Boustead Singapore Limited · SGX:F9D
Boustead Singapore — Shareholder Meeting (December 2023)
15 slides from Boustead Singapore's shareholder meeting presentation, Dec 14, 2023
Slide 1: FY2024 Extraordinary General Meeting in relation to the Proposed Interested Person Transaction
Boustead Singapore Limited FY2024 Extraordinary General Meeting in relation to the Proposed Interested Person Transaction 14 December 2023
Slide 2: Disclaimer
Disclaimer This presentation contains certain statements that are not statements of historical fact such as forward-looking statements. These statements are based on current expectations, projections and assumptions about future events. Although Boustead Singapore Limited and Boustead Projects Limit
Slide 3: BPL as Listed Corporation
BPL as Listed Corporation BPL share price and volume 30 Apr 2015 4 Mar 2021 6 Feb 2023 Listing BIF launch VGO 5 May 2022 KTG-BPL launch S$1.18 S$0.95 18 Jul 2022 S$300m record contract 3 136 market days with zero trades; no new substantial shareholders
Slide 4: BPL as Listed Corporation
BPL as Listed Corporation Rolling BPL price-to-NAV x 30 Apr 2015 4 Mar 2021 6 Feb 2023 Listing BIF launch VGO 5 May 2022 KTG-BPL launch 18 Jul 2022 S$300m record contract 4
Slide 5: Dates
Post-VGO Dates 27 March 2023 27 March to 26 June 2023 27 June 2023 to 26 September 2023 26 September 2023 Notice of Compliance Events Close of previous VGO 3-month extension to comply with Rule 724 3-month extension to comply with Rule 724 (“NOC”) on Exit Offer and Directed Delisting BSL Independent
Slide 6: Dates
Post-Notice of Compliance Dates 3 October 2023 17 October 2023 14 November 2023 28 November 2023 1H FY2024 financial Extension of time for Update Events submission of Exit Offer Proposal announcement by BSL and BPL results announcement and Exit Offer announcement Exit Offer Letter and IPT Circular B
Slide 7: Notice of Compliance
Notice of Compliance On 26 September 2023, BSL and BPL each received a notice of compliance (the “NOC”) from SGX RegCo. An extract of the NOC setting out SGX RegCo’s directions in respect of the Offeror and the Company is reproduced below: “As at the date of this notification, the Offeror (BSL) and
Slide 8: Independent Financial Advisor Opinions
Independent Financial Advisor Opinions Exit Offer Price of S$1.18 per BPL share meets the competing requirements of both IFAs 30 Sep 2023 BPL RNAV per share S$1.89 BPL IFA Opinion (PrimePartners) 30 Sep 2023 BPL NAV Fair and reasonable: per share S$1.284 Final estimated valuation range of S$1.18 to
Slide 9: Rationale
Rationale • Total alignment of future strategic intentions and other material interests between BSL and BPL • Simplification and optimisation of the Group’s organisational structure • Strengthening the Group and BSL’s resilience • No new capital raised since listing 9
Slide 10: Pro Forma Effects on BSL Group EPS
Pro Forma Effects on BSL Group EPS Pro forma accretive to BSL Group EPS for FY2023 and 1H FY2024 FY2023 Before Exit Offer After Exit Offer Earnings per share (cents) 10.1 cents 11.0 cents Increase (cents) - +0.9 cents Increase (%) - +8.9% 1H FY2024 Before Exit Offer After Exit Offer Earnings per sha
Slide 11: Pro Forma Effects on BSL Group NTA Per Share
Pro Forma Effects on BSL Group NTA Per Share Pro forma accretive to BSL Group NTA per share for FY2023 and 1H FY2024 FY2023 Before Exit Offer After Exit Offer NTA per share (cents) 93.8 cents 95.4 cents Increase (cents) - +1.6 cents Increase (%) - +1.7% 1H FY2024 Before Exit Offer After Exit Offer N
Slide 12: Value of Proposed IPT
Value of Proposed IPT Interested Person # of BPL Shares Exit Offer % of BSL Group Consideration (based Audited FY2023 NTA on S$1.18 per BPL share) Mr Wong Fong Fui 60,412,094 S$71,286,270.92 15.92% Mr Wong Yu Wei 1,852,514 S$2,185,966.52 0.49% Ms Huang Huiming 307,000 S$362,260.00 0.08% Patricia Tot
Slide 13: Compulsory Acquisition
Compulsory Acquisition BPL shares counted towards 90.0% threshold required to trigger compulsory acquisition under Section 215(1) of Companies Act # of BPL Shares % of Countable BPL Shares 4.5% BPL Minority Shareholders 14,102,611 86.40% Mr Wong Yu Wei 1,852,514 11.35% Ms Huang Huiming Patricia 307,
Slide 14: Current Acceptances Position
Current Acceptances Position Level of current acceptances of BPL shares as at end of 13 December 2023 counted towards 90.0% threshold required to trigger compulsory acquisition under Section 215(1) of Companies Act # of BPL Shares # of BPL Shares % of Countable BPL Accepted Shares 4.5% BPL Minority
Slide 15: Thank You
Thank You For investor relations enquiries, please contact: ir.team@boustead.sg 15
Boustead Singapore — Shareholder Meeting (December 2023) on 6ix