Securities Investors Association Singapore (SIAS)

General Manager, Securities Investors Association Singapore (SIAS)

Richard Christopher Dyason

General Manager

Investor Education, Corp Governance & Transparency

Securities Investors Association (Singapore) or SIAS, was founded unexpectedly in June 1999 to champion the CLOB issue. 172,000 retail investors were suddenly stranded when the Malaysian Government froze their investments on Malaysian stocks in September 1998, amounting to US$5 billion. A group of civic-minded citizens lead by Mr David Gerald got together and took on the challenge to help free the frozen shares with an initial backing by 49,880 retail investors as members of the non-profit organisation. Their resoluteness and unity helped to resolve the issue on our terms.

Today, SIAS is a Charity and an Institution of Public Character (IPC), and the largest organized investor group in Asia, with almost 71,000 retail investors as members. It is run by an elected Management Committee comprising of professionals who are volunteers. It actively promotes Investor Education, Corporate Governance and Transparency and is the advocate for Investor rights in Singapore. To-date, SIAS has successfully organized over 1000 investor education programmes ranging from basic investment seminars for novices to certificate courses for investment savvy investors. Thus far, more than 140,000 retail investors have benefited from these programmes that are offered largely free. Members are educated on the features of investment products, and the attendant risks involved in each product. Investors are taught to make informed decisions on investing. SIAS is able to provide a variety of investor education programmes to its members and the investing community at large through collaborative arrangements with financial institutions and listed companies interested in investor education as part of its corporate social responsibility agenda.
SIAS is "the voice" for minority shareholders and has already engaged with corporations falling short of good Corporate Governance practices. However, its preferred approach to resolve investors’ right issues is to do so in the boardroom and not in the courtroom. Many SIAS investors have sought protection also from errant traders. SIAS conducts dispute resolution sessions regularly to assist investors to resolve issues. Annually, SIAS tracks and grades listed companies for their Corporate Governance practices and rewards those who have excelled with the Singapore Corporate Governance Award. 

SIAS also works with Public Listed Companies to reach out to retail investors through its corporate communication programme to enable investors to determine the fundamentals of a company and take a long-term view of the company for investment.

On 15 Jan 2016, <a href="https://www.smartkarma.com/entities/18191" target="_blank" data-smartkarma-citation="entities:18191:1">Halcyon Agri Corp Ltd (HACL SP)</a> announced that it was in discussions with Sinochem International Corporation (“Sinochem”) with the potential transaction involving the combination of HAC, Sinochem’s interest in <a href="https://www.smartkarma.com/entities/17847" target="_blank" data-smartkarma-citation="entities:17847:1">GMG Global Ltd (GGL SP)</a>, and certain natural rubber processing facilities and trading businesses of Sinochem International (Overseas) Pte Ltd (“SIO’s NR Assets”).On 27 April 2016, SIAS released press statement on SIAS meeting with GMG in respect of the potential transaction. On 23 Aug 2016, Deutsche Bank announced on behalf of HAC that HAC intend to make the GMG voluntary general offer (VGO). The Offer Consideration shall be satisfied by the issue of new HAC shares on the following basis: GMG Share : 0.9333 new ordinary share of HAC, with an implied offer price of S$0.695 On 23 Sep 2016, GMG issued a circular containing, inter alia, the recommendations of the Independent Financial Adviser (“IFA”) and independent directors on the offer from HAC (“Circular”).

On 15 Jan 2016, Halcyon Agri Corp Ltd (HACL SP) announced that it was in discussions with Sinochem International Corporation (“Sinochem”) with the potential transaction involving the combination of HAC, Sinochem’s interest in GMG Global Ltd (GGL SP), and certain natural rubber processing facilities and trading businesses of Sinochem International (Overseas) Pte Ltd (“SIO’s NR Assets”).On 27 April 2016, SIAS released press statement on SIAS meeting with GMG in respect of the potential transaction.  On 23 Aug 2016, Deutsche Bank announced on behalf of HAC that HAC intend to make the GMG voluntary general offer (VGO). The Offer Consideration shall be satisfied by the issue of new HAC shares on the following basis: GMG Share : 0.9333 new ordinary share of HAC, with an implied offer price of S$0.695  On 23 Sep 2016, GMG issued a circular containing, inter alia, the recommendations of the Independent Financial Adviser (“IFA”) and independent directors on the offer from HAC (“Circular”).

SIAS Comments on Offer by Halycon Agri for GMG Global and the IFA Report

Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>
<a href="https://www.smartkarma.com/entities/halcyon-agri-corp-ltd" target="_blank" data-smartkarma-citation="entities:18191:1" rel="noopener">Halcyon Agri (HACL SP)</a> has issued the circular in response to <a href="https://www.smartkarma.com/entities/china-hainan-rubber-industry-group" target="_blank" data-smartkarma-citation="entities:10551:1" rel="noopener">China Hainan Rubber Industry (601118 CH)</a>'s conditional MGO.</li>
<li>The IFA reckons the Offer is fair and reasonable. The Independent Directors recommend that shareholders accept the Offer.</li>
<li>The first close is the 24 March. Hainan Rubber is under no obligation to extend the Offer beyond this date. </li>
</ul>



Halcyon Agri (HACL SP) has issued the circular in response to China Hainan Rubber Industry (601118 CH)'s conditional MGO.
The IFA reckons the Offer is fair and reasonable. The Independent Directors recommend that shareholders accept the Offer.
The first close is the 24 March. Hainan Rubber is under no obligation to extend the Offer beyond this date. 


Halcyon Agri's Offer: IFA Says Fair. Independent Directors Say Accept

<ul>
<li>The Offer Document for <a href="https://www.smartkarma.com/entities/china-hainan-rubber-industry-group" target="_blank" data-smartkarma-citation="entities:10551:1" rel="noopener">China Hainan Rubber Industry (601118 CH)</a>'s mandatory Offer for <a href="https://www.smartkarma.com/entities/halcyon-agri-corp-ltd" target="_blank" data-smartkarma-citation="entities:18191:1" rel="noopener">Halcyon Agri (HACL SP)</a> has been dispatched. </li>
<li>Hainan Rubber holds 36% and needs 14% out of 34.8% available - or ~40% to tender.  The first close is the 24 March.</li>
<li>There is no IFA opinion in the Offer Doc. This will be present in the Circular which is expected to be sent out by the 10th March, at the latest.</li>
</ul>


The Offer Document for China Hainan Rubber Industry (601118 CH)'s mandatory Offer for Halcyon Agri (HACL SP) has been dispatched. 
Hainan Rubber holds 36% and needs 14% out of 34.8% available - or ~40% to tender.  The first close is the 24 March.
There is no IFA opinion in the Offer Doc. This will be present in the Circular which is expected to be sent out by the 10th March, at the latest.


Halcyon Agri: Offer Doc Out. No New News Otherwise

<ul>
<li>As expected, all conditions to the Sinochem/<a href="https://www.smartkarma.com/entities/china-hainan-rubber-industry-group" target="_blank" data-smartkarma-citation="entities:10551:1" rel="noopener">China Hainan Rubber (601118 CH)</a> SPA have now been satisfied, triggering a mandatory Offer for <a href="https://www.smartkarma.com/entities/halcyon-agri-corp-ltd" target="_blank" data-smartkarma-citation="entities:18191:1" rel="noopener">Halcyon Agri (HACL SP)</a>, conditional on a 50% tendering.</li>
<li>Hainan Rubber holds 36%.  Sinochem has provided an undertaking notto tender its remaining 29.2% stake. Hainan needs 14% out of 34.8% available - or ~40% to tender. </li>
<li>The takeaway disappointment is the Offer Price of S$0.413/share, down from S$0.435 at the time of the initial announcement last November, due to SGD weakness. </li>
</ul>


As expected, all conditions to the Sinochem/China Hainan Rubber (601118 CH) SPA have now been satisfied, triggering a mandatory Offer for Halcyon Agri (HACL SP), conditional on a 50% tendering.
Hainan Rubber holds 36%.  Sinochem has provided an undertaking notto tender its remaining 29.2% stake. Hainan needs 14% out of 34.8% available - or ~40% to tender. 
The takeaway disappointment is the Offer Price of S$0.413/share, down from S$0.435 at the time of the initial announcement last November, due to SGD weakness. 


Halcyon Agri: MGO Triggered. Currency Translation Cuts Offer Price

<ul>
<li>Back on the 16 November, <a href="https://www.smartkarma.com/entities/halcyon-agri-corp-ltd" target="_blank" data-smartkarma-citation="entities:18191:1" rel="noopener">Halcyon Agri (HACL SP)</a> announced Sinochem, holding 65.2% of shares out, had entered into an SPA to sell 36% to <a href="https://www.smartkarma.com/entities/china-hainan-rubber-industry-group" target="_blank" data-smartkarma-citation="entities:10551:1" rel="noopener">China Hainan Rubber (601118 CH)</a>.</li>
<li>Upon completion of the SPA, Hainan Rubber will make an MGO, conditional on a 50% tendering acceptance.  Sinochem has provided an undertaking not to tender its remaining 29.2% stake. </li>
<li>Halcyon has now announced SASAC has given the green light for the SPA. Outstanding conditions include MoC and NDRC. Those approvals should fall into place shortly.</li>
</ul>


Back on the 16 November, Halcyon Agri (HACL SP) announced Sinochem, holding 65.2% of shares out, had entered into an SPA to sell 36% to China Hainan Rubber (601118 CH).
Upon completion of the SPA, Hainan Rubber will make an MGO, conditional on a 50% tendering acceptance.  Sinochem has provided an undertaking not to tender its remaining 29.2% stake. 
Halcyon has now announced SASAC has given the green light for the SPA. Outstanding conditions include MoC and NDRC. Those approvals should fall into place shortly.


Halcyon Agri: MGO One Step Closer As SASAC Approves SPA

Singapore

GMG Global Limited is an investment holding company whose subsidiaries operate rubber plantations.  The Company plants, grows, taps, processes, markets and exports of natural rubber.

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GMG Global Ltd (GGL SP)

SIAS Comments on Offer by Halycon Agri for GMG Global and the IFA Report

On 15 Jan 2016, Halcyon Agri Corp Ltd (HACL SP) announced that it was in discussions with Sinochem International Corporation (“Sinochem”) with the...

Securities Investors Association Singapore (SIAS)

Halcyon Agri's Offer: IFA Says Fair. Independent Directors Say Accept

If both Sinochem and GMG do not tender, this requires 47.5% of the remaining shares for this Offer to get up. Imminently doable. But this will be...

David Blennerhassett

Halcyon Agri: Offer Doc Out. No New News Otherwise

If a short-term investor and already in, I'd sell here and into any strength. Unless investing for the back-end, for which I have no strong...

David Blennerhassett

Halcyon Agri: MGO Triggered. Currency Translation Cuts Offer Price

The Offer price is, on balance, attractive. There is clear disappointment given the move in the exchange rate. There is not a lot of juice in the...

David Blennerhassett

Halcyon Agri: MGO One Step Closer As SASAC Approves SPA

SASAC approval was the key approval. The remaining regulatory bodies will follow suit. Currently trading at a gross/annualised spread of 7%/24% -...

David Blennerhassett

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