MBFHLDG (1236): Director Shares Transactions

I feel the Indian boss will pay out the mentioned dividend as he has collected a lot shares more after the announcement has been sent out to shareholders. If not the authorities will be collaborating with him. After all not much will be paid out. He will stand to gain the most. The IA is still not dispatched yet to-date. Why? This independent adviser must have written something detrimental to the take over price.

2013-03-14 10:35

it's a case of penny wise, pound foolish. Trying to get around paying what was rightfully announced to the shareholders, he stands to lose more by the delays as time is always precious to the businessman.
So should the true price be 1.50 + 0.30 = 1.80 ?

2013-03-14 10:40

Now 1.75, have feeling the IA document already sent out and will be received by shareholders today or tomorrow.

2013-03-14 10:40

yunsking, glad that your efforts to 'educate' the public have paid off, at least the price has gone up much more above the 1.50. Pity the other shareholders who sold theirs already at 1.50. Can they claim the difference from MBFH?

2013-03-14 10:42

tommylou

Time for me to let go this counter.....held for too long ......good luck to the rest ....hopefully hit 1.8

2013-03-14 10:50

Yuns King,

Bravo , thank you ,, really has to spend u a cup of coffee .....

I m still holding , as this 晤阴功Indian Director so selfish & sly , must really squese his hand until sugar cane for another $$$ 30c ....

2013-03-14 11:05

hahaa, with all these bad feng shui going his way, his privatisation exercise will be very bumpy, and he deserves it,
3 simple words, serve him right!

2013-03-14 11:35

Dont sell mbfhldg at RM1.70, they revised offer only after we blocked their suspension, SC reject IAC and we clear the RM1.51 seller. We should stay united to demand minimum of RM1.85 or else we pursue the NTA of RM2.37 plus valuation of assets

2013-03-14 14:18

yunsking, that sounds reasonable. U sure IAC was rejected?

2013-03-14 14:23

From The Star:
KUALA LUMPUR: MBf Holdings Bhd (MBf) major shareholder, Tan Sri Dr Ninian Mogan Lourdenadin has raised his takeover offer price for the remaining shares and warrants following opposition from minority shareholders.

Ninian and parties acting in concert with him announced on Thursday the offer shares were revised from RM1.50 to RM1.70 and the warrants from 50 sen to 70 sen.

Most importantly, shareholders who had accepted the original offer would also benefit from the higher revised offer and they would receive the incremental increase within 10 days.

MBf said the revised offer would be kept open for acceptances until 5pm on April 3, which is the extended closing date.

At midday, MBf shares rallied 18 sen to RM1.70 and the warrants gained 16.5 sen to 66 sen.

==========================================

2013-03-14 14:37

arv18

Man, I didn't realise that the MSWG had any bite. How wrong I was.

Good work guys!

Congrats.

2013-03-14 14:46

hahaha ,, ,song ah ,,

The 1st target accomplished .. now need another +15c ,,, we want the warrant at 85c ....

Yuns King , thank you very much ,,,,,

jtpc2006 , thanks for your update news

2013-03-14 15:01

Why go up? Just announced in Bursa, take over price now revised to $1.70 . Still can keep until received IA circular, worth much more than revised price.

2013-03-14 15:31

sudahkena

adus,sudah let go at 1.50......rugi2...

2013-03-14 17:39

abu5566

just brought 60 lot @ RM1.70

2013-03-14 11:28

Hi! Sudahkena, adus,sudah let go at 1.50......rugi2...
No worry!
I think the Acquirer has to pay you the difference of the new offer price and old offer price. This has been the case in the late 80's. I was paid the difference after I have sold my Pengkalen shares which was acquire at a higher price later on.

What they do is entirely wrong and unprofessional. To-date the Independent Adviser Circular has not been sent out yet. This Indian is following what law!

2013-12-24 15:32

Hot Stock: MBF hits 9-yr high amid demands for higher takeover offer

by Chong Jin Hun of theedgemalaysia.com on Thursday, 14 March 2013 02:59

KUALA LUMPUR (Mar 14): MBF Holdings Bhd (MBFH) soared as much as 17% to its highest in over nine years amid minority shareholders' unhappiness over the takeover offer  by the diversified company's controlling shareholder,  dealers said.

At 10.47 am, MBFH shares were traded at RM1.75 with some 955,000 shares done, placing the stock among ten top gainers. The stock had earlier risen as much as 26 sen to RM1.78 --  its highest since June  2003, Bloomberg data show.

A dealer said the gains in MBFH shares were due to investors are asking for a higher offer from Tan Sri Dr Ninian Mogan Lourdenadin, who is offering RM1.50 a share to take over the firm.

"The public will reject the offer as they are not happy. Minority shareholders are hoping that the acquirer will offer a higher price,"  the dealer told theedgemalaysia.com.

The edgemalaysia.com yesterday received calls from some shareholders saying they were even prepared to go to court on this.

Ninian had owned 87% of MBFH when he offered to buy the remaining shares of the firm at RM1.50 each on February 6 this year.

page 1 / 3 | Next Page | Back to Headlines

2013-03-15 00:55

Jtpc2006, correction ... The IAC that was supposed to be despatched latest 08 Mar 2013 has not been approved by SC as minority shareholders through MSWG requested that the report be based on the latest results as at 31 Dec 2012 to factor in the gains from the disposal of MBF Cards Sdn Bhd. As such they have apply for extension of time to amend the IAC.

2013-03-15 01:02

rupert

Power! power!! More cumming!

2013-03-16 00:22

rupert

Shhhhhh!

2013-03-16 00:22

rupert

Make the dividen ok....we want....

2013-03-16 01:08

Jtpc2006, Lmf_hau, abu5566 pls add my live chat/email at yunsk@hotmail.com for group chat. More interactive

2013-03-16 07:50

yunsking, noted and thanks.

2013-03-16 07:53

Rupert

This one done deal my Indian Tan Sri .".....green

2013-03-23 15:29

KUALA LUMPUR: In an apparent attempt to mollify minority shareholders’, MBf HOLDINGS BHD [] (MBfH) CEO and largest shareholder Tan Sri Dr Ninian Mogan Lourdenadin has raised the takeover offer price to RM1.70 per share from RM1.50 previously.

He has also raised the offer price of the warrants to 70 sen from 50 sen each in a bid to ensure a successful privatisation of the company. The new offer price is 22 sen higher or a 14.86% premium to the closing price of RM1.48 on Feb 5, the last trading day before the takeover offer was officially made.

The revised offer price for the warrants is 27 sen or 62.79% higher than the closing price of 43 sen on Feb 5. However, the revised offer price is still inferior to the company’s book value of RM2.37 per share.

In a filing with Bursa Malaysia yesterday, the group said minority shareholders who have accepted the previous offer will receive another 20 sen per share or 20 sen per warrant to match the new offer prices. They will receive these increments within 10 days.

The joint offerors for the rest of the MBfH shares are Tor Pte Ltd, Nadin Holdings Sdn Bhd, Impact Action Sdn Bhd and Market Share Investments Ltd. Lourdenadin has accumulated 93.02% or 537.1 million million shares in MBfH.

He needs to reach an acceptance level of more than 98% in order to take MBfH private. Lourdenadin has extended the takeover offer by two weeks to April 3 from March 20 in a bid to mop up all the remaining MBfH shares he does not own.

In an immediate comment, a minority shareholder said he was still not happy with the revised offer price of RM1.70, and suggested RM1.85 instead. This would be the sum of the original offer of RM1.50 per share, plus an added estimate of about 35 sen per share as the special dividend.

“I think RM1.85 is still a good discount for the company. If they can give us that, we will be very happy and there will be no need for any more negotiations,” he said.

Yesterday, MBfH saw a surge in its share price to a nine-year high of RM1.78. The counter closed 20 sen higher to RM1.72, with 1.6 million shares done.

The price rise in MBfH shares may indicate that shareholders view the offer price as unattractive as it is lower than the intrinsic value. This could mirror Tan Sri Quek Leng Chan’s recent failed attempt to privatise Hong Leong Capital Bhd (HLCap).

Last month, Quek failed to take HLCap private after receiving a poor response to his takeover offer of RM1.71 per share. The unconditional takeover offer had garnered only 2.21% acceptance from minority shareholders, who felt the offer price was a big discount to the share price which had risen above the offer price after the privatisation announcement.

This article first appeared in The Edge Financial Daily, on March 15, 2013.

2013-03-23 19:01

Yunsking, why should shareholders be happy with $1.85? Shareholders are not beggars, this is daylight robbery. What happen to the Independent Adviser Circular? They have not sent out yet to-date. What is their professional advice? Why the authorities do not question them? They are all birds of the same feather! Taking shareholders for suckers.

2013-03-23 19:55

Those who has mbf shares and are not happy with the overlapping of special dividend by the take over offer can call SC 03-6204 8999. We appeal so that the counter is not suspended until the special dividend is paid or until minority shareholders get a fairer exit price. The IAC on page 71 states the revised offer of RM1.70 is not fair. Only to prove that the original offer of RM1.50 if carried through was bullying minority shareholders

2013-03-25 13:11

Tuesday March 26, 2013

Minority shareholders of MBf likely to hold out for better offer

MBf’s major shareholder Tan Sri Dr Ninian Mogan Lourdenadin had on March 14 raised his takeover offer price to RM1.70 from RM1.50 per share.
PETALING JAYA: The minority shareholders of MBf Holdings Bhd would most likely remain adamantly opposed to the current revised offer of RM1.70 per share to take the company private, as they seek for a “fairer” offer.

“Existing shareholders are only waiting for a fairer exit; the independent advisor (for the deal) has not looked at the real value of the South Pacific Island assets, considering the boom in the oil and gas industry,” one minority shareholder told StarBiz.

“Our (preferred) offer of RM1.85 per share only requires about an additional RM8mil, which is already a huge sacrifice' vis-vis the value of the adjusted net asset of MBf's shares,” he added.

The offer price of RM1.85 per share, as demanded by minority shareholders, comprised of the 35-sen special dividend that they were asking for on top of the original takeover price of RM1.50.

Meanwhile, Affin Investment Bank, the independent advisor to the minority shareholders of MBf, had, on Monday, issued an independent advice circular stating that the range of the adjusted net asset of MBf's shares ranged between RM2.45 and RM3.20. Affin had described the major shareholder's takeover offer of RM1.70 as “not fair” but “reasonable”.

Affin Investment Bank said that while the derived valuation range was between RM2.45 and RM3.20 per share, it was of the opinion that shareholders would not be able to realise their investment in MBf shares.

It said there was a loss of a significant contributor to the group's profitability, following the completion of the sale of MBF Cards to the AmBank Group. Another factor was a greater concentration of the group's business in the South Pacific Islands, which were perceived as remote markets, following the disposal of MBF Cards. The third factor was the heavy losses incurred by the group's shipping segment since financial year ended Dec 31, 2010, which had drained the group's cash reserves.

To recap, MBf's major shareholder, Tan Sri Dr Ninian Mogan Lourdenadin, had on March 14 raised his takeover offer price for the remaining shares and warrants, following opposition from minority shareholders.

Ninian and parties acting in concert announced that the offer shares had been revised from RM1.50 to RM1.70 and the warrants from 50 sen to 70 sen. Most importantly, shareholders who had accepted the original offer would also benefit from the higher revised offer and they would receive the incremental increase within 10 days.

MBf said the revised offer would be kept open for acceptance until 5pm on April 3, which is the extended closing date.

The stock would be suspended on April 2.

According to a filing, the joint-offerors had accumulated 93.17%, or 537.88 million MBf shares, as at March 21. The joint-offerors had to get a 98% level of acceptance in order to take MBf private.

It is understood that minority shareholders who had disapproved of the current takeover offer price collectively owned up to 2.4%, or 13.8 million, of MBf shares.

Their solidarity could thwart Ninian's plan to take MBf private.

2013-03-26 19:22

Dear Sir,

With reference to the IAC which was posted on the Bursa's website today (25th Mar 2013), Affin Investment concluded that the REVISED offer for the MBF shares (RM1.70 per share) and warrants (RM0.70 per warrant) is NOT FAIR but REASONABLE.

The minority shareholders commended IA for their comments but where does that lead us to except to sell with the suspension 'SCARE' on 02 April 2013. We note that 'suspension issue' has been given greater priority and overshadowed the protection of the minority shareholders who have to BEG for the special dividend or a percentage of their share of net assets.

On behalf of the minority shareholders, I again appeal to Authorities to refrain from suspending / delisting the counter until the special dividend has been paid or a fairer exit price of RM1.85 is met (as against NA of RM2.45). The special dividend of RM172.07, as per the circular to shareholders dated 30 Aug 2012, is to be paid within 6 months from the completion of the sale of MBF Cards Sdn Bhd to AMMB on 03 Dec 2012, i.e. by 03 Jun 2013.

From Yun Sii King
On behalf of a group of minority shareholders
Tel : 016-8866 345

2013-03-26 19:23

To MSWG, Bursa and SC,

I was distraught upon reading the Interdependent Advice circular (IAC) recently done by Affin Investment. I cannot understand why such confusing advise is allowed. In the advice, the derived value of the company mentioned is between RM2.35 to RM3.20 vs an offer price of 1.70. Surely this is unreasonable!

I also cannot agree with some of the reasons given in the IAC report.
1. It was mentioned that shipping is a drain on capital but that was in the past and is currently managed. According to the latest quarterly report Q4 2012, the management reported this. "The rationalization of the liner operations which comprise the re-organisation of its fleet size and voyage routes and the introduction of logistic services by the agency operation in PNG had resulted in better performance by these sectors".

2. It was mentioned that the group business is largely concentrated in South Pacific region and it is perceived to be a remote market. Surely just being in South Pacific cannot be negative. Markets for agriculture produce e.g. coconut oil are for the international markets. Oil and Gas investments are at an all time high with further discovery of new gas fields (http://www.hydrocarbons-technology.com/projects/pnglng/). In the latest MBF quarterly report again, the management reported that the higher revenue was also due to the existing operations - 7% increase. GDP for Papua New Guinea in 2011 and 2012 is 8.9% and 7.7% respectively. And again according to management "Fiji Operations – Fiji’s growth outlook remains relatively flat and with the rationalization of operations and cost controls put in place, the Group is expecting its operations to perform better than 2012....The Group’s focus for 2013 remains the same which are to achieve greater group synergies, managing costs and production efficiency. Efforts shall include expanding its existing operations to increase market share and venturing into businesses which complement its shipping and retail operations." Moreover, it was also reported in the Star that the group is developing their 3450 acres of land in Kulim, Malaysia for mixed property development. This 'remote market' perception does not hold water and I would have expected the independent advice to have dispelled it!

3. The loss of significant business from MBF cards should NOT be a concern as the company has now an additional RM641M cash and probably can fund many projects which could have yielded a much better rate of return. Moreover, the management has mentioned that cards business have been very competitive, intense with eroding margins especially when compared with margins from bank backed card competitors.

4. My last point is that just because there are no other offers doesn't mean that the current offer is reasonable. If the offer is unfair , then it is unreasonable, how can it be otherwise?

Again, minority shareholders are always bearing the brunt of ambiguous advise and lack of independence. I hope in future such advise would not be allowed so as to raise the investing standards in this country and to encourage more retail participation!

I am also very shocked that MBF will be suspended from the 2nd April 2013. I believe the intent of suspending the counter was to protect minorities from buying into a company that was going to be delisted. However, this very same act also disadvantages the minorities as the person taking over the company is using it to bully minorities into accepting his unfair and unreasonable offer. Can something be done about this urgently?

Also, a special dividend has been proposed in a circular to shareholders on the 30 August 2012 and payment was mentioned to be paid within 6 months from the completion of MBF cards sale on 3 Dec 2013 . This effectively means 2 nd. June 2013 is the last date of payment.

I strongly appeal to Bursa and SC to defer any suspension until after payment of the dividend to at least allow the minority shareholders some breathing space and enjoy what was promised. This is fair. I look forward to help from the authorities so that some justice will prevail.

Disgrunted Minority shareholder,

Wilfred Koh

2013-03-26 19:26

Dear Sirs

With regard to the above, I would like to bring to your attention that the above counter will be suspended from KLSE on 2nd April 2012 persuant to the release of the IAC report by Affin Investment Bank. On behalf of the minority shareholders I would like to request Bursa to defer the suspension on the following reasons.

1) THE PROMISED SPECIAL DIVIDEND HAS NOT BEEN PAID. It was reported in a circular dated 8th August 2012
under Bursa's website on Utilization of proceed. A total of RM 172.07 million was promised to be paid no later than
6 months after completion of sale, i.e by 03rd June 2013. It is now in the 4th month and there is still no news of the special dividend BUT on the contrary minorities are being bullied about the impending SUSPENSION.
http://www.bursamalaysia.com/market/listed-companies/company-announcements/1033225

2) The IAC reported on page 71 states that the offer of revised RM1.70 as NOT FAIR. Only to proof that minority SH
are being bullied as the original offer was only RM1.50 We appeal to Bursa not to suspend MBF Holdings on this special occasion.

3) If an offer is NOT FAIR, then it only means it is not fair. Does it make sense for anyone to accept an offer that is not fair.

4) On 27th February 2013, an independent director who owns more than 2% accepted the offer of RM1.50 before the IAC report. This is proof of impartiality at work. Can an independent director owns more than 2% and if not, Bursa should
start to investigate this matter immediately.

5) I am appealling again to Bursa not to suspend the counter as scheduled but to defer the suspension until after
3rd of June 2013. The counter is also lightly traded and is not speculative.

Chor Kiang Mong

2013-03-26 19:30

Damn ,,,, MBF holding , suspended , i confirmed with all my 2x remisier , we can only sell through the Offer Form received.

Chor KM & Yun Sking , shall we hold any longer ?

As according to the Offer Form , MBF holding will delist on 03.05.2013.....

2013-04-02 09:26

MBf Holdings Bhd has extended its revised takeover acceptance offer to minority shareholders to Apr 28 from tomorrow. The company said all other items and conditions of the offer remain unchanged. MBf‟s major shareholder, Tan Sri Dr Ninian Mogan Lourdenadin, is taking the company private. (BT)

2013-04-03 06:47

Lmf_hau, I suggest you sign the form and you have until 26 Apr to do so. We are negotiating with the managing director for a final revision. No promise though. In return we should help Tan Sri achieve his target of 98.91 % and close the chapter and we all move on.

2013-04-03 22:59

Yunsking, Have you read the latest news on bursa? MBF has increase the take over price to $1.775 for its share and $.775 for its warrants. BTW what action has the MSWG taken? Any reply from Bursa or SC? I am sure there are some shareholders who are holding quite a substantial amount of MBF shares todate. Any idea what they are doing? TQ in advance for your comment and reply.

2013-04-11 23:33

sudahkena

adus......i already sold 1.50 at open market........hemmmm.......

2013-04-12 09:13

Yuns King,

I m still reluctanct to sell , r u wanto convert the warrant to mother share in order to increase the share %?
Pls contact me akhau76@hotmail.com

2013-04-12 09:54

lmf_hau, I think its a good idea to convert into mother share, the next revised exercise will benefit the mother share probably with a 10cts to 15cts dividend. The warrants will not get it, my 2 cts.

2013-04-12 10:08

IK Loke,

I boh lui loh ,,, can u borrow me ??

2013-04-12 10:13

Our group of 13.8 million shares negotiated for the revision of the offer price from RM1.50 to RM1.70 and finally to RM1.775. We have all sent the acceptance forms to the company to be verified. As investors we should weigh the pros and cons of parking our money in an unlisted company as the company may eventually be delisted. We forsee less potential upside, and therefore we negotiated for a revised exit price to be invested elsewhere. With the revised offer we hope other shareholders benefited and cash out as we are no longer around to negotiate for minority shareholders

2013-04-12 22:49

thank you yunsking, you and team have demonstrated that bullies cannot do as they like to the minority shareholders. I would think he has lost more than paying this revised price, time is money and so much time has been wasted. Big lesson to be learnt!

2013-04-13 07:05

Yuns King,

To seek your final confirmation, Shd we accept this final offer by selling the balance of share / warrant @ RM 1.775 / 77.5c ??

Prior to this , Thank alot of your effort on MSWG vs this indian fella.

2013-04-13 10:10

Saturday April 13, 2013

Happy ending for MBf minority shareholders
By GURMEET KAUR
gurmeet@thestar.com.my

PETALING JAYA: The group of minority shareholders who had, for some time now, been holding out for a higher price in the buyout of MBf Holdings Bhd have decided to throw in the towel and accept major shareholder Tan Sri Dr Ninian Mogan Lourdenadin's latest revised offer of RM1.775 per share.

This group of minorities had collectively held 13.86 million shares or 2.4% of the company. With their acceptance, Ninian would now have secured 98.28% of MBf shares, enabling him to compulsorily acquire the remaining shares, thus ending one of Bursa Malaysia's longest most drawn-out buyouts.

The doctor-turned-entrepreneur had first tried to privatise MBf in 2006 and later in 2010, but minority shareholders had rebuffed both bids.

Ninian had upped the offer price again to RM1.775 on Thursday after engaging shareholders who had requested for a higher price after his second revised offer to take the company private at RM1.70 on March 14 was opposed. He had also raised the offer price for the warrants to 77.5 sen from 70 sen previously.

“Our group of minority shareholders had requested the offerors to revise the revised offer of MBf shares of RM1.70. Tan Sri Ninian responded and agreed to up it to RM1.775. Thus, we have come to an amicable agreement,” a representative of the minority shareholders told StarBizWeek.

“We also like to suggest that other shareholders accept the offer and we wish Tan Sri well in his South Pacific ventures while we move on with our extra cash,” he said. The revised offer would be kept open for acceptance until April 26.

The higher offer met the RM1.85 per share that the group of minority shareholders had deemed a fairer price half-way. The RM1.85 price, incidentally, was arrived at after factoring in a 35-sen special dividend to the RM1.50 original takeover price that Ninian had launched on Feb 7.

The minorities had contended that the dividend was “due to them”, following the sale of MBF Cards (M) Sdn Bhd to AMMB Holdings Bhd for RM641.4mil last December.

2013-04-13 11:07

Lmf_hau, I suggest we cash out and move on like what I have said to the Star, Edge, Nanyang and Oriental Daily. We will invest in another 'MBF' and do keep in touch

2013-04-13 11:12

Jtpc2006, as smart investors we should be looking at maximising return on investment and not winning or losing on an issue. We can disagree with the company but we can also work out a win win solution to have a happier ending for both parties.

2013-04-13 11:19

Yunsking, Hope you can assist. With regard to MBF Hldg shares, the company in charge of collecting on behalf of Impact Action collected the said shares from me on the 16th April, 2013 but to-date no payment received yet. It is over 10 days as stipulated on the document sent to shareholders. Do you have any contact of this company . Hope you can assist me on this. Thank you in advance. Loke

2013-05-06 15:47

Ikloke, I was told by my remisier that payment will be process 10 days after the closing on 26 Apr 2013. If we dont receive by Wed 08 May 2013 , I will call the company to check

2013-05-07 00:14