GK Goh loses free float; offeror to exercise right of compulsory acquisition
A SPECIAL purpose vehicle (SPV) owned by GK Goh’s founder and chairman and its managing director will be making a compulsory acquisition of all the issued and paid-up shares in the company.
As at 6pm on Monday (Apr 10), the total number of shares owned, controlled or agreed to be acquired by Verveine, the SPV, and its concert parties, as well as valid acceptances of the offer, totalled 288.8 million shares.
This amounts to 91.88 per cent of the total number of shares of GK Goh : G41 0% in issue.
In February 2023, Verveine first launched a voluntary cash offer to take the mainboard-listed investment company private at S$1.26 per share in cash.
As more than 90 per cent of its shares have been or will be acquired, GK Goh no longer meets the Singapore Exchange’s free-float requirement, under which an issuer must ensure at least 10 per cent of its total number of issued shares are held by the public.
This means that GK Goh’s owners can take the mainboard-listed investment company private and it “will in due course” exercise its right of compulsory acquisition.
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Verveine is not planning to take any steps to restore the free float of GK Goh’s shares. It intends to delist the company once the offer closes.
Shareholders who have not accepted the offer have until 5.30pm on Apr 25, 2023 to accept the offer and realise their shares at the S$1.26 offer price.
When the privatisation offer was first announced in February 2023, GK Goh’s managing director Goh Yew Lin said that the company’s share price has been trading for some time at a discount to book value with low liquidity.
The offer price represented premiums of 38.8 per cent, 39.2 per cent, 37.6 per cent and 34.8 per cent over the volume weighted average price for the one-month, three-month, six-month and 12-month periods, respectively, up to and including the last full market day prior to the offer announcement.
Goh said the delisting and privatisation of the company will allow its owners to restructure the company’s asset mix and take strategic long-term decisions without as much pressure to deliver profits in the short term.
He said: “Many of the company’s existing investments are in private equity and venture capital funds which will take time to mature, and which cannot easily be sold or redeemed. We also view the company’s aged care businesses and assets in Australia and Singapore as long-term in nature, requiring patience and determination to build value.”
Shares of GK Goh closed 0.8 per cent or S$0.010 down at S$1.25 on Monday before the announcement.
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