Guthrie GTS

[sjzheng]

become a private investor. if they earn $$$ i got bonus?

[Jacmar]

become a private investor. if they earn $$$ i got bonus?

fat bonus? more like fat hope!

I don't think it will become a pte company. The more likely scenario will be;

1. above 90% and do a CA

2. below 90%, then let it lapse and meantime if price drops they will buy from mkt up to 89.9%. wait for 1 yr and do another GO.

They don't want pesky small investors to be around to share and hinder their plans. A CA is a very clean way to do it. as a pte company their hands are tight....only can suck it dry but that's not their big plans. These are big boys game.

[sjzheng]

haha cant they give abit of sweet and they got what they want evil!

[LOVE YOURSELF]

Announced around 8pm, level of acceptances (23 Aug) = 83.16% .........

[Devil]

yes, CA rule is 90% of shares NOT owned by Offeror at time of Offer.
After this Offer, it will be 90% of 90% for the next CA. IF they dont use another takeover vehicle.

Where a scheme or contract involving the transfer of all of the shares to another company has, within 4 months after the making of the offer in that behalf by the transferee company, been approved as to the shares whose transfer is involved by the holders of not less than 90% of the total number of those shares (excluding treasury shares), the transferee company may at any time within 2 months, after the offer has been so approved, give notice in the prescribed manner to any dissenting shareholder that it desires to acquire his shares

a simplified version from section 215 of companies act.

perhaps you can inform us how does this translate to 90% of NOT owned by offerer.

[opmi]

yes, CA rule is 90% of shares NOT owned by Offeror at time of Offer.
After this Offer, it will be 90% of 90% for the next CA. IF they dont use another takeover vehicle.

Where a scheme or contract involving the transfer of all of the shares to another company has, within 4 months after the making of the offer in that behalf by the transferee company, been approved as to the shares whose transfer is involved by the holders of not less than 90% of the total number of those shares (excluding treasury shares), the transferee company may at any time within 2 months, after the offer has been so approved, give notice in the prescribed manner to any dissenting shareholder that it desires to acquire his shares

a simplified version from section 215 of companies act.

perhaps you can inform us how does this translate to 90% of NOT owned by offerer.

Ok. I will inform u by showing u the example from SPC's notice of CA. Hahaha.


On 10 July 2009, the transferee company through an offer document dated 7 July 2009, made an offer to all holders of the issued and fully paid-up ordinary shares (excluding treasury shares) in the share capital of the transferor company other than those already owned, controlled or agreed to be acquired by the transferee company and parties acting in concert with it (“Offer Shares”), at a price of S$6.25 in cash for each Offer Share.

Up to 27 August 2009 (being a date within 4 months after the making of the offer in that behalf by the transferee company), the offer was approved by the holders of not less than 90% of the total number of the ordinary shares of the transferor company (other than shares already held at the date of the offer by, or by a nominee for, the transferee company or its related corporations, and excluding treasury shares).

The transferee company hereby gives you notice, in pursuance of Section 215 of the Companies Act, that it desires to acquire the ordinary shares held by you in the transferor company.

You are entitled within one month from the date of this notice to require the transferee company, by a demand in writing served on it, to supply you with a statement in writing of the names and addresses of all other dissenting shareholders as shown in the register of members, and the transferee company will not be entitled or bound to acquire the shares of the dissenting shareholders until 14 days after the posting to you of the statement of those names and addresses.


Note the words in bold.

[cif5000]

Thank you opmi!

For a long time I was wondering why Unidux takeover was conditional upon 93.4% acceptance and not 90%. Now I know.

[edragon]

Yes. Entitled to price revision. See takeover code.

If I am the offeror, I would release a press statement to reiterate the no intention to
keep listing status. Then send the letter to all remaining shareholders to screw with their minds.

Will see more acceptance forms rolling in.

If never KP to the press at the start of offer, hard to reverse the momentum.

What are the conditions at this stage to delist if they never get 90% of all shares?
Can they even announce to delist without getting the CA?

[opmi]

Threaten to give remaining shareholders a sense of
Defeat and hopelessness. Saying things like no intention to delist
and no liquidity and marketability of your shares. That kind of BS.

Of course , cannot delist straight after the offer if no CA. Need to go thru
EGM six months later.

But most minorities will just give up.

[LOVE YOURSELF]

All said .........anyone with proposals what we small investors should do? Of course at own risks.....