Will fall ... Investors don't like largest shareholder selling private company to listed companies
Bhd (BCorp) is acquiring home appliances distributor Singer (M) Sdn Bhd from major shareholder Tan Sri Vincent Tan.
“The market talk is that BCorp is purchasing Singer from Tan, ” a source told StarBiz yesterday.
Trading in BCorp has been suspended from yesterday until 5pm today, pending a material transaction.
The stock last traded at 19 sen on Friday, with a market capitalisation of RM930.49mil.
Last year, the Berjaya group announced that it had planned to inject Singer into BERJAYA MEDIA BHDas part of the company’s regularisation plan.
According to its website, the Singer brand was established in Malaysia in 1906 as a branch of US-based Singer Sewing Machine Co.
In 1989, Berjaya Corp made a takeover bid for SSMC Inc, the parent company of Singer, resulting in BCorp acquiring 100% equity in Singer.
Singer became a wholly-owned subsidiary of Berjaya Retail Bhd, which also owned 7-Eleven Bhd, on June 14,2010.
Berjaya Retail, which was listed in 2010, was however taken private within less than a year by Tan, who cited the company’s poor share price performance as one of the reasons for the privatisation exercise.
According to Singer’s Malaysian website, the company has a retail network of over 700 shops in major townships, suburban and rural areas.
It is supported by more than 3,000 sales associates and 350 authorised after sales service contractors.
“Singer sells and provides easy payment scheme for its variety of consumer durables, both brown and white goods, flat panel television, refrigerator, washers, furniture, motorcycles, wellness products and digital products to Malaysia consumers.
“Singer was the pioneer in offering flexible Easy Payment Scheme giving customers the option of paying for the purchases by monthly installments that ranges from three to 48 months, ” it said.
if the 2-day suspension is only for him to sell Singer to BCorp ... then all the small holders will cheer and thank for his kind and generous .... is a very clever and respectable person!
Hahahaha.......talk about passing the buck on BJMedia...since already played gao gao!!... make money from other shares first. Only pariah counter will afraid of day traders. Don't dream about money coming back to shareholders. That never happen before after the 4 seasons and Vietnam cases.
Now the boss going to get money from sale of Singer to BJCorp, he may use the money to privatize BJLand for himself to get the RM650 million from GMOC Arbitration & another billion from Jeju Korea instead of sharing with shareholders? With the money VT may be increasing his stake in 7-11 or say invest in his pet hobby Cardiff FC. Bro, just dream. Its ok to dream that the shares will shoot up...
Yup! A simple announcement to buy Singer doesn't need 2 days suspension. There's more to meet the eyes....since 6% shares buyback is not enough to pay for Singer, BJCorp may swap its BJLand shares with VT to pay the balance? Later once the RM650 Million is received from Beijing SkyOcean & compensation from Jeju Kyoto. VT carry out Berjaya Group Restructuring Plan killing 3 birds with one stone?
VT bailing himself out by having BCorp takeover Singer? Thank you retail investors while stupid crab like 888STOCK888 is hoping the share wll hit RM1 by EOD? HahahHAHAHAHahaha
The acquisition will involve the issuance of new BCorp shares at an issue price of RM0.33 each, representing a premium of RM0.14 or about 74% over last Friday’s closing price of RM0.19 per BCorp share. BCorp will issue about 1,175.76 million BCorp shares for the net payment of RM388 million. In addition, TSVT will provide to BCorp a profit guarantee that Singer will achieve a profit after tax of RM20 million per year for the financial years ending 31 December 2020 and 31 December 2021. Based on net payment of RM388 million for the 100% stake in Singer, this profit guarantee of RM20 million per year will translate to a net price-earnings multiple of 19.4 times.
Pity BJCorp shareholders especially those aunties and uncles who dumped in their retirement money in BJCorp for 10 years. From RM1.00-RM1.50 in 2010 to RM0.20.... Invest RM50k in 2010, today only become RM10k or lesser... What a bad investment!
Bjland deal already issued of iculs, warrant & cash and latest penta deal with bjcorp new issuence shares that's causing share stagnant for both bjland and bjcorp. Gain nothing from both. The sunsets bjsinger bussiness bail out with new issuence of bjcorp shares will see purposely diluted the shares and continue squeeze the market price. The long term will cause VT to further control the company.
The upcoming REAL catalyst is Bjcorp will record massive net gain RM 480m after tax from disposal four season hotel in japan, nett EPS = 9sen.
DISPOSAL AND LEASEBACK OF THE HOTEL COMPONENT OF FOUR SEASONS HOTEL & HOTEL RESIDENCES KYOTO, JAPAN
On behalf of the Board, Maybank IB wishes to announce that the Disposal was completed today following the settlement of the Total Consideration by the Purchaser in cash and BKD has on even date entered into the Lease Agreement with the Trustee and the Purchaser.
hng33 is only here to make 2 cents profit and run... Hehe
but if this is a bad deal, why VT wants large amount of share exchange under his name at a premium price at 0.33 per share? He could have suck all the cash from BJCORP. Because he knows the shares will worth much more than 0.33 within next 2 years after privatise BJLAND. 2 years still quite a long time for small investors.
Yup! Don't cry over spilt milk...now we know a benchmark has been set for the next obvious privatisation project according to VT's restructuring plan outlined earlier once the RM650 million is received by BJLand...
"The acquisition will involve the issuance of new BCorp shares at an issue price of RM0.33 each, representing a premium of RM0.14 or about 74% over last Friday’s closing price of RM0.19 per BCorp share. BCorp will issue about 1,175.76 million BCorp shares for the net payment of RM388 million."
Stock888, BJCorp will bear a 140 million inter-company debt on top of who knows how much Singer is bearing only to receive a 40 million profit guarantee. Who knows how much Covid 19 and digital impact will be on Singer. If it's bad, saying cash flow negative after 2-3 years, BJCorp will on top of giving 1 over billion of BJCorp shares to VT and 140 million cash through debt owed, bear the future cash top up to keep Singer floating.
stock888, and NO, BJCorp NOT just issue 1 over billion shares. The deal is basically asking BJCorp to pay VT 140 million cash + over 1 billion BJCorp shares for 2 year profit guarantee of RM 20 million each!
However it looks like VT wants an easier and cheaper option to gain another 20% in control of BJCORP shares... It's paving way for him to HAVE even more control of BJCORP if BJLAND privatisation plan go through....
VT treated small shareholders very badly in the last 10 years... I don't think most shareholders will say yes to this deal...
Still don't understand why took 2 days to announce this lousy deal?
This deal could have been sweeten by BJLAND privatisation offer which will create large NTA value to BJCORP and has direct access to the income from bjtoto... + compensation from overseas
stock888, VT owns about 5% of BJLand himself, there'll be no dilution if BJLand is taken private by BJCorp through share issuane. Anyhow, without a clear evaluation of covid19 and digital impact over singer future business prospect, the deal should be halted!
It's in the announcement, Singer is valued at 536 million. But Berjaya Retail owes Singer 148 million. So, basically, BJCorp issue RM 388 million worth of BJCorp shares while waiving the RM 148 million owed by BRetail.
For shareholders’ information, the unaudited net assets of the Singer Group as at 31 December 2019 is RM561.00 million and the estimated total amount of inter-company debts owing by BRetail to the Singer Group as at 31 May 2020 is RM148.00 million. Assuming the final inter-company debt prior to the completion of the Proposed Acquisition remains at RM148.00 million and no dividends are declared and paid by the Singer Group after the date of this MOU, the net payment for the Proposed Acquisition will be RM388 million. Hence, BCorporation will issue about 1,175.76 million Consideration Shares for the net payment of RM388 million.
My bad, initially I thought it's a debt owed by Singer to BRetail, while it's actually the other way round. Anyway, it's basically the same though, RM 148 million cash + RM 388 million of BJCorp shares valued at ONLY 0.33 per share
Yup! Actually all is not loss. If you study the announcement by BJCorp on proposed Singer Acquisition dated 2 June 2020, it's only a Memorandum of Understanding (MOU) which is legally not binding... They have another 2 months to negotiate a Transaction Agreement with option to extend another month to sign this Agreement. Meaning only September to finalize Agreement? Also with conditions subject to due diligence, shareholders approval in EGM, SC approval for issue of new shares etc..etc...all to be finalized withing 6 months...so in actual fact if the proposed deal realky goes through will only happen in December 2020? So don't have to cry FAMA yet...
Leong, bjcorp has net asset above 1.00, its priced at 0.19 cause market sentiment and VT not declaring dividend for past two years. Bjcorp, a company with over 6 billion of assets, is issuing 20% additional new shares just to buy a 300+ million company, what joke are you talking...
forget about the price bjcorp paid for Singer. Let talk about the motivation phase 1 what VT did.
Before MOU Singer, VT shares hold to bjcorp is around 50%. However, after the MOU Singer, VT shares hold to bjcorp will increase by up to 60%.(which is very important for phase 2 deal !)
Phase 2 deal, bjland in future (I guess only ) After deducting bjcorp hold about 78% of bjland shares, if VT asks for one bjcorp share swap to 1 bjland share ( i assume ), then VT bjcorp shares hold after the deal will become 51% above, this is the main reason why he injects the Singer at first. Otherwise, he may not be able to obtain more than 50% of the bjcorp shareholders' equity after the bjland deal .
No need shareholder approval according to MOU, and not any other regulatory bodies. Only hope to stop the deal is through SC, and of course only if SC initiate investigation
Actually reasonable good deal & earning accretive ie}
1. Share price at 19 sen acquisition value at 33 sen.
2. Profit guarantee of rm 20m for next 2 years Bcorp enjoy extra sustainable profits of Rm 20m loh...!! Positive for bcorp loh....!!
Posted by wantanmi > Jun 2, 2020 10:26 PM | Report Abuse
Yup! Actually all is not loss. If you study the announcement by BJCorp on proposed Singer Acquisition dated 2 June 2020, it's only a Memorandum of Understanding (MOU) which is legally not binding... They have another 2 months to negotiate a Transaction Agreement with option to extend another month to sign this Agreement. Meaning only September to finalize Agreement? Also with conditions subject to due diligence, shareholders approval in EGM, SC approval for issue of new shares etc..etc...all to be finalized withing 6 months...so in actual fact if the proposed deal realky goes through will only happen in December 2020? So don't have to cry FAMA yet...
Posted by kahhoeng > Jun 2, 2020 10:26 PM | Report Abuse
Leong, bjcorp has net asset above 1.00, its priced at 0.19 cause market sentiment and VT not declaring dividend for past two years. Bjcorp, a company with over 6 billion of assets, is issuing 20% additional new shares just to buy a 300+ million company, what joke are you talking...
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firehawk
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Posted by firehawk > 2020-06-01 22:24 | Report Abuse
wtf! taking so long time ... why last 2 days didn't get it ready?