KUALA LUMPUR: United Malacca Bhd’s RM6.10 per-share mandatory take-over offer by Prosper Trading Sdn Bhd has been deemed as “not fair and not reasonable” by the plantation group’s independent adviser, which has recommended that shareholders reject the proposal.
In its independent advice circular, MainStreet Advisers Sdn Bhd cited the offer price of RM6.10 per share was at a significant discount to the group’s estimated revalued net asset value (RNAV) of RM10.03 per share.
“Based on the estimated value of the company of RM2.1 billion, the offer price of RM6.10 per offer share represents a discount of RM3.93 (39.18 per cent).
“The offer price also represents a discount of RM1.35, or 18.12 per cent, to United Malacca’s latest unaudited net asset value of RM7.45 per share as at July 31, 2026,” it said in the circular.
MainStreet said that although the offer price represented a premium of between 2.15 per cent and 6.28 per cent over the company’s historical market prices up to Oct 9, the premium was insufficient to justify shareholders accepting an offer below the estimated RNAV.
The adviser also considered the offer unreasonable, noting that Prosper Trading and the joint ultimate offerors intended to maintain United Malacca’s listing on the Main Market of Bursa Malaysia.
“MainStreet views the intention to maintain the listing status of the company to provide holders who do not accept the offer with the optionality to dispose of their shares in the open market in the future.
“This is particularly in the event of any improvement in trading liquidity and/or the market price of the shares,” it said.
Overall, MainStreet is of the view that the offer is not fair and not reasonable. Accordingly, the firm recommends that the holders reject the offer.
United Malacca’s non-interested directors, excluding Ong Keng Siew, concurred with the firm’s assessment and recommended that shareholders reject the offer.
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