I think some investors are worried on the outcome of the negotiation with the company's debtors. There are several potential scenarios that investors are expecting:
1) The company succeeded in its negotiation. Debtors are willing to stretch the payment duration of the debt and the amount of the periodical payment to match something that is closer to Perisai cash flow from current projects. Even provide some discount to the debt. This is the best scenario, given that there will be no need to raised any capital. But debtors must be willing to get their money later than expected. I think this might be a bit of a wishful thinking on the part of equity investors. Probability is very low given the company cash flow is negative.
2) The company managed to find some middle ground with debtors. Debtors agree to some haircut but company must adhere to a new strict repayment schedule. In order to comply, company will need to raised capital most probably in the form of right issues. Probability is low in my opinion. For the debtors to agree to this, they will need to believe that Perisai will be able to improve in its operation in the near future which doesn't seems to be the case.
3) The company also managed to find some middle ground with debtors. Debtors agrees with management views that the outlook of the company is brighter in the future. So with time, the company cash flow will improve. However raising capital now to pay the debt (even after restructuring the schedule payment) proves to be difficult . So debtors, would agree to convert a big portion (if not all) of their debt to equity. Now in this scenario, equity holders does not have to come up with any capital but they will need to face potentially very dilutive effect post restructuring as there will be a lot of ordinary shares to be issued to the current debt holder. If you want to understand further you should try to do case studies on the many debt restructuring occurred back in 1998 (in Malaysia) or 2008 (US mostly). The most recent one that you can look at is Noble Group that actually happened early of this year.
Probability is also low as i doubt anyone (investors and debtors included) believe that the company will be able to win any contracts in the near term.
4) The company and its debtors could not find any middle ground on the restructuring of the debt . In order to protect the company from the debtors and potential legal issues, management are forced to file for bankruptcy. This is the worst case for equity holders as they will be the last party to any proceeds of liquidated assets (please take note that most of the time during bankruptcy proceeding, assets are sold at a massive discount to the book value). I think this scenario has the highest probability to happen.
This is why most investors are dumping the stock . For distress assets in general, you actually could make a lot of money by buying the debt (which normally trade at a steep discount before finalisation of the restructuring plan) but it will take some time before you could see any returns. Those that bought Lehnmen Brothers debt in 2008 (at a very steep discount) only see returns this year.
Buying the equity now is very risky as you have the potential to lose almost all of your money.
For those that are interested in diversifying their portfolio outside of oil and gas companies, i am recommending them to look at MBMR.
The company is a direct proxy to Perodua via its 22.6% interest in the company. Valuation is cheap at only 5.6x PE (based on target FY18 PATAMI of RM145mil. 9m PATAMI is already RM106mil). PB is low at only 0.5x BV. 4Q18 results is expected to be higher than 3Q18 and last year 4Q17. And FY19 growth will be driven by the still high demand of new Myvi and the launch of the new SUV in 1Q19.
Based on the article that you provided, it seems that they already agree in principal for most of the debt to be converted to equity (first they will need to consolidate the shares ). So basically it is the 3rd scenario based on my earlier post. Sorry, i missed out the arrangement that they had with the creditors back in June.
But in essence it would not be good for current shareholders, as they will be substantially dilution once the debt holders become equity holders. Current market cap is only RM25mil. But debt is RM1.25bil.
Assuming there is no haircut on the debt and all the debt amount will be converted to new shares.
Due to the low share price, company will decide to consolidate the share first. If not you will end up with redicoulously high shares outstanding and to low share price would just be hard to trade. At 2 sen for exemple every move of 0.5 sens (smallest movement possible in Bursa) is 25 % market cap movement. Example of consolidation: Every 20 shares consolidate to 1 new share. So from 2 sens the new shares will be 40 sens but share outstanding will fall to only 63mil instead of the current 1.26bil. Market cap is still RM25mil. If now you hold 20 lots of 2 sens, after consolidate you will have only 1 lot but at a price of 40 sens.
Then, the company will convert the RM1.25bil debt to new shares. So there will be 3.14bil new shares at 40 sens per share to be issued to the debt holders. Total new share outstanding will be 3.2bil shares. In terms of balance sheet, the debt level will reduce to zero and share capital increased by RM1.25 bil (evidently no cash is actually being injected). Shareholders equity increased from -RM289mil to RM960mil (at first this sound great). In terms of NTA per share it would be RM960mil / 3.2bil shares = 30 sens/ share. P/B will be 1.3x.
Upon conversion of all the debt the company P&L will actually improve substantially. 9m18 core PBT for example (if you exclude all the impairment) would have risen to RM14mil if there were no interest cost to be paid. Annualise PBT could potentially reach RM20mil. Let say given the big accumulated losses they have in their balance sheet, they could potentially not pay taxes for multiple years to come in the future. So PAT will also be RM20mil. Again this sounds good.
But here is the issue, these new investors (creditors turned to equity investors) have mostly the objective of recuperating what ever residual values that is possible. Their intention was never to be a long term equity investors in the company. So there is 2 ways for them to get back their money.
First sell the new shares that they will received. Given that the the new share price will actually trade at a premium to the new Book value (1.3x PB) some of them might be willing to go as low as 30 sen per share ( will then trade at 1x BV). However it all depends if there is demand for the stock since even at 30 sens per share, it will be trading at RM960mil market cap/ PAT of RM20mil or 48x PE.
Second way for new investors to get their money back is via dividend. Let say they decide to pay a 100% payout of Net profit. This translate to a payout of RM20 mil or RM0.0063 sens per share or a yield of 1.56% per annum. Unless they managed to increase the level of profit in the future, this might just be too slow (after 10 years you will only get 15% of the total debt outstanding). So they might start to try to dispose of any assets that they can find willing buyers. However the book value of the assets is still only 30 sens. In most cases distress company asset will actually be sold less than their book value.
Basically for current shareholders, it doesn't actually looks that great.
In distress companies you can make money by buying the distressed debt from the current creditors (most of them will be willing to sell it at a steep discount). Its actually hard to make money from buying equity. That being said it all depends on the restructuring negotiation between Perisai and its creditors. The example that i gave above is just a plain vanilla example. Most of the time companies need to give incentives to creditors to accept their restructuring/ recapitalization plans. It could be that the new shares to creditors would be listed at a discount (bad for equity shareholders because it would just means more dilution).
As of 7th Dec there was still no update on the restructuring plan.
This book is the result of the author's many years of experience and observation throughout his 26 years in the stockbroking industry. It was written for general public to learn to invest based on facts and not on fantasies or hearsay....
cashflow
3,642 posts
Posted by cashflow > 2018-11-29 15:59 | Report Abuse
Bleeding again