CapitaMalls Asia

[eugene]

It is not marked on the calendar, so your guess is as good as mine. See http://www.capitamallsasia.com/en/corpor...s-calendar

[kikababoo]

It is not marked on the calendar, so your guess is as good as mine. See http://www.capitamallsasia.com/en/corpor...s-calendar

If I rmb correctly they have to release the Ifa within 21 days of making the offer? Someone correct me if I'm wrong.

[CityFarmer]

It is not marked on the calendar, so your guess is as good as mine. See http://www.capitamallsasia.com/en/corpor...s-calendar

If I rmb correctly they have to release the Ifa within 21 days of making the offer? Someone correct me if I'm wrong.

I didn't follow the GO, but a timetable should be listed in offer doc. A typical timetable is

D-21 : annoucement
D: Dispatching the offer doc
D+14 : IFA and ID report

Hope it helps...

(not vested)

[eugene]

It is not marked on the calendar, so your guess is as good as mine. See http://www.capitamallsasia.com/en/corpor...s-calendar

If I rmb correctly they have to release the Ifa within 21 days of making the offer? Someone correct me if I'm wrong.

I didn't follow the GO, but a timetable should be listed in offer doc. A typical timetable is

D-21 : annoucement
D: Dispatching the offer doc
D+14 : IFA and ID report

Hope it helps...

(not vested)

You are right.

"The Offer Document will be despatched to shareholders of the Company not earlier than 14 days but not later than 21 days after the date hereof [14 April 2014].
[...]
A circular (“Company Circular”) containing, among others, the advice of the IFA and the recommendation of the Independent Board Committee in respect of the Offer will be sent to shareholders of the Company within 14 days from the date of despatch of the Offer Document."

[lonewolf]

Dealing Disclosure 8 May 2014

A measly 103,000 at $2.20. Total shares owned by concerted parties of CL = 2,743,258,708 (70.4%)

Good to see acquisitions seems to be slowing down.

[MINX]

Dealing Disclosure 8 May 2014

A measly 103,000 at $2.20. Total shares owned by concerted parties of CL = 2,743,258,708 (70.4%)

Good to see acquisitions seems to be slowing down.

Good for who, Capitaland or minority shareholders?

[lonewolf]

Good for who, Capitaland or minority shareholders?

Isn't it obvious? Of cos good for the minority shareholders who think the offer is too low?

How can it be good for capland who is trying to achieve 90% to take the company private?

[kikababoo]

Good for who, Capitaland or minority shareholders?

Isn't it obvious? Of cos good for the minority shareholders who think the offer is too low?

How can it be good for capland who is trying to achieve 90% to take the company private?

http://infopub.sgx.com/FileOpen/eOfferee...eID=296415

Fair and Reasonable.

[egghead]

Fair and reasonable is not good enough for me. The offer needs to be compelling. The point made about no control premium is not relevant because this offer is about privatization, never about control.

[greengiraffe]

Offer for CMA 'fair and reasonable'
Move by CapitaLand will not lead to change in control, says independent adviser


PUBLISHED ON MAY 10, 2014 1:10 AM


BY JONATHAN KWOK
CAPITALAND'S offer for CapitaMalls Asia (CMA) is "fair and reasonable", given that this transaction is not going to cause a change in control of CMA, the independent financial adviser (IFA) to the deal has found.

CapitaLand last month offered $2.22 per share to buy out minority shareholders of CMA, its retail malls subsidiary.

The offer drew criticism from some quarters for being just slightly above the initial public offering (IPO) price when CMA listed in 2009.

But Deutsche Bank, the adviser to CMA's independent directors on the deal, said it was, in fact, fair and reasonable from a financial point of view, "in the context of a non-change of control transaction".

This means that Deutsche Bank took into account the fact that CMA's majority shareholder was the one making the bid and that it will not result in a change in control.

There are two implications of such a scenario.

Firstly, offerors may need to pay a "control premium", or an extra amount before they get control of a company.

More importantly, a bid by a party already controlling the company - as in the case of CMA - drastically reduces the chances of a competing offer emerging, which would drive up the offer price.

The findings were in a circular to CMA shareholders yesterday, which included both the IFA report and recommendations by independent directors.

The circular highlighted some drawbacks of the offer.

For instance, the offer price was just 4.7 per cent above the IPO price. This is less than the growth in net asset value per share since the IPO, of 38 per cent.

But it also highlighted some factors in favour of the offer price, such as its more hefty premium over CMA's recent trading prices. It was 23 per cent higher than the price on the last trading day before the offer.

Deutsche Bank also found the offer compared favourably with the valuations of similar companies in Hong Kong and Singapore, and with previous property company privatisations here.

CMA's independent directors concurred with the advice of the IFA.

CapitaLand started the exercise with 65.3 per cent of CMA and, as of Thursday, has lifted this to 70.4 per cent, thanks to purchases from the open market.

Including acceptances, CapitaLand's stake needs to cross 90 per cent for the offer to be successful. Then, the shares of those who tendered will be accepted, and they will receive payment.

CapitaLand will apply to the Singapore Exchange to delist CMA if its stake crosses 90 per cent.

If the offer is successful, CMA shareholders will be given some more time to tender their shares at the last minute, under local takeover rules.

There is another threshold to take note of, which is 96.5 per cent. If CapitaLand's stake reaches this level it shall have the right to compulsarily acquire the stock of all remaining shareholders.

This is the point when CapitaLand would have mopped up 90 per cent of all the shares it did not own at the start of this exercise.

jonkwok@sph.com.sg