Reference No CI-070822-403A2
|Company Name||:||EVERGREEN FIBREBOARD BERHAD|
|Subject||:||EVERGREEN FIBREBOARD BERHAD
ACQUISITION OF A SUBSIDIARY - EVERGREEN ADHESIVE & CHEMICALS SDN. BHD.
On behalf of the Board of Directors of Evergreen Fibreboard Berhad ("EFB" or "the Company"), we wish to announce that the Company is embarking on an acquisition of 2 ordinary shares of RM1.00 each representing 100% of the paid-up capital of Evergreen Adhesive & Chemicals Sdn Bhd ("EACSB") (formerly known as Evergreen Adhesive Sdn Bhd) at a cash consideration of RM2.00 from Liao Sock Min (NRIC No. 790621-01-6160) and Lim Ann Yi (NRIC No. 840412-01-5236). Further announcement will be made in due course upon completion of the acquisition.
2.0 INFORMATION ON EACSB
EACSB (Company No. 757659-T) was incorporated on 27 December 2006 under the name of Evergreen Adhesive Sdn Bhd and subsequently assumed its present name on 5 July 2007. Other relevant information are as follows: -
a) Authorised capital of RM100,000.00 comprising of 100,000 ordinary shares of RM1.00 each.
b) Paid-up capital is RM2.00.
c) The intended principal activity of EACSB is to manufacture adhesive and glue resin. EACSB has remained dormant since the date of incorporation.
3.0 SOURCE OF FUNDING
The acquisition will be generated by internal generated fund.
4.0 MODE OF SATISFACTION AND BASIS OF ARRIVING AT PURCHASE CONSIDERATION
The purchase consideration which will be satisfied in cash was arrived on a willing-buyer willing-seller basis.
5.0 LIABILITIES TO BE ASSUMED
EFB will not assumed any additional liabilities arising from the acquisition.
The acquisition of EACSB is for future expansion of EFB Group.
7.0 FINANCIAL EFFECTS
7.1 Share Capital
The acquisition will not have any effect on the share capital of EFB.
7.2 Substantial Shareholders
The acquisition will not have any effect on shareholdings of the substantial shareholders of EFB.
7.3 Earnings, Net Assets and Gearing
There will be no material effect on earnings, net assets and gearing of EFB for the financial year ending 31 December 2007.
8.0 STATEMENTS BY THE BOARD OF DIRECTORS
The Board of Directors of EFB, having taken into consideration all aspects of the acquisition and is of the opinion that the acquisition is in the best interest of EFB and its shareholders.
9.0 ESTIMATED TIME FRAME FOR COMPLETION
Barring any unforseen circumstances, the acquisition is expected to be completed by end of August 2007.
10.0 COMPLIANCE WITH SECURITIES COMMISSION ("SC") GUIDELINES
The acquisition is in compliance with and there has been no departure from the Policies and Guidelines on Issue/ Offer of Securities by the SC.
11.0 DIRECTORS' AND MAJOR SHAREHOLDERS' INTEREST
None of the Directors and Major shareholders of EFB has interest in the acquisition of EACSB.
12.0 APPROVALS REQUIRED
The acquisition of EACSB is not subject to the approval of shareholders' of EFB and other government authorities.