By now, we all know that unsecured bond holders, preference shareholders and ordinary shareholders have to once again take a deep, deep haircut following Hyflux’s re-structuring plan. The proposal (see table below) is still subject to final approval through townhall meetings in the coming weeks.
Just a bit more than 2 years ago, many investors were jumping into the $300m perpetual bond issue band-wagon that was dangling at a whopping 6%. Compare this to the meagre bank deposit interest rate of 1% or less, it was like a god-send. The perpetual bonds were so over-subscribed that it has to be upsized to $500m. Still, I believe, it was oversubscribed such that the company had to carry out an allocation exercise for the subscribers. And, by May 2018, the $400m 6% CPS issued in 2011 would have stepped-up to 8% if no redemption was made. The redemption did not take place and the 8% coupon was not delivered either. In fact, no coupons were made in 2018 as Hyflux applied to seek court-protection to carry out debt-restructuring exercise following its ever-choking cash flow problem under the pile of debts.
For the last few years, Hyflux has been pinning on the hope to sell its loss-making Tuaspring desalination and power plant in order to pay down its pile of debts. But the hope became more and more remote in each passing day. It was mentioned previously that there was an interested local buyer but it appeared that Hyflux was not exactly keen. And by today, it has been established that Hyflux would be selling the company lock, stock and barrel to a consortium between Salim Group and Medco Group, SM International Pte Ltd.
So, who are the real losers in this whole saga? Although it is said in the media that Chairman and CEO, Olivier Lum, will lose all her shares in the company, she is probably not the ultimate loser. After all, she has got back her dues as a CEO and receive many years of dividends. Hyflux had established that cash dividends received by the chairman in the period between 2007 and 2017 was $58m (TODAYonline, 24 Feb 2019). Apart from the dividends, she had also been rewarded with an annual remuneration of between $750k to $1m as an executive. So, over the years, she has gotten back her dues. Perhaps the ones that suffered losses are the minority stakeholders. Many of them are working-class employees and retirees, who can only dream of earning a fraction of that $58m in their lifetime. None of these stakeholders got back what they had invested. The 6% promised yield was simply too mouth-watering compared to deposit interest rate of 1% or less at that time. The general belief for investing in the company was that it was producing a critical resource and would not likely be a let-down. Unfortunately, it failed. Many probably had lost their life-savings. Let’s ask ourselves, if a company were to pay 6% coupon faithfully, in how many years’ time will an investor get back what he had invested? It is 16.6 years not taking into account the value of money. So, base on this fact, none of the investors got back what they had invested as even the 2011 6% CPS issued by the company was less than 10 years. With the current state of affairs, there is really not much these investors can do. There is only so much money on the table for distribution and it falls so far short of the owed amount. Paying more for one group of people would mean less for another group. Certainly, the promised yield should not be the only criterion to get into the investment. (See the free beta-mode course for evaluating engineering companies.) In fact, investors should be well-aware that the higher promise return signifies that the higher possibility of losing their capital. Unfortunately, the high promised yield appeals very much to retirees as a source of passive income.
In effect, the situation for the 2011 6% CPS was so near-yet-so-far. I was one of them. I had invested $5,000 and, all this while, the trading price has been above par. It was well and good until the last point when the issuer was to decide to redeem the preference share or to let the debt stepped up to 8%. Frankly speaking, I felt ripped off. Unfortunately, the nature of being perpetual gives the right to the issuer not to redeem the bond. What is the purpose of the step-up clause to 8% when it cannot deliver? Then, there are those who rushed to subscribe the 2016 $300m perpetual bond which was later up-sized to $500m. They enjoyed only one coupon distribution in 2017 to date. To a certain extent, it was with luck that I give this tranche a miss because I noticed that fundamentals were deteriorating badly, and the share price was descending fast. But still, if the proposal were to be accepted, I would have lost about 50% of what I invested for the 2011 tranche, not taking into account the value of money. Furthermore, the share distribution will make all the perpetual bond holders end up with odd lots, making it very difficult to buy or sell. Actually, for the perpetual bondholders, there is no way out other than waiting the bond issuer to redeem the bonds. Alternatively, they can sell in the open market, but during such critical times, the market is definitely trading at a deep discount. So, all-in-all, it has been a painful lesson for this group of investors.
For equity holders, the picture is no better. For many years since 2011, the share price has been falling to reflect the increasing risk. At that time when it was suspended in May 2018, it was probably about 10% the price level of 2011. Unless one, can short the stock with extremely good timing, it is unlikely that one can really gain significantly by trading in Hyflux shares.
The real winner is certainly the SM Investment, a consortium formed from two Indonesian groups, Salim and Medco. They managed to buy opportunistically on the cheap, well below the projects’ book value. Going forward, it would be very dependent on how efficient the consortium is to operate as a group together with the Indonesia operations. Hopefully, they are able to reap sufficient economies of scale to operate efficiently and effectively. This, however, will take time as there are needs to make operational changes once the acquisition is confirmed.
Disclaimer – The above pointers are based on the writer’s opinion. They do not serve as an advice or recommendation for readers to buy into or sell out of the mentioned stock when the suspension is lifted. Everyone should do their homework before they buy or sell any securities. All investments carry risks.
Brennen has been investing in the stock market for 30 years. He trains occasionally and is a managing partner for BP Wealth Learning Centre. He is the instructor for two online courses on InvestingNote – Value Investing: The Essential Guide and Value Investing: The Ultimate Guide. He is also the author of the book – “Building Wealth Together Through Stocks” which is available in both soft and hardcopy.