Further to the announcement dated 6 March 1998 by Malaysia International Shipping Corporation Berhad (“MISC”/the “Company”), the Board of Directors of MISC announces that the Company has today entered into:]
- a Sale and Purchase Agreement with Petroliam Nasional Berhad (“PETRONAS”) for the proposed acquisition of the entire issued and paid-up share capital of PETRONAS Tankers Sdn Bhd (“PTSB”) comprising 5,000 ordinary shares of RM1,000 each for a purchase consideration of USD1.575 billion to be wholly satisfied by the issue of 859,913,793 new MISC ordinary shares of RM1.00 each at RM6.96 per share (“Proposed PTSB Acquisition”);
- a Sale and Purchase Agreement with Konsortium Perkapalan Berhad (“KPB”) for the proposed acquisition of the entire issued and paid-up share capital of PNSL Limited (formerly known as Pacific Basin Bulk Shipping Limited) (“PNSL Ltd”) comprising 12,000 ordinary shares of USD1.00 each for USD55 million cash (“Proposed PNSL Acquisition”);
- a Sale and Purchase Agreement with KPB’s wholly owned subsidiary, PNSL Berhad (“PNSL Bhd”) as vendor and KPB as guarantor for the proposed acquisition of the following equity interests and assets for a total cash sum of USD165 million:
- 51% of the issued and paid-up capital of Asia LNG Transport Sdn Bhd Bhd (“ALT”) comprising 10,215,708 ordinary shares of RM1.00 each and 6,671,239 7.5% Non-convertible Cumulative Redeemable Preference Shares of USD1.00 each;
- 51% of the issued and paid-up capital of Asia LNG Transport Dua Sdn Bhd (“ALT2”) comprising 51,000 ordinary shares of RM1.00 each and 2,142,000 7.5% Non-convertible Redeemable Preference Shares of USD1.00 each; and
- the benefits, rights and interests in and to nine shipping vessels and two newbuilts owned by PNSL Bhd (“PNSL Vessels”), together with the charter contracts and shipping loans attached.
(the above shall hereinafter be referred to as the “Proposed Shipping Assets Acquisition”) The Proposed PTSB Acquisition, Proposed PNSL Acquisition and Proposed Shipping Assets Acquisition shall collectively be hereinafter referred to as the “Proposals”.