CosmoSteel Holdings to Delist from SGX: Shareholders Face Compulsory Acquisition After Takeover

Key Points from the Announcement

• Delisting Approved: CosmoSteel Holdings Limited (“CosmoSteel” or the “Company”) has received approval from the Singapore Exchange Securities Trading Limited (SGX-ST) to delist from the Official List.
• Compulsory Acquisition Triggered: Offeror, 3HA Capital Private Limited, and its concert parties now hold over 90% of CosmoSteel’s issued shares, enabling compulsory acquisition of remaining shares.
• Trading Suspension: Trading of CosmoSteel shares has already been suspended as of 4 August 2025.
• Final Offer Closed: The voluntary unconditional cash offer has officially closed. The Offeror will acquire all remaining shares not already tendered.
• No Outstanding Material Information: The Company will confirm that it is not aware of any price-sensitive information not already disclosed to the market.
• Date of Delisting To Be Announced: The exact date and time for the delisting will be disclosed in due course.

What Do Shareholders Need to Know?

1. Compulsory Acquisition & Exit for Minority Shareholders

With 3HA Capital Private Limited and its concert parties controlling more than 90% of CosmoSteel’s shares, Singapore law allows them to compulsorily acquire the shares of minority shareholders at the offer price. Shareholders who have not accepted the offer will soon have their shares acquired by the Offeror, and will be paid the final offer price as detailed in the offer documents.

2. Delisting Process and Timeline

The SGX-ST has no objection to CosmoSteel’s delisting application. The delisting is conditional on the completion of the compulsory acquisition, immediate announcement of the delisting approval, and submission of a written confirmation that there are no undisclosed material facts. The Company has already announced the approval and will soon confirm there are no outstanding material disclosures. The final delisting date will be announced shortly.

3. Impact on Share Value and Liquidity

This is a highly price-sensitive event: After delisting, CosmoSteel shares will no longer be tradable on the Singapore Exchange. Shareholders who do not respond to the offer will still have their shares acquired at the same offer price, but will lose the ability to trade their shares on the open market.

4. Important Timeline and Actions for Shareholders

• Action Required: Shareholders who have not yet responded to the offer should prepare for compulsory acquisition and ensure their details are up to date for payment.
• Offer Price: The final offer price, including any revised amounts, is detailed in the offer and revision announcements. Shareholders will receive this price for each share held.
• Future Announcements: Watch for the Company’s announcement of the official delisting date and confirmation that there are no undisclosed material facts.

Details of the Offer and Timeline

• Initial Offer announced on 15 May 2025.
• Offer declared unconditional on 7 July 2025 after the Offeror’s stake exceeded 90%.
• Trading suspension effective 4 August 2025.
• Compulsory acquisition documents sent out on 15 August 2025.
• Delisting approval received from SGX-ST on 4 September 2025.

The directors of CosmoSteel have affirmed that, to their knowledge, all relevant disclosures have been made and there is no outstanding material information that could affect investors’ decisions.

Why This Matters for Shareholders and the Market

The delisting and compulsory acquisition mark the end of CosmoSteel’s journey as a publicly traded company. For retail investors, this is a critical and price-sensitive development because:

• It determines the final cash value shareholders will receive for their holdings.
• It eliminates the possibility of future trading gains or losses on the open market.
• It requires shareholders to ensure their records are up to date to receive payment.

The market may react to these final steps, particularly if there are any delays, surprises, or further revisions to the offer price or process. As it stands, the process is proceeding according to regulatory requirements, and no further unexpected disclosures are anticipated.

Disclaimer:

This article is for informational purposes only and does not constitute investment advice. Shareholders are encouraged to review all official company announcements and consult their financial advisors regarding any action to be taken. The author and publisher accept no liability for any losses or damages arising from the reliance on this information.

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