News

Rimbunan Sawit Berhad (“RSB” or “the Company”) wishes to announce that its wholly-owned subsidiary, R.H. Plantation Sdn. Bhd. had entered into a Sale and Purchase Agreement with a related party, Suria Permata Sdn. Bhd., to purchase Sublot 51 (Survey Lot 872) comprised in two (2) parcels of lands described as Lots 650 and 520, both of Block 10, Sibu Town District together with one (1) unit of four (4)-storey commercial shophouse which have been erected thereon (the said sublot and the shophouse are hereinafter referred to as “Property”) at a total purchase price of Ringgit Malaysia Seven Hundred and Fifty Thousand (RM750,000.00) Only (“Transaction”).

DETAILS OF SPSB

SPSB was incorporated on 26 June 1989 and is carrying out property investment and development businesses.

SPSB is the registered proprietor of all those two (2) parcels of land described as Lots 650 and 520 both of Block 10 Sibu Town District respectively (“Lands”).

SPSB is the registered owner of and is at liberty to sell and dispose of Sublot 51 (Survey Lot 872) comprised in the said Lands together with one (1) unit of four (4)-storey commercial shophouse which have been erected thereon.

DETAILS OF THE PURCHASE PRICE AND SOURCE OF FUND

The purchase price of Ringgit Malaysia Seven Hundred and Fifty Thousand (RM750,000.00) Only for the Property (“Purchase Price”) was agreed based on a “willing buyer and willing seller basis” and shall be fully satisfied in cash by utilising internal generated fund of RHP in the following manner :-

(1) a sum of RM75,000.00, being ten percent (10%) of the Purchase Price shall be paid immediately upon the signing of the Agreement as deposit cum part payment of the Purchase Price;

(2) a sum of RM637,500.00, being eighty five percent (85%) of the Purchase Price shall be paid within three (3) months from the date of the Agreement; and

(3) a sum of RM37,500.00, being five percent (5%) of the Purchase Price shall be paid within seven (7) days upon the issuance and release of separate document of title.

RATIONALE OF THE TRANSACTION

The Property is for the expansion of RSB Group’s head office.

RISK FACTOR

The Board does not envisage any specific risk to be associated with the Transaction.

EFFECT OF THE TRANSACTION

The Transaction will not have any material effect to the earnings per share, net assets per share, gearing, share capital and substantial shareholders' shareholding of RSB.

PARTICULARS OF ALL LIABILITIES, INCLUDING CONTINGENT LIABILITIES AND GUARANTEES TO BE ASSUMED BY RSB, ARISING FROM THE TRANSACTION

There is no liability, including contingent liability and guarantee to be assumed by RSB, arising from the Transaction.

THE NATURE AND EXTENT OF THE INTERESTS OF THE INTERESTED DIRECTORS AND/OR MAJOR SHAREHOLDERS

Tan Sri Datuk Diong Hiew King @ Tiong Hiew King, the director and major shareholder of RSB, is also the director of RHP and SPSB. Tan Sri Datuk Tiong is also a major shareholder of SPSB by virtue of his substantial shareholdings in SPSB via Tiong Toh Siong Holdings Sdn. Bhd. and Tiong Toh Siong Enterprises Sdn. Bhd.

Datuk Tiong Thai King, the director of RHP, is also the director of SPSB.

Tiong Toh Siong Holdings Sdn. Bhd. and Tiong Toh Siong Enterprises Sdn. Bhd., the major shareholders of RSB, are also the major shareholders of SPSB.

Mr. Tiong Chiong Ong and Mr. Tiong Kiong King, the directors of RSB, are the son and brother of Tan Sri Datuk Diong Hiew King @ Tiong Hiew King respectively.

WHETHER THE TRANSACTION IS SUBJECT TO THE APPROVAL OF SHAREHOLDERS AND THE RELEVANT GOVERNMENT AUTHORITIES AND THE ESTIMATED TIME FRAME FOR SUBMISSION OF THE APPLICATION TO THE RELEVANT AUTHORITIES

The Transaction is not subject to the approval of the shareholders and other relevant government authorities.

THE SALIENT FEATURES OF THE AGREEMENT AND THE TIME AND PLACE WHERE THE AGREEMENT MAY BE INSPECTED

SPSB shall be responsible to secure the issuance of the separate document of title of the Property and to pay for the premium thereof. Upon the issuance of the individual document of title to the Property and subject to the payment of the Purchase Price in full by RHP to SPSB and the observance of all the terms and conditions as stipulated in the Agreement, SPSB shall as soon as practicable execute or cause to be executed a valid and registrable memorandum of transfer of the Property to RHP or its nominees.

The Agreement and all other relevant documents in connection with the Transaction are available for inspection at RHP’s registered office at No. 85 & 86, Pusat Suria Permata, Jalan Upper Lanang 12A, 96000 Sibu, Sarawak from Monday to Friday (except public holidays) during business hours.

THE DATE(S) ON WHICH THE TERMS OF THE TRANSACTION WAS AGREED UPON

The terms of the Transaction have been agreed upon on 4 November 2008.

ESTIMATED TIMEFRAME FOR COMPLETION OF THE TRANSACTION

Barring any unforeseen circumstances, the Transaction is expected to be completed by third quarter of Year 2009.

STATEMENT BY DIRECTORS

The Board, saved for Tan Sri Datuk Diong Hiew King @ Tiong Hiew King, Mr. Tiong Chiong Ong and Mr. Tiong Kiong King, having considered all aspects of the Transaction, was of the opinion that the Transaction is in the best interest of the Company and not to the detriment of the minority shareholders.