Financial StatementsARTICLE ENTITLED : "SIME DARBY PILIPINAS' PARENT RENEWS BID TO DELIST"
| SIME DARBY BERHAD |
| Type | Reply to query |
| Reply to Query Letter by KLSE reference ID | ZO-001208-55655 |
| Subject | ARTICLE ENTITLED : "SIME DARBY PILIPINAS' PARENT RENEWS BID TO DELIST" |
Contents :
With reference to the above news article which appeared in Business Times, Companies & Markets section, page 15, on Friday, 8 November 2000, Sime Darby Berhad ("Sime Darby") hereby clarifies as follows :-
(a) On 24th August 1998, Sime Darby had announced that the Board of Directors of Sime Darby Pilipinas, Inc. ("SDPI") had approved a tender offer proposed by SD Far East (1991) Limited ("SDFE"), which is a wholly-owned subsidiary of Sime Darby, for the remaining equity of SDPI not held by SDFE at a price of Peso 30 per share, which represented a premium of about 140% over the market price of SDPI shares then. The tender offer was conditional upon SDPI being voluntarily delisted from the Philippines Stock Exchange ("PSE") immediately after the close of the said tender offer. The Board of SDPI had approved the proposed delisting as it saw no benefit in maintaining the listing status of SDPI.
As at 24th August 1998, SDFE owned 75.9% of the total equity capital in SDPI.
(b) On 12th October 1998, Sime Darby had announced that SDFE waived the requirement that the PSE approve the voluntary delisting of SDPI as a condition for the acceptance of the tender offer and that SDPI would delist after the purchase of SDPI shares tendered during the tender offer period.
(c) On 23rd October 1998, Sime Darby had announced that SDFE had successfully completed the tender offer to acquire shares in SDPI, resulting in an ownership of 95.46% in SDPI. As the remaining shares held by the minority shareholders were below the public ownership requirement for Philippines listed companies, SDPI was required to and confirmed it had served notice to the PSE for the delisting of its shares effective 20th October, 1998. SDPI also confirmed that there were no rules effective in the Philippines requiring Securities & Exchange Commission's approval or the endorsement of minority shareholders before delisting.
(d) Since then, the tender offer has been extended and is still on going for the benefit of the remaining minority shareholders of SDPI. As at 31st October 2000, SDFE owned 97.94% of the equity of SDPI.
Query Letter Contents :
We refer to the above news article appearing in Business Times, Companies &
Markets section, page 15, on Friday, 8 November 2000, a copy of which is
enclosed for your reference.
In particular, we would like to draw your attention to the underlined sentences
which are reproduced as follows:-
"Sime Darby Pilipinas Inc said today its parent firm SD Far East (1991) Ltd has
renewed its bid to become an unlisted firm ..."
"In an advertisement in the national Philippine Daily Inquirer newspaper, Mr
John Bell of SD Far East announced a new offer to purchase the remaining
805,778 shares representing 2.06 per cent of Sime Darby Pilipinas."
"SD Far East offered to buy the shares at 30 pesos (100 pesos = RM7.75) each."
"The move was in line with a planned delisting from the Philippine Stock
Exchange."
In accordance with the Exchange's Corporate Disclosure Policy, you are
requested to furnish the Exchange with an announcement for public release
confirming or denying the above reported article and in particular the
underlined sentences after due and diligent enquiry with all the directors,
substantial shareholders and all such other persons reasonably familiar with
the matters about which the disclosure is to be made in this respect. In the
event you deny the above sentences or any other part of the above reported
article, you are required to set forth facts sufficient to clarify any
misleading aspects of the same. In the event you confirm the above sentences or
any other part of the above reported article, you are required to set forth
facts sufficient to support the same.
Please furnish the Exchange with your reply within one (1) market day from the
date hereof.
Yours faithfully
LISA LAM
Senior Manager, Listing Operations
LL/ASL/ZOOS
c.c. Securities Commission
Announcement Info
| Company Name | SIME DARBY BERHAD |
| Stock Name | SIME |
| Date Announced | 11 Dec 2000 |
| Category | General Announcement |
| Reference No | SD-001209-A807D |