Singhaiyi owners offer to privatise company at significant discount to NAV

Published Tue, Nov 9, 2021 · 05:15 PM

MAINBOARD-LISTED SingHaiyi Group has received a voluntary conditional cash offer from an investment holding company owned by Gordon Tang and his wife Celine Tang for all the issued ordinary shares in the company for S$0.117 per offer share in cash, with a view to delist.

This represents a 21.8 per cent discount to the company's net asset value (NAV) per share of S$0.1496 as at end-September, 2021.

In a bourse filing on Tuesday (Nov 9), the Tangs said that the offer is an opportunity for shareholders of SingHaiyi to realise their entire investment in SingHaiyi at a premium to the prevailing market prices, without incurring brokerage and other trading costs.

The Tangs also believe this represents a "unique cash exit opportunity" for shareholders which may not otherwise be readily available due to the low trading volume of SingHaiyi's shares.

In their view, privatising the company will provide them with more flexibility to manage the business of the company and its subsidiaries, optimise the use of its management and resources, and facilitate the implementation of any operational change.

The offer price represents a premium of approximately 19.4 per cent over the 12-month volume weighted average price (VWAP), and a premium of approximately 8.3 per cent over the closing price of Singhaiyi at S$0.108 on Nov 8, the last full trading day of the company prior to the announcement.

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With regard to the 1-month VWAP of S$0.109, 3-month VWAP of S$0.106, 6-month VWAP of S$0.099, and 12-month VWAP of S$0.098, the premiums are 7.3 per cent, 10.4 per cent, 18.2 per cent, and 19.4 per cent respectively.

The offer price exceeds the highest closing price of the offer shares in the 3-year period prior to and including Nov 8. It represents a premium ranging between 5.4 per cent and 88.7 per cent over the closing prices of the offer shares during this period.

The offer price represents a premium of 27.2 per cent over the 3-year VWAP of S$0.092. It also represents a premium of about 17 per cent over the rights shares allotted and issued at a price of S$0.10 on Mar 14, 2018.

As at the announcement date, the Tangs and their concerted parties hold in aggregate some 3.3 billion offer shares, representing 78.37 per cent of SingHaiyi's issued offer shares.

In a separate filing on Nov 9, Singhaiyi reported earnings of S$12.5 million for H1 FY2022, reversing from a loss of S$4.6 million in the corresponding period a year ago as revenue surged for the half-year ended Sep 30, 2021.

The group recorded a total revenue of S$202.8 million for H1 FY2022 as compared to the H2 FY2021 revenue of S$50.6 million, an increase of S$152.2 million year on year.

SingHaiyi said this was mainly due to an increase in revenue recognised for its projects, Parc Clematis by S$120.6 million, The Gazania by S$19.4 million and Vietnam Town Phase II by S$9.4 million.

Earnings per share was S$0.00297, up previously from S$0.00109.

Total income was at S$12.1 million as at Sept 30, 2021, turning around from a loss of S$2.89 million previously.

SingHaiyi Group requested a trading halt on Tuesday (Nov 9) morning.

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