KUALA LUMPUR (Sept 27): Shareholders of Goh Ban Huat Bhd have received a mandatory takeover offer from Paragon Adventure Sdn Bhd (PASB) at RM1.40 per share, a 2.1% discount to its last traded price of RM1.43.

GBH said in a filing today that the takeover offer included GBH warrants not held by PASB, at 40 sen apiece — a 13% or 6 sen discount to its last traded price — having considered its exercise price of RM1 per warrant.

The offer came after PASB emerged as a 51% shareholder of GBH today. It bought the equity stake from Tan Sri Datuk Tan Hua Chun, together with 51% of the total outstanding GBH warrants as well.

PASB intends to keep the listing status of GBH. It said the takeover price of RM1.40 was made after taking consideration, among others, GBH shares' volume-weighted average market price (VWAMP) of between RM1.35 and RM1.41 over the past six months.

Meanwhile, GHB warrants' VWAMP from the five-day to the six-month period stood between 36 sen and 40 sen, said PASB.

The offer price by PASB is also inclusive of any GBH dividend payout that is announced after the notice today. "We also wish to highlight that the offerors have not purchased any GBH shares or warrants within the last six months prior to the service of this notice," it added.

PASB is 65%-owned by Datuk Seri Edwin Tan Pei Seng, while Datuk Seri Godwin Tan Pei Poh holds the remaining 35% stake. PASB said the duo was involved in a portfolio of development projects in Johor Bahru.

This includes semi-detached factories "Bizhub Skudai 8", as well as Paragon Residences, Paragon Suites, and Paragon Private and International School which commenced operations in January this year.

In August, GBH proposed to acquire a vacant land measuring some 9,925 sq m in Mont Kiara from Puncak Melati Sdn Bhd for RM39.53 million for investment purposes.

Its property investment business was one of the key drivers that helped lift its first quarter ended June 30 (1QFY18) into the black with a net profit of RM445,000, from losses of RM715,000 a year ago.

Revenue was, however, 63.88% lower at RM4.79 million, from RM13.25 million in 1QFY17, after it ceased its clay pipes manufacturing business in its financial year ended March 31, 2017 (FY17).

GBH is reportedly eyeing to expand the sanitary ware business into the Vietnamese property sector at the moment, adding that its cash pile of RM152.73 million will be used for growth in its existing trading business and for future diversification purposes.

Shares of GBH were last traded up 5.15% or 7 sen to RM1.43, before the counter was voluntarily suspended from trading.