KUALA LUMPUR: Halex Holdings Bhd’s entire board except for its chairman decided to step down on Monday. This followed the emergence of Waras Dinamik Sdn Bhd, whose takeover offer they had all opposed, as Halex’s majority shareholder with a 50.14% stake.
In a filing with Bursa Malaysia on Monday, which was also the day of its latest AGM, the agrochemical and healthcare product company announced a slew of boardroom changes.
These included the resignation of executive deputy chairman Lt Gen (R) Datuk Wira Masood Zainal Abidin and the retirement of executive director/group managing director Mohd Faisal Kaim Abdullah. Faisal was, however, appointed CEO.
All board members up for reelection, except for chairman Gen (R) Tan Sri Abdul Rahman Abdul Hamid, did not offer themselves for reelection at the AGM in Johor. Abdul Rahman was reelected.
New appointees to the board are Datuk Ong Choo Meng (DOCM), Datuk Ong Soon Ho (DOSH), Datuk Seri Erwan Mohd Tahir, Yeoh Chin Hoe and Lee Chooi Keng.
DOCM and his father DOSH are the ultimate offerors in the takeover bid, being substantial shareholders of Waras Dinamik’s parent company, agrochemical firm Hextar Holdings Sdn Bhd.
To recap, Waras Dinamik triggered the obligation to make a mandatory takeover offer in March after raising its shareholding in Halex from 14.5% to 39.2%. When added with the Halex shares held by the joint ultimate offerors (namely Hextar group founder DOSH’s shares), the combined stake reached 50.13%.
On April 25, independent adviser Mercury Securities urged Halex’s minority shareholders to reject Waras Dinamik’s offer, which it deemed not fair and not reasonable. Among the reasons it gave was that the offer price was 21% lower than the estimated revalued net asset value (RNAV) per Halex share of 81 sen.
All the six directors of Halex concurred with the adviser’s recommendation.
Waras Dinamik, which along with the joint ultimate offerors, already had a 50.13% stake at the time it posted the takeover offer document, did not revise the offer or extended the offer’s deadline.
By the closing date, it had netted just 10,250 more shares, amounting to 0.01% of Halex’s share capital.
Waras Dinamik had no intention of de-listing Halex. It also has said it intended to continue with the Halex group’s existing businesses and operations, but would carry out a review to improve its financial performance.
Halex posted a group net loss of RM21,95mil on revenue of RM68.65mil for the financial year ended Dec 31, 2016. This weak performance was due to rising costs and after the provision for impairment and write off of certain group assets, in particular its investment in associate company Kensington Development Sdn Bhd,
On Monday, the counter closed unchanged at RM1.12 per share.
In a filing with Bursa Malaysia on Monday, which was also the day of its latest AGM, the agrochemical and healthcare product company announced a slew of boardroom changes.
These included the resignation of executive deputy chairman Lt Gen (R) Datuk Wira Masood Zainal Abidin and the retirement of executive director/group managing director Mohd Faisal Kaim Abdullah. Faisal was, however, appointed CEO.
All board members up for reelection, except for chairman Gen (R) Tan Sri Abdul Rahman Abdul Hamid, did not offer themselves for reelection at the AGM in Johor. Abdul Rahman was reelected.
New appointees to the board are Datuk Ong Choo Meng (DOCM), Datuk Ong Soon Ho (DOSH), Datuk Seri Erwan Mohd Tahir, Yeoh Chin Hoe and Lee Chooi Keng.
DOCM and his father DOSH are the ultimate offerors in the takeover bid, being substantial shareholders of Waras Dinamik’s parent company, agrochemical firm Hextar Holdings Sdn Bhd.
To recap, Waras Dinamik triggered the obligation to make a mandatory takeover offer in March after raising its shareholding in Halex from 14.5% to 39.2%. When added with the Halex shares held by the joint ultimate offerors (namely Hextar group founder DOSH’s shares), the combined stake reached 50.13%.
On April 25, independent adviser Mercury Securities urged Halex’s minority shareholders to reject Waras Dinamik’s offer, which it deemed not fair and not reasonable. Among the reasons it gave was that the offer price was 21% lower than the estimated revalued net asset value (RNAV) per Halex share of 81 sen.
All the six directors of Halex concurred with the adviser’s recommendation.
Waras Dinamik, which along with the joint ultimate offerors, already had a 50.13% stake at the time it posted the takeover offer document, did not revise the offer or extended the offer’s deadline.
By the closing date, it had netted just 10,250 more shares, amounting to 0.01% of Halex’s share capital.
Waras Dinamik had no intention of de-listing Halex. It also has said it intended to continue with the Halex group’s existing businesses and operations, but would carry out a review to improve its financial performance.
Halex posted a group net loss of RM21,95mil on revenue of RM68.65mil for the financial year ended Dec 31, 2016. This weak performance was due to rising costs and after the provision for impairment and write off of certain group assets, in particular its investment in associate company Kensington Development Sdn Bhd,
On Monday, the counter closed unchanged at RM1.12 per share.
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