In a bourse filing today, MAHB said the consortium, Gateway Development Alliance, is offering RM11 per share to acquire all the remaining 1.12 billion shares not already held by them, in a deal worth over RM12 billion.
In a separate statement, the two government-linked investment companies said they are partnering with New York-based Global Infrastructure Partners (GIP), and Abu Dhabi Investment Authority (ADIA) in making the joint offer.
The offer price at RM11 per share implies an equity value of RM18.4 billion.
It also represents a 15.2% premium to the prevailing three-month volume-weighted average price of RM9.55 per share, and also implies a 49.5% year-to-date increase based on the closing price of RM7.36 per share on Dec 29, 2023.
As at May 14, the consortium and its parent companies in aggregate owned 41.1% of MAHB’s issued share capital.
Upon full completion of the pre-conditional voluntary offer, Khazanah will be increasing its ownership in MAHB from 33.2% to 40%, and EPF from 7.9% to 30%.
Collectively, the Malaysian investors would own 70% of MAHB while ADIA and GIP will hold the remaining 30%.
The making of a formal offer for MAHB is subject to certain pre-conditions and will be subject to the consortium owning at least 90% of MAHB’s issued share capital.
“If such conditions are met, it is expected that MAHB’s shares would de-list from Bursa Malaysia upon completion of the offer, which is estimated to occur in the fourth quarter of this year,” the consortium said.
The Malaysian government will retain special share rights in MAHB and its chairman and CEO will continue to be Malaysian citizens, it added.
It said there are no plans for lay-offs and that existing employment rights will be fully safeguarded.
The consortium aims 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, which will support passenger and freight growth.
“This in turn will provide lasting economic benefits, not only for MAHB and its stakeholders, but also for the industrial and tourism sectors in Malaysia and Turkey.
“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 added.
Khazanah managing director Amirul Feisal Wan Zahir said the combined efforts of MAHB’s employees and the consortium’s collective expertise would catalyse MAHB as a leading international airport operator and stimulate economic growth through its airport network.
EPF CEO Ahmad Zulqarnain Onn said the offer is an investment opportunity that aligns with EPF’s investment objectives and commitment to bolster domestic investments.
“We expect this investment to bring positive benefits to EPF’s members and the public, thereby contributing significantly to Malaysia’s sustainable growth agenda.”
MAHB manages 39 airports throughout Malaysia, including five international airports, 17 domestic airports, and 17 STOLports (Short Take-Off and Landing). It also owns and manages the Istanbul Sabiha Gokcen International Airport in Turkey.
MAHB’s shares closed at RM10.40 yesterday, valuing the group at RM17.35 billion. Trading of its shares were suspended today ahead of the announcement.