GSH Corporation Limited Secures SGD29 Million Loan Facility – Key Change of Control Clause May Affect Shareholders

Key Highlights

• GSH Corporation Limited has announced the successful securing of loan facilities totaling SGD29 million.
• The loan facility agreement was executed on 28 November 2025.
• The facility contains a significant change of control clause involving the company’s key shareholders.
• No breach of this clause has occurred as of the announcement date.

Details of the Loan Facility and Change of Control Clause

The company has entered into a loan facility agreement with a lender to obtain SGD29 million in financing. The agreement includes a vital clause that investors need to be aware of:

• At any time, if Dr. Sam Goi Seng Hui and his immediate family (mother, siblings, spouse, sons, and daughters) collectively:
  1. Hold less than 35% of the total issued share capital of GSH Corporation Limited, or
  2. Cease to be the largest shareholder (both in terms of share count and voting rights),

  the lender has the right to demand immediate repayment of the loan facility.

Implication: This clause means that the company’s financing is directly linked to the shareholding status of Dr. Sam Goi Seng Hui and his family. Any significant change in their ownership or voting power could trigger a repayment event, potentially leading to liquidity issues or requiring alternative financing arrangements.

Shareholder Impact & Price Sensitivity

• Potential Price Sensitivity: If Dr. Sam Goi Seng Hui and family reduce their stake below 35% or lose their status as the largest shareholder, GSH Corporation Limited could be forced to repay SGD29 million at short notice. Such an event could have a material impact on the company’s cash position, operations, and future prospects.
• Monitoring Required: Shareholders and investors should closely monitor any changes in the substantial shareholdings of the Goi family. Any announcement or market movement indicating a reduction in their stake could be a significant price-moving event.
• Current Status: As of 28 November 2025, there has been no breach of this condition. The Goi family remains compliant with the requirements of the loan agreement.

Conclusion

The SGD29 million loan facility provides GSH Corporation Limited with additional financial flexibility. However, the change of control clause tying the facility to the Goi family’s shareholding is an important risk factor for investors. Any changes in this shareholding structure should be considered price sensitive, with the potential to materially affect the share value and the company’s financial stability.

Disclaimer

This article is for informational purposes only and does not constitute financial advice or a recommendation to buy or sell securities. Investors should conduct their own due diligence and consult with professional advisors before making investment decisions regarding GSH Corporation Limited.

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