KUALA LUMPUR (Aug 24): NCB Holdings Bhd’s controlling shareholder MMC Port Holdings Sdn Bhd, a wholly owned unit of MMC Corporation Bhd (MMC Corp), has proposed to undertake a selective capital reduction and repayment exercise (SCR) involving cash distribution of RM19 million to entitled shareholders at RM4.80 for each share.

In a statement on Thursday (Aug 24), NCB said the SCR will provide greater flexibility to MMC Port in the implementation of any business plan of NCB, moving forward.

Upon completion of the SCR, NCB will be a wholly owned subsidiary of MMC Port.

It said the offer price of RM4.80 took into consideration its independent adviser’s recommendation, and the mandatory takeover offer price of RM4.40 announced in November 2015. It also considered MMC Port’s previous purchase of NCB shares between January 2018 till February 2023 at RM4.40 a piece.

NCB’s current issued share capital is RM470.56 million, comprising 470.25 million shares. MMC Port holds 99.16% stake in the port company.

Upon successful implementation of SCR, NCB’s issued share capital will be reduced by RM19 million, by way of cancellation of 3.96 million shares held by entitled shareholders.

“The proposed SCR will also reduce administrative efforts and costs pertaining to NCB’s obligations to its shareholders, which can be utilised more efficiently in the business [of] NCB.

“It will also provide an opportunity for the entitled shareholders to realise their investment, rather than continue to hold unlisted NCB shares,” the company said.

Until completion of the SCR, NCB will not be involved in any fundraising exercises, will not acquire or dispose of any assets, and will not pass resolutions in general meetings without prior written consent.