Sunway–IJM Acquisition,A High-Stakes Takeover Battle

Timeline

Description

2026

The board of IJM Corporation Berhad rejected a RM11 billion takeover offer from Sunway Berhad at RM3.15 per share, structured as 90% shares and 10% cash. The offer would give IJM shareholders a 20.6% stake in the enlarged Sunway group.

2026

Independent adviser M&A Securities assessed IJM’s fair value significantly above the offer price. A second valuation by Rothschild & Co reinforced the valuation gap.

2026 to 2029

Key infrastructure assets including West Coast Expressway and New Pantai Expressway extension are approaching completion. These projects are expected to transition into cash flow generating phases.

2026 onwards

IJM continues to expand its construction and data centre portfolio with a strong order book. Growth is supported by regional demand for infrastructure and digital assets.

Context

The proposed acquisition of IJM Corporation Berhad by Sunway Berhad has quickly evolved into one of Malaysia’s most closely watched corporate confrontations. What initially appeared to be a strategic consolidation has instead exposed a deep divide over valuation, timing, and the fundamental question of future value.

At stake is not merely a RM11 billion transaction, but a broader disagreement on whether IJM’s intrinsic worth has yet to be fully realised.

Deep Dive

In 2026, the board of IJM Corporation Berhad formally advised shareholders to reject Sunway’s offer of RM3.15 per share. The proposed consideration, structured as 90% Sunway shares and 10% cash, would result in IJM shareholders holding 20.6% of the enlarged entity. While the structure offers continued participation, it effectively removes IJM as an independent listed company.

In 2026, independent adviser M&A Securities assessed IJM’s fair value at between RM5.84 and RM6.48 per share. After adjusting for the mechanics of the offer and the distribution impact linked to Sunway’s healthcare listing, the effective value to IJM shareholders falls to approximately RM3.08 per share. This represents a discount of between 47% and 53% to intrinsic value.

In 2026, a separate valuation commissioned from Rothschild & Co estimated IJM’s equity value at between RM16.8 billion and RM19.7 billion, translating to RM4.80 to RM5.63 per share. While lower than the M&A Securities range, it still implies a meaningful gap relative to Sunway’s offer.

In 2026, the board underscored that the timing of the offer coincides with a critical inflection point in IJM’s infrastructure portfolio. The West Coast Expressway, a flagship asset developed over more than a decade, is expected to be fully completed within the year. Once operational, toll revenue is anticipated to stabilise and generate recurring cash flow.

In 2026, IJM also continues work on the New Pantai Expressway Extension, which is scheduled for completion in 2029. Infrastructure assets of this nature typically require long gestation periods, with earnings only materialising after completion. As such, current financial results may not yet reflect the full earnings potential embedded within these projects.

In 2026, the group’s international property developments remain in their investment phase. Projects in London’s financial district, including 88 Royal Mint Street and 25 Finsbury Circus, are still under construction. These assets are expected to enter leasing or disposal cycles over the coming years, suggesting that their value has yet to be fully crystallised.

In 2026, IJM’s core construction segment continues to provide operational stability. The group maintains an order book of approximately RM16.6 billion and has secured RM8 billion in new contracts for the financial year. In addition, it is actively bidding for projects worth around RM17 billion, reinforcing visibility over future earnings.

In 2026, IJM has also expanded into the data centre construction segment, with ongoing projects exceeding RM3.5 billion. Key developments include a RM2.1 billion facility in Elmina Business Park and a RM1.4 billion project in Johor. The expansion aligns with rising demand driven by artificial intelligence and cloud computing, positioning the group within a high growth segment of regional infrastructure investment.

In 2026, concerns were also raised regarding the structure of Sunway’s offer. As the transaction is predominantly share based, IJM shareholders would transition from direct ownership of underlying assets to minority participation in a diversified conglomerate. This shift introduces an additional layer of strategic dependence, where returns are influenced by Sunway’s broader capital allocation and execution.

Key Takeaway

The rejection of Sunway’s proposal reflects a fundamental divergence in perspective. While Sunway appears intent on integrating IJM ahead of a projected earnings uplift, IJM’s board maintains that the company is approaching a phase where long-term investments will begin to deliver tangible returns. The outcome of this corporate standoff will ultimately hinge on whether shareholders prioritise immediate liquidity or the prospect of value realisation over time.

FAQS

1.Why did IJM reject Sunway’s offer?
The board concluded that the offer significantly undervalues the company based on independent valuations and future earnings potential.

2.What is the implied discount in Sunway’s offer?
The effective value of around RM3.08 per share represents a 47% to 53% discount to independent valuations.

3.Why is timing a key issue in this deal?
Major infrastructure assets such as the West Coast Expressway are nearing completion and are expected to generate stable cash flow soon.

4.What role do overseas assets play in the valuation debate?
London property developments are still under construction and have not yet contributed income, indicating unrealised value.

5. How does the deal structure affect shareholders?
Shareholders would exchange direct ownership of IJM for a minority stake in Sunway, making returns dependent on the broader group strategy.

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