$KEPPEL CORPORATION LIMITED(BN4.SI)$This is the deal in a Nutshell. ( look at it like an aquisition by NEWCO )

NEWCO takes over all assets and 1.3B order books of SCM and issues SCM 44% shares in Newco. SCM distributes all the shares on a 1:1 to its shareholders

BEFORE NEWCO takes over KOM, ( which is worth 9.4 billion )

*KOM pays keppel 500M to clear perpectual securities it had issued to keppel corp.

*KOM is split into 2

Asset Co. Worth 4 Billion ( this is sold to TH with keppel retaining 10% )

KOM worth 4.9 Billion LESS OF: OUT OF SCOPE ASSETS remains as KOM

NEWCO buys this KOM ( 4.9 billion ) and issues 56% Shares to Keppel corp.

As Keppel shareholder currently dont have shares in KOM the Keppel 46% Shares are distributed as specie and retains 10% in a segregated account.

Now lets just look at what just happened from order book perspective.

(18%) 1.3 Billion Orderbook SCM gets 44%

(82%) 5.1 Billion Orderbook KOM gets 56%

As Majority holder with more than 50% shares in SCM, The winner in the deal is TH as its shares in SCM gets more % shares in NEWCO that it does through its KOM shares, i.e. TH retains or extends its percentage holding in the sector.

90% of NEWCO is owned directly by SCM & KOM shareholders

10% is held by Keppel corp ( hint ? Who will take management control ? )  

*from online