| The Board of Directors of MESB is pleased to announce that on 13 June 2012, Miroza Leather (M) Sdn Bhd (Company No. 242474-V) (“Purchaser”) a wholly-owned subsidiary of MESB had entered into a Sale and Purchase Agreement (“SPA”) with Giamax Marketing (M) Sdn Bhd (Company No. 144485-M) (“Vendor”) to acquire the following for a total cash consideration of RM3,750,000 only subject to the warranties and undertakings of the Purchaser and the Vendor and upon such terms and conditions as stipulated in the SPA:
1. All trademarks bearing the brand name ‘GIAMAX’ and ‘GMX’ in any form, look or design as registered or to be registered in any variation thereof apportioned to the value of RM500,000 only.
2. The stock-in-trade of all store, outlets and/or retail locations (“Business Premises”) (other than the stock sold but not yet removed) is apportioned to the value of RM2,250,000 only and subject to the following:
i) the final stock-in-trade of the business and goodwill of the Vendor (“the said Business”) shall be verified and confirmed by the Purchaser;
ii) the stock-in-trade of the said Business at one (1) year and above are to be valued at cost less 50%.
3. All furniture, equipment, chattels and effects from the Business Premises, the property and assets (other than cash in hand or in the bank and book debts) in or upon the Business Premises or used in connection with the said Business Premises apportioned to the value of RM1,000,000 only and is purchased on an as is where is basis.
4. All rights and liabilities derived from all contracts of consignment/tenancy at the Business Premises which business shall be assigned and/or transferred by the Vendor to the Purchaser.
(hereinafter referred to as “Acquisitions”)
FINANCIAL EFFECT
The Acquisitions are in the ordinary course of business and are expected to contribute positively to the revenue and results of the MESB Group for the future financial years. However, the impact on the revenue and prospects of MESB Group is dependent on market conditions as well as industry developments.
The Acquisitions do not have any effect on the issued and paid-up share capital and substantial shareholders’ shareholding of MESB.
DIRECTORS’ AND SUBSTANTIAL SHAREHOLDERS’ INTEREST
None of the Directors, substantial shareholders of MESB or persons connected to them has any interest, direct or indirect in the Acquisitions.
APPROVALS REQUIRED
No approval of the shareholders and the relevant regulatory authorities is required.
This announcement is dated 13 June 2012. |
