KUALA LUMPUR (Oct 20): MBf Corp Bhd on Friday announced that it has received the approval from the High Court of Malaya for its RM16.21 million selective capital reduction and repayment exercise (SCR).
The approval brings its largest shareholder Leisure Holidays Holdings Sdn Bhd one step closer to gaining full ownership of the group.
With the court order, MBf Corp said all required approvals for the SCR have been duly obtained.
“The extraction of the sealed court order and the announcement on the entitlement date for the SCR will be made in due course.
“The SCR will become effective upon the lodgement of a copy of the sealed court order with the Registrar of Companies pursuant to Section 116(6) of the [Companies] Act [2016],” said M&A Securities Sdn Bhd, the principal adviser to the deal.
Leisure Holidays, a private vehicle controlled by the family of the late Tan Sri Loy Hean Heong, had in April proposed to undertake the SCR to take over the remaining stake in MBf Corp.
Leisure Holidays, which owns a 39.49% stake in MBf Corp, operates in the property development, leisure and timeshare business through its subsidiaries.
MBf Corp was delisted from Bursa Malaysia in August 2007, after not having the adequate level of financial condition to warrant the group to continue being a listed entity on the local capital market.
Independent adviser to the SCR TA Securities Holdings Bhd has in May advised non-interested directors and shareholders of MBf Corp to vote in favour of the SCR in the extraordinary general meeting (EGM) in June, with the opinion that while the deal was unfair, it was nonetheless a reasonable one.
The EGM in June saw 80 disinterested shareholders, or 64.52 million or 99.99% of disinterested shares, vote for the resolution, while five persons, or 743 or 0.01% of disinterested shares, voted against it.
Upon completion of the proposed SCR, Leisure Holidays will collectively hold the remaining 111.39 million shares in MBf Corp that are not cancelled, representing the entire equity share capital in MBf Corp.
Puan Sri Ling Mah Lee @ Ling Lee Hung is the controlling shareholder of Leisure Holidays, with a 99.99% stake in the company. Her sons Datuk Loy Teik Ngan and Loy Teik Inn are also major shareholders of Leisure Holidays by virtue of their indirect interest through their mother.
Teik Ngan is also the group executive chairman of a private education institution, Taylor Education Group.
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