PETALING JAYA: Sunway Bhd
has launched a takeover offer for IJM Corp Bhd at RM3.15 per share yesterday, two months after denying any engagements or negotiations with the latter for a potential merger.
The offer will see IJM being valued at about RM11bil if the offer is fully accepted by its shareholders – the company had then, on Nov 7, 2025, also denied being approached for a potential merger with Sunway.
The privatisation offer of IJM by Sunway will involve compensation in terms of cash of RM0.315 for every IJM share amounting to 10%; and 90% through the issuance of new Sunway shares at an issue price of RM5.65 per share.
Both Sunway and IJM were not traded on the Bursa Malaysia yesterday after they made requests for suspension of trading due to the pending material corporate announcement.
The impromptu press conference yesterday evening saw the top management of Sunway explaining the potential synergies and rationale of a potential takeover of IJM Corp.
“We last year denied any engagements or negotiations with IJM and this was and is factually true.
“Because we only first made contact with them today,” Sunway chief financial officer Clement Chen said at the press conference yesterday.
“Prior to this there had been no contact with their management.
“To reiterate, this is a unilateral offer from us to IJM’s shareholders.”
The proposed takeover offer, if accepted, will see the enlarged group poised to become Malaysia’s largest property and construction group by revenue and total assets, Sunway said.
This will create a national champion with the scale and capabilities to compete regionally, it said.
The offer price of RM3.15 per offer share for IJM represents a 14.55% premium to the last closing price of RM2.75 per share, a 27.99% premium to the one-month volume weighted average market price (VWAMP) of RM2.46 per share, a 26.91% premium to the three-month VWAMP of RM2.48 per share and a 17.59% premium to the six-month VWAMP of RM2.68 per share.
The offer is conditional upon Sunway receiving valid acceptances resulting in more than 50% ownership of IJM’s voting shares, as well as relevant regulatory and Sunway’s shareholder approvals.
In total, the consideration will be satisfied via cash of RM1.1bil and the issuance of RM9.9bil worth of newly issued shares in Sunway.
The cash consideration will be funded through a combination of debt financing and internally generated funds.
The total consideration of RM11bil is valued at an implied enterprise value to earnings before interest, tax, depreciation and amortisation multiple of 11.8 times and an implied price-to-earnings ratio of 27.4 times based on the offer price divided by the audited basic earnings per IJM share for the financial year ended March 31, 2025 of 11.5 sen, Sunway said.
Commenting on potential dilution effects on Sunway’s existing shareholders from this exercise, Chen said: “Assuming a 100% acceptance of the offer, 20% of the enlarged share base will be IJM’s shareholders.”
“With regards to the timing, it could happen very fast – by the end of June, or it could take slightly longer depending on what the authorities such as Bursa Malaysia or the Securities Commission require from IJM.
“But we expect it to be completed by the third quarter,” he added.
If Sunway achieves acceptance from at least 90% of the offer shares, Sunway intends to exercise its rights of compulsory acquisition to acquire the remaining shares and proceed with the delisting of IJM from Bursa Malaysia.
Pertaining to this, Chen said there is a chance that IJM will still be a separate listed entity on the bourse eventually.
