Keppel Limited

[grubb]

Haven't cross 72%??

Frankly I cannot remember anything on continuous disclosure by the takeover code

"Also Zaobao yesterday mentioned that the level of acceptances will only be announced daily after it has crossed 72%. "[/b]

Is this true?
Can any VB here verify this?
I thought they wont announce the level of acceptances until after the closing date (12th march)

Here you go. I took a picture of the relevant article. I think I'll go read the companies act and takeover code properly this week

Finally they start to release the level of acceptance in SGX. I wonder what makes them release such important details only starting yesterday. From the look of it (owns 70% of kepland), it appears that shareholders are not biting.

You are right, after reading what zaobao said I checked the code and there is no such thing. I later realized that it was written in their offer circular. Its just something that Kepcorp decided to do. Although you can see clearly from the language here and the math that acceptances MUST CROSS 95% before $4.60 is triggered. However, I was wondering what if really acceptances are >90% but <95%?? That means nobody gets $4.60 but delisting is still successful. Wont that be a massive PR problem for Kepcorp???

4.4 Disclosure on Acceptance Level. The Offeror will make daily disclosure of the level of acceptances from the earlier of:

4.4.1 five trading days prior to the first Closing Date or any subsequent Closing Date; or

4.4.2 the Offeror receiving such level of acceptances that is the arithmetic average of 50 per cent. and the level of acceptances necessary to trigger the Higher Offer Price, being an acceptance level of 72 per cent.

[Layman A]

Hi grubb

Sorry, can you point out to me the clauses 4.4 , 4.4.1 and 4.4.2
you have mentioned is written on which page of the circular ?

Does not seems to appear on my copy of circular .

Many thanks.

Haven't cross 72%??

Frankly I cannot remember anything on continuous disclosure by the takeover code

"Also Zaobao yesterday mentioned that the level of acceptances will only be announced daily after it has crossed 72%. "[/b]

Is this true?
Can any VB here verify this?
I thought they wont announce the level of acceptances until after the closing date (12th march)

Here you go. I took a picture of the relevant article. I think I'll go read the companies act and takeover code properly this week

Finally they start to release the level of acceptance in SGX. I wonder what makes them release such important details only starting yesterday. From the look of it (owns 70% of kepland), it appears that shareholders are not biting.

You are right, after reading what zaobao said I checked the code and there is no such thing. I later realized that it was written in their offer circular. Its just something that Kepcorp decided to do. Although you can see clearly from the language here and the math that acceptances MUST CROSS 95% before $4.60 is triggered. However, I was wondering what if really acceptances are >90% but <95%?? That means nobody gets $4.60 but delisting is still successful. Wont that be a massive PR problem for Kepcorp???

4.4 Disclosure on Acceptance Level. The Offeror will make daily disclosure of the level of acceptances from the earlier of:

4.4.1 five trading days prior to the first Closing Date or any subsequent Closing Date; or

4.4.2 the Offeror receiving such level of acceptances that is the arithmetic average of 50 per cent. and the level of acceptances necessary to trigger the Higher Offer Price, being an acceptance level of 72 per cent.

[grubb]

Hi grubb

Sorry, can you point out to me the clauses 4.4 , 4.4.1 and 4.4.2
you have mentioned is written on which page of the circular ?

Does not seems to appear on my copy of circular .

Many thanks.

Haven't cross 72%??

Frankly I cannot remember anything on continuous disclosure by the takeover code

"Also Zaobao yesterday mentioned that the level of acceptances will only be announced daily after it has crossed 72%. "[/b]

Is this true?
Can any VB here verify this?
I thought they wont announce the level of acceptances until after the closing date (12th march)

Here you go. I took a picture of the relevant article. I think I'll go read the companies act and takeover code properly this week

Finally they start to release the level of acceptance in SGX. I wonder what makes them release such important details only starting yesterday. From the look of it (owns 70% of kepland), it appears that shareholders are not biting.

You are right, after reading what zaobao said I checked the code and there is no such thing. I later realized that it was written in their offer circular. Its just something that Kepcorp decided to do. Although you can see clearly from the language here and the math that acceptances MUST CROSS 95% before $4.60 is triggered. However, I was wondering what if really acceptances are >90% but <95%?? That means nobody gets $4.60 but delisting is still successful. Wont that be a massive PR problem for Kepcorp???

4.4 Disclosure on Acceptance Level. The Offeror will make daily disclosure of the level of acceptances from the earlier of:

4.4.1 five trading days prior to the first Closing Date or any subsequent Closing Date; or

4.4.2 the Offeror receiving such level of acceptances that is the arithmetic average of 50 per cent. and the level of acceptances necessary to trigger the Higher Offer Price, being an acceptance level of 72 per cent.

Hi Layman A,

You should be able to find it on page 28 of the offer circular.

[Layman A]

Nope,
strange that my copy did not cover the 4.4, 4.4.1, 4.4.2 .

Instead it cover the following clauses
17.2 Copies of Offer Document and Acceptance Forms. Where there are potential ........
17.3 Overseas Jurisdiction. It is the respensibility of any Oversea Person
............

It quite impossible that the offeror posted out two different version of circulare regarding the cash offer ....
Are you sure the page number you mentioned is correct ?

Hi grubb

Sorry, can you point out to me the clauses 4.4 , 4.4.1 and 4.4.2
you have mentioned is written on which page of the circular ?

Does not seems to appear on my copy of circular .

Many thanks.

Haven't cross 72%??

Frankly I cannot remember anything on continuous disclosure by the takeover code

Here you go. I took a picture of the relevant article. I think I'll go read the companies act and takeover code properly this week

Finally they start to release the level of acceptance in SGX. I wonder what makes them release such important details only starting yesterday. From the look of it (owns 70% of kepland), it appears that shareholders are not biting.

You are right, after reading what zaobao said I checked the code and there is no such thing. I later realized that it was written in their offer circular. Its just something that Kepcorp decided to do. Although you can see clearly from the language here and the math that acceptances MUST CROSS 95% before $4.60 is triggered. However, I was wondering what if really acceptances are >90% but <95%?? That means nobody gets $4.60 but delisting is still successful. Wont that be a massive PR problem for Kepcorp???

4.4 Disclosure on Acceptance Level. The Offeror will make daily disclosure of the level of acceptances from the earlier of:

4.4.1 five trading days prior to the first Closing Date or any subsequent Closing Date; or

4.4.2 the Offeror receiving such level of acceptances that is the arithmetic average of 50 per cent. and the level of acceptances necessary to trigger the Higher Offer Price, being an acceptance level of 72 per cent.

Hi Layman A,

You should be able to find it on page 28 of the offer circular.

[Layman A]

I scanned my offer circular page 28 in the attached file.


  Circular Page 28.PDF (Size: 88.76 KB / Downloads: 5)

[CityFarmer]

We need to understand the various documents dispatched during a take-over.

Offer document by offerer, in this case the Keppel Corp. The offer document detailed the offer, and attached with various forms.

The circular by offeree, in this case the Keppel Land. The circular detailed the offer from offeree perspective, which include ID and IFA recommendations.

(sharing few point and hopefully clarifying)

[henryjohn]

Think it is quite obvious now that Oil and Gas cycles have peaked at USD110 last year. As the saying goes, we would not know the Oil & Gas cycles has peaked until it has passed us. Fundamentals for Keppel Corp have definitely turned for the worst with expectation of lesser new contracts and lower margins for any new contracts for 2015 & 2016. This year earnings of Kepcorp could drop 30% to 50% over 2014 earnings. My 12 months' fair value for Kepcorp is $7.30.

As usual, Caveat Emptor applies.

[Layman A]

I don't quite understand.

You mean the clauses 4.4 , 4.4.1 and 4.4.2
are printed in the offer document sent to the Keppel Corp shareholder ?

We need to understand the various documents dispatched during a take-over.

Offer document by offerer, in this case the Keppel Corp. The offer document detailed the offer, and attached with various forms.

The circular by offeree, in this case the Keppel Land. The circular detailed the offer from offeree perspective, which include ID and IFA recommendations.

(sharing few point and hopefully clarifying)

[CityFarmer]

Well, to complete the "sharing", I looked into both the documents, the Offer doc, and the circular. The "the clauses 4.4 , 4.4.1 and 4.4.2" is in the Keppel Corp's offer doc.

It is logical, since disclosure is only applicable to offerer.

If you know the purpose of various documents, you may be able to locate the info at the appropriate document. This is the point that I am sharing.

(not vested, and have not spend much time on this takeover)

I don't quite understand.

You mean the clauses 4.4 , 4.4.1 and 4.4.2
are printed in the offer document sent to the Keppel Corp shareholder ?

We need to understand the various documents dispatched during a take-over.

Offer document by offerer, in this case the Keppel Corp. The offer document detailed the offer, and attached with various forms.

The circular by offeree, in this case the Keppel Land. The circular detailed the offer from offeree perspective, which include ID and IFA recommendations.

(sharing few point and hopefully clarifying)

[Layman A]

OK, I wouldn't push further from here.
I will take thing at it is right now.

In the first place,
I would not even bother to come here if the offer price is at least fair on paper,
the NAV of the Keppel Land $4.95 .

This price , I think , a lots of Keppel Land shareholders will be able to accept.

BUT, no promise that I will not come back, if someone is trying to skew the facts again.