KUALA LUMPUR (Dec 19): Ekovest Bhd has issued a takeover notice to buy a 62% stake in Iskandar Waterfront City Bhd (IWCity) at RM1.50 per share via a cash or a one-for-one share swap deal, and to take the latter private.

The terms of the conditional voluntary general offer was first set out by both companies’ common major shareholder Tan Sri Lim Kang Hoo in October this year.

IWCity notified Bursa Malaysia yesterday that it has received the said offer and that its board of directors will deliberate on the matter.

In a separate filing, Ekovest said its board of directors, after having considered all aspects of the proposed offer, has decided to present the bid to its shareholders for consideration at an extraordinary general meeting (EGM) to be convened.

The offer price of RM1.50 represents a discount of more than 50% to IWCity’s estimated revised net asset value of RM3.03, it said. As at Dec 11, Ekovest did not hold any shares in IWCity.

Ekovest also said that it has inked a conditional share sale agreement (SSA) with Kumpulan Prasarana Rakyat Johor Sdn Bhd to acquire the latter’s 6.4% stake in IWCity for RM80.39 million or RM1.50 per share. The SSA will remain conditional until Ekovest’s shareholders approve the takeover of IWCity at the EGM to be convened.

Once the SSA turns unconditional, Ekovest’s volutary takeover bid for IWCity will turn mandatory.

In a press statement, Ekovest said it aims to hold the EGM in the middle of February next year, or earlier.

In October, Iskandar Waterfront Holdings Sdn Bhd (IWH) announced it would not proceed with the planned merger with IWCity, in which IWH holds 38.35%.

Instead, Lim, who is Ekovest’s major shareholder and executive chairman, proposed that the group buy the remainder 62% shares in IWCity not held by IWH through either a cash buyout of RM1.50 per share, which would value the company at RM1.25 billion, or a share exchange, on the basis of one new Ekovest share issued for every IWCity share surrendered.

Ekovest’s share price fell 0.5 sen or 0.54% to close at 91.5 sen yesterday, giving it a market capitalisation of RM1.96 billion. Since Lim’s proposal, the counter has fallen 21% from RM1.16 on Oct 26 this year.

IWCity shares closed unchanged at RM1.32 yesterday, valuing it at RM1.1 billion.

This article first appeared in The Edge Financial Daily, on Dec 19, 2017.

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