MSC divests Indonesian mining units
Monday, June 2 2014 - 02:12 PM WIB
SGX-listed firm Malaysia Smelting Corporation Berhad (MSC) announced on Monday that pursuant to the decision of its Board of Directors to divest all mining subsidiaries in Indonesia, the company has entered into two separate sale and purchase agreements for the disposal of Bemban Corporation Limited (BCL) and PT MSC Indonesia, respectively.
BCL is the penultimate holding company of PT Koba Tin.
The rationale for the proposed disposals is to cease all mining operations in Indonesia and re-position MSC and its subsidiaries to be more geographically focused in its tin mining and smelting business activities, the firm said in a statement.
The firm said on June 1, 2014, the company has entered into a Sale and Purchase Agreement (SPA) with Berkeley Kensington Group Limited (BKG) that upon completion, the latter would secure 100 percent equity interest in BCL. BKG, which is incorporated in the British Virgin Islands, may utilize an Indonesian-incorporated affiliate company to hold the BCL shares.
BKG shall purchase the entire equity interest in BCL, with cash payment of US$400,000 to MSC. The settlement of the $400,000 which had been made by the purchaser, constitutes the completion of the SPA.
The SPA provides a further payment of $600,000 by BKG payable by June 30, 2014 or such later date as the parties may agree in writing. However, the completion of the SPA is not conditional upon this payment.
The consideration was arrived at on a ?willing-buyer-willing-seller? basis and was determined after taking into consideration that the Contract of Work (CoW) between the Government of Indonesia and PT Koba Tin dated Oct. 16, 1971 as amended by the Agreement on Modification and Extension of the CoW 1971 dated Sept. 6, 2000 for extension to 31 March 2013 has now expired.
On 1 June 2014, the company had also entered into an SPA with PT Bangka Timah Utama and Eddy Dayanto for the disposal of 5,000,000 ordinary shares of $1.00 each representing 100 percent of the total issued and paid up capital in PT MSCI.
PT Bangka Timah Utama is a limited liability company duly organized and established under the laws of the Republic of Indonesia, having its principal office at JI. A. Yani Komplek DPRD No.33 Sungailiat, Province of Bangka Belitung Islands, Indonesia.
Edy Dayanto is an Indonesian citizen, residing at Cikoko Timur III/60, Pancoran Jakarta Selatan, according to the firm.
Editing by Johannes Simbolon