Shareholders of Broadway Industrial Group Limited are facing a significant development as Patec Pte. Ltd. (the “Offeror”), represented by United Overseas Bank Limited (UOB), has issued a mandatory conditional cash offer to acquire all issued and paid-up ordinary shares of the company. This offer excludes treasury shares and shares already owned, controlled, or agreed to be acquired by the Offeror.
Key Details of the Offer
- The acquisition price has been set at S\$0.197 per share in cash.
- The deadline for shareholders to exercise their rights under Section 215(3) of the Singapore Companies Act is 5:30 PM (Singapore time) on April 10, 2025.
- Shareholders who hold physical share certificates and wish to exercise their rights must submit their Form of Exercise and Transfer for Shares (FET) by the stated deadline.
- Failure to act within the stipulated period may result in the loss of the opportunity to exercise this right.
Important Considerations and Implications
Under Section 215(3) of the Companies Act, non-assenting shareholders have the right to require the Offeror to acquire their shares at the offered price. The exercise of this right is subject to strict compliance with the instructions provided in the Form of Exercise and Transfer (FET).
Key actions shareholders should take:
- Ensure that the FET is duly completed, signed, and accompanied by all relevant documents, including share certificates.
- Submit the FET either by hand or by post to the designated address at Patec Pte. Ltd. c/o Boardroom Corporate & Advisory Services Pte. Ltd., 1 Harbourfront Avenue, #14-07 Keppel Bay Tower, Singapore 098632.
- For shareholders with missing or unavailable documents, contact the Share Registrar immediately to resolve any issues and submit required indemnities or declarations promptly.
Potential Impact on Share Prices
The offer price of S\$0.197 per share, while providing liquidity for shareholders, might influence market sentiment. Investors should carefully assess the offer in the context of Broadway Industrial Group’s current valuation and future prospects. Any changes in shareholder participation or a significant response to the offer could shift the company’s share price in the lead-up to the Expiry Date.
Additional Notes for Shareholders
- Joint shareholders must ensure that all parties sign the FET.
- If shares are held under a different name or address, shareholders must provide supporting documentation, such as statutory declarations or marriage certificates, to resolve discrepancies.
- Deceased shareholders’ representatives must complete the FET and provide relevant probate or administration documents.
- No acknowledgment of receipt will be provided for submitted forms and documents. Shareholders are encouraged to keep copies of all submissions for their records.
- Shareholders abroad should expedite the submission process, using express mail if necessary, to meet the deadline.
Privacy and Legal Disclaimer
By submitting the FET, shareholders consent to the use of their personal data for processing the transaction in compliance with applicable laws and regulations. Additionally, the Offeror and its agents disclaim liability for any incomplete, incorrect, or invalid submissions, and shareholders are advised to ensure all documents are completed accurately.
