OUE Lippo Healthcare (previously International Healthway Corporation)

[weijian]

hi weijian, 
Thanks for replying. 

However, the 26.27% shareholding, fails to factor in the shares of Mr Low See Ching's sister, Audrey Low, who owns about 4.05% ( based on the announcement of her 67.2 million shares in BT). This naturally puts the Oxley duo at a combined ownership of 30.32% of IHC. This means that they should have done a GO in January last year, based on the % of shares in Mr Ching's disclosure in Jan 2016. 


"The IHC EGM, held at Maxwell Chambers, was requisitioned by Mr Low and his sister Audrey Low in a notice on Oct 28 last year. Mr Low held about 118.1 million shares in IHC as at Oct 28, which worked out to a 7.12 per cent stake as at Monday. Ms Low controlled a stake about half that size, at around 67.2 million shares."

http://www.businesstimes.com.sg/companie...heated-egm



Needless to say, Mr Low and his sister Audrey are acting in concert since they called for a requisition last year. (and obviously cause they are siblings)

Hi laojiao71,
Thanks for pointing out what i missed out. My intuitive sense is that what you mentioned is right, since the total sum of related party interest is >30%.

I looked at it again and try to figure it out. The EGM requisition was requested by the 2 Lows, which constitute only 11.17% of the total shares - So the 2 Lows are acting in concert based on the EGM request but there is no evidence of CCK doing so. When CCK and Mr Low, both the CEO and the Deputy CEO of Oxley respectively, made the offer to extend money, they are acting in concert, and their stake constitute 26.27%. There hasn't been any form of "cooperation" between all 3 parties (CCK + 2 Lows) to obtain or consolidate control. Of course, they could exercise their right to act in concert with each other, but it seems like they haven't done so.

The above is just my interpretation of the events happening. Learning (great) new stuff from these corporate actions lately and would be happy for any more-informed forumer (eg. Debronic?) to correct me.

Extract from definition for "persons acting in concert"
Under the Take-over Code, persons acting in concert comprise individuals or companies who, pursuant to an agreement or understanding (whether formal or informal) co-operate, through the acquisition by any of them of shares in a company to obtain or consolidate control of that company. Unless the contrary is established, the following persons, inter alia, will be presumed to be acting in concert: (i) a company with any of its directors; and (ii) a company, its parent, subsidiaries and fellow subsidiaries, and their associated companies, and companies of which such companies are associated companies, all with each other. For this purpose, ownership or control of 20% or more of the equity share capital of a company will be regarded as the test of associated company status.