Singapore Exchange Ltd. · SGX:S68
Singapore Exchange — Colex Holdings — Merger or Acquisition (October 2022)
17 slides from Singapore Exchange's merger presentation, Oct 17, 2022
Slide 1: Colex Holdings Limited: Privatisation by Bonvests Holdings Limited
Colex Holdings Limited Privatisation by Bonvests Holdings Limited 17 October 2022
Slide 2: Important Notice
Important Notice All statements other than statements of historical facts are or may be forward looking-statements. Forward-looking statements include, but are not limited to, those using words such as “aim”, “anticipate”, “believe”, “estimate”, “expect”, “forecast”, “intend”, “plan”, “project”, “se
Slide 3: Table of Contents
Table of Contents 1. Transaction Overview 4 2. Transaction Rationale 6 3. Timeline 14 3
Slide 4: 1. Transaction Overview
1. Transaction Overview 4
Slide 5: Transaction Overview
Transaction Overview Offeror • Bonvests Holdings Limited (the “Offeror”) • Proposed privatisation of Colex Holdings Limited (“Target Company”) through: − the acquisition (the “Privatisation”) of all the issued ordinary shares in the capital of the Target Company (the “Target Transaction Company Shar
Slide 6: 2. Transaction Rationale
2. Transaction Rationale 6
Slide 7: Overview of the transaction rationale
Overview of the transaction rationale An increasingly challenging operating environment ahead for the Target Company means there is no certainty of 1 returning to profitability in the near term 2 The Target Company’s listing status serves limited purpose as it has not tapped on the equity capital ma
Slide 8: Transaction Rationale
Transaction Rationale An increasingly challenging operating environment ahead for the Target Company means there is no certainty 1 of returning to profitability in the near term a) Increased competition in participation for National Environment Agency’s (“NEA”) tenders for Public Waste Collection (“
Slide 9: Transaction Rationale (cont’d)
Transaction Rationale (cont’d) The Target Company’s listing status serves limited purpose as it has not tapped on the equity capital markets to raise funds 2 and is unlikely to do so, yet it continues to incur substantial costs associated with being listed • Since its initial public offering in 1999
Slide 10: Transaction Rationale (cont’d)
Transaction Rationale (cont’d) Opportunity for a Scheme Shareholder who may otherwise find it difficult to exit their investment due to low 4 trading liquidity, to realise their investment at a premium without incurring brokerage fees • In light of the pressures facing the Target Company and the unc
Slide 11: Transaction Rationale (cont’d)
Transaction Rationale (cont’d) Opportunity for a Scheme Shareholder who may otherwise find it difficult to exit their investment due to low 4 trading liquidity, to realise their investment at a premium without incurring brokerage fees (cont’d) • Considering the low historical trading liquidity of th
Slide 12: Transaction Rationale (cont’d)
Transaction Rationale (cont’d) The valuation multiples implied by the Scheme Consideration exceeds key benchmarks, representing 5 a credible offer for Scheme Shareholders to exit • The enterprise value (“EV”) to earnings before interest, tax, • The price to net asset value (“NAV”) (the “P/NAV”)(5) a
Slide 13: Transaction Rationale (cont’d)
Transaction Rationale (cont’d) The Scheme Consideration implies a total return of 80.2% for investors over a 36-month holding period, this includes 6 the S$24.5 million paid in dividends over this period which includes one-off special dividends • Special dividends were paid out following the Target
Slide 14: 3. Timeline
3. Timeline 14
Slide 15: Expected Indicative Timeline
Expected Indicative Timeline The Scheme is expected to be effective in the 1st quarter 2023 Event Date Expected date of Scheme Meeting for Scheme Shareholders(1) First quarter of 2023 Expected Effective Date of the Scheme(2) First quarter of 2023 Expected delisting of the Target Company First quarte
Slide 16: Investor Contact
Investor Contact Financial Adviser to Bonvests Holdings Limited For any enquiries relating to the Privatisation DBS Bank Ltd. Strategic Advisory Telephone: +65 6878 6347 16
Slide 17: Thank You
COLEX HOLDINGS LTD Thank You
Colex Holdings — Merger or Acquisition (October 2022) on 6ix