Transactions (Chapter 10 Of Listing Requirements) : Non Related Party Transactions
Type | Announcement |
Subject | TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS) NON RELATED PARTY TRANSACTIONS |
Description | SALCON BERHAD ("SALCON" OR THE "COMPANY") I. PROPOSED ACQUISITION OF TRIA DENTAL; AND II. PROPOSED ACQUISITION OF WS DENTAL |
The Board of Directors of Salcon ("Board") wishes to announce that Bloom Healthcare Dental (Northern) Sdn Bhd ("BHDN" or the "Purchaser"), an indirect 85%-owned of Bloom Healthcare Group Sdn Bhd ("BHG"), which in turn is a direct 90%-owned subsidiary of Salcon, had on 21 April 2025, entered into the following:- i. a conditional share sale agreement ("Tria Dental SSA") with Freeda Woon Binti Faiza Woon Tai Keat, Chay Siew Han and Brenda Sim Pei Ling (collectively, the "Tria Dental Vendors" or the "Tria Dental Grantees") for the proposed acquisition by BHDN of 703 ordinary shares in Tria Dental Group Sdn Bhd ("Tria Dental") ("Tria Dental Share(s)"), representing 70% equity interest in Tria Dental, for a purchase consideration of RM3,696,000 to be satisfied entirely via cash, subject to the terms and conditions contained in the Tria Dental SSA ("Proposed Acquisition of Tria Dental"); ii. a conditional share sale agreement ("WS Dental SSA") with Kenneth Wong Pak Ken and Brenda Sim Pei Ling ("WS Dental Grantee") (collectively, the "WS Dental Vendors") for the proposed acquisition by BHDN of 42,000 ordinary shares in WS Dental Group Sdn Bhd ("WS Dental") ("WS Dental Share(s)"), representing 70% equity interest in WS Dental, for a purchase consideration of RM6,160,000 to be satisfied entirely via cash, subject to the terms and conditions contained in the WS Dental SSA ("Proposed Acquisition of WS Dental"); iii. a put option agreement ("Tria Dental Put Option Agreement") with the Tria Dental Grantees wherein the Purchaser agrees to grant an option ("Tria Dental Put Option") in favour of the Tria Dental Grantees for the remaining 300 Tria Dental Shares, representing the remaining 30% equity interest in Tria Dental, subject to the terms and conditions contained in the Tria Dental Put Option Agreement; and iv. a put option agreement ("WS Dental Put Option Agreement") with the WS Dental Grantee wherein the Purchaser agrees to grant an option ("WS Dental Put Option") in favour of the WS Dental Grantee for the remaining 18,000 WS Dental Shares, representing the remaining 30% equity interest in WS Dental, subject to the terms and conditions contained in the WS Dental Put Option Agreement.
(collectively, the "Proposed Acquisitions"). In conjunction thereto, BHDN, had on even date entered into the shareholders' agreements with the Tria Dental and WS Dental Vendors to regulate their respective rights and obligations as shareholders of Tria Dental and WS Dental and in respect of the management and business affairs of Tria Dental and WS Dental. Further details of the Proposed Acquisitions are set out in the attachment enclosed. This announcement is dated 21 April 2025. Please refer attachment below. |
Announcement Info
Company Name | SALCON BERHAD |
Stock Name | SALCON |
Date Announced | 21 Apr 2025 |
Category | General Announcement for PLC |
Reference Number | GA1-21042025-00061 |
Attachments
- Salcon_-_Proposed_Acquisitions_(Ann).pdf (Size: 339,581 bytes)