No revision to offer price for Courts Asia, closing date on March 15: Nojima

Published Tue, Feb 19, 2019 · 11:20 AM
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THE offeror for shares of Singapore-listed Courts Asia, Nojima Asia-Pacific, on Tuesday said that it does not intend to revise its offer price of S$0.205 in cash per share for the furniture retailer.

This was despite independent financial adviser KPMG Corporate Finance last week saying that its offer price is "not fair but reasonable".

In a document on Tuesday, Nojima said that it will not be allowed to amend the terms of the offer, including the offer price, in any way, in accordance with Rule 20.2 of the Takeover Code.

The final closing time and date for the offer will therefore be 5.30 pm (Singapore time) on March 15, 2019. "The offeror has no intention of extending the offer beyond the final closing date," it added.

Last Friday, KPMG had advised the recommending directors to recommend that shareholders accept the offer, unless shareholders are able to obtain a price higher than the offer price on the open market.

KPMG had said that the offer is "not fair" because the price premium to historical prices is significantly lower than the average premia for precedent transactions. The offer price is also at a 45 per cent discount to the net asset value per share as at Dec 31, 2018, and the price-to-book multiple of 0.55 times falls outside the range of multiples for comparable companies and transactions.

On the other hand, the offer is "reasonable", given the company's latest nine-month net loss and 65 per cent slump in share prices over the preceding 18-month period. Other reasons included the company's low average daily trading volume, the absence of other offers on the table, and the fact that the offeror has received valid acceptances representing nearly three-quarters of the total issued share capital of the company, resulting in the offer being declared unconditional in all respects.

Courts Asia shares ended flat at S$0.20 on Tuesday.

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