This purchase is subject to and contingent upon the satisfaction of certain pre-conditions of the transaction.
"JDE Asia intends to undertake a voluntary conditional general offer to acquire all the issued ordinary shares of OldTown, not already held by JDE Asia in accordance with the Rules on Take-overs, Mergers and Compulsory Acquisitions 2016," CIMB's statement read.
CIMB said JDE is also applying for OldTown to be delisted upon acquisition.
If the de-listing of OldTown from the Official List is successful, the OldTown Shares will no longer be traded on the Main Market of Bursa Securities.
One of the conditions that needed to be met include fulfilling anti-trust laws in Singapore.
CIMB said they have informed the Competition Commission of Singapore (CCS) on the transaction and is awaiting approval from CCS.
Another condition is the approval from Malaysia's Securities Commission (SC) on this acquisition.
JDE Asia is buying OldTown at a premium of 10.44%, calculated from the offer of one share price being RM3.18 set against the last share price of RM2.88.
WHO ARE THE FUTURE OWNERS OF OLDWOTN - JDE?
JDE is a privately owned company incorporated in the Netherlands, which has a global coffee and tea business. As at the date of this Pre-Conditional Offer Announcement, Acorn Holdings B.V., a company incorporated in the Netherlands, has an indirect interest of approximately 73.07% in JDE, held through its subsidiaries, Delta Charger HoldCo B.V. and JDE Holdings Minority B.V.
Acorn is in turn, an indirectly held subsidiary of JAB Holding Company s.à.r.l. (JAB), a privately held company incorporated in Luxembourg. JAB is focused on long term investments in companies with premium brands, attractive growth and strong margin dynamics. The Reimann family holds, through its corporate vehicles, a controlling interest in JAB.
As at the date of this Pre-Conditional Offer Announcement, the directors of JDE are Pierre Edouard Marie Laubies, Anna Magdalena Kamenetzky-Wetzel, Gerhard Wilhelm Viktor Pleuhs, Lambertus Johannes Hermanus Becht, Gerd Peter Harf, Olivier Christian Georges Goudet, Byron David Trott, Alexandre Albert Marcello Joseph van Damme, Alejandro Santo Domingo and Brian Gladden.
HOW BIG IS OLDTOWN?
Founded in 1999, OldTown is principally involved in investment holding, whilst the principal activities of OldTown Group are of café chain operations and the manufacturing, marketing and sales of coffee and other beverages, including instant coffee mix, instant milk tea mix, instant chocolate mix and roasted coffee powder.
It offers its products to more than 17 markets including Malaysia, Hong Kong, China, Macau Singapore, Taiwan, United States of America, Canada, Indonesia, Philippines, Thailand, Brunei, United Kingdom, Australia, Myanmar, Cambodia and New Zealand.
As at 30 September 2017, OldTown operates a total chain of 232 café outlets, comprising 189 in Malaysia, 9 in Singapore, 27 in Indonesia, 1 in Australia, 3 in China, 1 in Hong Kong and 2 in Myanmar. It operates its café outlets under the brand name of ‘OldTown White Coffee’.
WHO IN OLDTOWN IS SELLING? AND HOW MUCH STAKE IS BEING SOLD?
According to CIMB, the parties in consideration for this transaction are three:
- Old Town International Sdn Bhd, owns 42.58% of the total shares
- Mr Lee Siew Heng, a director of OldTown, owns 1.34% of total shares
- Mawer Investment Management Ltd. Total, owns 7.52% of total shares
