Kim Hin buys Johan Ceramics’ property, assets for RM28 million

PETALING JAYA: Kim Hin Industry Bhd is acquiring property and assets from Johan Ceramics Bhd for RM28 million cash to expand its production capacity in Seremban and better position itself for the Peninsular market.
In a filing with Bursa Malaysia yesterday, Kim Hin said its wholly-owned subsidiary Kim Hin Ceramic (Seremban) Sdn Bhd (KH Seremban) has entered into a conditional sale and purchase agreement (SPA) with Johan Ceramics, an indirect wholly-owned subsidiary of Boustead Holdings Bhd for the proposed acquisition.
Under the SPA, KH Seremban will acquire three adjoining parcels of leasehold land and all buildings, structures and fittings situated on the land (collectively known as the property) for RM26 million.
Pursuant to the terms of the SPA, the parties have also mutually agreed to enter into a sale of assets agreement (SAA) and trademark assignment agreement (TAA) on the completion date of the SPA.
The SAA and TAA are for the acquisition of all the machinery and equipment and assignment of trademark for RM2 million.
The assets have a total net book value of RM6.89 million based on Johan Ceramics’ latest audited financial statements as at Dec 31, 2014 and is of average age between five and 39 years. The assets purchase consideration of RM2 million represents a discount of 70% to its total net book value.
Johan Ceramics, the registered proprietor of the trademarks registrations, will assign absolutely unto KH Seremban all its right, title benefit and interest in the trademark, including all statutory and common law rights attached thereto, anywhere in the world.
Kim Hin will pay for RM20 million through bank borrowings and the balance from internally generated funds.
The proposed acquisitions are subject to approvals from the state authority, shareholders of Johan Ceramics and KH Seremban as well as other relevant authorities, and are expected to be completed by the first quarter of 2016.