7-Eleven to delist Caring after MGO

This article first appeared in The Edge Financial Daily, on December 12, 2019.
7-Eleven to delist Caring after MGO
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KUALA LUMPUR: 7-Eleven Malaysia Holdings Bhd does not intend to maintain the listing status of Caring Pharmacy Group Bhd if the offerors receive valid acceptances for the mandatory general offer (MGO) launched for Caring shares.

In a bourse filing yesterday, 7-Eleven said it would move to delist Caring from Bursa Malaysia if wholly-owned subsidiary Convenience Shopping (Sabah) Sdn Bhd (CSSSB) and persons acting in concert (PACs) — namely 7-Eleven, Tan Sri Vincent Tan, Jitumaju Sdn Bhd and U Telemedia Sdn Bhd — received valid acceptances.

“CSSSB intends to invoke the provisions of Section 222(1) of the CMSA (Capital Market and Services Act 2007), subject to Section 224 of the CMSA, to compulsorily acquire any remaining offer shares from the holders who have not accepted the offer and/or failed or refused to transfer their offer shares to CSSSB in accordance with the terms and conditions of the offer,” said 7-Eleven.

To date, CSSSB and the PACs control a total stake of 62.62% in Caring. This is after Motivasi Optima Sdn Bhd, the initial vendor for the share sale that triggered the MGO was included as a PAC.

Thus, 7-Eleven said the MGO, when implemented, will be unconditional as the collective shareholding of CSSSB and the PACs would have exceeded 50%.

On Nov 28, CSSSB and the PACs announced that they were acquiring 55.2 million shares in Caring for RM143.51 million cash or RM2.60 per share.

That translated into a 25.35% stake in Caring, and upon the acquisition of the stake, 7-Eleven’s and the PACs’ shareholding rose to 38.57%, triggering the MGO for the remaining shares.

At the time, 7-Eleven said it intended to maintain Caring’s listing on Bursa.