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Banyan Tree partnership plans 2.28B baht buyout of subsidiary

Banyan Tree Holdings Ltd., in a team with its Banyan Tree Resorts & Spas (Thailand) Co. Ltd. unit, is offering to pay approximately 2.28 billion Thai baht for the acquisition of all the shares that the partnership does not already own in another subsidiary, Laguna Resorts & Hotels Public Co. Ltd.

The 40-baht-per-share bid, according to a filing, is intended for 57,084,525 Laguna Resorts shares, or a roughly 34.25% stake in the target. The offer price is higher compared to the 29.75 baht value of each Laguna Resorts share when the market closed Feb. 23.

As of Feb. 26, the offerors collectively hold a 54.22% stake in Laguna Resorts. The company clarified that the remaining 11.53% stake held by two members of the Banyan Tree group, Maybank Kim Eng Securities Pte. Ltd. and Thai Trust Funds Management Co. Ltd., were also included in the tender offer as these are not directly held by the offerors. Maybank Kim Eng and Thai Trust Funds hold an aggregate 19,228,027 shares in the target.

Banyan Tree and Banyan Tree Resorts will finance the planned takeover using a loan underwritten by the Siam Commercial Bank Pcl. The duo said there are no plans to delist Laguna Resorts from the Singapore stock exchange, where the diversified company has been listed since 1993.

The completion of the process is subject to the approval of the target's shareholders. A letter to herald the submission of the bid was already sent to Laguna Resorts.

As of Feb. 23, US$1 was equivalent to 31.43 Thai baht.