MBf HOLDINGS BHD

KLSE (MYR): MBFHLDG (1236)

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1.70

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1 person likes this.

259 comment(s). Last comment by necro 2013-05-11 12:35

Alex Chan

3,915 posts

Posted by Alex Chan > 2013-02-06 20:23 | Report Abuse

where is the announcement for that?

hng33

19,861 posts

Posted by hng33 > 2013-02-06 20:30 | Report Abuse

I think the MBF management is just too late to post the news on bursa. Tomorrow morning, we will see the privatize news already.

hng33

19,861 posts

Posted by hng33 > 2013-02-06 20:35 | Report Abuse

The unofficial privatize offer price could be MBF at 1.50 nett; MBF-WA at 50sen nett.

Any special dividend declare will lead to adjustment in offer price.

hng33

19,861 posts

Posted by hng33 > 2013-02-06 21:22 | Report Abuse

If without the last min share markup by Tan Sri, the offer price of 1.50 will be 25% premium to average MBF market price at 1.21 and as much as 60% premium to MBF-WA average price of 31sen

Although offer price at 1.50, may not attractive for those trader bought at 1.45; it can opt to sell MBF and buy MBF-WA at 43sen which still have premium of more than 15%.

These unconfirmed offer price of MBF at 1.50 and WA at 50sen are more than 100% higher than 2010 offer price of 65sen and 500% higher compared to 2010 offer WA at 5sen

chung

527 posts

Posted by chung > 2013-02-06 21:59 | Report Abuse

As expected Dato is very stingy boss.... Those who bought 1.47 above get nothing. Another failure of privatization...

hng33

19,861 posts

Posted by hng33 > 2013-02-06 22:22 | Report Abuse

Based on 87% stake in MBF and 91.5% in WA, its almost certain privatization will go through.

sudahkena

1,804 posts

Posted by sudahkena > 2013-02-06 22:57 | Report Abuse

wait for tommorow.....

JimYeoh

1,514 posts

Posted by JimYeoh > 2013-02-07 08:42 | Report Abuse

The Board of Directors of the Company (“Board”) wishes to announce that the Company has today received a notice of conditional take-over offer (“Notice”) from Hong Leong Investment Bank Berhad (formerly known as MIMB Investment Bank Berhad), on behalf of Tor Private Limited, Nadin Holdings Sdn Bhd, Impact Action Sdn Bhd and Market Share Investments Limited (collectively referred to as the “Joint Offerors”) on the Joint Offerors’ intention to acquire the following:
(i) all the remaining ordinary shares of RM1.00 each in MBf Holdings Berhad (“MBfH Shares”) which are not already owned by the Joint Offerors;
(ii) all the remaining warrants 2003/2013 (“Warrants”) not already owned by the Joint Offerors (“Offer Warrants”);

(iii) all the new MBfH Shares which may be issued prior to the closing of the Offer arising from the exercise of the outstanding Warrants;

(iv) all the outstanding Class A United States Dollar denominated redeemable convertible secured loan stock (“RCSLS”) not already owned by the Joint Offerors (“Offer RCSLS”); and

(v) all the new MBfH Shares which may be issued prior to the closing of the Offer arising from the exercise of the outstanding RCSLS.

for a cash consideration of RM1.50 per MBfH Share, RM0.50 per Offer Warrant and RM4.64 per Offer RCSLS.

The Board does not intend to seek an alternative person to make a take-over offer for the Offer Shares.
A copy of the Notice is attached herewith. The Notice will be posted to the shareholders of MBfH within 7 days of its receipt.
This announcement is dated 6 February 2013.

lmf_hau

674 posts

Posted by lmf_hau > 2013-02-07 08:47 | Report Abuse

Conditional take over :-
Mother - RM 1.50
Warrant- RM 0.50

But y so little ??

Titicamara

131 posts

Posted by Titicamara > 2013-02-07 08:57 | Report Abuse

What about the RM0.3 special dividend?

sudahkena

1,804 posts

Posted by sudahkena > 2013-02-07 09:04 | Report Abuse

1.5 include special dividen? so cheap.......

lmf_hau

674 posts

Posted by lmf_hau > 2013-02-07 10:58 | Report Abuse

Its totally under-value !!
This Giam Siap Dato really stingy idiot.
He wanto buy cheap of the mother without declare the at least 40c special dividend to others...

Hopes this corp. exercise is failed , and revise higher the take over offer price.
_______________________________________________________________________

I was initially hopes the priviatisation could be done around RM 1.90 - RM 2.10 , which also the same as other expectation in the some members in this forum.
But now ,,, sian lah .
_______________________________________________________________________

I sapu the warrant at avg px 39.5 , now only 10c profit ,, much below my expectation of at least 80c ...

kai8994

393 posts

Posted by kai8994 > 2013-02-07 11:11 | Report Abuse

Thats the fate of minority shareholders. very unlikely he will fail this time.

hng33

19,861 posts

Posted by hng33 > 2013-02-07 11:16 | Report Abuse

This is the advantage of being major shareholder, Tan Sri know very well MBF worth, but market ail to recognize it. That why he offer just 65sen in 2010, 28% premium to market price at that time of about 52sen. But, minority reject the offer

Now, market price already at 1.20, again Tan Sri offer 25 premium in a bid to privatize it again at 1.50. It could be success this time judging from its 87% stake and 91.5% stake in WA and is still accumulating now

Unless, all minority corporate again and press pressure on MBF management, to at least declare special dividend without the need to adjust offer price

lmf_hau

674 posts

Posted by lmf_hau > 2013-02-07 11:39 | Report Abuse

this Giam Siap Dato ,,, really 晤阴公。。。。

really looking forward he fail this round again ,,,

sudahkena

1,804 posts

Posted by sudahkena > 2013-02-07 12:07 | Report Abuse

dh confirm special div include 1.5? mau cabut maaaa

jtpc2006

984 posts

Posted by jtpc2006 > 2013-02-07 16:09 | Report Abuse

This was announced last year:
MBf Holdings Bhd plans to reward its shareholders with a special dividend of up to 30 sen a share using proceeds from the proposed disposal of its credit and charge card operations to AMMB Holdings Bhd (AMM MK, Hold, TP: RM5.70). In a statement to the exchange, MBf which expects to rake in proceeds of RM623.4m from the sale of MBf Cards (M) Sdn Bhd to AMMB, said it is earmarking up to RM172.07m or 28% of the total amount as dividends. (Financial Daily)

Source: ECM Newz Bits 09 August 2012

The above statement still holds true, and we should hear from the MBFH management before the privatization.

jtpc2006

984 posts

Posted by jtpc2006 > 2013-02-09 11:10 | Report Abuse

Dato has been buying more and more, the free float is now so minimal, so why not keep the shareholders happy (and this includes him) and give out the special dividend. Remember the EGM last year approved the sale of the MBf card unit and was told the proceeds would be given as special dividend. Doesn't this make him liable to carry out this promise?

kai8994

393 posts

Posted by kai8994 > 2013-02-25 22:27 | Report Abuse

Damn! Latest net asset per share stands at 2.3705. where is MSWG?

kai8994

393 posts

Posted by kai8994 > 2013-02-25 22:50 | Report Abuse

Just realised MSWG is organising a forum on 28th Feb

lmf_hau

674 posts

Posted by lmf_hau > 2013-02-26 16:41 | Report Abuse

Shit ,,,,,,

Tan Sri Datuk Dr. Ninian Mogan Lourdenadin’s beneficial interest in MBfH is currently 89.17% of its issued and paid up share capital comprising 514,865,851 shares which are held through Tor Private Limited, Nadin Holdings Sdn Bhd, Impact Action Sdn Bhd and Market Share Investments Limited.

Current public shareholding spread is 8.27% , which <10% of conditional privitise exercise , shit ,, gone case.

MSWG cant do anything now ......

euscilyn

592 posts

Posted by euscilyn > 2013-02-27 09:42 | Report Abuse

If confirmed what should we do?

euscilyn

592 posts

Posted by euscilyn > 2013-02-27 09:43 | Report Abuse

Is it automatic return the money to us or I need to sell of my share?

yunsking

33 posts

Posted by yunsking > 2013-02-28 07:10 | Report Abuse

Minority Shareholder Watchdog Group is organising a forum of MBF Holdings Berhad's privatisation on 28 Feb 2013 11:00am
Shareholders, especially from Kuala Lumpur, are strongly advised to attend to let your muted voice be heard.

Venue MSWG Training Centre, Minority Shareholder Watchdog Group, 11th Floor, Bangunan KWSP, No. 3,Changkat Raja Chulan, Off Jalan Raja Chulan, 50200 Kuala Lumpur. Tel : 03-2070 9090

yunsking

33 posts

Posted by yunsking > 2013-02-28 07:14 | Report Abuse

Dividends as promised in the circular for EGM re disposal of MBF Cards Sdn Bhd has not been paid. We should be paid the special dividend as promised by Board. Take over offer is a separate exercise by the major shareholders.

jtpc2006

984 posts

Posted by jtpc2006 > 2013-02-28 08:43 | Report Abuse

yunsking, full agreement. EGM voted for the disposal of the MBF card segment on the promise of special dividend as promised by Board. Do you think the proposal would have been approved if special div was not promised?

jtpc2006

984 posts

Posted by jtpc2006 > 2013-02-28 08:43 | Report Abuse

yunsking, full agreement. EGM voted for the disposal of the MBF card segment on the promise of special dividend as promised by Board. Do you think the proposal would have been approved if special div was not promised?

jtpc2006

984 posts

Posted by jtpc2006 > 2013-02-28 09:02 | Report Abuse

Takeover is separate exercise by the major shareholders. The MBFH Board is fully liable to pay out the special dividend as promised for the MBF disposal.

sudahkena

1,804 posts

Posted by sudahkena > 2013-02-28 19:12 | Report Abuse

i already sold all.........

yunsking

33 posts

Posted by yunsking > 2013-02-28 23:06 | Report Abuse

MSWG will write to board and bursa to delay suspension and highlight the use of 4th qtr results for the IA. Offer of RM1.50 was before announcement of 4th qtr results. The special dividend of RM172.07 was specifically in relation of the disposal of MBF cards sdn bhd, the results was only reflected in the 4th qtr results. Hence the special dividend of RM172.07 million is payable on top of the offer of RM1.50. Letter will be sent to the board for the special dividend. Stay tuned

zack_liza

1,560 posts

Posted by zack_liza > 2013-02-28 23:14 | Report Abuse

Dah terlambat.i goreng mbf since the price below rm1.00 and mbf wa below rm0.20.no problem to me if accept the offer.please read my comment and recommendation 6 to 9 month ago..

jtpc2006

984 posts

Posted by jtpc2006 > 2013-03-01 07:29 | Report Abuse

yunsking, thanks for the update, this is correct, special dividend from the disposal of the MBF cards must be paid on top of the takeover offer.

yunsking

33 posts

Posted by yunsking > 2013-03-01 14:51 | Report Abuse

MSWg CEO had spoken to Bursa yesterday and Bursa will suspend MBF shares ONLY 5 mkt days after despatch of IA's circular. A slap in the face for MBF's directors for the clever interpretation of the Act and announcing earlier suspension.

yunsking

33 posts

Posted by yunsking > 2013-03-01 15:19 | Report Abuse

Mbf Holdings
CEO Tan Sri Morgan Lourdenadin has offered to privatise the company by offering RM1.50 a share.
Lourdenadin, who owned 87 per cent of the company as at Feb 9 2013, also offered 50 sen per warrant and RM4.64 per Class A United States dollar-denominated redeemable convertible secured loan stock. TS Morgan has now owned MBF Holding shares amounting to 91.24% of the issued and paid up capital of Mbf Holdings as at 27 February 2013.
 
MSWG Comment
A forum was held with minorities of MBf Holdings wherein minorities aired their displeasure over the privatisation especially the dissatisfaction that the dividend payment which was proposed earlier might not be given to shareholders. Minorities have sought MSWG’s help to appeal to Bursa to delay MBf’s suspension in order to pursue the dividend payment matter.
 
Also that to request the company to make the dividend payment on the following grounds:      
 
I.          The dividend payment has been committed by the Board
II.          It was discussed earlier prior to the privatisation taking place and is a separate matter from the offer
III.          Effectively the dividend payment committed to minorities works out to be only about RM10 million and is a small quantum

jtpc2006

984 posts

Posted by jtpc2006 > 2013-03-01 15:30 | Report Abuse

yunsking, your comment that Bursa will suspend MBF shares only 5 mkt days, what does this mean for us? can you pls clarify, thanks.

yunsking

33 posts

Posted by yunsking > 2013-03-01 17:31 | Report Abuse

The Board announced that Bursa will suspend the counter on 7 mar 2013. MSWG communicated and alerted BURSA to correct the announcement. It will be suspended 5 market days after Independent Advisor send out their report which is not done. 

That will allow us more time  for MSWG to pursue the dividend matter with the board of MBF and other Authorities

yunsking

33 posts

Posted by yunsking > 2013-03-01 17:37 | Report Abuse

I received calls from some shareholders saying someone representing the offeror asked them to accept the offer as the counter will be delisted on 07 Mar 2013 and approval has been granted. That is a lie and they are desparate to frighten minority shareholders to sell their shares. Where do they get the number of these shareholders and why do they need to call since there is an offer?

Please check with the announcement at BURSA.

jtpc2006

984 posts

Posted by jtpc2006 > 2013-03-01 19:48 | Report Abuse

yes, got it, thanks yunsking:

MBF HOLDINGS BERHAD
Stock Name MBFHLDG
Date Announced 28 Feb 2013
Category General Announcement
Reference No MH-130228-6359A

Type Announcement
Subject OTHERS
Description MBf HOLDINGS BERHAD ("MBfH" or "the Company")
- Suspension of Trading

We refer to Bursa Malaysia Securities Berhad's ("Bursa Securities") letter dated 28 February 2013 in relation to our announcement on 27 February 2013.

Nothwithstanding the provision of Paragraph 16.02(3) of the Main Market Listing Requirements ("LR"), Bursa Securities, in exercising its power under Paragraph 2.06(2) of the LR, informed that the trading in the Company's securities will be suspended only upon expiry of five (5) market days after the despatch of the Independent Advice Circular ("IAC") by Affin Investment Bank Berhad,the Independent Adviser ("IA") for the take-over offer by the joint offerors ("Offer") instead of from 9.00 a.m on Thursday, 7 March 2013 as announced on 27 February 2013.

Bursa Securities's decision to effect the suspension as set out above is made, after taking into consideration that the IAC has yet to be issued to the shareholders. As such, in the interest of ensuring a fair and orderly market, minority shareholders should be accorded time to evaluate and assess the advice of the IA in respect of the Offer prior to deciding on their actions with regards to their holdings in the Company's securities. In this regard, the ability to access the secondary market should be preserved and accorded to the minority shareholders.

This announcement is dated 28 February 2013

So we will wait for the IAC.

Euscilyn

592 posts

Posted by Euscilyn > 2013-03-05 11:26 | Report Abuse

I need some advise from you guys...
I had some lose share and warrant. DO I need to fill up the transfer form?

Euscilyn

592 posts

Posted by Euscilyn > 2013-03-05 11:27 | Report Abuse

If I did not fill up will I get back my money??

lkloke

111 posts

Posted by lkloke > 2013-03-05 11:40 | Report Abuse

Dear Yunsking, I too received a call yesterday while I was driving regarding this issue. As you mentioned, why should they call if it is in black and white. Refer to today's Biz Star, RHB research analyst maintained a reject offer with a higher fair value of $6.12 for MISC. This MBF snake boss is taking the minority shareholders for fools. The MSWG should look into this or else what is the use of this body?
It should be at least worth $2.50 after the sale of MBF credit card. My 2 cents!

yunsking

33 posts

Posted by yunsking > 2013-03-05 14:57 | Report Abuse

Some minority shareholders have written to Authorities and highlight an ommission of MATERIAL FACTS, i.e outstanding special dividend of RM172.07 million in the offer document. Waiting for their reply and action.

yunsking

33 posts

Posted by yunsking > 2013-03-05 15:35 | Report Abuse

Euscilyn, I suggest you sell the warrants.
How many shares do you have? You can sell those in multiple of 100 shares in the market unless you want to save some commission charges. For shares or warrants less than 100 units, I suggest you consult your broker as sales proceed may be less than the minimum brokerage charge and you may end up paying for sellling.
You may also decide not to take any action or buy some extra shares. Your risk is brokerage as RM1.50 is assured if you agree to sell on or before 20 Mar 2013 while upside may be the promised special dividend.

Euscilyn

592 posts

Posted by Euscilyn > 2013-03-05 16:05 | Report Abuse

I has ask my broker, she advise me to left it. End of the day the money will pay back accordingly.

Euscilyn

592 posts

Posted by Euscilyn > 2013-03-05 16:06 | Report Abuse

My share not much is a looses unit as well as warrant.

Euscilyn

592 posts

Posted by Euscilyn > 2013-03-05 16:08 | Report Abuse

If I sell it rugi a lot. But if accept to transfer might be better choice.

yunsking

33 posts

Posted by yunsking > 2013-03-06 07:47 | Report Abuse

Hong Leong Investment Bank's offer document to shareholders of MBF Holdings Berhad has OMMITTED A MATERIAL FACT, i.e. the special dividend of RM172.07 million to be paid after the completion of the disposal of MBF Cards Sdn Bhd on 03 December 2012 as announced by MayBank Investment Bank on behalf of the board.

jtpc2006

984 posts

Posted by jtpc2006 > 2013-03-06 08:58 | Report Abuse

Yunsking, I believe for the privatisation exercise to proceed, MBFH has to pay out the special dividend separately on top of their offer. The Board has violated the principle of dissemination of all material facts to all shareholders, and was this omission a deliberate act by the Board?

yunsking

33 posts

Posted by yunsking > 2013-03-06 22:51 | Report Abuse

Jtpc2006, board has up to 03 jun 2013 (within 6 months after completion) to pay the special dividend but they have no reason to 'squeeze' minority shareholders. Those with shares can complain to Authorities to complain about the suppression of minority shareholders.

jtpc2006

984 posts

Posted by jtpc2006 > 2013-03-07 09:17 | Report Abuse

yunsking, tks for update. I believe we are all waiting for the IA's report, any idea when will be sent us?

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