KUALA LUMPUR, Nov 12 - Media Prima Bhd (MPB) has tabled an enhanced offer to acquire The New Straits Times Press (Malaysia) Bhd (NSTP), Malaysia’s oldest and largest newspaper publisher.
Under the terms of the revised offer, NSTP shareholders who accept the offer will receive 1.20 MPB shares for every NSTP share. The enhancement represented an implied value of RM2.40 for each NSTP share which is higher than NSTP’s last closing price of RM2.00, MPB said in a statement today.
MPB has also retained its original offer of one free warrant MPB for every five NSTP shares accepted. On Oct 16, 2009, MPB announced that it will launch a conditional takeover offer of NSTP.
Except for the revision, all other terms and conditions of the original offer remain, which include plans to raise RM150 million via a bond issue attached with 50 million warrants which are convertible into 50 million shares in the enlarged MPB group and the possibility of launching an employee share option scheme (Esos) for employees of the enlarged MPB.
“This revised offer reinforces MPB’s beliefs of the greater benefits to be gained and synergies that can be crystallised by the enlarged group post completion of the transaction,” said MPB group managing director Datuk Amrin Awaluddin.
The NSTP board also announced today a special tax exempt dividend of 40 sen per share amounting RM86.90 million.
As MPB already owned 43.3 per cent of NSTP, it will be receiving RM37.6 million from the special tax exempt dividend. MPB said it will return the entire proceeds from NSTP’s special tax exempt dividend to its current shareholders in the form of special dividend.
“We view positively NSTP’s declaration of the special dividend as it is consistent with MPB’s practice of returning excess capital to its shareholders,” Amrin said.
“Our intention of returning the entire proceeds from the special dividend received from NSTP reiterates our commitment to continually enhance our shareholders’ returns on their investment in the group,” he said.
Under the conditional takeover proposal the editorial, management and board of MPB and NSTP are to remain mutually independent and exclusive as per other subsidiaries of MPB, supported by the efficiencies brought about by revenue, cost and marketing synergies.
The identities and brands of its individual print, television and other media platforms will be retained. The enlarged MPB group will be the only media company in Malaysia offering television, print, radio, new media and outdoor advertising channel to potentially capture the single largest share of the advertising expenditure. — Bernama
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