Yanlord stake in UE crosses 50% mark, offer turns unconditional

THE takeover offer of Chinese real estate player Yanlord Land Group for all ordinary shares of United Engineers (UE) has turned unconditional, with the offeror's stake in UE crossing the 50 per cent threshold.

In a bourse filing on Saturday, Yanlord announced that its unit, Yanlord Commercial Property Investments, had acquired an additional 9.4 per cent stake in UE a day earlier, by purchasing 59.9 million shares of the firm from the open market at the S$2.70 offer price. Yanlord did not name the party from whom it acquired the shares.

This brought the total stake in UE held by the offeror, Yanlord Investment Singapore (YIS), and concert parties to 51.46 per cent of all ordinary shares. In a separate filing, Yanlord announced that UE is now an indirect subsidiary of the company.

The latest developments come after Yanlord revived its offer for UE in late-October, following a lapsed takeover bid in 2017 by a consortium comprising Yanlord, Perennial Real Estate and Heng Yue Holdings. In October, Yanlord had originally set the offer price at S$2.60, unchanged from 2017, but later raised this to S$2.70.

As at 5pm on Friday, YIS had received valid acceptance of its offer for 0.0097 per cent of UE's ordinary shares, and none for the preference shares. YIS owns 97.7 per cent of UE's preference shares.

With the offer turning unconditional, Yanlord on Saturday also announced a mandatory unconditional cash offer for WBL of S$2.5947 per share, for all shares other than the 99.04 per cent stake held by YIS and UE. This is as per a ruling by the Securities Industry Council of Singapore.

UE owns 69.14 per cent of WBL via its unit UE Centennial, while YIS owns 29.9 per cent of WBL, Yanlord said in its bourse filing. The S$2.5947 offer price is the same price at which Yanlord had previously bought the WBL shares from Perennial and Heng Yue.

WBL, which engages in property development, property investment and engineering, was delisted from the Singapore Exchange in 2014. The cash offer provides an opportunity for remaining shareholders to exit the unlisted firm, Yanlord said in its filing.

Shares of UE closed one cent down to S$2.70 on Friday, while shares of Yanlord closed unchanged at S$1.19.