Securities Industry Council requires competing bids for Hwa Hong to be confirmed by Jul 25

HWA Hong’s : H19 0% directors on Friday (Jul 8) said that the Securities Industry Council (SIC) has laid down a Jul 25 deadline for any potential competing offerors to announce a firm intention to make an offer for the company. Jul 25 will be the 53rd day since Sanjuro United despatched its offer document.

As at Jul 8, the property player said it had not received any competing bids.

Sanjuro United, a consortium of shareholders that held about 20 per cent of the company’s shares, made a privatisation offer for Hwa Hong at S$0.37 per share in May, and then raised the price to S$0.40 last month. (*see clarification note)

On Jul 5, Sanjuro said that it and persons acting in concert held approximately 30 per cent of Hwa Hong's shares through market acquisitions, thus triggering a mandatory general offer.

Hwa Hong’s directors Ong Eng Loke, David Ong Eng Hui, Ong Eng Keong and Ong Mui Eng — known as the current Ong directors — said on May 17 that the company had appointed Evercore Asia as its exclusive financial advisor to maximise shareholder value, including by soliciting competing offers for the company.

The Ong directors, who hold about 29.3 per cent of the company’s shares, also said that they do not intend to accept the current privatisation offer.

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While the deadline for a competing general offer would normally have been Jul 23, Hwa Hong said on Jul 4 that its directors plan to undertake a comprehensive strategic review of the company if Sanjuro’s offer is unsuccessful.

The company would also engage a “leading accounting firm” to conduct a review of the company’s past operational practices and governance processes, among others.

It added that it would commence these reviews “expeditiously and efficiently” and aim to complete the exercise to maximise shareholder value “in the near term”.

However, the SIC said that the outcome of the exercise cannot remain unclarified, and that shareholders should be given sufficient information, advice and time to reach an informed decision on the offer.

It added that it may require clarifications on any potential competing offeror’s intentions to be made at an earlier or later date or require that the offeror to be identified in the appropriate circumstances.

Hwa Hong’s shares closed flat at S$0.40 on Friday. Sanjuro’s offer will lapse if it and its concert parties do not hold more than 50 per cent of Hwa Hong’s shares when the offer closes on Aug 1, 5.30pm.

*Clarification note: An earlier version of this article omitted Sanjuro’s current shareholding in Hwa Hong.