|Description||CAPITAMALLS MALAYSIA TRUST (“CMMT”)
(I) PROPOSED ACQUISITION BY AMTRUSTEE BERHAD (“TRUSTEE” OR THE “PURCHASER”), ON BEHALF OF CMMT, OF TROPICANA CITY MALL TOGETHER WITH ALL ITS CAR PARK BAYS AND TROPICANA CITY OFFICE TOWER FOR A PURCHASE CONSIDERATION OF RM540.00 MILLION (“PROPOSED ACQUISITION”);
(II) PROPOSED ALLOTMENT, ISSUANCE AND PLACEMENT OF UP TO 299.6 MILLION NEW UNITS IN CMMT (“UNITS”), AT A PRICE TO BE DETERMINED LATER, TO RAISE GROSS PROCEEDS OF UP TO RM395.50 MILLION (“PROPOSED PLACEMENT”);
(III) AS PART OF THE PROPOSED PLACEMENT, THE PROPOSED ALLOTMENT, ISSUANCE AND PLACEMENT OF UP TO 108.8 MILLION NEW UNITS TO CMMT INVESTMENT LIMITED (“CIL”), WHICH REPRESENTS 36.32% (BEING THE CURRENT AGGREGATE UNITHOLDINGS OF CAPITAMALLS ASIA LIMITED (“CMA”) IN CMMT HELD THROUGH CIL AND MENANG INVESTMENT LIMITED (“MIL”)) OF THE TOTAL NEW UNITS PLACED OUT UNDER THE PROPOSED PLACEMENT AT A PRICE TO BE DETERMINED LATER, SUBJECT TO GROSS PROCEEDS AMOUNTING UP TO RM143.65 MILLION (“PROPOSED CIL PLACEMENT”); AND
(IV) PROPOSED INCREASE IN THE EXISTING APPROVED FUND SIZE OF CMMT FROM 2,290,370,640 UNITS UP TO 2,589,970,640 UNITS (“PROPOSED INCREASE IN FUND SIZE”)
(THE PROPOSED PLACEMENT, PROPOSED CIL PLACEMENT AND PROPOSED INCREASE IN FUND SIZE SHALL BE COLLECTIVELY REFERRED TO AS THE “PROPOSALS”)
We refer to the announcement dated 26 January 2015 in relation to the Proposed Acquisition (“Previous Announcement”). Unless otherwise stated, the definitions used herein shall have the same meanings as set out in the Previous Announcement.
On behalf of the Board of Directors of CapitaMalls Malaysia REIT Management Sdn. Bhd. (“Board”) and the Manager of CMMT, CIMB is pleased to announce that the Due Diligence Exercise and market valuation for the Property have been completed. The Trustee has notified the Vendor of several minor irregularities identified during the Due Diligence Exercise and of which the Vendor has agreed to rectify these irregularities in accordance with the SPA before the expiry of the Approval Period for the SPA. In line with the agreed terms and conditions of the SPA, the Vendor shall complete the rectification of the said irregularities before the SPA becomes unconditional. Following the completion of the Due Diligence Exercise, whereby the results are satisfactory, Condition Precedent no. 2.5(a) as set out in the Previous Announcement has been satisfied. The Property has been valued at RM560.00 million as appraised by Henry Butcher Malaysia Sdn Bhd on 1 February 2015 using the investment method of valuation, cross checked with the comparison approach of valuation, as set out in its valuation report dated 28 February 2015.
In view of the above, on behalf of the Board, CIMB wishes to announce that the Manager proposes to undertake the following proposals in relation to financing the Proposed Acquisition:
(i) Proposed Placement;
(ii) Proposed CIL Placement, as part of the Proposed Placement; and
(iii) Proposed Increase in Fund Size.
The Proposed Placement, Proposed CIL Placement and Proposed Increase in Fund Size are collectively referred to as the “Proposals”.
Further details of the Proposals are set out in the attachement.
This announcement is dated 9 March 2015.
|Company Name||CAPITAMALLS MALAYSIA TRUST|
|Date Announced||9 Mar 2015|