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Either Temasick or Chao Tar Lied!

makapaaa

Alfrescian (Inf)
Asset
Cos Ho Jinx is afraid that mkt would jep up Chao Tar price and she can't sell? How silly can she go? Why so untransparent?


The Business Times Singapore

September 15, 2009 Tuesday

Chartered offer: a case for more clarity?

BYLINE: Jamie Lee

SECTION: HOCK LOCK SIEW

LENGTH: 604 words


THE talking point in Advanced Technology Investment Company's bid for Chartered Semiconductor Manufacturing Enhanced Coverage LinkingChartered Semiconductor Manufacturing -Search using:
News, Most Recent 60 Days
Company Profile
is not the offer, but the manner in which disclosure issues were handled in the near four months leading up to the deal.

BT was tipped off in late May that Chartered had received a bid from the Abu Dhabi company to buy Temasek Holdings's near 60 per cent stake at between $2.40 and $2.60 a share. This valued the company at around
$2.45 billion.

The news came on the back of the shares soaring substantially a few days before, rising as much as 9 per cent the day before BT reported that this deal was in the works.

The same day that the BT report was published, Chartered announced that 'it has not received such a bid from ATIC'.

It added the usual disclaimer that from time to time, the company engages various parties in discussions to pursue business opportunities to maximise shareholder value.

Some four months later, ATIC announces its $2.5 billion offer for Chartered and the latter's announcement earlier in May now looks understatedly odd.

There could be two ways to read this.

One, in a game of semantics, Chartered deconstructed the BT report and was either denying the details of the offer price (ATIC's offer stands at $2.68 per share) or denying that it had received the offer directly since this could be handled by its major shareholder, Temasek Holdings. This assumes that Chartered had knowledge that such a deal was already in the works.

Two, Chartered had no idea that this offer was being discussed and genuinely saw 'no such bid' on its table. Given further talks with sources after the announcement by the company was put out, this suggests that only Temasek was involved in the deal.

In a marketplace that is disclosure-based, one must ask if the response was adequate. This is especially as the movements in share price suggest that takeover rumours have made their rounds in the market.

Under the takeover code by the Securities Industry Council (SIC), the company must make an announcement once it becomes a subject of speculation after 'an approach' by the offerer.

It must also make an announcement when the board is aware that there are negotiations between a potential offerer and majority shareholders
- or holders of shares that represent at least 30 per cent of the firm's voting rights.

If negotiations are indeed held between the offerer and the majority shareholder, the latter must make an announcement if the company is a subject of rumour and there is reason to believe that the actions of the shareholder, such as a security lapse, contributed to the situation.

This is regardless of whether there is a firm offer. SIC only requires the company to say that talks are taking place, without naming the potential offerer.

Unfortunately, there is little clarity on whether Chartered was aware of such a bid for ATIC. Assuming that it was notified of such negotiations, then its play on semantics was out of line since the company's supposed clarification in May did not say that it was in talks. If Chartered was unaware of this deal, the spotlight then falls on Temasek and whether it should have kept quiet about the deal.

Perhaps, under the boundaries of the SIC code, Temasek was not obliged to comment publicly since it may not have been the source that created such speculation. But the issue still remains whether it was right for Temasek to have kept mum.

At the same time, SIC has noted that 'in all cases of doubt, the council should be consulted' on whether an announcement should be made. This could be an opportunity for SIC to clarify if the Chartered case was handled appropriately.
 
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