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Fullerton Healthcare Co-Founders Reportedly in Dispute That Concerns the Sale of FHC and Its Assets

07/29/2021 | 08:40pm EDT

The private equity specialist credited with transforming Fullerton Healthcare Corporation Limited (FHC) into an Asia-Pacific healthcare management firm is embroiled in a legal spat with his two partners in relation to its potential billion-dollar equity sale. David Sin, a Co-Founder, Group President and Executive Director of FHC, is suing Co-Founders and minority shareholders Michael Tan and Daniel Chan. The dispute concerns the sale of FHC and its assets. Sin alleges that Tan and Chan tried to scupper a deal potentially worth more than $1 billion. He claimed they "created significant doubt and confusion among potential bidders" and gave them the impression that the equity sale was a "distress" one. He claimed in court papers filed earlier in July 2021 and seen by The Straits Times that the pair breached their fiduciary duties as directors when they allegedly manipulated the bidding process in order to retain their management role and caused FHC to receive less favourable bids. But the defendants say they were not obliged to sell their shares in FHC and that Sin has filed the suit to "frighten them into going along with what he wants". FHC Chairman Michael Lim told clients and partners in a circular on July 29, 2021 that the lawsuit "has not and will not adversely affect the operations and function of our businesses". In December 2020, the board approved selling a majority stake and up to 100% in FHC. There were nine non-binding offers received after potential bidders were contacted. These included offers from private equity firms, including KKR & Co. Inc. (NYSE:KKR), Platinum Equity, LLC (Platinum Equity Advisors), Warburg Pincus LLC and Coalition Capital. ST understands that the bids from Warburg Pincus, Coalition Capital and the Spac were based on FHC's valuation being in excess of $1 billion, but the Spac offer was almost 10% higher than the other two bids. But in June 2021, the Spac backed off making a formal bid. This came after Tan and Chan allegedly told potential bidders that they had no intention of selling their shares and intended to retain their management roles in FHC. They even said they were forming their own coalition of bidders, according to Sin, who is represented by Senior Counsel Alvin Yeo and Koh Swee Yen of Wong Partnership. They also claimed that Sin had engineered the sale "as his other businesses had taken on too much debt" and that he had "no choice" but to sell the FHC shares held by him and other entities he controlled. Sin said these claims "caused the potential bidders to express concerns about the fairness of the bidding process. and caused FHC to receive less favourable bids". These bids "did not represent the true and/or fair value of the shares in FHC", he also claimed in court papers. One even had "a negative implied proposed equity value, which meant FHC's shareholders would receive nothing from the sale of their shares". The Spac decided against making a formal bid due to what it said was "operating and governance complexities between founders and investors that have yet to be resolved". Papers filed by Tan and Chan on July 26, 2021 claim that the lawsuit is an attempt to "put pressure on them to sell their shares to a party of Sin's choice, and on his terms". They claim they were entitled to form their own coalition of potential bidders for the proposed equity sale. Meanwhile, the board voted to accept an "unsolicited non-binding offer" from Platinum Equity on July 23, despite objections from Tan and Chan. Both men abstained from voting partly because there was "no certainty that Platinum would submit a binding bid that would be superior to Coalition's bid", their court papers said. They claimed that the board's July 23, 2021 decision "was of no legal effect and. not binding on any shareholder".

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Net income 2021 3 365 M - -
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EV / Sales 2021 16,5x
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Nbr of Employees 1 583
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