Independent financial adviser appointed after Esteel Enterprise makes mandatory general offer for BRC Asia

AN independent financial adviser (IFA) has been appointed following a mandatory conditional cash offer that was triggered after Esteel Enterprise Pte Ltd announced its intention to acquire all the issued ordinary shares in the capital of mainboard-listed BRC Asia Limited, other than those already owned by Esteel Enterprise and parties acting in concert with it.

In a Singapore Exchange filing on Friday, steel prefabrication firm BRC Asia said that RHT Capital Pte Ltd has been appointed as the IFA to advise the directors of the company who are regarded as independent for the purposes of the offer.

A circular containing, among other things, the advice of the IFA and the recommendation of the independent directors will be despatched to shareholders within 14 days from the date of despatch of the offer document to be issued by Esteel Enterprise.

Last week, it was announced that Esteel Enterprise, a private company, was making a mandatory general offer to acquire the shares that it does not already own in BRC Asia at S$0.925 per share.

This came after Esteel Enterprise purchased 81.6 million shares from Lingco Marine, Lingco Holdings, Seah Kiin Peng, Sin Teck Guan (Pte) Ltd and Lim Siak Meng, representing a 43.77 per cent stake, at 92.5 Singapore cents per share on Sept 8.

"In the meantime, shareholders are advised to exercise caution when dealing in their shares and to refrain from taking any action in relation to their shares which may be prejudicial to their interests, until they or their professional advisers have carefully considered the formal recommendation of the independent directors to shareholders in relation to the offer, the advice of the IFA, and the intentions of the offeror, all of which will be set out in the offeree circular. Shareholders who are in doubt as to the action they should take should consult their stockbroker, bank manager, solicitor or other professional advisers," BRC Asia said.

Esteel is owned by You Zhenhua's Advance Venture Investments Limited (80.1 per cent) and Liu Bin's Toptip Holding (19.9 per cent).