GRAND HOOVER BERHAD
ACQUISITION OF LAND
The Board of Directors of Grand Hoover Berhad (“GHB”) wishes to announce
that its wholly-owned subsidiary, Hoover Builders Sdn. Bhd. (“HBSB”) has on
18th August, 2010 entered into a Sale and Purchase Agreement (“SPA”) with
Mr. Khoo Teng Lye (NRIC No. 640331-07-5679) and Mdm. Wong Huey Shyan
(NRIC No. 641128-08-5024) (collectively referred to as “the Vendors”) for the
acquisition of all that piece of vacant land held under GM 1376, Lot 742, Mukim
Semenyih, Sungai Rinching, Daerah Hulu Langat, Negeri Selangor and measuring
approximately 2.681 hectares (6 acres 2 roods 20.0000 pole) in area (“the Land”)
free from all encumbrances and with vacant possession at the consideration of
RM4,905,900.00 (“the Acquisition”).
2. INFORMATION ON THE LAND
The Land is a piece of freehold agricultural land and is intended for future
development by the GHB Group.
3. INFORMATION ON HBSB
HBSB is a private limited company incorporated in Malaysia under the
Companies Act, 1965 on 13th February, 1982. It has an authorised capital of
RM1,000,000 divided into 1,000,000 ordinary shares of RM1.00 each, of which
all the shares have been fully issued and fully paid-up. The principal activities of
HBSB are those of building and civil contractors.
4. BASIS OF PURCHASE CONSIDERATION
No valuation was carried on the Land. The purchase consideration was arrived at
on a willing-buyer and willing-seller basis after taking into consideration the
prevailing market value of the area surrounding the Land.
5. SALIENT TERMS OF SPA
The purchase consideration for the completion of the Acquisition is to be paid in
the following manner -
(a) The deposit of 10% of the purchase consideration equivalent to
RM490,590.00 has been paid by HBSB to the Vendors on the signing of
(b) The balance purchase consideration of RM4,415,310.00 is to be paid
within 90 days from the date of the SPA, with an extension of 30 days
subject to payment of interest calculated at 8% per annum on the
outstanding balance purchase consideration after the said 90 days up to the
date of full payment.
6. SOURCE OF FUNDING
The Acquisition is to be settled by cash through internal funds of the GHB Group
and bank borrowing.
7. RATIONALE FOR THE ACQUISITION
The rationale for the Acquisition is to expand the property development division
of the GHB Group which will in turn benefit its own construction and trading
of building materials divisions.
8. RISK FACTORS
The Board of Directors of GHB does not foresee any material risk arising from
the Acquisition which will materially affect the operation and performance of the
9. FINANCIAL EFFECTS OF THE ACQUISITION
(a) Share capital and substantial shareholders
The Acquisition will not have any effect on the share capital of GHB or its
(b) On earnings, net assets and gearing
The Acquisition will not have any material effect on the earnings, net
assets and gearing of the GHB Group for the financial year ending 30th
10. HIGHEST PERCENTAGE RATIO
The highest percentage ratio applicable to the Acquisition pursuant to Paragraph
10.02(g) of the Listing Requirements is 14.6 %.
The Acquisition is not subject to GHB shareholders’ approval.
12. DIRECTORS’ AND MAJOR SHAREHOLDERS INTEREST
None of the directors and major shareholders of GHB and its subsidiaries or
persons connected to them, have any interest, direct or indirect, in the Acquisition.
13. DIRECTORS’ STATEMENT
The Board of Directors of GHB is of the opinion that the Acquisition is in the best
interest of GHB Group.
14. DOCUMENT FOR INSPECTION
The SPA is available for inspection at the registered office of GHB at No. 63-G,
Jalan Anggerik Vanilla T31/T, Kota Kemuning, Section 31, 40460 Shah Alam,
Selangor during normal office hours from Monday to Friday (except public
holiday) for a period of 1 month from the date of this announcement.