We maintain HOLD on UMW Holdings with an SOP-based FV of RM5.85/share. UMW said on Friday it has extended its offers for MBM and PERC by six months to end-October due to recent developments.
UMW did not specify the nature of these developments, although media reports indicate that the major impediment is Daihatsu’s disagreement to having UMW as the single largest shareholder in Perodua.
The Edge Weekly reported on the weekend that Daihatsu was adamant on this and even threatened to stop all technological transfer to Perodua. Daihatsu has a 20.93% stake in Perodua (comprising a direct stake of 20%, and indirect stake of 0.93% via its 18.5%-held Daihatsu (Malaysia) Sdn Bhd).
The worst case scenario for UMW is to be saddled with MBM’s lackluster operations and not own the 22.58% Perodua stake held by MBM (capping its ownership at 48% instead of the 70.6% eyed from the completion of both deals). This would be the implied result from Daihatsu’s decision, given that the transfer of the 20% stake from MBM to a new party requires the approval of other Perodua shareholders.
We believe UMW’s unusually long extension stems from the group wanting the confirmation that the acquisition of MBM would lead to owning a controlling stake in Perodua.
News reports say Med-Bumikar is poised to vote in favour of the UMW proposal in its EGM today: The Edge reported that 52% of Med-Bumikar (comprising MARA, along with the Looi and Wong families) are supportive of the deal.
Following a nod by Med-Bumikar, we understand that the 6 months (compared to 3 months stipulated by UMW in its initial proposal) will be for UMW to win support most crucially from MBM’s minority shareholders and Daihatsu with the latter as the priority.
We believe UMW would need to state how it can improve things for Perodua with a controlling stake. The status quo in Perodua’s shareholding arrangement has proven to be positive: it won a 36% market share in 2017, on a revenue of RM9.3bil and operating profit of RM440mil. This could partly be from the autonomy it enjoys from not having a single controlling shareholder.
We maintain our projections and FV given the growing uncertainty on this. The extension on both proposals to a single deadline for the second time indicates that the end goal is to own a controlling stake in Perodua, although the two proposals are not conditional to each other.
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