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Well, this "structure change" is probably 10 years late? I wonder what was the delay OR what is the catalyst for Chaoren to execute the share swap now (if we ignore the PR speak of "could advance their PASSION 2025 goals")
Interesting to note the the high level methodologies to value FPL and F&N, together with the "fair values" which are ~1-2x higher than market prices. An IFA will be appointed Thai Bev shareholders since this is a IPT exceeding certain thresholds and will be another data-point to see how both are been "fair valued" accordingly.
Finally the most interesting question on everyone's mind will of course be - TCC will directly own ~87% of FPL now. What's going to happen next?
THAIBEV PROPOSES SHARE SWAP WITH TCC ASSETS
The Proposed Share Swap will be executed at a ratio of approximately 1.88 FPL shares for each F&N share (“Swap Ratio”). This ratio was determined based on a negotiated price of S$1.89 per FPL share and S$3.55 per F&N share.
F&N’s valuation range took into account a sum-of-the-parts (SOTP) approach, which valued each of its component businesses by applying their respective peers’ valuation multiples. This was also cross-checked against a standalone discounted cash flow valuation based on ThaiBev’s internal projections of the key businesses under F&N, interviews with management, and equity analyst and industry research reports.
FPL’s valuation range took into account, inter alia, FPL’s net asset value and latest available financial statements as at 31 March 2024 and related public disclosures, the latest market valuations of its stakes in its listed real estate investment trusts, the value of its asset management platform based on precedent transactions, applying a 20-25% discount to its revalued net asset value (“RNAV”) which is in line with previous privatisations of SGX-listed real estate companies by controlling shareholders.
PR: https://links.sgx.com/FileOpen/2.%20Pres...eID=810121
ppt: https://links.sgx.com/FileOpen/3.%20Inve...eID=810122
Announcement: https://links.sgx.com/FileOpen/1.%20SGX_...eID=810120
Interesting to note the the high level methodologies to value FPL and F&N, together with the "fair values" which are ~1-2x higher than market prices. An IFA will be appointed Thai Bev shareholders since this is a IPT exceeding certain thresholds and will be another data-point to see how both are been "fair valued" accordingly.
Finally the most interesting question on everyone's mind will of course be - TCC will directly own ~87% of FPL now. What's going to happen next?
THAIBEV PROPOSES SHARE SWAP WITH TCC ASSETS
The Proposed Share Swap will be executed at a ratio of approximately 1.88 FPL shares for each F&N share (“Swap Ratio”). This ratio was determined based on a negotiated price of S$1.89 per FPL share and S$3.55 per F&N share.
F&N’s valuation range took into account a sum-of-the-parts (SOTP) approach, which valued each of its component businesses by applying their respective peers’ valuation multiples. This was also cross-checked against a standalone discounted cash flow valuation based on ThaiBev’s internal projections of the key businesses under F&N, interviews with management, and equity analyst and industry research reports.
FPL’s valuation range took into account, inter alia, FPL’s net asset value and latest available financial statements as at 31 March 2024 and related public disclosures, the latest market valuations of its stakes in its listed real estate investment trusts, the value of its asset management platform based on precedent transactions, applying a 20-25% discount to its revalued net asset value (“RNAV”) which is in line with previous privatisations of SGX-listed real estate companies by controlling shareholders.
PR: https://links.sgx.com/FileOpen/2.%20Pres...eID=810121
ppt: https://links.sgx.com/FileOpen/3.%20Inve...eID=810122
Announcement: https://links.sgx.com/FileOpen/1.%20SGX_...eID=810120
I am not a certified financial advisor and so nothing of what I say should be construed as financial advice. Please consult a certified financial advisor for advice instead.