KUALA LUMPUR (Feb 4): GuocoLand (Malaysia) Bhd's (KL:GUOCO) controlling shareholder GLL (Malaysia) Pte Ltd (GLLM) has submitted a proposal to the board to privatise the property arm of the Tan Sri Quek Leng Chan-controlled Hong Leong Group via a selective capital reduction and capital repayment exercise at RM1.10 per share.
Entitled shareholders holding 244.95 million shares, or 34.97% of the company, will receive RM269.45 million in total capital repayment based on the RM1.10 offer price, according to the proposal letter filed with Bursa Malaysia on Tuesday.
Quek himself, who owns a direct 2.78% stake in GuocoLand Malaysia, or 19.51 million shares, is entitled to receive RM21.46 million.
GLLM, a wholly-owned unit of Singapore-listed GuocoLand Ltd (GLL), said the privatisation will be funded using excess cash within GuocoLand Malaysia, with the remainder to be met through advances or equity injections from GLLM or GLL.
As at end-December 2025, GuocoLand Malaysia’s cash and cash equivalents totalled RM197.2 million, compared with total borrowings of RM584.8 million. Its net tangible assets stood at RM2.08 per share.
As such, based on back-of-the-envelope estimates, GLL would need to fork out roughly RM72.25 million in additional cash to wholly own GuocoLand Malaysia and take it private.
Upon completion, GLLM will cancel those 244.95 million shares under the selective capital reduction, reducing total shares outstanding to 455.51 million.
The remaining shares will be fully held by GLLM, resulting in GuocoLand Malaysia becoming an indirect wholly-owned subsidiary of GLL. Currently, GLLM holds 65.03% of GuocoLand Malaysia.
GLLM said the offer price represents a 17.65% premium to GuocoLand Malaysia’s last traded price of 93.5 sen as of Jan 30 and a 47.73% premium to its six-month volume-weighted average market price of 74.46 sen.
GLLM does not intend to maintain GuocoLand Malaysia’s listing status and will apply to Bursa Securities to delist the company upon completion of the exercise.
The rationale for the privatisation outlined in the proposal letter cites low trading liquidity, the opportunity for minority holders to exit at a premium, and minimal benefit from remaining listed given that the company has not undertaken equity fundraising for over 10 years.
The board of directors of GuocoLand Malaysia will have until March 2 to decide whether to implement the proposed privatisation.
However, non-independent non-executive directors Cheng Hsing Yao and Quek Kon Sean, who are also deemed persons acting in concert, will abstain from all deliberations and voting on the proposal.
The proposal is subject to approval from the Securities Commission Malaysia, disinterested shareholders at an extraordinary general meeting (EGM) and the High Court’s confirmation of the capital reduction.
The exercise requires approval from at least 75% in value of disinterested shareholders at the EGM, and must not be opposed by more than 10% of them.
The offeror has appointed Maybank Investment Bank Bhd as the principal adviser for the privatisation.
GuocoLand Malaysia shares, which were suspended from trading on Tuesday for the announcement, have climbed 59.8% since the start of the year. The stock last traded at 93.5 sen, the highest since 2018, with a market capitalisation of RM654.9 million.
Based on AskEdge data, GuocoLand Malaysia shares are currently trading at 30.9 times trailing price-earnings and 0.5 times price-to-book value.
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