Ann: Sale of New Hope Shares & Entry into Long Equity Derivative, page-19

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sab8

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06/07/21

16:23

Post #: 54320807
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Originally posted by sab8: ↑

Hi Guru

I've read the offer documents cover to cover (between Wimbledon matches ....) and YES, the NHC issue is very different to others (including the similar issue by WHSP) for dividends.

Other similar issues of CVN's in Singapore have been done recently by WHSP, Webjet, Afterpay, Flight Centre, etc

The WHSP doco has a "normal dividend" provision so that no adjustment to the Conversion Price occurs if divs remain within normal levels. Where they are higher than normal levels, then the Conversion Price adjusts accordingly. My guess is that this provision was included to prevent WHSP stripping excess dividends away and making conversion less attractive to Noteholders.

For the NHC document, there is no such provision of normal/abnormal dividends and ALL dividends are to be included in the Conversion Adjustment. I guess this is not too bad if the starting Conversion Price ($2.10) is high enough to accommodate the expected dividends .

Conclusion : My conclusion is two possibilities :
1) With my white hat on - The directors believe that dividends of 11 cents per year till 2026 are anticipated. Divs higher than this would make conversion very dilutive for WHSP (and other shareholders also).
2) With my black hat on - This is a fundraising designed to give preferential treatment to the Noteholders (perhaps friends) so they end up with 2.75% interest each year plus shares in NHC at (say) $1 in 2026. All this is portrayed as "normal" and traded on the Singapore Stock Exchange. But I dare anyone to show me where they are traded. I want to buy some (at the $200,000 offer price). Cannot find any trace except that they are traded on an OTC basis (ie behind closed doors).

I still believe that a simple corporate bond and a capital raising / placement could raise $200m in much more transparent way and in keeping with the NHC logo of ,,,,,,, :RESPECT INTEGRITY WELLBEING RESILIENCE RESPONSIBILITY COLLABORATION.

There is much more to this than meets the eye.

Now to exhale ......

Expand

For those wanting to double-check me :
WHSP "normal divs" - 62cps pa - Page 86 & 87 of their Offer Document
NHC - Page 90 of their Offer Document

NHC Price at posting: $1.93 Sentiment: None Disclosure: Held
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Last $4.89		Change -0.090(1.81%)		Mkt cap ! $4.133B

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