Top Global privatisation offer turns unconditional

A VOLUNTARY conditional cash offer to take BHO private has turned unconditional, said the group in a filing to the Singapore Exchange on Monday night.

As at 6pm on May 24, offeror SW Investment Holding owned, controlled, had agreed to acquire, or had received valid acceptances for 90.28 per cent of the total number of shares in Top Global, or an aggregate of about 290.1 million shares.

CIMB, acting on behalf of SW Investment, said the offeror has received valid acceptances in respect of some 288.4 million shares, representing approximately 89.72 per cent of the total number of shares in the company.

The offer was declared unconditional in all respects on Monday, as the offeror and its concert parties now hold more than 90 per cent of the voting rights attributable to all the shares in issue.

The offer will remain open for acceptance until 5.30pm on the final closing date, June 28. The counter will be delisted after the takeover offer has closed, given the public float has fallen below the required 10 per cent.

In April, SW Investment announced its intention to make a voluntary conditional cash offer for all the issued and paid-up ordinary shares of Top Global for a price tag of S$0.39 apiece.

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It also said that it made the offer with a view to delisting Top Global from the Singapore Exchange Securities Trading (SGX-ST) if it received sufficient valid acceptances.

The offer price of S$0.39 apiece marginally exceeded the volume-weighted average price (VWAP) of the shares transacted in the month leading up to and including the last trading day on April 29, representing a premium of 0.3 per cent.

It exceeded the VWAP of shares as transacted in the last year up to the last trading day with a premium of 17.8 per cent.

SW Investment is Top Global executive director and controlling shareholder Sukmawati Widjaja's wholly-owned investment holding company. Prior to the offer, SW Investment did not hold any shares in Top Global, but concert parties collectively owned or controlled approximately 86.97 per cent of the total number of shares in the company.

Shares of Top Global were trading flat at 39 Singapore cents when market closed on Tuesday.