关于Oceanus的一篇文章请教

Oceanus—first non Taiwanese-owned
company to receive approval for TDR listing Most critical step in TDR application cleared—approval received from the
Financial Supervisory Commission of Taiwan, Executive Yuan
Singapore and Hong Kong, 4 December 2009 – SGX-listed Oceanus Group Limited
(“Oceanus”), an integrated value chain player in the abalone industry and world’s largest landbased
abalone producer, received approval from all relevant authorities for admission to trading on
the Taiwan Stock Exchange (“TSE”) of Taiwan Depository Receipts (“TDR”).
Since the Group announced its intention to list TDR on 27 October 2009, it has submitted
applications to and has obtained approvals from all relevant authorities such as TSE, Taiwan
Central Bank (TCB), and more recently and critically, the Financial Supervisory Commission,
Executive Yuan, and The Securities and Futures Bureau of Taiwan.
Oceanus is the first non Taiwanese-owned company to obtain approval from all the Taiwanese
relevant authorities for the offering and listing of TDR on TSE. In a press release dated 6
November 2009 by TSE to the Taiwan media, Oceanus was described as one of the largest
domestic demand-themed stock in China. The press release also recognized the encouraging
level of investors’ interest on Oceanus as a fully-integrated value chain player in the abalone
industry, covering production, processing and distribution, amongst all food & beverage stocks in
China.
Dr Ng Cher Yew, Executive Chairman, commented, “Our TDR listing on the Taiwan Stock
Exchange is a major milestone in the development and growth of the Oceanus Group. We feel
honoured to be the first non Taiwanese-owned company to obtain approval to list TDR; it is
another landmark for the Group.”
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In a recent report dated 20 November 2009 on Cross-strait Investment Strategy by KGI Greater
China Research Team, one of the largest Taiwanese brokerages has identified companies with a
dominant presence in China’s food and beverage sector as the preferred choice for investment.
With Oceanus’ dominating position as the world’s largest land-based abalone producer and an
integrated value chain player in the abalone industry, it will draw the attention and interest of
investors for such companies in Taiwan.
Confirming the attractiveness of Oceanus, Mr CY Huang, Vice Chairman of Polaris Financial
Group, the appointed company by Oceanus to provide advice on the TDR issue and the lead
underwriter in the issue, said, “We receive overwhelming responses from institutional and
sophisticated investors in our pre-marketing campaign on Oceanus. These investors regard
Oceanus as a premium PRC consumer concept stock and favour its high profit margin and its
involvement in the whole length of the abalone supply chain, which is very rare for a company.”
Mr Huang added, “This first TDR listing of a non Taiwanese-owned company will unleash a new
wave for overseas non Taiwanese-owned listed companies to consider listing TDR in the Taiwan
Stock Exchange. With the Economic Cooperation Framework Agreement (ECFA) between the
PRC and Taiwan likely to be inked in 2Q2010, we expect the floodgate to open for PRC
companies to tap on the Taiwan Stock Exchange for funding needs.”
The Group will offer and list TDR of 200 million shares of the Group on the TSE. The TDR shares
shall comprise 100 million new shares and 100 million vendor shares.
This TDR issue presents an attractive option for existing Oceanus warrants holders to convert their
warrants into TDR shares, and consequent to the conversion, for the Group to lessen its burden
on interest payment on the loan from the warrants holders. Among the warrant holders, Ocean
Wonder International Limited and some of the strategic investors have exercised their rights on 5
November 2009 to convert 90 million warrants for 90 million shares. This conversion of warrants
was in anticipation of their participation in the Group’s offer and listing of TDR.
These warrants were converted at an exercise price of S$0.15 in accordance with the terms of the
warrants. Consequent to the conversion, S$13.5 million of the loans were extinguished, which will
result in the Group saving S$3.65 million in interests otherwise payable on (over the tenure of) the
loans.
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The remaining 10 million TDR vendor shares come from Dr Ng, as a mark of faith and personal
commitment in the TDR issue. Mr Huang of Polaris explained, “Traditionally, the founders of
companies listing TDR provide the vendor shares as a mark of confidence to their TDR issues. As
much as the Oceanus warrant holders could provide the vendor shares for Oceanus TDR issue,
we recommend that Dr Ng, as the founder and major shareholder, offer his shares as vendor
shares to demonstrate his belief in the TDR issue.”
The Group believes that the TDR issue will bring the following benefits:
i) The listing of TDR will allow a percentage of Oceanus shares to move to the Taiwan
stock market and prevent potential share overhang, if any, in the Singapore stock market.
ii) The TDR issue is an attractive alternative for Taiwanese investors to invest in the
shares, resulting in a broader and more diversified shareholder base for the Group. It also
allows Taiwanese investors to understand Oceanus better to the extent that the more
sophisticated investors will buy Oceanus shares from the Singapore stock market, thereby
creating a “reverse arbitrage” scenario.
iii) The TDR listing will increase the public awareness of the Group in Taiwan and promote
a good corporate image which facilitates the Group’s business expansion into Taiwan. The
TDR listing will also enhance the Group’s competitiveness internationally which will benefit
the Group’s overall business development.
iv) The exercise of the warrants into shares and then to TDRs by existing warrant holders
will extinguish part of the loan from the warrant holders, thus lessening the burden on the
Group by saving on the interest payable on the loan.
v) Companies operating in China in certain strategic industries have a better valuation in
Taiwan relative to other regional stock markets. The TDR Issue will allow the Group to take
advantage of this situation to raise capital for the Group at a very attractive rate as and
when necessary.
Commenting on Oceanus’ expansion of its business into Taiwan, Dr Ng said, “We have been
actively looking for suitable locations in Taipei to open our Ah Yat Tian Xia outlets and are
currently assessing a few sites. We should finalize the location of our first outlet in Taipei soon.”