Asiatic Group (Holdings) 5CR has reached an agreement with white knight Etagreen Management to dispose of all of its 30% shareholdings in biomass venture Maju Intan Biomass Energy (MJE).
The disposal of MJE to Etagreen has been made at a nominal consideration of RM10.00 ($2.98), for the financial support of approximately RM34.5 million.
More than 10 years ago, Asiatic provided a corporate guarantee to assist MJE in obtaining financing for the construction of its biomass plant. The biomass plant had been unprofitable and Asiatic had written off all its investments in the plant from its books.
However, attempts to restructure the biomass plant’s debts failed and Asiatic was called to repay approximately RM122.2 million in July 2022. The amount was reduced to RM54.5 million, including estimated costs of about RM2 million, following a settlement reached between creditor Maybank and the appointed receiver.
On April 1, Asiatic announced that it was in "the final stage of discussion" with an unnamed white knight to take over MJE, which owns the Maju Intan Biomass Power Plant in Perak, Malaysia.
However, it said that it would first need "significant financial assistance" to make good on its guarantee and secure a "clean exit" from MJE.
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Under the white knight rescue deal secured by Asiatic on May 8, Asiatic will now have to repay approximately 35% of the settlement sum or a reduced amount of RM19.5 million including its share of costs, while Etagreen will set aside RM34.5 million for costs and repayment to Maybank.
Etagreen is in the green environmental regeneration space and processes palm biomass to be used as fuel in power plants to produce green electricity. It has leased the power plant from MJE’s receivers.
Asiatic will recognize a one-time expense of RM19.5 million and fund its share of payments from the proceeds of a proposed rights issue announced on March 31 and internal resources.
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The group is proposing a rights issue of 13 rights shares for every 10 existing ordinary shares to raise proceeds of $3.3 million to $6.1 million, depending on the level of subscription by shareholders.
Any shortfall will be financed by its positive cash flow from operations and unutilised borrowings currently available to Asiatic.
Asiatic’s managing director Tan Boon Kheng and director of one of Asiatic’s subsidiaries Tan Boon Yew have personally paid an aggregate amount of RM500,000 as part of the settlement.
Says managing director Tan: “Despite improving profitability at our fire protection solutions business in recent years, our share price continues to trade way below its book value. When completed, our exit from the Maju Intan Biomass Power Plant will reduce our contingent liabilities and improve our financial position.”
“We will strive to take more strategic beneficial actions for the group to unlock value for shareholders,” he adds.
Following this white knight agreement, Asiatic says the agreement will strengthen its financial position and allow the group to refocus managerial attention and resources on its core firefighting and protection business which is profitable and has a track record of generating positive cash flow.
Asiatic is working with a project partner to participate in the development of a fire intelligence and smart control system that can incorporate its existing fire protection solutions as part of an overall smart control of mechanical and electrical systems in buildings, to achieve energy savings.
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After its sale of the MJE biomass plant, Asiatic will be left with only one remaining active power plant, located in the Phnom Penh Special Economic Zone in Cambodia.
The group says it is reviewing its options and future plans for this remaining energy asset.
Shares in Asiatic closed flat at 0.2 cents on May 8.
