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ARKIB : 24/07/2001

Khazanah takeover of UEM to boost market sentiments

KUALA LUMPUR July 23 - Khazanah Nasional Bhd has moved in to resolve the United Engineers (Malaysia) Bhd (UEM)-Renong Bhd saga because it had gone on for too long and become a major stumbling to entry of foreign funds in the local stock market.

"We have been told that one of the reasons why the investors have shunned the market is that they want to see a resolution to the UEM-Renong problem, said Khazanah Nasional managing director, Tan Sri Mohd Sheriff Kassim.

"I think it was the expectation of the market that the problem should be resolved as quickly as possible. It was one major factor that has adversely affected market sentiment, which has been a major stumbling block to attracting foreign investments," he said at the press conference on the take-over.

Khazanah through its wholly-owned subsidiary, Syarikat Danasaham Sdn Bhd, is offering to buy all UEM shares at RM4.50 each and all its warrants at 40 sen each.

Mohd Sheriff, who is also a director in Danasaham, said the government had realised that it was the only entity that could carry out a comprehensive restructuring to address the concerns of the market.

Although it took some time before the government stepped in, it was never too late and with the restructuring of the UEM group, the government hoped to revitalise the corporate sector, he said.

The current parties controlling the group had all the opportunities to deal with the problem that they are facing, he said.

"When it was felt that they were not in a position to deal with the problem decisively, it was decided that Khazanah through Danasaham should step in to deal with the problem," he added.

He said Danasaham expected to achieve the 90 percent level of acceptance as it was clear what would happen if the shareholders did not accept the offer the company would return to its present situation which would not be good for the shareholders.

"For example, the low share price will continue and the prospect of being delisted is still a possibility because of negative factors surrounding the group," he said.

The 90 percent acceptance is required by Danasaham in order to take UEM private, he said, saying that once that was achieved Danasaham could use compulsory acquisition power under the Companies Act to acquire the remaining shares.

"We need to take UEM private because it will facilitate an expeditious restructuring exercise required to unlock value in the UEM group," he said.

He said privatising a listed company is a normal strategy adopted by investment vehicles such as Danasaham to focus on meeting the objective of its investors rather than being cluttered up by other considerations.

In any event, Khazanah intended to substantially pass on any benefits accruing to Danahasaham to the Malaysian public, especially the bumiputera community, he added.

UEM shareholders should accept the general offer because the parties presently controlling the group were not in the position to generate value for shareholders, while Khazanah with its resources, staying power and intention to take UEM private, could unlock the values in the group, he added.

He said Danasaham have yet to talk to Tan Sri Halim Saad about the sale of Renong stake in UEM.

However, he expected the parties involved or related to this would be making the decision soon to the best of their interest.

He said if Danasaham succeeded in this exercise, it would look at revamping of the UEM group and Renong.

Halim Saad would not have a role to play in the restructured UEM-Renong group, he said, pointing out that Halim Saad had already resigned from his position UEM.

Asked if Renong would also be privatised, he said: "We will cross the bridge when we come to it."

Renong controls 37.92 percent of UEM while UEM has a 32.6 percent stake in Renong.

Government-linked institutions have 14 percent stake in UEM.

On the decision regarding Halim Saad's put option to buy Renong shares from UEM, director, Datuk Azman Yahya said the decision made by UEM would be based on commercial consideration and transparent manner.

The decision on the put option would be made known to the general public although by then UEM would likely be delisted, he said.

"The decision on the put option depends on UEM board. Should we succeed and control UEM board, we will ensure the decision on the put option will be made with commercial consideration at heart, in the interest of all shareholders, and in a transparent manner," he added.

Mohd Sheriff said Khazanah chose to buy UEM and not Renong to restructure the Renong-UEM group, because UEM was a more attractive investment as it had Projek Lebuhraya Utara-Selatan Bhd (PLUS) under its control.

"We have evaluated the whole thing and it makes more sense to focus on UEM for the restructuring," he added.

Asked about the position of UEM's own restructuring plan, he said Khazanah was not aware of the plan.

UEM, on June 27, announced that it engaged Arthur D. Little to advise it on corporate strategy and correspondingly the restructuring of the group portfolio, focusing on a select set of attractive core business areas that will unlock shareholders value in the group.

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