Saturday, September 22, 2012

Charoen bids for Fraser and Neave F&N

So Mr Charoen finally shows his hands. For weeks now he has held his cards close to his chest and the final outcome was a bid for F&N at $8.88, pulling in Heineken to not make a counter offer for F&N.

The question now will be, will there be any other surprise bidder for F&N minus APB?

To me it seems like, Heineken has gotten what it wanted and is happy with it. Mr Charoen seems to be getting the game to go his way. But I wonder how will the board of Directors at F&N feel. They must feel like a silly bunch going round and round and not knowing what is happening. If Mr Charoen does get his hands on F&N, it will be a very good deal. If you strip out the crown jewel APB, the rest of the assets are at a discount of roughly 30%. To me, Kirin would seem a natural buyer if they can expand their balance sheet.

Right now, Mr Charoen through his affiliated entities are holding slightly more than 30% of F&N's shares. The only other shareholder with a large enough stake is Kirin with 14.7%.  Mr Charoen has made his mandatory takeover offer just conditional upon 50% of acceptance including the stake they already have. So this translates to roughly just another 20% acceptance. Not much risk there.

At this stage given the time constrain, it would be highly likely that Mr Charoen gets what he wants. Now the one yet to show their hand are Kirin.

Finally, another point worth mentioning is that if APB is sold to Heineken, Mr Charoen would be definitely pushing for the cash to remain in F&N instead of a distribution back to shareholders. This would give him more cash to play with as he eyes potential takeovers and expansion plans.




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