Notable Mergers & Acquisitions

Notable Mergers & Acquisitions (“M&A”)
Al-‘Aqar Healthcare Real Estate Investment Trust (June 2012)
Value :
Role :
Deal Nature :
RM168 million
Adviser
M&A
 

Adviser to Al-‘Aqar Healthcare Real Estate Investment Trust (“Al-`Aqar REIT”) for the injection of four (4) properties into Al-`Aqar REIT including two (2) Indonesian based properties, for a consideration of approximately RM168 million (“Acquisition”).The Acquisition provides Al-`Aqar REIT the opportunity to diversify its sources of income and its tenant base as well as to enable Al-`Aqar REIT to enjoy geographical diversification of its portfolio.

Berjaya Food Berhad (July 2012)
Value :
Role :
Deal Nature :
RM72 million
Adviser
M&A
 

The acquisition of 50% equity interest in Berjaya Starbucks Coffee Company Sdn Bhd for a cash consideration of approximately RM72 million (“Acquisition”). The Acquisition provides opportunity for Berjaya Food Berhad to acquire the established and well-known “Starbucks Coffee” chain of cafes and retail stores in Malaysia as well as establishing its position as a premium operator in the food and beverage industry in Malaysia.

Berjaya Corporation Berhad (Dec 2011)
Value :
Role :
Deal Nature :
RM496 million
Adviser
Disposal of equity stake
 

Adviser for Berjaya Corporation Berhad (“Berjaya Corp”) and its indirect wholly owned subsidiary, Berjaya Capital Berhad (“Berjaya Capital”) for the disposal by Berjaya Capital of 47.2 million ordinary shares of RM1.00 each representing 40% of the issued and paid-up capital of Berjaya Sompo Insurance Berhad (“Berjaya Sompo”) for a cash consideration of RM496 million. The disposal provides a good opportunity for Berjaya Corp to further realize its investment in Berjaya Sompo at an attractive price.

Bonia Corporation Berhad (Oct 2012)
Value :
Role :
Deal Nature :
RM204.91 million
Adviser
Take-over offer of Bonia Corporation Berhad (“Bonia”)
 

Adviser to Freeway Team Sdn Bhd, Chiang Sang Sem and Chiang Fong Yee (collectively, the “Joint Offerors”) for an unconditional take-over offer in Bonia. The unconditional take-over offer of Bonia will enable the Joint Offerors to have a controlling stake in Bonia and thereon, allows the Joint Offerors to have the power to set the business direction of Bonia and its subsidiaries.

DRB – HICOM Berhad (Dec 2012)
Value :
Role :
Deal Nature :
RM575 million
Joint Adviser
M&A
 

Joint Adviser to DRB-Hicom Berhad (“DRB-Hicom”) for the disposal of the entire business, including all of the assets and liabilities of Hicom Power Sdn Bhd (save for certain excluded assets and liabilities) to Sterling Asia Sdn Bhd for a cash consideration of RM575 million.

Emivest Berhad (Apr 2012)
Value :
Role :
Deal Nature :
RM108 million
Adviser
Disposal of entire business to Emerging Glory Sdn Bhd (“Emerging Glory”)
 

Adviser to Emivest Berhad (“Emivest”) for the disposal of the entire business and undertakings including all its assets and liabilities to Emerging Glory for a total consideration of approximately RM108 million equivalents to RM0.90 per ordinary share of RM0.50 each in Emivest.

Hua Yang Berhad (Mar 2013)
Value :
Role :
Deal Nature :
RM158 million
Adviser
Acquisition of lands
 

Adviser to Hua Yang Berhad (“Hua Yang”) for the acquisition by Bison Holdings Sdn Bhd, a wholly-owned subsidiary of Hua Yang, of five (5) plots of leasehold land measuring approximately 29.2058 acres located in Mukim and District of Petaling, from Mentari Hari Sdn Bhd for a cash consideration of RM158 million.

Kencana Petroleum Berhad (May 2012)
Value :
Role :
Deal Nature :
RM5.98 billion
Adviser
M&A
 

The merger of Kencana Petroleum Berhad (“Kencana Petroleum”) and SapuraCrest Petroleum Berhad Group (“SapuraCrest”) entail SapuraKencana Petroleum Berhad (“SKPB”) acquiring the entire business and undertakings of Kencana Petroleum as carried on by Kencana Petroleum, including all its assets and liabilities as at the completion date for a total consideration of RM5.98 million.

Simultaneously, SKPB has also acquired the entire business and undertakings of SapuraCrest, including all its assets and liabilities as at the completion date for a total consideration of RM5.87 million.

The merger between Kencana Petroleum and SapuraCrest is amongst the largest merger transaction in Malaysia with deal size of RM11.85 billion.

The merged entity, SKPB is now one of the largest oil & gas service providers in the world with full-fledged engineering, procurement, construction installation and commissioning (“EPCIC”) capabilities.

Kencana Petroleum Berhad (July 2011)
Value :
Role :
Deal Nature :
RM400 million
Joint Adviser
M&A
 

The acquisition of 100% equity interest in Allied Marine & Equipment Sdn Bhd for a total purchase consideration of RM400 million. With the completion of the acquisition, Kencana Petroleum Berhad is positioned to become a fully integrated offshore services player and establish a footprint in the subsea services segment.

Leader Universal Holdings Berhad (June 2012)
Value :
Role :
Deal Nature :
RM480 million
Main Adviser
M&A
 

The disposal of the entire business and undertakings including all of the assets and liabilities of Leader Universal Holdings Berhad (“Leader”) to Hng Capital Sdn Bhd for a total consideration of approximately RM480 million equivalent to RM1.10 per ordinary share of RM1.00 each in Leader (“Share”) to be satisfied via cash and deferred amount, and the distribution of the proceeds arising from the disposal to all entitled shareholders of Leader of RM1.10 per Share by way of special dividend and capital reduction and repayment.

Leong Hup Hodlings Berhad (Apr 2012)
Value :
Role :
Deal Nature :
RM318.65 million
Adviser
Disposal of entire business to Emerging Glory Sdn Bhd (“Emerging Glory”)
 

Adviser to Leong Hup Holdings Berhad (“LHHB”) for the disposal of the entire business and undertakings including all its assets and liabilities to Emerging Glory Sdn Bhd for a total consideration of approximately RM319 million equivalents to RM1.80 per ordinary share of RM1.00 each in LHHB.

MBM Resources Berhad (Feb 2011)
Value :
Role :
Deal Nature :
RM12.5 million
Adviser
Voluntary take-over offer
 

Adviser for MBM Resources Berhad (“MBM Resources”) for a voluntary conditional take-over offer on Hirotako Holdings Berhad. The voluntary conditional take-over offer has enabled MBM Resources to expand its automotive manufacturing division in Malaysia.

PacificMas Berhad (Sep 2012)
Value :
Role :
Deal Nature :
RM450 million
Main Adviser
M&A
 

The disposal of five (5) principal subsidiaries of PacificMas Berhad (“PacificMas”) for total consideration of RM450 million, realization of the remaining residual assets in PacificMas and distribution of the proceeds from the disposal of subsidiaries, and/or realization of residual assets to all entitled shareholders of PacificMas.

S P Setia Berhad (Sep 2012)
Value :
Role :
Deal Nature :
RM1.97 billion
Adviser
Cross Border M&A
 

Adviser to S P Setia Berhad (“S P Setia”) for the acquisition of a portfolio of properties comprising Battersea Power Station site in London, United Kingdom by Battersea Project Land Company Limited, a wholly-owned subsidiary of Battersea Project Holding Company Limited for a total cash consideration of RM1.97 billion.

Starhill Real Estate Investment Trust (Nov 2012)
Value :
Role :
Deal Nature :
RM1.31 billion
Adviser
Cross Border M&A
 

The acquisition of Sydney Harbour Marriott Hotel, Melbourne Marriott Hotel and Brisbane Marriott Hotel for a total cash consideration of AUD415 million (“Acquisition”). The Acquisition is in line with the investment objective of Starhill Real Estate Investment Trust (“Starhill REIT”) to own and invest in a diversified portfolio of income-producing hospitality real estate and real estate related assets to provide unitholders with stable cash distributions with the potential for sustainable growth, principally from the ownership of properties and to enhance long-term unit value.

Starhill Real Estate Investment Trust (Dec 2011)
Value :
Role :
Deal Nature :
RM1.075 billion
Adviser
Cross Border M&A
 

Acquisitions of nine (9) hospitality related properties in Malaysia and Japan (“Properties”) by Starhill Real Estate Investment Trust (“Starhill REIT” or “Trust”) for a total consideration of RM1,075 million satisfied via a combination of cash, issuance of new units in Starhill REIT and convertible preference units issued by Starhill Global Real Estate Investment Trust (“Acquisitions”).

The Acquisitions are part of the rationalisation exercise to reposition Starhill REIT as a full-fledged hospitality real estate investment trust. Following the Acquisitions, Starhill REIT has been positioned as the first hospitality REIT in Malaysia with ten (10) hotel and hospitality-related properties located in prime leisure/business tourism locations in Malaysia and Japan, providing a platform for the Trust to focus on a single, dedicated class of assets.

TH Heavy Engineering Berhad (July 2012)
Value :
Role :
Deal Nature :
RM84 million
Adviser
M&A
 

The acquisition of the Pulau Indah integrated fabrication yard and the moveable and immovable assets located thereon from Oilfab Sdn Bhd (in liquidation) for a purchase consideration of approximately RM83.80 million. The acquisition of Pulau Indah integrated fabrication yard will provide TH Heavy Engineering Berhad with better infrastructure and capabilities to secure oil and gas contracts being rolled out under the Malaysia’s Economic Transformation Programme.

TSM Global Berhad (June 2012)
Value :
Role :
Deal Nature :
RM115 million
Adviser
Voluntary take-over offer
 

Adviser to West River Capital Sdn Bhd (“West River”) for a conditional take-over offer in TSM Global Berhad (“TSM”). The voluntary take-over offer has enabled West River and other joint offerors full control in deciding the strategic direction of TSM.