AJ Jetting Pte Ltd signed a legally binding term sheet to acquire 93.09% stake in Biofuel Research Pte. Ltd. from USP Group Limited (SGX:BRS) for SGD 5.6 million on May 23, 2019. Pursuant to the terms of the term sheet, AJ Jetting has placed a deposit of SGD 0.1 million upon signing of the term sheet. As of June 17, 2019, USP Group received from AJ Jetting a good faith advance payment for SGD 1.4 million subject to completion of the transaction. As of August 7, 2019, a conditional sale and purchase agreement was executed. As per the terms of the agreement, AJ Jetting paid SGD 1.5 million before the execution of agreement, SGD 4 million will be paid on the closing date and SGD 0.09 million will be paid on or before the date falling one year from the closing date. The consideration shall be fully satisfied in cash. Under the terms of the agreement, AJ Jetting will acquire 66.6 million shares in Biofuel Research. Upon completion, USP Group will cease to have any interest in Biofuel Research. As at March 31, 2019, Biofuel Research had book value of SGD 5.4 million. The transaction is subject to completion of satisfactory due diligence, approval by the shareholders of USP Group, approval by the Directors of Biofuel Research and all approvals, consents and licences (whether governmental, corporate or otherwise, including but without limitation, approvals from the SGX-ST). Transaction is also subject to Biofuel completely discharging all bank facilities (apart from the loan extended by United Overseas Bank Limited to Biofuel with respect to the revised banking facilities agreement dated November 8, 2016) or loans including from related parties prior to closing; Biofuel not incurring any new bank loans (apart from the outstanding bank loans which Biofuel shall continue to service promptly up to the closing date) without the prior written consent of AJ Jetting; and there being no outstanding debts, liabilities, charges, liens and other encumbrances imposed on Biofuel, other than those debts, liabilities, charges, liens and other encumbrances disclosed in the audited accounts of Biofuel or which have arisen in the ordinary course of business since the date to which the audited accounts were prepared until the closing date. AJ Jetting and USP Group agreed to enter into an agreement and any other supplementary agreements (if applicable) by June 15, 2019. On June 18, 2019, USP Group signed an addendum to the term sheet with AJ Jetting to extend the period to enter into an agreement from June 15, 2019 to July 5, 2019. On July 5, 2019, USP Group signed a letter of extension with AJ Jetting to extend the period to enter into a definitive agreement from July 5, 2019 to July 19, 2019. This is in order to facilitate further negotiations between AJ Jetting and USP Group, required for the execution of the definitive sale and purchase agreement. On July 19, 2019, USP Group Limited signed a letter of extension with AJ Jetting to extend the period to enter into a definitive agreement from July 19, 2019 to August 15, 2019. Transaction is expected to close no later than the date falling six months from the date of the agreement, or such other date as USP Group and AJ Jetting may agree in writing. USP Group intends to use the net proceeds for its working capital use. The transaction is expected to increase net tangible assets of USP Group from SGD 34.92 to SGD 34.93 and decrease loss per share of USP Group from SGD 24.27 to SGD 23.76. AJ Jetting Pte Ltd cancelled the acquisition to acquire 93.09% stake in Biofuel Research Pte. Ltd. from USP Group Limited (SGX:BRS) on May 23, 2020.