Y&G to acquire RM477m worth of landbank from major shareholder's family

• “The proposals are carried out as part of the ordinary course of business of Y&G as a property developer, with the aim of enhancing its landbank for future development, thereby ensuring continued development opportunities for the group going forward.”

KUALA LUMPUR (Aug 12): Y&G Corp Bhd (KL:Y&G) plans to acquire 584.4 acres of land from the family of its managing director and major shareholder, Datuk Seri Yap Seng Yew, for RM477 million, cash, over four times the group's market capitalisation, which stood at RM107.10 million on Tuesday's close.

In a stock exchange filing on Monday, the property developer said it had entered into agreements to acquire 95.02 acres in Sepang for RM206 million and 367 acres in Ujong Permatang, Kuala Selangor, for RM189 million. It is also spending RM82 million to buy a company holding 86.4 acres of land in Sepang. The deals are considered related-party transactions as the vendors are linked to Seng Yew and his family.

“The proposals are carried out as part of the ordinary course of business of Y&G as a property developer, with the aim of enhancing its landbank for future development, thereby ensuring continued development opportunities for the group going forward,” Y&G said.

For the 95.02-acre Sepang land, Y&G’s wholly owned Nusa Wibawa Sdn Bhd signed a conditional sale and purchase agreement with Nurani Saujana Sdn Bhd. The RM206 million price tag matches the fair market value determined by independent valuer Jones Lang Wootton. Nurani Saujana is majority-owned by Seng Yew’s sons, Datuk Yap Jun Jien and Yap Jun Wei, who each hold a 45% stake, with the remaining 10% held by Gan Li Ching.

For the 367-acre Ujong Permatang parcel, Y&G’s wholly owned Duta Asiana Sdn Bhd entered a conditional sale and purchase agreement with Asian Regal Holdings Sdn Bhd. Asian Regal is owned in equal parts by Jun Jien and Jun Wei. The purchase price of RM189 million represents a 1.56% discount to the independent valuer's assessment of RM192 million.

Lastly, Y&G signed a conditional shares sale agreement with Jun Jien and Jun Wei to acquire all the shares in property developer Konsep Wawasan Sdn Bhd for RM82 million. Jointly owned by the brothers, Konsep Wawasan is the beneficial owner of 569 sub-divided parcels of land in Sepang, totalling 349,584 square metres (or 86.4 acres). The RM82 million price tag is a 0.87% discount to Konsep Wawasan's adjusted net assets of RM82.72 million as at end-2024, after deducting the loss-making company's liabilities, the land's audited net book value, as well as deferred tax, from the land's RM170 million market value.

Y&G, whose cash and cash equivalents totalled RM44.79 million as at end-2024, said it will be seeking external financing to partially fund the acquisitions. If 50% of the purchase price are to come from bank borrowings, and upon consolidating RM60 million of Konsep Wawasan's debt into the group on completion of the acquisition, Y&G's total borrowings will jump to RM345.64 million from RM47.14 million as at end-December last year, raising its gearing from 0.15 times to 1.09 times.

The Yap family's vehicle, Kinta Aroma Sdn Bhd, holds 50.8% in Y&G. Seng Yew separately holds a direct 3% stake, while his wife, Datin Seri Gan Li Li has a 3.1% direct stake and serves as the group's deputy managing director. Their sons Jun Jien and Jun Wei, also hold a direct 7.9% and 7.6% stake, respectively.

The acquisitions are expected to be finalised by the fourth quarter of 2025, pending approval from shareholders and other relevant regulatory bodies. UOB Kay Hian Securities (M) Sdn Bhd is the independent adviser to the non-interested directors and shareholders for these proposals.

Y&G shares, last traded on Aug 8, closed at 49 sen on Tuesday.

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