Hotel Properties

[greengiraffe]

pardon my ignorance... is there such a clause under the takeover code... Fu family is not part of the consortium tabling the GO @ 3.50

If Fu family buys even 1 share, they have to report since they owned more than 5%. Under takeover code.
So they are not the one buying so far.

Yes. It is inside the takeover code somewhere. No need to be Offeror consortium. As long as holds more than 5%. E.g. In sc global offer, sc global reported wheelock share purchases, even though wheelock not
Part of Offeror.

I think you are referring to the free float requirement under SGX's listing requirements. Bidder and substantial holder stakes excluded from free float calculation. SGX requires any listed company to maintain a minimal free float of 10% to comply with continuing listing requirements unless waiver is allowed.

Fu family stake will be excluded in free float requirements but need not be reported under OBS/Wheelock consortium bids.

[lanoitar]

This is a little outdated:

Shareholder Disclosures

The Take-over Code provides that parties to a take-over transaction and their associates are free to trade in the target company’s shares but are subject to additional disclosure obligations during the offer period. The parties to a take-over and their associates are required to disclose shares purchased or sold by them on their own account on a daily basis. The term “associate” will normally include a holder of ten per cent or more of the equity share capital of the offerer or target company.

MAS has since revised "associate" to mean anyone with 5% or more interest (Page 11, Pt (f)):

http://www.mas.gov.sg/~/media/resource/s...nnex_2.pdf

Personally, I do not think that speculators have such ability to irrationally bid up HPL shares so much above $3.50.

Anyone else wonders if Uncle Oei will be keen on a repeat fight, after losing to "98 Holdings"?

[cif5000]

Can first buy from the open market under radar and then the 29% chunk.

[greengiraffe]

Thanks a lot buddies... always learning from the wiser people...

GG

2 Associate: It is not practicable to define "associate" in precise terms which would
cover all the different relationships which may exist in a take-over or merger
transaction. The term "associate" is intended to cover all persons (whether or not
acting in concert with the offeror, offeree company or with one another) who directly
or indirectly own, or deal in, the shares of the offeror or offeree company in a takeover
or merger transaction and who have (in addition to their normal interests as
shareholders) an interest or potential interest, whether commercial, financial or
personal, in the outcome of the offer.
Without prejudice to the generality of the foregoing, the term "associate" will normally
include the following:-
(a) the following companies in relation to the offeror (if it is a company) or the
offeree company:-
(i) the parent company of the offeror or the offeree company;
(ii) the subsidiaries of the offeror or the offeree company;
(iii) the fellow subsidiaries of the offeror or the offeree company;
(iv) the associated companies of any of the offeror, the offeree company,
(i), (ii) or (iii); and
(v) companies whose associated companies include any of the offeror,
the offeree company, (i), (ii), (iii) or (iv); and
(b) any person who has provided financial assistance (other than a bank in the
ordinary course of business) to the offeror or the offeree company or any of
the above for the purchase of voting rights;
© banks, stockbrokers, financial and other professional advisers to the offeror,
the offeree company or appointed for or in connection with the take-over or
merger transaction by any company mentioned in (a) including persons
controlling, controlled by or under the same control as such banks,
stockbrokers, financial and other professional advisers;
11
(d) the directors (together with their close relatives and related trusts as well as
companies controlled by any of the directors, their close relatives and related
trusts) of the offeror, the offeree company or any company mentioned in (a);
(e) the pension funds and employee share schemes of the offeror, the offeree
company or any company mentioned in (a);
(e) any investment company, unit trust or other fund whose investments an
associate manages on a discretionary basis, but only in respect of the
investment account which the associate manages;
(f) a holder of 105% or more of the equity share capital of the offeror or offeree
company. This includes a holder who acquires shares which takes him
through 105%. Where two or more persons act as a syndicate or other
group, pursuant to an agreement or understanding (whether formal or
informal) to acquire or hold such equity share capital, they will be deemed to
be a single holder for the purpose of this paragraph; and
(g) any trustee-manager (together with its parent company, subsidiaries, and
fellow subsidiaries, and its associated companies and companies of which it
is an associated company) of the offeror, the offeree or any registered
business trust or business trust that relates to the offeror or offeree in (a)
above;
(h) any trustee (in its capacity as trustee of a REIT) of the offeror, the offeree or
any REIT that relates to the offeror or offeree in any of the ways set out in (a)
above;
(i) any manager (together with its parent, subsidiaries, and fellow subsidiaries,
and its associated companies and companies of which it is an associated
company) of the offeror, the offeree or any REIT that relates to the offeror or
offeree in any of the ways set out in (a) above; and
(jg) a company having a material trading arrangement with the offeror or offeree
company.

This is a little outdated:

Shareholder Disclosures

The Take-over Code provides that parties to a take-over transaction and their associates are free to trade in the target company’s shares but are subject to additional disclosure obligations during the offer period. The parties to a take-over and their associates are required to disclose shares purchased or sold by them on their own account on a daily basis. The term “associate” will normally include a holder of ten per cent or more of the equity share capital of the offerer or target company.

MAS has since revised "associate" to mean anyone with 5% or more interest (Page 11, Pt (f)):

http://www.mas.gov.sg/~/media/resource/s...nnex_2.pdf

Personally, I do not think that speculators have such ability to irrationally bid up HPL shares so much above $3.50.

Anyone else wonders if Uncle Oei will be keen on a repeat fight, after losing to "98 Holdings"?

[Stephysim]

what is a good hotel investment in asia now?

[orangetea]

what is a good hotel investment in asia now?

Finding deep value is better tahn chasing themes these days.

Maybe better to buy dinosaur companies that have great intrinsit values yet to be unlocked by pioneer.

[kbl]

Are they going to sell in the open market or to 68 Holdings? Interesting...

**Total number of HPL Shares issued
by the Company
4,662,600
Percentage of HPL Shares(2) 0.90%
Issue price per HPL Share
(excluding brokerage commission,
clearing fees, stamp duties and
Goods and Services Tax)
(a) 275,000 HPL Shares at S$1.145 each;
(b) 370,000 HPL Shares at S$1.72 each;
© 80,000 HPL Shares at S$1.77 each;
(d) 430,000 HPL Shares at S$1.89 each;
(e) 880,000 HPL Shares ag S$2.02 each;
(f) 420,000 HPL Shares at S$2.33 each;
(g) 800,000 HPL Shares at S$2.52 each;
and
(h) 1,407,600 HPL Shares at $1.69 each**

http://infopub.sgx.com/FileOpen/Dealings...eID=292632

[opmi]

That's why I don't like ESOS where it is immediately vested upon
an takeover offer. That's like giving away free money. See EDMI/SMB united Offers.
NSL Offer also triggered out of money ESOS options just to get enough shares.

[cfa]

OBS and David Fu did not attend the AGM on Friday , more drama to be seen.

[greengiraffe]

The potential hostile action on the Fu camp appears to be a wait too long...

Given the expectations that has been built up to the AGM from the press and investment forums, OBS and David Fu could have conveniently excused themselves from the meeting to avoid fronting unnecessary actions from shareholders.

Odd Lots
Vested
GG

OBS and David Fu did not attend the AGM on Friday , more drama to be seen.