The situation as usual in KLIA 1.— MUHAMAD SHAHRIL ROSLI/The Star
KUALA LUMPUR: Gateway Development Alliance Sdn Bhd and its shareholders (the Consortium) have proposed a conditional voluntary take-over offer for all shares in Malaysia Airports Holdings Bhd
(MAHB) not already owned by the Consortium, at RM11 per share.
This follows the satisfaction of the pre-conditions related to approvals from the relevant authorities in Türkiye, Saudi Arabia, Egypt, and Malaysia, as outlined in the pre-conditional offer announcement dated 15 May 2024.
As at Nov 15, the Consortium and its parent companies collectively own 41.1% of MAHB’s issued share capital.
The offer price of RM11.00 implies an equity value of RM18.4bil for MAHB, translating into a price-to-earnings ratio of 37.7x based on MAHB’s audited consolidated earnings per share for the financial year ended Dec 31, 2023.
The offer price represents a 49.5% premium year-to-date (YTD), based on the closing price of RM7.36 per share on 29 December 2023. This compares to the 10.0% YTD performance of the FBM KLCI up to and including Nov 14, the last trading day before the notice of the conditional voluntary take-over offer.
At midday, MAHB rose six sen, or 0.58% to RM10.34 with 328,800 shares traded.
The Consortium is led by two Malaysian entities - UEM Group Bhd, a wholly-owned subsidiary of Khazanah Nasional Bhd, and the Employees Provident Fund Board (EPF).
Its shareholders also include a wholly-owned subsidiary of the Abu Dhabi Investment Authority (ADIA) and funds managed by Global Infrastructure Partners (GIP), a leading global infrastructure investor with extensive experience in airport ownership and management.
Upon full acceptance of the offer, UEM Group’s ownership in MAHB will rise from 32.99% to 40%, while EPF’s ownership will increase from 7.86% to 30%.
This will result in Malaysian investors collectively owning 70% of MAHB, with the remaining 30% held by ADIA and GIP.
The Government of Malaysia will retain special share rights in MAHB, and the chairman, CEO, or managing director of MAHB will remain a Malaysian citizen.
Additionally, the 39 Malaysian airports managed by MAHB will remain owned by the Government, as outlined in the operating agreements governing MAHB. These airports will continue to be regulated and overseen by various government agencies, including the Civil Aviation Authority of Malaysia, the Immigration Department of Malaysia, the Royal Malaysian Customs Department, and the Royal Malaysian Police.
“The Consortium intends to position MAHB for long-term sustainable growth. Focusing on the maintenance and upgrade of airport infrastructure, enhancing passenger service levels and improving airline connectivity will support traffic growth. This in turn will provide lasting economic benefits for MAHB and its stakeholders, and also for key economic sectors in Malaysia and Türkiye.
“The Consortium believes that these objectives will be best achieved by MAHB as a private entity, taking a long-term approach to decision-making and capital investment, and benefitting from international technical expertise,” it said in a joint statement.
The Consortium reiterated that there are no plans for layoffs, and existing employment rights will remain protected as a result of the offer.
The offer is conditional upon the Consortium receiving valid acceptances, such that, combined with the shares it already holds, it will own at least 90% of MAHB’s issued share capital by the closing of the offer.
