A buy out, sell out or a merger?

In very simplistic terms that a layman can understand, a buy out is done when one company pays another company, normally with a premium, and take over the other company, lock stock and barrel. In a sell out it is just the reverse. In the SGX/ASX case, SGX pays ASX shareholders a sum plus X premium dollars, and it ended up in a merger. So it is not a buy out and SGX does not take over ASX, or does it? In the case of a merger, normally both parties will make a valuation of the shares and use that as a basis to determine the number of shares each owns in the merged company. You don’t normally over value one against the other or pay a huge premium. Premium only applies to a buy out. The monetary consideration goes as follows. SGX values the ASX shares at A$48 a share, inclusive of a 37% premium. This will be paid in SGX shares at around 3.5 SGX shares for each ASX shares and another $22 in cash. That is what an ASX shareholders will end up with. After paying these shares and money, does SGX owns the new company and all of ASX? No? It is reported that the market cap of SGX is $7.86b while ASX is worth $6b. This deal is touted as a merger. An ASX shareholder will now own 3.5 SGX shares and still getting a cash of $22 or a total equivalent of 45% of the $8.2b payout. (Today it is reported as $11b based on the same A$8.4b) If this is so, this amount is enough to buy over half of the existing SGX shares in the SGX, which only has a market cap of $7.86b with some to spare. And the Australian share holders could own half of all the shares in SGX plus all the SGX shares in ASX. Am I wrong? What does SGX owns eventually after the payout, and what is the benefit to a SGX shareholder? If it is only a merger, then there is no need to pay a hefty 37% premium. If it is a buy out, I can agree to a premium though how big is the premium depends on many factors. So, is it a buyout or a merger?

Red Dot buying over Australia

This is perhaps the biggest taking over in history. A tiny Red Dot buying over Australia...well almost. SGX is buying over the Australian Stock Exchange and paying cash! All $8.2b to take over the Australian Exchange. What is $8.2b? This is chicken feed knowing the war chest in our hands. This is only the beginning. Next destination, New York Stock Exchange. Let's buy over all the major Exchanges around the world. I will consider this a major strategic move, like the buying over of some of the biggest banks a couple of years ago. Just make sure this time round the exchanges are not rotten apples like the banks, that were infallible but fell like coconuts. If the homework is done properly, and no cans of worms, this is a giant step forward for a little Red Dot. And it is good to think big. I have always been advocating the buying over of the whole of Australia, starting with North Western Australia, the nearest state to home. We are making a difference, eh. Matilah, you can't run away from little Red Dot. We will call Australia the Red Continent! And you can call yourself Singaporean once more. : )

Myth 225 - The myth of superiority

A Singapore ship was hijacked by pirates off the African coast! The pirates of the Somalian/Kenyan coasts are proving to be invincible. There is an armada of international naval ships patrolling the area, all armed and equipped with the best that money can buy. And the naval personnel are from the best military and technologically advanced countries today. They are also assisted by satellites, brilliant intelligence officers, radars, and manning round the clock to do just one thing, prevent piracy. And they failed miserably. Who are these super human pirates and what kind of stealth technology are they developing that can sneak through the most highly guarded military zone to continue with their piracy at will, anytime, any place at their own calling? The advanced military countries are literally held at ransom by these not so sophisticated pirates and could do nothing about it! What a shame, what a myth!

Political asylum for Assange

Julian Assange is now no better than a political dissident in the US and the Western world. His life and freedom are at stake. They may put a bullet through his head to end his works of exposing hypocrisies, crimes against humanity and deceit at the highest level of public office in America. China should offer political asylum to Assange and his team of dissidents, provide them with a safe sanctuary to pursue freedom of the expression, freedom of the press, human rights, and prevention of genocide through unilateral declaration of war and using myths or distorted truths as excuses. China, why are you waiting, when the US is harbouring all the anti China dissidents and promoting anti China verbiage through supporting their activities? Your turn to do the same, to protect the champions of human rights and press freedom and coercion from the evil Empire.

Celebrating Julian Assange

I reserve the column Celebrating Singaporeans for notable Singaporeans who have done something really worthwhile to be recognised. This is my little equivalent of an Award, The Redbean Award in recognition of contribution to human beans in little Red Dot. No, Julian Assange is not a Singaporean. But he and his friends have done something that is much more than another other human beans have done, and its impact can be felt across the world, transcending national boundaries, racial and religious barriers. Julian and his friends have taken on the world's most powerful evil empire disguising as the Empire of Goodness. The evil Empire has been lying by the skin of its teeth, claiming to be fighting for freedom, freedom of expression, human rights, the rights to fair trial, to be treated humanely and with dignity even as prisoners of war, and the right to live and choose one's own way of life. Yesterday, Julian Assange and his friends have released nearly 400,000 war logs of American deceptions and atrocities in Iraq. It is revealing a truth that only exceptionally motivated human beans would dare to do, taking own the mammoth machiney of the Empire. They are risking everything, their lives and freedom, to tell the truth, for a better world. They stood by the American Constitutions of Freedom and Free Press. They quoted this in their website. '3.3 Should the press really be free? In its landmark ruling on the Pentagon Papers, the US Supreme Court ruled that "only a free and unrestrained press can effectively expose deception in government." We agree. The ruling stated that "paramount among the responsibilities of a free press is the duty to prevent any part of the government from deceiving the people and sending them off to distant lands to die of foreign fevers and foreign shot and shell." ' In every chapter of human civilisation, when evil has taken over control of the human race, some exceptional men and women will appear to change the rule of the game and bring light to a world of darkness. Though Julian Assange and his men and women would not be deemed worthy of the Nobel Peace Prize Committee, only war mongers like Obama and maybe George Bush Junior were found more worthy, they deserve to be celebrated by the freedom loving people of the world.