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Acquisition of one six-storey shop office held under Geran 53924 Lot 53578 Pekan Kinrara

Type

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Announcement

Subject

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NEXTNATION COMMUNICATION BERHAD (“NEXTNATION” or “COMPANY”)
Acquisition of one (1) six-storey shop office held under Geran 53924 Lot 53578 Pekan Kinrara District of Petaling State of Selangor Darul Ehsan.

 

 

Contents

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1. INTRODUCTION

The Board of Directors of Nextnation wishes to announce that Nextnation Network Sdn. Bhd (“NNSB” or “the Purchaser”), a wholly-owned subsidiary of Nextnation had on 11 January 2008 entered into sale and purchase agreements (“SPAs”) with Bandar Setia Alam Sdn. Bhd. (“the Vendor” or “the Developer”) to acquire a six-storey shop offices situated at Setia Walk at Unit No. Block B-09 held under Geran 53924 Lot 53578 Pekan Kinrara District of Petaling State of Selangor Darul Ehsan (“the Property”) for a total cash consideration of RM3,174,011 (“Acquisition”).

NNSB is a private limited company incorporated under the Companies Act, 1965 and has its registered office at Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur. NNSB is principally engaged in the business of programming services, software development, internet consulting and provision of information technology services.

2. DETAILS OF THE ACQUISITION

The property is to be purchased free from all encumbrances but subject to all conditions whether expressed or implied and restrictions in interest affecting the Property and/or the individual issue document of title to the Property and subject to the terms and conditions of the SPAs.

The purchase consideration of the Acquisition of RM3,174,011 was derived at based on willing buyer-willing seller basis after taking into consideration its strategic location.

Pursuant to the SPAs, the purchase consideration of the Property shall be settled in the following manner:-

Payment of deposit of 10% of the purchase price of the Property which amounts to RM317,401.10, shall be settled upon execution of the letter of offer.

90% of purchase consideration or RM2,856,609.90 within fourteen (14) days after the receipt by NNSB of the notice of issuance of Certificate of Practical Completion by the Developer’s architect or engineer and handing over vacant possession.

3. INFORMATION ON THE VENDOR

Bandar Setia Alam Sdn. Bhd. (Company No. 566140-D), a company incorporated in Malaysia under the Companies Act, 1965 with its registered address at Wisma S P Setia, 1, Jalan Bandar Satu, Pusat Bandar Puchong, 47100 Puchong, Selangor Darul Ehsan.

4. RATIONALE FOR THE ACQUISITION

Nextnation has been growing and expanding. We expect to run out of space for our offices in the near future. The Acquisition is part of the Group’s future expansion plan.

5. RISK IN RELATION TO THE ACQUISITION

The Acquisition maybe subject to general risks such as business risk or economy risks in Malaysia, which could materially and adversely affect the financial and operating condition of Nextnation and its subsidiaries (“Nextnation Group”).

6. SOURCES OF FUNDING

The purchase consideration will be satisfied from internally generated funds and bank borrowings. The breakdown of the sources of funding for the Acquisition is 15% from internally generated funds and 85% from bank borrowings.

7. LIABILITIES TO BE ASSUMED

The Purchaser will not assume any liabilities arising from the Acquisition.

8. EFFECT OF THE ACQUISITION

8.1 Share Capital and Substantial Shareholders’ Shareholdings

The Acquisition will not have any effect on the issued and paid-up share capital of Nextnation and its substantial shareholders’ shareholdings.

8.2 Earning and Net Assets

The Acquisition is not expected to have any material impact on the earnings and net assets of Nextnation Group for the financial year ending 30 April 2008.

8.3 Gearing

The proforma effects of the Acquisition based on the audited consolidated financial statements of the Nextnation Group as at 30 April 2007 are set out in Table 1 as attached.

9. APPROVAL REQUIRED

The Acquisition does not require the approval of the shareholders of the Company or any of the authorities.

10. DEPARTURE FROM THE SECURITIES COMMISSION’S GUIDELINES FOR THE MESDAQ MARKET OF BURSA SECURITIES MALAYSIA BERHAD

The Acquisition is not subject to the approval of the Securities Commission (“SC”) and does not fall under the SC’s Policies Guidelines on Issue/Offer of Securities (“SC Guidelines”) or any amendments thereof. As such, the Acquisition has not departed from the SC Guidelines.

11. DIRECTORS’ AND SUBSTANTIAL SHAREHOLDERS’ INTERESTS

None of the Directors of the Company and/or substantial shareholders and/or persons connected to them has any interest, direct or indirect, in the Acquisition.

12. DIRECTORS’ STATEMENT

Taking into consideration the rationale of the Acquisition, the Board of Directors of the Company is of the opinion that the Acquisition is in the best interest of the Company.

13. ESTIMATED TIMEFRAME

Barring any unforeseen circumstances, the Developer shall deliver vacant possession of the Property within thirty-six (36) months from the date of the SPAs.

14. DOCUMENT AVAILABLE FOR INSPECTION

The SPAs will be made available for inspection at the Registered Office of the Company at Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur during normal business hours from Monday to Friday (except public holidays) for a period of one (1) month from the date of this announcement.

This announcement is dated 11 January 2008.

 

 

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