Brahim's Holdings Berhad (KLSE:BRAHIMS) entered into a conditional share sale agreement to acquire remaining 49% stake in Brahim's-LSG Sky Chefs Holdings Sdn Bhd from LSG Asia GmbH for MYR 130 million on May 18, 2012. Brahim's Holdings will pay MYR 1.3 million with the execution of the agreement, MYR 11.7 million on or before June 1, 2012 and the remaining MYR 117 million on completion. Brahim's Holdings will acquire 0.49 million shares of Brahim's-LSG Sky Chefs Holdings Sdn Bhd. Brahim's Holdings will not assume any liabilities, including contingent liabilities and guarantees arising from the transaction. The transaction will be funded via bank borrowings from Standard Chartered Bank. On completion, Brahim's-LSG Sky Chefs Holdings Sdn Bhd will become a wholly-owned subsidiary of Brahim's Holdings. LSG Lufthansa may give a notice of termination to Brahim's Holdings in the event Brahim's Holdings defaults in the satisfaction of the consideration. Brahim's Holdings may give a notice of termination to LSG Lufthansa in the event that LSG Lufthansa fails, neglects or refuses to complete the sale in accordance with the provisions of the agreement.

Brahim's-LSG Sky Chefs Holdings reported revenues of MYR 336 million, profit before taxation of MYR 55.9 million, profit after taxation of MYR 41 million, minority interest of MYR 14.9 million and net assets of MYR 95.9 million for the year ending December 31, 2011. The transaction is subject to the approval of the Supervisory Board of LSG Lufthansa Service Holding AG for the sale, execution of non competition agreement, approval of the shareholders of Brahim's Holdings and approval of any other relevant authorities/parties if required. Brahim's Holdings will convene an extraordinary general meeting to seek approval for the transaction on or before July 30, 2012. The transaction is expected to be completed by the third quarter of 2012. The transaction will not have any effect on the issued and paid-up share capital and substantial shareholders' shareholdings of Brahim's Holdings. The proposed acquisition is expected to contribute positively to the earnings of Brahim for the year ended December 31, 2012. As of June 15, 2012, LSG Asia has granted Brahim's Holdings an extension till June 22, 2012 for the payment of balance deposit.

As of July 27, 2012, LSG Asia has approved the extension of extraordinary general meeting of Brahim's Holdings Berhad from July 30, 2012 to September 6, 2012. As on October 25, 2012, the completion date of the transaction has been extended to December 19, 2012.

As on November 19, 2012, the shareholder meeting of Brahim's Holdings Berhad is scheduled on December 5, 2012. The Board of Brahim's Holdings recommends the shareholders to approve the transaction. The payment of balance consideration and the completion of the transaction are scheduled in December 2012. The transaction is expected to be earnings accretive and will contribute positively to the future earnings and earnings per share of Brahim's Holdings.

Brahim's Holdings Berhad signed a fully underwritten financing commitment with Standard Chartered Bank in respect of fully funding the transaction on November 30, 2012. As on December 5, 2012, the shareholders of Brahim's Holdings Berhad approved the transaction. As of December 10, 2012, the approval of the Supervisory Board of LSG Lufthansa Services Holdings AG has been obtained. The transaction has become unconditional after the fulfillment of the conditions. On December 19, 2012, Brahim's Holdings and LSG Asia GmbH mutually agreed to extend the completion date from December 19, 2012 to December 27, 2012. As announced on December 28, 2012, Brahim's Holdings Berhad and LSG Asia are still in active engagement to facilitate the completion of the transaction.

FHMH Corporate advisory Sdn Bhd acted as the independent valuer for Brahim's Holdings. Symphony Share Registrars Sdn Bhd acted as registrar for Brahim's Holdings while HwangDBS Investment Bank Berhad acted as financial advisor for Brahim's Holdings Berhad. Crowe Horwath acted as accountant for Brahim's Holdings Berhad. Mark Lim of Wong Partnership acted as legal advisor to Standard Chartered Bank.

Brahim's Holdings Berhad (KLSE:BRAHIMS) completed the acquisition of remaining 49% stake in Brahim's-LSG Sky Chefs Holdings Sdn Bhd from LSG Asia GmbH on January 7, 2013.