YTL Cement’s Strategic Move: Cash Offer Implications for NSL Ltd. Shareholders

YTL Cement Berhad, through its financial advisor RHB Bank Berhad, has made significant strides in its acquisition of NSL Ltd. shares, potentially influencing market dynamics. The acquisition initially involved a conditional sale and purchase agreement with 98 Holdings Pte. Ltd., covering 81.24% of NSL Ltd.’s issued share capital at S\$0.75 per share, totaling approximately S\$227.6 million.

As of November 8, 2024, YTL Cement has successfully acquired or received valid acceptances for a total of 340,002,026 shares, representing approximately 91.02% of the company’s shares. This development grants non-assenting shareholders the right under Section 215(3) of the Companies Act to compel YTL Cement to acquire their shares at the same offer price of S\$0.75, within three months from the despatch date of the relevant notification documents.

Shareholders should be aware of potential price-sensitive developments, as the offeror reserves the right to adjust the exercise price if any distribution is made by NSL Ltd. after the acquisition announcement date. Furthermore, YTL Cement’s intention to maintain NSL Ltd.’s listing status and restore the free float by selling shares to the market could affect the share value and trading dynamics.

Non-assenting shareholders have various steps to undertake, depending on their shareholding forms, with a deadline of March 5, 2025, to exercise their rights. It’s crucial for overseas shareholders to consider jurisdictional legalities, as the offer documents may not be dispatched to all international locations.

In conclusion, the current movements by YTL Cement in acquiring NSL Ltd. shares could lead to significant market shifts, impacting shareholder value and trading activities in the near future.

Disclaimer: This article contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially, and readers should not rely solely on these projections.