Others

BackMay 30, 2016
Type Announcement
Subject OTHERS
Description
ACQUISITION OF SHARES IN APM IAC AUTOMOTIVE SYSTEMS SDN BHD FROM IACG HOLDINGS LUX S.A.R.L. BY AUTO PARTS HOLDINGS SDN BHD, A WHOLLY-OWNED SUBSIDIARY OF APM AUTOMOTIVE HOLDINGS BERHAD

Introduction

The Board of Directors of APM Automotive Holdings Berhad (“APM” or the “Company”) wishes to inform that Auto Parts Holdings Sdn Bhd ("APH" or “Purchaser”), a wholly-owned subsidiary of the Company, has on 31 May 2016 completed the acquisition of  640,000 ordinary shares of par value RM3.00 each, representing 40% of the total issued and paid-up share capital of APM IAC Automotive Systems Sdn Bhd ("APM IAC") held by IACG Holdings Lux S.A.R.L. (“IAC”) for a cash consideration of USD612,800.00 (equivalent to RM2,661,392.00)(“Shares Acquisition”). Consequential to the above, APM IAC has now become a wholly-owned subsidiary of the Company. The relationship with IAC will continue through the Technology License Agreement and Services Agreement entered into between IAC and APM IAC.

Information on APM IAC

APM IAC was incorporated on 25 November 2011 as a joint venture vehicle when APH and IAC entered into a joint venture agreement on 1 November 2011 for the purpose of joint participation in the manufacture and sale of automotive interior plastic components and systems to the domestic and multinational original equipment manufacturers in Malaysia.

APM IAC has an authorised capital of RM48,000,000.00 divided into 16,000,000 ordinary shares of par value RM3.00 each with a total issued and paid up capital of RM4,800,000 divided into 1,600,000 ordinary shares of par value RM3.00 each.

Basis of the Purchase Consideration

The purchase consideration of USD612,800.00 (equivalent to RM2,661,392.00) for the Shares Acquisition was agreed as between APH and IAC upon a “willing buyer and willing seller” basis, taking into account the value of the net assets of APM IAC as at 30 November 2015 as reflected in the unaudited financial statements of APM IAC for the period ended 30 November 2015. The Shares Acquisition was funded internally.

Rationale and Prospects for the Shares Acquisition

The Shares Acquisition will allow the Company and its subsidiaries (collectively the “APM Group”) greater flexibility in the reorganisation and integration of the headlining operations presently undertaken by APM IAC with the existing plastic operations of the APM Group in order that the APM Group may position itself as an integrated interior systems provider instead of just a component centric manufacturer. This positioning is with a view to giving the APM Group a better competitive edge as the APM Group would be able to offer complete interior solutions to both local and overseas original equipment manufacturers and customers.

Financial Effects of the Shares Acquisition
 
The Shares Acquisition will have no material effect on the earnings per share and net assets per share of APM Group for the financial year ending 31 December 2016, and it has no effect on the gearing, share capital and substantial shareholders’ shareholding of APM.

Approvals Required

The purchase consideration is less than 5% of all the applicable percentage ratios set out in Chapter 10 of the Listing Requirements of Bursa Malaysia Securities Berhad and hence, is not subject to the approval of the shareholders of APM or any regulatory authorities.

Interest of Major Shareholders and Directors

None of the directors and/or major shareholders of APM and/or persons connected to them have any interest, direct or indirect, in the Shares Acquisition.

Statement by the Board of Directors

The Board of Directors of APM is of the opinion that the Shares Acquisition is in the best interest of the APM Group.

This announcement is dated 31 May 2016.

 





Announcement Info

Company Name APM AUTOMOTIVE HOLDINGS BERHAD
Stock Name APM
Date Announced 31 May 2016
Category General Announcement for PLC
Reference Number GA1-31052016-00097