Creador and SMRT express interest to take over MEGB PETALING JAYA: Private equity firm Creador and listed education provider SMRT Holdings Bhd have expressed intent to make a buyout offer for Masterskill Education Group Bhd (MEGB) at 60 sen per share. However, their offer is subject to a due diligence on the latter, which should end within a 30-day period. In a joint statement, Creador and SMRT said they had received an undertaking from MEGB’s single largest shareholder, Siva Kumar Jeyapalan, who owns a 32.9% stake, that he would accept any offer for his block of shares. “If such an offer is made, the offer price will be 60 sen per share,” they said. The entities that received the undertaking from Siva are Raphia Ltd and Strategic Ambience Sdn Bhd, which are the wholly owned subsidiaries of Creador and SMRT, respectively. Raphia had since Nov 7 acquired a 16.2% block of shares in MEGB. This block was sold to Raphia by Datin Seri Carline Johnson D’cruz, the spouse of MEGB founder, Datuk Seri Edmund Santhara. Creador and SMRT said MEGB’s board of directors had been informed about the offer, and had accepted the request for a due diligence. The board has also agreed to an additional 15-day period for the due diligence if requested by the offerors. “If the proposed acquisition proceeds by way of a direct business transaction, the acquirers’ collective shareholdings thereafter in MEGB would exceed 33% and a mandatory takeover offer (pursuant to the Malaysian Code on Take-Overs and Mergers, 2010) will be made by the acquirers at a price equal to that offered to the vendor (Siva), to acquire all the remaining ordinary shares in MEGB not already then held by the acquirers,” the statement said. Following the proposed takeover, Creador and SMRT said they intended to maintain the listing status of MEGB on the Main Market of Bursa Malaysia, thereby providing the minority shareholders with an option to either sell their shares through the takeover offer or continue to participate in the future growth of the company. Creador and SMRT added that they intended to focus on improving the performance of MEGB and develop it into a world-class education provider, in line with the Government’s objective of making Malaysia a regional education hub under the Economic Transformation Programme. “This will be achieved by leveraging on SMRT’s expertise in human capital development and the education sector, and Creador’s experience in adding value to its portfolio companies,” they said, adding that the financial and operational performance of MEGB had deteriorated over the last three years due to a decline in student enrolment. On Sept 18, MEGB’s second largest shareholder, Crescent Group, sold its remaining block of shares in the market, which in turn had depressed MEGB shares to a low of 34 sen. Trading in MEGB shares was suspended at 2.30pm yesterday and will resume today. The company, which is principally engaged in the provision of higher education and training, particularly in health sciences and medical faculties, was up five sen at 61.5 sen before the suspension. Its share price had inched up by some 26% over the last two weeks. In March this year, Siva had entered into an agreement with Hong Kong-based businessman, Gary How Soong Khong, for the latter to buy out Siva’s stake in MEGB. However, the deal failed to materialise and the agreement was mutually terminated.
Posted on: Tue, 11 Nov 2014 02:15:47 +0000
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