Vividthree Holdings Ltd. (Catalist:OMK) entered into a definitive conditional sale and purchase agreement to acquire an unknown minority stake in Elliot Communications Pte. Ltd. from Quin Yeo Chow In and Foo Jinzhong Jeremy for SGD 0.308 million on March 26, 2023. Vividthree Holdings intends to fund the Proposed Acquisition through internally generated funds and/or external funds, including bank borrowings.

The Completion of the Proposed Acquisition is conditional upon, inter alia, the satisfaction of certain conditions precedent, including:- the approval of Shareholders having been obtained for the entry into the SPA and the transactions contemplated herein; the satisfactory completion of a legal, financial and business due diligence review by Vividthree Holdings in respect of the operations, business, management and affairs of Elliot Communications and the provision by Vividthree Holdings to the Warrantors confirming the same, all necessary governmental or regulatory filings, permits or approvals (including from the SGX-ST) having been made or obtained in connection with the SPA and the transactions contemplated herein. The transaction is expected to complete no later than May 31, 2023. As of June 27, 2023, Vividthree Holdings Ltd has to-date paid to the Vendor SGD 0.15 million in cash, being the total amount due under the first tranche of the payment schedule set out in the SPA with effect from 27 May 2023, Vividthree has acquired a 30.0% interest in the issued and paid-up share capital of the Target Company.

The acquisition was approved by the shareholders of Vividthree in an Extraordinary General Meeting (EGM) held on May 10, 2023. TSMP Law Corporation acted as legal advisor to Vividthree Holdings.