by DASHVEENJIT KAUR / pic by TMR GRAPHIC
TA Enterprise Bhd has proposed to buy an additional stake in 60.17%-owned property arm TA Global Bhd for 28 sen a share.
In a filing to the local bourse yesterday, TA enterprise said it is making a conditional voluntary takeover offer to buy out 2.12 billion shares, which is equivalent to a 39.83% stake in TA Global it does not already own.
The acquisition will be satisfied via a cash consideration of 28 sen for every offer share; or a share exchange based on an exchange ratio of 0.4211 new TA Enterprise shares to be issued at an issue price of 66.5 sen each for every offer share surrendered.
The retail stockbroking firm also proposes to issue up to 550.54 million new shares at an issue price of 66.5 sen each to be subscribed by its co-founder and chairman Datuk Tiah Thee Kian to fund the cash option pursuant to the proposed voluntary takeover offer.
The offer is extended to all the offer shares held by the parties acting in concert (PACs), who currently hold 15.34% or 816.27 million shares in TA Global.
The PACs include Tiah and his spouse Datin Tan Kuay Fong, who is also TA Enterprise MD and the ED of TA Global, Tiah’s son Tiah Joo Kim, who is the CEO of TA Global, Tiah’s sister-in-law Kimmy Khoo Poh Kim, as well as other TA Enterprise and/or TA Global shareholders who are Tiah and Tan’s brothers, brother-in-law and daughters.
As of Feb 11, TA Enterprise held a 60.17% stake in TA Global while the collective shareholdings of Tiah and persons acting in concert stood at 42.37%.
The offer price of 28 sen is 20.85% above TA Global’s five-day volume weighted average market price. The issue price of TA Enterprise shares at 66.5 sen also represents a 22.29% premium, according to the filling.
At press time, TA Enterprise was trading at 60sen, giving it a market capitalisation of RM1.03 billion, whereas TA Global shares were at 26.5 sen, valuing the company at RM1.38 billion.
TA Enterprise said TA Global has sought several extensions of time from Bursa Securities to comply with the public shareholding spread requirement.
“In view that TAG does not have any other alternative plan to remedy the non-compliance with the public shareholding spread requirement, the successful completion of the Proposed voluntary takeover offer and subsequent delisting of TA Global will resolve its non-compliance with the public shareholding spread requirement,” it said.