BBR Holdings

[TTTI]

Chiu increased his stake to 7%

Acquired remaining 20% of BBR Msia

If I interpreted correctly, they are acquiring the 20% BBR Msia at PE <5 and using BBR Holding new shares to pay for it.
The price of BBR Holding new share is S$0.31.

WAH? seems like very good deal!
Although at S$0.31, it is still lower than Book Value. 
It is arguably that the more logical move is to just buyback BBR Holding shares.
However, it seems to me that Msia is the only unit with meaningful profit and outlook seems to improve.
Maybe that's why.

<vested>

Yea, all share deal. At $0.31, which is a huge premium to existing share price.
I wouldn't compare it to book value, most construction companies are at a big discount to book value.
To the seller, the book value doesn't mean anything. The current share price when they were negotiating the acquisition, is what concerns the seller.
Also, at $0.31, there's no need to worry about a "lock in" period for the seller. I don't think he'd negotiate based on $0.31, and sell out quickly at $0.21.
Also, no dilution to existing shareholders technically, although the number of shares outstanding will increase.
Overall, a good deal for BBR.
We have to watch the currency risks though, MYR has chronically been weakening against SGD.

Since it is a good deal for buyer, then it has to be a bad deal for seller....If i stand from seller's standpoint, why would i want to sell my 20% share of the business at P/E<5 (only based on latest year's earnings) in exchange for shares at 50% premium of its market value? I am suspecting there is some catch (no proof though) and certain portions are overvalued.

Else the only explanation is that seller is desperate to become a BBR Holdings shareholder? (exchange their ever-depreciating MYR denominated asset to SGD denominated asset?)

Not necessarily a bad deal for seller.
Could be a win-win for both.

It's not uncommon for a majority shareholder to buy out a 20% minority shareholder, particularly if the said company is not listed, like in this case.
Cos if you think about it, the 20% minority has no way to sell out.
No competitor in the industry, is going to buy a 20% stake, when the 80% shareholder is not selling.
The controlling shareholder decides most things too, so the 20% stake if you think about it, is kinda stuck.
Sometimes, the minority shareholder just wants to sell out and have liquidity.
Or the minority shareholder could be promised a bigger role in the enlarged entity after selling out.
I have some personal experience with such a scenario in real life.