Sim Lian to appoint independent adviser for buyout offer

SINGAPORE — Listed Sim Lian Group (SLG) will appoint an independent financial adviser to guide shareholders on a buyout offer from a company led by its founder and executive chairman Kuik Ah Han, the property developer’s board of directors said yesterday.

The board also advised shareholders to refrain from taking any action in relation to their shares until they have considered what the independent financial adviser had to say.

A circular containing the advice and the recommendation of the independent directors will be despatched to shareholders within 14 days of the offer document, they added.

Late on Monday, Coronation 3G — an investment vehicle owned by Mr Kuik Ah Han, his wife Ms Lim Ah Kie, brothers Mr Kuik Thiam Huat and Mr Kuik Ah Chong and sister Kuik Chim Mui — announced a voluntary conditional cash offer of S$1.08 for all the shares it does not already own in SLG.

The offer price, which is final, represents a premium of 26.5 per cent and 28 per cent above the six-month and 12-month volume-weighted average price respectively. It also represents a 14.9 per cent premium over SLG’s last traded price of S$0.94 on Aug 4.

“The shares have not traded at or above the offer price since its listing in 2000. Coronation 3G believes that the offer presents SLG shareholders with a compelling cash exit opportunity given the illiquidity of its shares,” Coronation 3G said.

Trading in SLG shares has been generally low, with an average daily trading volume of approximately 294,423, in the one-month period up to and including Aug 4, before trading was halted pending the release of an announcement. The shares are due to resume trading today.

The offer is conditional on Coronation 3G receiving acceptances or acquiring shares representing not less than 90 per cent of the total number of issued shares.

Coronation 3G has already secured irrevocable undertakings representing 80.36 per cent of the total number of issued shares.

Coronation 3G said it expects SLG to continue its existing activities and that it has no intention to introduce any major changes, re-deploy SLG’s fixed assets nor discontinue the employment of any SLG employee.

Oversea-Chinese Banking Corporation is the financial adviser to Coronation 3G in relation to the offer.

SLG joins a growing number of listed companies which are being taken private, including massage chair maker Osim, container shipping line Neptune Orient Lines (NOL) and public transport operator SMRT.

Osim founder Ron Sim launched his buyout in March with an initial offer of S$1.32 per share that was raised twice to its final price of S$1.39, while NOL was acquired by French container shipping firm CMA CGM at S$1.30 per share as the shipping industry consolidates amid a market downturn.

Last month, state-owned investment firm Temasek Holdings offered to take SMRT private to allow it to focus on its primary role of providing public transport service and free it from the costs and distractions linked to listing requirements.

In a deal that values SMRT at S$2.57 billion, Belfort Holdings — a wholly owned subsidiary of Temasek — proposed to acquire the 46 per cent of SMRT not already owned by Temasek at S$1.68 per share, or about S$1.18 billion for 702 million shares under a scheme of arrangement.