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HLBB, EONCap minorities deserve some enlightenment PDF Print E-mail
Written by Commentary by Thomas Soon   
Friday, 05 February 2010 00:42
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JUST as when Tan Sri Quek Leng Chan-controlled Hong Leong Bank Bhd’s (HLBB) quest for EON Bank group appears to have ended as abruptly as when it was first proposed, EON Capital Bhd (EONCap) major shareholder and director Rin Kei Mei has revived the possibility of a merger.

As far as Quek was concerned, HLBB’s offer of RM7.10 per share for EONCap’s assets and liabilities had lapsed. There is no question of the RM4.92 billion cash offer being tabled to EONCap shareholders, until and unless HLBB comes back with a new offer.

Given Rin’s decisive move to revive the proposed merger that could have formed the country’s fourth-largest banking group, it would appear an offer, revised or otherwise, may yet again be on the table. This is where HLBB has to enlighten all sides. Some transparency here would not hurt.

EONCap board of directors’ rejection of HLBB’s RM7.10 offer on Tuesday did not come as a surprise as it had earlier said the proposal “significantly undervalued” the EON banking group. The board made the decision after it had asked for an extension of the offer period until Tuesday to deliberate on the matter.

EONCap chairman Tan Sri Syed Anwar Jamalullail reiterated that the “undervalued acquisition bid does not account for EONCap’s significant recent and projected growth, underpinned by the company’s recently completed transformation programme”.

Expressing disappointment over the rejection, HLBB director and Hong Leong Financial Group Bhd president Raymond Choong had said it “was hoping that the EON Capital board would table our offer to shareholders for their decision”. No other information was forthcoming.

Despite both parties’ boards having the approval of Bank Negara Malaysia (BNM) to proceed with negotiations on the proposed takeover and given how it had ended, it would now appear it was a more or less hostile bid from Quek in the first place. According to reports, he is not known to overpay for his acquisitions.

In the latest development, Rin, who holds a 15.4% stake in EONCap, yesterday called for the appointment of eight additional directors to its board. It is unclear if other major shareholders are also keen to see the original offer being pursued.

Again, the only issue is HLBB’s lapsed offer, which means HLBB would have to re-extend its offer, revised or otherwise.

As well documented, EONCap’s major shareholder and Hong Kong-based private equity fund Primus Pacific Partners Ltd, which bought its 20.2% stake at RM9.55 per share, wants a higher price.

HLBB was earlier in talks with “certain shareholders” of EONCap for the potential acquisition of the assets and liabilities, including equity interests, in EONCap.

As it turned out, the “certain shareholders” definitively included Rin Kei Mei and Tan Sri Tiong Hiew King, who own a combined stake of 32.57% in EONCap.

The other major shareholders include Khazanah Nasional Bhd, with a 10% stake and the Employees Provident Fund with 11.91%.

Collectively, the four parties hold 54.48% of EONCap. Their combined decisions will be key to any new developments in the HLBB-EONCap saga. One key pertinent question at this point — is HLBB still in talks with the “certain shareholders”, including Rin? If nothing else, this has to be answered, even from a regulatory point of view.

It would appear that HLBB would not have extended its offer if it hadn’t at least secured the go-ahead of the “certain shareholders”.

The question now — is there still an “understanding” between them and HLBB in the latter’s continuing pursuit, if any, of the EON banking group?

Rin has every right to call for an EGM to seek the appointment of additional directors to EONCap’s board, but had he acted, expressed or implied, with the “understanding” that HLBB will revisit its bid? Are the other major shareholders collaborating with Rin or even HLBB? Minority shareholders do deserve answers to some questions.

Last Updated on Friday, 05 February 2010 00:45
 

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