Symphony/Ranhill Energy

After aborting its controversial IPO, Ranhill Energy and Resources Bhd is heading to a listing on Bursa Malaysia via a RTO of Symphony House Bhd.

The proposed takeover of the BPO company will first see current (March 2014) controlling shareholder Tan Sri Azman Yahya buying over the businesses of Symphony, leaving a listed shell for Ranhill to buy over.

However, it would also mean absorbing whatever liabilities that the company might own.

Sources said Azman would remain a shareholder of Symphony after the reverse takeover by Ranhill, which has businesses in energy and utilities.

Ranhill recorded a net profit of RM282.23mil on revenue of RM1.99bil for its financial year ended Dec 31, 2012.

Ranhill’s IPO plans were put on hold in 2013 after it emerged there had been a disclosure breach related to the suspension of the licences of its affiliate company, Perunding Ranhill Worley Sdn Bhd, by Petroliam Nasional Bhd for an indefinite period.

Subsequently, the SC imposed a fine of RM200,000 on the company, while its substantial shareholder Tan Sri Hamdan Mohamad was reprimanded and fined RM300,000 for the failure to disclose the licensing issue.

Ranhill was supposed to list on Bursa on July 31 2013, with about 70% of its RM753mil IPO proceeds to be utilised for the repayment of borrowings. The SC had instructed the company to postpone its IPO indefinitely on July 25 2013 in view of the non-disclosure issue. The following day, Ranhill announced that it had terminated its IPO.

According to the company’s prospectus, it had debts of RM1.93bil and a gearing of 1.61 times as at end December 2012.

Symphony recorded a net loss of RM40.84mil for its fourth quarter ended Dec 31, 2013, compared with a net loss of RM37.66mil in the corresponding period, which was mainly attributed to an impairment made in respect of its BPO business of RM40.6mil.

Its revenue during the quarter rose to RM14.66mil from RM12.77mil previously.

Its total cash and cash equivalents stood at RM22.80mil as at Dec 31, 2013.

Symphony expects to complete the sale of Symphony BPO Solutions Sdn Bhd by the first quarter of 2014. Upon completion of this sale, the group still has the remaining international BPO business for payroll solutions, which will focus on completing the implementation of secured projects in Japan and Europe.