BI/market26/8/2011
Irvin Avriano A.
Myoh announced IDR529 bio backdoor listing
JAKARTA: Hotels and restaurant software developer listed company PT Myoh Technology Tbk announced their plan to listing a company in the capital market without initial public offering (backdoor listing scheme) for their acquiring target namely PT Sims Jaya Kaltim.
In the prospectus of such corporate action, the scheme will use rights issue action that will disburse 1.26 bio new shares with nominal value IDR200 and execute price IDRR420 with total worth IDR529.51 bio.
The Dedet Yandrinal commandeered company also offered their investors to swap their preemptive rights (hak memesan efek terlebih dahulu/HMETD) into their 1 new shares.
Myoh also already picked Samtan Co Ltd as standby buyer for every rights which haven't executed by their investors, that will makes the passive investors will have their shares ownership portion diluted 85.71%. Samtan also majority shareholder of Sims Jaya Kaltim with ownership 98%.
As much as 97.45% rights issue's fund will used for acquiring 99.99% Sims Jaya Kaltim's shares, 2.31% for working capital modal kerja, and the rest is for corporate action's participants fee.
The emitters also announced Sims acquisition price as much as US$60 million, or equals to IDR516 bio asuming US$1 equals to IDR8,600. Myoh will buy 99.99% Sims's shares which owned by two parties, namely Samtan and the other owners of Sims, namely Samtan USA Inc (formerly Samchully USA Inc) which have a 2% stake in the mining company.
The value which claimed already reach a deal in the stock sales agreement (perjanjian pengikatan jual saham/PPJB) on August 26th is lower than fair value which have been judged by Independent Public Appraisal (Kantor Jasa Penilai Publik) Ruky, Sridhar, & Rekan worth US$68.44 mio or equal to IDR584.33 bio.
Myoh also intend to sell all of their backbone asset, namely software developing for hotels and restaurants industry worth IDR1.5 bio to PT Pyxis Ultimate Solutions. Pyxis has just been formed in June 24th which each of 50% of their ownership controlled by Ganiadi Gunawan and David Jakubus Elifasan. Ganiadi and David also served as director and commissioner respectively in Pyxis without any other member of board.
Ganiadi and David Jakubus also still registered as director president commissioner of Myoh, respectively, which established with name PT Myohdotcom back in 2000. In the same data, its never explain in details where Pyxis headquartered even they showed domicile in Malang, East Java.
The data also not showed any fair value made by appraisal for the asset disbursement sale, which have been a backbone for their company in almost the last 10 years.
Sims, Paser-East Kalimantan Timur-based company, booked US$41.17 mio revenue and comprehensive income US$1.7 mio per May.The company which conducted by Choi Hoon also recorded asset US$25.41 mio, divided into US$26.41 mio liabilities and US$16.69 mio equity at the end of May.
Last year, Sims revenue booked US$75.67 mio and US$3.93 mio of comprehensive income, also US$38.95 mio asset. The asset divided into liabilities US$20.95 mio and US$17.99 mio equity.
Sims is a general mining contractor and mining heavy equipment maintenance. Their activity covers mining excavations, mining product transporting, maintenance of heavy equipment, import and investment, and also marketing for mining products both in local and global market.
The MYOH coded shares transaction already monitorized by the authority and categorized as unusual market activity (UMA) for the unfair movement.
Today, their shares strengthened again IDR3 or 3.19% to IDR97 this afternoon. In the last 4 days, their stocks already hikes 94% from IDR50 level on Monday Agustus 22nd.
Previously, their shares haven't been move significantly since December 13th 2007 since this Tuesday, which showed their Malang-based company's illiquid shares.
Their shares last position formed market cap IDR163.06 bio with price to earnings ratio (PER) 444.54 times.
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