why the time extension by 2 weeks to finish the assessments n make a recommendation? Is there possibility of hidden assets? or something else which cannot be confirmed? Hopefully there is some hidden assets.
We refer to the announcements dated 7 December 2017, 4 January 2018 and 5 January 2018 in relation to the Proposed SCR.
In accordance with Paragraph 3.06 of the Rules on Take-Overs, Mergers and Compulsory Acquisitions 2016, the Board (save for the interested directors who are the persons acting in concert with Fu Yu Investment Pte Ltd, being Hew Lien Lee, Tam Wai, Ho Nee Kit and Ching Heng Yang (collectively, the “Interested Directors”)), had on 8 January 2018 appointed Mercury Securities Sdn Bhd as the Independent Adviser to provide comments, opinions, information and recommendations to the Board (save for the Interested Directors) and to the entitled shareholders in respect of the Proposed SCR.
Barring any unforeseen circumstances and subject to LCTH obtaining the necessary approvals and/or consents from the relevant authorities/parties as disclosed in Section 5 of this announcement, the Proposed SCR is expected to be completed in the second quarter of 2018.
Type of Meeting Extraordinary General Meeting Indicator Notice of Meeting Description LCTH CORPORATION BERHAD ("LCTH") -Notice of the Extraordinary General Meeting ("EGM")
Enclosed Notice of the EGM of LCTH dated 14 February 2018 to convene the EGM on 8 March 2018. Date of Meeting 08 Mar 2018 Time 02:00 PM Venue Kayangan Suite, Pulai Springs Resort, 20KM Jalan Pontian Lama, 81110 Pulai, Johor, Malaysia Date of General Meeting Record of Depositors 02 Mar 2018
... ... In arriving at our conclusion and recommendation, we have considered the fairness and reasonableness of the Proposed SCR based on all relevant and pertinent factors as summarised below which you should carefully consider before voting on the Special Resolution pertaining to the Proposed SCR to be tabled at the forthcoming EGM:-
Fairness We view the Proposed SCR as NOT FAIR in view that the SCR Cash Amount of RM0.58 is lower than and represents a discount of 9.38% to the estimated value per LCTH Share of RM0.64.
Reasonableness We view the Proposed SCR as REASONABLE in view of the following:- (i) The SCR Cash Amount is:- (a) higher than the daily VWAPs of LCTH Shares for 99% of the Market Days in the past 1 year before the date of the SCR Offer Letter up to the LPD, representing a premium of 8.33% over the VWAP of LCTH Shares for the said period of RM0.5354; and (b) higher than the daily VWAPs of LCTH Shares for 85% of the Market Days in the past 3 years before the date of the SCR Offer Letter up to the LPD, representing a premium of 10.18% over the VWAP of LCTH Shares for the said period of RM0.5264. (ii) The SCR Cash Amount represents a premium of between 4.37% and 31.82% over the 1-year VWAP up to the last traded market price of the LCTH Shares on the LTD; (iii) The LCTH Shares are illiquid, with a simple average monthly trading volumeto-free float for the past 6 months up to November 2017 (being the last full trading month prior to the LTD) of 3.88%; and (iv) As at the LPD, LCTH has not received any alternative offer for the LCTH Shares or any other offer to acquire its assets and liabilities. In view that the Non-Entitled Shareholder currently holds a controlling stake of more than 70% equity interest in LCTH, any such offer will not be successful unless with the support of the Non-Entitled Shareholder.
Recommendation Premised on the above, Mercury Securities is of the view that the Proposed SCR is NOT FAIR but REASONABLE. Accordingly, we recommend that the Entitled Shareholders VOTE IN FAVOUR of the Special Resolution pertaining to the Proposed SCR to be tabled at the forthcoming EGM. ... ...
Mercury Securities view: 'offer not fair but reasonable'.... What sort of recommendation is this?? Actually it is not fair but to say 'reasonable' is not offend major shareholders who pay their fee. Read it as not fair and unreasonable, in reality, as i personally opine it.
Not fair becos the value is about RM0.64 but reasonable becos the average of the share price during that period is around RM0.58. However, everybody know the share price can be controlled by the sharks.
PROPOSED SELECTIVE CAPITAL REDUCTION AND REPAYMENT EXERCISE OF LCTH PURSUANT TO SECTION 116 OF THE COMPANIES ACT 2016 (“PROPOSED SCR”)
The terms used herein shall have the same meaning as those defined in the announcement made on 10 January 2018 unless otherwise stated.
We refer to the announcements dated 7 December 2017, 14 December 2017, 4 January 2018, 5 January 2018, 8 January 2018, 10 January 2018, 12 January 2018 and 13 February 2018 and the circular to shareholders dated 14 February 2018 in relation to the Proposed SCR.
On behalf of the Board, RHB Investment Bank wishes to announce that the Entitled Shareholders of the Company have approved the Special Resolution set out in the Notice of EGM dated 14 February 2018 in respect of the Proposed SCR (“Special Resolution”), at the EGM of the Company held today, 8 March 2018.
The Special Resolution is to be approved by a majority in number of shareholders and at least 75% in value to the votes attached to disinterested shares that are cast either in person or by proxy at the EGM of LCTH, provided that the value of votes cast against the resolution for the Proposed SCR at the EGM is not more than 10% of the votes attaching to all disinterested shares of the total voting shares of LCTH.
Based on the poll results, 74.07% in number and 98.57% in value to the votes attached to disinterested shares that were cast either in person or by proxy at the EGM voted in favour of the Special Resolution. Further, 0.18% of the votes attached to all disinterested shares of the total voting shares of LCTH voted against the Special Resolution. Therefore, the Special Resolution was carried.
The application to the High Court to seek the confirmation for the reduction of share capital under Section 116 of the Act will be lodged in due course.
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....