FGV’s proposal to acquire Sabah planter Pontian United for MYR1.21bn via a voluntary conditional takeover offer has become Unconditional after garnering acceptances of 50.25%. Based on updated information, we believe the pricing is much more palatable now, at MYR55,580/ha, although earnings accretion is still likely to be minimal. No changes to our earnings forecasts and MYR4.60 fair value.
- Take-over offer for Pontian now unconditional. As FGV’s voluntary conditional takeover offer for all the shares in Pontian United Plantations for MYR140/share has gotten 50.25% in acceptances, the offer has become unconditional. The offer will close on 17 Sept 2013.
- Positive news, based on updated information. In our 18 July report, we deemed the acquisition price of MYR1.21bn (assuming 100% acceptance) for Pontian’s 16,194ha of land (of which 11,000ha is planted with trees with an average age of 15 years) in Sabah to be high. However, upon further examination, we understand that Pontian has MYR249m cash sitting on its balance sheet, which would bring down the acquisition price to c. MYR961m. Also, Pontian has, within the estate, a 90-tonne/hr crude palm oil (CPO) mill, excluding which the price would come down further to around MYR900m. This would translate into MYR55,580/ha (instead of the MYR74,765/ha we originally estimated), which is a far more palatable price to pay, in line with industry averages of MYR45,000-60,000/ha.
- Earnings accretion minimal. Meanwhile, the earnings accretion - based on the lower net cash outflow of MYR961m (on incorporating the MYR249m cash held by Pontian) - would be slightly higher at 3-3.5% p.a. (instead of our originally estimated 2-2.5%), albeit still minimal.
- Maintain NEUTRAL. We will only incorporate this acquisition into our forecasts upon completion of the deal. Meanwhile, we maintain our SOP-based FV for FGV at MYR4.60, as well as our NEUTRAL rating. The catalysts required for a re-rating include: i) the acquisition of a larger stake in FHB, which would turn it into a subsidiary instead of an associate, thus resulting in a much cleaner and more transparent structure, ii) the disposal of its non-core assets and possibly, its non-performing assets, which are weighing earnings down, iii) further turnaround of its downstream divisions, and iv) a marked improvement in age profile and yields upon completion of its replanting programme.
Source: RHB
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