A Brief Look at Hing Yiap Group Bhd. & the take-over offer by Everest Hectare

Hing Yiap Group Berhad

Business Description:
Hing Yiap Group Berhad (Hing Yiap) is a Malaysia-based company engaged in property and investment holding, textile knitting and the manufacture of garments. The Company operates in three segments:

1. manufacturing, which includes textile knitting and the manufacture of garments; 
2. trading, which includes wholesaling, retailing and distribution of ready-made sports and casual wear, women intimate apparel and related accessories, and 
3. food and beverage, which includes the rights to operate gourmet chocolate cafe and retail outlets known as Theobroma Chocolate Lounge. 

It has nine subsidiaries, including Antioni Sdn. Bhd., which is engaged in retailing and distribution of the Antioni brand of ready-made sports and casual wear and related accessories; Hing Yiap Trading Sdn. Bhd., which is engaged in wholesaling of ready-made garments and fabrics, and Bumcity Sdn. Bhd., which is engaged as operator of specialty stores known as Bumcity, among others.

Current Price (7/1/2011): 1.74
2010 Sales 134,827,402
Employees: 1,675
Market Cap: 72,709,380
Shares Outstanding: 41,787,000
Closely Held Shares: 39,240,280

Recent Financial Results

Announcement Date		Financial Yr. End		Qtr	Period End		Revenue RM '000		Profit/Lost RM'000		EPS		Amended
24-Nov-10		30-Jun-11		1	30-Sep-10		45,507		8,541		20.44		Amended
26-Aug-10		30-Jun-10		4	30-Jun-10		25,140		574		1.37		-
27-May-10		30-Jun-10		3	31-Mar-10		34,126		2,486		5.95		-
27-Aug-09		30-Jun-09		4	30-Jun-09		23,790		199		0.48		-

Year    DPS    EPS
2005    1.1      -4.1
2006    2.2       3.4
2007    3.7     10.8
2008    7.5     18.8
2009    8.1     22.4
1Q10   0.0     20.44   NAV 2.3500
2010    7.5E   29.3P  (SPG)

Historical 
5 Yr
PE range 4.8 - 8.4
DY range 10.3% - 5.5%

Estimated EPS for 2010 (SPG)  = 29.3 sen
At price of 1.74, its forward PE = 1.74 / 0.293 = 5.9 x

Un-audited financial results for the financial period ended 30 September 2010.  


Balance Sheet on 30.9.2010

Non-Current Assets 32.708 m
PPE 21.070m
Intangible assets 7.393m
Deferred tax assets 2.177m
Held-to-maturity investment 1.004m
Available-for-sale investment 1.064m

Current Assets 112.136m

Inventories 69.544m

Receivables 34.258m

Cash & bank balances 8.334m

Total Asset 144.844m

Shareholders' Equity  98.075m
Share capital 41.787m
Reserves 56.288m

Non-Current Liabilities 0.338m

Current Liabilities  46.631m
Payables 41.421m
Hire purchase payables 0.636m
Short term borrowings 4.374m

Total Liabilities 46.769m

Total Equity and Liabilities 144.844m

Net assets per share 2.35

Income Statement 1Q ending 30.9.2010

Revenue 45.507m
Profit from operations 11.564m
PBT 11.509m
PAT 8.541m
EPS 20.44 sen

Weighted average no. of ordinary shares 41.787m


Cash flow statement for period ended 30.9.2010


PBT 11.509m
Operating profit before WCC  12.276m
Cash from operations (4.868m)
Net CFO  (6.037m)

CFI (1.426m)

CFF (0.260m)


17.1.2011
HING YIAP GROUP BERHAD ["COMPANY"]
RECEIPT OF NOTICE OF UNCONDITIONAL TAKE-OVER OFFER FROM RHB INVESTMENT BANK BERHAD ON BEHALF OF EVEREST HECTARE SDN BHD ["EVEREST" OR OFFEROR"]


The Board of Directors of the Company ["Board"] wishes to announce the following:

1. On 17 January 2011, Everest Hectare Sdn Bhd had acquired an aggregate of 20,900,000 ordinary shares of RM1.00 each in the Company representing 50.02% of the issued and paid-up share capital of the Company, for a cash consideration of RM1.50 per share via an unconditional share sale agreement entered into with Chi Kuei Yung Sdn Bhd, Chi Oi Meng, Khoo Henn Kuan and Khoo Henn Kiew.

2. The Company has today received a notice of unconditional take-over offer dated 17 January 2011 ["Notice"] from RHB Investment Bank Berhad on behalf of Everest Hectare Sdn Bhd to acquire all the remaining ordinary shares of RM1.00 each in the Company not already owned by Everest ("Offer Shares") for a cash consideration of RM1.50 for each Offer Share ("Offer").

The Board of Directors of the Company is not seeking any alternative person to make a take-over offer for the Company's shares.



Notice of Unconditional Take-Over Offer of Hing Yiap
Main points:

It is the intention of the Offeror to maintain the listing status of Hing Yiap.

The Offeror does not intend to invoke Section 222 of the CMSA to compulsorily acquire any outstanding Offer Shares for which valid acceptances hve not been received.

Information on the Offeror

Everest Hectare was incorporated in Malaysia under the Companies Act, 1965 as a private limited company on 2 July 2010.

The present directors and shareholders of Everest Hectare are Ng Chin Huat and Yap Su P'ing who each holds 50% equity interest in Everest Hectare.

Ng Chin Huat is currently the Managing Director and the major shareholder of Asia Brands Corporation Berhad, an investment holding company in which its subsidiaries are primarily involved in marketing, trading and retailing of lingerie, ladies' casual wear, children's wear, care and related products.  Some of the brands owned and currently carried by them include Anakku, Audrey, Disney and Mickey Mouse & Friends.