KUALA LUMPUR: Permodalan Nasional Bhd (PNB) has decided not to accept the voluntary takeover offer (VTO) for its 13.5 per cent stake in IJM Corporation Bhd
by Sunway Corporation Bhd.
"The decision not to accept the offer under the VTO was made by PNB’s Board Investment Committee (BIC) after a careful, rigorous and independent evaluation undertaken in full accordance with PNB’s investment process and governance framework,” PNB said today.
"The assessment was made based on commercial considerations and guided by our fiduciary responsibility to always act in the best interest of PNB’s unitholders, in alignment with our purpose and mandate,” it said in reply to Bernama’s query on the investment company’s decision on this matter.
PNB said its considerations include several factors, such as its estimation of the underlying
intrinsic value of IJM shares relative to the offer price, the limited cash component of the offer and the estimated value upside of shares to be issued relative to the issue price.
Consideration was also given to IJM’s dividend outlook and long‐term value creation potential, PNB said, adding that the decision was made purely based on its own strategic considerations as a long‐term institutional investor.
"It is not intended to convey influence or imply any expectation regarding how other IJM shareholders should decide. All IJM shareholders should make their own independent assessment,” the statement said.
PNB said it wishes to highlight that IJM’s market valuation has, for a considerable period, not reflected the company’s underlying value.
"Accordingly, irrespective of the outcome of the VTO, we expect the board and management of IJM to prioritise efforts to crystallise this value for the benefit of all shareholders.”
PNB remains committed to disciplined stewardship, robust governance, and prudent investment decision‐making to safeguard and enhance long‐term unitholder value.
To recap, on Jan 12, Sunway proposed a conditional voluntary takeover offer to acquire all 3.51 billion shares in IJM at an offer price of RM3.15 per share, involving a total consideration of about RM11 billion to be settled through a combination of cash and the issuance of new ordinary Sunway shares.
Last Friday, IJM’s independent adviser concluded that the takeover offer by Sunway at RM3.15 per share is not fair and not reasonable and recommended that shareholders reject the offer.
In a filing with Bursa Malaysia, IJM said the appointed adviser, M&A Securities Sdn Bhd, noted that the offer price represents a discount of between RM2.69 and RM3.33, approximately 46.1 per cent and 51.4 per cent to the estimated value of IJM shares of between RM5.84 and RM6.48. - Bernama
