Gordon Tang and Celine Tang intends to make a voluntary conditional cash offer to acquire remaining 21.63% stake in SingHaiyi Group Ltd. (SGX:5H0) from from Neil Bush and others for approximately SGD 110 million on November 9, 2021. Offer price is SGD 0.117 per share. Offeror intends to privatize SingHaiyi.

The Offeror intends to continue with its existing activities and has no intention introduce any major changes. The Offeror intends for SingHaiyi to continue with its existing activities and has no intention to discontinue the employment of any of the existing employees of SingHaiyi. In the event that the Offeror becomes entitled to exercise its right under Section 215(1) of the Companies Act, the Offeror intends to exercise its right to compulsorily acquire all the Offer Shares not acquired under the Offer.

The Offeror will then proceed to delist SingHaiyi Company from the SGX-ST. As of December 2, 2021, the aggregate number of Offer Shares for which valid acceptances of the Offer have been received are 51.3 million and the aggregate number of the Offer Shares owned, controlled or agreed to be acquired by Gordon Tang and Celine Tang are 3.65 billion. Transaction is subject to minimum tender of 90% stake.

As of December 3, 2021, the aggregate number of Offer Shares owned, controlled or agreed to be acquired by the Offerors and the Offerors Concert Parties, when aggregated with valid acceptances of the Offer are 3,756,330,034 representing 89.18% stake. As on December 6, 2021, the total number of Offer Shares owned, controlled, acquired or agreed to be acquired by the Offeror and the Offeror Concert Parties (including valid acceptances of the Offer) amount to an aggregate of 3,900,467,784 Offer Shares, representing approximately 92.60%. The Offer has become unconditional as to acceptances and is hereby declared unconditional in all respects on December 6, 2021.

As on December 16, 2021, Gordon Tang and Celine Tang holds 95.8% stake. Offer will close on December 27, 2021. The Offer will remain open for acceptance until January 10, 2022.

The Offeror does not intend to extend the Offer beyond the Final Closing Date. United Overseas Bank Limited is the sole financial advisor to Gordon Tang and Celine Tang. M & C Services Private Limited acted as registrar.

Provenance Capital Pte. Ltd. acted as financial advisor to SingHaiyi Group Ltd.