Guoco Group unit raises offer price for GL by 14.3% to S$0.80 per share

Vivienne Tay

Published Mon, Mar 15, 2021 · 05:41 PM

THE Guoco Group unit looking to take GL private has raised its offer price by 14.3 per cent or S$0.10 to S$0.80 per offer share, from S$0.70 previously.

The offeror - GuocoLeisure Holdings - does not intend to increase the final price "under any circumstances whatsoever", hotel operator GL said in a bourse filing on Monday.

The new offer price represents a premium of 42.9 per cent over the last transacted price of S$0.56 on Jan 14 - the last trading day before the proposed privatisation was announced.

It also represents a premium of 46.5 per cent, 52.4 per cent, 46.3 per cent and 25.2 per cent over the one-month, three-month, six-month and 12-month volume-weighted average prices up to and including the last trading day.

GuocoLeisure has obtained the consent of the Securities Industry Council to waive the minimum acceptance condition of the proposed deal. Prior to the waiver, the offer was conditional upon the offeror obtaining at least 90 per cent of GL's shares.

The waiver applies as long as the revised offer remains open for at least 14 days following the notification date and shareholders who accepted the previous offer are allowed to withdraw their acceptance within eight days of said notification date.

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As at 6pm on March 12, GuocoLeisure Holdings and its concert parties held about 83.4 per cent of the total number of shares in GL.

This comprised some 133 million valid acceptances or about 9.72 per cent of the total number of shares, and around 1.1 billion shares held by another of Guoco Group's wholly-owned units, GuocoLeisure Assets.

GuocoLeisure's move comes over a week after it extended the closing date for its voluntary conditional cash offer by two weeks to 5.30pm on March 18. The offer was set to close at 5.30pm on March 4.

Investor watchdog Securities Investors Association (Singapore), or Sias, on Feb 26 called for GL's offeror to "seriously reconsider" improving the offer price to reflect the true value of GL and extend the offer deadline by two weeks.

This came after shareholders highlighted their concern that the current offer price of S$0.70 per share "significantly undervalues" their shareholdings, and that the offer is not fair - an opinion affirmed by the independent financial adviser W Capital Markets.

GuocoLeisure is a special purpose vehicle of Hong Kong-listed Guoco Group. It earlier justified its offer price by citing the difficult operating conditions caused by Covid-19.

In January, GL posted a net loss of US$19.8 million for the six months to Dec 31, 2020, against a profit of US$26.9 million for the year-ago period. This came as the Covid-19 pandemic hit its British portfolio.

GL called for a trading halt before the market opened on Monday morning. Its shares last traded at 72.5 Singapore cents on Friday.

GL shares closed at S$0.80 on Monday, up 10.3 5 per cent or S$0.075.