The mandatory takeover offer was triggered after Pelita Niagamas swept up 29.5 million shares of MYR0.50 each in Ge-Shen or 38.36 per cent of Ge-Shen’s issued capital for MYR23.9 million or MYR0.81 per share in cash via direct business transactions yesterday.
Pelita Niagamas has then increased its stake in Ge-Shen to 52.67 per cent, with 40.5 million Ge-Shen shares.
The acquirer is also holding 25 million or 83.33 per cent of Ge-Shen’s redeemable convertible preference shares (Ge-Shen RCPS) of MYR0.01 each, according to a notice of the mandatory takeover offer from M&A Securities Sdn Bhd filed with Bursa Malaysia yesterday.
It is also offering to acquire all the remaining Ge-Shen RCPS in the market at MYR0.81 a share in cash, which represents an implied premium of MYR0.21 or 35 per cent to the issue price of the RCPS of MYR0.60 apiece when they were issued on April 17.
The offer is not conditional upon any minimum level of acceptances, as Pelita Niagamas already holds more than 50 per cent of the voting shares in Ge-Shen. Pelita Niagamas intends to maintain the listing status of Ge-Shen.
In April, Pelita Niagamas emerged as a substantial shareholder in Ge-Shen, following its acquisition of 11 million shares representing a 14.3 per cent stake in the company at MYR0.68 a share, for a total of MYR7.4 million.
Ge-Shen executive director Chan Choong Kong had also emerged as a substantial shareholder in Ge-Shen, by virtue of his holdings in Pelita Niagamas.
Ge-Shen shares tumbled 13.15 per cent since from the time of the announcement of the takeover. It closed at MYR0.825 today, with a market capitalisation of MYR63.45 million.