GL Limited (formerly: Guoco Leisure)

[cyclone]

Invested since 2017, cost 0.738.

Dividends :
2017 => 0.022
2018 => 0.022
2019 => 0.022
2020 => No dividend

Offer price : 0.7

Total Return => (0.766 / 0.738 ) - 1 = 1% per annum.

Another terrible return.

[noon]

Can anyone verify there was a previous failed attempt to privatise at $1.2 many years ago

[ghchua]

Can anyone verify there was a previous failed attempt to privatise at $1.2 many years ago

Yes. I believe that was in 2005 and the offer price then was $1.25 per share.

[ngcheeki]

Can anyone verify there was a previous failed attempt to privatise at $1.2 many years ago

Yes. I believe that was in 2005 and the offer price then was $1.25 per share.

"The Offer will be made on the basis of S$1.20 in cash for each Offer Share"

https://www.investegate.co.uk/bil-intern...59388825O/

[ghchua]

Hi ngcheeki,

Sorry. I didn't make it clear enough. Yes, the offer was initially tabled at $1.20 per share on 3 August 2005. But the offeror acquired shares from the market at above the offer price during the offer period and thereafter the offer was revised to $1.25 per share on 30 September 2005. The offer had turned unconditional on closing date (21 October 2005) and shareholders who accepted the offer at that time would have received $1.25 per share, and not $1.20.

Once again, I am sorry for the confusion. The sequence of events are detailed in the link below:
https://www1.hkexnews.hk/listedco/listco...107083.pdf

[cyclone]

Revised from S$0.70 per share to S$0.80 per share and the offer declared unconditional.

https://links.sgx.com/1.0.0/corporate-an..._Annoc.pdf

[ghchua]

Revised from S$0.70 per share to S$0.80 per share and the offer declared unconditional.

https://links.sgx.com/1.0.0/corporate-an..._Annoc.pdf

Hi cyclone,

Looks like the offeror is trying to collect as much as they can at $0.80 per share. It is the Final Offer Price. They will not increase it anymore. They have also waived the minimum acceptance condition of at least 90%, meaning they are prepared to keep GL listed if they cannot get 90%. Now its time for minorities to decide whether to take the  $0.80 cash or hold on and fight for another day if they cannot acquire more than 90% after the offer closes.

[cyclone]

Hi ghchua,

I think I shall tender all my shares and deploy the proceeds to other investment.

This is not a recommendation to buy or to sell the securities.

[retired1again]

Need some advices related to below extract from The Dealings Disclosure and Compulsory Acquisition Announcement dated 18 March 2021.
- If the offerers do not receive 95% of the total number of shares by 1 April 2021 and they does not extend the acceptance date, will that mean they can't exercise the rights of compulsory acquisition?
- Can an individual accept the offer of S$0.80 for partial of his shareholding and keep the remaining shareholding (even the offerers delist GL Limited from SGX)?

Quote
"5. COMPULSORY ACQUISITION
As stated in the Offer Document, in the event that the Offeror (i) receives valid acceptances
pursuant to the Offer from the Commencement Date in respect of not less than 90 per cent.
of the total number of Shares; or (ii) acquires Shares whether through valid acceptances of
the Offer or otherwise such that the Offeror holds 95 per cent. or more of the total number
of Shares, the Offeror intends to exercise its rights of compulsory acquisition under either
Section 102 or Section 103 of the Companies Act 1981 of Bermuda (the “Companies Act”).
As the Offeror will have received valid acceptances pursuant to the Offer from the
Commencement Date in respect of not less than 90 per cent. of the total number of Shares
upon GAL accepting the Offer in respect of its 1,073,941,334 Shares, the Offeror will be
entitled, and intends, to exercise its right of compulsory acquisition under Section
102 of the Companies Act (“Compulsory Acquisition”) after the close of the Offer to
compulsorily acquire all the Shares of Shareholders who have not accepted the Offer
(the “Dissenting Shareholders”) at the Final Offer Price of S$0.809
for each Share.
This Announcement does not constitute a notice under section 102(2) of the Companies
Act. The Dissenting Shareholders will receive notices under the Companies Act from the
Offeror in relation to the Offeror’s right of Compulsory Acquisition in due course.
Dissenting Shareholders should note that the Offer remains open for acceptance until
5.30 p.m. (Singapore time) on 1 April 2021, being the Closing Date. The Offer therefore
remains an opportunity for Shareholders to accept the Offer in respect of their Shares
and receive the Final Offer Price as soon as practicable within seven (7) Business
Days of the Offeror’s receipt of such valid acceptances of the Offer, instead of waiting
until the Offeror exercises its right of Compulsory Acquisition which will delay
payment of the Final Offer Price."

Advanced thanks.

[ongweehiang]

Need some advices related to below extract from The Dealings Disclosure and Compulsory Acquisition Announcement dated 18 March 2021.
- If the offerers do not receive 95% of the total number of shares by 1 April 2021 and they does not extend the acceptance date, will that mean they can't exercise the rights of compulsory acquisition?
- Can an individual accept the offer of S$0.80 for partial of his shareholding and keep the remaining shareholding (even the offerers delist GL Limited from SGX)?

Quote
"5. COMPULSORY ACQUISITION
As stated in the Offer Document, in the event that the Offeror (i) receives valid acceptances
pursuant to the Offer from the Commencement Date in respect of not less than 90 per cent.
of the total number of Shares; or (ii) acquires Shares whether through valid acceptances of
the Offer or otherwise such that the Offeror holds 95 per cent. or more of the total number
of Shares, the Offeror intends to exercise its rights of compulsory acquisition under either
Section 102 or Section 103 of the Companies Act 1981 of Bermuda (the “Companies Act”).
As the Offeror will have received valid acceptances pursuant to the Offer from the
Commencement Date in respect of not less than 90 per cent. of the total number of Shares
upon GAL accepting the Offer in respect of its 1,073,941,334 Shares, the Offeror will be
entitled, and intends, to exercise its right of compulsory acquisition under Section
102 of the Companies Act (“Compulsory Acquisition”) after the close of the Offer to
compulsorily acquire all the Shares of Shareholders who have not accepted the Offer
(the “Dissenting Shareholders”) at the Final Offer Price of S$0.809
for each Share.
This Announcement does not constitute a notice under section 102(2) of the Companies
Act. The Dissenting Shareholders will receive notices under the Companies Act from the
Offeror in relation to the Offeror’s right of Compulsory Acquisition in due course.
Dissenting Shareholders should note that the Offer remains open for acceptance until
5.30 p.m. (Singapore time) on 1 April 2021, being the Closing Date. The Offer therefore
remains an opportunity for Shareholders to accept the Offer in respect of their Shares
and receive the Final Offer Price as soon as practicable within seven (7) Business
Days of the Offeror’s receipt of such valid acceptances of the Offer, instead of waiting
until the Offeror exercises its right of Compulsory Acquisition which will delay
payment of the Final Offer Price."

Advanced thanks.

- If the offerers do not receive 95% of the total number of shares by 1 April 2021 and they does not extend the acceptance date, will that mean they can't exercise the rights of compulsory acquisition?

Yes, they cannot exercise the compulsory acquisition if they do not hit 95%

- Can an individual accept the offer of S$0.80 for partial of his shareholding and keep the remaining shareholding (even the offerers delist GL Limited from SGX)?

No, you cannot keep the remaining shares as it is a compulsory acquisition (and subsequent delisting), your partial shares will be acquired at the end of the compulsory acquisition exercise.