Goldcrest Corporation Limited – Tender Offer

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SUMMARY
POTENTIAL BUYBACK ANNOUNCEMENT
On May 21, 2018, Goldcrest Corporation Limited (BSE:505576) announced that it intends to initiate an equity buyback on May 29, 2018. The Company’s Board of Directors will consider a share repurchase program under which, the company will buyback its own shares.

Share Price = INR 50.05

At the time of potential buyback announcement, the terms of buyback i.e. mode of buyback (tender offer vs. open market repurchase), buyback price and size of buyback are unknown.

TENDER OFFER ANNOUNCEMENT
On May 29, 2018, Goldcrest Corporation Limited (BSE:505576) announced a tender offer to buyback 1.87 million shares at a buyback price of ₹ 75.00 per share. This represents a spread of 23.5% over the market price of ₹ 60.75 per share, as of the announcement date. The proposed buyback shares represents 24.71% of the total outstanding shares of 7.56 million. Given SEBI’s rule of preference to small shareholders who own less than ₹ 0.2 million worth of shares of the Company, approximately 0.28 million shares are reserved for small shareholders, which represents 15% of the proposed buyback.

Features – Tender Offer – Fixed Price
Share Price = INR 60.75
Buyback Price = INR 75.00
Spread = 23.5%
Buyback Size = 24.7% or 1.87 million shares

RECORD DATE ANNOUNCEMENT
The Company has fixed the record date of July 17, 2018 for the purpose of determining the entitlement and the names of equity shareholders who are eligible to participate in the buyback.

BUYBACK DATES ANNOUNCEMENT
The Company has announced the buyback open and close dates to participate in this tender offer. The buyback window for putting instructions opens on August 23, 2018 and closes on September 5, 2018.

RISK-REWARD ANALYSIS
ANALYSIS AS OF TENDER OFFER ANNOUNCEMENT DATE
Share Price = INR 60.75

Based on our research and analysis, the acceptance rate of this tender offer for small shareholders is expected to fall in the 90%-100% range. At the current price level, this represents an expected return between 21.1% and 23.5%. If the share price drops by 5%, the expected return would be between 20.6% and 23.5%. If the share price increases by 5%, the expected return would be between 21.6% and 23.5%. At 100% acceptance rate, the maximum return would be around 23.5%.
Based on the above risk-reward ratio analysis, Goldcrest Corporation Limited tender offer appears to be an attractive low-risk arbitrage opportunity for small shareholders.

CONCLUSION = INVEST

ANALYSIS AS OF 3 DAYS PRIOR TO RECORD DATE
Share Price = INR 75.15

At the current price level and above mentioned acceptance rates, an expected return is between -0.2% and -0.2%. If the share price drops by 5%, the expected return would be between -0.7% and -0.2%. If the share price increases by 5%, the expected return would be between -0.2% and 0.3%. At 100% acceptance rate, the maximum return would be around -0.2%.
Based on the above risk-reward ratio analysis, Goldcrest Corporation Limited tender offer doesn’t appear to be an attractive low-risk arbitrage opportunity for small shareholders anymore.

CONCLUSION = CLOSE

ANALYSIS AS OF BUYBACK OPEN DATE
Share Price = INR 69.00

Given we decided to INVEST at the time of announcement and decided to CLOSE at the time of record date, there is no point to participate in this tender offer anymore.

CONCLUSION = NOT PARTICIPATE

POST-BUYBACK ANNOUNCEMENT & RESULT
On September 5, 2018, Goldcrest Corporation Limited (BSE:505576) announced the final results of the buyback. A total of 0.03 million shares were tendered by small shareholders, out of which 0.03 million shares were accepted. Therefore, the actual acceptance rate for small shareholders turned out to be approximately 100%. The share price increased by 18.4% since the tender offer announcement, which includes 20.7% increase between the tender offer announcement and record date, and 2.4% decrease between the record date and closing date.

Share Price = INR 71.90

Given we decided to INVEST at the time of tender offer announcement, decided to CLOSE at the time of record date and decided to NOT PARTICIPATE at the time of buyback open date, the net realized return was 23.7% over a span of 44 days, which is equivalent to an annualized return of 483.9%.

RESULT = PROFIT
RETURN = 23.7%
DURATION = 44 days
ANNUALIZED IRR = 483.9%

REFERENCE LINKS/FILINGS
Potential Buyback Announcement
Tender Offer Announcement
Record Date Announcement
Buyback Dates Announcement
Post Buyback Announcement

DISCLAIMER & DISCLOSURE
The above post/article should not be considered as a stock recommendation or trading/investing advice in any way. The stock analysis is based on the information publicly available to author, however readers should check the original source of information. Various factors, including personal ownership, may influence or factor into a stock analysis or opinion. At the time of writing this post author may have a financial interest or ownership in the discussed stock or initiate a position anytime in future.