Thank you guys, and OTB, for taking the positive actions to protect our minority interest in PJD. I am encouraged to do my part and have submitted my complaint to SC and MSWG.
I am lodging the complain against PJD majority shareholder Tan Sri Ong Leong Huat @ Wong Joo Hwa ("Tan Sri Ong"), Land Management Sdn Bhd ("LMSB") and the parties acting in concert with them ("PAC") for disrupting the share price of PJD thereby causing a loss of over RM xxxxxx to my share and warrant holdings in PJD.
Tan Sri Ong, through his controlled OSK Holdings Berhad (OSKH), announced a multiple proposal on 15 October 2014, which included a proposed voluntary take-over offer by OSKH to acquire the remaining 308,351,543 PJD shares ("PJD Offer Share(s)"), representing approximately 68.3% of the issued and paid-up share capital of PJD (excluding 4,778,300 treasury shares) at an offer price of RM1.60 per PJD Offer Share.
The offer price is unfair and unreasonable as it is well below PJD market price immediately before the offer announcement. The RM1.60 offer price is well-below the NTA of RM2.54 as at 30 June 2014. Further, PJD is a very profitable company with steady revenue and very low PE.
The average share price of PJD for the preceding week before the OSKH offer announcement was around RM1.80. Immediately after the offer announcement by OSKH, PJD share price dropped to close at RM1.57 on 16 October 2014, and to RM1.54 on 17 October 2014. Since then, PJD share price has stayed below RM1.60.
My holding in PJ DEVELOPMENT-WARRANTS 10/20 suffered even greater losses. Before the offer announcement of RM0.6 per warrant, the market price in the preceding week was about RM0.90. The PJD warrant closed at RM0.615 on 16 and 17 Nov 2014 suffering a drop of over 40%. With warrant-to-share conversion price of RM1.00, and considering that the warrant has long expiring date till 05/12/2020, the RM0.60 offer is totally unfair and unreasonable for a growth company.
In the multiple proposal of OSKH, OSKProp is offered RM2.00 despite having NTA of only RM1.87. PJD has NTA of RM2.54, but only has offer price of RM1.60. PJD should be offered at the same basis as OSKProp, i.e. at a fair price of RM2.71. The unfair and unreasonable offer to PJD at RM1.60 is likely due to the fact that Tan Sri Ong and parties acting in concert has holding of 73.6% in OSKProp whereas the parties has holding of 31.7% in PJD.
As Director and Executive Chairman of PJD, Tan Sri Ong owes a duty of responsibilities to minority shareholders of PJD. But in this case of OSKH offer which he initiated, it would seem that the interest of PJD minority shareholders has been sacrificed for his own interest.
Although the offer to PJD minority shareholders is intended to be voluntary in nature, the mischievously low offer price has a downward disruption to PJD share and warrant prices. As a seasoned banker and stock-broker, Tan Sri Ong should have known very well the disastrous impact to PJD minority shareholders.
I seek SC urgent attention to take the necessary actions to protect the interest of minority shareholders of PJD:
1) To seek a fair and reasonable offer from OSKH 2) To prevent Tan Sri Ong and parties acting in concert from further negatively disrupting the share price of PJD 3) To prevent Tan Sri Ong and parties acting in concert, including OSKH, benefiting from the depressed PJD share price which they caused, i.e. preventing them from increasing their holding by buying more of the depressed PJD shares and warrants 4) To reprimand Tan Sri Ong for causing losses to minority shareholders of PJD as he, as Director and Executive Chairman of PJD, owes a duty of responsibilities to PJD minority shareholders 5) To take any other appropriate actions to protect the interest of PJD minority shareholders
OLH's offer to PJDev shareholders is one of the worst offer, undermining PJDev existing shareholders' intelligence thinking that he could pull off a stunt job by depressing PJDev shares well below RM1.60 and then announcing to the world that payment for RM1.60 is assured if they vote for the scheme. He forgot that when proposed scheme lapse, shareholders will have the last laugh as price will be much higher than RM1.60. Would be interesting to see how SC/Bursa respond based on the previous cases including Tebrau Teguh, Bernas, MISC, Goldis,
Thank you FAIRnREASONABLE. You did a good job and bring up PJDev and WC share price. Someone cannot sleep well and worry about of SC query. No choice has to let go the gate to let the price free flow. Thank you for everyone's effort. Please do not let a few guys to bully minority shareholders all the times. Please do not cheat all the people all the times.
Comment gentlemanly, we accept any criticism. No personal attack and uncalled remarks. I am not god, I do not know future. I only know that this stock is very good in FA. No blaming. You are an adult, you have to accept your decision making, being right as well as wrong one. We do not have time to quarrel. Please behave gentlemanly and comment more politely as we are all educated people here.
OTB, you know who it is who only launches personal attacks when proven wrong. Not once but many times. I just consider it small mosquito waiting to be crushed. Patience will pay off. Don't be hasty.
If base on current price for OSK at RM2.30, an exchange ratio of 4 PJDev shares for every 5 OSK shares, would indicate PJDev should be trading at RM1.84. An arbitrage opportunity of RM0.22 with PJDev's last price at RM1.62.
Speak to the person who got my email today, SC is investigating the complaints. She did say that they did receive several complaints about OLH's proposal for OSKP and PJDEV.
@james. cannot count like that. you have to take into consideration of a special dividend 0.15 plus the free issue of warrant at ratio 1:4. Thus, OSK will be further adjusted at that time. PJDEV will surge faster if the merger fail
The Board of Directors of PJD wishes to inform that Mr. Yap Yoon Kong, the Executive Director of PJD who is holding the following shares in the Company as at 3 November 2014, intends to deal in the securities of PJD during the closed period pending the announcement of PJD's financial results for the first quarter ended 30 September 2014:-
He is the one who is suppressing the PJD share price at 1.61 during the closed period, OLH playing trick,let fight with them..
Now only those small shareholder start to realize we need to do something on it to defence our right. But believe the OLH already collect enough stock at low price those past weeks, the success or not his initial proposal is not importance already
leelc70, I agree with you. I just bought 5000 units at RM 1.65, if exchange to 4000 units OSK, price about RM 2.06, now OSK price at RM 2.35, consider good buy. If the take over fails, PJD price sure will up above RM 2.00!
kwl8888, please consider osk special div of 15 cents and new warrant as well. It will not be RM2.35. Just to make sure you understand better. Anyway, 1.65 is a good buy.
Please be informed that you are registered for the abovementioned forum on 5th of November 2014 at 2.00pm. The venue of this forum is at MSWG, 11th Floor, Bangunan KWSP, Changkat Raja Chulan, Kuala Lumpur.
This book is the result of the author's many years of experience and observation throughout his 26 years in the stockbroking industry. It was written for general public to learn to invest based on facts and not on fantasies or hearsay....
micky92
759 posts
Posted by micky92 > 2014-11-01 11:17 | Report Abuse
Don't play2 with minority shareholders