SILVERLAKE Axis on Monday (Oct 7) evening said it has lost its free float and may be delisted, now that it no longer meets the free-float requirement of the Singapore Exchange (SGX).
As at 5.30 pm on Monday, the total number of shares owned, controlled or agreed to be acquired by the offeror E2I, as well as valid acceptances of the offer, amounted to 2.3 billion shares. This represents 90.5 per cent of total shares.
That means that less than 10 per cent of the enterprise technology company’s shares are now held by the public.
The SGX requires companies to ensure that at least 10 per cent of their total number of shares are held in public hands, a rule also known as the free-float requirement.
In a bourse filing, Silverlake said that it has no intention of preserving the company’s listing status nor will it support any action or take any steps to maintain the status, if the free-float requirement is not met and trading of shares on the SGX is suspended.
E2I – wholly owned by Silverlake’s controlling shareholder Zezz FundQ and led by its chairman Goh Peng Ooi – also reserves the right to seek a voluntary delisting of the company, it said.
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Strict compliance with the voluntary delisting rules could be waived if the offer is “fair and reasonable”, and the offeror has received acceptances from independent shareholders at the close of the offer representing a majority of at least 75 per cent of the shares.
But should Silverlake fail to meet the conditions for a voluntary delisting, it will be obliged to comply with the listing manual, including restoring its public float through private placement or otherwise.
“Shareholders and investors should note there is the risk that the company may be subject to prolonged suspension if both the free-float requirement and the requisite conditions for a delisting are not met,” Silverlake added.
Earlier in August, E2I had made a voluntary unconditional offer to take the company private at S$0.36 in cash per share. It described its offer as an opportunity for shareholders who have found it difficult to exit their investment because of the counter’s low trading liquidity.
The closing date of the offer was later extended to 5.30 pm on Oct 21, from Oct 7 previously.
Shares of Silverlake closed at S$0.37 on Monday, up 2.8 per cent or S$0.01, before the news.