KUALA LUMPUR (July 29): Tenaga Nasional Bhd (TNB) is taking over Menteri Besar Negeri Sembilan Inc's (MBINS) 5% stake in an associate that runs a power plant in Negeri Sembilan for RM80 million.

At the same time, it will take up 5% of the Class B Notes issued to help fund the power plant.

In a bourse filing today, the national utility company said it has signed a sale and purchase agreement with MBINS to acquire its 5% stake in Jimah Energy Ventures Holdings Sdn Bhd (JEVH) and 5% of Class B Notes issued by Special Power Vehicle Bhd for RM80 million.

Incorporated in 2003, JEVH has a wholly-owned subsidiary Jimah Energy Ventures Sdn Bhd (JEV), which is a special purpose vehicle set up for the development and operation of a conventional thermal coal-fired power plant located in Jimah, Port Dickson, Negeri Sembilan.

Edra Power Holdings Sdn Bhd controls JEVH with a 75% stake, while TNB and MBINS hold the remaining 20% and 5% respectively.

Meanwhile, Special Power Vehicle was set up to raise financing facilities to fund JEV’s power plant, via the issuance of an Islamic Medium Term Notes (MTN) facility.

“The MTN facility comprises Class A and Class B Notes whereby Class A Notes were subscribed by the banks involved in this financing while Class B Notes were subscribed by the shareholders of JEVH with the same shareholding structure, that is, 75% by Edra via its subsidiaries, 20% by TNB and 5% by MBINS,” said TNB.

TNB will use internal funds to pay for the acquisition. The RM80 million price tag was derived after taking into account an external valuator’s opinion in MBINS’ stake value, and internal valuation on the 5% the state investment company holds based on a discounted cash flow method, after taking into account the restriction on the distribution of shareholders imposed in existing financial documents.

“The acquisition will not have any effect on the issued share capital, the substantial shareholdings and based on the latest consolidated statements of TNB for the financial year ended Dec 31, 2019, the acquisition is not expected to have a material effect on the net assets and gearing of TNB,” it added.

Shares in TNB closed 1.24% or 14 sen higher at RM11.42 today, valuing it at some RM65.15 billion. A total of 2.11 million shares were transacted.