OFFSHORE oil and gas equipment manufacturer Amos Group on Tuesday (Nov 5) said it has lost its free float and intends to extend the deadline for shareholders to accept the offer made by its controlling shareholder.

 

The group in September received a voluntary unconditional general offer of S$0.07 cents a share in cash from its controlling shareholder, PeakBayou, a private equity fund of Hong Kong-based ShawKwei & Partners, which is in turn majority-owned by Amos Group&rsquo s executive chairman, Kyle Arnold Shaw.

 

As at Tuesday, close to 91.1 per cent of the shares in Amos Group are owned, controlled, acquired or agreed to be acquired by PeakBayou and parties acting in concert with it.

 

This includes about 16.4 million shares, which represents about 7.9 per cent of the shares in the group, that had accepted the offer as of Tuesday.

 

As the offeror and parties acting in concert hold more than 90 per cent of the shares, trading in the shares of Amos Group may be suspended by Singapore Exchange Securities Trading at the close of the offer, as it no longer fulfils the free-float requirement.

 

The requirement refers to an issuer having to ensure that at least 10 per cent of its total number of issued shares are held by the public.

 

The offer document previously stated that PeakBayou does not intend to preserve the listing status of Amos Group, and does not intend to take steps to resume trading of its shares.

 

The announcement also stated that the closing date of the offer has been extended to 5.30 pm on Nov 21, from the initial date of Nov 7.

 

The S$0.07-a-share privatisation offer represents a premium of about 32.1 per cent over Amos&rsquo last traded price of S$0.053. It also represents a premium of 55.6 per cent over the volume weighted average price (VWAP) per share for the one-month period prior to and including the last trading day.

 

The cash consideration represents about 59.1 per cent, 55.6 per cent and 42.9 per cent premiums over the VWAP per share of Amos over the respective three-month, six-month and 12-month periods, respectively.

 

When the offer was launched, PeakBayou noted the low trading volume of the company&rsquo s shares on the Singapore Exchange, and said that the cash consideration would provide shareholders an opportunity to liquidate and realise their investment at a premium to prevailing market prices.

PeakBayou says the offeror does not intend to increase its offer price

 

OFFSHORE oil and gas equipment manufacturer Amos Group : 49B 0% has received a voluntary unconditional general offer of S$0.07 per share in cash from its controlling shareholder, PeakBayou. 

 

PeakBayou is a private equity fund of Hong Kong-based firm ShawKwei & Partners, which is in turn majority-owned by Amos Group&rsquo s executive chairman, Kyle Arnold Shaw.

 

On Wednesday (Sep 25), PeakBayou said the offer price will be final as the offeror does not intend to increase it.

 

The controlling shareholder directly owns about 145.5 million shares in Amos, representing 69.85 per cent of the issued capital in the company.

 

The offer will be extended to all issued shares owned by the offeror&rsquo s concert parties, as well as all new shares that were issued prior to the close of the offer under the Amos employee share option scheme.

 

It however excludes outstanding options under the scheme, which stand at nearly 1.7 million as at the announcement date, and are considered personal as well as not transferable.

 

Amos supplies products, services, and solutions to marine and energy customers. It has been listed on the Singapore Exchange&rsquo s mainboard since 2012.

 

The S$0.07 per-share privatisation offer represents a premium of about 32.1 per cent over Amos&rsquo last traded price of S$0.053. It also represents a premium of 55.6 per cent over the volume weighted average price (VWAP) per share for the one-month period prior to and including the last trading day.

 

The cash consideration also represents about 59.1 per cent, 55.6 per cent and 42.9 per cent premiums over the VWAP per share of Amos over the respective three-month, six-month and 12-month periods.

 

PeakBayou said its offer therefore represents a &ldquo clean cash exit opportunity&rdquo for Amos shareholders to realise their investment without incurring brokerage and other trading costs.

 

It also noted a low trading volume of shares in the company, adding that the cash consideration provides shareholders an opportunity to liquidate and realise their investment at a premium to prevailing market prices.

 

Such an option may not otherwise be readily available due to the low trading liquidity of Amos&rsquo shares, added the offerer.

 

Citing a challenging environment for Amos&rsquo business, PeakBayou said delisting Amos would provide more flexibility to optimise its resources, and &ldquo protect its competitiveness to navigate the increasingly complex environment&rdquo .

 

In the offeror&rsquo s view, a delisted Amos would also be able to make strategic investments, improve operational efficiency, and enhance financial flexibility &ndash enabling the company to better adapt to market changes and seize new opportunities.

 

PeakBayou intends to continue restructuring and turning around the businesses of Amos after it is delisted.

 

The offeror does not intend to introduce any major changes to Amos&rsquo existing business, nor redeploy its fixed assets or discontinue the employment of existing employees.

 

It nonetheless reserves the right to consider undertaking a strategic and operational review of Amos &ldquo with a view to realising synergies, economics of scale, cost efficiencies and growth potential&rdquo .

 

Shares of Amos closed 20.5 per cent or S$0.009 higher at S$0.053 on Monday, before the group requested a trading halt the following morning.

 

 

Between Mar 30 and 31, Amos Group AMOS Group : 49B 0% executive chairman Kyle Shaw acquired 237,400 shares of the company at an average price of 19.9 cents per share. With a consideration of S$47,156, this increased his deemed interest in the company from 80.77 per cent to 80.90 per cent. This followed his acquisition of 465,000 shares of at an average price of 17.2 cents per share between Mar 28 and 29.

 

Shaw is the founder and managing partner of ShawKwei & Partners, an international private equity fund manager investing in mid-market industrial and service businesses across Asia, the US, and Europe.

 

Between Mar 28 and 29, Amos Group AMOS Group : 49B -2.44% executive chairman Kyle Shaw acquired 465,000 shares of the company at an average price of 17.2 cents per share. With a consideration of S$80,081, this increased his deemed interest in the company from 80.51 per cent to 80.77 per cent.

 

Shaw is the founder and managing partner of ShawKwei & Partners, an international private equity fund manager investing in mid-market industrial and service businesses across Asia, the US, and Europe.

 

The Amos Group serves multinational customers in the marine and energy industries across a network of facilities spanning Asia, the Middle East, and Europe. The group supplies customers with technical services and supply solutions across 4 of the most vibrant oil and gas production zones on earth and through 4 of the world' s busiest ports - Singapore, Shanghai, Hong Kong and Busan. The group is expected to report its FY22 (ended Mar 31) results at the end of May.