UIC's offer for SingLand 'too low'
Published on Apr 01, 2014
By Melissa Tan
THE second-largest investor in mainboard-listed Singapore Land has thrown a spanner into United Industrial Corporation's (UIC) takeover bid for the firm.
Investment fund Silchester International Investors, which holds 8.16 per cent of SingLand shares, said in a statement yesterday that UIC's offer was "too low".
It added that an independent financial adviser that had called the offer "fair and reasonable" should have considered more factors.
UIC, which is linked to banking tycoon Wee Cho Yaw, already owns 80.36 per cent of SingLand. It offered $9.40 apiece in February for the rest, which totals up to $761 million.
UIC wants to delist SingLand from the Singapore Exchange if its offer succeeds, to give it more flexibility and to optimise the use of its management and capital resources.
Delisting the company would also help to save expenses incurred to maintain SingLand's listing status, UIC said earlier.
Its offer got the thumbs-up last month from independent financial adviser ANZ, which said it was "fair and reasonable".
However, Silchester said that ANZ only evaluated the offer on financial terms and should have also looked at the offer's commercial risks or merits.
These "are important issues, especially since shareholders are being asked to give away all these commercial, strategic and long-term rights", it said.
"No attempt has been made to look at the underlying business and evaluate its commercial opportunities."
SingLand's strong finances were also "a very considerable advantage" and ANZ should have taken this into account, Silchester said.
It added that if it does not see a "full and fair offer" by UIC for SingLand shares, it may sell part of its client's holdings such that its stake falls below 5 per cent.
"This is likely to significantly impair the efforts of UIC to delist the company. Taking these steps helps to safeguard part of our client's interests," it said.
In Singapore, shareholders who own 5 per cent or more of a company are considered substantial shareholders and not part of the public float.
If Silchester's stake falls below 5 per cent, its shareholding percentage will get added to SingLand's public float, which is at 11.38 per cent.
UIC needs the public float to fall below 10 per cent before it can take SingLand private.
SingLand owns Singapore Land Tower, Clifford Centre in Raffles Place and about 280,000 sq ft at SGX Centre in Shenton Way. It also owns The Gateway in Beach Road and Abacus and Tampines Plaza in Tampines Central.
Its shares closed flat at $9.43 yesterday. UIC's offer is due to close on April 7, or later if so announced.
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