Bjcorp ... Oct12

Tan Sri Vincent Tan is quietly building a presence in duty free chain operator Atlan, a move that could lead to a change of control in the company and possible a GO situation.

Tan’s BJCorp, which is already has a 9.3% stake in Atlan, is set to riase its holding to just over 25% with its plan to acquire a strategic stake in the company held by Cipta Sdn Bhd.

On paper, Berjaya’s enlarged shareholding in Atlan does not pose a direct threat to the duty free operator’s dominant shareholder, businessmen Datuk Sei Adam, who holds a 50.17% stake through his privately held vehicle Distinct Continent Sdn Bhd.

Atlan’s tight shareholder structure has run up against Bursa Malaysia’s listing rules, which stipulate that all public listed companies must have a minimum free float of 25%. The company’s free float stands at 16.32% which means that parties linked to the controlling shareholder must undertake a divestment exercise to ensure that enough shares are held by the general public.

It is not BJCorp’s problem and there is no reason for its to reduce its interest. The majority stake held by Adam and Distinct Continent will be diluted if Atlan were to meet the free float requirement.

BJCorp could exacerbate the free float challenge faced by Atlan by raising its stake.

Towards this end, BJCorp does no discount the possibility of raising its stake in Atlan and is prepared to undertake a MGO if it is obliged to.

BJCOrp would consider increasing its stake in Atlan if the opportunity arises in the future. In the event the acquisition of Atlan’s shares results in an obligation to undertake a general offer, BJCorp will comply.

Atlan’s management is exploring how the deal with the free float issue, and is looking at all available options. The company

The company would consider undertaking a placement if it is deemed necessary or at an appropriate time.

BJCorp has a direct interest of 8.12% stake and indirect stake of 16.9%, bringing its deemed interest in Atlan to 25.07%.

BJCorp is also seeking a board seat in Atlan after the completion of the transaction.

Atlan, which operates duty free complexes at all the entry and exit points of Malaysia, is a tightly held counter. Apart from Cipta Nirvana, the other notable shareholders are Seymour Pacific Ltd – a vehicle controlled by Datuk Choo Yeow Ming – with an 8.8% stake, and Datuk Ong Kar Beau with 7.09% stake.

The block that Cipta Nirvana has to deliver to BJcorp will have to come from the two shareholders or Adam Sani himself. There is nobody else with a sizeable block in Atlan.

Cash flow from Atlan is strong, which in turn has helped Atlan declare steady dividends despite its volatile earnings.

Atlan is also involved in property and in the manufacture of automotive parts. It has a building – Menara Atlan – in the KL, which is ripe for redevelopment.