KUALA LUMPUR: Willowglen MSC Bhd
shareholders, who have been anticipating a corporate exercise in line with the 77% year-to-date rise in the share price of the supervisory and security solutions firm, may end up disappointed with what’s in store.
They received a mandatory takeover offer (MTO) on Tuesday from New Advent Sdn Bhd, a company owned by the family of Willowglen group managing director Wong Ah Chiew. However, the 80-sen per share cash offer is 40% below the previous day’s closing price of RM1.34.
(Monday was the last full trading day. On Tuesday, trading of Willowglen shares was suspended in the afternoon pending the announcement of the MTO.)
Willowglen, which offers supervisory control and data acquisition (Scada) systems and integrated security solutions, told Bursa Malaysia that New Advent was making the takeover offer for shares representing about 45% of the company’s issued shares (excluding treasury shares) not already held by the offeror and its persons acting in concert (PACs).
That means the Wong family is prepared to fork out RM87.6mil for the rest of the shares they do not own, totalling 109.5 million.
New Advent was legally required to make the offer after it signed share sale agreements on Tuesday to buy 22.92% of Willowglen’s issued share capital for RM44.61mil or 80 sen per share.
After the acquisition has been completed, the total shareholdings of New Advent and PACs will increase from 32.08% to 55.0%.
New Advent, an investment vehicle in which Wong owns a 55.51% direct stake while his wife and their two sons hold the rest, intends to maintain Willowglen's main board listing status.
Willowglen noted that New Advent’s offer will remain open until 5pm for at least 21 days from the posting of the offer document later.
The MTO notice said the offer price represented a 40.3% discount over the five-market day volume-weighted average prices of Willowglen shares up to Sept 11 of RM1.34.
Willowglen share price has climbed 77% since the start of this year, ending at RM1.32 prior to its trading suspension at 2:30pm today (Tuesday).
On April 10, the company was hit by an unusual market activity query from Bursa Malaysia Securities for a sharp 29% rise in its share price that day (closing at RM1.301).
However, the board and major shareholder then denied knowledge of any corporate development that was not been previously announced that might account for the trading activity.
Its price continued its upward trend in the ensuing months, rising as high as RM1.72 on July 14.
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