F & N
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F&N
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541-560 of 972
In summary:
*
Immediately prior to the Corporate Restructuring (as described
below), the issued ordinary share capital of FCL was $753,976,920.36 comprising
753,291,782 issued FCL Shares
*Pursuant to the Corporate Restructuring, FCL will have a total issued share capital
of $1,754 million comprising a minimum of 2,883,038,872 FCL Shares and a maximum
of 2,892,432,490 FCL Shares
50/2,892,432,490 =0.0173
each F& N SH entitle to 2FCL .....He will get 2x1.73c =3.46c dividend
Below is the extraction from Circular issued to F& N SH dd 28.10.13
4. DETAILS OF THE FCL DISTRIBUTION
4.1 Key Steps. The FCL Distribution involves the distribution by the Company of all the FCL Shares
held by the Company, comprising 100 per cent. of the issued FCL Shares, to Shareholders in the
proportion of two FCL Shares for each Share held by Shareholders or on their behalf as at the
Books Closure Date. The FCL Distribution will be effected by way of a dividend in specie and the
Company will implement the following in conjunction with the FCL Distribution.
4.1.1 Corporate Restructuring. Immediately prior to the Corporate Restructuring (as described
below), the issued ordinary share capital of FCL was $753,976,920.36 comprising
753,291,782 issued FCL Shares and the issued preference share capital of FCL was
$330,000,000 comprising 330,000 redeemable preference shares, all of which were held
by the Company. The Company has subscribed for 330,000,000 new FCL Shares (the
?Initial Capitalisation?) for a total subscription amount of $330 million using internal cash
resources. FCL has redeemed all the redeemable preference shares currently held by
the Company in FCL for an aggregate amount of $330 million (the ?Preference Shares
Redemption?). In addition, the Company will undertake the following:
(i) immediately prior to the Proposed Listing, the Company will subscribe for new FCL
Shares (the ?Additional Capitalisation?, and together with the Initial Capitalisation,
the ?FCL Capitalisation?) for a total subscription amount of $0.67 billion. The total
number of new FCL Shares to be issued under the Additional Capitalisation will be
such that the total number of FCL Shares held by the Company after the Additional
Capitalisation will be equivalent to the total number of FCL Shares to be distributed
pursuant to the FCL Distribution. The exact number of new FCL Shares to be issued
pursuant to the Additional Capitalisation will depend on the total number of Shares
held by Shareholders as at the Books Closure Date and
(ii) F& NT has extended loans to the FCL Group (the ?Loans?) from time to time
for various purposes. As at the Latest Practicable Date, the aggregate amount
outstanding on the Loans was $2.037 billion. This amount is expected to increase
and to reach approximately $2.307 billion by the end of November 2013. Immediately
prior to the Proposed Listing, $0.67 billion of the Loans will be repaid with equity
injected by the Company pursuant to the Additional Capitalisation while the
remaining loans of approximately $1.637 billion will be transferred (for consideration)
by F& NT (as lender) to FCLT, which consideration will be funded by drawing down on
bank loans,
(together with the Initial Capitalisation and the Preference Shares Redemption, the
?Corporate Restructuring?).
As at the Latest Practicable Date, the Company has 1,441,519,436 Shares in issue
(excluding 4,100 treasury shares). In addition, up to 4,696,809 new Shares (?2013 Award
Shares?) could be issued on or prior to 31 December 2013, pursuant to outstanding
awards of Shares granted pursuant to the F& N Share Plans (?Share Awards?). The 2013
Award Shares are the maximum number of Shares that may be issued by 31 December
2013 pursuant to outstanding Share Awards. However, the 2013 Award Shares may or
may not be issued by the Books Closure Date. If the 2013 Award Shares are issued by the
Books Closure Date, the holders of the 2013 Award Shares will be entitled to FCL Shares
pursuant to the FCL Distribution as well, on the basis of two FCL Shares for each Share,
thereby necessitating more FCL Shares to be issued. Consequently, the number of Shares
may increase depending on the number of the 2013 Award Shares which are issued by the
Books Closure Date.
Assuming that there is no change to the number of issued Shares as at the Books Closure
Date, the number of FCL Shares to be issued pursuant to the FCL Capitalisation is
2,129,747,090 FCL Shares. Assuming that all the 2013 Award Shares are issued on or
prior to the Books Closure Date, the number of FCL Shares to be issued pursuant to the
FCL Capitalisation is 2,139,140,708 FCL Shares.
Pursuant to the Corporate Restructuring, FCL will have a total issued share capital
of $1,754 million comprising a minimum of 2,883,038,872 FCL Shares and a maximum
of 2,892,432,490 FCL Shares, which will be held in its entirety by the Company prior to
effecting the FCL Distribution.
Brother-You got the figures right. The restructuring is to maximise returns to shareholders. Before acquisition by TCC Assets & TBev, our Independent advisors says FNN is worth around $11.00 plus. Threw away all those brochures. Didn't want to sell to them @9.55 until ex Chairman and ex Directors @ AGM threw in the towel. So sad then!
toiletsiao ( Date: 07-Dec-2013 09:09) Posted:
753 mil shares was the old FCL float 10 over yrs ago when fnn privatised it.. apparently they kept those shares in their books,,, loook at FCL introductory document appendix F11 Under Corporate Restructuring Para 3 " The capitalisation will comprise the issuance of up to 2,139,140,708 new shares FCL shares to F& N for a total subscription amount of 1,000,000,000" ...
Look at Page 60 of the same document Under " Current Shareholders" -> " Following the additional capitalisation, our issued and paid-up ordinary share capital will be 1,753,976,920.36 comprising a maximum of 2,892,432,490 shares
The reason why they did it this is to recapitalise FCL and also at the same time make it possible to distribute 2 FCL for every 1 FNN... else based on 753 milion FCL shares....how is it possible to distribute 2 for 1?? it is onli about 1 FCL for every 2 FNN instead (753/1448) |
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Sorry, should be Pg 59 followed by Pg 60. Once listed, FNN will no longer hold FCL. Reading from announcement, Dividend is meant for FCL shareholders. They must also hold AGM to approve payment. FNN shareholders w not get the dividend. Two separate entities. Buy FCL after listing if anybody wants the dividend. Am I right? Your advice, pl.
nea03177 ( Date: 07-Dec-2013 09:11) Posted:
Pg61-as at date of this doc 28 Oct2013,our paid-up share capital is $1,083,976,920.36, comprising 1,083,291,782 shares. Following the additional capitalisation immediately prior to the Listing,....maximum of 2,892,432,490. See corporate restructuring.
WanSiTong ( Date: 07-Dec-2013 08:21) Posted:
But I obtained the figure from para 1(d)(ii) of F& N Full year financial report ended 30.9.13..........
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Pg61-as at date of this doc 28 Oct2013,our paid-up share capital is $1,083,976,920.36, comprising 1,083,291,782 shares. Following the additional capitalisation immediately prior to the Listing,....maximum of 2,892,432,490. See corporate restructuring.
WanSiTong ( Date: 07-Dec-2013 08:21) Posted:
But I obtained the figure from para 1(d)(ii) of F& N Full year financial report ended 30.9.13..........
toiletsiao ( Date: 07-Dec-2013 01:03) Posted:
your calculation is not accurate ...
post listing FCL will have about 2.9 billion shares
50/2900 = $0.0172 =1.72 cents dividend ..
the 753 million shares was the original float of FCL when it was taken private by FNN 10+yrs ago .... every 1 FNN entitles u to 2 FCL.. Total float of FNN is about 1448mil... FCL listing float is 1448 x 2 = 2896 mil shares |
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753 mil shares was the old FCL float 10 over yrs ago when fnn privatised it.. apparently they kept those shares in their books,,, loook at FCL introductory document appendix F11 Under Corporate Restructuring Para 3 " The capitalisation will comprise the issuance of up to 2,139,140,708 new shares FCL shares to F& N for a total subscription amount of 1,000,000,000" ...
Look at Page 60 of the same document Under " Current Shareholders" -> " Following the additional capitalisation, our issued and paid-up ordinary share capital will be 1,753,976,920.36 comprising a maximum of 2,892,432,490 shares
The reason why they did it this is to recapitalise FCL and also at the same time make it possible to distribute 2 FCL for every 1 FNN... else based on 753 milion FCL shares....how is it possible to distribute 2 for 1?? it is onli about 1 FCL for every 2 FNN instead (753/1448)
But I obtained the figure from para 1(d)(ii) of F& N Full year financial report ended 30.9.13..........
toiletsiao ( Date: 07-Dec-2013 01:03) Posted:
your calculation is not accurate ...
post listing FCL will have about 2.9 billion shares
50/2900 = $0.0172 =1.72 cents dividend ..
the 753 million shares was the original float of FCL when it was taken private by FNN 10+yrs ago .... every 1 FNN entitles u to 2 FCL.. Total float of FNN is about 1448mil... FCL listing float is 1448 x 2 = 2896 mil shares |
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F& N shareholders will get 2 FCL shares, so he will get the FCL dividend after FCL listed in SGX .
nea03177 ( Date: 07-Dec-2013 00:01) Posted:
| Not for F&N shareholders. It's for FCL shareholders. Subject to AGM and after FCL listed in SGX |
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According to Pg 61 of FCL's Introductory Doc dated 28 Oct 2013,paid up ordinary share capital comprises a maximum of 2,892,432,490 shares
Vested in FNN
toiletsiao ( Date: 07-Dec-2013 01:03) Posted:
your calculation is not accurate ...
post listing FCL will have about 2.9 billion shares
50/2900 = $0.0172 =1.72 cents dividend ..
the 753 million shares was the original float of FCL when it was taken private by FNN 10+yrs ago .... every 1 FNN entitles u to 2 FCL.. Total float of FNN is about 1448mil... FCL listing float is 1448 x 2 = 2896 mil shares |
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your calculation is not accurate ...
post listing FCL will have about 2.9 billion shares
50/2900 = $0.0172 =1.72 cents dividend ..
the 753 million shares was the original float of FCL when it was taken private by FNN 10+yrs ago .... every 1 FNN entitles u to 2 FCL.. Total float of FNN is about 1448mil... FCL listing float is 1448 x 2 = 2896 mil shares
Not for F&N shareholders. It's for FCL shareholders. Subject to AGM and after FCL listed in SGX
The Company?s total number of issued ordinary shares as at 30 September 2013 : 753,291,782
$ 50m / 753,291,782 = 6.637c
ie each F& N SH will entitle to 6.637c if they still hold the FCL shares after the listing.
Am I right to say that each F& N shareholder is entitled to :
1) 12c dividend (Ex : 4.2.14)
2) 2 FCL shares
3) $ 50m in the form of final dividend to the Shareholders of FCL after the listing of FCL (yet to work out $ value of dividend per FCL share)
WanSiTong ( Date: 06-Dec-2013 22:15) Posted:
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PROPOSED DEMERGER OF THE PROPERTY BUSINESS THROUGH THE DIVIDEND IN SPECIE OF ALL THE ISSUED SHARES IN FRASERS CENTREPOINT LIMITED TO SHAREHOLDERS AND THE LISTING OF FRASERS CENTREPOINT LIMITED BY WAY OF AN INTRODUCTION ? PROPOSED FRASERS CENTREPOINT LIMITED DIVIDEND
Unless otherwise defined, all capitalised terms and references used in this Announcement shall have the meanings ascribed to them in the Circular to Shareholders dated 28 October 2013 and the Introductory Document to Shareholders dated 28 October 2013.
The Board of the Company wishes to announce that the board of directors of Frasers Centrepoint Limited has proposed, subject to
(i) the approval of shareholders of Frasers Centrepoint Limited at the annual general meeting of Frasers Centrepoint Limited to be convened,
(ii) the Company proceeding with and completing the FCL Distribution, and
(iii) the listing of Frasers Centrepoint Limited on the Main Board of the SGX-ST,
to pay an aggregate of S$50 million in the form of a final dividend to shareholders of Frasers Centrepoint Limited on record as at a books closure date which will be determined by the board of directors of Frasers Centrepoint Limited and announced by Frasers Centrepoint Limited after the listing of Frasers Centrepoint Limited on the Main Board of the SGX-ST.
The FCL Distribution and the listing of Frasers Centrepoint Limited are subject to various considerations. The Company will make further announcements when appropriate.
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F& N sweetens offer to bondholders
Fraser and Neave (F& N) has sweetened its offer to unpersuaded bondholders by tacking an additional 375 to 600 basis points to its original proposal as the company seeks certain concessions ahead of a business restructuring.
In a notice published on Friday, F& N sought bondholders' approval to give it a call option to redeem its 5.5 per cent notes due 2016 at par plus 6.5 per cent and accrued interest. Its earlier offer for this series, which was rejected last month, was for par plus 2.75 per cent and accrued interest.
For the 6 per cent notes due 2019, F& N raised its proposed early redemption offer to par plus 9 per cent and accrued interest. The earlier proposal of par plus 3 per cent and accrued interest was also rejected.
Holders who accept the proposals before the early-bird deadline will receive an additional 50 basis points.
PROPOSED DEMERGER OF THE PROPERTY BUSINESS THROUGH THE DIVIDEND IN SPECIE OF ALL THE ISSUED SHARES IN FRASERS CENTREPOINT LIMITED TO SHAREHOLDERS AND THE LISTING OF FRASERS CENTREPOINT LIMITED BY WAY OF AN INTRODUCTION ? PROPOSED FRASERS CENTREPOINT LIMITED DIVIDEND
Unless otherwise defined, all capitalised terms and references used in this Announcement shall have the meanings ascribed to them in the Circular to Shareholders dated 28 October 2013 and the Introductory Document to Shareholders dated 28 October 2013.
The Board of the Company wishes to announce that the board of directors of Frasers Centrepoint Limited has proposed, subject to
(i) the approval of shareholders of Frasers Centrepoint Limited at the annual general meeting of Frasers Centrepoint Limited to be convened,
(ii) the Company proceeding with and completing the FCL Distribution, and
(iii) the listing of Frasers Centrepoint Limited on the Main Board of the SGX-ST,
to pay an aggregate of S$50 million in the form of a final dividend to shareholders of Frasers Centrepoint Limited on record as at a books closure date which will be determined by the board of directors of Frasers Centrepoint Limited and announced by Frasers Centrepoint Limited after the listing of Frasers Centrepoint Limited on the Main Board of the SGX-ST.
The FCL Distribution and the listing of Frasers Centrepoint Limited are subject to various considerations. The Company will make further announcements when appropriate.
The Meeting for each Series will be held
at Level 2, Alexandra Point, 438 Alexandra Road, Singapore 119958 on 23 December 2013 at:
(a) in respect of the holders of the Series 009 Notes, 10.00 a.m. (Singapore time) and
(b) in respect of the holders of the Series 010 Notes, 10. 30 a.m. (Singapore time) (or such later
time as the Meeting in respect of the holders of the Series 009 Notes convened for the same
day shall have concluded or adjourned) .
Hospital Trust would be in 2014 onward, as details haven't been covered by largest shareholder yet.
This will most likely add value to the earnings of F& N. If to give to shareholder, it is up to largest shareholder's decision.
starlene ( Date: 05-Dec-2013 13:53) Posted:
Hi Metal Trader..I know of FCL 2 to be given free for every 1 F& N share..what about the Hospital Trust(HT) thing?..to be given free or shareholders of F& N has right to subscribe for HT..can furnish the info please
MetalTrader ( Date: 04-Dec-2013 23:48) Posted:
On 4 Dec, i foresee huge room for F& N share price to grow.
- The 2 FCL waiting to be released
- The 2014 dividend waiting to be released
- Hospital Trusts waiting to be released
The decision of biggest shareholders will be a key to F& N share price. |
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Wow..MetalTrader ..you are for the first time so optimistic..
I try to que at 5.68
MetalTrader ( Date: 04-Dec-2013 23:48) Posted:
On 4 Dec, i foresee huge room for F& N share price to grow.
- The 2 FCL waiting to be released
- The 2014 dividend waiting to be released
- Hospital Trusts waiting to be released
The decision of biggest shareholders will be a key to F& N share price. |
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On 4 Dec, i foresee huge room for F& N share price to grow.
- The 2 FCL waiting to be released
- The 2014 dividend waiting to be released
- Hospital Trusts waiting to be released
The decision of biggest shareholders will be a key to F& N share price.
Dear singsong, you may bring up this matter on the thaibev post page. This is for F and N.
As what I know, charoen will likely shift his holdings around to achieve the 12% public rule. If what metaltrader says it has already been achieved, then all FNN has to deal with is its Myanmar arbitration issue
singsong ( Date: 01-Dec-2013 16:35) Posted:
| Will some sifu please share how shareholders of Thaibev benefit in dollars and cents from the in-specie distribution of FCL as Thaibev owns 28% of F& N.
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Will some sifu please share how shareholders of Thaibev benefit in dollars and cents from the in-specie distribution of FCL as Thaibev owns 28% of F& N.
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