OFFSHORE oil and gas equipment manufacturer Amos Group has received a voluntary unconditional general offer of S$0.07 per share in cash from its controlling shareholder, PeakBayou.
PeakBayou is a private equity fund of Hong Kong-based firm ShawKwei & Partners, which is in turn majority-owned by Amos Group’s executive chairman, Kyle Arnold Shaw.
On Wednesday (Sep 25), PeakBayou said the offer price will be final as the offeror does not intend to increase it.
PeakBayou directly owns about 145.5 million shares in Amos representing 69.85 per cent of the issued capital in the company.
The offer will be extended to all issued shares owned by the offeror’s concert parties, as well as all new shares that were issued prior to the close of the offer under the Amos employee share option scheme.
It however excludes outstanding options under the scheme, which stand nearly 1.7 million as at the announcement date, and are considered personal as well as not transferable.
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Amos supplies products, services, and solutions to marine and energy customers. It has been listed on the Singapore Exchange’s Mainboard since 2012.
The S$0.07 per-share privatisation offer represents a premium of 32.1 per cent over Amos’ last traded price of S$0.053. It also represents a premium of 55.6 per cent over the volume weighted average price (VWAP) per share for the one-month period prior to and including the last trading day.
The cash consideration also represents 59.1 per cent, 55.6 per cent and 42.9 per cent premiums over the VWAP per share of Amos over the respective three-month, six-month and 12-month periods.
PeakBayou said its offer therefore represents a “clean cash exit opportunity” for Amos shareholders to realise their investment without incurring brokerage and other trading costs.
It also noted a low trading volume of shares in the company, adding that the cash consideration provides shareholders an opportunity to liquidate and realise their investment at a premium to prevailing market prices.
Such an option may not otherwise be readily available due to the low trading liquidity of Amos’ shares, added the offerer.
Citing a challenging environment for Amos’ business, PeakBayou said delisting Amos would provide more flexibility to optimise its resources, and “protect its competitiveness to navigate the increasingly complex environment”.
In the offeror’s view, a delisted Amos would also be able to make strategic investments, improve operational efficiency, and enhance financial flexibility – enabling the company to better adapt to market changes and seize new opportunities.
PeakBayou intends to continue restructuring and turning around the businesses of Amos after it is delisted.
The offeror does not intend to introduce any major changes to Amos’ existing business, nor redeploy its fixed assets or discontinue the employment of existing employees.
It nonetheless reserves the right to consider undertaking a strategic and operational review of Amos “with a view to realising synergies, economics of scale, cost efficiencies and growth potential”.
Shares of Amos closed 20.5 per cent or S$0.009 higher at S$0.053 on Monday, before the group requested a trading halt the following morning.
