[BRAHIMS]: BRAHIMS HOLDINGS BERHAD

27-Jul-2012

EGM

06-Sep-2012 10:30

30-Aug-2012

Caf Barbera, 18, Lorong Maarof, Bangsar Park, 59000 Kuala Lumpur

BRAHIM’S HOLDINGS BERHAD (“BHB” OR “COMPANY”) PROPOSED ACQUISITION OF 49% EQUITY INTEREST IN BRAHIM’S-LSG SKY CHEFS HOLDINGS SDN BHD FOR A CASH CONSIDERATION OF RM130,000,000 (“PROPOSED BLH ACQUISITION”) The Extraordinary General Meeting is for the purpose of considering and, if though fit, passing the resolution as set out in the Notice of EGM to give effect to the Proposed BLH Acquisition.
EGM Notice.pdf

BRAHIM’S HOLDINGS BERHAD (“BHB” OR “COMPANY”)

Proposed acquisition of 49% equity interest in Brahim’s-LSG Sky Chefs Holdings Sdn Bhd (“BLH”) for a CASH consideration of RM130.0 million (“Proposed BLH Acquisition”)

We refer to the announcement dated 21 May 2012 (“Announcement”) and the notice of EGM dated 30 July 2012 in relation to the Proposed BLH Acquisition.

Unless otherwise stated, words and expressions used in this announcement shall have the same meaning as those attributed to them in the Announcement.

On behalf of the Board, HwangDBS wishes to announce that it has come to the Board’s attention that MAS has forwarded a letter to LSGB, the subsidiary of BLH, which operates under the Catering Agreement to put on notice that MAS has the intention to renegotiate the terms of the Catering Agreement to re-align the objectives of the parties under the Catering Agreement. Nonetheless, no specific terms were provided by MAS in respect of the relevant provisions of the Catering Agreement which MAS would like to renegotiate.

The Board has sought legal opinion and has been advised that the terms and the obligations of all parties under the Catering Agreement remain intact.

Upon hearing the explanation from the Board in respect of MAS’ intention which may affect the viability of the Proposed BLH Acquisition, the shareholders have today in the EGM proposed to adjourn the EGM for the Proposed BLH Acquisition to allow the Board to seek clarity on the intention of MAS in respect of the Catering Agreement. Accordingly, the shareholders unanimously voted for the EGM for the Proposed BLH Acquisition be adjourned to a date that is not more than 3 months from today.

The Board will continue to engage in discussion with MAS to seek clarity on the Catering Agreement. The Board is committed to evaluate all options available to ensure that the interest of the Company is protected under the Catering Agreement.

This announcement is dated 6 September 2012.

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