Although not we are not 100% certain but the probability of good news should be higher than bad news...why hold a press conference if they abort the acquisition?
Furthermore, the bursa announcement states that :
......SMRT intends to hold a press conference and make a material announcement on a transaction as defined under Rule 10.02(j) of the Listing Requirements, where the percentage ratio calculated in accordance with Chapter 10 of the Listing Requirements is 25% or more.
Chapter 10 - 10.02(j) defines a transaction under Part D or Part E CHAPTER 10 TRANSACTIONS PART B – DEFINITIONS 10.02 (j) “transaction”, in relation to -
(i) Part D of this Chapter, means the acquisition or disposal of assets by a listed corporation or its subsidiaries but excludes transactions of a revenue nature in the ordinary course of business;
(ii) Part E of this Chapter, includes - (aa) the acquisition, disposal or leasing of assets; (bb) the establishment of joint ventures; (cc) the provision of financial assistance; (dd) the provision or receipt of services; or (ee) any business transaction or arrangement enter ed into, by a listed corporation or its subsidiaries; and
(iii) Parts D and E of this Chapter, excludes transactions entered into between a listed corporation (or any of its wholly-owned subsidiaries) and its wholly owned subsidiary;
PART D – ACQUISITIONS AND DISPOSALS
10.06 Requirements for transactions with percentage ratio of 5% or more
(1) Where any one of the percentage ratios of a transaction is 5% or more, the listed corporation must announce the transaction to the Exchange as so on as possible after terms of the transaction have been agreed. The listed corporation must include the information set out in Appendix 10A in the announcement.
(2) The listed corporation must also furnish the Exchange, in a separate letter, the percentage ratios applicable to such transaction.
(3) Sub-Rules (1) and (2) do not apply to a transaction where the value of the consideration of the transaction is less than RM100,000.
10.07 Requirements for transactions with percentage ratio of 25% or more
(1) Where any one of the percentage ratios of a transaction is 25% or more, in addition to the requirements of Rule 10.06, the listed corporation must - (a) appoint a Sponsor or Adviser, as the case may be, before the terms of the transaction are agreed upon; (b) issue a circular which includes the information set out in Appendix 10B to its shareholders; and (c) seek shareholder approval of the transaction in a general meeting.
(2) The listed corporation’s Sponsor or Adviser, as the case may be, must submit a copy of the circular to the Exchange together with a checklist showing compliance with Appendix 10B.
(3) Sub-Rules (1) and (2) do not apply to a transaction where the value of the consideration of the transaction is less than RM100,000.
@esl_22, means if got acquisition, SMRT have to inform bursa, appoint sponsor/advisor b4 terms r agreed upon n also have to get the shareholders' approval as per ACE market listing requirements.
However, nothing is 100% certain here but at least we have some idea to reassure ourselves basing on SMRT's announcement...I also hope press conference won't be negative news..
Acquisition deal is on and main board transfer is deferred so that the management could concentrate on integration of both company.. hence I believe it is a good move to the company in the long run.... however, I do hope there is some good surprises in the news conference. Below is what I found in SMRT website.....
2014 has been a delightful year for us and we are happy with our performance and achievement, and we are sure you are too. Amid the continuing challenges of the current economic situation we delivered better operating performance that positions us as a sound player in the education sector.
There has been recent announcements around a proposed acquisition and Bursa Malaysia Main Board transfer. We remain fully focused on the acquisition that is in the pipeline and our goal is to focus on building a new chapter and bring new life into the company with the objective of rebuilding Asia Metropolitan University (AMU) into a leading educational institution in Malaysia while providing high quality of education to students.
Therefore we have made a decision to defer our mainboard transfer exercise until we have achieved full integration and put in a transformational business model that would position us as market leaders in the education sector. We will revisit the mainboard transfer once we have completed the acquisition exercise.
We in SMRT see the opportunity and are confident in turning around the new acquisition due to our expertise and track record. This acquisition will create synergistic benefits to both companies. We believe such synergies will translate directly to higher revenue, higher profitability, greater capital velocity, and correspondingly stronger returns on invested capital.
We are grateful to our business associates and our shareholders for their support and trust. Rest assured, the board of SMRT will aim to grow consistently and in a sustainable manner.
On behalf of the Board, we would like to thank all stakeholders. Should you require further information and/or clarification, please send an email to IR@smrhub.com,
With regards, Board of Directors, SMRT Holdings Berhad
I will wait for the dust to settle to decide how much more & at what price to collect later. I want to hear on how SMRT is going to fund the pick up of 20+% of megb stocks. 1) Private Placement ? 2) Loans ?
I like the description on the opportunities available for SMRT.
Transformation for SMRT For SMRT, the acquisition of MEGB widens its footprint from a single Cyberjaya-centric campus to one with a national footprint, with vast opportunities for synergistic benefits. It could also open doors to opportunities to run English courses in MEGB’s various campuses, especially in Kuching and Kota Kinabalu.
Further drops of stock price will be a great chances for collection but I will seek more clarity from the news conference to decide on next course of actions....
guys.... not going to main board despite being approved may look silly... but shareholders are not stupid... there has to be a reason..... we just need to let them tell us what that is..
Haha.. how I wish I could have Mr brahmal phone number but unfortunately I do not have. Although I have No idea What is gonna happen on Monday but I have faith in this company. Education segment needs is always there. Low capital with high profit segment.
esl_22 dont worry, I think the deal is on, most likely as both mgeb also suspended.of course it is impossible to manage both going to main board and acquisition at the same time. do it once at a time..
Why focus so much on main market transfer? It is good to be in main market, but u have to remind yourself of all the catalyst smrt has: 1. Low single digit pe compared to prestariang 2. Upcoming pro elt winning, expected to be within next 3 months 3. Acquisition of megb and potential synergies 4. Increase of student intake from aucms and egypt 5. Brahmal still a substantial shareholder, his entry averaging at 45-50c
sorry, my english below half barrel. And i couldn't find same content from english news. Any volunteer, please help. tqvm.
i try my best: the only new thing in this article is it said if SMRT really buy remaining from Siva, which is 32.9%, together with Creador, they will posses megb 52.16%, so they'll have to force buy remaining megb shares. So, previously they have agreed, smrt possession in megb cannot more than 23%, and megb will remain listed.
other things in the news is same as in bursa announcement.
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....
ozzie75
8,772 posts
Posted by ozzie75 > 2015-01-09 21:15 | Report Abuse
AT: appreciate your perspective. Cheers.