Corporate Finance & Advisory

Whatever ambitions you have for your business, Moore Malaysia's corporate finance specialists can help you to achieve them.

We can provide specialist skills, practical experience, know-how and objectivity to assist you in your future plans, whether you are looking to expand, merge or sell your business.

We provide a comprehensive range of partner-led advisory and transaction support services. Our clients range from mid-sized quoted companies and large private concerns to smaller owner-managed businesses across a wide variety of industry sectors both locally and overseas.

Our team of professionals have the capability of identifying growth opportunities for businesses from the launch of start-up or public listing ventures or during the consolidation and development phases of an established enterprise.

We work in tandem with our taxation and business advisory colleagues and consult an external network of trusted advisors from sources such as legal, stockbroking and financial professions to maximise our clients' successful outcomes.

Moore Malaysia's corporate finance experts assist our clients on a variety of issues, including:

• public offerings on all international markets
• the structuring and funding of ventures
• identifying acquisition targets or purchasers
• due diligence investigations
• valuations
• assisting with negotiations
• preparing a business for sale

The regional network of Moore offices offers local knowledge and advice, while member firms of Moore Global Network provide assistance with complex international or cross-border issues.

Financial due diligence

Financial due diligence is a critical aspect of transaction planning as it can affect the purchase price for a business or even the decision whether to proceed. Our due diligence approach is to provide our clients a peace of mind by identifying all the critical factors for which an informed decision can then be made.

Our experienced professionals undertake a tailored approach and focus on key risk areas to provide pragmatic and commercial insights to ensure the investment rationale is robust and the difficult questions can be answered.

Valuations

We recognise that each valuation is unique and not a simple numbers exercise. Using judgement and experience, our professionals use a variety of methodologies and techniques to provide well-informed, robust and transparent valuation opinions.

Our team has experience of valuing private companies of all types and sizes across a wide range of sectors. We provide valuation services in relation to acquisitions, disposals, mergers, disputes and restructuring. We also assist with financial reporting matters, such as purchase price allocation (PPA), impairment testing and the valuation of financial instruments such as share options.

Mergers & Acquisitions

Whether you are the buyer or seller, our team is able to ensure that the process of total transaction management can come to a successful conclusion. Our focus is on the client, the process and the desired result. We will structure your deal taking into consideration the local governing rules and regulations.

Acquisition strategies are undertaken for a variety of reasons but they all have one thing in common, that is a desire to strengthen and grow the existing business.

Initial Public Offerings

Going public is an exciting milestone for every successful business. The decision to take a company public is critical for a growing, privately held company.

All companies seeking listing on Bursa Malaysia will require Securities Commission's (SC) approval, under Section 212 of the Capital Markets and Services Act 2007. In addition, a prospectus issued in conjunction with the listing, must be registered with the SC. For Main Market applications, the SC will generally complete its assessment and register the IPO prospectus within 60 working days from the date of a full and complete application complete with registrable prospectus; 40 working days for companies with large capitalisation.

For ACE Market listing application, SC's approval under Section 212 is not required. However, the IPO prospectus is subject to SC's review, a process that will take 40 working days from submission of the registrable prospectus.

For Main Market applications, the SC reviews the IPO proposal to ensure compliance with the Equity Guidelines and that the applicant's directors and substantial shareholders are free from any adverse records and corporate governance issues. The IPO prospectus is also reviewed for adequacy of disclosures and compliance with the Prospectus Guidelines - Equity and Debt. The SC also checks that the prospectus is disclosed in a full and true manner for investors to make informed investment decisions. For ACE Market applications, only the prospectus review is undertaken.

For submissions that may involve properties, the SC reviews the adequacy of disclosures in valuation certificates and on property assets in prospectus. It also reviews the reasonableness of the valuations of property assets and checks for compliance with the Asset Valuation Guidelines and other applicable valuation standards.

The SC also analyses the effect of the IPO proposal on the equity structure of the applicant, in accordance with the Bumiputera equity requirement.

Throughout the assessment of an IPO application, there is a vigorous internal challenge process in place to ensure thoroughness, consistency, transparency and accountability within the process. There is also much communication between the principal advisers and the SC, right from the pre-submission consultations stage through to the post-decision meetings.

As the process requires careful planning and management to ensure a successful listing, we can act as our clients' advisors to:

• evaluate and advise on the suitability, corporate structure and timing of the floatation
• review the listing requirements and assist in restructuring the company's financial and operational activities to ensure that our client is in a position to qualify for the floatation
• address problems and resolve issues that may adversely affect the listing
• recommend and introduce strategic investors, lawyers, underwriters, valuers and other professional advisors for the transaction
• advise on Malaysia regulatory issues, including corporate governance
• provide the necessary assistance and guidance through the entire IPO process and to the extent possible, expedite the IPO preparatory work
• manage, coordinate, troubleshoot, drive and expedite the IPO process

We can also act jointly with a recognised issue manager to:

• manage the registration and offering process
• co-ordinate the work of accountants, lawyers, public relations and the media
• prepare/review the required filing documents which include the application and prospectus
• address queries from the SC on the prospectus

After listing, the next phase of the company will be to plan for the future. We could assist our clients:

• to manage shareholders' value and to grow the business
• by providing on-going advice and support to our clients and periodic reporting to shareholders and regulators
• by providing on-going advice and support on market developments and activities, such as new share issues and major transactions, and the relevant documentation and project management support