KUALA LUMPUR (May 9): MISC Bhd expects to see proceeds of up to RM358 million from the disposal of its entire equity stake in MISC Integrated Logistics Sdn Bhd (MILS) to Swift Haulage Sdn Bhd and the settlement of shareholder's loan and other receivables due by MILS.

In a filing with Bursa Malaysia today, the shipping giant said the purchaser will also assume all the liability of MILS.

MISC had today entered into an agreement for sale and purchase of shares (SPA) with Swift, for the disposal of the entire equity interest held by MISC in MILS.

The disposal comprises 20 million of ordinary shares and 332.85 million redeemable convertible preference shares, both at RM1 each.

MISC said the purchase consideration was arrived at on a "willing-buyer willing-seller" basis after taking into consideration MILS's audited net assets of RM255.5 million as at Dec 31, 2015.

According to MISC, Swift will fully repay the shareholder's loan (denominated in US dollar) owed by MILS to MISC of RM66.8 million upon completion of the SPA.

In addition, Swift will repay other receivables due from MILS to MISC of up to a maximum of RM34 million post completion of the SPA.

"Including the repayment of the shareholder's loan and the other receivables due from MILS to MISC, the total proceeds from the proposed disposal are estimated to be up to RM358 million," it added.

The principal activities of MILS are in the provision of integrated logistics services, which include freight forwarding, transportation, dry and cold warehousing, repair and storage of containers and other value-added activities to meet local, regional and global customers' demand.

Meanwhile, Swift's principal activities are in the provision of integrated logistics services, which include container haulage, forwarding, freighting, specialised warehouse services, consolidation of less than full container load cargo to East Malaysia, container depot services, sale of commercial vehicles, commercial vehicles repair and maintenance and general insurance throughout Malaysia.

MISC said the completion of the proposed disposal is conditional upon the approvals of the respective board of directors of MISC and Swift, and pending any waivers, consents, notifications and/or approvals from the relevant regulatory authorities.

MISC Bhd, a 62.7%-owned subsidiary of Petroliam Nasional Bhd (Petronas), said the proposal disposal is not subject to the approval of the shareholders of MISC.

"Upon completion of the SPA, MILS will cease to be a subsidiary of MISC," it added.

MISC also said the proposed disposal is not expected to have any material effect on its earnings, gearing and net assets for the financial year ending Dec 31, 2016 (FY16).

Shares in MISC closed down RM1.09 or 13.07% at its fifteen-month low of RM7.25 today, making it the top loser across the exchange. A total of 13.88 million shares were traded. The current price gives it a market value of RM32.36 billion.