ASTI Holdings

[cif5000]

had a quick closer look. based on this release (http://infopub.sgx.com/FileOpen/ASTI%20A...eID=495302), and the press release which says "ASTI’s book value of S$50.6 million". section 5.2.3 says about the second payment:

"If 10% of the Consideration is less than the Net Assets Adjustments, then PDSTI does not
need to make the Second Payment to the Company. Instead, the Company shall make the
payment in cash equal to the aforementioned shortfall, being the difference between the net
Assets Adjustments and 10% of the Consideration, to PDSTI within ten business days upon
the date of completion of the Closing Audit."

does it mean the likelihood of the NAV being under 69M (got to read the link for context) is high, and consequently the event that ASTI needs to pay PDSTI is also high?

BRT, thanks for highlighting section 5.2.3.

NAV of STI Group was about $62.7m. After paying the Pre-Closing dividend of $38m, the NAV will become $24.7m. Does that mean that there will be a shortfall of $44.3m and therefore a payment of $35.3m??

7.1 Based on the FY 2017 Financial Statements, the book value of the STI Group (the "STI Group Book Value") and net tangible asset value of the STI Group as at 31 December 2017 are approximately S$62,724,000 respectively.

++++++++++++++

Is the estimated expenses of $17.2m within the "normal range" of such a transaction?

The estimated net proceeds from the Proposed Disposal, after deducting estimated expenses to be incurred in connection with the Proposed Disposal of approximately S$17,200,000, is approximately S$72,800,00 (the “Net Proceeds”). 

[cyclone]

Notice of 3 Consecutive Years' Losses

Rule 1311(1) of the Listing Manual states that the Exchange will place an issuer on a watch-list if it records: pre-tax losses for the three (3) most recently completed consecutive financial years (based on audited full year consolidated accounts); and an average daily market capitalisation of less than S$40 million over the last 6 months.

Latest 6-month average daily market capitalisation : S$59.58 million.

[desmondxyz]

WHY ASTI still trading at 0.082 while net asset/cash after the deal is almost double of current price?

[cif5000]

had a quick closer look. based on this release (http://infopub.sgx.com/FileOpen/ASTI%20A...eID=495302), and the press release which says "ASTI’s book value of S$50.6 million". section 5.2.3 says about the second payment:

"If 10% of the Consideration is less than the Net Assets Adjustments, then PDSTI does not
need to make the Second Payment to the Company. Instead, the Company shall make the
payment in cash equal to the aforementioned shortfall, being the difference between the net
Assets Adjustments and 10% of the Consideration, to PDSTI within ten business days upon
the date of completion of the Closing Audit."

does it mean the likelihood of the NAV being under 69M (got to read the link for context) is high, and consequently the event that ASTI needs to pay PDSTI is also high?

BRT, thanks for highlighting section 5.2.3.

NAV of STI Group was about $62.7m. After paying the Pre-Closing dividend of $38m, the NAV will become $24.7m. Does that mean that there will be a shortfall of $44.3m and therefore a payment of $35.3m??

7.1 Based on the FY 2017 Financial Statements, the book value of the STI Group (the "STI Group Book Value") and net tangible asset value of the STI Group as at 31 December 2017 are approximately S$62,724,000 respectively.

++++++++++++++

Is the estimated expenses of $17.2m within the "normal range" of such a transaction?

The estimated net proceeds from the Proposed Disposal, after deducting estimated expenses to be incurred in connection with the Proposed Disposal of approximately S$17,200,000, is approximately S$72,800,00 (the “Net Proceeds”). 

The deal was completed http://infopub.sgx.com/FileOpen/ASTI_Pro...eID=526331

Not sure if SGX was reading this forum but they did query the company on the success fee, NAV and pre-closing dividend. 
http://infopub.sgx.com/FileOpen/ASTI_Res...eID=497990
http://infopub.sgx.com/FileOpen/AST_Resp...eID=499410

I had the impression that the pre-closing dividend will add to the NAV but was surprised to see that ASTI payables (S$52,233,000) to the STI group was in excess to this dividend (S$38,000,000). In fact "the remaining S$7,124,000 will be repaid in cash"!
http://infopub.sgx.com/FileOpen/ASTI%20C...leID=35508

So, assuming that the company has received the First Payment of $72m, paid the transaction expense of $17.2m and settled the $7.1m payable, the net cash in flow would be $47.7m or $0.070 per share. 

Assuming the company has also received the Second Payment of $9m without NAV downward adjustment, this would give $0.083 per share.

The Third Payment of $9m will be subjected to profit guarantee and has a max shortfall $17m. 

Worth a bet? 

[john koh]

Market cap $35 M.  
Cash $70 M
Future profit unsure. 

Company also own Dragon and ASA.  

Is this a good buy? Please advise.  Thank you.  

Vested.

[LionFlyer]

Market cap $35 M.  
Cash $70 M
Future profit unsure. 

Company also own Dragon and ASA.  

Is this a good buy? Please advise.  Thank you.  

Vested.

You are vested. So it must be a good buy according to you. No need to seek validation from us.

[specuvestor]

Market cap $35 M.  
Cash $70 M
Future profit unsure. 

Company also own Dragon and ASA.  

Is this a good buy? Please advise.  Thank you.  

Vested.

Just a note that cash is no longer $70m after the substantial dividend payment

Generally unless you are the controlling shareholder, cash in the company is of little use for OPMI unless you can guess correctly what the controlling shareholder is going to do

And companies get privatised usually is not because of the cash. Controlling shareholders can assess the cash in various ways. It is the hard assets or business.

[weijian]

Market cap $35 M.  
Cash $70 M
Future profit unsure. 

Company also own Dragon and ASA.  

Is this a good buy? Please advise.  Thank you.  

Vested.

Just a note that cash is no longer $70m after the substantial dividend payment

Generally unless you are the controlling shareholder, cash in the company is of little use for OPMI unless you can guess correctly what the controlling shareholder is going to do

And companies get privatised usually is not because of the cash. Controlling shareholders can assess the cash in various ways. It is the hard assets or business.

This is relatively prescient, after more than 2.5 years down the road. After the bumper dividend of 13mil at end 2018, there was another 3.2mil declared in 2019 (with none in 2020). With Dato chairman owning ~20% of the shares, it is no surprise whether he gets more from the dividends declared OR his salary.

Now ASTI is selling whole for 18.5mil, with 27mil cash on the BS (1H21). It is looking for a new business and Mr Market is more than wise enough to make the discount accordingly. 

ASTI HOLDINGS: IS THERE A NEED TO CLARIFY THE CLARIFICATIONS?

This is not the first time the company has faced scrutiny over how remuneration for Dato’ Loh is determined. In FY2018, it paid him a S$8 million “bonus and management incentive”, which was later suddenly revised to S$2.182 million. There was no explanation for the basis of the original S$8 million paid to him or the final amount of S$2.182 million.

The company had originally announced that Dato’ Loh was to resign as executive chairman and CEO with effect from 1 April 2020. However, on 29 March 2020, it announced that the board could not find someone as talented as him after a one-year search and asked him to stay on. The company then agreed to add a termination clause which entitled  him to more than S$2 million in termination payment.

Based on a monthly salary of S$99,538, his contractual entitlement on termination is equivalent to about 20 months of salary. If we use the lower monthly salary of S$84,270, it is about 24 months.

https://governanceforstakeholders.com/20...fications/