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TJ DaRenTang USD
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SembM Re-Born Rich
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sleet66
Member |
21-Apr-2021 22:47
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Yes 0.894 is definitely not fair. Also with the new owners, we do not know what the new dividend policy will be
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ss2017.
Supreme |
21-Apr-2021 22:32
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Yes. I noted your good points.
My logic is simple: paying 89.4c is not fare as delisting price but remember investors have been receiving 30rmb as dividend every year, not 10rmb. In China they pay 17.43rmb, received 30rmb as dividend, you pay 89.4c here yet receiving 30rmb as dividend.
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bamboo300306
Veteran |
21-Apr-2021 22:24
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One of the problem is that it is traded in USD which is going down trend. Would prefer it to trade in SGD. | ||||
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sleet66
Member |
21-Apr-2021 22:20
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I have to respectfully disagree with your statement ' In my opinion there is no advantage for new owners delists tianjinzx from SGX.' Since there are 200m S-shares out of 774m total (25.8%), can you imagine if the new owners paid only USD 0.894 per S-share to acquire 25.8% of the company for control purposes, when they would have to pay USD2+ for the exact same A-share just to get the same control/voting rights? If that is not a clear advantage, I don' t know what is...
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ss2017.
Supreme |
21-Apr-2021 22:00
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It is normal that people worried tianjinzx delisting here. In my opinion there is no advantage for new owners delists tianjinzx from SGX.
Since likely that there is no delisting the question of paying retailers China current mkt price or local take over price 89.4c, it has no significance for retailers. When China tianjinzx price moves above 21rmb, for sure local share will corresponding adjust upward in price. I think when China tianjinzx moves up again tomorrow, local share price has to go above 92c say move up to $1 soon. In a situation when tianjinzx remains listing here. Say no major price movement then if you wish you would spend 3x less money yet you will get 5% to 6% dividend. In fact investing in this counter is a good bet regardless of China mkt conditions. |
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spc1957
Member |
21-Apr-2021 19:58
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if i do not accept the offer, what will happen ? | ||||
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jamesng
Master |
21-Apr-2021 15:47
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I think now is affected by the number 0.894. After 27 April, this number will has no more effect and this stock should do well. In shanghai, today up around 7% at 20.54rmb.
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7ocean
Master |
21-Apr-2021 15:05
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x 0 Alert Admin |
This time we wait until end of April....
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bamboo300306
Veteran |
21-Apr-2021 14:58
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x 0 Alert Admin |
Usual trading trend... up a bit, run !
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7ocean
Master |
21-Apr-2021 13:51
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x 0 Alert Admin |
Lai Lai BB are accumulate....watch out... may fly fast...
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7ocean
Master |
21-Apr-2021 11:51
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x 0 Alert Admin |
All S share will fight for their right... No $2 no... surrender
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7ocean
Master |
21-Apr-2021 08:58
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Price look like very fishy...somebody try to accummulate the share
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sleet66
Member |
19-Apr-2021 20:18
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Apologies in my previous post the bottom 2 links didn' t come out correctly due to a formatting error LINK here if it does' t work, pls copy and paste the link below https://links.sgx.com/1.0.0/corporate-announcements/87K8Q7GR537QPNCJ/657864_16%2006%20SCR21040012_Tianjin_Zhongxin_S_Shares.pdf As you can see in the link above, in Pg 80 & 48, the company has stated it only has    ONE class of shares.  Should just tell it straight to them that this has nothing to do with transferability between SSE and SGX, nor ' fungibility' (nothing is truly identical in this case if you want to be pedantic about it - example my S-share cert #003 is different from your S-share cert #004) This is about the  equal VOTING RIGHTS  and being in the  same CLASS of shares  regardless of A or S-share and the company paid RMB 15.39 for 42.8% of this company and that should be the minimum price offered to all minority shareholders. By the way, I' m still waiting for my response but time is running short for everyone. Good luck |
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bamboo300306
Veteran |
18-Apr-2021 17:38
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I just wrote to SGX   " Appreciate your reply.  With reference to "   The A Shares and S Shares are not fungible or transferable between SSE and SGX-ST.  Therefore, they are viewed as two separate classes of shares for purposes of the Singapore Code on Take-overs and Mergers (the &ldquo Take-over Code&rdquo )."
 
I did some research on the different classes of shares and my understanding is that  A shares and S shares are considered ordinary shares as having the same voting rights and entitled to the same dividend. 
 
List of different classes of shares: 
1) Ordinary share 
2) Non-Voting shares
3) Redeemable shares
4) Preference shares
5) Deferred ordinary shares
6) Alphabets shares
 
Please share with me which specific class of share they are classified under the Singapore Code on Take-overs and Mergers."
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bamboo300306
Veteran |
18-Apr-2021 16:12
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I noticed on Yahoo Finance that the market cap1.88B USD. Anyone can share how they work out the market cap? | ||||
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bamboo300306
Veteran |
18-Apr-2021 14:35
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In conclusion, they are different class because A and S share are not transferable. But same class because both have same voting right? Or the other way round , listing in SGX is usually trade at lower PE as compare to Shanghai. I am going to write to SGX and ask if my understanding is correct. | ||||
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sleet66
Member |
18-Apr-2021 02:46
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Thank you for sharing the letter.
Since when does fungibility or transferability of the shares cause them to be separate class of shares??? Class of Shares Definition SGX Rulebook: " class" -  equity securities or debt securities, the rights of which are identical ... " dual class share structure" -  a share structure that gives certain shareholders voting rights disproportionate to their shareholding. Shares in one class carry one vote, while shares in another class carry multiple votes Wikipedia: In finance, a share class or share classification are different types of shares in company share capital that have different levels of voting rights. For example, a company might create two classes of shares class A share and a class B share where the class A shares have fewer rights than class B shareholders. This may be done to maintain control of a company by a group of shareholders or to make a company more difficult to take over. Same Voting Rights Latest Company Announcement: Pg 48 IFA letter -  We understand from Section 4.1 of Appendix II of the Circular that all A Shares and S Shares  rank pari passu in all aspects. The par value of these shares is RMB1 for each Share, and the  A Shares Shareholder and the S Shares Shareholder are ordinary shareholders with equal rights  and obligations (i.e. equal voting rights and rights to  entitlements such as dividends and other  distributions).  Pg 80 Appendix 2 -  The Company has one class of Shares, being ordinary shares. As at the Latest Practicable  Date, the registered capital of the Company is RMB773,643,076 comprising 773,643,076  Shares, of which, (a) 573,643,076 Shares are A Shares and (b) 200,000,000 Shares are S Shares. All A Shares and S Shares rank pari passu in all aspects. The par value of these shares is  RMB1 for each Share, and the A Shares Shareholders and the S Shares Shareholders are  ordinary shareholders with equal rights and obligations. Each Share carries one (1) vote. Conclusion 1. Definition of class of shares is linked to their rights and should NOT be about fungibility or transferability. 2. Company has admitted they only have one class of shares. 3. So how can company say one thing, SGX say another?  |
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bamboo300306
Veteran |
17-Apr-2021 23:32
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I received the same reply. Will ask them why stock with same class can trade at different PE values? Can you explore allowing S share to trade in Shanghai Exchange to unlock the values.? | ||||
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windcloud
Member |
17-Apr-2021 16:55
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Reply from SGX regarding difference in the offer price for S and A shares of Tianjin Zhongxin shares. I blanked out my name and the reply personnels' . Basically, SGX is not helpful and there' s not much security in SGX listed companies suppressing prices to privatise the company. So far, the SGX companies I bought that are privatised offered breakeven or lower prices such as SoilbuildReit, Tianjin Zhongxin and 2 more companies (can' t remember the names now). The only privatisation that I gained is from Global Logistics Properties. Really disappointed with SG shares for now. Slowly turning to US stocks. Dyodd. I am just an armature auntie who hopes to semi-retire by 50 😂 Dear xxx,   We refer to your feedback on the offer price in relation to the mandatory cash offer for the S Shares (&ldquo S Shares Chain Offer&rdquo ) in the capital of Tianjin Zhong Xin Pharmaceutical Group Corporation Limited (the &ldquo Company&rdquo ).   As announced by Tianjin Pharmaceutical (Singapore) International Investment Pte. Ltd. (the &ldquo Offeror&rdquo ), the S Shares Chain Offer and the mandatory cash offer for the A Shares were triggered by the change in control at the Company&rsquo s parent company level, and this is not intended to be a privatization exercise of the S Shares.    The Company&rsquo s A Shares are listed and traded only on Shanghai Stock Exchange (&ldquo SSE&rdquo ), whereas its S Shares are listed and traded only on SGX-ST.  The A Shares and S Shares are not fungible or transferable between SSE and SGX-ST.  Therefore, they are viewed as two separate classes of shares for purposes of the Singapore Code on Take-overs and Mergers (the &ldquo Take-over Code&rdquo ).   Under the Take-over Code, the S Shares Chain Offer had to be made at at least the highest price determined by the following provisions of the Take-over Code:   (a)                Note 3 on Rule 14.3 of the Code &ndash As the Offeror and its concert parties did not acquire shares in the Company in the 6 months prior to offer period, the minimum offer price was the simple average of daily volume weighted average traded prices (&ldquo VWAP&rdquo ) of the Company on either the latest 20 trading days on the SGX-ST or whatever number of trading days there were within the 30 calendar days prior to the commencement of the offer period.    (b)                Note 1 on Rule 18 of the Code &ndash As the A Shares and S Shares are different classes of shares, comparable offers were required to be made for each class. Where both classes of shares are listed, the ratio of the offer values should be equal to the ratio of the simple average of daily VWAP of the two classes of shares over the course of 6 months preceding the commencement of the offer period.   Based on the foregoing, the Offeror made the S Shares Offer at USD0.894 per share.   As you may be aware, the Company has on 9 April 2021 issued the Offeree Circular together with the opinion letter from RHB Bank Berhad, the independent financial adviser for the S Shares Chain Offer (&ldquo IFA&rdquo ) (available at:  https://links.sgx.com/FileOpen/16%2006%20SCR21040012_Tianjin_Zhongxin_S_Shares.ashx?App=Announcement& FileID=657864).  We encourage you to consider the Non-Interested Directors&rsquo recommendation to shareholders and the IFA&rsquo s report as set out in the Offeree Circular to decide on the offer.      For your information, under the Listing Rules, where an offeror intends to seek the delisting of an issuer from the Exchange, the Listing Rules accord protection to minority shareholders.  These safeguards include the requirement for the exit offer to be fair and reasonable as opined by an independent financial adviser (Rule 1309), and the delisting to be approved by a majority of at least 75% of the total number of issued shares held by minority shareholders present and voting, on a poll, either in person or by proxy at the meeting (Rule 1307).  You may wish to refer to the relevant Rules, which are available athttp://rulebook.sgx.com/entiresection/5334.  In this case, the Offeror has stated its intention to maintain the listing status of the S Shares, with the reservation of the right to re-evaluate the position in the event the Company is unable to meet the free float requirement to have at least 10% of the S Shares held in public hands.   We hope the above helps to address your questions and concerns.     Regards,   YYY Assistant Secretary, Securities Industry Council   ZZZ Vice President, SGX RegCo   |
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sleet66
Member |
09-Apr-2021 23:59
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To be fair to RHB they needed to do some work to calculate all the NAV/PE/etc for comparison with peers, draft the letter, get approval to publish etc. The real question is: Given that the Independent Financial Adviser has already said that ' the terms of the S Shares Chain offer are NOT FAIR and NOT REASONABLE' , how can MAS/SGX still allow this transaction to happen?
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