Broadway Industrial Group Shareholders: Final Offer Deadline and Rights Explained
In a major development for shareholders of Broadway Industrial Group Limited (“Broadway”), United Overseas Bank Limited (“UOB”), acting on behalf of Patec Pte. Ltd. (“Patec”), has announced the final stages of its mandatory unconditional cash offer to acquire all outstanding shares in the company. This follows a series of announcements and updates regarding the offer, which has now reached critical milestones. Shareholders should take immediate note of the procedures, rights, and deadlines, which could have significant implications for their holdings.
Key Updates from the Offer
- The cash offer was first announced on October 28, 2024, with the offer document issued on November 11, 2024.
- On November 14, 2024, the offer was declared unconditional in all respects.
- Patec confirmed on December 12, 2024, that the offer price is final and will not be increased, with the offer closing on December 23, 2024.
- The company’s shares lost their free float status, leading to a trading suspension on December 20, 2024.
Mandatory Acquisition Rights for Dissenting Shareholders
Patec has acquired 90% or more of Broadway’s total issued shares, triggering Section 215(3) of the Singapore Companies Act. This gives dissenting shareholders the right to require Patec to acquire their shares at the same offer price. Shares will be acquired fully paid-up, free of encumbrances, and inclusive of all rights, benefits, and entitlements as of the offer announcement date.
To facilitate this, Patec has dispatched key documents to dissenting shareholders, including Form 58, notification letters, and relevant exercise forms (FEA for shares held with The Central Depository (Pte) Limited (CDP) and FET for shares held in scrip form). Shareholders are urged to carefully review these documents and take action if they wish to exercise their rights.
Important Deadlines and Procedures
The right to exercise Section 215(3) will lapse at 5:30 p.m. Singapore time on April 10, 2025. Shareholders must act promptly to ensure their requests are processed in time.
Here’s how to proceed:
- For shares held with CDP: Complete and return the FEA either in physical form to the designated address or electronically via the SGX-ST Investor Portal (applicable only to individual and joint-alt account holders).
- For shares held in scrip form: Complete and return the FET along with share certificates and other relevant documents either by hand or via post to the designated address.
- CPFIS and SRS investors should consult their respective agent banks for guidance on exercising their rights.
Potential Implications for Shareholders
The finality of the offer price and the loss of free float status mark critical turning points for Broadway shareholders. The company’s delisting could significantly impact shareholders who choose not to sell or exercise their rights, as their shares may become illiquid. Investors should carefully consider their options and consult professional advisers where necessary.