offshore..strange one, which section of Co. Act says major shareholders cannot vote on a resolution? I may be wrong here but if major shareholders cannot vote, then minority will be the one in control, therefore minority can terminate all the directors also and appoint themselves as directors??
PNB can vote for rights issue, but cannot vote to exempt itself from undertaking MGO. Not sure which sections of the act. But these rules are widely reported.
Omione..Although it sounds pretty stupid to have a major shareholder voting to exempt himself from an MGO, again, where in the Co ACt does it says that a major shareholder cannot vote.
I m not a co law expert but I find it strange that a Co is trying to put thro a resolution to exempt a shareholder from doing something. Resolutions is meant to approve the COMPANY (not it's shareholders) to enter into certain dealings or acts. WHether a shareholder wants to or don't want to do something (including eating and shitting), he/she does not require the other shareholders to approve. Kakakaka
BTW, if what you say is correct and IF the MGO exemption is rejected, then, the price for MGO would it not be 30sen, i.e. the highest price that PNB paid to trigger the MGO?
The rights issue exercise will be scuttled should minority shareholders disapprove of PNB exemption from MGO. Should this happen, I hope the next course of action will be for PNB to take the company private. PNB has a lot more to lose than us minority.
My view At EGM, PNB can vote on rights issue but cannot vote to exempt MGO based on The Companies Act If MGO exemption fails, PNB can either cancel the rights issue or take it private. The price will not be 30 sen cos that's the rights issue price. PNB has to buy 1 share from the mkt & then offer to take it private at that price but no one will give it to him.
Very embarrassing if this senario happens & very likely to happen if EPF abstains from voting.
I am not sure if price will go up or not if this RI can't proceed. One thing I am very sure is that this company is in urgent need for the money from this RI to pay off its loan and suppliers. You can ask some suppliers dealing with this company. They are not getting paid yet as this company is hopeful of getting the cash from RI before paying them. Imagine without the cash from RI and this company defaulted its loan repayment, you still think share price will go up?
MGO waiver firstly needs SC approval. But it is likely that SC will leave it to the minority shareholders to decide in the EGM.
SC cannot give the approval without the shh making the decision first. IF shh vote in favor, then the SC approval will be a mere formality. SC cannot overrule the Shh.
Rowie...If RI goes thro but not MGO, then PNB subscription to RI will trigger MGO, therefore the highest price is 30 sen.
On the other hand, Co abandon RI, UMWOG share price WILL go further south. PNB if want to rescue UMWOG can then buy at lower than 30sen until it triggers MGO and offer to take private at lower than 30 sen.
Worst case if no RI & MGO, PNB let UMWOG rot further and go bust, financiers get liquidators in and sells whatever assets to salvage whatever they can for themselves. All shareholders get nothing. hahahaha
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JamesPond, It is clearly stated in the circular. Rights Issue will be scuttled if PNB does not get the exemption. Like Malaysian Airlines, PNB will not let UMWOG go to rot. It stands to lose billions. UMWOG is still a viable business that simply needs nursing. That's all.
Surely some sort of collaboration would have been made with significant minority shareholders to support the RI during the EGM. If PNB doesn't even know how to do such homework, Datuk ARA really no face already.
They don't even dare to announce a date for the RI. Selling off now is better than waiting for rights issue. GLC can afford to lose money. Everything is still OK for them.
Don't be too sure that they have done their "homework" or ICON fiasco wouldn't have happened. If you still own UMWOG stocks, I urge you all to go to the EGM and vote against exemption. I suspect PNB will quietly appreciate it. Unless the Rights Issue is voted out, PNB may not have the smoking gun to take UMWOG private as a last resort - just like Malaysian Airlines case. The only minority shareholdings the management could conspire with to vote for the exemption are those held by EPF and KWP. Both combined only own 16.5%. The balance of the minority can easily out gun the duo with their combined holding of 38.5%. I suspect the market is also gearing up for PNB's buyout of UMWOG. Consider. Who have been buying at below 30 sen? Since the big sell-down began on Jul 13, 600m shares have change hand. That is a good ⅓ of the total outstanding shares. VOTE and see the stock price skyrocketing.
By convention, announcement of Important Dates comes a month or more after the EGM. While the decision to buy or sell varies among investors, my view is at this rock bottom price, UMWOG is a value buy. Remember, even bonds of insolvent companies or states are still sought after by vulture funds. Value is all about price. Do make your own decisions. The only reason I am in this forum is to urge all of you to go to the EGM. Disseminate this to all your friends who own this stock. For those who buy at this price can look forward to making a hefty profit should PNB take UMWOG private. For this to happen, PNB needs a little helping hand from us.
I actually wanted to ignore oasischeah's comment,"Selling off now is better than waiting for rights issue." It's none of my concern. I am only here to urge you to vote. But my conscience prick me to share the little facts I gleaned from my research on this counter. Hopefully, should the price take off, someone won't sigh, "So near yet so far." But the decision is still yours to sell, hold, or even buy. Here goes: There were 1.2 b shares distributed from UMWH when it divested its holding of UMWOG on Jul 11, of which 0.9 b shares went to the triumvirs (PNB, EPF and KWP). Only about 0.3 b went to the minority. With more than 0.6 b already changed hand since, who else are there who can afford to sell below 30 sens? So if you analyse the volume, you will have to come to the same conclusion that there aren't much more to sell down. I hope you can make a few bucks out of this. VOTE.
Let's be clear. At the moment, there is no such thing as PNB taking UMWOG private. Until and unless we as shareholders vote out the Rights Issue thingy at the EGM, PNB does not have an excuse to take UMWOG private, even if it wants to. In my opinion, taking UMWOG private is the best course of action for the minority, for PNB and for UMWOG as a going concern. It is win-win for all. But it will not happen unless the market forces PNB to go this route. Guess, it is just how things work. 10/08/2017 11:44
It's interesting who bought the bulk of the 300m shares. Perhaps Insiders (election fund) who think PNB may be forced to take it private. Say if this happens (wishful thinking) & PNB offers at NTA values, all it needs is RM300m with EPF etc not participating. It can then pump RM1.5b to retire some of the debts & re-organise any way it wants. Its almost the same as now cos i think no minority shh will take up the rights. PNB still will have to come out with the bulk of the cash if the current deal is approved.
@@omione..imho, taking UMWOG private is the best course of action for UMWOG and PNB but not for Minority. If whole thing rejected, UMWOG share price would move south and as such PNB can acquire further shares to trigger MGO at a lower than 30 sen.
For minority, it would be better if they vote for the RI and for PNB exemption and don't subscribe for the RI. That way, PNB get to rescue UMWOG, share price of UMWOG can move north and the minority gain.
Don't fall for the ruse that UMWOG will go belly up if the rights issue fails. If you owe the banks 1.5 b, it is as much their problem as it is yours. In the short run, I believe, UMWOG will just roll over their debts. With regard to price: Should the rights issue exercise be rescinded, I believe, the smart money will scoop up the shares while the retail players panic. In the short term, price may fall, but not by much, and it will be only for a short time. I believe, PNB will have to act fairly soon - within a month or so. If PNB announces a buyout, it does not mean that we must sell our shares to PNB at whatever price it asks for. There are convention and rules to follow. An independent advisor will also be appointed to arbitrage a fair price. The norm is close to book value, which is about 1.05. But it can be less. But no way will PNB get away with even 30 sen offer price. But make your own call. Rights issue is really bad for all - minority, PNB and UMWOG. I have stated most of the reasons. Please read backward. After that if you still insist on voting for the rights issue, please go ahead. If you had bought at 4.60 or even 3, it is best that you take your shares private with PNB. But do vote against the exemption.
My thinking: Issuing RI also pay for debt, why I wan to gv money to them to pay debt? They are the one who create the debt but why I wan to help them pay it?
The share price sure will go down trend if after RI.
Actually the debt was taken to buy assets which was used to generate profit and all shareholders has a share of that profit, which now turn into a loss. I think their misstep was buying too many assets at high price, which now has lost its value while the debt the remain the same. So someone has to make up the shortfall i.e. the shareholders. And now PNB volunteered to swallow the whole RI to make up the shortfall, just need all of your approval. You can try your luck on privatisation but, I believe the NTA is much lower than that. Impairment can be done to reduce the NTA before doing a privatisation.
Agree with Offshore. Finally someone that talk some biz sense. If I run a biz with a few other partners and the biz is in deep shit, I m more than happy if a major partner is willing to fork out more money to bailout the biz, even at the expense of diluting my holdings.
Yes of course bank loans can be rolled over but that is assuming the bankers are stupid and dumb. If shareholders unwilling to bailout the Co, why should the bankers be the white knight?
Even with the RI, it is not sufficient to repay all its borrowings, but at least it will be easier to talk to the bankers to rollover a portion of the loans.
investor12345..if the RI goes thro, then UMWOG lives to fight another day. Although they are expected to make losses, but they is hope that in the long run they may survive and make profit. The share price would reflect that hope and as such should go up.
after the storm, u will get sunshine. maybe , at worst, 2 more qtrs of loses. At 28 sen and with PNB backing, losing money on yr investment is probably <5%.
Buying below 0.3c there is two sword waiting for you, 1. comming QR will be in deep shit. 2. after the RI it will dilute the share maybe to below 0.2c, even with free warrant also die..
All Newbie here. Pls keep in mind that KLSE company is different with ur own company. In KLSE, we only able to enjoy fruit with company, not stand together while difficult time period with company.
I only buy RI if company collect money for business expansion, not pay debt.
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Posted by investor12345 > 2017-08-08 10:15 | Report Abuse
What's the outlook on 2Q 2017 quarterly result for UMWOG? Any takes on it?