Zagro Asia

[hailstorm87]

Seems the consensus on the forum so far is that the company has been undervalued for quite a long time now. 

So - the only net positive for this entire exercise is that the share price is restored to where it should actually be (though I think 30c is still too low). 

<vested>

[pianist]

I suppose to protect their interests, all minority shareholders should bear in mind the following:

1) Very likely PBS through RHB Securities Singapore will start buying more shares from the open-market from tomorrow to try to raise his stake above his existing 66.72%. Therefore, minority shareholders who choose to sell their shares in the open-market will end up helping PBS, and will also forgo their rights to any increase in the GO price later. For those who are prepared to accept the GO at $0.30/share, it is better and more prudent to do so by way of the formal acceptance forms later, because it will allow you to preserve your rights to any increase in the GO price should it happen at the later stage of the offer period.

2) Minority shareholders should find time to review the coming circular which will contain the opinions of the IFA and recommendations of the IDs, and to attend the coming EGM to vote on the Delisting Resolution. We can reasonably assume PBS will try many ways to garner the required at least 75% of the total shares to vote in favour of the Delisting Resolution. However, if there are enough minority shareholders with 10% or more of the total number of shares present and voting who choose to vote against the Delisting Resolution, then Zagro Asia will remain listed, and PBS would end up face down.

To me, this GO plan incorporating the requirement to have an EGM first to vote for a Delisting Resolution is more like a threat to the minority shareholders by PBS. But I suppose minority shareholders who like to see Zagro Asia continues its listing or find the GO price of $0.30/share unfair or unattractive at all, can simply unite together to vote against the Delisting Resolution and PBS.

hi dydx just curious why do u underline the word "present"? I read the announcement and it said vote by proxy also possible, I.e. Can mail in and appoint the chairman of the egm to vote against rite? I have a day job that hard to attend physically. Appreciate receiving a reply. Fully vested nil shares sold fo date. Hoot some more at .235 recently.

[pianist]

seems smell fishy.but couldn't spot the exact location.
such low ball offer, how come sgx never raise query?

Think you should read the Code on Take-overs and Mergers issued by the SIC and the Listing Manual first. Pretty sure the offer will be made in a manner that is in compliance with the Code and Listing Manual.

pl note page 7 of the announcement which quoted rule 1307 - ..."sgx-st may agree to an application by the company to delist if"....
sgx-st used the word"may", maybe we can write in to sgx to ask them take into consideration on the principles of fair dealing practices which is widely emphasized these days due to many crooks financial advisers in the past. Would someone write in to sgxbto voice such concern so that sgx-st would execute this "may agree" fairly using on its supervisory duties.

[hailstorm87]

seems smell fishy.but couldn't spot the exact location.
such low ball offer, how come sgx never raise query?

Think you should read the Code on Take-overs and Mergers issued by the SIC and the Listing Manual first. Pretty sure the offer will be made in a manner that is in compliance with the Code and Listing Manual.

pl note page 7 of the announcement which quoted rule 1307 - ..."sgx-st may agree to an application by the company to delist if"....
sgx-st used the word"may", maybe we can write in to sgx to ask them take into consideration on the principles of fair dealing practices which is widely emphasized these days due to many crooks financial advisers in the past. Would someone write in to sgxbto voice such concern so that sgx-st would execute this "may agree" fairly using on its supervisory duties.

There is a difference between an SGX query on the one hand and approving the delisting on another. From my knowledge, the query typically occurs where there is an irregularity. The approval in this case is a matter that has been highlighted as a condition in the announcement. 

What I think you meant to say was: you want to persuade SGX to not approve the application (via your letter) and in so doing, try to pressure PBS to increase his offer price or drop it altogether. Off the top of my head, there are a few impediments to this strategy: (1) I perceive the SGX to be market driven (i.e. they will just vet the Exit Offer to make sure it complies with the Listing Rules and leave it to the market to be the judge of whether the Offer Price is "fair" or not), (2) the SGX may not even entertain your letter, and you may just find it chucked in the bin (Bearing in mind that SGX is a list co/ profit oriented organisation, the SGX will ask for a fee when making an application - no fee = they may not entertain you unless of course, it's a blumont situation), and (3) based on past practice, I have seen the SGX let through offers at "unfair prices" and have not seen them stopping any such offer. 

The bottom line is: SGX will let the market be the judge of the merits of the offer - if it's not priced correctly, PBS will just pay money to the bankers, lawyers and accountants and get no shares out of it. It is also worth mentioning that PBS did previously make a $0.15 offer when the market price was $0.30 - and there was no one stopping him from making such offer. 

That said, do feel free to write in to the SGX. Ultimately, my interests are aligned with yours (with the rest of the guys in this forum) and I want PBS to raise the offer. What I'd hope you see is that: the route you suggested may not achieve the intended effect. 

<vested>

[dahuai84]

Not an attractive offer at all.

Holding on to around 0.11% of outstanding shares and still counting, will definitely be voting against it at the coming EGM.
I hope to see more minority shareholders turning up.

Any shareholder who is also a SIAS member? Is it possible to get SIAS to help?

[pianist]

Not an attractive offer at all.

Holding on to around 0.11% of outstanding shares and still counting, will definitely be voting against it at the coming EGM.
I hope to see more minority shareholders turning up.

Any shareholder who is also a SIAS member? Is it possible to get SIAS to help?

one simple easy game to play - I bet most of us here are in twenties or thirties. Just buy at .29 and hold and play the waiting game. Against the senior two beneficial owners behind the offerror, who do u think can outlast this battle...? Just bid at .295 last nite. Huat ah

[dahuai84]

Not an attractive offer at all.

Holding on to around 0.11% of outstanding shares and still counting, will definitely be voting against it at the coming EGM.
I hope to see more minority shareholders turning up.

Any shareholder who is also a SIAS member? Is it possible to get SIAS to help?

one simple easy game to play - I bet most of us here are in twenties or thirties. Just buy at .29 and hold and play the waiting game. Against the senior two beneficial owners behind the offerror, who do u think can outlast this battle...? Just bid at .295 last nite. Huat ah

Did you see the queue at 0.29? I know it's a Singaporean thing but it's crazy... Haha

[theasiareport]

Published an open letter for BoD to revise their offer upwards:

http://theasiareport.com/open-letter-to-...delisting/

Key points:

The current offer price of 30 cents pegs the companies P/B ratio at 0.87x.

In the preceding 5 years (Nov 2010 – present), your stock has traded at an average P/B of 0.95x.

In preceding 10 years (Nov 2005 – present), your stock has traded at an average P/B of 1.11x².

It is clear from the above charts that in the last decade, a P/B of 0.87x is close to the lowest end of the valuation range.

Given the sterling business record of Zagro Asia, there is no reason why it should not trade at least at least at book value.

This would imply an offer price of at least 34.58 cents.

[brattzz]

well said and publish!

Thanks ya!

[sgmystique]

Published an open letter for BoD to revise their offer upwards:

http://theasiareport.com/open-letter-to-...delisting/

Key points:

The current offer price of 30 cents pegs the companies P/B ratio at 0.87x.

In the preceding 5 years (Nov 2010 – present), your stock has traded at an average P/B of 0.95x.

In preceding 10 years (Nov 2005 – present), your stock has traded at an average P/B of 1.11x².

It is clear from the above charts that in the last decade, a P/B of 0.87x is close to the lowest end of the valuation range.

Given the sterling business record of Zagro Asia, there is no reason why it should not trade at least at least at book value.

This would imply an offer price of at least 34.58 cents.