A CONSORTIUM led by two executive directors of Sin Heng Heavy Machinery has made a voluntary unconditional offer to take the mainboard-listed lifting service provider private at S$0.58 in cash per share, it was announced on Friday (Mar 14).
The offer was made by Maybank Securities on behalf of the offeror Tal United, an investment holding company incorporated on Aug 15, 2024.
Tal United is a consortium formed between companies Tal Holdings (TALHPL) and United Hope (UHPL), which are controlling shareholders of Sin Heng. It has a total issued and paid-up capital of S$1,000 comprising 1,000 issued and paid-up ordinary shares.
Tal United’s directors are Tan Ah Lye, executive director and chief executive of Sin Heng and a director of TALHPL; Tan Cheng Kwong, executive director and deputy CEO of Sin Heng and a director of TALHPL; and Teo Yi-dar, the sole shareholder and director of UHPL.
Sin Heng, through its subsidiaries, is in the heavy equipment rental business involving the rental of cranes and aerial lifts; trading of new and used cranes and aerial lifts; and sales and distribution of spare parts for the cranes and aerial lifts.
The company has a total issued and paid-up share capital of about S$43.1 million comprising 114,888,980 shares.
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In a bourse filing on Friday, Tal United said it was making the offer with a view to delist and privatise Sin Heng.
It believes that privatising the Sin Heng will provide the offeror and the company “with greater control and management flexibility to manage the business of the group, respond to changing market conditions and optimise the use of the company’s management and resources”.
Clean cash exit opportunity
The offeror noted that in maintaining its listed status, Sin Heng has incurred “considerable” listing and associated costs, which includes compliance costs and time dedicated to regulatory and reporting obligations.
Should Sin Heng be delisted and privatised, it will be able to “substantially dispense with such burdens” and focus its resources on its businesses, investments and operations instead.
Tal United said the offer presents Sin Heng’s shareholders with a clean cash exit opportunity to realise their investment in the company’s shares at a premium over historical trading prices of the shares, without incurring brokerage costs.
This may otherwise not be possible given the low trading liquidity of Sin Heng’s shares, it added.
According to Tal United, the offer price represents a premium of about 6.4 per cent over Sin Heng’s last transacted price per share of S$0.545 on Mar 13, 2025 – the last trading day before the offer announcement.
The offer price also represents a premium of 5.8 per cent, 4.3 per cent, 7.6 per cent, 11.8 per cent and 19.3 per cent over the volume weighted average price per share for the one-month, three-month, six-month, 12-month and 24-month periods, respectively, up to and including the last trading day.
In addition, the offer price is higher than the closing share price of Sin Heng’s shares in the past five-year period up to and including the last trading day, except for Jan 17, 2025.
Tal United said it intends for Sin Heng to continue its existing business activities. It currently has no plans to introduce any major changes to the company’s existing business; re-deploy the company’s fixed assets; or let go of the group’s existing employees in each case.
The offeror added that the offer price of S$0.58 in cash per share is final. It has no intention to increase the offer price.
At the time of the announcement, Tal United had received irrevocable undertakings from five shareholders amounting to 58.51 per cent of the total shares. The shareholders are TALHP’s Tan Ah Lye and his grandson Yuuki Ikeda, and UHPL’s Teo.
Shares of Sin Heng closed at S$0.545 on Thursday before it called for a trading halt.
