(I) Proposed Demerger Of The TM Group ("Proposed Demerger") Comprising The Proposed Internal Restructuring And Proposed Distribution (Both As Defined Herein); (II) Proposed Listing Of The Entire Issued And Paid-Up Ordinary Share Capital Of TM International Sdn Bhd ("TM International") On The Main Board Of Bursa Malaysia Securities Berhad ("Bursa Securities"); (III) Proposed Shareholdersâ' Mandate For The Issuance Of Up To 10% Of The Enlarged Share Capital Of TM International; (IV) Proposed Employeesâ' Share Option Scheme For Eligible Employees And Executive Director(s) Of The TM Group; And (V) Special Dividend To Shareholders Of TM (Collectively Referred To As The "Proposals")

10 December 2007

Type

Announcement
Subject TELEKOM MALAYSIA BERHAD ("TM")

(I) PROPOSED DEMERGER OF THE TM GROUP ("PROPOSED DEMERGER") COMPRISING THE PROPOSED INTERNAL RESTRUCTURING AND PROPOSED DISTRIBUTION (BOTH AS DEFINED HEREIN);

(II) PROPOSED LISTING OF THE ENTIRE ISSUED AND PAID-UP ORDINARY SHARE CAPITAL OF TM INTERNATIONAL SDN BHD ("TM INTERNATIONAL") ON THE MAIN BOARD OF BURSA MALAYSIA SECURITIES BERHAD ("BURSA SECURITIES");

(III) PROPOSED SHAREHOLDERS’ MANDATE FOR THE ISSUANCE OF UP TO 10% OF THE ENLARGED SHARE CAPITAL OF TM INTERNATIONAL;

(IV) PROPOSED EMPLOYEES’ SHARE OPTION SCHEME FOR ELIGIBLE EMPLOYEES AND EXECUTIVE DIRECTOR(S) OF THE TM GROUP; AND

(V) SPECIAL DIVIDEND TO SHAREHOLDERS OF TM

(COLLECTIVELY REFERRED TO AS THE "PROPOSALS")

Contents :

We refer to TM’s announcement dated 28 September 2007 in relation to the Proposed Demerger.


On behalf of the Board of Directors (“Board”) of TM, CIMB Investment Bank Berhad (“CIMB”) is pleased to announce that the Board had, on 8 December 2007, approved the final terms of the Proposed Demerger.

Consequently, on 10 December 2007, TM entered into an agreement with its wholly-owned subsidiaries, Telekom Enterprise Sdn Bhd, TM International, Celcom (Malaysia) Berhad and Celcom Transmission (M) Sdn Bhd to give effect to the Proposed Internal Restructuring (details of which are set out in Section 2.1 of the attachment). Following the Proposed Internal Restructuring, TM proposes to distribute its entire holdings in and rights to ordinary shares of RM1.00 each in TM International to the entitled shareholders of TM (“Proposed Distribution”). The Proposed Demerger is a 2-step process involving both the Proposed Internal Restructuring and Proposed Distribution. The entire issued and paid-up ordinary share capital of TM International is proposed to be listed on the Main Board of Bursa Securities.

In conjunction with the Proposed Demerger, the Board of TM proposes the following: (i) proposed shareholders’ mandate for the issuance of up to 10% of the enlarged issued and paid-up share capital of TM International after the Proposed Demerger; and

(ii) proposed employee share option scheme for eligible employees and Executive Director(s) of TM and its subsidiaries. CIMB, on behalf of TM, is also pleased to announce that TM’s Board has approved a payment of a special gross dividend of 65 sen per share less tax of 27% (representing a net dividend of 47.45 sen per share or RM1,632,189,693.16) in respect of the financial year ending 31 December 2007, to the shareholders of TM. Please refer to the attachment for the full text of the announcement on the Proposals.



This announcement is dated 10 December 2007.


Announcement Info

Company Name TELEKOM MALAYSIA BERHAD
Stock Name TM
Date Announced 10 Dec 2007
Category General Announcement
Reference No MM-071210-36003

Attachments

  1. Ann__Dec_10_.pdf (Size: 261,554 bytes)