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No lah.
Die Liao.
blesskeemun ( Date: 27-Dec-2019 15:25) Posted:
Expecting the last new orders of the year from now till 31/12.......huat lah.....
Additional benefit of special dividen announcement!!! |
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There is a big boy I know call Soh Chee Wen and his GF.
We all know where is he now.
For laugh.
CheongArgh ( Date: 26-Dec-2019 10:43) Posted:
Agreed. If there are bb' s, it would be like a cartel controlling the market. Do you think MAS would allow that ?
limahping ( Date: 26-Dec-2019 09:56) Posted:
Thats why we call it market forces lah. Market consist of many many small players and some bigger players, but there is no one or few BB. Non of these can dictate market direction.
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Hi,
I read thorugh the annousement. The reason for appointing Daiwa Capital Market Sg Ltd as Financial Advisor seems reasonable enough? The degree of conflict of interest seems very low?
Maybe I had missed some thing, can you enlighten on the flaw of the appointment?
The term of reference for the appointment seems to be comprehensive :
(i) the evaluation of the Non-Binding Proposal and to make appropriate
recommendations to the Board,
(ii) announcements and disclosures,
(iii) the process with the SGX-ST
and Monetary Authority of Singapore,
(iv) negotiation with Accordia,
(v) valuation issues and
(vi)obtaining indications of interest from the market for the golf course assets of AGT
As a unit holder, I would want the details of the offer to be out soon and is fustrated for the long delay, but I thought this needs some time to work throught?
Eg. Temasek partial offer of Keppel, after so many weeks, still at apponted financial advisor. No recommendation yet.
pkli899 ( Date: 26-Dec-2019 10:38) Posted:
Haha, how to chill when appointment of the FA also flawed?
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Thats why we call it market forces lah. Market consist of many many small players and some bigger players, but there is no one or few BB. Non of these can dictate market direction.
Justice888 ( Date: 26-Dec-2019 09:52) Posted:
Assume perfect world . Only have retailers... how to play ?
limahping ( Date: 26-Dec-2019 09:49) Posted:
This forum always say BB ? Really got BB that can control market one meh?
Or just our imagination |
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The reason why a Financial Adviser is appointed is that they will study, clarify, nego for the deal and made recommendation, right? So Chill lah.
Goldfinger ( Date: 24-Dec-2019 20:03) Posted:
Why does this hopeless SGX not even ask the most important question on the effective offer price?
Starship ( Date: 24-Dec-2019 19:13) Posted:
Thus far, AGT has been more than vague in it' s revelations regarding this proposed sale.
And now it appears that AGT, Trustee, Manager, FA have relationships..
It' s basically a case of a wolf-pack circling a flock of meek sheep.
It' s no wonder that shareholders are all suspicious with regards to it' s intentions.
Question 1.
Please provide details of all the relationships of the Trust or Trustee-Manager has with the Daiwa Group and provide the Audit Committee&rsquo s (&ldquo AC&rdquo ) views why there are no conflicts for the appointment of Daiwa Capital Markets Singapore Limited to assist with the evaluation of the Non-Binding Proposal. To disclose basis for the AC&rsquo s views and provide specific details to support your responses.
Response.
(i) AGT and the Trustee-Manager has the following ongoing relationships with Daiwa Securities Group Inc. and its subsidiaries (&ldquo Daiwa Group&rdquo ) since the initial public offering of AGT (&ldquo IPO&rdquo ): (i) a wholly-owned subsidiary of Daiwa Group, Daiwa Real Estate Asset Management Co. Ltd. (&ldquo DREAM&rdquo ), holds 51.0% of the shares in the Trustee-Manager and has nominated Mr Toyo Nakanishi to the Board. Pursuant to the shareholders&rsquo agreement entered into between DREAM and Accordia (as holder of 49.0% of the shares in the Trustee-Manager) in relation to the Trustee-Manager, DREAM and Accordia have rights in their capacity as shareholders which include, inter alia, rights to receive the audit reports, documents to the Board and minutes of board meetings as well as monthly income and expenditure reports
(ii) DREAM had also, in connection with the IPO, entered into an asset management agreement with the holding company that owns all the golf course assets of AGT, Accordia Golf Asset Godo Kaisha (&ldquo SPC&rdquo ), to provide asset management services to SPC, the key terms of which had been disclosed in the prospectus issued by the Trustee-Manager in connection with the IPO (the &ldquo Prospectus&rdquo ) and
(iii) Daiwa PI Partners Co. Ltd., a wholly-owned subsidiary of Daiwa Group holds, as at the date of this announcement, 5.36% of the issued units of AGT.
Notwithstanding the relationships above, the members of the Audit and Risk Committee of the TrusteeManager (the &ldquo AC&rdquo ) had considered the potential conflict of interests in appointing Daiwa CM SG as a Joint Financial Advisor to assist with the evaluation of the Non-Binding Proposal and is of the view that any potential conflict of interests is reasonably resolved and managed for the following reasons:
(i) as a unitholder, Daiwa Group&rsquo s interests is aligned with the other minority unitholders in expecting that the Divestment is undertaken on terms that are as favourable to AGT as possible such that the returns on its investment are maximised
(ii) Daiwa Group does not have any shareholding or other interest in Accordia or its related corporations. Therefore, the Divestment is not an interested person transaction under Chapter 9 of the Listing Manual of the SGX-ST vis-à -vis Daiwa Group
(iii) Daiwa Group does not have any ongoing mandate under which it provides financial advisory services to Accordia and its related corporations. Accordingly, there exists no financial connection between Daiwa Group and Accordia which would give rise to a conflict of interest on the part of Daiwa CM SG accepting the role of Joint Financial Advisor 3 (iv) Daiwa CM SG has confirmed that it will not receive any benefits from Accordia or its related corporations in connection with the Divestment
(v) any potential influence by DREAM (as 51.0% shareholder of the Trustee-Manager) over the appointment of Daiwa CM SG as Joint Financial Advisor has been addressed by DREAM&rsquo s nominee on the Board, Mr Toyo Nakanishi, recusing from the Board deliberation on selecting a financial advisor for the Divestment (see response to query (d) below)
(vi) arising from its 51.0% shareholding in the Trustee-Manager, Daiwa Group&rsquo s only interest in the Divestment is the Trustee-Manager&rsquo s entitlement to a divestment fee of 0.15% of the last available appraised value obtained by the Trustee-Manager or the SPC of any investments divested directly or indirectly by AGT, as determined by such appraiser. However, this divestment fee arrangement was already in place at the IPO and disclosed in the Prospectus, and is not a result of Daiwa Group&rsquo s involvement as Joint Financial Advisor or a specific arrangement arising from the Divestment and
(vii) there is another independent Joint Financial Advisor to work with Daiwa CM SG in the evaluation of the Non-Binding Proposal.
The AC also considered Daiwa CM SG&rsquo s knowledge of AGT and its assets, having been the joint global coordinator, issue manager and underwriter for the IPO. In addition, with Daiwa CM SG&rsquo s Japanese networks through its Japanese investment banking division, it has knowledge and/or expertise of the Japanese golf course industry, Japanese-related issues that might arise in the course of the Divestment and the Japanese investor base of AGT.
In deciding on the appointment of Daiwa CM SG as a Joint Financial Advisor, the following steps were also taken: (i) Daiwa CM SG had sought and obtained a legal opinion from its own Singapore legal adviser on the potential conflict of interests in relation to its appointment as a Joint Financial Adviser, (ii) the AC had sought and obtained a legal opinion from its own Singapore legal adviser independently of the Trustee-Manager and Daiwa CM SG and (iii) Daiwa CM SG had provided certain confirmations to the AC to address concerns of potential conflict of interests arising from their appointment as a Joint Financial Advisor.
Question 2.
Please disclose whether the Trust/Trustee-Manager has any current or any prior relationships with Ernst and Young. If so, please disclose whether any of these relationships may result in any potential/perceived conflicts.
Response.
Save for the current appointment as Joint Financial Advisor, neither the Trustee-Manager nor AGT has any prior or ongoing relationship with EYCF.
Question 3.
To disclose the timeline set for the joint financial advisors to complete the review and report their findings. Please confirm that the final recommendation of the FAs will be disclosed to unitholders.
Response.
Although the Trustee-Manager has begun working with the Joint Financial Advisors since their appointment, no formal timeline has been set. The final recommendation of the Joint Financial Advisors to the Board will be disclosed to unitholders. In addition, an independent financial advisor will be separately appointed and their recommendation to the AC will be disclosed to unitholders of AGT in the circular to unitholders in connection with the Divestment.
Question 4.
To disclose whether the joint financial advisors were independently appointed by the AC. If so, please provide specific details of this independent process and confirm that nonindependent directors were not involved in the decision to appoint any of the FAs. If this process was not independently undertaken by the AC, please disclose why this was not necessary in view of the potential conflict of interests, if any.
Response.
Only the AC was involved in the deliberation and decision on the selection of the Joint Financial Advisors, with Mr Yoshihiko Machida and Mr Toyo Nakanishi recusing from the deliberation and decision. The AC had considered a list of potential financial and shortlisted three potential candidates for fee proposals (after considering various factors like familiarity with the assets of AGT, track record and experience in such transactions), and evaluated their expertise, scope of work and their fee structure. The AC had finally selected Daiwa CM SG and EYCF for their expertise, potential to contribute positively to the project and the final fee structure.
https://links.sgx.com/FileOpen/AGT%20Response%20to%20SGX%20Queries_v5_24.12.19.ashx?App=Announcement& FileID=591589 |
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This forum always say BB ? Really got BB that can control market one meh?
Or just our imagination ?
Justice888 ( Date: 26-Dec-2019 09:47) Posted:
Bb need to cover shorts and accumulate. I assume got bb short from high . So now they controlling price
CandyCrusher ( Date: 26-Dec-2019 09:42) Posted:
| TBH YZJ very disappointing these days. Despite all broker giving a good tgt px and Chairman back, been stagnant. |
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Any how say one lah. Say until like real !
blesskeemun ( Date: 23-Dec-2019 17:32) Posted:
| Pls wait tonight or tomorrow morning annoucement!!! |
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Today drop to a low of 65 c in the morning, then creep up to 67.5 / 68 cents, before closing at 67 c drop 0.5 c.
Market seems to be quite indifference on the confusing annoucement.
?
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Huh? A bit emo lah. This is an interested party transaction, so accordia golf cannot vote. If terms not good, then we just vote against them it will be killed. Right?
JoeJordan ( Date: 22-Dec-2019 11:22) Posted:
Minor unit holders of AGT now have to depend on the Independent directors to fight for them. The rest of the board are there just to wayang wayang esp. MBK-controlled AGC...
Offers like these is a bloody waste of time and should have been thrown into rubbish bin...
.No sincerity but just out to corner the unit holders into getting a raw deal.....
If the golf courses are put on the market for sale openly by tender, it would extract a much better price like what blogger AK suggested. Definitely a much better option...
laksaman57 ( Date: 22-Dec-2019 10:37) Posted:
Sabana reit former mgr pay high price for lousy properties
AGT mgr going to sell cheap good quality golf courses
Both can't be stop by sgx |
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That's how I read in English. Next question is what is the amount of debt they are assuming. All debt or just the debt accordia golf gives the trust? Out of the debt the trust has, a small 500 million yen is from accordia golf. Also the cash of the trust is not subjected to the buy offer, so that is another "upside" for the trust holders. But yes, very confusing.
Goldfinger ( Date: 21-Dec-2019 23:07) Posted:
SO, if the debt is high, then the offer is rather attractive? Really should clarify these before they lift the trading halt. Else, people will be trading blind.
limahping ( Date: 21-Dec-2019 21:02) Posted:
| No lah. It reads ".... Accordia Golf Co pay 63.2 billion yen (S$783.1 million) for Accordia Golf Trust' s interests in all its golf courses and the debt of the holding company...." means they take over the debt too. But how much is the debt they take over, not clear. |
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That's why it's so confusing.
Don't know the debt they are assuming and cannot work out the per unit worth for the offering.
Monday will be a mess?
Starship ( Date: 21-Dec-2019 21:41) Posted:
According to it' s latest financial report:
Borrowings fm Financial Institutions JPY42.996b.
And they have Cash and Bank Balances JPY 7.981b
http://accordiagolftrust.listedcompany.com/financials.html
limahping ( Date: 21-Dec-2019 21:02) Posted:
| No lah. It reads ".... Accordia Golf Co pay 63.2 billion yen (S$783.1 million) for Accordia Golf Trust' s interests in all its golf courses and the debt of the holding company...." means they take over the debt too. But how much is the debt they take over, not clear. |
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No lah. It reads ".... Accordia Golf Co pay 63.2 billion yen (S$783.1 million) for Accordia Golf Trust' s interests in all its golf courses and the debt of the holding company...." means they take over the debt too. But how much is the debt they take over, not clear.
fruitty ( Date: 21-Dec-2019 20:26) Posted:
Offer $63,167 million yen including debt and debt is $43,466 million yen??
how is that possible that less than $20,000 mil yen is up to take over 1 billion shares? |
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Drop to 50c
Goldfinger ( Date: 21-Dec-2019 15:10) Posted:
| Monday could see a free fall to 63 cents? |
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http://singaporeanstocksinvestor.blogspot.com/2019/12/accordia-golf-trust-buying-cheap-and.html?m=1
Post by blogger AK71.
Like the sgx release and BT report, say like no say.
Not his fault because really no information in the rubish sgx release.
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Business Times report. I cut a small part. The deal, include taking over the debt of the holding company. Any one can check if it swings the price per unit bo?
The manager revealed that the non-binding proposal, which was first announced on Nov 28, would see interested party Accordia Golf Co pay 63.2 billion yen (S$783.1 million) for Accordia Golf Trust's interests in all its golf courses and the debt of the holding company.
Goldfinger ( Date: 20-Dec-2019 18:04) Posted:
Even the Business Times report was quite vague. Best they be clearer, else it would be very hard to value this on Monday.
limahping ( Date: 20-Dec-2019 18:03) Posted:
| Nothing in the sgx says exclude accordia golf share, right?
But it does say assume the debt of the trust. It means the offeror will take over the debt of the trust. Right?
The trust debt is quite big.
So this is the up side? |
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Nothing in the sgx says exclude accordia golf share, right?
But it does say assume the debt of the trust. It means the offeror will take over the debt of the trust. Right?
The trust debt is quite big.
So this is the up side?
Goldfinger ( Date: 20-Dec-2019 17:34) Posted:
Well, if the amount excludes that owned by Accordia, then it jumps to a much much higher price per share, approaching SGD1??? If so, it would become a lot more attractive.
Anyway, it is a very confusing announcement, and I would wait for the experts to weigh in.
onegun ( Date: 20-Dec-2019 17:27) Posted:
| How much per share if divide 783 m by the amount owned by non-accordia share holders |
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不 只 我
很 多 人 都 在 做 梦
limahping ( Date: 20-Dec-2019 09:10) Posted:
等 你 等 到 我 心 痛
等 你 等 到 我 做 梦 |
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等 你 等 到 我 心 痛
等 你 等 到 我 做 梦
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In deed. I think Japan probably has better corporate governance.
But I think, it will not be a simple take over bid. It is a non binding proposal to buy over all the golf course, so it may not directly translate to $ X.X per share. It will be $ Y Mil for all the golf course.
Then the next question is, what will happen to the trust if it is done? Split money and close shop, or keep money and go and do other things.
Goldfinger ( Date: 19-Dec-2019 15:08) Posted:
Not possible in Japan - they have some honour not like PRC cheats.
limahping ( Date: 19-Dec-2019 15:02) Posted:
Maybe like Midas.
Someone run road with the company money ..... |
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Maybe like Midas.
Someone run road with the company money ......
pkli899 ( Date: 19-Dec-2019 13:04) Posted:
Really serious......halted more than 24 hours already.
Unlikely is withdrawal of offer.
Maybe:
1. Offer changed to firm instead of non-binding.
2. Another party or parties join in to fight.
3. Hostile takeover.
Above all bullshit guessing only......dun take it serious....haha. |
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