PETALING JAYA: Guocoland Malaysia Bhd
(GuocoLand) has received a privatisation proposal from its controlling shareholder, GLL (Malaysia) Pte Ltd.
GLL is proposing to privatise GuocoLand via a selective capital reduction exercise method at a cash consideration of RM1.10 per share.
If accepted, minority shareholders’ shares will be cancelled in exchange for a capital repayment of RM1.10 per share, while the shares held by the offeror and the persons acting in concert (PAC) will remain intact.
GuocoLand last traded at 94 sen per share and the offer price is an approximate 17% premium to its last closing price before this proposal was publicly announced on Bursa Malaysia.
GLL and its PACs collectively hold 67.93% of the circa 700.459 million GuocoLand shares in issue, the circular to the stock exchange states.
The shareholders entitled to this offer collectively hold 34.97% of GuocoLand’s shares and will potentially receive a total capital repayment of RM269.447mil in cash.
“The non-entitled shareholder will not be eligible to the capital repayment under this proposed privatisation,” the company’s circular said.
If it succeeds, the entitled shareholder’s shares portion of 34.97% will be cancelled pursuant to this privatisation which will then see GLL and its PACs holding a 100% interest in GuocoLand.
GLL said it does not intend to maintain the listing status of GuocoLand on the Main Market of Bursa Malaysia, should the exercise be successful.
“The proposed privatisation will not result in a downstream general offer for Tower Real Estate Investment Trust pursuant to Note 3 of paragraph 3.01 of the Security Commission’s Rules on Takeovers, Mergers and Compulsory Acquisitions,” it said.
The privatisation proposal will require an approval of the eligible shareholders of GuocoLand via an EGM that has to be approved by at least a majority number of them attending the EGM and; 75% in value of the votes that are attached to the shares.
Also, the circular noted that the value of votes cast against the special resolution at this EGM must not be more than 10% in value of the votes attached to the GuocoLand’s shares in issue which are held by the eligible shareholders.
“The GuocoLand board (save for Cheng Hsing Yao and Quek Kon Sean, who are deemed interested in the proposed privatisation) will deliberate on the proposed privatisation and decide on the next course of action.
“Accordingly, a further announcement will be made in due course after the board’s deliberation,” it said.
