Rowsley Limited *Official* (SGX: A50)

Jupiter2017

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http://www.businesstimes.com.sg/companies-markets/rowsley-appoints-new-ceo-renews-leadership-team
Rowsley appoints new CEO, renews leadership team
MON, SEP 18, 2017 - 7:08 PM STEPHANIE LUO stephluo@sph.com.sg

MAINBOARD-listed Rowsley has appointed a new chief executive officer with immediate effect.
The real estate developer announced on Monday that Tan Wee Tuck will lead Rowsley's existing portfolio of real estate businesses with a "focus on growth, innovation and renewing the leadership of its design and engineering business".
The board also announced new appointments that will come into effect from Dec 1, 2017.
Lai Huen Poh, managing director of architecture firm RSP, will assume the role of senior managing director, overseeing revenue and the group's design and engineering business which now comprises RSP, Squire Mech and AC Consortium.
RSP is a wholly owned subsidiary of Rowsley. Last year, RSP bought over 65 per cent of Squire Mech for S$19.5 million. Before the deal, RSP already had a 35 per cent stake in Squire Mech.
Lee Kut Cheung, managing director of RSP, will take on the new role of senior director, RSP. In his new role, he will focus on strategic client relationships, oversee major projects and continue to mentor and develop leaders and talents in RSP.
At Squire Mech, Ng Eng Kiong, managing director, will also take on the new role of senior director. He will focus on strategic client relationships, business development and oversee major projects.
Albert Hong, non-executive chairman, RSP, and Chang Meng Teng, non-executive chairman, Squire Mech, will retire from the group on Nov 30, 2017.
Liu Thai Ker, senior director, RSP, will also leave on Nov 30 to pursue his personal interests.
In July, Rowsley announced plans to expand into the healthcare business by acquiring a 100 per cent stake in Thomson Medical Pte Ltd and a 70.36 per cent stake of TMC Life Sciences Berhad.
In an update, Rowsley said on Monday: "Further announcement on the management for Rowsley's healthcare business will be made in due course.
 

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http://www.shareinvestor.com/news/news.html?source=sg_si_express&nid=167733
Rowsley: Reports 6% Increase In Revenue In Q3 2017.
03 Nov 2017 17:54

In 3Q2017, Rowsley reported an increased revenue of S$26.2 million which represents an increase of 6% compared to the same period last year. The increase in revenue of S$1.6 million was mainly due to higher contributions from Squire Mech and consolidation of results from AC Consortium...

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Jupiter2017

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http://www.businesstimes.com.sg/com...-beef-up-core-design-and-engineering-business
Leadership appointments at Rowsley to beef up core design and engineering business
WED, NOV 22, 2017 - 8:51 PM LYNETTE KHOO lynkhoo@sph.com.sg

A NEW slate of leadership appointments was announced by Rowsley Ltd on Wednesday in a move to strengthen its core business in design and engineering business.
With effect from Dec 1, Seah Chee Kien and Beh Swee Chiew will be appointed as managing directors of RSP Architects Planners & Engineers, while Teo Yann will be appointed as managing director of Squire Mech.
"The new appointments mark the culmination of the leadership renewal process for RSP and Squire Mech, and the beginning of a new journey," said Tan Wee Tuck, executive director and CEO of Rowsley.
"The new managing directors will chart new paths to achieve transformational change to innovate, excel and succeed in an increasingly competitive environment," he added.
Mr Seah and Mr Beh are currently executive directors at RSP. Mr Teo has also served many years at Squire Mech, and was deeply involved in the development of its China business.
In his new role at Squire Mech, Mr Teo will focus on ramping up core capabilities and enhancing service quality with the ultimate goal of improving the client experience.
Other new roles that will take effect from Dec 1 are Lai Huen Poh as senior managing director of RSP, Lee Kut Cheung as senior director of RSP, and Ng Eng Kiong as senior director of Squire Mech.
 

Kinetic88

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Rowsley to buy Thomson Medical business from tycoon Peter LIm for S$1.6b.
 

Jupiter2017

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http://www.businesstimes.com.sg/companies-markets/rowsley-to-buy-thomson-medical-businesses-for-s16b
Rowsley to buy Thomson Medical businesses for S$1.6b
MON, DEC 18, 2017 - 11:17 AM UPDATED MON, DEC 18, 2017 - 12:29 PM
MARISSA LEE marilee@sph.com.sg RACHEL MUI rachmui@sph.com.sg@RachelMuiBT

MAINBOARD-LISTED Rowsley has inked a deal to acquire the Thomson Medical healthcare businesses from tycoon Peter Lim for S$1.6 billion to be paid mostly in stock.
Rowsley will acquire the privately held Thomson Medical, which is a provider of healthcare services for women and children in Singapore, and a 70.36 per cent stake in Malaysia-listed TMC Life Sciences (TMCLS).
To fund the purchase, Rowsley will issue 21.3 billion new shares at S$0.075 per share. Rowsley will also acquire 597 million TMCLS warrants in cash. After the new shares are issued, Mr Lim will own 90.07 per cent of Rowsley, up from 45.36 per cent.
Rowsley on Monday said that it has entered into a binding agreement to acquire Mr Lim's Sasteria Private Limited, which owns Thomson Medical and TMCLS. Medical assets in Sasteria have a value of about S$958.3 million.
Existing Rowsley shareholders will be offered two bonus warrants at an exercise price of nine Singapore cents for each existing share. For every bonus warrant exercised, a piggyback warrant can be exercised on a one-for-one basis. Each additional warrant has an exercise price of 12 Singapore cents per share.
"The bonus warrants and piggyback warrants are exercisable from the date of issue of the bonus warrants, up to the market day immediately preceding the first and fourth anniversary of the issuance of the bonus warrants respectively," Rowsley said.
If all the bonus and piggyback warrants are exercised, Rowsley will receive about S$850 million to S$1.13 billion of proceeds respectively, which the firm will use to fund its future growth and working capital.
Said Rowsley chairman, Ng Ser Miang: "Post-acquisition, Rowsley will be one of the largest SGX-listed (Singapore Exchange-listed) healthcare players... The changing demographics in South-east Asia suggest that private healthcare is poised for a sharp acceleration in growth."
Both Thomson Medical and TMCLS have plans to capitalise on burgeoning demand for healthcare services in the region. Thomson Medical will continue to grow beyond its current core obstetrics and gynaecology services by expanding its service offerings and opening more specialist clinics.
Meanwhile, TMCLS intends to make its Tropicana Medical Centre at Kota Damansara one of the largest integrated healthcare facilities in the Klang Valley by tripling its bed capacity. When the new wing is completed, the hospital will have a capacity of 600 beds, offering comprehensive tertiary healthcare services, Rowsley said.
In addition, TMCLS has plans to expand in Johor Bahru through the proposed Thomson Iskandar Medical Hub. A five-minute drive from the Causeway, the hub will be an integrated development that encompasses a 500-bed tertiary hospital, a 400-suite medical tower and a complementary retail space.
"The tertiary hospital, Hospital Iskandariah, will be equipped with state-of-the-art facilities and equipment, and will have seven Centres of Excellence in cardiology, diabetes, fertility, gastroenterology, oncology, orthopaedics and urology," Rowsley said.
Among other conditions, the transaction is subjected to regulatory approvals, minority shareholder approvals, and the successful fulfilment of conditions set out in the acquisition agreement. An EGM (extraordinary general meeting) is expected to be held in the first quarter of 2018, with a circular containing further details dispatched to shareholders in due course, Rowsley said.
When the intention to strike the deal was announced in July, the consideration had been indicated at up to S$1.9 billion.
The acquisition will see Rowsley transform from a real estate and hospitality group to a healthcare player. The company will change its name to Thomson Medical Group following the completion of the acquisition.
Rowsley requested a trading halt earlier this morning, pending the release of its acquisition announcement. The counter last traded at S$0.11 apiece last Friday, down 1.77 per cent. As at 12.12pm, the company has requested a lifting of its trading halt. Shares of the counter will resume trading when the market reopens at 1pm.

Price link: http://www.shareinvestor.com/fundamental/factsheet.html?counter=A50.SI
 

Jupiter2017

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http://www.businesstimes.com.sg/stocks/singapore-shares-close-down-006-on-monday
Singapore shares close down 0.06% on Monday
MON, DEC 18, 2017 - 5:40 PM ANNABETH LEOW leowhma@sph.com.sg

IT WAS a rough day for local equities, with the benchmark Straits Times Index (STI) ending lower for the third straight day on Monday.
It declined by 2.12 points, or 0.06 per cent, to 3,414.82.
The index was weighed down by constituent stock SingTel, which shed S$0.11, or 2.93 per cent, to S$3.64 on a turnover of 30 million shares.
The bourse, on the whole, saw just over 1.52 billion shares, worth roughly S$1.03 billion, changing hands.
Gainers outnumbered losers 224 to 198.
The star of the show was definitely Rowsley.
The counter threw investors into a tizzy and drove up activity when the stock resumed trading after lunch.
The investment company had announced in the morning that it will take the privately held Thomson Medical business off tycoon Peter Lim's hands to the tune of S$1.6 billion, paid mostly in stock.
More than 305.8 million Rowsley shares were traded, with the counter finishing up by 2.5 Singapore cents, or 22.5 per cent, at S$0.136.
 

luxcan

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Room to chiong some more?

Should be yes, if you intended to join in the frenzy and exit as soon as possible. Else we should all stay clear from Peter Lim, he seems like he is quite good in milking those who believes in him.
 

Wood41

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The kumgong reporter used ‘a rough day for a small drop ’ & ‘Singtel sheds 11 cents’ without
mentioning it improved in the afternoon &
Singtel was XD .
:o
 

Jupiter2017

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http://www.businesstimes.com.sg/com...-after-it-inks-deal-for-thomson-medical-group
Rowsley shares surge after it inks deal for Thomson Medical Group
TUE, DEC 19, 2017 - 5:50 AM MARISSA LEE marilee@sph.com.sg

Singapore
ROWSLEY shares surged 2.5 Singapore cents or 22.52 per cent to 13.6 Singapore cents on Monday after it inked a deal to acquire the Thomson Medical healthcare businesses from controlling shareholder Peter Lim for S$1.6 billion, to be paid mostly in stock.
If shareholders give their nod of approval, Rowsley will acquire the privately held Thomson Medical, which is a provider of healthcare services for women and children in Singapore, and a 70.36 per cent stake in Malaysia-listed TMC Life Sciences (TMCLS).
Rowsley will also be renamed Thomson Medical Group.
To foot the bill, Rowsley will issue Mr Lim 21.4 billion new shares at S$0.075 apiece. This will increase Rowsley's share base to 4.5 times what it is now, and raise Mr Lim's stake in the company from 45.36 per cent to 90.07 per cent.
Mr Lim has applied to the Securities Industry Council to waive the obligation to make a mandatory offer for Rowsley once the shares are issued. Rowsley said it is willing to undertake a placement to restore its free-float to the minimum 10 per cent level, if required.
Mr Lim will also offload some 597.3 million TMC warrants to Rowsley in exchange for about S$40.2 million in cash.
When the deal is expected to be completed next year, Rowsley said it would have a market cap of S$2.13 billion, larger than rival hospital player Raffles Medical Group.
Rowsley has a market cap of S$644.4 million now, after some 305.8 million shares changed hands on Monday, making it the top active counter.
If the deal proceeds as planned, Rowsley also proposes to give shareholders two bonus warrants for every one share they own, with an exercise price of nine Singapore cents.
For each bonus warrant exercised, shareholders will also get one more piggyback warrant that can be exercised at 12 Singapore cents.
In July, Rowsley had announced plans to spend up to S$1.9 billion to buy Mr Lim's healthcare assets and acquire one or more other medical practices. These other acquisitions did not pan out, it said on Monday.
After Mr Lim's asset injection, roughly two-thirds of Rowsley's revenue will come from healthcare, said Thomson Medical executive chairman Roy Quek.
In the 12 months ended Aug 31, Thomson Medical and Mr Lim's share of TMCLS raked in S$199.4 million in revenue, up from S$193.3 million in the same period a year earlier.
These assets generated a net profit of S$32.8 million in the 12 months to Aug 31, up from S$26.7 million in the year before.
A breakdown by company was not provided. Provenance Capital is the independent financial adviser and BDO Advisory is conducting an independent valuation of the target group. Shareholders will receive a circular before an extraordinary general meeting is convened in the first quarter next year.
Mr Lim bought Thomson Medical Centre for around S$513 million in 2010. TMCLS has a market cap of RM1.47 billion (S$485.4 million).
TMCLS owns the 200-bed Tropicana Medical Centre in Klang Valley, Kuala Lumpur, and plans to add 400 more beds at the end of 2020.
It also plans to complete Thomson Iskandar Medical Hub in Rowsley's Vantage Bay Healthcare City in 2021.

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Jupiter2017

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http://www.straitstimes.com/busines...an-rowsley-deliver-as-major-healthcare-player
A version of this article appeared in the print edition of The Straits Times on December 19, 2017, with the headline 'Can Rowsley deliver as major healthcare player?'.
TUE, DEC 19, 2017 MARISSA LEE marilee@sph.com.sg

Can Rowsley deliver as major healthcare player?

Tycoon Peter Lim's move to inject two sizeable healthcare assets into Rowsley can be seen as a bold effort to revive a firm that seemed to be going nowhere.
Mr Lim has been behind many high-profile deals in the past, of course, and not all of them have panned out as promised.
So punters will be hoping the newest transformation plan for Rowsley - this time to turn the real estate group controlled by Mr Lim into a major healthcare player - will be different. The play is an audacious one with Mr Lim injecting 100 per cent stake in private firm Thomson Medical and 70.36 per cent stake in Malaysia-listed TMC Life Sciences into Rowsley.
But how good the deal turns out to be for shareholders will depend on how much growth the company can deliver for the price being paid.
The $1.6 billion price tag is 30 times the adjusted Ebitda (earnings before interest, taxes, depreciation and amortisation) of $53.2 million for the healthcare assets in the 12 months to Aug 31.
Loss-making Rowsley, with interests in a mishmash of businesses including real estate, design consultancy and hotel management, has a long history of chasing acquisitions that do not always live up to expectations.
In 2007, it unveiled plans to acquire a China solar energy firm by issuing $2.7 billion worth of new shares. The firm had not sold a single solar panel at that point and the deal was scrapped five months later.

st_20171219_xnew_3636155c.jpg


In 2013, Rowsley acquired RSP Architects and a 9.23ha plot of land in Iskandar, Johor, for $545 million in all-share deals. Mr Lim owned 70 per cent of the plot known as Vantage Bay, the Johor royal family owned the other 30 per cent.
But the Vantage Bay township project faced constant delays owing partly to real estate oversupply. In 2015, it was re-positioned to be a healthcare hub, with Thomson Medical roped in.
Rowsley said yesterday that the Thomson Iskandar Medical Hub, comprising a 500-bed hospital and 400-suite medical tower, would be completed in 2021.
Last year, Thomson Medical executive chairman Roy Quek announced plans to add 300 beds to the 187-bed Thomson Medical Centre in Thomson Road.
But Rowsley's announcements yesterday made no mention of this. The group has yet to receive the relevant approvals from the Health Ministry to execute, and Mr Quek declined to give a target completion date for the expansion.
By being part of a listed entity, Thomson Medical has the ability to tap the equity market for firepower to compete for more acquisitions with other rivals in Singapore's healthcare space.
But Thomson Medical has also faced challenges in realising its expansive ambitions, and needs a good team to hit the ground running once shareholders approve the acquisition.
 

SpinFire

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Peter Lim wanted to IPO Thomson Medical, but decided to inject it into Rowsley and rename it as Thomson Medical lol. Perhaps saved quite alot of listing fees.
 

lockks

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If the deal proceeds as planned, Rowsley also proposes to give shareholders two bonus warrants for every one share they own, with an exercise price of nine Singapore cents.

For each bonus warrant exercised, shareholders will also get one more piggyback warrant that can be exercised at 12 Singapore cents.


Dun really understand how the warrant works, can anyone help to explain? After issuing new shares, peter Lin has more than 90% of the shares of the company. Does it mean he can buy back at any price to delist?
 

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Any one know when is the shareholders' meeting to approve the proposed acquisition and bonuss warrants?
Thanks in advance!
 

Jupiter2017

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If the deal proceeds as planned, Rowsley also proposes to give shareholders two bonus warrants for every one share they own, with an exercise price of nine Singapore cents.

For each bonus warrant exercised, shareholders will also get one more piggyback warrant that can be exercised at 12 Singapore cents.


Dun really understand how the warrant works, can anyone help to explain? After issuing new shares, peter Lin has more than 90% of the shares of the company. Does it mean he can buy back at any price to delist?


Let me try to explain, however plse do not scold me if anything wrong:

Assume now - own 1 original share (cost $0.128)
(1)In future, exercise the 2 Bonus warrants to buy 2 additional shares at $0.09 each
(2)and also exercise the 2 piggyback warrants to buy another 2 additional shares at $0.12 each
Future – will own 5 shares at average cost of $0.1096 each i.e. ($0.128 + 2X$0.09 + 2X$0.12) / 5

You can probably sell the 2 Bonus warrants in the market at a certain price if you do not want to exercise them – this is uncertain, need to be confirmed.

Or after doing (1), you may decide not to proceed with (2) if you think $0.12 is expensive. However, in this case, you do not own these 2 piggyback warrants and therefore cannot sell them in the market. The 2 piggyback warrants will lapse if you do not use them.

Delist ? - It is more likely that PL will divest some of his 90% when the future share price reach his desired target or he needs to re-deploy funds to other investments. All these may take some time, refer to the articles which I have posted previously.

Note: Not a call to buy or sell. Dyodd (do your own due diligence)
 

archcherub

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Just received the standard chartered letter to 1) accept cash offer 2) or don’t do anything (default action)

I’m inclined not to do anything since no need the cash
Keep the RSP holding to huat?
 

archcherub

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Warrant expiring soon.
For those holding the warrants in SCB, u have to call scb before 16th april
 
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