OSIM International founder Ron Sim is on the verge of privatising his company, with his family having acquired, agreed to acquire, owned or controlled 90.64 per cent of OSIM's shares as at Thursday.
The 90 per cent threshold is where Mr Sim can compulsorily acquire minorities' shares, said Credit Suisse in an announcement late on Thursday night. Separately, 90 per cent is also an ownership threshold where a stock can be suspended from trading as public float has fallen below 10 per cent.
Credit Suisse is acting on behalf of Mr Sim in his privatisation bid. It said that the offeror, a special purpose vehicle owned by Mr Sim called Vision Three, can exercise its legal right of compulsory acquisition once it receives acceptances of 90 per cent of shares that it did not own pre-offer, other than those already held by the offeror, its related corporations or their respective nominees.
As Vision Three is a newly set up vehicle, it did not own any shares prior to making the offer on March 7. Mr Sim's shares do not count as a "related corporation", said corporate lawyer Robson Lee, partner of Gibson Dunn.
As at 5pm on Thursday, the offeror has received valid acceptances of 13.54 per cent. The offeror has acquired another 7.85 per cent, while Mr Sim and family is due to tender the 69.25 per cent of shares that they own.
This adds up to 90.64 per cent, a level at which the offeror can and will exercise his right of compulsory acquisition under section 215(1) of the Companies Act, Credit Suisse said.
Mr Sim's offer is due to close at 5.30pm today.
Amendment note: BT had earlier reported that 97 per cent was the threshold where Mr Sim can compulsorily acquire minorities' shares. However, the threshold is 90 per cent, based on Credit Suisse announcements.