GHL to buy Australia’s EPY, make private placement

GHL Systems Bhd has proposed to make a takeover offer to acquire all of the shares in e-pay Asia Limited (EPY), a company listed on the Australian Stock Exchange.

Under the terms of the offer, EPY shareholders can opt for either cash consideration or exchange their shares in EPY for shares in GHL.

EPY shareholders that elect to receive cash will receive AUD0.40 per EPY Share.

Alternatively, EPY shareholders that elect to receive GHL shares will receive 2.75 GHL shares for every EPY share held by them based on a valuation of RM0.44 per GHL share.

“The deal effectively values EPY at RM69 million. The proposed offer price represents a 6.67% premium to EPY’s closing share price of AUD0.375 on 3rd October 2013, the day prior to this announcement,” said GHL in a press statement.

Both GHL and EPY have core businesses that centre around the provision of payment services. While GHL is mostly focused on providing such services to banks and merchants, EPY is focused on providing such services to telcos and merchants.

Description GHL SYSTEMS BERHAD (“GHL” OR “COMPANY”)

(I) PROPOSED ACQUISITION;
(II) PROPOSED EXEMPTION; AND
(III) PROPOSED SHARE ISSUANCE

(COLLECTIVELY REFERRED TO AS “PROPOSALS”)
This Announcement is dated 30 October 2013.
We refer to the announcement dated 4 October 2013 in relation to the Proposals (“Earlier Announcement”).

Unless otherwise stated, the definitions used throughout this announcement shall have the same meanings as defined in the Earlier Announcement.

On behalf of the Board, AmInvestment Bank Berhad wishes to announce that Cycas and GHL had, on 30 October 2013, entered into a supplemental SSA to vary one of the conditions precedent of the SSA where the minimum level of acceptance for the Offer pursuant to the Proposed Acquisition has been revised from 65% to 61.6% of the issued share capital of EPY.

Save for the aforesaid variation, all other terms and conditions of the SSA remain unchanged.

GHL Systems surges to all-time high of 85 sen

Shares of shared services and solutions provider GHL Systems Bhd surged in active trade to 85 sen on Monday, which was an all-time high.

At 3.29pm, it was up 11.5 sen to 85 sen. There were 27.69 million shares done.

The FBM KLCI fell 1.98 points to 1,808.43. Turnover was 1.25 billion shares valued at RM937mil. There were 366 gainers, 351 losers and 317 counters unchanged.l

The run-up in the share price was also underpinned by strong retail interest in small cap IT-related stocks.

GHL also proposed to place out new shares equivalent to 20% of its enlarged share base to private equity (PE) fund Cycas, a unit of Creador II LLC, at 42 sen a share.

StarBiz reported that since executive vice-chairman Simon Loh emerged as the single largest shareholder of GHL in 2010, the company saw some changes in its top rung and its bottomline began to improve, until it returned to the black for the financial year ended Dec 31, 2012.

GHL was in focus also after it proposed to buy Australian-listed electronic payment service provider e-pay Asia Ltd (EPY), a company controlled by Loh. EPY shareholders can opt for RM1.21 cash per share or 2.75 shares in GHL under the takeover.

(I) PROPOSED ACQUISITION;
(II) PROPOSED EXEMPTION; AND
(III) PROPOSED SHARE ISSUANCE

(COLLECTIVELY REFERRED TO AS “PROPOSALS”)

http://www.bursamalaysia.com/market/listed...cements/1454869

MULTIPLE PROPOSALS
(I) PROPOSED ACQUISITION;
(II) PROPOSED EXEMPTION; AND
(III) PROPOSED SHARE ISSUANCE

(COLLECTIVELY REFERRED TO AS “PROPOSALS”)

http://www.bursamalaysia.com/market/listed...cements/1463129

Quarterly rpt on consolidated results for the financial period ended 30/9/2013
http://www.bursamalaysia.com/market/listed...cements/1464421

(I) PROPOSED ACQUISITION;
(II) PROPOSED EXEMPTION; AND
(III) PROPOSED SHARE ISSUANCE

(COLLECTIVELY REFERRED TO AS “PROPOSALS”)
http://www.bursamalaysia.com/market/listed...cements/1467633

Going to sell some this week.. one of my longest counters in my trading history... 28c --> 120c in 5 yrs.

Heading towards rm1.50

I think enough le ba.. hold too many counters already.

holding this stock for more than 10 years...