Offer for Hwa Hong closes with 92.3% acceptances; Sanjuro to exercise rights of compulsory acquisition

THE mandatory offer for Hwa Hong Corporation by Sanjuro United has closed on Monday (Aug 1), with the offeror crossing the threshold required to exercise its rights of compulsory acquisition.

Hwa Hong’s filing to the bourse noted that the total number of shares owned, controlled or agreed to be acquired by the offeror and its concert parties and valid acceptances of the offer amounted to around 92.3 per cent of the total number of Hwa Hong shares at the close of the offer on Monday.

As the offeror has over 90 per cent of the total number of shares of the company, it is entitled to and will be exercising its rights to compulsorily acquire all shares of dissenting shareholders at a price equal to the final offer price of S$0.40 per share.

Sanjuro is a consortium that made a mandatory offer for Hwa Hong, with the intention of privatising the company. 

The parties behind Sanjuro include former group managing director Ong Choo Eng and his son Ong Eng Yaw. Both have been appointed to Hwa Hong’s board of directors effective Monday, with Ong Eng Yaw also taking on the role as group managing director.

Meanwhile, 3 directors from the Ong family — who are related to the Ong Choo Eng and Ong Eng Yaw, but not part of the Sanjuro consortium — have resigned from the board effective Monday.  

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The trio include executive director and acting group managing director Ong Eng Loke, non-executive directors Ong Eng Keong and Ong Eng Hui David. They tendered their resignations following their acceptance of the privatisation offer from Sanjuro, filings on the Singapore Exchange showed.

The Ong directors had said last week that they would accept the Sanjuro offer for the shares controlled by them and their immediate family members, which represented around 29.3 per cent of Hwa Hong’s shares.

Hwa Hong has 2 other directors on the board: non-executive director Huang Yuan Chiang, and executive director Ong Mui Eng — who is Ong Eng Loke’s father.

Hwa Hong suspended the trading of its shares on Tuesday morning, after closing 1.3 per cent or S$0.005 lower at S$0.395 on Monday.