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Vard shareholders get extra time to take Fincantieri's offer (Amended)


SHAREHOLDERS of Vard Holdings have two more weeks to pick up an offer that will pave the way for Italy's shipbuilding group Fincantieri to take its Singapore-listed subsidiary private.

The voluntary conditional cash offer from Fincantieri Oil & Gas SpA to buy out the remaining equity it does not hold in Vard Holdings at S$0.24 per share will close on Jan 12, 2017, 5.30pm, Credit Suisse (S) the exclusive financial adviser to the Italian group said in a stock exchange disclosure before trading close on Thursday.

This represents a two-week extension from the previous closing date of Dec 29, 2016, 5.30pm.

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Credit Suisse did not provide the supporting rationale for the extension although this is not its Italian client's first attempt at privatising its Singapore-listed subsidiary.

The independent directors of Vard, then known as STX OSV in 2013, had spurned Fincantieri's bid to delist its newly acquired subsidiary. Fincantieri had offered S$1.22 per share to buy out STX OSV.

Vard's independent directors however, have backed the latest offer from its Italian parent group. Vard said on Dec 6, its independent directors concurred with the recommendation of the independent financial adviser (IFA), KPMG, for shareholders to accept the voluntary cash offer from Fincantieri.

The IFA said among others, the offer price of S$0.24 per share represented a 29.03 per cent premium over the six-month volume weighted average price share, higher than the mean and median premiums for similar, preceding transactions announced for Singapore-listed counters.

The offer is conditional upon Fincantieri acquiring more than 90 per cent of total shares in Vard. Once that threshold is met, trading of Vard shares may be suspended on the Singapore Exchange.

If Fincantieri is successful in its second attempt to privatise its subsidiary, Vard will be the second offshore and marine counter to be delisted after Otto Marine in this industry downturn.

Shares in Vard closed flat at S$0.24.


Amendment note:Credit Suisse (S) is the exclusive financial adviser, not independent financial adviser to  Fincantieri Oil & Gas SpA.