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22-08-2023, 10:02 AM
(This post was last modified: 22-08-2023, 10:07 AM by CY09.)
If there is one common theme which resonates within Singapore in 2023 is a lack of ethics among business leaders and political leaders here.
While their actions are non-criminal, the fact that they are not willing to share much gains, make decisions that will make a shrewd businessman proud but "Mother Teresas" of the world disheartened shows the growing difficulty to invest in Singapore. Penguin is not the only one and definitely will not be the last one among SGX listed companies to make things tough for minority holders. In this forum, there is already another existing SGX company. Hopefully Penguin OPMIs can hold out against the majority shareholders but once this "go" ends, the structure of the revamped penguin will be tilted unfavourably to OPMIs.
As specuvestor had adequately coined, "Structure" is gaining importance to master investing in Singapore and the seemingly unfair society Singapore as a country has fostered. It is unfortunate that we have descended into this but as investors, we have to play with the cards we are dealt.
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Hi CY09, I like what you just wrote.
In SGX and SG, some of the rules regulating stock market activities are wrong, but our seemingly slow and reactive authorities don't seem to understand the problems or want to push hard to correct them. That's the crux of the sad situation we now have.
The 90% threshold is ok, but the rules and the authorities should not allow an Offeror in a GO to extend the closing date of the offer beyond a reasonable period - say, max. 3 months - just because the offer is structured as "unconditional" in the first instance, or when or after such an offer manages to have an IFA opinion as "fair" and "reasonable". There is no valid logic or much protection for the minority shareholders presently.
The IFA opinion regime should be modified to include a set of expanded terms of reference, including an evaluation of the current potential and outlook of the underlying business, and a valuation of its fair intrinsic value. Where necessary, the service of a proper investment bank or a rated accounting firm - both qualified by MAS - should be engaged for the IFA role. The current situation of most appointed IFAs being small firms won't suffice, as their track record has clearly shown that they don't carry much weight in protecting the interests of minority shareholders. As well, for GOs where the Offeror involves the controlling shareholders or directors, the delisting process should be strengthened by SGX Regco and/or SIC calling up the directors (including the IDs) for a serious chat to verify/establish the true motivations behind their involvement - including benefitting financially from the GO, if successful - and their respective duties/responsibilities towards the minority shareholders.
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16-09-2023, 01:25 PM
(This post was last modified: 16-09-2023, 01:27 PM by pianist.)
Finally got the time catch up with this thread again, the choice is obvious, stay on with profitable business as passive minority humble shareholder (this week reached 88.88% huat number)...impressed by the mgt for riding the company to such heights, yet at the same time hope they can let me eat a slice of the cake too...holding on ah
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With only a few days to go until the final close of the offer, it is starting to look like this privatisation attempt will again fail to reach the mythical 90% level.
Since the final extension was announced on 30 Aug, the offeror has only garnered an additional 0.05%. There has been no update on dealing disclosures since 13 Sep.
I think this privitisation failure will be a painful one for management. Their next offer will have to be significantly higher to entice the remaining shareholders to sell. The low-hanging fruits are all gone. Only the die-hards remains.
Good luck to us all!! (Remain vested)