Facsimile Transmission
PSE Circular for Brokers No. 1957-98 • Philippine Stock Exchange • Circulars for Brokers • Aug 24, 1998
Full text
August 24, 1998 PSE CIRCULAR FOR BROKERS NO. 1957-98 FACSIMILE TRANSMISSION The information contained in this facsimile is intended for the named recipients only. It may contain privileged and confidential information and if you are not the intended recipient, you must not copy, distribute or take any action in reliance on it. If you have received this facsimile in error, please notify us immediately by a collect telephone call to (632) 848-0114 and return the original to the sender by mail. We will reimburse you for the postage. IF YOU DO NOT RECEIVE ALL THE PAGES, PLEASE TELEPHONE OUR FAX DEPARTMENT AT (632) 848-0114 TO: REYNOLD P. ONG VICE-PRESIDENT, LISTINGS AND DISCLOSURE FAX No: 636-0809 FROM: AGUSTIN MONTILLA IV DATE: 21 August 1998 RE: VOLUNTARY DELISTING OF SIME DARBY PILIPINAS, INC. TOTAL PAGES INCLUDING THIS PAGE: 2 Gentlemen : On behalf of our client, Sime Darby Pilipinas, Inc. (the "Company"), we disclose that a Petition for Voluntary Delisting of the Company's common shares was filed this morning with the Listing Department of the Exchange. The Petition was filed pursuant to the resolution adopted by the Company's Board of Directors, at a duly constituted meeting held on 21 August 1998, calling for a delisting of the Company's common shares, subject to the approval of the Exchange. In substance, the Petition states that the Company has determined that the current market conditions both in the Philippines and the rest of Asia are not likely to improve in the near future. The Company and its principal shareholder, SD Far East (1991) Limited, ("SEDFEL") do not believe that there is sufficient benefit to maintaining the listed status of the Company's common shares on the Exchange. The Company seeks to conserve funds and manpower associated with maintaining a listed status, such as maintenance fees and costs of capital increases, reporting and disclosure requirements. At the same meeting, the Board of Directors of the Company was informed that SEDFEL proposed to conduct a tender offer for the Company's Shares prior to delisting, for the benefit and in the interest of minority shareholders of the Company. SEDFEL has sought the consent or authority of the Securities and Exchange Commission to conduct a tender offer for all the outstanding common shares of the Company at a price of P30.00 per share, which represents approximately a 145% premium over the currently prevailing market price of P12.25 for the shares. SEDFEL has indicated its willingness to accept and pay in full all tenders of the Company's shares, subject to the approval of the voluntary delisting. Subject to the appropriate approvals being obtained, voluntary delisting of the common shares of the Company shall take place immediately after the acceptance and purchase by SEDFEL of shares validly tendered. LexLib The Company has much appreciated the facilities offered by a listing on the Exchange since its common shares were first listed in 25 August 1966. Thirty two years as a listed company has provided much to Sime Darby Pilipinas, Inc. for which the Company wishes to express its thanks to the Exchange, its staff and member brokers. We would appreciate a fax copy of the circular disseminated with respect to this Petition. Thank you very much.
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