TAMADAM BONDED WAREHOUSE BERHAD (“TAMADAM” OR “COMPANY”)
I. PROPOSED ACQUISITION OF 51% EQUITY INTEREST IN BRAHIM’S-LSG SKY CHEFS HOLDINGS SDN BHD (“BLH”) COMPRISING 510,000 ORDINARY SHARES OF RM1.00 EACH (“SHARES”) FOR A PURCHASE CONSIDERATION OF RM136.5 MILLION FROM BRAHIM’S INTERNATIONAL FRANCHISES SDN BHD (“BIF”) TO BE SATISFIED BY THE ISSUANCE OF 160,588,235 NEW SHARES IN TAMADAM VALUED AT RM0.85 PER SHARE (“PROPOSED BLH ACQUISITION”);
II. PROPOSED WAIVER TO BIF AND PARTIES ACTING IN CONCERT WITH IT FROM THE OBLIGATION TO EXTEND A MANDATORY GENERAL OFFER (“GO”) FOR ALL THE REMAINING SHARES NOT ALREADY OWNED BY THEM IN TAMADAM AND ALL NEW SHARES THAT MAY BE ALLOTED AND ISSUED PURSUANT TO THE EXERCISE OF THE COMPANY’S 2000/2010 WARRANTS (“WARRANTS”) AFTER THE PROPOSED BLH ACQUISITION (“PROPOSED BIF WAIVER”);
III. PROPOSED WAIVER TO TAMADAM AND PARTIES ACTING IN CONCERT WITH IT FROM THE OBLIGATION TO EXTEND A MANDATORY GO FOR ALL THE REMAINING SHARES NOT ALREADY OWNED BY THEM IN LSG SKY CHEFS-BRAHIM’S SDN BHD (“LSGB”), A 70%-OWNED SUBSIDIARY OF BLH, PURSUANT TO THE PROPOSED BLH ACQUISITION (“PROPOSED TAMADAM WAIVER”);
(ITEMS (II) AND (III) ARE TO BE COLLECTIVELY REFERRED TO AS “PROPOSED WAIVERS”)
IV. PROPOSED OFFER FOR SALE AND/OR PLACEMENT OF SHARES IN TAMADAM HELD BY BIF TO THE MALAYSIAN PUBLIC (“PROPOSED OFFER FOR SALE AND/OR PLACEMENT”); AND
V. PROPOSED INCREASE IN THE AUTHORISED SHARE CAPITAL OF TAMADAM FROM RM100,000,000 COMPRISING 100,000,000 SHARES TO RM500,000,000 COMPRISING 500,000,000 SHARES (“PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL”)
Further to the Company’s announcements dated 28 June 2007 and 13 September 2007 respectively, on behalf of the Company, AmInvestment Bank Berhad (formerly known as AmMerchant Bank Berhad) (a member of AmInvestment Bank Group) would like to announce that the applications on the Proposed Acquisition and the Proposed BIF Waiver have been submitted to the relevant authorities today for approval, save for the application on the Proposed Tamadam Waiver which will be submitted to the Securities Commission in due course.
This Announcement is dated 18 September 2007.