@Johnzhang I was part of the minorities that blocked the deal. We openly informed the independent directors that we had the numbers in public and in private letter. Yes I was aware that it’s always like a poker game. Except that we did not lie. This group of investors have different objective mainly we're long term investors. We fully respect and understand that every individuals/shareholders is DIFFERENT. Each individual have different objective, different background, and most of all different cost. We were confident then because this small group already recovered most of their costs if not all (through dividends over the years). So this is the main difference between us and the rest. We are in this company for the long term and has been, as long as the company is properly run without any financial shenanigans.
In fact, one of the reasonS that I think there will be another attempt in takeover is that the company did not do any share buyback. If the company did buyback, the minority will be able to block him much easier than before because the eligible pool of voting shares will be reduced. Unlikely he will use the general offer method because he will just own about 54% judging from the previous EGM result.
Again, we openly inform the Offeror, give us a more respectful offer. Please don’t insult us again. If not, don’t waste the company resources and time. We still have the number in excess. It is up to them to believe.
@beluga,. I would reject it too if I were shareholder then. Last weekend I read a bit of the past comments posted by the SCR supporting minorities which to my opinion were unreasonable, unfair and uncalled for. They have forgotten that every shareholder has equal rights. I gathered that the dissenting minorities only asked for $1.30 (ie 20 sen more) which was absolutely not too much to ask for !! At the time of SCR, nett asset of the group was about $536 mil consisting of $257 mil cash (!!) + substantial liquid investment. It was more likely that the company worth more than $536mil because the insurance outfit usually worth more than book value . Assuming the company worth only $536 mil ( per nett asset). To pay $1.10 for SCR amounted to $184 mil only ($1.1 x 167.74 mil share) Balance after SCR for TY was $352 mil ($536 - $184) which work out to be $3.30 per TY's portion of share. Hence , Minorities : TY distribution ratio was $1.10 : $3.30. Reasonable?? Absurd ! How could TY and SCR supporting minorities fault the dissenting minorities for blocking the SCR !! Even if TY agreed to $1.30, the asset distribution ratio would be $1.30 to $3.00 favouring TY by huge margin ! I guess minorities have to wake up from being always unfairly exploited by controlling shareholders .
TY can still easily takeover if he wants. That is why I believe there will be another attempt. I've experienced many takeovers before.
Here’s my independent advice to him. TY can reduced his cost of acquisitions by making two separate rounds of takeover. One year after another. First by general offer. Weed off the weaker players. Perhaps he may manage to grab further 20% outstanding shares?
Second round, use the SCR method to deal with the balance 40%....that consists the "stronger players" and the "dead/coma/sleeping/ignorant/couldn't-be-bothered" shareholders. His average cost will be slightly lower. He roughly knows who are the players already. Of course I won’t reveal my card especially in public for now.
Better offer soon before its jewel, Philippines insurance is generating more and more profit and command higher valuation.
@beluga,. I also think he will make another attempt . Is a matter of price. Only if you feel comfortable , pls share what will be the base line price to you and to the minorities who rejected the last SCR if another offer shall come within next 6-12 months ?
I can't speak for others. for me, honestly i don't know. I will only evaluate if the time comes. depending on the prevailing conditions then. also, never show all your cards :)
@beluga, it is not necessarily a bad thing to put forward the price if the dissenting minorities can come to consensus so that thing can move forward. Give TY some degree of certainty as he obviously don't want to fail the second time . Should work for a win win solution.
@johnzhang i think at 1.50, TY will most likely get enough support. i quite like to stay as shareholder too. doesn't matter if there will be any offer. as mentioned, already recovered most of the costs thru past dividends. i very much like the insurance biz in philippines , a good growth story. Umar Swift left the company in a very good shape. And he is the first foreigner to head Bursa now.
with MAA lift PN17 now, i think it gives TY more option. With listed status and cash pile, TY can do more with big picture in current low interest and some bargain out there.
@beluga, Fair enough. You are very clear of what you want to achieve and don't have to be concern of the day to day share price . I also opine that the insurance unit in the Philippines will do well and shall worth quite a bit above the book value if TY decide to spin it off one day . TY knows the value . He was just over confident that he would get thru the SCR at $1.10 which was also high premium to the 50-60 sen price traded before the SCR news surfaced. Happy investing.
i just wonder, as a public listed co, the reasonable and obligation of MAA to change financial year end to suit its major shareholder since the major shareholding no more than half.
KUALA LUMPUR HIGH COURT CIVIL SUIT NO. WA-22NCC-295-07/2021 EMPIRE HOLDINGS LTD ("PLAINTIFF") VS ITHMAAR DEVELOPMENT COMPANY LTD ("1ST DEFENDANT"), ITHMAAR BANK B.S.C. ("2ND DEFENDANT"), MAAG ("3RD DEFENDANT"), TUNKU DATO' YAACOB KHYRA ("4TH DEFENDANT") AND TURIYA BERHAD ("5TH DEFENDANT") (COLLECTIVELY REFERRED TO AS "DEFENDANTS")
When a deal is too good to be true, it usually is. So the company is trying to buy a block of Turiya shares cheap from the financier of the shares, and is now sued by the borrower and original owner of the shares. This may drag on for a while depending on the outcomes of the court case and or appeals.
volume so low. anyway the quarterly result report should be good. less motor insurance claims due to the lockdown and most likely good investments return due to equities market still rising.
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....
beluga
294 posts
Posted by beluga > 2021-06-22 19:43 | Report Abuse
@Johnzhang I was part of the minorities that blocked the deal. We openly informed the independent directors that we had the numbers in public and in private letter. Yes I was aware that it’s always like a poker game. Except that we did not lie. This group of investors have different objective mainly we're long term investors. We fully respect and understand that every individuals/shareholders is DIFFERENT. Each individual have different objective, different background, and most of all different cost. We were confident then because this small group already recovered most of their costs if not all (through dividends over the years). So this is the main difference between us and the rest. We are in this company for the long term and has been, as long as the company is properly run without any financial shenanigans.
In fact, one of the reasonS that I think there will be another attempt in takeover is that the company did not do any share buyback. If the company did buyback, the minority will be able to block him much easier than before because the eligible pool of voting shares will be reduced. Unlikely he will use the general offer method because he will just own about 54% judging from the previous EGM result.
Again, we openly inform the Offeror, give us a more respectful offer. Please don’t insult us again. If not, don’t waste the company resources and time. We still have the number in excess. It is up to them to believe.