Cuscaden Peak Finalizes Acquisition of Singapore Press Holdings in SGD 3.4 Billion Deal

On April 29, 2022, Cuscaden Peak Pte. Ltd. finalized its acquisition of Singapore Press Holdings Limited (SPH), following a proposal initiated on October 28, 2021. The deal, valued at approximately SGD 3.4 billion, offered SPH shareholders SGD 2.1 per share in cash.

Subsequently, on November 15, 2021, Cuscaden Peak and SPH entered into an implementation agreement. Revised terms allowed shareholders to choose between receiving SGD 2.260 per share entirely in cash or a combination of SGD 1.602 in cash and 0.782 units of SPH REIT per share, totaling an equivalent of SGD 2.4 per share.

The transaction’s completion was contingent upon several conditions: the restructuring of SPH’s media business, approval of the scheme by a majority representing three-fourths in value of SPH shareholders, and necessary court and regulatory approvals. By November 21, 2021, Cuscaden Peak had secured approvals from the Monetary Authority of Singapore and the Info-Communications Media Development Authority. The final regulatory approval from the Foreign Investment Review Board under the Australian Foreign Acquisitions and Takeovers Act 1975 was obtained by December 2, 2021.

On March 22, 2022, SPH shareholders voted in favor of the Cuscaden Scheme during the scheme meeting. The scheme became effective on April 29, 2022, leading to the delisting of SPH from the Singapore Exchange.

Morgan Stanley Asia (Singapore) Pte. served as the financial advisor to Cuscaden Peak, while Credit Suisse (Singapore) Limited advised SPH. Evercore Asia (Singapore) Pte. Ltd. was appointed as the independent financial adviser to SPH’s directors. Legal counsel for Cuscaden Peak was provided by a team from Rajah & Tann Singapore LLP, including Sandy Foo, Favian Tan, Lee Xin Mei, Lee Eng Beng, Chew Xiang, Priscilla Soh, Kala Anandarajah, Tanya Tang, Anne Yeo, and Carmen Lee.