The Board of Directors of BKB ("Board") wishes to announce that the Company received a non-binding letter of intent from TMK to acquire 100% equity interest in CCM (a wholly-owned subsidiary of the Company), including the full economic interest of CCM in respect of CCM's subsidiaries and associated companies (save for certain assets comprising an associate company of CCM and two (2) parcels of land held by CCM) ("CCM Group") at an indicative purchase consideration of RM920.0 million on a cash-free, debt-free basis ("Indicative Consideration") ("Indicative Non-Binding Offer").
The Indicative Consideration is to be satisfied through a combination of cash and new ordinary shares in TMK ("Consideration Shares") at an issue price of RM1.9098 per Consideration Share which was arrived at based on the 5-day volume weighted average market price of ordinary shares in TMK traded on Bursa Malaysia Securities Berhad ("Bursa Securities") as at 31 May 2026. The Consideration Shares are expected to result in the Company having at least 20% equity interest in the enlarged share capital of TMK.
Pursuant to the above, the Board (save for Tan Sri Dato' Seri Lee Oi Hian, Dato' Lee Hau Hian and Lee Yuan Zhang, being the interested Directors in the proposed transaction) has today deliberated on the matter and has resolved to accept-in-principle the Indicative Non-Binding Offer, which is subject to, amongst others, the advice from an independent adviser to be appointed, the completion of the customary due diligence exercise on CCM Group and the execution of a sale and purchase agreement between the parties ("SPA").
For the avoidance of doubt, the proposed transaction, if it transpires, will be a related party transaction, and will be subject to the approval of the non-interested shareholders of the Company at an extraordinary general meeting to be convened.
The acceptance-in-principle is not intended to create any legally binding obligations between the Company and TMK (save for clauses relating to the exclusivity and confidentiality provisions) but merely sets forth the parties' present and preliminary intentions with respect to the Indicative Non-Binding Offer. Further announcements will be made in due course as required in accordance with the Main Market Listing Requirements of Bursa Securities.
A copy of the non-binding letter of intent and our letter of acceptance-in-principle of the Indicative Non-Binding Offer are attached with this announcement.
This announcement is dated 12 June 2026.