根据市场对重组计划的股价反应，市场对于这次合并的看法是什么？它是否会创造价值？胜科海事是否应该通过权益发行筹集资本，股东们是否应该认购这次发行的股权？
On June 24, 2021, Keppel Corporation (Keppel) and Sembcorp Marine Limited (Sembmarine) announced that they had signed a non-binding memorandum of understanding to enter into exclusive talks to merge Sembmarine and Keppel Offshore and Marine (Keppel O&M), a division of Keppel. Separately, but on the same day, Sembmarine also announced an intention to raise S$1.5 billion through a three-for-two renounceable rights issue (up to 18.83 billion new shares) at an exercise price of S$0.08 per share, which was a 35.7 per cent discount to the theoretical ex-rights price and a 58.1 per cent discount to the June 23 closing price of S$0.191.
Based on the share price reaction to the announcement of the restructuring, what was the market’s perception of the merger? Would it create value? Should Sembmarine raise capital via a rights issue and should shareholders subscribe to the rights issue?
胜科海事有限公司：重组提议 Sembcorp Marine: Proposal to Restructure (Simplified Chinese version)
Allaudeen Hameed, Ruth S.K. Tan
Product #:W34604
Supplier:Ivey/NUS
Discipline:Finance
Setting:Singapore, 2021
Subjects:
Your Price:$10.54
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Learning Objectives
- 分析权益发行的理由。
- 使用贴现现金流量模型和相对估值对股票进行估值。
- 预测合并对收购方和目标方的影响。
- 分析对大股东淡马锡控股这家国有投资公司的影响。
This comprehensive case can be used in an advanced undergraduate- or graduate-level course on corporate finance or financial management.This case presents an opportunity for students to examine how an offshore and marine company attempts to alter its capital structure in order to survive challenging market conditions, and the reaction of the market to its funding and investment decisions. The assignment questions will require students to do the following:
- Analyze the rationale of the rights issue.
- Value the shares using the discounted cash flow model and relative valuation.
- Predict the impact of the merger on the acquirer and the target.
- Analyze the impact on the major shareholder, Temasek Holdings (Temasek), a state-owned investment firm.