Mieco Chipboard Berhad (KLSE:MIECO) entered into a share sale agreement to acquire Seng Yip Furniture Sdn. Bhd from SYF Resources Berhad (KLSE:SYF) for MYR 50 million on October 6, 2021. Consideration will be paid in cash. In a related transaction, SYF Resources Berhad entered into a share sale and purchase agreement to acquire M & A Securities Sdn Bhd from Insas Berhad for approximately MYR 220 million on October 6, 2021. Mieco intends to undertake a fundraising exercise via a private placement which involves the issuance of new shares for a gross proceeds of up to MYR 75.1 million, of which the proceeds arising thereto are mainly intended to finance the acquisition. Seng Yip Furniture shall cease to be a wholly-subsidiary of SYF upon completion of the acquisition. SYF Resources Berhad has proposed to change its name to M & A Capital Berhad. The party in default shall pay the sum of MYR 1 million to the Non-Defaulting Party as agreed liquidated damages. Seng Yip Furniture reported a revenue of MYR 119.5 million, profit before tax of MYR 7 million, loss of MYR 0.077 million, total assets of MYR 125.3 million, total liabilities of MYR 50.9 million and net assets of MYR 74.4 million for the year ended July 31, 2021. Transaction is subject to approval from Ministry of International Trade and Industry, approval of shareholders of SYF, approval of shareholders of Mieco, a private placement of shares of Mieco, the conduct and completion of a legal due diligence by Mieco's solicitors on Mieco and any other relevant authorities/parties, if required. The Audit Committee of SYF and board Committee of Mieco is of the opinion that the Proposed Disposal is in the best interest of SYF, fair and reasonable. On January 28, 2022, SYF and Mieco decided to extend the Conditional Period to a period not later than May 5, 2022, to fulfill the conditions precedent. On April 15, 2022, Mieco Chipboard announce that the applications in relation to the Proposals have been submitted to Securities Commission Malaysia and Equity Compliance Unit of the Securities Commission. As of April 20, 2022, the transaction is approved by the Ministry of International Trade and Industry. Transaction is expected to complete by the second half of 2022. As of April 20, 2022, Mieco Chipboard and SYF Resources mutually agreed to further extend the conditional period from May 5, 2022, to November 5, 2022, in order to grant the Parties an additional 6 months to fulfill the conditions precedent. As on January 3, 2023, the 1st extended conditional period for fulfilment of the conditions precedent to the SSPA has been further extended from January 4, 2023 to June 14, 2023.
As of January 31, 2023 Malacca Securities wishes to announce that the Company and Mieco mutually agreed to further extend the 3rd Extended Conditional Period of SSA for an additional three (3) months from February 5, 2023 until May 5, 2023 to fulfil the Conditions Precedent pursuant to the SSA . The conditions precedent of the SSA were fulfilled on March 10, 2023.
SYF intends to utilise the proceeds arising from the disposal to be distributed as a special dividend cum capital repayment to the shareholders of SYF. The Proposed Disposal does not have any effect on the share capital of SYF. Malacca Securities Sdn Bhd acted as financial advisor to SYF. Malacca Securities Sdn Bhd acted as independent advisor to the Audit Committee of SYF. Strategic Capital Advisory Sdn. Bhd. acted as fairness opinion provider and financial advisor to Mieco. UOB Kay Hian Securities (M) Sdn Bhd. acted as financial advisor to Mieco.

Mieco Chipboard Berhad (KLSE:MIECO) completed the acquisition of Seng Yip Furniture Sdn. Bhd from SYF Resources Berhad (KLSE:SYF) on March 14, 2023.