PETALING JAYA: Some 99.07% of Can-One Bhd shareholders voted in favour of the company’s planned take over of its associate Kian Joo Factory Bhd for RM3.10 per share.
Following that, Kian Joo told Bursa Malaysia that it has received a notice of conditional mandatory take over offer from Can-One to acquire all the remaining 295.87 million shares or a 66.61% stake in Kian Joo not already owned by Can-One at RM3.10 apiece or RM912.15 million.
“In addition, the board, save for the interested Directors, i.e. Yeoh Jin Hoe and Chee Khay Leong, wishes to announce that UOB Kay Hian Securities (M) Sdn Bhd has been appointed to act as the independent adviser to advise the non-interested directors and the holders of the offer shares in respect of the fairness and reasonableness of the offer,” it noted.
Trading in Can-One and Kian Joo shares was suspended at 12.06pm and will resume from 2.30pm. Both counters were last traded 0.8% and 3.5% higher at RM2.60 and RM2.97, respectively.
The mandatory general offer (MGO) for Kian Joo comes after Can-One’s proposed acquisition of a 0.49% stake in Kian Joo from shareholder Tan Kim Seng for RM6.71 million or RM3.10 per share, raising its shareholding in Kian Joo to 33.39% from 32.9%.
Can-One and Kian Joo are both involved in the can manufacturing business, mainly serving the food and beverage industry.
Can-One had said the corporate exercise is part of the group’s expansion strategy to consolidate the can manufacturing business under Kian Joo in a bid to grow its sales and customer base.
It will also create enhanced scale and synergies for the enlarged Can-One group through, among others, streamlined procurement from suppliers to negotiate for bulk discount and improved operational efficiencies, resulting from economies of scale and integration.
The move, however, was reprimanded by the Securities Commission Malaysia as Can-One director and major shareholder Yeoh Jin Hoe and parties acting in concert (PACs) – including Can-One International Sdn Bhd (CISB) – failed to undertake a mandatory offer for the remaining shares in Kian Joo after their shareholdings triggered the 33% MGO threshold.
The SC imposed a penalty of RM455,000 against Yeoh and PACs as well as a restriction on the aggregate number of voting rights that may be exercised by the PAC in Kian Joo to not more than 33%.