Utico has clarified that 16th August 2019 is a milestone for Hyflux to announce Utico as the preferred bidder or announce another investor’s name with their firm offer not subject to due diligence as asked of Utico.
In a statement, Utico said that this announcement should also include structure, since it impacts Hyflux valuation and risks, as well as for creditors and PNP pay-outs. This is necessary since all Hyflux assets and EPC contracts are leaking value due to delays and hence an “in time” deal is imperative leading to bonafide action protecting Hyflux’s worth for creditors and investors, Utico said.
Utico stated that the Hyflux Board just by announcing six other investors’ letter of intent without a binding offer or other offers with letter of interest was only a delaying ploy with intent to lose Hyflux valuation and assets/ contracts. This Utico stated has no legal binding validity nor meaning for reaching an “in time” agreement necessary for Hyflux.
Utico stated that its board of directors are concerned that Hyflux and its advisors are not facilitating nor informing the public of the factual situation, adding that instead they are asking the court for more time as much as four months (as in the August 2nd hearing) to extend their fees but this when time is eroding value for investors, creditors, PNP and all other stakeholders.
This is, Utico stated, has no bonafide intent or outcome by any standards.
Mr. Richard Menezes, MD of Utico claimed that the Hyflux board and management is delaying to leak assets and there are gaps in disclosures and EPC credibility to remove corporate liability. He said that both Mitsubishi Heavy Industries (MHI) and Hyflux are acting in such a way ignoring Utico proposal to infuse funds by next month. There seems to be a different agenda for Hyflux Board and its advisors which is confusing Utico.
He cited TuasOne as a case in point, where MHI is being offered more money to take over without Utico approval and in the case of Qurrayat plant in Oman, a default situation is being prolonged with Hyflux and the SPV management acting lethargically and illogically.
Utico has offered funding for both TuasOne and Qurrayat to retain and keep overall Hyflux value.
In this context, the preferred bidder announcement on SGX by 16th August 2019, 5 PM, is a key date with clear dates, where Utico has set 26th August for signature. Moreover, any such announcement must be substantially approved by creditors and PP prior to announcement.
Utico said that if there is another investor clearly named, with structure and value by the 16th of August, Utico could change its offer for whatever value is left changing or falling accordingly.
Utico said it will not keep a deposit as SIM, where it felt that it was delayed action that led to asset losses, creating a default leading to advisors taking action to grab the deposit later without concern for creditors or PNP. Instead Utico has agreed to a break fee both ways or an entry fee if Hyflux wants to get a new bidder till 26th August 2019. There are no SGX rules that require a deposit but an agreement could suffice, it stated.
Utico stated that it is the only party standing to achieve a deal with all stakeholders and Hyflux Board that per law have fiduciary and legal responsibility to take the best decision and measures for the long term success of the company and remove it from its current situation without losing further valuation loss.
Utico said the current situation needs Hyflux board to act without delay. It hopes the 16th August and 26th August, the latter its long stop date for signing the agreement will be met by Hyflux rather than delaying a deal.