Lian Beng Group announced that it is offering 23 cents in cash per scheme share to shareholders in a bid to take its subsidiary SLB Development private on Jan 24.
This news comes more than a year after Lian Beng completed its privatisation in 2023 by the Ong family. It officially delisted from the Mainboard of the Singapore Exchange (SGX) on Aug 28, 2023.
SLB Development is a property developer that was listed on the Catalist board of the SGX on April 20, 2018. Its main activities include developing and selling residential, mixed-use, industrial and commercial development properties.
The group says that it expanded into the fund management business in 2019 in hopes of “actively pursuing investment opportunities” in real estate funds among other activities in the value chain.
About the offeror
Lian Beng, the offeror has an issued and paid-up share capital of $83.67 million comprising 499,689,200 ordinary shares, excluding the 30,070,800 shares held in treasury, and the sole shareholder of the offeror is OSC Capital, a holding company held by the Ong family.
OSC Capital has an issued and paid-up share capital of $100, comprising 100 ordinary shares held 51% by Ong Pang Aik, 30% by Ong Lay Huan, and 13% and 6% held by Ong Lee Yap.
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Lian Beng currently holds 708,487,500 Shares, which represents approximately 77.60% of the
total number of issued shares.
Offer rationale
According to Lian Beng, the acquisition presets an opportunity for shareholders to realise their entire cash investment at a premium over historically traded prices without incurring brokerage and other trading costs.
The Scheme Consideration represents a premium of approximately 54.4%, 62.0%, 69.1% and 88.5% over the VWAP of the shares traded on the SGX-ST for the one month, three month, six month and 12-month periods, respectively, up to and including the Last Trading Day.
It also has a premium of approximately 16.8% over the net asset value per share of
19.7 cents as at Nov 30, 2024.
The group says that the trading volume of the shares has “been generally low”, with the average trading volume of the one-month, three month, six month and 12 month period hovering between 0.002% to 0.0004%.
Lian Beng says that the delisting will help it save on expenses and costs relating to the maintenance of a listed status and channel resources into business operations. It intends to undertake a review of the operations, management and financial position of the company and will evaluate and pursue any opportunities arising in the ordinary course of business which it regards to be in the interests of the offeror and/or the group.
Shares in SLB are trading flat at 16.9 cents on Jan 24.
