Delong Holdings’ CEO and executive chairman Ding Liguo made an offer via special purpose vehicle Best Grace Holdings to acquire all of the company’s shares for S$7.00 each, it said in a filing to SGX on Thursday.
The offer price is a 8.0 percent premium over the volume weighted average price of the stock for the past month, the filing said.
Best Grace, which was incorporated in Singapore in July and is wholly owned by Ding Liguo, doesn’t currently hold any shares, the filing said.
Separately, Ding Liguo and his wife, Zhao Jing, are deemed interested in 83.26 million shares, or around 75.56 percent of Delong’s shares, which are held by Best Decade Holdings, it said.
Best Decade is a wholly owned subsidiary of Golden Top Group, which in turn is a wholly owned subsidiary of Honest Joy International, it said. Ding Liguo and Zhao Jing hold all of Honest Joy at a seven-to-three ratio, it said.
Best Decade has given an irrevocable undertaking that it will accept the offer for the Delong shares, it said.
The offer provides an opportunity for minority shareholders to realize and exit their investment for a premium, something which may otherwise be difficult because of the stock’s low trading liquidity, the filing said.
Best Grace plans to make Delong a wholly owned subsidiary and doesn’t intend to preserve the listing status, it said. Once the public float falls to less than 10 percent, it intends to exercise its right to compulsorily acquire the rest of the shares, it said.
The offer is conditional upon receiving acceptances of 90 percent of the total number of offer shares, it said, but added that it reserved the right to set a lower minimum acceptance level, subject to the approval of the Securities Industry Council of Singapore (SIC).
The offer is expected to be funded by bank facilities from the Singapore branch of Deutsche Bank, it said.
Best Grace doesn’t intend to revise the offer price or any terms of the offer, it said.