Breaking: CosmoSteel Holdings Faces Compulsory Acquisition as Offer Turns Unconditional – What Shareholders Must Know

Key Points from the Announcement

• 3HA Capital Private Limited, via Evolve Capital Advisory, is making a voluntary unconditional cash offer for all shares of CosmoSteel Holdings Limited.
• The offer price was revised and is now set at S\$0.25 per share.
• The offer has become unconditional, and the Offeror will proceed with compulsory acquisition under Singapore law.
• Dissenting shareholders (those who have not accepted the offer) will have their shares compulsorily acquired at the final offer price.
• Shareholders have received formal notices and can review documents on the SGX website.

Details Retail Investors Must Know

The acquisition process for CosmoSteel Holdings Limited has reached a critical stage. 3HA Capital Private Limited, acting through Evolve Capital Advisory, has formally revised its offer price for CosmoSteel shares to S\$0.25 in cash per share. This revision was communicated on 30 June 2025, and the offer has since become unconditional, meaning it will proceed regardless of further acceptances.

Notably, the Offeror has met the necessary conditions and intends to exercise its legal right under Section 215(1) of the Companies Act to compulsorily acquire all shares from dissenting shareholders—those who did not accept the offer before the closing date. This means that if you are a shareholder who did not accept the offer, you will be forced to sell your shares at S\$0.25 per share. The closing date for the offer was 1 August 2025.

Documents including a formal letter and the prescribed statutory notices (Form 57 and Form 58) have been dispatched to all dissenting shareholders. These documents are also available electronically on the SGX website. Importantly, you do not need to take any action regarding Form 58 unless you wish to exercise your right under Section 215(3) of the Companies Act, which allows you to require the Offeror to acquire your shares if you have not already been contacted.

The announcement also confirms that the Free Float Requirement is no longer satisfied. This is a major trigger for delisting from the Singapore Exchange, and retail investors should expect CosmoSteel to be delisted following the completion of the compulsory acquisition.

Why This News is Potentially Price Sensitive

• The offer price of S\$0.25 sets a clear ceiling for the share price; shares will not trade above this level as all outstanding shares will be acquired at this price.
• The compulsory acquisition process and failure to meet the Free Float Requirement signal imminent delisting of CosmoSteel Holdings Limited.
• Retail investors who still own shares will soon be forced to accept the final offer price, regardless of market developments.
• Any speculation about higher offers is now irrelevant, as the offer is unconditional and the acquisition process is underway.
• Shareholders who wish to challenge the acquisition or seek alternative remedies are advised to seek independent legal advice immediately.

Actionable Information for Shareholders

• If you are a dissenting shareholder, expect your shares to be acquired at S\$0.25 without the need for further action.
• If you wish to exercise your rights under Section 215(3) of the Companies Act or have doubts, consult a legal advisor.
• Monitor SGX announcements and your registered correspondence for further updates and instructions.

Conclusion

This is a decisive moment for CosmoSteel Holdings Limited and its shareholders. The offer has become unconditional, the price is fixed at S\$0.25, and compulsory acquisition will take place, likely leading to the company’s delisting. Shareholders must be aware that there is no longer any upside potential above the offer price, and action is limited to seeking legal advice if they wish to contest or clarify their position.

Disclaimer

This article is for informational purposes only and does not constitute financial or legal advice. Retail investors should consult their own advisers regarding their specific situation and any action they may wish to take. The information is based on publicly available documents and announcements as of 15 August 2025.

View CosmoSteel^ Historical chart here