Alpina Holdings Limited: Detailed Analysis of Scheme Meeting Outcomes and Shareholder Implications

Overview of the Scheme Meeting

Alpina Holdings Limited (“Alpina” or the “Company”) convened a Scheme Meeting on 10 November 2025, following a Court Order from the High Court of Singapore. The purpose was to consider and vote on a proposed Scheme of Arrangement between the Company and its shareholders. The meeting was chaired by Mr. Ong Beng Chye (Richard Ong), Lead Independent Director.

Key Points from the Meeting

• Scheme Resolution Approval: Shareholders approved the Scheme Resolution by a substantial margin:
  • 36 shareholders present and voting (either in person or by proxy).
  • 97.22% (35 votes) in favour, 2.78% (1 vote) against.
  • Shares represented: 24,797,700 voted, with 99.99% in favour and 0.01% against.

  The resolution met the requirements of Section 210(3AB) of the Companies Act: majority in number and at least three-fourths in value of shares voted.

• Next Steps: The Company will apply to the Court for sanction of the Scheme. Updates will be provided to shareholders via SGXNet announcements.
• Scheme Consideration: If sanctioned, shareholders will receive:
  • Cash consideration of \$0.31 per share
  • Special dividend of \$0.06 per share
  • Total payout per share: \$0.37
• Timeline:
  • Court hearing to sanction Scheme: 25 November 2025
  • Expected last trading day of shares: 26 November 2025
  • Record Date: 4 December 2025
  • Effective Date: 5 December 2025
  • Payment of Special Dividend & Scheme Consideration: 16 December 2025
  • Delisting of shares: 18 December 2025

  All dates (except Scheme Meeting) are indicative and subject to change.

Strategic Rationale & Transaction Parties

• Offeror Structure: Upon completion, Savills (Singapore) Pte. Ltd. will hold 70% of the offeror, with Alpina’s founders retaining 30%.
• Rationale: The acquisition aims to create a more resilient group leveraging Savills’ global network and expertise. Savills Singapore brings strategic support, potentially catalysing new growth trajectories for Alpina.
• Previous Collaboration: Prior to this offer, Alpina’s subsidiary (Digo Corporation Pte. Ltd.) and Savills Property Management Pte Ltd jointly participated in a tender for integrated facilities management services for a tertiary institution. Savills Property Management was awarded the contract. No other prior strategic collaborations or discussions occurred between the groups.

Independent Review & Shareholder Protection

• Independent Financial Adviser (IFA): Xandar Capital Pte. Ltd. was appointed as the IFA to advise non-conflicted directors. Three firms were considered, and Xandar was selected based on qualifications, experience, and track record. The IFA opined that the terms of the Scheme are fair and reasonable, and the non-conflicted directors concurred.
• Appointment Process: Executive directors and senior management were not involved in the IFA selection, except for the provision of necessary financial data from the CFO.

Property Sale Update

• 54 Senoko Road: Alpina intends to explore the sale of its property at 54 Senoko Road regardless of the Scheme outcome. No fixed timeline; sale will proceed upon receiving a suitable offer.

Shareholder Q&A Highlights

• Impact if Scheme Not Approved: If the Scheme is not sanctioned, the Group will continue its business as usual. The Board will reassess operational strategy and long-term direction.
• Commitment: Management and executive directors remain committed to driving sustainable performance and value creation as a listed entity should the Scheme not proceed.

Price-Sensitive Information & Potential Impact

• Guaranteed Exit Value: The return of \$0.37 per share (cash plus special dividend) provides a clear exit route for shareholders, representing Alpina’s IPO price (\$0.31) plus a premium dividend (\$0.06).
• Delisting: Approval of the Scheme will result in the delisting of Alpina shares, ending public trading and liquidity for shareholders.
• Savills Strategic Entry: Savills Singapore’s majority stake and strategic backing may have long-term implications for the Group’s growth, resilience, and market positioning.
• Property Sale: The potential sale of 54 Senoko Road could unlock additional value, but details and timing remain uncertain.

Investor Considerations

• Shareholders must monitor SGXNet announcements for updates on the Scheme and related milestones, as developments may affect the value and liquidity of their holdings.
• Key Dates: The expected payment and delisting dates are crucial for investors seeking to time their exit or adjust their portfolio ahead of corporate actions.
• Post-Scheme Prospects: If the Scheme is not approved, Alpina’s future growth may depend on organic business developments and strategic decisions by the Board.

Conclusion

The Scheme Meeting marks a pivotal moment for Alpina Holdings Limited and its shareholders. The approval of the Scheme, coupled with the entry of Savills Singapore as a strategic majority investor, provides a clear and attractive exit for shareholders at a guaranteed value, while also setting the stage for future developments in the Group’s business structure and strategy. Shareholders should closely monitor official updates and key dates to make informed decisions regarding their holdings.

Disclaimer: This article is based on official company documents and public disclosures as of 10 November 2025. Investors are advised to seek independent financial advice and refer to SGXNet and court announcements for the most current information. The above analysis does not constitute investment advice or recommendations. All forward-looking statements are subject to change and inherent risks.

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