KUALA LUMPUR – Malaysia Airports Holdings Bhd (MAHB) is closer to privatisation, with the deal now nearly finalised as it reached 86.5% acceptances, said a foreign bank analyst.
He said the 90% threshold was set as the offerors intended to get the company delisted.
“It was the level that made the most sense although the acceptance level can be reduced at any time,” he told Bernama.
Regardless, the reduction remains within the takeover code, he explained.
Gateway Development Alliance (GDA) and its shareholders’ (the consortium) right to lower the acceptance condition is clearly stated in Section 2.2(iii) of the offer document dated December 6, 2024.
GDA is in compliance with the Securities Commission Malaysia’s (SC) Takeovers, Mergers and Compulsory Acquisitions Rules.
This includes the downward revision of the acceptance condition for the MAHB offer threshold for shareholder acceptance to 85%, as announced by the consortium on January 20, 2025 which was conducted in full compliance with Note 7 to Paragraph 6.01 of the Rules on Take-Overs, Mergers, and Compulsory Acquisitions issued by the SC.
This revision requires that the offer remains open for a minimum of 14 days following the announcement, which sets the new closing date to February 4, 2025.
Additionally, it allows shareholders who have already accepted the offer to withdraw their acceptances within eight days of the revision, specifically by January 28, 2025.
“It is just a matter of time before MAHB gets delisted since there are not many shares left available for trading.
“Now that the offer is unconditional and at 86%, MAHB is likely to be removed from MSCI and other indices, triggering the remaining acceptances from index funds,” said an industry expert.
Index funds hold about 4.0% of MAHB, thus the consortium’s ownership would jump from 86% to 90%, meeting the requirement to delist MAHB.
The consortium expects to declare the offer unconditional and remains confident that total acceptances would exceed 90% and that MAHB would be delisted from Bursa Malaysia.
He said the delisting should free up more capital, which could flow into other blue chip companies and play into other thematics such as data centres and energy transition.
The privatisation comes at a crucial time as the under-investment and deteriorating service at MAHB over the years are clear indications that they need a new strategy to transform the group.
“I believe investors are largely in line with this view as demonstrated by the high acceptance level of the deal,” he said, adding that the immediate focus for the airport would be to get the aerotrain up and running as soon as possible.
In addition, the commercial space reset is also a priority to increase non-aero revenue, he said.
“I believe the consortium will have to create a long-term strategy for the airport group in order to set proper investments and returns for the group,” he said.
He noted that such a transformation is expected to improve MAHB’s competitive edge in the regional aviation sector.
Meanwhile, (GDA) and its shareholders (consortium) also refuted any suggestion that the offer for MAHB has been undertaken in anything other than full compliance with the SC’s Rules on Takeovers, Mergers and Compulsory Acquisitions.
In a joint statement released today, the consortium said GDA’s revision of the acceptance condition is lawfully permitted according to the SC Rules.
“In addition, GDA’s right to amend the acceptance condition is clearly stated in Section 2.2(iii) of the Offer Document dated December 6, 2024,” it said. – January 22, 2025
