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After merger, Keppel, Sembcorp Marine to see long-term, short-term benefits

Keppel will focus on asset-light businesses whilst Sembcorp will be more competitive.

Keppel Corporation (KEP) and Sembcorp Marine (SMM) will see long-term and short-term benefits in their companies following their declaration of merger last month, UOB KayHian, investment banking firm, reported.

To recall, KEP signed definitive agreements with SMM for the proposed combination of the Keppel Offshore & Marine (KOM) with Sembcorp to focus on offshore renewables, new energy, and cleaner solutions.

For KEP, its divestment of its offshore and marine business will help the firm focus on asset-light businesses whilst Sembcorp will become larger and more competitive with strong renewable goals.

As to the shareholders, the merger will allow SMM&rsquo s shareholders to receive one combined entity (CE) share for each SMM share held.

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Meanwhile, KEP shareholders will realise over $9.4b over time, which is composed of $4.1b, as consideration for Asset Co, $4.9b as the pro forma estimate of the value of KOM, and $500m in cash from KOM to partially redeem certain perpetual securities previously issued to Keppel Corporation.

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22-Mar-2022 22:56

Seatrium / Sembmarine_Green is the new gold_a better future

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Adam and Eve
So Adam and Steve .....

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22-Mar-2022 22:52

Seatrium / Sembmarine_Green is the new gold_a better future

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Yes, you can say that but that' s not going to make much until it materialized.
Just watch tomorrow ...

better ( Date: 22-Mar-2022 22:12) Posted:

As expected, Cambo is back on the table again. Contract estimated to be worth $1.1 to $1.5b.

Shell said to be rethinking spurned Cambo development as UK mood changes

Supermajor reportedly considering returning to an offshore development targeted by protesters amid energy security concerns and higher oil prices

22 March 2022 11:17 GMT UPDATED 22 March 2022 11:47 GMT

By Rob Watts

in London

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18-Jul-2021 21:52

Seatrium / SembCorp Marine- The new Frontier.

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Where did writing on the wall come from?

This idiom comes from the Biblical story of Belshazzar' s feast, Daniel 5:5-31, in which, in the presence of the king, a disembodied hand appears and writes on the palace wall. The king, frightened, called for astrologers, Chaldeans, and soothsayers and offered rewards to whoever could interpret the writing.

Rembrandt, Belshazzar& #39 s Feast | ColourLex

Rembrandt, Belshazzar& #39 s Feast | ColourLex

It is insane for the planner to carry out so an unethical scheme to kill the minority shareholders that support them. They were overwhelmed by the merger plan. Is it not don' t know how to cut loss but in disbelieve that SG state funds crafted out an evil plan to undermind the minority shareholders. As Manfred has said it should not be a bloody selldown if the rights is underwritten 1.5 @ 16cts instead of 3 rights @ 8cts for every 2 smm shares.
What did you do ceo Wong and team of smm ???? Where are you when your voice is needed ????
God is watching

ahbui8 ( Date: 18-Jul-2021 20:31) Posted:

Yes SGX market is really a joke, I dare to say SGX market will continue to shrink!!!

Abe2021 ( Date: 18-Jul-2021 19:47) Posted:

Yatsa13, Yes, God is watching. Just look at how the decision makers carried out this merger plan, do you think they are trustworthy, professional and doing in the interest of the nation ??? I would LKY is still around to watch what they are doing .....
At first I am not sure if what Manfred is telling the truth, but now it has become clear. How would DBS underwrite or advise a deal that is so wrong ??? Bloodly blood bath within days after it was announced. I am glad Sias questioned them.
I pray that there are still good man in the ministry. There is simply no utmost good faith in what they are doing.
You can say whatever in Parliament, if such thing is allowed to continue where is the regulator. No wonder many are telling me SGX is a joke. They want biz from the listing and to carry out their duty. No wonder they told me our stock exchange is pathetic smaller than Thailand and now less than Vietnam.
As Manfred has rightly put it, how can the underwriter gave such a wrong advice???? No right mind would allow 20-30% discount from the last traded price of S$0.191, lest talking about 60%. DBS should be called to account.
Instead of 3 rights @ 8c for every 2 SMM shares 1.5 rights @ 16c would yield the same outcome of $1.5b. This selldown is man made.

Let me tell you what God made, I think each time we tried to open the border and hit by all the setbacks such as the indian variants and now the KTV clusters.
Today 88 new locally transmitted Covid-19 cases, including 37 linked to Jurong Fishery Port cluster are God' s hands at work. Because all the outcry of the people of Singaporean are reaching High Heaven.
Pray they will be visited in their dreams and be awakened to their evil deeds. Before more drastic hands of God be upon them. I am serious
Even Sias openly voiced their dissent. Some can even mocked at Sias and said they are useless, just going through the motion. Really .... Singaporean are awakening to the rubbish. Just like Alfred who wrote to ST forum.

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17-Jul-2021 13:10

Seatrium / SembCorp Marine- The new Frontier.

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Sutiono, sorry to interject. You can think like that, but when you are paid to be the ceo, you have to think differently - what and how to be in the competition.
Frankly I did not want to comment anymore. Hearing all the comments sadden my heart. I am sure God also feel the same.

Sias has raised the concerns of the minority shareholder. Many are the cries of investors.
You can joke about it " even God can' t help!"

I like the story of Moses, The heartless Pharaoh still refused to free the Israelite slaves. So God, brought about one last plague, which was so terrible that it was certain to persuade Pharaoh to let his slaves go.That night, God sent the angel of death to kill the firstborn sons of the Egyptians. God told Moses to order the Israelite families to sacrifice a lamb and smear the blood on the door of their houses. In this way the angel would know to ' pass over' the houses of the Israelites. This is why the festival commemorating the escape from Egypt is known as Passover.

We are in the midst of covid-19 which is also known as plague. The evil that one sows, he shall reap. Ill-gotten gain will not go with you when you leave the earth.
Many are the cries of those suffering because of some called it cunning/crafty man. Certainly not ingenious and resourceful thinking. Like you said, if temasek has such dishonest, unprofessional, unconscionable and unethical people around the days are numbered.

God is watching.

newbie19 ( Date: 17-Jul-2021 09:59) Posted:

All i can say is SMM is very dishonourably,unprofessional,unconscionable and unethical.....NOT MORALLY CORRECT.
Less than a year, another rights issue of 8cts!!!! With slightly more than $1B in cash and assets, what constitutes a second rights issues!!
It will come a day it will plunge into the lake to less than 10cts.

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07-Jul-2021 21:10

Seatrium / SembCorp Marine- The new Frontier.

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Improper to link rights issue to potential merger of Sembmarine, Keppel O& M

WE were taken aback by Ben Paul' s article " Is Sembmarine' s rights issue to position it for a cash-depleting merger with Keppel O& M?" , where he incorrectly suggested that the transaction benefits Temasek at the expense of minority shareholders of Sembcorp Marine (Sembmarine).

This is largely because he linked Sembmarine' s S$1.5 billion rights issue with the potential combination between Sembmarine and Keppel O& M.

The 2021 rights issue of Sembmarine and potential combination between Sembmarine and Keppel are two independent transactions.

In the 2021 rights issue, Sembmarine reaffirmed that the recapitalisation was needed to strengthen its balance sheet and to enhance its liquidity position resulting from the severe impact of Covid-19. This will better position it to bid for larger projects and accelerate its pivot into the fast-growing renewable and clean-energy segment. The 2021 rights issue is subject to the approval of Sembmarine' s shareholders, and is independent of the outcome of the discussions on the potential combination.

Temasek views this 2021 rights issue to be in the best interests of Sembmarine. Temasek also has an interest in catalysing transition to a carbon-neutral world. Thus, we have undertaken to subscribe for our pro-rata entitlements to the 2021 rights issue, plus excess rights not taken up by other shareholders, up to 67 per cent of the 2021 rights issue in aggregate.

DBS has separately underwritten the remaining 33 per cent. This means Sembmarine will have certainty that it can raise the full S$1.5 billion it requires.

This is different from the transactions last year, where there was a proposal to demerge Sembmarine from its parent, Sembcorp Industries, along with a rights issue by Sembmarine that injected S$600 million of working capital, and retired a S$1.5 billion loan from its parent.

The vast majority of shareholders of both companies voted for the transactions at their respective extraordinary general meetings in August 2020. Temasek, too, saw the 2020 rights issue as being in the best interest of Sembmarine, and its demerger from Sembcorp Industries, as being in the best interests of both companies.

Temasek became a 42.6 per cent shareholder in Sembmarine after the resulting demerger from Sembcorp Industries. We received a proportionate share of Sembmarine shares, like other Sembcorp Industries shareholders. In addition, we acquired 8.2 per cent of Sembmarine through the rights issue at S$0.20 per share - the same price paid by every other subscriber.

As Sembmarine and Keppel have announced, discussions about their potential combination are at a very preliminary stage. If there is a definitive agreement on this, shareholders of both companies will then be asked to consider and vote on it separately.

As outlined by Keppel and Sembmarine on their discussions, it is the combined entity that would pay the consideration of up to S$500 million to Keppel from the combined asset base of Keppel O& M and Sembmarine, not just SembMarine' s, should the potential combination be approved. It is not correct to say that the proposed 2021 rights issue is to provide those funds to pay Keppel.

In short, the upcoming 2021 rights issue and potential combination are independent transactions, which will be separately and independently subject to shareholder votes. It is improper to suggest that these are part of a corporate exercise to benefit Temasek at the expense of minority shareholders of Sembmarine.

Nagi Hamiyeh
Joint head, investment group head,
Portfolio Development
Temasek

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07-Jul-2021 21:02

Seatrium / SembCorp Marine- The new Frontier.

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Oh really .... I think otherwise. Fresh funds are coming big waves.
Temasek is watching. We should be seeing further movement. https://bt.sg/4FbM

LETTER TO THE EDITOR

Proposed rights issue needed to preserve shareholder value: Sembmarine

WE refer to The Business Times article " Is Sembmarine' s rights issue to position it for a cash-depleting merger with Keppel O& M?" written by Ben Paul and published on July 5, 2021, and would like to provide some clarifications to your readers.

On June 24, we made two announcements. The first announcement relates to a rights issue aimed at addressing the company' s immediate funding needs and strengthening its financial position to accelerate our expansion into the renewable and clean energy space.

The second announcement relates to a non-binding memorandum of understanding that we have signed with Keppel Corporation to explore the potential combination of Sembcorp Marine and Keppel Offshore & Marine (Keppel O& M).

Your article states that " the rights issue will probably also position Sembmarine for a potentially cash-depleting merger with Keppel O& M" . These two announcements are independent of each other. The rights issue will address a critical funding need that will see us through till end 2022. A potential combination addresses a longer-term goal to better position Sembcorp Marine to compete and thrive on a global stage in the new energy sector.

We would like to emphasise that the entire amount to be raised from the rights issue will be used for our working capital and general corporate purposes, including debt servicing. For the avoidance of doubt, the net proceeds from the rights issue will not be used to fund any payment in relation to the potential combination.
We are fully mindful that the proposal to raise S$1.5 billion through a fully committed, renounceable rights issue comes after an earlier S$2.1 billion rights issue in September last year. However, this new rights issue is critical as our operations have been severely impacted by the continuing Covid-19 disruptions. Given the challenges, it is vital that we strengthen our balance sheet once again, and enhance liquidity to meet projected operational funding needs, including replenishing our working capital.

We hope that our shareholders will understand that this proposed rights issue is needed to preserve longer-term shareholder value.
On the potential combination with Keppel O& M, while there were no conversations about this in August 2020, the board and management are of the view that there could be significant benefits for our shareholders in exploring the potential combination. We would also emphasise that discussions are at a preliminary stage and there is no certainty that the potential combination will take place. If an agreement is reached, a separate extraordinary general meeting will be held to seek shareholders' approval.

We are thankful for our shareholders' understanding over the years, and we look forward to their continued support.

Thank you for the opportunity to provide this clarification.

Chua Mun Yuen
Head, investor relations and corporate communications
Sembcorp Marine

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06-Jul-2021 07:35

Seatrium / SembCorp Marine- The new Frontier.

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We hear you 123, time to get ready.

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03-Jul-2021 08:06

Seatrium / SembCorp Marine- The new Frontier.

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Calmroom, many are trying to say there is no difference between demerger and merger no change in the O& M marine industry then and now. Many agreed that SG does not need to have KOM and SMM to undercut themselves for the same sector " eating into each other dinner/profits. It is a good thing that market is shifting and improving. Relook and Refocus.

Let' s face it. Singapore does not need two offshore juggernauts, weather-beaten and loss making as they are from a prolonged oil slump, and not least because the real competition is out there (think, Korea and China). While the sharpest cut came from last year' s historic oil crash on the back of pandemic-led lockdowns which hurt energy demand, oil prices have never quite recovered from the 2015 downturn. That' s a long time for a business to stay in the doldrums.
A consolidation that could result in a leaner and tougher entity may be just the antidote to deal with a hostile climate bursting with competition, overcapacity and fewer jobs as a result of retreating oil prices.
So far this year, crude prices have risen over 70 per cent from a year ago, but the wider macro setting for the sector remains tough alongside the global energy sector' s transitions away from oil. But a sweet spot has emerged from the booming energy transition into clean energy which the merged entity hopes to capitalise on. It may not need to even work that hard given its operational and engineering heft, know how and geographical footprint arising from merger synergies.

Keppel and SembMarine have already made striking pivots to renewable energy. Of SembMarine' s net order book of S$1.82 billion as at end-2020, 50 per cent comprises orders for greener solutions. More than 80 per cent of Keppel O& M' s S$3.3 billion orderbook as at the same period involved renewables and cleaner fossil fuels such as liquefied natural gas. Both these firms were long known for their traditional business in the offshore drilling rigs business.

Calmroom ( Date: 02-Jul-2021 22:03) Posted:

Without a whitewash waiver, I feel got high chance for Temasek
to make an offer that nobody can say is unfair and unreasonable.

Or else other companies thinking of delisting sure to make use
of Temasek' s lowball offer as a NATIONAL example to " emulate" .

Hmm, makes me recall a possible scenario I think you suggested some time ago.
What if like that the rights become so popular until NO EXCESS RIGHTS FOR ANYONE even BBs?

( BBs who are secretly reading this thread, better buy extra SMM shares to be safe right? Hehe... )

weekaykee ( Date: 02-Jul-2021 14:54) Posted:

This means TH is open to the idea of fully taking over and delisting SCM. They are being diplomatic by being say that their intention is to keep it listed. The mandatory offer made could be with the intention of delisting and not just obligatory, which implies the offer price could be attractive. While 30 cts is far fetched but 20 cts is highliy plausible, as it will be sufficient to give a profitable escape route to many SHs

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27-Jun-2021 22:48

Seatrium / SembCorp Marine- The new Frontier.

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Well if you have to promote so badly, you are truly desperate and worried. SMM and KOM have transit to green energy and will continue to evolve.
Time to bid goodbye when the world is gone. As long as there is human, you need energy.
It is gonna be diiferent this time and you know that. The no of naysayers/promoters in this forum are more than during demerger.
Anyway this merger is gonna be this different compared to demerger from all the reports.

Sgvale ( Date: 27-Jun-2021 22:26) Posted:

Sembcorp Marine is a goner. Temasek keep hollow it to benefit for its other linked Co. Sembcorp Ind & Keppel Corp which stand a much better chance of future value add. Once Sembcorp Marine value is fully hollowed out. Time to bid goodbye.

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25-Jun-2021 23:23

Seatrium / SembCorp Marine- The new Frontier.

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U really want to know? Next week is going to be different
The same group of people during last year 2020 Demerger, reappeared again. Timing very chun.
No change is their " tactic" to mkake you sell sell sell
Stayed out from this chat to watch ..... not change. Same group of people in cohort and very good at spinning story.
They will speak evil about Temasek and quote coys that went sour, hyflux, blumont and so forth. Later they will tell you free shares ..... sell them. Everything is not worth keeping ..... drop below 10c and so forth. Really !!!
Just wait and see. In fact they have shorted the counter and need your help to move.
Today billion of shares transacted Big Time and any unwinding is going to be massive. This time round is different
Just watch and see, it is not going to be the same.
Industry is booming, and M& A is happening as someone has shared. TH is trying to position SCM to capture the market.
1 SCM share for 1.5 Rights @ 8cts. Likely over-subscribed
Sovereign Wealth Funds still intact.
Watch the interview by David Kuo from Smart Investors. Hello he has a reputation to keep, unlike people here spewed whatever baseless info.
Dyodd

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14-Jun-2021 23:21

Medtecs Intl / The next journey

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Secret_Squirrel, get ready.
Sign of recovery. Dyodd

Secret_Squirrel ( Date: 13-Jun-2021 11:13) Posted:

Looking at past pricing, entering below 95 cents seems a good option. (DYODD)
But I won' t buy so early as money will get struck.
Will consider it when nearing to reporting results and dividend.

Abe2021 ( Date: 12-Jun-2021 14:09) Posted:

Hahahaha ... mainboard is a bonus.
Anyway company is profitable and doing charity.
Next they will reward shareholders.
Think about it currently price is still good. include the dividends collected still more than $1

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14-Jun-2021 23:14

Seatrium / SembCorp Marine- The new Frontier.

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Most incredible movement today for Dyna-mac. SMM & KC might be next

Price

Trade

Volume

Bid

Ask

0.099	1	100	100	0
0.100	13	310,000	215,000	5,000
0.101	17	649,100	0	649,100
0.102	11	350,200	0	350,200
0.103	16	981,000	179,000	802,000
0.104	24	887,000	317,000	570,000
0.105	18	1,148,100	4,900	1,143,200
0.106	16	1,412,000	250,000	1,162,000
0.107	96	3,339,600	2,013,500	1,326,100
0.108	138	5,874,900	2,613,200	3,128,000
0.109	114	4,789,000	2,109,900	2,679,100
0.110	130	4,967,200	1,008,000	3,959,200
0.111	90	2,436,700	566,600	1,870,100
0.112	117	2,804,000	1,282,400	1,521,600
0.113	137	4,861,600	2,002,900	2,358,700
0.114	18	146,100	0	146,100

TOTALS:	956	34,956,600	12,562,500	21,670,400

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09-Jun-2021 13:12

Seatrium / SembCorp Marine- The new Frontier.

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Long to enjoy

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08-Jun-2021 08:26

Seatrium / SembCorp Marine- The new Frontier.

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They are preparing for the next move. Just be patience

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14-May-2021 09:49

Seatrium / SembCorp Marine- The new Frontier.

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It is on the recovery phase.

better ( Date: 14-May-2021 09:44) Posted:

Past 6 months Performance

U96 + 17%
S51 + 55%

Presented without comment.

FATABA ( Date: 14-May-2021 09:24) Posted:

Over the last few limited postings ....I have again input that SM NEED project win/s ( more projects win w min margin of profit)
a company w rights issue ( a big one ) has ONLY one need ....$$ and are burning $$ daily .
Yes short term play ( trade etc ...has that bb run off now ? ) .....so for " better " or worst ....
Yard has no labour and may even be close for short duration
Projects are currently hving low margin ( must win more projects to keep paying the bill )
WHAT merger? ( count down weeks after wks or months ) ...logic will tell u ...where to find the $$ to buy over someone asset ? Who wld buy SM now ?
Worst asking people to sell SCI ( which is paying dividend n profitable ) and buy SM ? ( logic )
Emotion run high here w shout of 40c etc ....Temasek cost is 20c etc ( T cost is far far lower then 20c ...dont forget the amount of FREE share they have from SCI) . Even if T cost is indeed 20c, they are a long long term investor and can hold for many yrs without dividend .
It is ok and fine to share projects etc and input (everyone appreciate it ) BUT it is another
dangerous way to post yr buying and advise ppl to SELL SCI and buy into this share. ( responsible posting as ALL fellow bro n sis are trying to earn some $$ from their hard earn salary ) Of course it is still their own decision .

Again SM fate will still decide by the coming mths and even yr ....with project win , better margin , NOT by merger at least for 2021.
Good luck to all shareholders.

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14-May-2021 09:47

Seatrium / SembCorp Marine- The new Frontier.

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CB 1.0 caught by surprise.
Probably by next week, long to enjoy

weekaykee ( Date: 14-May-2021 09:30) Posted:

SMM seems to be under attack today in anticipation of yard shutdowns with CB 2.0. But don' t bet on it because this time around any CB 2.0 is not going to be an exact replica of CB 1.0. With zero cases amongst dormitories, CB 2.0 may allow the dormitory workers not working at front line, to continue working.
C.B 2.0 if any will be more targeted and unlikely to result in total lockdown.

FATABA ( Date: 14-May-2021 09:24) Posted:

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After merger, Keppel, Sembcorp Marine to see long-term, short-term benefits

As expected, Cambo is back on the table again. Contract estimated to be worth $1.1 to $1.5b. Shell said to be rethinking spurned Cambo development as UK mood changes

Improper to link rights issue to potential merger of Sembmarine, Keppel O& M

Proposed rights issue needed to preserve shareholder value: Sembmarine

As expected, Cambo is back on the table again. Contract estimated to be worth $1.1 to $1.5b.

Shell said to be rethinking spurned Cambo development as UK mood changes