DeClout secures 46.95% acceptances in Procurri offer, ups stake to 97.34% at close

TECHNOLOGY incubator DeClout has received valid acceptances amounting to 138.8 million shares, representing 46.95 per cent of the total number of shares in Procurri Corporation, at the close of its mandatory cash offer for the IT solutions provider.

According to a bourse filing on Friday (Jul 1) after the close of the offer at 5.30pm, offeror DeClout and its concert parties will now own or control some 97.34 per cent of Procurri’s issued shares.

A total of 58 million shares, or 19.63 per cent of the total number of shares in Procurri, had been acquired by DeClout through married trades and open-market purchases.

DeClout said it intends to maintain the listing status of Procurri following the close of the offer, and does not intend to exercise its rights of compulsory acquisition that may arise under the Companies Act.

DeClout therefore intends to take the necessary steps to restore the free float of the company. SGX listing rules mandate that at least 10 per cent of the total number of shares in a listed company must be held by the public.

Shareholders who had not accepted the offer have the right to require the offeror to acquire their shares on the mandatory cash offer price of S$0.425 per share.

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The mandatory cash offer arose after DeClout, which originally owned a 29.4 per cent stake in Procurri, raised its stakes to 30.8 per cent with its purchase of 3.9 million shares in a married deal.

This triggered the need for a compliance offer for all shares of Procurri that it did not already own.

Under Rule 14.1 of the Take-over Code, any entity must make a mandatory general offer when it acquires 30 per cent or more of the voting rights of a company.

Shares of Procurri closed 2.4 per cent or S$0.01 lower at S$0.41 on Friday, before the announcement.