MINORITY shareholders of TTJ Holdings might have been surprised to learn last week that the company’s board is recommending they reject the cash offer of S$0.23 per share from THC Venture, a privately held company owned by TTJ’s controlling shareholder and executive chairman Teo Hock Chwee.

The recommendation is based on the advice of Zico Capital – the independent financial adviser (IFA) to the recommending directors – which said the offer is neither fair nor reasonable.

In a nutshell, the IFA said TTJ is a profitable structural steel company with an ungeared balance sheet; and the offer price is significantly less than the value of the assets on its books.