RATIONALE FOR THE PROPOSALS. The principal activity of SYF is investment holding whilst its subsidiaries are principally engaged in rubberwood material processing, furniture manufacturing and export of moulded timber, furniture and furniture products. The Proposed Diversification represents part of SYF’s long term strategy to diversify into other industry with strong growth prospects instead of depending mainly on SYF’s furniture business which have been adversely impacted by amongst others, the global economic downturn, the strengthening of the RM relative to the USD (which affected overseas sales), as well as the increase in raw material prices for the manufacturing of finished furniture products which eroded profit margins. The Directors of SYF are of the opinion that diversifying into property development business will offer good growth prospects for the Group in the long term given the said industry’s dynamism and the Group can leverage on the competencies and experience of the Directors and key management of the Group in the existing property development business. In addition, the Proposed Diversification will potentially provide the Group with another stream of revenue and diversifies its earnings base. In addition, the Board has also appointed KGV to conduct a market study on the development of the Hi Tech Lands and Kiara Plaza Lands. KGV had vide its reports dated 10 November 2011 (“Feasibility Reports”) assessed the said developments, their impact on the property market in Semenyih and the marketability of the said developments. After taking into consideration of the results of the Feasibility Reports, the Board is of the view that the said developments are viable.
RATIONALE FOR THE PROPOSALS. The location of the oil palm plantation of Hamparan, the subsidiary of SNMU is in close proximity to the oil palm plantation owned by Nala, a 95% owned subsidiary of Miasa. The Proposals are to establish synergistic relationship based on mutual cooperation and sharing of resources between both parties in oil palm plantation development. Nala has plans to construct a palm oil mill on its oil palm plantation and the mutual relationship established with SNMU Group will enhance the process of securing fresh fruit bunches from Hamparan’s oil palm plantation. The Proposals are expected to contribute positively to the future earnings of the NPC Group.
RATIONALE FOR THE PROPOSALS. The Proposals are the best possible arrangement for CITAGLOBAL to both realise and exit from its investment in SE SATU, in line with the Company’s business strategy to focus its resources in the Group’s operations in civil engineering and construction, oil and gas, power generation, property development, manufacturing and renewable energy.
RATIONALE FOR THE PROPOSALS. Amidst an uncertain global growth environment and an increasingly competitive industry environment that has witnessed the emergence of new competitors and the growing acceptance of social media as a legitimate platform as a recruitment tool, the Board is constantly evaluating the long term strategy of the business. This includes assessing the ways in which the Company can grow organically as well as through value-accretive transactions which may include but are not limited to acquisition and/or divestment opportunities. The Proposed Disposals represent an attractive offer and will allow JobStreet to immediately unlock substantial value in the online job portal business which is consistent with the Company’s intent of maximising returns to shareholders. The Proposed Distribution provides immediate significant liquidity to shareholders and is undertaken to reward shareholders.
RATIONALE FOR THE PROPOSALS. 5.1 Increase in gross revenue, net property income and income distribution to the unitholders of Axis-REIT (“Unitholders”)
5.2 Gearing ratio of Axis-REIT after the Proposed Development is below the permissible threshold stipulated in the Guidelines on Real Estate Investment Trusts issued by the Securities Commission Malaysia (“SC”)
RATIONALE FOR THE PROPOSALS. Sentoria has concentrated most of its development activities in the East Coast of Peninsular Malaysia and amongst the project undertaken by the Group is the integrated resort known as Bukit Gambang Resort City (“BGRC”) located in Kuantan, Pahang Darul Makmur. The BGRC spanning a land area of 547.0 acres comprise resort suites, residential and commercial development, theme parks and other attractions including a Safari Park and the Bukit Gambang Water Park, one of the largest water parks in Malaysia. The Proposals provide an opportunity for the Group to diversify its activities to include the West Coast of Peninsular Malaysia and leveraging on its track record on the BGRC, Sentoria intends to develop the Sale Land and the Development Land into a theme park similar to the BGRC on a joint venture. The 4 Components would enhance the attractiveness and marketability of the mixed residential and commercial development on the Development Land pursuant to the JVA in addition to complement and to derive economies of scale from the operations of the various elements of the theme parks to be completed under the DRA.
RATIONALE FOR THE PROPOSALS. The entry into the Proposed JV with MFA is the culmination of the Heads of Terms entered into between the Parties earlier in March this year. Since then, the Parties have been working on the detailed plans and designs for the Retail Portfolio to make it an outstanding destinational highlight for the entire BBCC Development. The Retail Mall will be developed under the Mitsui Shopping Park Lalaport brand. This regional mall concept, first conceived by MF over 35 years ago, has evolved from a “place where people gather” to a “place where people interact”. Equipped with world-class facilities, the Retail Portfolio will be a hybrid mall combining a Lalaport-type indoor shopping mall and an outdoor Retail Podium featuring high-end brands, restaurants and cafes. The Retail Mall is inspired by the concept of simplicity and materiality, effortlessly blending understated Japanese design features with the warmth of natural elements. This will complement BBCC’s plans to create a sanctuary in the midst of the densely built urban environment through a 4-acre lushly landscaped park on the rooftop of the mall. The mall will be easily accessible with three (3) tunnels bringing shoppers directly into the underground parking featuring over 2,400 carparks. Mall-goers will also be able to reach the mall via the Hang Tuah monorail and LRT stations as well as the future Merdeka MRT station. MFA will act as the development manager of the Retail Mall to organise, design and oversee construction of the Retail Mall and thereafter to provide advisory services for the management and operations of the Retail Mall. MF is the largest Japanese real estate conglomerate involved in the development of housing properties, office buildings, shopping centers, hotels, sport and leisure facilities as well as resort facilities. The Group boasts impressive credentials in retail development, currently managing over 100 retail properties in Japan and abroad. With more than three (3) decades in retail mall operations, MF brings with them a wealth of experience in mall design, management and operation skills as well as their strong relationships with a large network of Japanese and international retailers. With MFA’s participation, there is strategic opportunity for the project to attract new-to-market Japanese and Asian brands by leveraging on their established network of retailers. In addition, MFA is committed to introduce the unique brand of Japanese hospitality and service quality which is renowne...
RATIONALE FOR THE PROPOSALS. The Proposed SOL-KMCOB Restructuring is intended to establish SOL as an investment holding company for SCOMI’s current oilfield businesses and to accommodate any future expansion into other synergistic oilfield businesses. The Proposed Pianca Options Amendments are aimed at addressing the remaining put and call options of SCOMI and Xx Xxxxxx under the Pianca PCA in order to facilitate the Proposed SOL-KMCOB Restructuring and ultimately the Proposed Divestment. Hence, the Proposed Pianca Options Amendments merely involve the transferring of the existing put and call options on KMCOB A Preference Shares under the Pianca PCA to SOL A Preference Shares, without affecting the eventual financial obligations by SCOMI to Xx Xxxxxx. Taken together, the Proposals are aimed at streamlining the shareholding structure of SOL to allow SCPEL’s participation in the equity of KMCOB via SOL pursuant to the Proposed Divestment.
RATIONALE FOR THE PROPOSALS. With the significant strengthening of the ULHB Group’s financial position and operational capabilities as well as the improved development landscape and clarity of potential in Nusajaya since the Degearing Exercise, ULHB believes that it is now an opportune time for the ULHB Group to re-acquire the ICSB Land from the Khazanah group. It is ULHB’s expectations that demand for residential properties in Nusajaya would continue to increase given the completion of several catalyst projects in 2012. These include the Coastal Highway, the Legoland theme park as well as the local campuses of the University of Southampton and Marlborough College. In line with such expectations, the Proposed Acquisition and Shareholders’ Agreement represents an opportunity for the ULHB Group to consolidate strategic land parcels which are in close proximity to its existing development in Puteri Harbour. The collaboration with ICSB has provided NPSB with an opportunity to acquire a strategic land parcel within the vicinity of the Puteri Harbour development which complements the Proposed Development. In addition, with the Shareholders’ Agreement, ICSB shall grant an option to NPSB for a period of 5 years to acquire two more adjoining parcels of lands located adjacent to the lands to be developed under the Proposed Development measuring up to 270.548 acres. The Proposed Acquisition is intended to complement the existing TBV Land for the Proposed Development. The additional lands from the Proposed Acquisition will allow NPSB to achieve a greater development scale and provide NPSB with the flexibility to increase its type of offerings under the Proposed Development. This will in return be expected to generate greater returns to the ULHB Group. In addition to improving and sustaining the ULHB Group’s long term earnings growth, the Proposed Acquisition also provides ULHB with more control of the overall pace of development and property supply in Puteri Harbour. This is undertaken with a view of optimising the pricing and marketability of not just the Lands but also ULHB’s existing property portfolio in Nusajaya. To this end, ULHB may evaluate further opportunities to consolidate land bank in Nusajaya which meets such strategic objectives, whilst continuing on its business expansion in other localities. Furthermore, the Proposed Acquisition would allow ULHB to realise its original development vision for Puteri Harbour where high density urban waterfront precincts at the heart of public and p...
RATIONALE FOR THE PROPOSALS. The Proposals are in line with the ULHB Group’s continuous effort in sourcing new landbank and property development opportunities to improve and sustain its earnings growth. Further, the Proposed Development to be undertaken pursuant to the Proposals represents the ULHB Group’s first foray into retail development in Nusajaya, whereby the Medini Lifestyle Mall is intended to be retained as investment property. As such, the Proposals will allow for further product and income stream diversification to the ULHB Group and strengthen ULHB’s property investment portfolio. The Proposed Development represents a testament to the realisation of anticipated synergies contemplated under the recently concluded acquisition of Sunrise Berhad (“Sunrise”), through the leveraging on Sunrise’s expertise and experience in retail developments, namely Plaza Mont’ Kiara, Solaris Mont’ Kiara and Solaris Dutamas. In addition, the Proposed Development is also expected to result in spill-over economic benefits to the other ULHB’s developments within Nusajaya (which includes Medini) given the appeal and nature of the Medini Lifestyle Mall.
