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G K Goh Holdings offers S$0.88 a share to delist BoardRoom Ltd
G K Goh Holdings has made a voluntary unconditional cash offer for BoardRoom Ltd, the mainboard-listed corporate secretarial services firm, in a bid to delist it.
It is offering S$0.88 in cash for each BoardRoom share, in a deal that values the company at S$184.5 million.
At S$0.88, the offer price is a premium of 14.3 per cent to the last transacted price of S$0.77 a share on May 3.
The offer price is also an 18.4 per cent premium over BoardRoom's volume-weighted average price for the one month leading up to May 3.
The offeror is Salacca, a wholly-owned unit of G K Goh, which currently controls 80.72 per cent of BoardRoom. Salacca does not intend to increase the offer price, it said in a filing on Wednesday.
The offer is unconditional, and in the event that BoardRoom's free float falls below 10 per cent, Salacca plans to delist the stock, it said.
As at March 8, around 11.46 per cent of BoardRoom's shares were held by members of the public.
If Salacca gets valid acceptances that put it in control of no less than 90 per cent of all BoardRoom shares at the close of the offer, it will exercise its right to compulsorily acquire the rest of the shares it does not own, and proceed to delist the company, it said.
A privatisation will enable G K Goh to exercise greater control and management flexibility over BoardRoom, financial adviser CIMB said.
G K Goh is a mainboard-listed investment holding firm which has businesses in aged care and corporate services.
BoardRoom's trading liquidity has also been low, and the offer is an opportunity for shareholders to realise their investment at a premiumover the prevailing trading price of the shares without incurring brokerage and other costs, CIMB said.
BoardRoom shareholders will receive the offer document within three weeks.