Shanaya Limited Terminates S\$96 Million Share Subscription Agreement: Implications for Investors

Key Points from the Announcement

• Subscription Agreement Terminated: Shanaya Limited has officially announced the termination of its proposed subscription of 96,000,000 new ordinary shares, following the subscriber’s failure to pay the required Aggregate Consideration (minus the Received Deposit) by the Final Long-Stop Date of 17 October 2025.
• Deposit Forfeited: As previously disclosed, the Received Deposit paid by the subscriber will not be refunded under any circumstances, resulting in a direct financial gain for the company from the failed transaction.
• No Material Financial Impact: The Board states that the termination is not expected to have a material adverse impact on Shanaya Limited’s consolidated net tangible assets per share or earnings per share for the financial year ending 31 December 2025.
• Investor Caution Advised: The company urges shareholders and potential investors to exercise caution when trading in Shanaya Limited shares and to consult professional advisors if uncertain about their investment decisions.

Detailed Breakdown for Investors

Shanaya Limited, listed in Singapore, had earlier announced a significant capital-raising initiative involving the proposed issuance of 96,000,000 new ordinary shares. This move was poised to inject substantial liquidity into the company and potentially fund new growth initiatives or balance sheet improvements.

However, the anticipated capital infusion will no longer materialize, as the subscriber failed to meet the financial obligations stipulated in the Subscription Agreement by the agreed deadline. As a result, the agreement has lapsed and ceased to have any force or effect from 17 October 2025. The company will retain the Received Deposit, which is now forfeited by the subscriber.

For shareholders, the immediate impact is two-fold:

• No Dilution of Existing Shareholdings: The termination means the company’s share base remains unchanged, protecting existing shareholders from dilution that would have occurred if the new shares had been issued.
• Potential Price Sensitivity: While the Board expects no material adverse impact on key financial metrics for FY2025, the failed subscription may influence investor sentiment and share price volatility in the short term, as the market digests the implications of the missed capital-raising opportunity.

The company’s management advises all shareholders and prospective investors to read all related announcements and the subscription circular thoroughly and to seek advice from professional advisors when making trading decisions. This conservative stance suggests the Board is aware of possible market reactions and wants to ensure stakeholders are well-informed.

Regulatory Review and Disclosure

The announcement has been reviewed by PrimePartners Corporate Finance Pte. Ltd., the company’s official sponsor. Importantly, it has not been examined or approved by the Singapore Exchange Securities Trading Limited (SGX-ST), which assumes no responsibility for its accuracy.

What’s Next for Shanaya Limited?

The failed subscription may prompt management to seek alternative fundraising routes or strategic partnerships. Investors should keep a close watch for any new developments or future capital market initiatives from Shanaya Limited, as these could present fresh catalysts for share price movement.

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Shanaya Limited Pulls Plug on S\$96 Million Share Subscription—What Does It Mean for Investors?

Disclaimer

This article is for informational purposes only and does not constitute financial advice or a recommendation to buy or sell any security. Please consult your professional financial advisor before making any investment decisions.

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