Goh Tian Chuan gets nod to merge Jotech, AIC and AutoV

KUALA LUMPUR (Jan 30): Datuk Goh Tian Chuan’s special purpose vehicle Temasek Formation Bhd (TFB) has received the
Securities Commission’s approval to merge JOTECH HOLDINGS BHD [], and AIC CORPORATION BHD [] and AutoV
Corporation Bhd.
The proposed merger of the three companies for a total consideration of about RM696 million would be satisfied via the
issuance of new Temasek Formation shares.
Goh, who is the group executive chairman of Jotech and AIC, described the SC approval as “an important milestone for the
three PLCs and will leverage the groups plans to achieve greater heights”.
When completed, the merger would create a larger group in terms of market capitalisation, streamline the multi-tiered
shareholding structure and unlock potential intrinsic values.
“The full value of the business potential of Jotech, AIC and AutoV is expected to be accurately reflected at TFB level,” he
said.
The merger offers comprise an offer of 18 sen for each Jotech share, RM1.80 for each AIC share and RM2.38 for each
AutoV share, representing a premium of 20% over the respective five-day volume weighted average market prices (VWAMP)
of Jotech, AIC and AutoV shares up to and including July 26, 2011 of 15 sen, RM1.50 and RM1.98 respectively.
The offers of 9.0 sen for each Jotech warrant and RM1 for each AIC warrant was a premium of 17% over the respective
five-day VWAMP of Jotech and AIC warrants up to July 26, 2011 of 7.7 sen and 85.2 sen respectively.
The proposed swap ratios are three new TFB shares for every two existing Jotech shares; 15 new TFB shares for every one
existing AIC share and 119 new TFB shares for every six AutoV shares.
As for the warrants holders, the proposed swap ratios would be three new TFB shares for every four existing Jotech
warrants and 25 new TFB shares for every three existing AIC warrants.