Sunway's RM11 Billion Bid for IJM: Full Timeline, Controversy & Verdict
On 12 January 2026, Sunway Bhd sent shockwaves through Malaysia's capital markets by announcing a Voluntary Takeover Offer (VTO) for IJM Corporation Bhd worth approximately RM11 billion. If successful, the merger would have created Malaysia's largest property and construction conglomerate, surpassing Gamuda Bhd.
However, what followed was a rare corporate drama on Bursa Malaysia - rejection after rejection from major institutional shareholders, an MACC investigation, and a war of words between both sides. This article presents the full timeline of the Sunway-IJM saga from day one to the deadline on 6 April 2026.
Key Terms of Sunway's Offer
Before diving into the timeline, let us understand the structure of Sunway's offer:
| Details | Value |
|---|---|
| Offer price per IJM share | RM3.15 |
| Total consideration | ~RM11 billion (~USD 2.7 billion) |
| Cash component | 10% (RM1.1 billion) |
| Share swap component | 90% (new Sunway shares at RM5.65 per share) |
| Exchange ratio | ~0.557 Sunway shares for every 1 IJM share |
| Acceptance threshold | >50% of IJM voting shares |
| Delisting threshold | 90% of IJM shares |
| Deadline | 6 April 2026, 5:00 PM |
In summary, for every IJM share held, shareholders would receive RM0.315 in cash and the remainder in new Sunway shares.
Full Timeline: From Announcement to Deadline
12 January 2026 - Offer Announced
Sunway Bhd officially announced a conditional voluntary takeover offer for all 3.51 billion ordinary shares in IJM Corporation Bhd at RM3.15 per share. Maybank Investment Bank was appointed as adviser and filing agent for Sunway.
The announcement triggered a wave of speculation in the market. If successful, the combined entity would become Malaysia's largest property and construction conglomerate, larger than Gamuda Bhd, which at the time had a market capitalisation of approximately USD 7.2 billion.
Late January 2026 - Early Analyst Reactions
Kenanga Investment Bank was among the first to issue its view, maintaining a "Reject Offer" recommendation as it considered the RM3.15 price did not reflect IJM's true value. IJM's board of directors also began signalling opposition to the deal.
3 February 2026 - Deadline Set
The offer acceptance deadline was officially set for 5:00 PM, Monday 6 April 2026 - giving IJM shareholders approximately two months to make their decision.
27 February 2026 - Sunway Stands Firm
Sunway publicly stated that the IJM acquisition was an attractive investment. However, in a Bloomberg report, Sunway also signalled that they were willing to walk away if the offer was rejected - indicating no intention to raise the offer price.
Tan Sri Jeffrey Cheah, Sunway's founder, stated: "If we don't get 50% plus one share, we will walk away. We have given our best."
4 March 2026 - MACC Launches Investigation
The Malaysian Anti-Corruption Commission (MACC) announced an investigation into the proposed acquisition. The investigation covered potential corruption, governance issues, procurement processes, and overseas assets worth approximately RM2.5 billion linked to IJM.
MACC Chief Commissioner Tan Sri Azam Baki confirmed the investigation involved public funds - referring to EPF's and PNB's significant stakes in IJM.
13 March 2026 - Independent Adviser Recommends Rejection
M&A Securities Sdn Bhd, IJM's independent adviser, officially advised shareholders to REJECT the offer. Their conclusion was firm: the offer was "not fair and not reasonable".
Valuations conducted:
- M&A Securities valued IJM shares at RM5.84 to RM6.48 - a 46% to 51% premium over Sunway's RM3.15 offer
- RothschildCo Malaysia (appointed by IJM's board) valued IJM at RM4.80 to RM5.63
IJM's board of directors unanimously agreed and recommended rejection.
16 March 2026 - PNB Rejects Offer
Permodalan Nasional Bhd (PNB), IJM's second-largest shareholder with a 13.3%-13.5% stake, officially rejected Sunway's offer. PNB cited IJM's intrinsic value and stronger long-term growth potential as the main reasons for rejection.
24-26 March 2026 - MACC Clears Sunway
- 24 March: IJM clarified that the MACC investigation was "limited to certain individuals associated with IJM, and not the company itself"
- 25-26 March: Sunway announced receiving a clearance letter from MACC clearing its board of directors of any wrongdoing
26 March 2026 - Sunway EGM Approves Deal
Sunway shareholders voted overwhelmingly in favour of the acquisition - 99.27% approved the proposal. However, PNB's rejection and EPF's expected rejection had already become insurmountable obstacles.
27 March 2026 - EPF Rejects Offer
The Employees Provident Fund (EPF), IJM's largest shareholder with a 20.52% stake, officially rejected Sunway's offer. EPF stated the offered price did not reflect IJM's intrinsic value.
With EPF (20.52%) and PNB (13.5%) rejecting, a total of 34% of IJM shares were locked against the offer - making the 50% threshold virtually impossible to achieve mathematically.
2-3 April 2026 - Final Moments
- 2 April: Sunway revealed joint procurement plans in construction as a short-term strategy within 9 months following the IJM acquisition
- 3 April: IJM reiterated its call for shareholders to reject the offer. As of this date, valid acceptances totalled only 436,725,021 shares (12.5% of IJM) - far below the required 50% threshold
5 April 2026 - IJM Denies Prior Negotiations
In the final development before the deadline, IJM publicly denied Sunway's claims of prior negotiations through an "intermediary", reaffirming once again that the offer was unfair.
6 April 2026 - Offer Officially Lapses
At 5:00 PM on 6 April 2026, Sunway's takeover offer for IJM officially lapsed and failed. Sunway managed to secure valid acceptances of approximately 1.17 billion shares (33.43%) out of IJM's 3.51 billion total voting shares - far below the required 50% threshold.
All accepted shares were returned to IJM shareholders. Sunway is no longer bound by any previous acceptances.
7 April 2026 - Aftermath
Sunway stated it "appreciates" the 33% of IJM shareholders who accepted the offer. Analysts expect Sunway to continue pursuing inorganic growth and sizeable acquisitions, given the group's cash pile of RM1.1-1.2 billion.
IJM announced it will "move forward to unlock value" as a standalone entity. Key plans within 3 years include:
- Rationalising its India portfolio
- Potential listing of the construction division
- Sale or listing of tolled road assets
- Expediting business listings to unlock shareholder value
IJM shares closed at RM2.36 on 6 April 2026 - well below both the RM3.15 offer price and the independent adviser's valuation of RM4.80-RM6.48.
Why Was the RM3.15 Offer Deemed 'Not Fair'?
The valuation gap between Sunway's offer price and IJM's true value was the core issue that derailed this deal:
| Valuer | IJM Share Valuation Range | vs RM3.15 Offer |
|---|---|---|
| M&A Securities (IJM Independent Adviser) | RM5.84 - RM6.48 | 46% - 51% Discount |
| RothschildCo Malaysia | RM4.80 - RM5.63 | 34% - 44% Discount |
| Sunway (Offer Price) | RM3.15 | - |
This difference meant Sunway was essentially offering a price worth half of what independent advisers considered IJM's fair value. For institutional shareholders like EPF and PNB, who are responsible for managing public funds, accepting an offer at such a steep discount was simply out of the question.
Who Were the Key Players in This Saga?
The Bidder (Sunway)
- Sunway Bhd - the offeror company
- Tan Sri Jeffrey Cheah - founder and chairman of Sunway, one of Malaysia's wealthiest billionaires
- Maybank Investment Bank - Sunway's adviser/filing agent
The Target (IJM)
- IJM Corporation Bhd - the target company
- M&A Securities Sdn Bhd - IJM's independent adviser (recommended rejection)
- RothschildCo Malaysia Sdn Bhd - appointed by IJM's board for independent valuation
Key Institutional Shareholders of IJM
- EPF - largest shareholder (~20.52%) - REJECTED
- PNB - second-largest shareholder (~13.5%) - REJECTED
Regulators
- Securities Commission Malaysia - oversight of VTO process
- MACC - investigated the deal; cleared Sunway, investigation of IJM-linked individuals continues
- Attorney General's Chambers - received MACC investigation papers
Impact on Shareholders
If the Offer Fails (Most Likely Scenario)
- All accepted IJM shares will be returned to their holders
- IJM continues operating independently
- Share price adjusts based on market sentiment
- No changes to shareholder structure
If the Offer Succeeds (Highly Unlikely)
- IJM shareholders receive RM3.15 per share (cash + Sunway share mix)
- They become minority shareholders (~20.6%) in the larger Sunway entity
- Reduced control with integration execution risks
Lessons for Investors
- Intrinsic value matters - an offer that looks large (RM11 billion) may not be fair when assessed against the target company's true value
- Institutional shareholders as gatekeepers - EPF and PNB played a critical role in protecting minority shareholder interests and public funds
- Independent advisers are essential - valuations from M&A Securities and RothschildCo provided objective data that helped shareholders make informed decisions
- Due diligence before accepting takeover offers - do not rush to accept offers without understanding the true value of the company you hold
- MACC investigation adds another dimension - the involvement of public funds (EPF, PNB) means any large-scale corporate deal will attract regulatory attention
FAQ - Sunway IJM Takeover
What is a Voluntary Takeover Offer (VTO)?
A VTO or Voluntary Takeover Offer is an offer by one company to purchase shares of another company from its shareholders on a voluntary basis. Unlike a mandatory takeover, shareholders are free to accept or reject the offer.
What was Sunway's offer price for IJM?
Sunway offered RM3.15 per IJM share, with 10% in cash and 90% in new Sunway shares priced at RM5.65 per share. The total offer was worth approximately RM11 billion.
Why did EPF and PNB reject this offer?
Both institutions considered the RM3.15 price did not reflect IJM's intrinsic value. Independent advisers valued IJM shares at RM4.80 to RM6.48 - meaning Sunway's offer represented a 34% to 51% discount from fair value.
What happens to IJM shares if the offer is rejected?
If the offer fails, all accepted IJM shares are returned to their holders. IJM continues operating independently and the share price adjusts according to market sentiment.
Will Sunway raise its offer price?
Tan Sri Jeffrey Cheah has stated that Sunway has given its best offer and is willing to walk away if it fails to reach 50% acceptance. There are no signals of a price increase.
What was MACC's role in this saga?
MACC launched an investigation because the takeover involved public funds (EPF and PNB holdings). Sunway was cleared of wrongdoing, while investigations into certain individuals linked to IJM continue.
How does this outcome affect Malaysia's construction sector?
The Sunway-IJM merger would have created Malaysia's largest conglomerate in the property and construction sector. With the deal's failure, both companies continue operating independently in a rapidly growing market - particularly driven by data centre and infrastructure projects.
What happens after the 6 April 2026 deadline?
If the offer fails to reach the 50% threshold, it lapses and all accepted shares are returned. Sunway and IJM resume operating separately. IJM shareholders retain their full holdings.
Conclusion
The Sunway takeover saga of IJM has now officially ended. The RM11 billion offer that appeared substantial on the surface failed with only 33.43% acceptance - far from the required 50% threshold. The significant valuation gap between the RM3.15 offer price and the RM4.80 to RM6.48 independent valuations, combined with firm rejections from EPF and PNB who collectively held 34% of IJM shares, sealed the fate of this deal. IJM now plans to unlock value through standalone strategic initiatives, while Sunway is expected to continue pursuing large-scale acquisitions elsewhere.
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Further Reading
- How to Read an Income Statement: Understanding Revenue, Net Profit & Cash Reality
- PE Ratio: How to Tell If a Stock Is Expensive or Cheap by Sector in Malaysia
- Gearing Ratio: When Company Debt Becomes Dangerous for Investors
- Bursa Malaysia Targets Quality Over Quantity: RM28 Billion IPO Focus for 2026
- Understanding Preference Shares: Types, ICPS & How to Buy in Malaysia