Dutech Holdings (DTECH SP), a security product – safes – manufacturer, and S-chip, has announced a voluntary unconditional cash Offer from TSI Metals for S$0.40/share, in cash, a 60% premium to last close. TSI is a holding company wholly-owned by CEO, executive chairman, and director, Johnny Liu.
Any dividends declared and paid will reduce the Offer price.
Liu, via Spectacular Bright, holds 42.76%, which has given an irrevocable to accept the Offer and has also entered into a rollover arrangement which would be allocated shares in TSI. The SIC has already signed off on this arrangement.
Willalpha, a vehicle owned by Liu Bin, Liu’s brother, holds 15.79%, and has given an irrevocable to accept the Offer.
Irrevocables, therefore, total 58.54%.
Liu does not intend to maintain the listing, nor does it intend to take any steps to restore the free float.
The pushback, if any? Dutech had net cash on hand of ~S$75mn as at FY20, around 50% of the implied market cap under the Offer.