Berjaya Corp. Bhd. · MYX:BJCORP
Berjaya Corp. Bhd — Merger or Acquisition (April 2016)
6 slides from Berjaya Corp. Bhd's merger presentation, Apr 19, 2016
Slide 1: Proposed Acquisition: Independent Adviser's Evaluation
BERJAYA CORPORATION BERHAD (“BCORP”) Proposed Acquisition Independent Adviser’s Evaluation Mercury Securities Sdn Bhd (Company No. 113193-W) (A Participating Organisation of Bursa Malaysia Securities Berhad) 19 April 2016
Slide 2: Fairness of the Proposed Acquisition: Asset-based approach
Fairness of the Proposed Acquisition Asset-based approach Purchase Consideration: RM0.70 per BLand Share Unaudited NA per BLand Share Discount to NA per BLand as at 31 January 2016 Share Discount to NA per BLand Share RM RM % 1.06 0.36 33.96 The unaudited NTA of BLand of RM0.64 per BLand Share as at
Slide 3: Fairness of the Proposed Acquisition: Market-based approach
Fairness of the Proposed Acquisition Market-based approach Purchase Consideration: RM0.70 per BLand Share Lower than closing market prices of BLand Shares for ±3% against VWAP approximately 96% of the market days in the past five (5) years VWAP of BLand Shares Premium / (Discount) over VWAP of BLand
Slide 4: Fairness of the Proposed Acquisition: Effective Purchase Consideration
Fairness of the Proposed Acquisition Effective Purchase Consideration Purchase Consideration of RM419.11 million for 598.73 million BLand Shares to be satisfied by Cash New ICULS New Warrants RM65.86 million 353.25 million New ICULS 706.50 million New Warrants 0.59 New ICULS per BLand Share 1.18 New
Slide 5: Reasonableness of the Proposed Acquisition
Reasonableness of the Proposed Acquisition • Opportunity to increase stake in BLand at a • Hotels and resorts fair price • Property development and investment Pages 55 – 62 • Potential capital appreciation of existing of the Circular properties & contribution to the future • Number forecast operator
Slide 6: Conclusion
Conclusion Based on the information available to us, we are of the view that the Proposed Acquisition is fair and reasonable and is not detrimental to the non-interested shareholders of BCorp. Recommendation : To vote in favour of the Proposed Acquisition Mercury Securities 6
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