KUALA LUMPUR — Gateway Development Alliance Sdn Bhd (GDA) and its shareholders (the consortium) have received valid offer acceptances of 1.40 billion shares, representing 84.1% of the total number of issued shares in Malaysia Airports Holdings Bhd (MAHB).
The conditional voluntary take-over offer was made through GDA with the joint offerors being Gateway Development Alliance Sdn Bhd, Pantai Panorama Sdn Bhd (PPSB), Kwasa Aktif Sdn Bhd (KASB) and GIP Aurea Pte Ltd (GIP Aurea), the consortium, said in a filing to Bursa Malaysia today.
On the breakdown, total MAHB shares held by the joint offerors and the joint ultimate offerors stood at 1.39 billion, while MAHB shares transferred to the joint offerors but pending receipt of the acceptance document stood at 18.18 million.
In a separate statement today, GDA said the encouraging level of acceptance by the first closing date, despite the intervening holiday period, moves the consortium decisively towards satisfying the 90% acceptance condition, and thus the threshold required to de-list MAHB under the offer.
“This encouraging number of acceptances received to date of 84.1% moves the consortium decisively toward the 90% acceptance threshold required to finalise the privatisation of MAHB,” it added.
The consortium said for shareholders who have yet to submit their acceptances, the consortium is extending the offer period to Jan 17, 2025 from today with the offer price maintained at RM11 per share.
“GDA stands firm on its offer price of RM11.00 per share, deems it highly compelling and attractive as it values MAHB above its historical share price and trading multiples, and represents a 49.5% premium relative to MAHB’s closing share price for the financial year 2023 and is higher than any price MAHB has ever traded at,” it reiterated.
The take-private offer, first announced in May 2024 and formally launched on Nov 15, 2024, is strategically designed to position MAHB for enduring, sustainable growth.
“The consortium reiterates its view that MAHB’s shortcomings in maintaining its core assets and systems, and prolonged history of underperformance both operationally and financially, will only be properly addressed if it is not constrained by a public market listing and is able to take a fresh approach,” it said.
Evidence of this is MAHB’s investments over the last five years where it spent just RM1.3 billion, compared to Changi Airport’s RM18.9 billion, RM8.1 billion by Indonesia’s Angkasapura I and II and RM6.8 billion by Airports of Thailand.
This under-investment by MAHB has resulted in an ageing asset base which has led to high profile operational delays and failures in recent years.
MAHB’s airports are in urgent need of significant remediation spend as well as new capital to fund much-needed expansion.
These challenges have contributed to the underwhelming performance of MAHB shares, which saw only a 12% increase in market capitalisation from 2014 to 2023, starkly lagging behind Asia Pacific peers’ average 217% surge.
Moreover, its dividends have remained at four times lower than the KLCI average, with the RM11.00 per share offer standing at 13 times the cumulative dividends paid over the past decade.
GDA intends to upgrade and modernise MAHB’s operations, enhance passenger service, improve airline connectivity and stimulate traffic growth, it said. The consortium is confident that MAHB’s transformation is best realised as a private entity, facilitating a strategic, long-term approach to decision-making and capital investments. – January 8, 2025
