
| Family relationship with any director and/or major shareholder of the listed issuer |
Youngest son of the Chairman and Major Shareholder of the Company, Dato' Seri Ibrahim Bin Haji Ahmad |
| Any conflict of interests that he/she has with the listed issuer |
Nil |
| Details of any interest in the securities of the listed issuer or its subsidiaries |
Nil |
Change in Boardroom – ENCIK AHMAD FAHIMI BIN IBRAHIM
| Date of change | 31 Dec 2015 |
| Name | ENCIK AHMAD FAHIMI BIN IBRAHIM |
| Age | 31 |
| Nationality | Malaysia |
| Designation | Alternate Director |
| Directorate | Executive |
| Type of change | Others |
| Description | Appointment |
| Qualifications |
Masters degree in Business Administration (majoring in Finance) Bachelors degree in Creative Multimedia (majoring in Film & Animation) |
| Working experience and occupation |
He is a Group Executive Officer at Dewina Holdings Sdn Bhd. A fluent speaker of English and Malay Language, he also has basic understanding of Japanese Language and culture. With the group of companies business interests in Japan expanding rapidly, further training will be done to improve communication skills to ensure smoother business dealings. |
| Family relationship with any director and/or major shareholder of the listed issuer |
Youngest son of the Chairman and Major Shareholder of the Company, Dato' Seri Ibrahim Bin Haji Ahmad |
| Any conflict of interests that he/she has with the listed issuer |
Nil |
| Details of any interest in the securities of the listed issuer or its subsidiaries |
Nil |
Circular/Notice to Shareholders
| Subject | CIRCULAR TO SHAREHOLDERS IN RELATION TO THE PROPOSED DISPOSAL OF 49% EQUITY INTEREST IN BRAHIMS AIRLINE CATERING HOLDINGS SDN BHD FOR A PROPOSED AGGREGATE CASH DISPOSAL CONSIDERATION OF UP TO RM218 MILLION AND NOTICE OF EXTRAORDINARY GENERAL MEETING |
General Meetings: Notice of Meeting
| Type of Meeting | Extraordinary General Meeting |
| Indicator | Notice of Meeting |
| Description |
Brahim's Holdings Berhad Notice of Extraordinary General Meeting |
| Date of Meeting | 15 Jan 2016 |
| Time | 10:30 AM |
| Venue |
Café Barbera, 18, Lorong Maarof, Bangsar Park, 59000 Kuala Lumpur |
| Date of General Meeting Record of Depositors | 08 Jan 2016 |
TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) : NON RELATED PARTY TRANSACTIONS BRAHIMS HOLDINGS BERHAD (“BHB” OR THE “COMPANY”) PROPOSED DISPOSAL OF 49% EQUITY INTEREST IN BRAHIMS AIRLINE CATERING HOLDINGS SDN BHD (“BACH”) FOR A PROPOSED AGGREGATE CASH DISPOSAL CONSIDERATION OF UP TO RM218 MILLION (“PROPOSED DISPOSAL”)
| BRAHIM’S HOLDINGS BERHAD |
| Type | Announcement |
| Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS |
| Description | BRAHIMS HOLDINGS BERHAD (“BHB” OR THE “COMPANY”)
PROPOSED DISPOSAL OF 49% EQUITY INTEREST IN BRAHIMS AIRLINE CATERING HOLDINGS SDN BHD (“BACH”) FOR A PROPOSED AGGREGATE CASH DISPOSAL CONSIDERATION OF UP TO RM218 MILLION (“PROPOSED DISPOSAL”) |
| Reference is made to the announcements dated 22 and 27 October 2015.
On behalf of the Board of Directors of BHB (“Board”), Affin Hwang Investment Bank Berhad and Hong Leong Investment Bank Berhad wish to announce that BHB has on 18 December 2015, entered into a conditional share sale agreement with SATS Investments Pte Ltd in relation to the Proposed Disposal.
Please refer to the attachment for further details on the Proposed Disposal.
This announcement is dated 18 December 2015. |
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Please refer attachment below.