KUALA LUMPUR: IJM Corporation Bhd’s independent adviser has concluded that the takeover offer by Sunway Bhd at RM3.15 per share is not fair and not reasonable and recommended that shareholders reject the offer.
In a filing with Bursa Malaysia on Friday, IJM said the appointed adviser, M&A Securities Sdn Bhd, noted that the offer price represents a discount of between RM2.69 and RM3.33, approximately 46.1 per cent and 51.4 per cent to the estimated value of IJM shares of between RM5.84 and RM6.48.
“The board has concurred with the conclusion and recommendation of M&A Securities that the offer is not fair and not reasonable. Accordingly, the board unanimously recommends that the holders reject the offer,” the company said.
The offer will remain open for acceptance until 5 pm, April 6, 2026.
On January 12, Sunway proposed a conditional voluntary takeover offer to acquire the entire 3.51 billion IJM shares at an offer price of RM3.15 per share.
Meanwhile, in a separate statement, IJM said its board has commissioned RothschildCo Malaysia Sdn Bhd (Rothschild & Co) as the financial adviser to the board for a valuation exercise as part of its internal evaluation.
Rothschild & Co assessed IJM’s indicative equity value at RM16.81 billion to RM19.72 billion, equivalent to RM4.80 to RM5.63 per share, it said.
IJM noted that the independent advice circular (IAC), on the other hand, assessed the fair value of IJM shares in the range of RM5.84 to RM6.48 each.
It said that based on the offer structure and after adjusting for the special distribution of Sunway Healthcare shares to Sunway shareholders in connection with its initial public offering, the implied consideration to IJM shareholders is RM3.08 per share which represented a 47.6 per cent to 52.7 per cent discount to the valuation range determined by the independent adviser.
“While the IJM board’s recommendation is guided by the opinion of the independent adviser, it also notes that the independent valuation by Rothschild & Co, which serves as a secondary reference, indicates a value materially above the offer price of RM3.15 per share,” IJM said.
It added that the IAC highlighted that the valuation disparity must also be viewed in the context of its current investment cycle.
“The group is currently at a turning point, with several of its key assets transitioning from development into operational phases. These include, including the West Coast Expressway, scheduled for completion this year; the New Pantai Expressway extension targeted for completion in 2029; and prime UK developments such as 88 Royal Mint Street and 25 Finsbury Circus (which are) still being constructed,” IJM said.
IJM Group Chief Executive Officer and Managing Director, Datuk Lee Chun Fai, said many of IJM’s key assets were now moving from an investment phase into their operational phase and as these projects come onstream, their earnings contribution would become increasingly visible.
“Accepting the offer at this stage would mean exiting before the value of these assets is fully realised. Our focus remains on executing our strategy and delivering the value of the portfolio we are building,” he added.
The group is currently executing more than RM3.5 billion in data centre-related projects, including a RM2.1 billion project in Elmina Business Park and a RM1.4 billion fast-track facility in Johor.
Lee said the group intends to pursue a more active pure-play monetisation strategy to unlock value from these investments and help bridge the valuation gap highlighted in the IAC.
“With our long track record in advancing national infrastructure and economic development, retaining ownership of these assets allows shareholders to participate in the value they are expected to generate as they move into full operation,” he added. – BERNAMA
