Transcu gets SGX nod to resume trading
28 September 12
The Business Times by Lee Meixian
THE Singapore Exchange Securities Trading
(SGX-ST) has given Transcu Group the nod to resume trading on SGX, more
than three months after the troubled biotechnology firm submitted its
resumption proposal to the Exchange.
Transcu had requested a trading suspension in June last year as it was facing immediate cash-flow problems and had incurred three consecutive years of losses.
Its efforts to raise necessary long-term funding to keep the company afloat had taken longer than usual, it said in a note to shareholders.
Yesterday, Transcu said in a stock filing that SGX had agreed in-principle to lifting the company's trading suspension, subject to satisfaction of the several conditions.
First, Transcu has to obtain shareholders' approval at an extraordinary general meeting for its proposed issue of redeemable 3 per cent convertible bonds worth $13.6 million in principal amount. SGX needs to at least be satisfied that the company will obtain such approval.
Transcu is, however, entitled to draw down the proceeds from its proposed subscription of 66.7 million new ordinary shares at 4.5 Singapore cents for each subscription share to Asia Green Technology Inc.
And Asia Green needs to give SGX its word in a written undertaking that it will not transfer or dispose of any of the bonds or conversion shares, either directly or indirectly, for six months following the lifting of the trading suspension.
The share subscription and the bond issue will give Transcu an initial $7 million in cash combined.
The Exchange also requires written undertakings from various other parties not to transfer or dispose of their shares for six months.
Group founder and CEO Akihiko Matsumura needs to agree to the six-month moratorium, as does Amac Capital Partners, which owns consideration shares arising from a 6 per cent acquisition in Forest Pine Group Pte Ltd as part of Transcu's restructuring plans.
Amac Capital Partners also became a substantial shareholder of Transcu after it agreed to issue Transcu a $6 million equity line facility in September last year.
The Exchange also wants confirmation from the board of Transcu that it will consult SGX-ST whenever it proposes to inject capital into or acquire any securities of Forest Pine, or extend any loan to or provide any guarantee in respect of any loan granted to Forest Pine.
It also wants the board's confirmation that it will comply with listing regulations on interested person transactions for all transactions between Transcu and Forest Pine for as long as Forest Pine continues to be owned by Mr Matsumura or persons related to him.
"The company is currently working with SGX-ST towards satisfying the above-mentioned conditions," Transcu said.
Transcu had submitted a proposal to SGX-ST on June 8 this year to resume trading, supporting it with details of its fund-raising exercise - the share subscription and bond issue - as well as progress made in its research and development efforts in biomass technology. The latter had led to an inked deal that would yield several streams of revenue and open doors for more, it said.
The board, in its proposal, said it believed that proceeds from the fund raising will give it short-term working capital to tide over the difficult period, while its R&D efforts will pay off in the long run when the company starts generating revenue from its green technologies and products.
Background information
Chew Eng Han holds 375,000,000 shares of Transcu, a SGX-listed company. He owns the fund management company, AMAC Capital, that holds another 68,000,000 plus shares of Transcu. (source: Bloomberg)
AMAC Capital is the fund manager for City Harvest Church.
Other interesting facts:
1. Transcu ex-COO/CFO JENALINE LOW CHOH GEK(just left in Nov 2012) was an ex-staff of City Harvest Church wholly-owned charity arm, CHCSA, just before joining Transcu.
2. The newly appointed Transcu CEO LAWRENCE RIKIO KOMO, husband of well-known persoanlity, Nanz Chong, is also an active member of City Harvest Church. Lawrence Komo is known to be an ex-member of the Investment Committee of City Harvest Church, just before he became the Independent Director of Transcu.
Transcu had requested a trading suspension in June last year as it was facing immediate cash-flow problems and had incurred three consecutive years of losses.
Its efforts to raise necessary long-term funding to keep the company afloat had taken longer than usual, it said in a note to shareholders.
Yesterday, Transcu said in a stock filing that SGX had agreed in-principle to lifting the company's trading suspension, subject to satisfaction of the several conditions.
First, Transcu has to obtain shareholders' approval at an extraordinary general meeting for its proposed issue of redeemable 3 per cent convertible bonds worth $13.6 million in principal amount. SGX needs to at least be satisfied that the company will obtain such approval.
Transcu is, however, entitled to draw down the proceeds from its proposed subscription of 66.7 million new ordinary shares at 4.5 Singapore cents for each subscription share to Asia Green Technology Inc.
And Asia Green needs to give SGX its word in a written undertaking that it will not transfer or dispose of any of the bonds or conversion shares, either directly or indirectly, for six months following the lifting of the trading suspension.
The share subscription and the bond issue will give Transcu an initial $7 million in cash combined.
The Exchange also requires written undertakings from various other parties not to transfer or dispose of their shares for six months.
Group founder and CEO Akihiko Matsumura needs to agree to the six-month moratorium, as does Amac Capital Partners, which owns consideration shares arising from a 6 per cent acquisition in Forest Pine Group Pte Ltd as part of Transcu's restructuring plans.
Amac Capital Partners also became a substantial shareholder of Transcu after it agreed to issue Transcu a $6 million equity line facility in September last year.
The Exchange also wants confirmation from the board of Transcu that it will consult SGX-ST whenever it proposes to inject capital into or acquire any securities of Forest Pine, or extend any loan to or provide any guarantee in respect of any loan granted to Forest Pine.
It also wants the board's confirmation that it will comply with listing regulations on interested person transactions for all transactions between Transcu and Forest Pine for as long as Forest Pine continues to be owned by Mr Matsumura or persons related to him.
"The company is currently working with SGX-ST towards satisfying the above-mentioned conditions," Transcu said.
Transcu had submitted a proposal to SGX-ST on June 8 this year to resume trading, supporting it with details of its fund-raising exercise - the share subscription and bond issue - as well as progress made in its research and development efforts in biomass technology. The latter had led to an inked deal that would yield several streams of revenue and open doors for more, it said.
The board, in its proposal, said it believed that proceeds from the fund raising will give it short-term working capital to tide over the difficult period, while its R&D efforts will pay off in the long run when the company starts generating revenue from its green technologies and products.
Background information
Chew Eng Han holds 375,000,000 shares of Transcu, a SGX-listed company. He owns the fund management company, AMAC Capital, that holds another 68,000,000 plus shares of Transcu. (source: Bloomberg)
AMAC Capital is the fund manager for City Harvest Church.
Other interesting facts:
1. Transcu ex-COO/CFO JENALINE LOW CHOH GEK(just left in Nov 2012) was an ex-staff of City Harvest Church wholly-owned charity arm, CHCSA, just before joining Transcu.
2. The newly appointed Transcu CEO LAWRENCE RIKIO KOMO, husband of well-known persoanlity, Nanz Chong, is also an active member of City Harvest Church. Lawrence Komo is known to be an ex-member of the Investment Committee of City Harvest Church, just before he became the Independent Director of Transcu.
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ReplyDeleteAppreciable information, specially for the traders, for getting an update regarding SGX Exchange, that AMAC capital partners has invested in SGX-listed Transcu group.
ReplyDelete