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Minority Shareholders Beware Companies Have Many Ways to Manoeuvre Deals to Short-Change Minorities

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Minority Shareholders Beware Companies Have Many Ways to Manoeuvre Deals to Short-Change Minorities FocusM 06 cover story April 27-May 3, 2013 Minority shareholders beware Companies have many ways to manoeuvre deals to short-change minorities HE current brouhaha over Act (CMSA) to require the offeror to sia’s low liquidity and velocity of trading the books at cost price. The Minority listed companies being taken compulsorily acquire their shares if the allows very substantial under-valuation Shareholder Watchdog Group (MSWG) private by their controlling offeror already owns more than 90% of of any stock to persist for long periods. then said there could be a potential shareholders is just one the company’s shares even though they The offerors merely take advantage of revaluation surplus for the properties instance where minority did not accept the offer initially. mispricing by the market because of a and land that have not been revalued shareholders can be short-changed. “Even in the event of an offeror broad-based lack of participants in the for years. T by There are other ways where minor- DOREEN invoking compulsory acquisition under market. Independent adviser TA Securities LEONG ities are taken for a ride. These include the law, final recourse to the courts is “It has been my contention for a long stated that the deal was “not fair and related party transactions not at arm’s still available for dissenting sharehold- time that our stock market capitalisa- but reasonable” due to the significant length, injection of assets at inflated ers under section 224 of the CMSA,” he tion is too big for an economy the size discount of 59% to NRGB’s net assets prices, special placement of warrants/ explains. of Malaysia. Ranked by stock market per share. shares to related parties at discounts, Among the recent corporate exercises cap to GDP, we are the 6th highest in the TA Securities had also considered breaking up assets and selling at low are: world after Switzerland, HK, Singapore, factors such as historical market prices, prices and delisting and later relisting in Swaziland and Taiwan. price-to-earnings multiple over the a short span of time at higher valuations. Takeovers/buyouts Pong adds that the result of an average earnings per share for the past But what is interesting is that minor- Minority shareholders are no longer excessively high ratio in Malaysia is the three years, enterprise value/earnings ities are now fighting back. Their sweet acquiescent when major shareholders small caps suffer from low valuations before interest, taxes, depreciation and success in blocking recent takeover of the company offer a premium over and are more often than not ignored by amortisation and the premium paid for attempts by major shareholders is un- the value of the company’s shares on institutional investors. “So the small past precedents of successful Malaysian precedented in corporate Malaysia. And the open market when the deal was cap stocks in Malaysia are sleepy stocks, privatisations. they are winning. announced. stuck with low valuations and liquidity However, it said the exercise was Gone are the days where it’s a Savvy minority shareholders will in a self-reinforcing downcycle,” he says. reasonable due to NRGB’s inconsistent foregone conclusion that minority probably assign different valuations for On the other hand, in the case of a financial performance for the past shareholders do not have a choice but to the company depending on the industry company in financial difficulties and six years, the future prospects of the sell out in a takeover exercise, especially it is operating in. facing bankruptcy, the book values used property industry in Nilai and education involving government-owned institu- One of the most common tools to for its assets may turn out to have been industry for local players which is not tions. quickly gauge whether the offer price too high and not realisable under the encouraging. This is especially so in the case of is fair is to look at the company’s net fire sale conditions that are then likely Gan had successfully taken NRGB minority shareholders going up against tangible asset (NTA) per share, which to prevail. private via a selective capital reduction mega corporations as witnessed in the is one measure of the worth of a share, Book values can also be too low rath- (SCR) and repayment exercise which was unsuccessful buyout of MISC Bhd by although its usefulness is subject to er than too high, particularly if assets completed in December last year. Petroliam Nasional Bhd (Petronas). In March, Emas some reservations. It can be compared have not been revalued recently in order Companies that have been taken Another feather in the cap for minor- Kiara’s major to the market value of the share. to allow for inflation and the costs of private at a discount to their previous ity shareholders is the failed buyout of shareholder and Nevertheless, is it fair for companies replacement. book values include Leong Hup Hold- deputy executive Hong Leong Capital Bhd (HL Cap) which chairman Wong to determine the takeover price based ings Bhd, Premium Nutrients Bhd, OSK saw some 2% of its shareholders coming Kong Foo made a on the share price trend or should the Nilai Resources Group Bhd Properties Bhd, Merge Housing Bhd and together to stave off the compulsory conditional offer to takeover price be based on the compa- For example, the minority shareholders YTL Cement Bhd. acquisition by Hong Leong Financial take the company nies’ NTA or other valuation methods? of property developer Nilai Resources Group Bhd. private According to Inter-Pacific Research Group Bhd (NRGB) complained about Emas Kiara Industries Bhd On the other hand, although MBf head Pong Teng Siew, this is the crux of the takeover offer of RM1.50 per On the other hand, Emas Kiara Indus- Holdings Bhd has finally ended the long- the issue when independent advisers share by Tan Sri Gan Kong Seng as the tries Bhd, a geotechnical engineering drawn affair after its third attempt to be offer opinions that a takeover offer is offer price was far below its net assets of company providing engineering taken private by its major shareholder not fair because of the offer price being RM3.68 per share. solutions for civil marine engineering Tan Sri Dr Ninian Mogan Lourdenadin, too far below the fair value of a stock. Disgruntled shareholders believe and construction applications with geo- it was not without much resistance from “But the offer can still be reasonable some of NRGB’s assets are worth more synthetic products, may see its takeover its minority shareholders. because it is more than the market price at market value such as its 27-hole golf exercise being scuttled. In such instances, what are the of the share. It shows that Bursa Malay- course in Nilai which was recorded in But independent adviser HwangDBS regulators such as the Securities Com- Investment Bank Bhd threw a spanner mission (SC) doing to ensure minority Performance of companies taken private in the works as it states that the offer shareholders’ rights are protected? price was not fair and not reasonable. It According to an SC spokesperson, Company Delisting date Profit after tax Profit after tax % y-o-y is rare for an offer to be not fair and rea- the legal and regulatory framework for (pre-acquisition) (RM) (post-acquisition) (RM) change sonable as usually it is deemed not fair taking companies private in Malaysia YTL Cement Bhd April 16, 2012 2011: 354,096,000 2012: 435,971,000 23.12% but reasonable by independent advisors. is similar to that in Hong Kong and In March, Emas Kiara’s major share- Eastern Pacific Singapore. Industrial Corp Bhd Oct 27, 2011 2011: 56,602,000 2012: 76,667,000 35.45% holder and deputy executive chairman “The role of the SC as a regulator is Berjaya Retail Bhd May 3, 2011 2010: 51,931,000 2011: 46,341,000 -10.76% Wong Kong Foo, made a conditional to ensure that there are adequate rules offer to take the company private for MEASAT Global Bhd Sept 29, 2010 2010: 122,093,000 2011: 25,292,000 -79.28% to safeguard the interests of minority 45 sen per share, which is a premium of M3nergy Bhd Oct 7, 2010 2011: (8,600,000) 2012: 1,156,000 113.44% shareholders when a takeover is hap- 23.28% or 8.5 sen based on the pre-sus- pening or takeover offer is being made,” Sarawak Energy Bhd Jan 5, 2010 2010: 336,218 2011: 335,584 -0.19% pension price of 36.5 sen. the spokesperson says. New Straits Times Wong and persons acting in concert Press Bhd Jan 5, 2010 2009: 38,146,000 2010: 72,820,000 90.90% He adds that apart from the right to 2011: 57,295,000 -21.32% with him held a combined 48.77% stake vote at a general meeting for the pro- IOI Properties Bhd April 28, 2009 2010: 503,781,000 2011: 633,795,000 25.81% comprising 43.52 mil shares following posed delisting, minority shareholders 2012: 633,795,000 -7.20% several corporate exercises. are also given the right under section In its independent advice circular, 223 of the Capital Markets and Services Source: CCM HwangDBS said the offer price of 45 sen FocusM It has been my contention for a long time that our stock market capitalisation is too big for cover story 07 an economy the size of Malaysia.” – PONG TENG SIEW April 27-May 3, 2013 List of some major questionable deals now seeking to relist on Bursa Malaysia. Methods Date Companies Details Independent adviser’s valuation/ remarks The main contention point is that these Taking private March 12, 2012 Emas Kiara Wong Kong Foo made a cash A discount of 35.71% and 38.36% to the range of companies were then delisted at very offer of 45 sen per share.
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