Boustead Projects

[Shiyi]

SGX RegCo directs Boustead Projects to delist, with exit offer for shareholders
https://www.straitstimes.com/business/co...areholders
"SINGAPORE - Singapore Exchange Regulation (SGX RegCo) issued a directive on Tuesday for the delisting of Boustead Projects, as the issuer had not ensured that at least 10 per cent of the total number of issued shares are held by the public.

In its notice of compliance, the front-line regulator also directed Boustead Projects and/or Boustead Singapore to make an exit offer to the shareholders that is “fair and reasonable”, with the proposal to be provided within one month from Tuesday...."

[Shiyi]

It seems that the offeror Boustead Singapore has adopted a "bochap" attitude.
No announcement whatsoever when the deadline for either restoring the free float or making exit offer is due.

[psnijders]

It seems that the offeror Boustead Singapore has adopted a "bochap" attitude.
No announcement whatsoever when the deadline for either restoring the free float or making exit offer is due.

Well, the regulatory announcement from SGX is quite clear on this now. The deadline of September 26 to restore the free float has now passed. That option is now off the table. Boustead Singapore, or Boustead Projects itself, must now make an exit offer to shareholders that is deemed to be both "fair" and  "reasonable". They must provide their proposal to SGX within one month from Sept. 26:

Please let us know your proposal on the Exit Offer no later than one (1) month from 26 September 2023. Please also provide updates via SGXNET on the status of the proposal.

I'm curious what the exit offer will be. I still hold some shares. In the previous offer, the IFA indicated an estimated valuation range of between $1.17 and $1.38. Will a "fair and reasonable" offer this time be somewhere in that range? Or will they be able to get away with a lower offer than that?

[ghchua]

I'm curious what the exit offer will be. I still hold some shares. In the previous offer, the IFA indicated an estimated valuation range of between $1.17 and $1.38. Will a "fair and reasonable" offer this time be somewhere in that range? Or will they be able to get away with a lower offer than that?

Hi psnijders,

The previous IFA opinion is irrelevant now if they are making an exit offer. They have to appoint another IFA to provide an opinion, which might use different methods to evaluate the offer. Also, do take note that due to market conditions, most of the comparable companies have traded down since the last offer, and the estimated valuation range (if they use this method) might change as well.

[dreamybear]

I'm curious what the exit offer will be. I still hold some shares. In the previous offer, the IFA indicated an estimated valuation range of between $1.17 and $1.38. Will a "fair and reasonable" offer this time be somewhere in that range? Or will they be able to get away with a lower offer than that?

Hi psnijders,

The previous IFA opinion is irrelevant now if they are making an exit offer. They have to appoint another IFA to provide an opinion, which might use different methods to evaluate the offer. Also, do take note that due to market conditions, most of the comparable companies have traded down since the last offer, and the estimated valuation range (if they use this method) might change as well.

Thanks ghchua for sharing.

Based on your previous post(#379), just to clarify ... after fair and reasonable offer, still need more than 75% acceptance of the remaining independent Boustead Projects shareholders right ? 

If less than 75% acceptance, then it can technically remain forever suspended without the need to make future offers ?

[ghchua]

Thanks ghchua for sharing.

Based on your previous post(#379), just to clarify ... after fair and reasonable offer, still need more than 75% acceptance of the remaining independent Boustead Projects shareholders right ? 

If less than 75% acceptance, then it can technically remain forever suspended without the need to make future offers ?

Yes. If less than 75% acceptance, then delisting is not allowed even if the offer is deemed fair and reasonable by the IFA. But I don't think SGX will allow them to remain suspended forever. Ultimately, they will have to come out with another exit offer again 6 months later.

[dreamybear]

Thanks ghchua for sharing.

Based on your previous post(#379), just to clarify ... after fair and reasonable offer, still need more than 75% acceptance of the remaining independent Boustead Projects shareholders right ? 

If less than 75% acceptance, then it can technically remain forever suspended without the need to make future offers ?

Yes. If less than 75% acceptance, then delisting is not allowed even if the offer is deemed fair and reasonable by the IFA. But I don't think SGX will allow them to remain suspended forever. Ultimately, they will have to come out with another exit offer again 6 months later.

Thanks for the explanation. 

Just thinking aloud .... based on logic, the company will probably be always offering the lowest fair and reasonable price every time it is mandated to make an offer, because if it keeps offering a more generous price than the last, shareholders will probably expect ever higher prices for every offer that passed on. Then it may end up in a "Catch-22 situation" ??? Wonder whether there are other scenarios ....

[Shiyi]

Response from Boustead Singapore to the Notice of Compliance: ( in a nutshell, trying to delay for as long as possible)

As each of BSL and Boustead Projects Limited (“BPL”) will be required to announce their half
year financial results within 45 days from 30 September 2023 (“1H FY2024 Results”), BSL is
unable to provide an update at this juncture. Accordingly, BSL will be seeking an extension of
time from SGX RegCo to provide updates after the 1H FY2024 Results have been released.

[ksir]

New offer lai liao, $1.18 better than my expectation:
https://www.sgx.com/mobileapp?action=vie...FW90I3LZM2

My plan is to tender my BP and reallocate a portion to BSL (being the one gotten the good undervalued BP, but with doubts on BSL management).

[ghchua]

My plan is to tender my BP and reallocate a portion to BSL (being the one gotten the good undervalued BP, but with doubts on BSL management).

Hi ksir,

Your strategy is not new. In fact, some BP shareholders who accepted the previous offer had done the same, and had enjoyed a higher final dividend payout from BSL than remaining in BP.

The question now is - Will you be able to get a decent price to allocate to BSL after you received the proceeds from BP?