Hiving off SPH's media business: Timeline of recent developments and next steps

SPH shareholders voted 97.55 per cent in favour of carving out company's media business into a new company limited by guarantee.
SPH shareholders voted 97.55 per cent in favour of carving out company's media business into a new company limited by guarantee.ST PHOTO: GIN TAY

SINGAPORE - Shareholders of Singapore Press Holdings (SPH) have voted overwhelmingly in favour of carving out its media business into a new company limited by guarantee (CLG).

Here is a recap of the recent developments for SPH, which publishes The Straits Times.

Oct 13, 2020: SPH posts its first ever net loss of $83.7 million for the full financial year ended Aug 31 last year, and a loss before taxation of $11.4 million for its media business. This reversed profits seen in the previous financial year.

Oct 14, 2020: Shares of SPH dip below $1 for the first time.

March 30, 2021: SPH announces it is undergoing a strategic review to consider options for its various businesses.

May 6, 2021: SPH says it will restructure its media business into a not-for-profit entity.

May 10, 2021: Former Cabinet minister Khaw Boon Wan is announced as chairman of SPH's media entity by then Minister for Communications and Information S. Iswaran in Parliament.

May 12, 2021: SPH Media Trust holds a press conference, during which Mr Khaw announces that former SPH deputy chief executive Patrick Daniel will be interim CEO of the new CLG.

July 19, 2021: SPH reports that media operating revenue fell for the first nine months of FY2021, led by a decline in newspaper print ad revenue.

Aug 2, 2021: SPH announces a $2.2 billion privatisation offer from Keppel Corp post-media restructuring, which values SPH at $3.4 billion. The scheme will see SPH delisted and become a wholly owned subsidiary of Keppel, and is subjected to shareholders' approval.

Aug 17, 2021: SPH announced that it will hold an extraordinary general meeting (EGM) on Sept 10 for shareholders to vote on the proposal to hive off its media business.

Independent financial adviser, Evercore Asia (Singapore) said in a letter to the board of directors to recommend that shareholders vote in favour of the proposal.

Aug 27, 2021: At a virtual dialogue organised by the Securities Investors Association (Singapore), SPH chief executive Ng Yat Chung told shareholders that options such as privatisation or selling the media unit had been considered before the restructuring plan was decided on.

Sept 10, 2021: Shareholders backed SPH's plan to hive off its media business, with a 97.55 per cent approval. This paves the way for shareholders to next vote on Keppel's bid to privatise SPH's non-media business.

Next steps (indicative)

Oct-Nov 2021: EGM to be held to approve distribution in specie of SPH Reit units and scheme meeting is expected to be held for the SPH acquisition by Keppel.

The proposal will require approval from both SPH and Keppel shareholders, and see SPH become a wholly owned subsidiary of the conglomerate.

Dec 2021: Potential completion of media business restructuring; and only after completion of media restructuring, the expected conclusion of privatisation by Keppel.