Penguin chairman, MD and Dymon Asia SPV in second attempt to take firm private

SINGAPORE – A new consortium made up of Penguin International’s executive chairman, managing director and a special purpose vehicle under private equity firm Dymon Asia is making its second attempt to take the company private.

This time, they are offering shareholders 82 cents per share, higher than the previous offer price of 65 cents a share, the company said in a bourse filing on Thursday.

The new offer price represents a premium of 15.5 per cent over Penguin’s last transacted price of 71 cents on Thursday.

It also represents a premium of about 16.6 per cent, 17.3 per cent, 17.1 per cent and 16 per cent over the volume-weighted average price per share for the one-month, three-month, six-month and 12-month periods respectively.

However, this offer price is at a lower premium than during the first privatisation attempt. At 65 cents per share, it was 30 per cent over the last transacted share price of 50 cents before

the offer was first announced in Jan 21, 2021.

At the close of the first attempt in April 2021, the previous consortium, called Emet Grace, eventually owned an aggregate of 176.2 million shares in the company, which translated to about 80.05 per cent. This was below the 90 per cent free-float requirement by the Singapore Exchange.

For this second attempt, Emet Grace will be accepting the offer and transferring all its shares to the newly formed consortium, called Aleph Tav, and will waive its rights to receive any payment for accepting the offer.

Similar to the first attempt, Penguin’s executive chairman Jeffrey Hing holds a 55 per cent share in Aleph Tav, while its managing director James Tham owns 5 per cent. Dymon special purpose vehicle Fairy LP owns the remaining 40 per cent.

Mr Keith Tan, who is the founding partner of Dymon Asia Capital and sits on the board of Penguin, is one of the board directors of this new consortium, along with Mr Hing and Mr Tham.

Mr Hing’s daughter Andrea Hing will also accept the offer and transfer all 4,291,300 of her shares, which represent 1.95 per cent of the total number of issued shares.

If the proposed privatisation goes through, the aluminium high-speed craft builder will become a wholly owned subsidiary of Aleph Tav and be delisted from the mainboard.

The consortium is making a second privatisation attempt as the trading volume of Penguin has been low, with less than 0.005 per cent of the total number of shares being traded over the last year.

“The offer therefore provides shareholders who find it difficult to exit the company as a result of the low trading volume in the shares with an opportunity to liquidate and realise their investment in the shares at a premium to the prevailing market prices, which may otherwise not be available given the low trading liquidity of the shares,” stated the offer document.

It also presents shareholders with a clean cash exit opportunity without incurring brokerage and other trading costs, it added.

By delisting, the offerer also believes it will give Aleph Tav and the company’s management more flexibility to manage the business, optimise the use of its management and capital resources, and facilitate the implementation of any operational change.

Shares of Penguin rose one cent, or 1.4 per cent, to close at 71 cents on Thursday before the announcement. The company called for a trading halt on Friday before the market opened.

THE BUSINESS TIMES