THE board of directors of listed property firm Supalai Plc has approved a plan for its subsidiary Supalai Property Management Co Ltd (SPM) to make a voluntary tender offer for shares in MK Real Estate Development Plc, the company said in a filing with the Stock Exchange of Thailand (SET) yesterday.
The offer for the shares in MK will be made at Bt4.10 each, the statement said.
“We decided to make a voluntary tender offer in MK when we saw an opportunity to expand the business in the property sector, especially in the segment for warehouses and golf courses, which are owned by MK,” Supalai chief executive officer Prateep Tangmatitham said yesterday.
“This will help generate recurring income for the business, as we also need a strategic partner to do business with when the market is facing high competition.
“We do not need to take over the business; we only need a partner to drive our business growth.”
As of May 30, Prateep holds an 11.29 per cent stake in MK Real Estate Development Plc, followed by Finansa Plc with 9.78 per cent, and CPD Holdings Co Ltd with 9.07 per cent, according to the reported information on the SET.
According to Supalai’s statement to the SET yesterday, SPM, which is held 99.99 per cent by Supalai Plc, will make the offer for the MK shares on the condition that SPM shall cancel the tender offer if - after the expiry of the offer period - the offeree’s tender shares of MK come to less than 25 per cent of the total issued and paid-up shares of MK. Moreover, the tender offer will not be used for the purpose of delisting the stock.
The transaction size of the voluntary tender offer for all securities in MK (assuming that all shareholders of MK accept the offer) is equivalent to 22.29 per cent, which is deemed as a Class 2 Transaction under exchange regulations – as defined by a transaction whose size is 15 per cent or higher but is less than 50 per cent. The calculation is based on the total value of net tangible asset criterion, which gives the highest transaction value, pursuant to the Acquisition and Disposition of Assets Notifications. However, the company and SPM made no asset acquisitions transactions over the past six months.
Yesterday, MK Real Estate Development Plc reported to the SET that the company had been informed via the Electronic Company Information Disclosure channel of SPM’s offer.
MK Real Estate Development Plc had been owned by Chuan Tangmatitham, who is an older brother of Prateep. Chuan decided to sell a 20.64 per cent stake in the company to Finansa Plc and the Suthep Wongvorazathe group in 2015. The transaction was made at Bt6.75 per share in a Bt1.2 billion deal. Chuan now holds a 0.93 per cent stake and his daughter Chutima Tangmatitham has 1.59 per cent.
MK Real Estate Development Plc announced total revenue of Bt3.26 billion and net profit Bt233.25 million for 2017. For the first quarter of this year, it posted total revenue of Bt1.27 billion and net profit of Bt44.48 million. Its share price closed at Bt4.08 yesterday, up Bt0.78 from Tuesday.
Supalai Plc announced total revenue Bt25.78 billion and net profit Bt5.8 billion for last year. In the first three months of this year, it booked total revenue of Bt4.65 billion and net profit of Bt870.08 million. The company shares yesterday closed at Bt24.50 each, dropping Bt1 from Tuesday’s trading.