KUALA LUMPUR (Nov 9): Shares in Citaglobal Bhd, formerly known as WZ Satu Bhd, fell as much as 13.8% to an intraday low of 25 sen each on Wednesday (Nov 9), after a share purchase agreement (SPA) it had entered into with TIZA Global Sdn Bhd turned unconditional a day ago.
As a result, TIZA Global, Citaglobal group executive chairman and president Tan Sri Mohamad Norza Zakaria, and the persons acting in concert (PACs) are obliged to extend a mandatory takeover offer to buy the rest of Citaglobal shares for 19 sen per share. TIZA Global is a private vehicle of Mohamad Norza.
The PACs comprise Citaglobal Energy Resources Sdn Bhd, Ikhlas Kamarudin, Datuk Kamarudin Meranun, Datin Siti Munajat Md Ghazali, Mettiz Capital, Polo Investments Ltd, Mettiz Capital Ltd, and Datuk Tang Vee Mun.
In June, Citaglobal signed a conditional SPA with TIZA Global to acquire Citaglobal Engineering Services Sdn Bhd (CESSB) for RM140 million, via the issuance of 736.84 million new shares in Citaglobal at an issue price of 19 sen each. The SPA became unconditional on Tuesday, triggering the mandatory takeover offer.
The acquisition comes with an aggregate net profit guarantee of RM60 million for three full financial years ending 2022, 2023 and 2024. CESSB is principally involved in civil engineering and construction-related businesses, and has a total confirmed order book of RM193 million comprising construction, network construction and related projects, and sand mining operations.
Upon issuance of the consideration shares, TIZA Global’s shareholding in Citaglobal had increased from nil to cross the 33% mandatory offer threshold at 35.73% as at Nov 8. TIZA Global, Mohamad Norza and the PACs collectively owned 50.27% of Citaglobal shares.
At 4.03pm, the counter was down 3.5 sen or 12.07% at 26 sen, bringing it a market capitalisation of RM285.96 million. The share price is still up 6.25% year-to-date.