On June 24, 2021, Keppel Corporation (Keppel) and Sembcorp Marine Limited (Sembmarine) announced that they had signed a non-binding memorandum of understanding to enter into exclusive talks to merge Sembmarine and Keppel Offshore and Marine (Keppel O&M), a division of Keppel. Separately, but on the same day, Sembmarine also announced an intention to raise S$1.5 billion through a three-for-two renounceable rights issue (up to 18.83 billion new shares) at an exercise price of S$0.08 per share, which was a 35.7 per cent discount to the theoretical ex-rights price and a 58.1 per cent discount to the June 23 closing price of S$0.191.<br><br>Based on the share price reaction to the announcement of the restructuring, what was the market’s perception of the merger? Would it create value? Should Sembmarine raise capital via a rights issue and should shareholders subscribe to the rights issue?
On March 26, 2020, Singapore Airlines was reeling from the impact of the COVID-19 pandemic. To raise badly needed capital, it announced that its shareholders would be offered S$5.3 billion worth of rights shares and S$3.5 billion of rights mandatory convertible bonds, both of which would be reflected as equity on its balance sheet. Should shareholders take advantage of this offer or not? To make this decision, investors had to analyze the airline’s reasons for choosing this form of equity financing, the impact of this capital-raising exercise, Singapore Airline’s valuation, and the role of sovereign wealth funds in equity financing. Investors would have to decide the appropriate response to the rights issuances.
On June 8, 2020, Sembcorp Marine Ltd. (SCM) announced a S$2.1 billion recapitalization plan to be followed by a demerger from Sembcorp Industries Ltd (SCI). SCM’s business had been significantly affected by the COVID-19 pandemic and a collapse in oil prices, resulting in a critical need for liquidity. The recapitalization would be done through a rights issue. The demerger would be conducted through a subsequent share distribution of SCI’s stake in the recapitalized SCM to SCI’s shareholders.<br><br>The case seeks to provide a reasonable valuation of SCM based on its past financial performance and other relevant market information. It also analyzes the rationale of the demerger and the impact of the demerger on shareholders of SCM and SCI.
On November 3, 2016, Jacobs Douwe Egberts (JDE) launched a bid for Singapore-based food and beverage company Super Group Ltd. (Super). JDE had already acquired 60 per cent of the shares but needed another 30 per cent in order to delist the company and take it private. The minority shareholders of Super faced the task of evaluating whether the offer from JDE was reasonable and whether they should tender or hold on to their shares. Their decisions would depend on the valuation of Super’s shares, based on financial and other relevant and available market information.