ID :
21529
Sat, 09/27/2008 - 16:31
Auther :

MAYBANK HAS NOT ACCEPTED IMPROVED OFFER ON BII, SAYS FULLERTON

KUALA LUMPUR, Sept 27 (Bernama) -- Maybank has not accepted the improved offer by Fullerton Financial Holdings Pte Ltd made after the non-closing of the US$1.5 billion (US$1=RM3.43) PT Bank Internasional Indonesia (BII) deal Friday.

Fullerton, the wholly owned subsidiary of Temasek Holdings Pte Ltd said it
had on Friday, sent a written offer to Maybank, offering to close the
transaction as per the Share Sale Agreement (SSA) with a rebate of S$236.4
million (US$165.9 million).

"However, despite the offer of a rebate, Maybank did not accept the offer.
We are aware that Kookmin Bank also made an offer," said Fullerton in a
statement issued from Singapore today.

The US$1.5 billion deal involves a combined stake of 55.5 percent held by
Fullerton and South Korea's Kookmin in BII.

Fullerton said the offer to Maybank was made without prejudice to
Fullerton's accrued rights under the SSA but specifically required Maybank to
proceed with its earlier commitment to make a tender offer at Rp510/share as per
the SSA.

"The offer was made by Fullerton in the interest of the minority investors
in Indonesia.

"In light of these events, Fullerton will exercise all its rights under the
SSA and will explore with Kookmin the various options with regard to their
respective stakes," it said.

Giving a chronology of the events to the date of offer, Fullerton said it
was informed by Maybank on Sept 16 that with the reinstatement of the approval
by Malaysian Central Bank (BNM), all conditions precedent under the SSA had been
fulfilled and that Maybank wished to proceed to complete the proposed
acquisition in accordance with the terms of the SSA.

Pursuant to Maybank's request, all parties agreed to close at 2pm on Sept
26, 2008.

On Sept 24, Fullerton said it had received a faxed letter from Maybank
requesting negotiations for a reduction in the purchase price and an extension
of the Longstop Date to Oct 26, 2008.

"This request by Maybank was made despite BNM reinstating its approval for
Maybank to complete the transaction. There were no communications of such
requests from Maybank prior to this letter," it said.

A day after, Fullerton and Kookmin informed Maybank that
they had considered its requests carefully and were unable to accede.

Fullerton and Kookmin stated they were ready, able and willing to proceed
with the closing of the transaction at 2pm on Sept 26, 2008 as agreed to by all
parties.

On the same day, Fullerton said, Maybank had informed them that the
approval
by BNM had become conditional on Maybank obtaining an extension to the SSA and a
new agreement on the purchase price.

Maybank further informed Fullerton and Kookmin that unless BNM's approval
becomes unconditional, Maybank would not be able to complete the
transaction.

"On the morning of Sept 26, Fullerton and Kookmin replied to Maybank to
confirm that they were ready, able and willing to honour the SSA and that they
intended to proceed with the agreed closing. Both Fullerton and Kookmin reserved
their rights," the statement said.

It further said that Fullerton and Kookmin were present from the agreed
closing time at 2pm until 8pm to close, but neither Maybank nor its
representatives presented themselves for the closing.

Fullerton is a bank holding company, which invests in financial
institutions in Asia.

It assists these financial institutions to set and meet the highest
standards of governance, operations and performance. In accordance with good
corporate governance, its degree of involvement is always appropriate to the
level of ownership.

Temasek Holdings, is an Asia investment house headquartered in Singapore,
which is focused on creating and maximising long-term shareholder value as an
active investor and shareholder of successful enterprises.

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