Since the major shareholder on both sides is the same party, they would have structured it to be beneficial to both sides, or else why do the exercise.
Any gains for shareholders will be multiplied many folds for the major shareholder, same with any losses. I reckon both sides will be up.
Seems like market dont know how to price tecnic vis-a-vis skp price. Might also be due to the fact spread and free float is low, hence not much volume.
If tecnic dips, buy more.
Also once skp price moves up tecnic shareholders will be sitting pretty.
when i post my previous comment, my equation only consider the asset of 3 subsidiary of tecnic, i miss out the asset of TECNIC at holding company level. SKP use 200 million to buy the total assets of 3 subsidiaries of TECNIC which is Plastictecnics, STSM and BPSB. SKP did not buy the entire assets of TECNIC, there is still some asset left at the holding company level which belong to all shareholder TECNIC.
the 2.35 come from : 95000000 / 40397333 = 2.35 the 0.88 come from : 35603795 / 40397333 = 0.88,
40397333 is the total issued shares of TECNIC. 95000000 is the cash paid by SKP to TECNIC. (100 million - 5 million = 95 million) 35603795 is the asset of TECNIC at holding company level.
hence,
if skp = 0.58, tecnic = 5.71 if skp = 0.67, tecnic = 6.10 if skp = 0.70, tecnic = 6.22 if skp = 0.80, tecnic = 6.65
latest skp share price is 0.665, so tecnic share price should be at 6.07, therefore tecnic share price is still undervalue.
This is why tecnic share price can go beyond the purchase price of RM4.95. SKP only buy the asset of the 3 subsidiaries, they did not buy remaining asset of Tecnic at holding company level. The remaining asset of TECNIC will be distributed to all shareholders of TECNIC at a later date.
Hi gnail, thanks for sharing! So should I cash out and sell off everything or take the deal? If I sold off at Fridays closing price my return would be ~60%
zackyh, if you think my calculation is correct, you should keep your share, because now it is still undervalue.
phantom2020, you cannot add 3.93 with 4.27xskp share, because
3.93 come from: 158642400/40397333 = 3.93
40397333 is the number of shares of TECNIC, and 158642400 is part of the 200 million paid by skp to tecnic to buy the 3 companies, and this 200 million is 100 million cash and 100 million skp shares, so if you add 3.93 with 4.27*skp share, you already overlap......
it is really very complicated, and very confusing when reading the announcement, not so easy to understand....
Are the minority shareholders being short-changed? I had thought that the 'actual" takeover price is RM5.00 and in the RHB IB's announcement to Bursa, those who bought TECNIC at the last closing price of RM5.08 (before suspension) will suffer a loss of 8 sen. Happily I sold mine at RM5.10. Wah!! TECNIC could touch RM6.00. This is GRRRRRR!!!! Woe unto me.
The acquisition offer price for the 3 operating subsidiary companies is RM5.00.
The value of the distribution to all tecnic shareholders is more than RM5.00, due to:
1. the market price of SKP being currently higher than the issue price pursuant to the offer; 2. cash distribution from the offer; and 3. cash distribution from the company's cash balances.
As for whether the offer is 'fair and reasonable' i believe the independent adviser KAF IB will advise. But no, i personally dont think shareholders are being shortchanged.
The ones who read the announcement would have determined that even though the offer is RM5.00, the actual proposed distribution back to shareholders is more than that.
As to the value of tecnic shares arising from the distributions, is not clear, with all due respect to the differing views of other comments above. If at all, the adviser/company is guilty of drafting a complex and complicated announcement, not shortchanging shareholders :)
The Proposed Special Dividend of RM158,642,400 or RM3.93 is as follows: 1. RM95,000,000 distribution from Proposed Disposal = RM2.35 2. RM36,357,600 distribution from Proposed Capital Reduction = RM0.90 3. RM27,284,800 distribution from cash balance and reserves = RM0.68 TOTAL = RM3.93
Its not clearly stated, but working backwards you can get the RM3.93. It is stated a few times in the announcement that this is a cash payment (ie. does not include the computation of RM100,000,000 in SKP Shares).
hi mneo, good question, how to distribute the remaining FY14 profit, i'm also not sure, maybe need some professional accountant or auditor to explain this.
hi phantom2020, i'm not sure whether your calculation is correct...
but lets look at it this way,
look at page 20, proforma I:
the NA attributable to owners of the company is 230,603,795 (RM 5.71 per share), and they will distribute 195,000,000 (RM 4.83) to you, so 230,603,795 (RM5.71) - 195,000,000 (RM4.83) = 35,603,795 (RM0.88)
at proforma II, you will see NA attributable to owners of the company become 35,603,795 which is RM0.88.
35,603,795 (RM0.88) is what remain in TECNIC after the disposal of 3 subsidiaries.
note: the 195,000,000 or RM4.83 can also translate to: 2.35 + 4.27x0.58 = 4.83 (i think, please correct me if i'm wrong)
hi phantom2020, long waiting period will not affects the value of tecnic, but it incurs more holding cost ..... just think of that, if u put the money in FD, it generates interest ...... and it is possible to buy cheaper during this long waiting period.
but some ctrs worth to hold, e.g. in my hand, i have Delloyd and Jobst., both of the buyers revise the buying price, but i dun think this will happen to tecnic.
regarding the calculation, actually i can,t work it out accurately, one of my calculations also similar to yours, but i rejects this assumption, bcos one of the tables stating the highest NA shown is 5.71 (after inclusion the gain from disposal), i just think that, it is not reasonable to give out something more than the NA.
NTA calculation is easier to understand. The NTA of 5.71 is calculated based on 0.58 SKP offer price. At SKP 0.68 (difference of 0.68-0.58 = 0.1) today, the NTA should be 4.27x(0.1) + 5.71 = 6.181. However, 6.181 will not be payable all in one time. The one that will be payable next year(2nd quarter of 2015) will be 4.27 SKP share + 2.35 cash per every Tecnic share. At SKP stock price of 0.68, we will get 5.25.
This leave 0.88 for later, could be at the end of next year ot the year after that. I guess this will become clearer at the EGM at the end of this year.
I am getting more puzzled. Mr. Gan is practically controlling both counters (SKPRES and TECNIC). He is selling TECNIC to himself and buying TECNIC for himself. When TECNIC hits RM5.00 both SKPRES and TECNIC were suspended immediately for an announcement. (TECNIC hit RM5.08.) Now, was RM5.00 the 'agreed' price decided in the boardroom earlier? All said, I think those who sold TECNIC the past 2 - 3 days would have made a wise decision. BOH CHOW SEE KIAW KIAW.
mneo is just about right. but how much of that bal of cash will be distributed is not known. what happens if the compamy is delisted.!!! That unknown has left only the first part recognised. ie 5.25...the bal depends on Mr gan.
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Phantom2020
9 posts
Posted by Phantom2020 > 2014-10-02 23:02 | Report Abuse
Since the major shareholder on both sides is the same party, they would have structured it to be beneficial to both sides, or else why do the exercise.
Any gains for shareholders will be multiplied many folds for the major shareholder, same with any losses. I reckon both sides will be up.
Just my 2 sens worth... :)