15 Oct 2015

TRANSACTIONS (CHAPTER 10 OF LR) NON RPT

Author: admin | Filed under: Announcement

TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) : NON RELATED PARTY TRANSACTIONS MESB BERHAD (“MESB” OR THE “COMPANY”) ACQUISITION BY MESB OF THE ENTIRE EQUITY INTEREST IN ACTIVE FIT SDN BHD FOR A CASH CONSIDERATION OF RM19,000,000 (“ACQUISITION”)

MESB BERHAD
Type Announcement
Subject TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
Description MESB BERHAD (“MESB” OR THE “COMPANY”)

ACQUISITION BY MESB OF THE ENTIRE EQUITY INTEREST IN ACTIVE FIT SDN BHD FOR A CASH CONSIDERATION OF RM19,000,000 (“ACQUISITION”)

For consistency purposes, the abbreviations and definitions used throughout this announcement shall have the same meanings as those previously defined in the Company’s announcement dated 23 July 2015 in relation to the Acquisition (“Announcement”) unless otherwise stated herein.

We refer to the Company’s announcements dated 23 July 2015 and 8 October 2015 in relation to the Acquisition.

On behalf of the Board of Directors of MESB, KAF Investment Bank Berhad wishes to announce that MESB and the Vendors had, on 15 October 2015, entered into a supplemental letter to mutually agree, confirm and/or consent (whichever applicable) on the following:-

(a) the Acquisition is deemed completed on 15 October 2015 (“Completion Date”) by virtue of the Vendors being in receipt of the Deposit, the Purchaser’s Solicitors being in receipt of RM5.00 million as part payment for the Balance Purchase Consideration (“Part Payment”) and MESB having received the Completion Documents from the Vendors;

(b) MESB agrees, undertakes and covenants to expedite the release of the remaining Balance Purchase Consideration of RM12.10 million to the Vendors and/or the Purchaser’s Solicitors, as the case may be, within 30 days from the Completion Date;

(c) the Vendors agree that the payment of the remaining dividend of RM1.70 million declared in accordance with Section 1.5(i), Appendix I of the Announcement by Active shall take place within 60 days from the Completion Date, subject to availability of cash or any further extension period as MESB and the Vendors may mutually agree upon; and

(d) the Purchaser’s Solicitors are authorised to deal with the Part Payment as per the instruction of the Vendors on or after the Completion Date.

The aforesaid supplemental letter will not give rise to any material amendment, modification or variation to the Acquisition under Paragraph 8.22 of the Main Market Listing Requirements of Bursa Securities.

This announcement is dated 15 October 2015.

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