Lincotrade & Associates Holdings Limited Announces Proposed Placement of Up to 10,000,000 New Ordinary Shares at S\$0.22 Each

Key Highlights of the Proposed Placement

• Placement Size and Price: Lincotrade & Associates Holdings Limited (the “Company”) has entered into a Placement Agreement with SAC Capital Private Limited to issue up to 10,000,000 new ordinary shares at S\$0.22 per share, raising up to S\$2,200,000.
• Premium to Market Price: The placement price represents a premium of approximately 3.14% over the volume weighted average price of S\$0.2133 per share for trades on 21 November 2025 (the last full trading day before the agreement).
• Share Capital Impact: The Placement Shares account for about 5.81% of the existing issued share capital and will constitute 5.49% of the enlarged share capital post-placement. Total shares will increase from 172,027,726 to 182,027,726.
• Ranking and Restrictions: The new shares will rank pari passu with existing shares, except for dividends and distributions declared before their allotment. They will not be placed to directors, substantial shareholders, interested persons, or other restricted parties, unless approved by SGX-ST. No change of control will occur as a result of the placement.
• Exempt Offering: The placement will be conducted as an exempt offering under Section 272B of Singapore’s Securities and Futures Act, so no prospectus will be issued.
• Listing Application: The Company will apply for listing and quotation of the new shares on the Catalist board of SGX-ST and will announce upon receipt of the listing notice.

Financial Impact and Proceeds

• Net Proceeds: After deducting estimated fees and expenses of approximately S\$91,000, the Company expects net proceeds of about S\$2,109,000.
• Use of Proceeds: The Company will deploy all net proceeds for working capital purposes to support ongoing projects, especially in light of a significant increase in its order book (101.8% growth to S\$113.0 million as of 30 September 2025).
• Interim Use: Pending deployment, the proceeds may be placed in banks, short-term money market instruments, or marketable securities.
• Disclosure: The Company will provide periodic updates and detailed breakdowns of the use of funds in financial statements and annual reports. Any material deviation from the stated use will be disclosed.

Rationale for the Placement

The placement is aimed at strengthening the Company’s financial position and financing the Group’s expanded order book, which has seen substantial growth. The move is also expected to broaden the shareholder base, increase public float, and improve trading liquidity, all of which are positive developments for existing and potential investors.

The Group intends to capitalize on robust construction demand in Singapore, with the Building and Construction Authority projecting sector demand to reach S\$47–53 billion in 2025 and S\$39–46 billion annually from 2026 to 2029, largely driven by the public sector.

Financial Effects for Shareholders

Shareholders should note: While NTA per share increases following the placement, earnings per share (EPS) is slightly diluted due to the enlarged share base.

Terms and Conditions of the Placement

• Placement Agent Fees: SAC Capital is entitled to a 3% commission on the Placement Price per share placed, plus any brokerage from subscribers. Subscribers pay an additional 1% commission to the Placement Agent.
• Completion Timeline: Completion will occur three business days after all conditions are satisfied, but not later than eight weeks after the agreement date (24 November 2025), unless extended by mutual agreement.
• Key Conditions: Completion is contingent upon several conditions, including continued listing of shares on SGX-ST, regulatory compliance, delivery of required certificates, validity of share issue mandate, absence of material adverse events, and approval from SGX-ST for listing of new shares.
• Termination: If conditions are not met by the cut-off date, the agreement terminates without further liability.

Shareholder and Regulatory Safeguards

• No Placement to Restricted Parties: The shares will not be placed to directors, substantial shareholders, or interested persons as defined by the Catalist Rules.
• No Change in Control: The placement will not result in transfer or acquisition of controlling interest.
• Placement Agent Confirmations: No share borrowing arrangements are involved; the Placement Agent will ensure compliance with regulatory restrictions, and if any subscriber becomes a substantial shareholder, the Company will promptly announce.
• Director’s Statement: Directors confirm that, with current bank facilities and placement proceeds, working capital is sufficient for present requirements.
• Interest Declaration: No director, substantial shareholder, or their associates has any other interest in the placement, apart from their directorships or shareholdings.

Investor Considerations and Price Sensitivity

• Potential Price Impact: The premium placement price and expected liquidity improvement may positively influence share value.
• EPS Dilution: Investors should be aware of the slight EPS dilution post-placement, which could be perceived negatively despite the stronger balance sheet and working capital.
• Growth Prospects: The significant growth in the Company’s order book and focus on high-demand sectors positions the Company for future expansion, potentially driving future share value.
• Uncertainty Remains: The placement is subject to various conditions, and there is no guarantee it will be completed as planned. Investors should monitor further announcements for developments.

Availability of Documents

The Placement Agreement will be available for inspection at the Company’s registered office for three months from the announcement date.

Ongoing Updates

The Company will continue to make periodic announcements on the progress and material developments regarding the placement, including detailed updates on the use of net proceeds.

Cautionary Statement

Shareholders are reminded that the placement is subject to the fulfilment of all conditions precedent. There is no certainty that the placement will be completed. Please consult your professional advisors before making investment decisions related to the Company.

Disclaimer: This article is for informational purposes only and does not constitute investment advice or a solicitation to buy or sell securities. The information is based on the Company’s official announcement and subject to change. Investors should consult their financial advisers and consider their own circumstances before making any investment decisions.

View Lincotrade Historical chart here