The Singapore government's investment company Temasek has made a mandatory conditional takeover cash offer for Sembcorp Marine having recently increased its shareholding in the big oil and gas fabricator.
Temasek's shareholding increased by 4% to 46.6% following a recent rights issue, and this triggered an obligation, under Singapore law, for Temasek to make a mandatory general cash offer for the shares of Sembcorp Marine that it does not already own at not less than the highest price at which Temasek has acquired shares in the prior six months.
Hence, Temasek's wholly-owned subsidiary Startree offered S$0.08 per share in cash, which is in line with the rights issue price and is in compliance with the requirements of the law, said Sembcorp Marine.
The offer price is final and Startree will not revise the offer price or any other terms of the mandatory offer.
Temasek's intention is to maintain the listing status of Sembcorp Marine.
In addition, Temasek intends for Sembcorp Marine to continue with its businesses and activities "in accordance with its board and management’s strategies and decisions and the offeror does not have any plans to make any material changes to the group's businesses, re-deploy its fixed assets or to discontinue the employment of its employees", the offer statement read.
Temasek also acknowledged the proposed merger between Sembcorp Marine and Keppel Corporation's Offshore and Marine division "with the objective of creating sustainable value over the long term for KOM (Keppel O&M) and the company and their respective stakeholders".
The offer is conditional on Temasek receiving shareholder acceptances such that its shareholding exceeds 50% at the offer closing date which is 28 days after the posting of the offer.
Shares of Sembcorp Marine closed up 0.3 cents, or 3.7%, at S$0.088 each on 21 September 2021.